An investment in our Class A common stock involves a high degree of risk.
−Removed: You should carefully consider the risks and uncertainties described below, together with all of the other information contained in this Annual Report on Form 10-K, including the sections titled “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and our consolidated financial statements and related notes, before deciding to invest in our Class A common stock.
+Added: You should carefully consider the risks and uncertainties described below, together with all of the other information contained in this Annual Report on Form 10-K, including the section titled “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and our consolidated financial statements and related notes, before deciding to invest in our Class A common stock.
Additional risks and uncertainties that we are currently unaware of, or that we currently believe are not material, may also become important factors that adversely affect our business or results of operations.
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• The loss of one or more of our largest customers could adversely affect our results of operations.
−Removed: • We have incurred significant losses each year since our inception, we expect our operating expenses to increase, and we cannot give assurances of our future profitability, if any.
• The market for our products and services has not been established with precision, is still emerging and may not achieve the growth potential we expect or may grow more slowly than expected.
−Removed: • Our business with various governmental entities is subject to the policies, priorities, regulations, mandates, and funding levels of such governmental entities and may be negatively or positively impacted by any change thereto.
+Added: • We have incurred significant losses each year since our inception, we expect our operating expenses to increase, and we cannot give assurances of our future profitability, if any.
+Added: • Our business with various governmental entities is subject to the policies, priorities, regulations, mandates, and funding levels of such governmental entities and may be negatively impacted by any change thereto.
• Our ability to grow our business depends on the successful production, launch, commissioning and/or operation of our satellites and related ground systems, which is subject to many uncertainties, some of which are beyond our control.
• Our business involves significant risks and uncertainties that may not be covered by insurance.
−Removed: For example, if one or more of our satellite launches result in catastrophic failure or one or more of our in-orbit satellites or payloads fail, and we have not obtained insurance coverage, we could be required to record significant impairment charges for the satellite or payload.
+Added: For example, if one or more of our satellite launches result in catastrophic failure or one or more of our in-orbit
+Added: satellites or payloads fail, and we have not obtained insurance coverage, we could be required to record significant impairment charges for the satellite or payload.
• If our satellites fail to operate as intended, it could have a material adverse effect on our business, financial condition and results of operations.
−Removed: • Currently we are dependent on LeoStella as the sole manufacturer of our satellites.
−Removed: Any significant disruption to LeoStella’s operations or facilities could have a material adverse effect on our business, financial condition, and results of operations.
+Added: • Any significant disruption to our ability to manufacture satellites could have a material adverse effect on our business, financial condition, and results of operations.
• Our business is capital intensive, and we may not be able to adequately finance our capital needs, including funding future satellites, through operations, or by raising capital, or we may be able to do so only on terms that significantly restrict our ability to operate our business.
• Our business is subject to a wide variety of additional extensive and evolving government laws and regulations.
−Removed: Failure to comply with such laws and regulations could have a material adverse effect on our business.
+Added: Failure to comply with such laws and regulations or imposition of additional laws and regulations could have a material adverse effect on our business.
Risks Related to Our Business and Industry
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We have also encountered, and will continue to encounter, risks and uncertainties frequently experienced by growing companies in rapidly changing industries, such as the risks and uncertainties described below.
−Removed: If our assumptions regarding these risks and uncertainties and our future revenue growth are incorrect or change, or if we do not address these risks successfully, our operating and financial results could differ materially from our expectations, and our business could suffer.
+Added: If we do not address these risks successfully, our operating and financial results could differ materially from our expectations, and our business could suffer.
We may not be able to sustain our revenue growth rate in the future.
−Removed: Although our revenue increased in 2023, there can be no assurances that revenue will continue to grow or do so at current rates, and you should not rely on the revenue of any prior quarterly or annual period as an indication of our future performance.
+Added: Although our revenue increased in 2023 and 2024, there can be no assurances that revenue will continue to grow or do so at current rates, and you should not rely on the revenue of any prior quarterly or annual period as an indication of our future performance.
Our revenue growth rate may decline in future periods.
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Accordingly, the results of any one quarter or measuring period should not be relied upon as an indication of future performance.
−Removed: Our quarterly results, financial position, and operations are likely to fluctuate as a result of a variety of factors, many of which are outside of our control, and as a result, may not fully reflect the underlying performance of our business.
−Removed: We have presented many of the factors that may cause our
−Removed: results of operations to fluctuate in this “Risk Factors” section.
+Added: Our quarterly results, financial position, and operations are likely to
+Added: fluctuate as a result of a variety of factors, many of which are outside of our control, and as a result, may not fully reflect the underlying performance of our business.
+Added: We have presented many of the factors that may cause our results of operations to fluctuate in this “Risk Factors” section.
Fluctuations in our results of operations have caused, and may in the future cause, such results to fall below our financial guidance or other projections, or the expectations of analysts or investors, which could cause the trading price of our Class A common stock to decline.
Our financial performance is dependent on our ability to generate a sustainable order rate for products and services.
−Removed: This can be challenging and may fluctuate on an annual basis as the number of contracts awarded and as the timing of such awards vary.
+Added: This can be challenging and may fluctuate on an annual basis as the number of contracts awarded and the timing of such awards vary.
+Added: If contract awards are delayed to subsequent periods, our quarterly or annual operating results may be adversely affected, and we may not achieve our expected results.
If we are unable to win new contracts or execute on existing contracts as expected, our business, results of operations and financial position could be further adversely affected.
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The individual or cumulative effects of factors discussed above could result in large fluctuations and unpredictability in our quarterly and annual operating results.
−Removed: As a result, comparing our operating results on a period-to-period basis may not be meaningful.
+Added: As a result, comparing our operating results on a
+Added: period-to-period basis may not be meaningful.
These factors make it difficult for us to accurately predict financial metrics for any particular period.
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A significant decrease in the sales to or loss of any of our major customers would have a material adverse effect on our business, financial condition, and results of operations.
−Removed: In fiscal years 2023 and 2022, we had three customers that each accounted for more than 10% of our total revenue and in the aggregate, accounted for 67% and 42% of our total net revenue, respectively.
+Added: In fiscal years 2024 and 2023, we had three customers that each accounted for more than 10% of our total revenue and in the aggregate, accounted for 88% and 88% of our total revenue, respectively.
Customers in the defense market generally purchase our services in connection with government programs that have a limited duration, leading to fluctuating sales to any particular customer in this market from year to year.
−Removed: If we lose one or more of our major enterprise or government customers, or if we experience a significant reduction in business from one or more major enterprise or government customers, there is no assurance that we would be able to replace those customers to generate comparable revenue over a short time period, which could harm our operating results and profitability.
+Added: If we lose one or more of our large customers, or if we experience a significant reduction in business from one or more large customers, there is no assurance that we would be able to replace those customers to generate comparable revenue over a short time period, which could harm our operating results and profitability.
If existing customers do not make subsequent purchases from us or renew their contracts with us, our revenue could decline, and our results of operations would be adversely impacted.
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or if our customers or resellers otherwise seek to renegotiate terms of their existing contracts on terms less favorable to us, our business, financial condition, and results of operations could be adversely affected.
−Removed: Our ability to renew or expand our customer relationships may decrease or vary as a result of a number of factors, including our customers’ satisfaction or dissatisfaction with our geospatial data and analytics platform and/or our products and services, the frequency and severity of errors or disruptions in our platform and/or our products and services, our pricing, the effects of general economic conditions, competitive offerings or alternatives, or reductions in our customers’ spending levels.
+Added: Our ability to renew or expand our customer relationships may be adversely affected as a result of a number of factors, including our customers’ dissatisfaction with our geospatial data and analytics platform and/or our products and services, the frequency and severity of errors or disruptions in our platform and/or our products and services, our pricing, the effects of general economic conditions, competitive offerings or alternatives, reductions in our customers’ spending levels, or the impact of regulatory restrictions.
Our business, financial condition, and results of operations would also be adversely affected if we face difficulty collecting our accounts receivable from our customers or if we are required to refund customer prepayments and deposits.
Achieving renewal or expansion of deployments may require us to increasingly engage in sophisticated and costly sales efforts that may not result in additional sales.
−Removed: In addition, our customers’ decisions to expand the use of our products and services depends on a number of factors, including general economic conditions, the quality of our products and services, and our customers’ satisfaction with our products and services.
+Added: In addition, our customers’ decisions to expand the use of our products and services depend on a number of factors, including general economic conditions, the quality of our products and services, and our customers’ satisfaction with our products and services.
If our efforts to expand within our existing customer base are not successful, our business may suffer.
We rely on the significant experience and specialized expertise of our senior management, engineering, sales and operational staff and must retain and attract qualified and highly skilled personnel in order to grow our business successfully.
−Removed: Our performance is substantially dependent on the continued services and performance of our senior management and our highly qualified team of engineers and data scientists, many of whom have numerous years of experience, specialized expertise in our business, and security clearances required for certain defense projects.
−Removed: If we are not successful in hiring and retaining highly qualified engineers and data scientists, we may not be able to extend or maintain our engineering and data science expertise, and our future product development efforts could be adversely affected.
−Removed: Competition for hiring these employees is intense, especially regarding engineers and data scientists with specialized skills and security clearances required for our business, and we may be unable to hire and retain enough engineers and data scientists to implement our growth strategy.
−Removed: government contracts require us, and some of our employees, to maintain national security clearances.
−Removed: Obtaining and maintaining national security clearances for employees involves a lengthy process, and it is difficult to identify, recruit, and retain employees who already hold national security clearances.
+Added: Our performance is substantially dependent on the continued services and performance of our senior management and our highly qualified team of engineers, many of whom have numerous years of experience, specialized expertise in our business, and security clearances required for certain government contracts.
+Added: If we are not successful in hiring and retaining highly qualified engineers, we may not be able to extend or maintain our engineering and data science expertise, and our future product development efforts could be adversely affected.
+Added: Competition for hiring these employees is intense, especially regarding engineers with specialized skills and security clearances required for our business, and we may be unable to hire and retain enough engineers to implement our growth strategy.
+Added: government contracts require us, and some of our employees, to maintain security clearances.
+Added: Obtaining and maintaining security clearances for employees involves a lengthy process, and it is difficult to identify, recruit, and retain employees who already hold security clearances.
Further, some of our contracts contain provisions requiring us to staff an engagement with personnel that the customer considers key to our successful performance under the contract.
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Identifying, recruiting, training, and managing sales personnel requires significant time, expense, and attention, including from our senior management and other key personnel, which could adversely impact our business, financial condition, and results of operations in the short and long term.
−Removed: In order to successfully scale our sales model, we must, and we intend to, increase the size of our direct sales force, both in the United States and outside of the United States, to generate additional revenue from new and existing customers.
+Added: In order to successfully scale our sales model, we must attract and retain qualified sales personnel with the right market and technical experience, both in the United States and outside of the United States, to generate additional revenue from new and existing customers.
If we do not hire and retain a sufficient number of qualified sales personnel, our future revenue growth and business could be adversely impacted.
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Cancellation of or adjustments to contracts may occur.
−Removed: Additionally, all U.S.
+Added: Additionally,
government contracts included in backlog may be terminated at the convenience of the U.S.
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Our failure to estimate accurately the resources and schedule required for a project, or our failure to complete our contractual obligations in a manner consistent with the project plan upon which our fixed-price contract was based, could adversely affect our overall profitability and could have a material adverse effect on our business, financial condition, and results of operations.
−Removed: We are consistently entering into long-term contracts for large projects that magnify this risk.
+Added: If we enter into long-term contracts for large projects, this risk will increase.
We have been required to commit unanticipated additional resources to complete certain projects, which has resulted in losses on those contracts.
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Therefore, any changes from our original estimates could adversely affect our business, financial condition, and results of operations.
−Removed: If we do not establish relationships with high-impact distributors and resellers, or if we fail to optimize relationships with existing members of our distribution channel, or if our distribution channel members suffer financial losses due to adverse economic conditions or otherwise, our ability to generate revenue will be adversely affected.
−Removed: We expect our revenue derived from indirect channel sales to increase in the near future.
+Added: If we do not establish relationships with high-impact distributors and resellers, or if we fail to optimize relationships with existing members of our distribution channel, or if our distribution channel members suffer financial losses due to adverse economic conditions or otherwise, our ability to generate revenue would be adversely affected.
Our ability to establish relationships with a comprehensive network of distributors, resellers, value-added resellers and similar entities with sufficient qualified and experienced personnel with the right relationships to support the sales of our products and services may impact our ability to generate revenue through this sales channel.
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These events could have a material adverse effect on our financial results.
−Removed: There can be no assurance that we will be successful in developing and marketing, on a timely basis, new products or product enhancements, or that the new products will adequately address the changing needs of the marketplace, or that we will successfully manage the transition from existing products.
−Removed: There can be no assurance that errors will not be found in any new or enhanced products.
−Removed: Certain products require a higher level of sales and support expertise or external validation.
The market for our products and services has not been established with precision, is still emerging and may not achieve the growth potential we expect or may grow more slowly than expected.
The market for our products and services has not been established with precision as the commercialization of space is a relatively new development and is rapidly evolving.
−Removed: Our views of the total addressable market are based on a number of third-party reports and management estimates, which may or may not accurately reflect future market size and growth.
+Added: Our views of the total addressable market are based on a number of third-party reports and management estimates, which may not accurately reflect future market size and growth.
As a result, our views of the total addressable market may prove to be incorrect.
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Our products and services compete with satellite and aerial imagery and related products and services offered by a range of private and government providers.
−Removed: Our current or future competitors may have superior technologies or greater financial resources, more qualified or experienced personnel or other resources than we have.
+Added: Our current or future competitors may have superior technologies, greater financial or other resources, or more qualified or experienced personnel than we have.
The value of our products and services may also be diluted by related products and services that are made available free of charge.
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Our competitors or potential competitors could, in the future, offer satellite-based imagery or other products and services with more attractive features than those of our products and services.
−Removed: The emergence of new remote imaging technologies or the continued growth of low-cost imaging satellites could negatively affect our marketing efforts.
−Removed: More importantly, if competitors develop and launch satellites or other imagery-content sources with more advanced or sophisticated capabilities and technologies than ours, or offer products and services at lower prices than ours, our business and results of operations could be harmed.
−Removed: Due to competitive pricing pressures, such as new product introductions by us or our competitors or other factors, the selling price of our products and services may further decrease.
+Added: The emergence of new remote imaging technologies or the continued growth of low-cost imaging satellites could negatively affect our sales efforts.
+Added: If competitors develop and launch satellites or other imagery-content sources with more advanced or sophisticated capabilities and technologies than ours, or offer products and services at lower prices than ours, our business and results of operations could be harmed.
+Added: Due to competitive pricing pressures, such as new product introductions by us or our competitors, the selling price of our products and services may further decrease.
If we are unable to offset decreases in our average selling prices by increasing our sales volumes or by adjusting our product mix, our revenue and operating margins may decline and our financial position may be harmed.
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In addition, such governments could sell or provide free of charge Earth imagery from their satellites and thereby compete with our products and services.
−Removed: Also, our government customers may at times make our imagery freely available for humanitarian purposes, which could impair our revenue growth with non-governmental organizations.
In addition, some of our foreign competitors currently benefit from, and others may benefit in the future from, subsidies and other protective measures by their home countries where governments are providing financial support, including significant investments in the development of new technologies.
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Some of our competitors have made or could make acquisitions of businesses that allow them to offer more competitive and comprehensive solutions.
−Removed: As a result of such acquisitions, our current or potential competitors may be able to accelerate the adoption of new technologies that better address customer needs, devote greater resources to bring these products and services to market, initiate or withstand substantial price competition, or develop and
−Removed: expand their product and service offerings more quickly than we do.
+Added: As a result of such acquisitions, our current or potential competitors may be able to accelerate the adoption of new technologies that better address customer needs, devote greater resources to bring these products and services to market, initiate or withstand substantial price competition, or develop and expand their product and service offerings more quickly than we do.
These competitive pressures in our market or our failure to compete effectively may result in fewer orders, reduced revenue and margins, and loss of market share.
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In addition, companies competing with us may have a different pricing or distribution model.
−Removed: Increased competition could result in fewer customer orders, price reductions, reduced margins, and loss of market share, any of which could harm our business and results of operations.
+Added: Increased competition could result
+Added: in fewer customer orders, price reductions, reduced margins, and loss of market share, any of which could harm our business and results of operations.
We have incurred significant losses each year since our inception, we expect our operating expenses to increase, and we cannot give assurances of our future profitability, if any.
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Our operations, products, solutions, analysis and intellectual property are inherently at risk of loss, inappropriate access or use, or tampering by both insider threats and external bad actors.
−Removed: In particular, as a defense contractor, we face an increased potential of cyber and other security threats, including:
+Added: In particular, as a defense contractor, we face increased potential for cyber and other security threats, including:
• attempts to gain unauthorized access to our sensitive information, networks, operations and assets both cyber and physical;
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• threats to the security and viability of our facilities, infrastructure and supply chain;
−Removed: • and threats from state-sponsored and otherwise sophisticated actors, terrorist acts or other acts of aggression.
−Removed: Our customers and partners (including our supply chain, software and data providers, joint ventures and service providers) face similar threats and growing requirements.
−Removed: With regard to cyber incidents in particular, the secure maintenance of this information and technology is critical to our business operations.
−Removed: We have implemented multiple layers of security measures designed to protect the confidentiality, integrity, availability and privacy of this data and the systems and devices that store and transmit such data.
+Added: • threats from state-sponsored and otherwise sophisticated actors, terrorist acts or other acts of aggression.
+Added: Our customers and partners (including our supply chain, software and data providers, joint ventures and service providers) face similar threats.
+Added: With regard to cyber incidents in particular, the secure maintenance of information and technology is critical to our business operations and we, like our customers and partners, are subject to growing requirements for investments in cybersecurity and physical security.
+Added: We have implemented multiple layers of security measures designed to protect the confidentiality, integrity, availability and privacy of data and the systems and devices that store and transmit such data.
We utilize current security technologies, and our defenses are monitored and routinely tested internally.
−Removed: However, cybersecurity threats can come from a variety of sources, ranging in sophistication from an individual hacker to malfeasance by employees, consultants or other service providers to state-sponsored attacks.
+Added: However, cybersecurity threats can come from a variety of sources, such as an individual hacker, state-sponsored attackers, or malfeasance or even unintentional errors by employees, consultants or other service providers.
Cyber threats may be generic, or they may be custom-crafted against our information systems.
Over the past several years, cyber-attacks have become more prevalent and much harder to detect and defend against.
−Removed: Our network and storage applications and other systems used in our business and operations may be vulnerable to cyber-attack, malicious intrusion, ransomware or other malicious software, malfeasance, loss of data privacy or other significant disruption and may be subject to unauthorized access by hackers, employees, consultants or other service providers.
+Added: Our network and storage applications and other systems used in our business and operations may be vulnerable to cyber-attack, malicious intrusion, ransomware or other malicious software, malfeasance, loss of data privacy or other significant disruption and may be subject to unauthorized access by various parties, including hackers, employees, consultants or other service providers.
In addition, hardware, software or applications we develop or procure from third parties may contain defects in design or manufacture or other problems that could unexpectedly compromise information security.
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Further, because our teams are distributed and our employees often work remotely, the cybersecurity risks we face may be heightened by an increased attack surface across our business and those of our service providers and other third parties we work with.
−Removed: During times of war and other major conflicts, we, and the third parties upon which we rely, may be vulnerable to a heightened risk of these attacks, including retaliatory cyber-attacks, that could materially disrupt our systems and operations, supply chain, and ability to produce, sell and distribute our goods and services.
+Added: During times of war and other geopolitical tensions and conflicts, we, and the third parties upon which we rely, may be vulnerable to a heightened risk of these attacks, including retaliatory cyber-attacks, that could materially disrupt our systems and operations, supply chain, and ability to produce, sell and distribute our goods and services.
Because the techniques used to obtain unauthorized access, disable or degrade service, or sabotage systems change frequently and may not immediately produce signs of intrusion, we may be unable to anticipate these incidents or techniques, timely discover them, or implement adequate preventative measures.
−Removed: There can be no assurance that we will not be subject to cybersecurity incidents that bypass our security measures, impact the integrity, availability or privacy of data, including data that may be subject to privacy or security laws or disrupt our information systems, devices or business.
+Added: There can be no assurance that we will not be subject to cybersecurity incidents that bypass our security measures;
+Added: impact the integrity, availability or privacy of data, including data that may be subject to laws, regulations or other obligations relating to privacy, data protection or security;
+Added: or disrupt our information systems, devices or business.
As a result, cybersecurity, physical security and the continued development and enhancement of our controls, processes and practices designed to protect our enterprise, information systems and data from attack, damage or unauthorized access remain a priority for us.
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• costly remediation and prevention efforts;
−Removed: • the loss, misappropriation, corruption or unauthorized access to, or alteration or unavailability of data;
+Added: • the loss, misappropriation, corruption or unavailability of, or unauthorized access to or use, alteration or other processing of data;
• the loss of the ability to communicate with our satellites or for our satellites to communicate with our ground stations;
+Added: • costly investigation, notification, or reporting requirements;
• government and regulatory investigations, claims, demands and litigation, including potential class action litigation, and potential liability under privacy, security and other applicable laws;
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Any delays could result in increased costs of development or deflect resources from other projects.
−Removed: In addition, there can be no assurance
−Removed: that the market for our products and services will develop or continue to expand or that we will be successful in newly identified markets as we currently anticipate.
+Added: In addition, there can be no assurance that the market for our products and services will develop or continue to expand or that we will be successful in newly identified markets as we currently anticipate.
The failure of our technology to gain market acceptance could significantly reduce our revenue and harm our business.
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However, the amount of insurance coverage that we maintain may not be adequate to cover all claims or liabilities, and even if adequate, may delay constellation or platform upgrades, which would negatively impact our ability to meet customer commitments and revenue expectations.
−Removed: Existing coverage may be canceled while we remain exposed to the risk and it is not possible to obtain insurance to protect against all operational risks, natural hazards and liabilities.
−Removed: While we maintain insurance to cover certain risks and liabilities related to our business, we have not historically obtained and may not maintain launch or in-orbit insurance coverage for our satellites to address the risk of potential systemic anomalies, failures, collisions with our satellites or other satellites or debris, or catastrophic events affecting the existing satellite system.
+Added: Existing coverage may be canceled while we remain exposed to certain risks, and it is not possible to obtain insurance to protect against all operational risks, natural hazards and liabilities.
+Added: While we maintain insurance to cover certain risks and liabilities related to our business, we have not historically obtained and may not maintain launch or in-orbit insurance coverage for our satellites to address the risk of potential systemic anomalies, failures, collisions with our satellites or other satellites or debris, casualty associated with impacts from satellite reentry, or catastrophic events affecting the existing satellite system.
If one or more of our in-orbit uninsured satellites or payloads fail, one or more of our uninsured satellites is destroyed during failed launch, or if we have not obtained sufficient insurance for a particular event, we could be required to record significant impairment charges for the satellite or payload.
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In addition, even though we carry business interruption insurance policies, any business interruption losses could exceed the coverage available or be excluded from our insurance policies.
−Removed: Any disruption of our ability to operate our business could result in a material decrease in our revenue or significant additional costs to replace,
−Removed: repair or insure our assets, which could have a material adverse impact on our business, financial condition, and results of operations.
−Removed: Issues in the use of artificial intelligence (“AI”), including machine learning, in our geospatial data and analytics platforms may result in reputational harm or liability.
+Added: Any disruption of our ability to operate our business could result in a material decrease in our revenue or significant additional costs to replace, repair or insure our assets, which could have a material adverse impact on our business, financial condition, and results of operations.
+Added: Issues in the use of artificial intelligence (“AI”), including machine learning, in our geospatial data and analytics platforms may negatively affect our business.
AI is enabled by or integrated into some of our geospatial data and analytics platforms and is a growing element of our business offerings.
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Datasets may be insufficient, of poor quality, or contain biased information.
−Removed: Inappropriate or controversial data practices by data scientists, engineers, and end-users of our systems could impair the acceptance of AI solutions.
−Removed: If the recommendations, forecasts, or analyses that AI applications assist in producing are deficient or inaccurate, we could be subjected to competitive harm, potential legal liability, and brand or reputational harm.
−Removed: Some AI scenarios present ethical issues.
−Removed: Though our technologies and business practices are designed to mitigate many of these risks, if we enable or offer AI solutions that are controversial because of their purported or real impact on our financial condition and operations or the financial condition and operations of our customers, we may experience competitive harm, legal liability and brand or reputational harm.
+Added: Inappropriate or controversial data practices by engineers and end-users of our systems could impair the acceptance of AI solutions and the use of our products.
+Added: If the recommendations, forecasts, or analyses that AI applications assist in producing are deficient or inaccurate, we could be subjected to competitive harm, potential legal liability, and brand or reputational harm, and our business could be negatively affected.
+Added: Some scenarios involving the use of or reliance on AI also present ethical issues.
+Added: Additionally, AI technologies are subject to evolving laws, regulations, guidance, and industry standards, which may expose us to legal liability or regulatory risk, including with respect to third-party intellectual property, privacy, publicity, contractual, or other rights.
+Added: Though our technologies and business practices are designed to mitigate many of these risks, our enablement, integration or other use of AI may expose us to claims, demands, and proceedings and subject us to competitive harm, legal liability and brand or reputational harm, and our business could be negatively affected.
Our products and services are complex and could have unknown defects or errors, which may increase our costs, harm our reputation with customers, give rise to costly litigation, or divert our or our customers’ resources from other purposes.
−Removed: We devote substantial resources to research and development, which could cause our operating results to decline.
+Added: We may devote substantial resources to research and development to address defects or errors, which could cause our operating results to decline.
Our products and services, including our satellites, satellite systems, and ground station infrastructure, are extremely complex and must operate successfully with complex hardware and software from other vendors.
−Removed: Despite testing, our BlackSky Spectra platform and products contain defects and errors and may in the future contain defects or errors, or experience performance problems when first introduced, when new versions or enhancements are released, or even after these products have been used by our customers for a period of time.
+Added: There can be no assurance that we will be successful in developing and marketing, on a timely basis, new products or product enhancements, or that the new products will adequately address the changing needs of the marketplace, or that we will successfully manage the transition from existing products.
+Added: Despite testing, our BlackSky Spectra platform and products may contain defects and errors, or experience performance problems when first introduced, when new versions or enhancements are released, or even after these products have been used by our customers for a period of time.
+Added: These defects or errors could result in malfunctions, service interruptions, or other adverse consequences.
We also employ sophisticated design and testing processes and practices for our satellites and satellite systems, which include a range of stringent factory and on-site acceptance tests with criteria and requirements that are jointly developed with customers.
+Added: Certain products may also require external validation.
Our systems may not be successfully implemented, pass required acceptance criteria, or operate or give the desired output, or we may not be able to detect and fix all defects and errors in the satellites and our products and services.
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In addition, increased development costs could be substantial and could reduce our operating margins.
−Removed: The existence of any defects, errors, or failures in our products and services or the misuse of our products or services could also lead to lawsuits against us, result in injury, death, or property damage, and significantly damage our reputation and support for our products and services in general.
+Added: The existence of any defects, errors, or failures in our products and services or the misuse of our products or services could also lead to lawsuits against us;
+Added: result in injury, death, or property damage;
+Added: and significantly damage our reputation and support for our products and services in general.
Alleviating any of these problems could require additional significant expenditures of our capital and other resources and could cause interruptions, delays, or cessation of our product licenses, which could cause us to lose existing or potential customers and could adversely affect our business, financial condition, results of operations, and growth prospects.
In addition, our products and services integrate a wide variety of other elements, and our products and services must successfully interoperate with products from other vendors and our customers’ own technologies.
−Removed: As a result, when problems occur for a customer using our products and services, it may be difficult to identify the sources of these problems.
−Removed: The occurrence of software errors or errors in data, whether or not caused by our products and services, could delay or reduce market acceptance of our products and services and have an adverse effect on our business and financial performance, and any necessary revisions may cause us to incur significant expenses.
+Added: As a result, when problems occur for a customer using our products and services, it may be difficult to identify the sources of
+Added: these problems.
+Added: The occurrence of software errors or errors in data, whether or not caused by our products and services, could result in malfunctions, service interruptions, or other adverse consequences and could delay or reduce market acceptance of our products and services and have an adverse effect on our business and financial performance, and any necessary revisions may cause us to incur significant expenses.
In addition, we may not deliver or maintain interoperability quickly or cost-effectively, or at all.
These efforts require capital investment and engineering resources.
−Removed: If we fail to maintain the compatibility of our products and services
−Removed: with our customers’ network and security infrastructures, our customers may not be able to fully adopt our offerings, and we may, among other consequences, experience reduced adoption of or demand for our products and services, which could adversely affect our business, financial condition, and results of operations.
+Added: If we fail to maintain the compatibility of our products and services with our customers’ network and security infrastructures, our customers may not be able to fully adopt our offerings, and we may, among other consequences, experience reduced adoption of or demand for our products and services, which could adversely affect our business, financial condition, and results of operations.
Further, the incorrect or improper implementation or use of our software, our failure to train customers on how to benefit from full utilization of our platform, or our failure to provide support services to our customers may result in errors or loss of data and as a result, dissatisfied customers, negative publicity, and harm to our reputation and brand, or legal claims against us.
We have limited experience with respect to determining the optimal prices and pricing structures for our products and services.
−Removed: We expect that we may need to change our pricing model from time to time, including as a result of competition, global economic conditions, reductions in our customers’ spending levels generally, changes in product mix, pricing studies or changes in how information technology infrastructure is broadly consumed.
+Added: We have in the past changed, and expect that we may need to, in the future, change our pricing model from time to time, including as a result of competition, global economic conditions, reductions in our customers’ spending levels generally, changes in product mix, pricing studies or changes in how information technology infrastructure is broadly consumed.
Similarly, as we introduce new products and services, or as a result of the evolution of our existing products and services, we may have difficulty determining the appropriate price structure for our products and services.
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If we suffer performance issues or downtime that exceeds the service level commitments under our contracts with our customers, our business, financial condition, and results of operations would be adversely affected.
−Removed: Our business, financial condition, results of operations, and prospects may be harmed if we are unable to cross-sell our solutions.
+Added: If we are unable to cross-sell our solutions, our business, financial condition, results of operations, and prospects may be harmed.
A significant component of our growth strategy is to increase the cross-selling of our products and services to current and future customers, however, we may not be successful in doing so if our customers find our additional solutions to be unnecessary or unattractive.
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Any failure to offer high-quality technical support may harm our relationships with our customers and have a negative impact on our business and financial condition.
−Removed: Our customers depend on our customer support team to resolve technical and operational issues relating to our products and services.
−Removed: Our ability to provide effective customer support globally is largely dependent on our ability to maintain self-service support resources and to attract, train, and retain qualified personnel with experience in
−Removed: supporting customers with products and services such as ours.
+Added: Our customers depend on our customer support team to resolve technical and operational issues relating to our products and services, and certain products require a higher level of sales and support expertise.
+Added: Our ability to provide effective customer support globally is largely dependent on our ability to maintain self-service support resources and to attract, train, and retain qualified personnel with experience in supporting customers with products and services such as ours and if applicable, the necessary security clearances.
As we continue to grow our operations and expand internationally, we need to be able to provide efficient customer support that meets our customers’ needs globally at scale and our customer support team will face additional challenges, including those associated with delivering support, training, and documentation in languages other than English, and partner collaboration to deliver the necessary in-language customer support.
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If we identify material weaknesses in the future, or otherwise fail to develop and maintain an effective system of internal controls, our ability to produce timely and accurate financial statements or comply with applicable regulations could be adversely affected, which may adversely affect investor confidence in our company and the value of our Class A common stock.
−Removed: Our management is responsible for establishing and maintaining adequate internal control over financial reporting, as defined in the Exchange Act Rule 13a-15(f).
+Added: Our management is responsible for establishing and maintaining adequate internal control over financial reporting, as defined in Rule 13a-15(f) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”).
Our internal control over financial reporting is designed to provide reasonable assurance to our management and board of directors regarding the preparation and fair presentation of published financial statements.
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Our ability to use net operating loss carryforwards and certain other tax attributes may be limited.
−Removed: As of December 31, 2023, we had $57.8 million of tax-effected U.S.
+Added: As of December 31, 2024, we had an estimated $62.9 million of tax-effected U.S.
federal net operating loss carryforwards available to reduce future taxable income.
It is possible that we will not generate sufficient taxable income in time to use these net operating loss carryforwards before their expiration or at all.
−Removed: Under legislative changes made in December 2017, U.S.
+Added: Under legislative
+Added: changes made in December 2017, U.S.
federal net operating losses incurred in 2018 and in future years may be carried forward indefinitely, but, for taxable years beginning after 2020, the deductibility of such net operating losses is limited to 80% of taxable income.
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Under those sections of the Code, if a corporation undergoes an “ownership change,” the corporation’s ability to use its pre-change net operating loss carryforwards and other pre-change attributes, such as research tax credits, to offset its post-change income or tax may be limited.
−Removed: In general, an “ownership change” will occur if there is a cumulative change in our ownership (by value) by “5-percent shareholders” that exceeds 50 percentage points
−Removed: over a rolling three-year period.
+Added: In general, an “ownership change” will occur if there is a cumulative change in our ownership (by value) by “5-percent shareholders” that exceeds 50 percentage points over a rolling three-year period.
Similar rules may apply under state tax laws.
−Removed: We completed our analysis of historical “ownership changes” for purposes of Section 382 and Section 383 of the Code and believe an immaterial portion of our cumulative U.S.
+Added: We have completed an analysis of historical “ownership changes” for purposes of Section 382 and Section 383 of the Code and believe an immaterial portion of our cumulative U.S.
federal net operating loss carryforwards will expire unutilized.
Risks Related to Our Government Contracts
−Removed: Our business with various governmental entities is subject to the policies, priorities, regulations, mandates, and funding levels of such governmental entities and may be negatively or positively impacted by any change thereto.
+Added: Our business with various governmental entities is subject to the policies, priorities, regulations, mandates, and funding levels of such governmental entities and may be negatively impacted by any change thereto.
We have contracts with the U.S.
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These government contracts customarily contain provisions that give the government substantial, and sometimes unilateral, rights and remedies, many of which are not typically found in commercial contracts and which are unfavorable to contractors.
−Removed: The FAR governs all aspects of government contracting, including contractor qualifications and acquisition procedures.
−Removed: The FAR provisions in U.S.
+Added: The provisions in U.S.
government contracts must be complied with in order for the contract to be awarded and provide for government audits and reviews of contract procurement, performance and administration.
For instance, the U.S.
−Removed: government will have the right to unilaterally terminate and may have the right to unilaterally modify contracts for its convenience, and in that event, the counterparty to the contract may generally recover only its incurred or committed costs and settlement expenses and profit on work completed prior to the termination.
+Added: government will often have the right to unilaterally modify contracts and always has the option to terminate contracts for convenience, and in that event, the counterparty to the contract may generally recover only its incurred or committed costs and settlement expenses and profit on work completed prior to the termination.
If the government terminates a contract for default, the defaulting party may be liable for any extra costs incurred by the government in procuring undelivered items from another source.
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government agencies.
−Removed: In addition, we could suffer serious harm to our reputation and competitive position if allegations of impropriety were made against us, whether or not true.
−Removed: If our reputation or relationship with U.S.
−Removed: government agencies were impaired, or if the U.S.
−Removed: government otherwise ceased doing business with us or significantly decreased the amount of business it does with us, our revenue would decline.
−Removed: Further, changes in government policies, priorities, regulations, use of commercial data providers to meet U.S.
−Removed: government imagery needs, government agency mandates, funding levels through agency budget reductions, the imposition of budgetary constraints or a decline in government support or deferment of funding for programs in which we or our customers participate could result in contract terminations, delays in contract awards, reduction in contract scope, performance penalties or breaches of our contracts, the failure to exercise contract options, the cancellation of planned procurements and fewer new business opportunities, all of which could negatively impact our business, financial condition, results of operations and cash flows.
+Added: In addition, we could suffer serious harm to our reputation and competitive position if allegations of impropriety were made against us, whether or not true, and as a result there could be an adverse impact on our revenue, earnings and cash flow.
+Added: Further, changes in government policies, priorities, regulations, use of other commercial data providers to meet U.S.
+Added: government imagery needs, government agency mandates, funding levels through agency budget reductions, the imposition of budgetary constraints or a decline in government support or deferment of funding for programs in which we or our customers participate could result in contract terminations, delays in contract awards, reduction in contract scope and/or value, the failure to exercise contract options, the cancellation of planned procurements and fewer new business opportunities, all of which could negatively impact our business, financial condition, results of operations and cash flows.
In addition, continued uncertainty related to recent and future disruptions in U.S.
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budget and/or failure of the U.S.
−Removed: government to enact annual appropriations, such as long-term funding under a continuing resolution, could have a material adverse impact on our revenue, earnings and cash flow and may negatively impact regulatory approvals and guidance that are important to our operations.
−Removed: We face other risks and uncertainties associated with defense-related contracts, which may have a material adverse effect on our business.
−Removed: Our products and services are incorporated into many different domestic and international defense programs.
+Added: government to
+Added: enact annual appropriations, could have an adverse impact on our revenue, earnings and cash flow and may negatively impact regulatory approvals and guidance that are important to our operations.
+Added: Our customers also include non-U.S.
+Added: Similar procurement, budgetary, contract, and audit risks that apply in the context of U.S.
+Added: government contracting may also apply to our doing business with these entities.
+Added: In addition, compliance with complex regulations and contracting provisions in a variety of jurisdictions can be expensive and consume significant management resources.
+Added: We face other risks and uncertainties associated with government and related contracts, which may have an adverse effect on our business.
+Added: Our products and services are incorporated into many different domestic and international government programs.
Whether our contracts are directly with the U.S.
government, a foreign government, or one of their respective agencies, or indirectly as a subcontractor or team member, our contracts and subcontracts are subject to special risks.
−Removed: • Changes in government administration and national and international priorities, including developments in the geopolitical environment, could have a significant impact on national or international defense spending priorities and the efficient handling of routine contractual matters.
+Added: • Changes in government administration and national and international priorities, including developments in the geopolitical environment, could have a significant impact on national or international government spending priorities and the efficient handling of routine contractual matters.
These changes could have a negative impact on our business in the future.
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The increased bargaining power of these contractors may adversely affect our ability to compete for contracts and, as a result, may adversely affect our business or results of operations in the future.
+Added: • Foreign governments may favor local suppliers or inclusion of local content.
+Added: We may not be awarded contracts if we are unable to provide an attractive level of local services, which may adversely affect our business in the future.
Our customers include U.S.
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To the extent that there are interpretations or changes in the FAR regarding the qualifications necessary to sell commercial items, there could be a material impact on our business and operating results.
−Removed: For example, there have been legislative proposals to narrow the definition of a “commercial item” (as defined in the FAR) or to require cost and pricing data on commercial items that could limit or adversely impact our ability to contract under commercial item terms.
Changes could be accelerated due to changes in our mix of business, in federal regulations, or in the interpretation of federal regulations, which may subject us to increased oversight by the Defense Contract Audit Agency for certain of our products or services.
−Removed: Such changes could also trigger contract coverage under the Federal Cost Accounting Standards (“CAS”), further impacting our commercial operating model and requiring compliance with a defined set of business systems criteria.
+Added: Such changes could also trigger contract coverage under the Federal Cost Accounting Standards (“CAS”), further impacting our
+Added: commercial operating model and requiring compliance with a defined set of business systems criteria.
Growth in the value of certain of our contracts has increased our compliance burden, requiring us to implement new business systems to comply with such requirements.
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government and defense contractors.
−Removed: Amendments to DoD cybersecurity requirements, such as through amendments to the FAR or DFARS, may increase our costs or delay the award of contracts if we are unable to certify that we satisfy such cybersecurity requirements.
−Removed: government or a defense contractor customer could require us to relinquish data rights to a product in connection with performing work on a defense contract, which could lead to a loss of valuable technology and intellectual property in order to participate in a government program.
−Removed: We are subject to various U.S.
−Removed: federal export control statutes and regulations, which affect our business with, among others, international defense customers.
−Removed: In certain cases, the export of our products and technical data to foreign persons, and the provision of technical services to foreign persons related to such products and technical data, may require licenses from the U.S.
−Removed: Department of Commerce or the U.S.
−Removed: Department of State.
−Removed: The time required to obtain these licenses, and the restrictions that may be contained in these licenses, may put us at a competitive disadvantage with respect to competing with international suppliers who are not subject to U.S.
−Removed: federal export control statutes and regulations.
−Removed: In addition, violations of these statutes and regulations can result in civil and, under certain circumstances, criminal liability as well as administrative penalties which could have a material adverse effect on our business, financial condition, and results of operations.
+Added: Amendments to DoD cybersecurity requirements, such as through amendments to the FAR or DFARS, may increase our costs or delay or prevent the award of contracts if we are unable to certify that we satisfy such cybersecurity requirements.
+Added: government, a foreign government or a defense contractor customer could require us to grant extensive data rights to a product in connection with performing work on a defense contract, which could lead to a dilution in value of that data or otherwise negatively affect our business.
Sales to our U.S.
defense contractor customers as part of foreign military sales programs combine several different types of risks and uncertainties highlighted above, including risks related to government contracts, risks related to defense contracts, timing and budgeting of foreign governments, and approval from the U.S.
−Removed: and foreign governments related to the programs, all of which may be impacted by macroeconomic and geopolitical factors outside of our control, including factors related to the conflict in the Middle East or Russia’s actions in Ukraine.
−Removed: We derive a portion of our revenue from programs with governments and government agencies that are subject to security restrictions (e.g., contracts involving classified information, classified contracts, and classified programs), which preclude the dissemination of information and technology that is classified for national security purposes under applicable law and regulation.
−Removed: In general, access to classified information, technology, facilities, or programs requires appropriate personnel security clearances, is subject to additional contract oversight and potential liability, and may also require appropriate facility clearances and other specialized infrastructure.
−Removed: Therefore, certain of our employees with appropriate security clearances may require access to classified information in connection with the performance of a U.S.
−Removed: government contract.
+Added: and foreign governments related to the programs, all of which may be impacted by macroeconomic and geopolitical factors outside of our control.
+Added: We derive a portion of our revenue from programs with governments and government agencies that are subject to security restrictions (e.g., contracts involving classified information, classified contracts, and classified programs), which preclude the dissemination of information and technology that is classified under applicable laws and regulations.
+Added: In general, access to classified information, technology, facilities, or programs requires appropriate personnel security clearances, is subject to additional oversight and potential liability, and may also require us to maintain appropriate facility clearances and other specialized infrastructure.
We must comply with security requirements pursuant to the National Industrial Security Program Operating Manual (“NISPOM”) administered by the Defense Counterintelligence and Security Agency (“DCSA”), and other U.S.
−Removed: government security protocols when accessing sensitive information.
+Added: government security protocols when handling sensitive information.
Failure to comply with the NISPOM or other security requirements may subject us to civil or criminal penalties, loss of access to sensitive information, loss of a U.S.
government contract, or potentially debarment as a government contractor.
−Removed: Further, DCSA has transitioned its review of a contractor’s security program to focus on the protection of controlled unclassified information and assets.
+Added: Further, DCSA has transitioned its review of a contractor’s security program to include a focus on the protection of controlled unclassified information and assets.
Failure to meet DCSA’s broader requirements could adversely impact our ability to win new business as a government contractor.
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Failure to invest in such infrastructure may limit our ability to obtain new contracts with defense programs or maintain existing contracts that contain such contractual or regulatory security requirements.
−Removed: If we win contracts that require a higher level of security infrastructure/accreditation status and do not maintain such standards/accreditations, then it could result in contract termination that has a material adverse effect on our business, financial condition and results of operations, and reputational harm.
+Added: If we win contracts that require a higher level of security infrastructure/accreditation status and do not maintain such standards/accreditations, then it could result in contract termination that has an adverse effect on our business, financial condition and results of operations, and reputation.
Changes in U.S.
government policy regarding use of commercial data or space infrastructure providers, or material delay or cancellation of certain U.S.
−Removed: government programs, may have a material adverse effect on our revenue and our ability to achieve our growth objectives.
+Added: government programs, may adversely affect our revenue and our ability to achieve our growth objectives.
government policy encourages the U.S.
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space infrastructure needs, or any material delay or cancellation of planned U.S.
−Removed: government programs, could materially adversely affect our revenue and our ability to achieve our growth objectives.
+Added: government programs, could adversely affect our revenue and our ability to achieve our growth objectives.
If our subcontractors or suppliers fail to perform their contractual obligations, our performance and reputation as a contractor and our ability to obtain future business could suffer.
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government contracting policies, laws or regulations, our ability to perform our obligations as a prime contractor or meet our customers’ expectations may be compromised.
−Removed: In extreme cases, performance or other deficiencies on the part of our subcontractors could result in a customer terminating our contract for default.
+Added: In extreme cases, poor performance or other deficiencies on the part of our subcontractors could result in a customer terminating our contract for default.
A termination for default could expose us to liability, including liability for the agency’s costs of re-procurement, could damage our reputation and could hurt our ability to compete for future contracts.
We also are required to procure certain materials and parts from supply sources approved by the U.S.
−Removed: The inability of a supplier to meet our needs or the appearance of counterfeit parts in our products could have a material adverse effect on our financial position, results of operations or cash flows.
+Added: The inability of a supplier to meet our needs or the appearance of counterfeit parts in our products could have an adverse effect on our ability to fulfill our contractual obligations, financial position, results of operations or cash flows.
Risks Related to Our Satellites and Ground Stations
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Our current primary research and development objectives focus on the development of our satellites and our products and services.
−Removed: We have limited operational experience with our satellites, and our Gen-3 satellites are still in development and may not be completed on time or at all and the costs associated with development may be greater than expected.
−Removed: While we estimate the gross costs associated with designing, building and launching our Gen-3 satellites will be significant, there can be no assurance that we will complete this on a timely basis, on budget or at all.
+Added: We have limited operational experience with our satellites, and our Gen-3 satellites are at the initial stages of production.
Design, manufacture and launch of satellite systems are highly complex and historically have been subject to delays and cost over-runs.
−Removed: If we do not complete development of these satellites in our anticipated timeframes or at all, our ability to grow our business will be adversely affected.
+Added: If our Gen-3 satellites do not perform in accordance with their design specifications, and if our ability to produce and launch these satellites are not completed in our anticipated timeframes or at all, our ability to grow our business will be adversely affected.
The successful development, integration, and operations of our satellites and our products and services involves many uncertainties, some of which are beyond our control, including, but not limited to:
−Removed: • delays in finalizing satellite design and specifications;
−Removed: • issues with performance of satellites and our space system meeting design specifications;
−Removed: • failure of satellites and our space system as a result of technological or manufacturing difficulties, design issues or other unforeseen matters;
+Added: • issues with performance of satellites and our space and related ground systems, meeting design specifications;
+Added: • failure of satellites and our space and related ground systems as a result of technological or manufacturing difficulties, design issues or other unforeseen matters;
• engineering and/or manufacturing performance failing or falling below expected levels of output or efficiency;
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• issues with performance of manufacturing facilities that we use despite risks that disrupt productions, such as natural disasters, catastrophic events or labor disputes;
−Removed: • issues with performance of a limited number of suppliers for certain raw materials and supplied components, the accuracy of supplier representations as to the suitability of such raw materials and supplied components for our products, and their willingness to do business with us;
−Removed: • issues with performance of our internal and third-party resources that support our research and development activities;
+Added: • issues with performance and timeliness of a limited number of suppliers for certain raw materials and supplied components, the accuracy of supplier representations as to the suitability of such raw materials and supplied components for our products, and their willingness to do business with us;
+Added: • issues with performance and timeliness of our internal and third-party resources that support our research and development activities;
• inability to protect our intellectual property critical to the design and function of our satellites and our products and services;
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• the impact of geopolitical events on us, our customers and suppliers, and the global economy.
−Removed: If any of the above events occur, they could have a material adverse effect on our ability to continue to develop, integrate and operate our satellites and related infrastructure, products and services, which would materially adversely affect our business, financial condition and results of operations.
+Added: If any of the above events occur, they could have a material adverse effect on our ability to continue to develop, integrate and operate our satellites and related ground systems, infrastructure, products and services, which would materially adversely affect our business, financial condition and results of operations.
Loss of, or damage to, a satellite and the failure to obtain data or alternate sources of data for products and services may have an adverse impact on our business, financial condition, and results of operations.
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Anomalies may also reduce the expected capacity, commercial operation and/or useful life of a satellite, thereby reducing the revenue that could be generated by that satellite or create additional expenses due to the need to provide replacement or back-up satellites or satellite capacity earlier than planned and could have a material adverse effect on our business.
−Removed: For example, we have previously experienced the loss of a satellite that never went into commercial operations as a result of an anomaly, as well as a launch failure in which we lost two satellites before getting to orbit.
In addition, if a satellite experiences a malfunction, our backup satellite capacity may be insufficient to meet all of our customers’ needs or cause service interruptions, and we may need to potentially blackout or reduce service to certain customers, which would adversely affect our relationships with our customers and result in loss of revenue.
−Removed: Although we work closely with our satellite manufacturer to determine and eliminate the cause of anomalies in new satellites and provide for redundancies of many critical components in the satellites, we may not be able to prevent the impacts of anomalies in the future.
+Added: Although we work to determine and eliminate the cause of anomalies in new satellites and provide for redundancies of many critical components in the satellites, we may not be able to prevent the impacts of anomalies in the future.
Satellites have certain redundant systems which can fail partially or in their entirety and accordingly satellites may operate for extended periods without all redundant systems in operation, but with single points of failure.
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Certain of the anomalies previously disclosed may be considered to represent a significant adverse change in the physical condition of a particular satellite.
−Removed: There can be no assurance as to the actual operational life of a satellite or that the operational life of individual components will be consistent with their design life.
+Added: There can be no assurance as to the actual operational life of a satellite or that the operational life of
+Added: individual components will be consistent with their design life.
A number of factors will impact the operational lives of our satellites, including, among other things, the quality of their design and construction, the durability of their component parts and availability of any replacement components, and the occurrence of any anomaly or series of anomalies or other risks affecting the satellites during launch and in orbit.
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In addition, if the loss of a satellite were to occur, we may not be able to accommodate affected customers with our other satellites or data from other sources until a replacement satellite becomes available, and we may not have on hand, or be able to obtain in a timely manner, the necessary funds to cover the cost of any necessary satellite replacement or data supplement.
−Removed: An extended launch delay beyond planned contingency, launch failure, underperformance, delay or perceived delay could have a material adverse effect on our business prospects, financial condition, and results of operations.
+Added: An extended launch delay beyond planned contingency, launch failure, underperformance, delay or perceived delay could delay anticipated revenue and have a material adverse effect on our business prospects, financial condition, and results of operations.
If our satellites fail to operate as intended, it could have a material adverse effect on our business, financial condition and results of operations.
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We cannot provide assurances that our satellites will continue to operate successfully in space throughout their expected operational lives.
−Removed: Even if a satellite is operated properly, technical flaws in that satellite’s sensors or other
−Removed: technical deficiencies or anomalies could significantly hinder its performance, which could materially affect our ability to collect imagery and market our products and services successfully.
+Added: Even if a satellite is operated properly, technical flaws in that satellite’s sensors or other technical deficiencies or anomalies could significantly hinder its performance, which could materially affect our ability to collect imagery and market our products and services successfully.
While certain software deficiencies may be corrected or mitigated remotely, most, if not all, of the satellite anomalies or debris collision damage cannot be corrected or mitigated once the satellites are placed in orbit.
−Removed: Further, although we have some ability to actively maneuver our satellites to avoid potential collisions with space debris or other spacecrafts, this ability is limited by, among other factors, uncertainties and inaccuracies in the projected orbit location of and predicted conjunctions with debris objects tracked and cataloged by the U.S.
+Added: Further, although we have some ability to actively maneuver our satellites to avoid potential collisions with space debris or other spacecrafts, this ability is limited by, among other factors, uncertainties and inaccuracies in the projected orbit location of and predicted conjunctions with
+Added: debris objects tracked and cataloged by the U.S.
Additionally, some space debris is too small to be tracked and therefore its orbital location is completely unknown;
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If a satellite experiences a significant anomaly such that it becomes impaired or is no longer functional, it could significantly impact our business, prospects and profitability.
−Removed: Currently we are dependent on LeoStella as the sole manufacturer of our satellites.
−Removed: Any significant disruption to LeoStella’s operations or facilities could have a material adverse effect on our business, financial condition, and results of operations.
−Removed: In 2018, we formed LeoStella, a joint venture owned 50-50 between us and Thales Alenia Space US Investment LLC (“Thales”).
−Removed: LeoStella currently manufactures our Gen-2 and Gen-3 satellites, is assisting with the design of our Gen-3 satellites and has certain exclusivity and/or right of first refusal and right of last offer rights with respect to the supply of our satellites and certain related services to us, subject to certain exceptions.
−Removed: Our ability to execute our business strategy and grow our satellite constellation depends on efficient, proper, timely, and uninterrupted operations at our satellite manufacturer.
−Removed: A significant disruption to our satellite manufacturer could have a material adverse effect on our business, financial condition and results of operations.
−Removed: Our reliance on our satellite manufacturer poses a number of risks, including lack of control over the manufacturing process and ultimately over the quality and timing of delivery of our satellites.
−Removed: An infrastructure failure at a manufacturer’s facilities could result in the destruction of satellites under construction or inventory, manufacturing delays or additional costs incurred.
−Removed: LeoStella has limited operations and does not currently maintain back-up manufacturing facilities or operations.
−Removed: In addition, our arrangement with LeoStella limits our ability to use an alternative manufacturer for our satellites.
−Removed: A change in our relationship with LeoStella could result in a material adverse effect on our business, financial condition, and results of operations.
−Removed: A decision to change manufacturers would result in longer times for design and production as we develop relationships with new suppliers.
+Added: Any significant disruption to our ability to manufacture satellites could have a material adverse effect on our business, financial condition, and results of operations.
+Added: Our ability to execute our business strategy and to generate value for our business depends in part on our ability to manufacture satellites efficiently, cost effectively, and in accordance with design specifications, planned timelines and business plans.
+Added: Supply chain shortages, disruptions or failures, issues with materials, equipment or processes used in the manufacturing process, labor issues or disputes, increases in cost for materials or equipment used in the manufacturing process, governmental action or regulation, technological errors or failures, uncertain market demands and conditions, and other events that we cannot reasonably control could hinder our ability to source materials and manufacture satellites in a timely, efficient, and cost effective manner, which could negatively affect our business, financial condition, and results of operation.
We are dependent on a limited number of vendors to provide certain key raw materials, supplied components, products or services, including launch transport and launch services.
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Our inability to fill our supply needs would jeopardize our ability to fulfill obligations under commercial and government contracts, which could, in turn, result in reduced sales, contract penalties or terminations and damage to customer relationships and could have a material adverse effect on our business, financial condition, results of operations, or cash flows.
−Removed: Likewise, if the number of companies offering these products and services on which our business relies does not grow in the future or there is a
−Removed: consolidation among companies who offer these services, this could result in a shortage of materials and services, which may cause prices to increase or delays in our schedule, increase costs, cause gaps in our service, or otherwise adversely affect our ability to meet customer demand.
+Added: Likewise, if the number of companies offering these products and services on which our business relies does not grow in the future or there is a consolidation among companies who offer these services, this could result in a shortage of materials and services, which may cause prices to increase or delays in our schedule, increase costs, cause gaps in our service, or otherwise adversely affect our ability to meet customer demand.
Any of these situations could have a material adverse effect on our business, financial condition, and results of operations.
−Removed: While delays are common in the space industry, especially launch delays, any delay in a launch could result in a delay in recognizing revenue which could materially impact our financial statements or result in negative impacts to our earnings during a specified time period, which could have a material effect on our business, financial condition, and results of operations.
+Added: While delays are common in the space industry, especially supply chain and launch delays, any such delay could result in a delay in contract awards and recognizing revenue which could materially impact our financial statements or result in negative impacts to our earnings during a specified time period, which could have a material effect on our business, financial condition, and results of operations.
In addition, if these vendors are unable to meet our needs because they fail to perform adequately, are unable to match new technological requirements or problems, or are unable to dedicate engineering and other resources necessary to provide the services contracted for, our business, financial condition, and results of operations may be adversely affected.
−Removed: While alternative sources for key raw materials, supplied components, products, services, and technologies may exist, we may not be able to develop these alternative sources quickly and cost-effectively, which could materially impair our ability to operate our business.
+Added: While alternative sources for key raw materials, supplied components, products, services, and
+Added: technologies may exist, we may not be able to develop these alternative sources quickly and cost-effectively, which could materially impair our ability to operate our business.
Furthermore, these vendors may request changes in pricing, payment terms or other contractual obligations, which could cause us to make substantial additional investments.
Moreover, the imposition of tariffs or import/export restrictions on raw materials or supplied components could have a material adverse effect on our operations.
−Removed: We have in the past experienced and may in the future experience delays in manufacturing or operation as we go through the requalification process with any replacement third-party supplier, as well as the limitations imposed by the ITAR, EAR, or other restrictions on transfer of sensitive technologies.
+Added: For example, significant changes in U.S.
+Added: trade policy, including further expansion of U.S.
+Added: export controls on China and tariffs on imports from, or retaliatory actions by, China and other countries, may materially and adversely affect our business.
+Added: We have in the past experienced and may in the future experience delays in manufacturing or operation as we go through the requalification process with any replacement third-party supplier, as well as the limitations imposed by the International Traffic in Arms Regulations (the “ITAR”), the Export Administration Regulations (the “EAR”), or other restrictions on transfer of sensitive technologies.
Our satellites may not be able to capture Earth images due to weather, natural disasters or other external factors, or as a result of our constellation of satellites having restrained capacity.
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These ground stations are used for controlling our satellites and downloading imagery to eventually be provided to our customers.
−Removed: We may experience a partial or total loss of one or more of these facilities due to natural disasters (tornado, earthquake, flood, hurricane or other natural events), fire, acts of war (including the conflict in the Middle East, and Russia’s actions in Ukraine) or terrorism or other catastrophic events.
+Added: We may experience a partial or total loss of one or more of these facilities due to natural disasters (tornado, earthquake, flood, hurricane or other natural events), fire, acts of war or terrorism or other catastrophic events.
A failure at any of these facilities could cause a significant loss of service for our customers.
Additionally, we may experience a failure in the necessary equipment at our satellite control center, at the back-up facility, or in the communication links between these facilities and remote teleport facilities.
−Removed: A failure or operator error affecting tracking, telemetry and control operations might lead
−Removed: to a break-down in the ability to communicate with one or more satellites or cause the transmission of incorrect instructions to the affected satellites, which could lead to a temporary or permanent degradation in satellite performance or to the loss of one or more satellites.
+Added: A failure or operator error affecting tracking, telemetry and control operations might lead to a break-down in the ability to communicate with one or more satellites or cause the transmission of incorrect instructions to the affected satellites, which could lead to a temporary or permanent degradation in satellite performance or to the loss of one or more satellites.
Intentional or non-intentional electromagnetic or radio frequency interference, including by nation state actors or their agents, could result in a failure of our ability to deliver satellite services to our customers.
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Risks Related to Our Intellectual Property
−Removed: Our technologies contain “open source” software, and any failure to comply with the terms of one or more of these open source licenses could negatively affect our business.
+Added: Our technologies contain “open source” software, and the use of that software, including any failure to comply with the terms of open source licenses that pertain to that software, could negatively affect our business.
Many of our products are designed to include software licensed from third parties under “open source” licenses.
−Removed: Some of these licenses contain requirements that we make available source code for modifications or derivative works we create under such licenses, and that we license these modifications or derivative works under the terms of a particular open source license or other license granting third-parties certain rights of further use.
+Added: Some of these licenses contain requirements that we make available source code for modifications or derivative works we create to the software we obtain under such licenses, and that we license these modifications or derivative works under terms that could negatively affect our business, such as the terms of a particular open source license.
If we combine our proprietary technologies with open source software in a certain manner, we could, under certain provisions of the open source licenses, be required to release the source code of our proprietary software.
In addition to risks related to license requirements, use of open source software can lead to greater risks than use of third-party commercial software, as open source licensors generally do not provide updates, warranties, support, indemnities, assurances of title, or controls on origin of the software.
−Removed: Likewise, some open source projects have known security and other vulnerabilities and architectural instabilities, or are otherwise subject to security attacks due to their wide availability, and are provided on an “as-is” basis.
+Added: Likewise, some open source projects have known security and other vulnerabilities and architectural instabilities, or are otherwise subject to security attacks due to their wide availability.
We have implemented processes to help alleviate these risks, including a review process for evaluating open source software and using software tools to review our source code for identifying open source software, but we cannot be sure that such processes will be comprehensive, accurate or effective.
In addition, open source license terms may be ambiguous and many of the risks associated with usage of open source software cannot be eliminated, and could, if not properly addressed, negatively affect our business.
−Removed: If we were found to have inappropriately used open source software, we may be required to re-engineer our technology, to release proprietary source code, to remove features or functionalities, or to take other remedial action that may divert resources away from our development efforts, any of which could adversely affect our business, financial condition, results of operations and growth prospects.
−Removed: In addition, if the open source software we use is no longer maintained by the relevant developer or open source community, then it may be more difficult to make the necessary revisions to our software, including modifications to address security vulnerabilities, which could impact our ability to mitigate cybersecurity risks or fulfill our contractual obligations to our customers.
−Removed: We may also face claims from others seeking to enforce the terms of an open source license, including by demanding release under certain open source licenses of the open source software, derivative works or our proprietary source code that was developed using such software.
−Removed: Such claims, with or without merit, could result in litigation, could be time-consuming and expensive to settle or litigate, could divert our management’s attention and other resources, could require us to lease some of our proprietary code, or could require us to devote additional research and development resources to change our technologies, any of which could adversely affect our business.
−Removed: Many of these risks associated with usage of open source software could be difficult to eliminate or manage, and could, if not properly addressed, negatively affect the performance of our offerings and our business.
−Removed: We rely on the availability of licenses to third-party technology that may be difficult to replace or that may cause errors or delay delivery of our services should we not be able to continue or obtain a commercially reasonable license to such technology.
−Removed: We rely on software and other intellectual property licensed from third parties.
−Removed: It may be necessary in the future to renew licenses relating to various aspects of these platforms or to seek new licenses for existing or new platforms or other products.
−Removed: There can be no assurance that the necessary licenses would be available on commercially
−Removed: acceptable terms, if at all.
−Removed: Third parties may terminate their licenses with us for a variety of reasons, including actual or perceived failures or breaches of security or privacy, or reputational concerns, or they may choose not to renew their licenses with us.
−Removed: In addition, we may be subject to liability if third-party software that we license is found to infringe, misappropriate, or otherwise violate intellectual property or other rights of others.
−Removed: The loss of, or inability to obtain, certain third-party licenses or other rights or to obtain such licenses or rights on reasonable terms, or the need to engage in litigation regarding these matters, could result in product and service roll-backs and delays in product and service releases until equivalent or comparable technology can be identified, acquired, licensed, or developed, if at all, and integrated into our technologies, and may have a material adverse effect on our business, financial condition, and results of operations.
−Removed: Moreover, the inclusion in our technologies of software or other intellectual property licensed from third parties on a nonexclusive basis could limit our ability to differentiate our products and services from offerings of our competitors and could inhibit our ability to maintain or meet service level commitments or expectations of our existing and prospective customers.
−Removed: In addition, any data that we license from third parties for use or potential use with our technologies may contain errors or defects, which could negatively impact our products and services.
−Removed: This may have a negative impact on how our products and services are perceived by our current and potential customers and could materially damage our reputation and brand.
+Added: If we were found to have inappropriately used open source software, we may be required to re-engineer our technology, to release proprietary source code, to remove features or functionalities from our products, or to take other remedial action that may divert resources away from our development efforts and negatively affect our business, financial condition, results of operations and growth prospects.
+Added: In addition, if the open source software we use is no longer maintained by the relevant developer or open source community, then it may be more difficult to make the necessary revisions to our software, including modifications to address security vulnerabilities, which could impact our ability to mitigate cybersecurity risks or fulfill our contractual obligations to our customers or otherwise negatively affect our business.
+Added: We may also face claims from others seeking to enforce the terms of an open source license, including by demanding release under certain open source licenses of the open source software, derivative works or modifications to that software, or our proprietary source code.
+Added: Such claims, with or without merit, could negatively affect our business, such as result in litigation, be time-consuming and expensive to settle or litigate, divert our management’s attention and other resources, require us to release some of our proprietary code, or require us to devote additional research and development resources to change our technologies.
+Added: Many of these risks associated with usage of open source software could be difficult to eliminate or manage, and could, if not properly addressed, negatively affect our business.
+Added: We rely on the availability of licenses to third-party technology that may be difficult to replace or that may negatively affect our business should we not be able to maintain or obtain a commercially reasonable license to such technology.
+Added: We rely on technology licensed from third parties.
+Added: It may be necessary in the future to renew licenses to those technologies or to seek new licenses for existing or new technologies or other products.
+Added: There can be no assurance that the necessary licenses would be available on commercially acceptable terms, if at all.
+Added: Third parties may terminate their licenses with us for a variety of reasons and in some cases for no reason at all, including actual or perceived security or privacy failures or incidents, or reputational concerns, or they may choose not to continue or renew their licenses with us.
+Added: In addition, we may be subject to liability if third-party technology that we license is found to infringe, misappropriate, or otherwise violate intellectual property or other rights of others.
+Added: The loss of, or inability to obtain, third-party licenses or other rights or to obtain such licenses or rights on reasonable terms, or the need to engage in litigation regarding these matters, could result in product and service roll-backs and delays in product and service releases until equivalent or comparable technology can be identified, acquired, licensed, or developed, if at all, and integrated into our technologies, and may have a material adverse effect on our business, financial condition, and results of operations.
+Added: Moreover, the inclusion in our technologies of technologies licensed from third parties on a nonexclusive basis could limit our ability to differentiate our products and services from
+Added: offerings of our competitors and could inhibit our ability to maintain or meet service level commitments or expectations of our existing and prospective customers.
+Added: In addition, any data that we license from third parties for use or potential use with our technologies may contain errors or defects, which could negatively impact our business, products and services.
+Added: This may have a negative impact on how our products and services are perceived by our current and potential customers and could materially damage our business, reputation and brand.
Changes in or the loss of third-party licenses could lead to our technologies becoming inoperable or the performance of our technologies being materially reduced resulting in our potentially needing to incur additional research and development costs to ensure continued performance of our products and services or a material increase in the costs of licensing, and we may experience decreased demand for our products and services.
−Removed: We may be unable to protect our intellectual property rights.
−Removed: Disclosure of trade secrets could cause harm to our business.
−Removed: To protect our proprietary rights, we rely on a combination of trademarks and trade secret laws, and confidentiality agreements and license agreements with consultants, subcontractors, vendors and customers.
+Added: We may be unable to protect our intellectual property rights, and misuse of our trade secrets could cause harm to our business.
+Added: To protect our proprietary rights, we rely on a combination of intellectual property laws, and confidentiality agreements and license agreements with third parties, such as consultants, subcontractors, vendors and customers.
Our efforts to protect our intellectual property and proprietary rights may not be sufficient.
−Removed: Although we apply rigorous standards, documents and processes to protect our intellectual property, there is no absolute assurance that the steps taken to protect our technology will prevent misappropriation or infringement.
+Added: Although we attempt to protect our intellectual property, there is no assurance that the steps taken to protect our technology will prevent misappropriation or infringement.
Our ability to enforce and protect our intellectual property rights may be limited in certain countries outside the United States, which could make it easier for competitors to capture market position in such countries by utilizing technologies that are similar to those developed or licensed by us.
Competitors also may harm our sales by designing products that mirror the capabilities of our products or technology without infringing on our intellectual property rights.
−Removed: If we do not obtain sufficient protection for our intellectual property, or if we are unable to effectively enforce our intellectual property rights, our competitiveness could be impaired, which would limit our growth and future revenue.
−Removed: We attempt to protect our trade secrets and other proprietary information by entering into confidentiality, licensing and invention assignment agreements or other contracts with similar provisions with third parties, our employees and consultants.
+Added: If we do not obtain sufficient protection for our intellectual property, or if we are unable to effectively enforce our intellectual property rights, our competitors could market services or products similar to our services and products, which could reduce demand for our offerings, and our competitiveness could be impaired, which would limit our growth and future revenue and could negatively affect our business.
+Added: We attempt to protect our trade secrets and other proprietary information by entering into confidentiality, licensing and invention assignment agreements or other contracts with third parties, such as employees and consultants.
However, these agreements can be breached and, if they are, there may not be an adequate remedy available to us.
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Litigation may be necessary to enforce or protect our intellectual property rights or our trade secrets or determine the validity and scope of the proprietary rights of others.
−Removed: Litigating a claim that a party illegally or unlawfully obtained and uses our trade secret without authorization is difficult, expensive and time consuming, and the outcome is unpredictable.
−Removed: If we are unable to protect our intellectual property, our competitors could market services or products similar to our services and products, which could reduce demand for our offerings.
+Added: Litigating a claim that a party illegally or unlawfully obtained and uses our trade secret without authorization would be difficult, expensive and time consuming, and the outcome would be unpredictable.
Any litigation to enforce our intellectual property rights, protect our trade secrets or determine the validity and scope of the proprietary rights of others could result in substantial costs and diversion of resources, with no assurance of success.
−Removed: Our technology may violate the proprietary rights of third parties and our intellectual property may be misappropriated or infringed upon by third parties, each of which could have a negative impact on our operations.
−Removed: If any of our technology violates proprietary rights of any third party, including copyrights and patents, such third party may assert infringement claims against us.
+Added: Our technology may violate the proprietary rights of third parties and our intellectual property may be misappropriated or infringed upon by third parties, each of which could have a negative impact on our business.
+Added: If any of our technology violates proprietary rights of any third party, such as copyrights, trademarks, trade secrets, or patents, such third party may assert infringement or misappropriation claims against us that could negatively affect our business.
Certain software and other intellectual property used by us or in our satellites, systems and products make use of or incorporate licensed software components or other licensed technology.
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Any claims brought against us may result in limitations on our ability to use the intellectual property subject to these claims.
−Removed: We may be required to redesign our satellites, systems, products or services or to obtain licenses from third parties to continue offering our satellites, systems, products or services without substantially re-engineering such products or systems.
+Added: We may be required to redesign our satellites, systems, products or services or to obtain licenses from third parties to continue offering our satellites,
+Added: systems, products or services without substantially re-engineering such products or systems, any and all of which could negatively affect our business.
Our intellectual property rights may be invalidated, circumvented, challenged, infringed or required to be licensed to others.
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However, we cannot provide assurances that our businesses will generate sufficient cash flow from operations in the future or that additional capital will be available in amounts sufficient to enable us to execute our business strategies.
−Removed: Our ability to increase our debt financing and/or renew our existing credit facility may be limited by our existing financial and non-financial covenants, credit objectives, or the conditions of the debt capital market generally.
−Removed: Furthermore, our current financing arrangement contains certain restrictive financial and non-financial covenants that may impact our access to those facilities and significantly limit future operating and financial flexibility.
+Added: Our ability to increase our debt financing and/or renew our existing credit facilities may be limited by our existing financial and non-financial covenants, credit objectives, or the conditions of the debt capital market generally.
+Added: Furthermore, our current financing arrangements contain certain restrictive financial and non-financial covenants that may impact our access to those facilities and significantly limit future operating and financial flexibility.
We have in the past received, and may continue in the future to receive, government grants and funding for research and development activities and other business initiatives.
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If our cash flows and capital resources are insufficient to fund our debt service obligations, we may be forced to reduce or delay capital expenditures, sell assets, raise additional equity capital, or restructure our debt.
−Removed: there is no assurance that such alternative measures may be successful or permitted under the agreements governing our indebtedness and, as a result, we may not be able to meet our scheduled debt service obligations.
+Added: However, there is no assurance that such alternative measures may be successful or permitted under the agreements governing our indebtedness and, as a result, we may not be able to meet our scheduled debt service obligations.
In the absence of such results of operations and resources, we could face substantial liquidity problems and might be required to dispose of material assets or operations to meet our debt service and other obligations, which could harm our business, financial condition, and results of operations.
We cannot guarantee that we will be able to refinance our indebtedness or obtain additional financing on satisfactory terms or at all, including due to existing liens on our assets or our level of indebtedness and the debt incurrence restrictions imposed by the agreements governing our indebtedness.
−Removed: Further, the cost and availability of credit are subject to changes in the economic and business environment.
+Added: Further, the cost and availability of
+Added: credit are subject to changes in the economic and business environment.
If conditions in major credit markets deteriorate, our ability to refinance our indebtedness or obtain additional financing on satisfactory terms, or at all, may be negatively affected.
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Our debt agreements contain restrictions that may limit our flexibility in operating our business.
−Removed: Our existing loan agreement and related documents contain, and instruments governing any future indebtedness of ours would likely contain, a number of covenants that will impose significant operating and financial restrictions on us.
+Added: Our existing loan agreements and related documents contain, and instruments governing any future indebtedness of ours would likely contain, a number of covenants that will impose significant operating and financial restrictions on us.
These restrictions could limit our ability to plan for or react to market conditions and could otherwise restrict corporate activities.
−Removed: Any failure to comply with these covenants could result in a default under our loan agreement or instruments governing any future indebtedness of ours.
+Added: Any failure to comply with these covenants could result in a default under our loan agreements or instruments governing any future indebtedness of ours.
Additionally, our existing indebtedness is secured by substantially all of our assets.
−Removed: Upon a default, unless waived, the lenders under our secured credit facility could elect to terminate their commitments, cease making further loans, foreclose on our assets pledged to such lenders to secure our obligations under our credit agreement and force us into bankruptcy or liquidation.
−Removed: In addition, a default under our secured credit facility could trigger a cross default under agreements governing any future indebtedness.
+Added: Upon a default, unless waived, the lenders under our secured credit facilities could elect to terminate their commitments, cease making further loans, foreclose on our assets pledged to such lenders to secure our obligations under our credit agreements and force us into bankruptcy or liquidation.
+Added: In addition, a default under any of our secured credit facilities could trigger a cross default under agreements governing our secured credit facilities or any future indebtedness.
Our results of operations may not be sufficient to service our indebtedness and to fund our other expenditures, and we may not be able to obtain financing to meet these requirements.
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While these obligations remain outstanding and are cash collateralized, we do not have access to and cannot use the pledged cash for our operations or to repay our other indebtedness.
−Removed: As of December 31, 2023, we were in compliance with all covenants and restrictions associated with our existing loan agreement.
+Added: As of December 31, 2024, we were in compliance with all covenants and restrictions associated with our existing loan agreements.
Changes in our credit ratings or macroeconomic conditions may affect our liquidity, increasing borrowing costs and limiting our financing options.
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Our business is subject to a wide variety of additional extensive and evolving government laws and regulations.
−Removed: Failure to comply with such laws and regulations could have a material adverse effect on our business.
+Added: Failure to comply with such laws and regulations or imposition of additional laws and regulations could have a material adverse effect on our business.
We are subject to a wide variety of laws and regulations relating to various aspects of our business, including employment and labor, licensing, export, tax, privacy and data security, health and safety, communications, and environmental issues.
−Removed: Laws and regulations at the foreign, federal, state and local levels frequently change, especially in relation to new and emerging industries, and we cannot always reasonably estimate the impact from, or the ultimate cost of compliance with, current or future regulatory or administrative changes, such as regulations on the use of AI.
−Removed: We monitor these developments and devote a significant amount of management’s time and external resources towards compliance with these laws, regulations and guidelines, and such compliance places a significant burden on management’s time and other resources, and it may limit our ability to expand into certain jurisdictions.
+Added: Laws and regulations at the foreign, federal, state and local levels frequently change, especially in relation to new and emerging industries, and we cannot always reasonably estimate the impact from, or the ultimate cost of compliance with, current or future regulatory or administrative changes, such as regulations addressing the use of AI.
+Added: We monitor these developments and devote a significant amount of management’s time
+Added: and external resources towards compliance with these laws, regulations and guidelines, and such compliance places a significant burden on management’s time and other resources, and it may limit our ability to expand into certain jurisdictions.
Moreover, changes in law, the imposition of new or additional regulations or the enactment of any new or more stringent legislation that impacts our business could require us to change the way we operate and could have a material adverse effect on our sales, profitability, cash flows and financial condition.
−Removed: For example, our products and services may be subject to state sales and use taxes to which we may not be compliant, and taxability is generally determined by statutory state laws, as well as an assessment of nexus.
−Removed: Whether the sale of our products and services is subject to additional states’ sales and use taxes is uncertain, due in part to the unique nature and delivery of our products and services, as well as applicability of whether our customers are exempt from tax.
−Removed: There is a risk that one or more states may seek to impose sales or use tax or other tax collection obligations on us for past sales and it could have a material adverse impact on our sales, profitability, cash flows and financial condition.
+Added: For example, our products and services may be subject to state sales and use taxes to which we may not be compliant, and taxability is generally determined by state statutory laws, as well as an assessment of nexus.
+Added: Whether the sale of our products and services is subject to additional states’ sales and use taxes is uncertain, due in part to the unique nature and delivery of our products and services, as well as whether our customers are exempt from such taxes.
+Added: There is a risk that one or more states may seek to impose sales or use tax or other tax collection obligations on us for past sales, which could have a material adverse impact on our sales, profitability, cash flows and financial condition.
Failure to comply with these laws or regulations or failure to satisfy any criteria or other requirement under such laws or regulations, such as with respect to obtaining and maintaining licenses, certificates, authorizations and permits critical for the operation of our business, may result in civil penalties or private lawsuits, or result in a delay or the denial, suspension or revocation of licenses, certificates, authorizations or permits, which would prevent us from operating our business.
−Removed: For example, our business requires licenses and permits from the Federal Communications Commission (the “FCC”) and review by and/or coordination with other agencies of the U.S.
+Added: For example, our business requires licenses and permits from the Federal Communications Commission (“FCC”) and review by and/or coordination with other agencies of the U.S.
Government, including the Department of Defense, the National Oceanic and Atmospheric Administration (“NOAA”) and the National Aeronautics and Space Administration (“NASA”), as well as foreign regulators, such as the New Zealand Space Agency.
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and foreign authorities, and their interpretation and application, may change, and such authorities may adopt regulations that impact our ability to collect imagery or otherwise limit or restrict our operations as presently conducted or currently contemplated.
−Removed: Such authorities may also make changes in the licenses of our competitors that affect our spectrum.
−Removed: These changes in rules or regulatory policy may significantly affect our business.
+Added: Such authorities may also adopt rules and/or make changes in the licenses of our competitors that affect our spectrum access or use.
+Added: Certain changes in rules or regulatory policy may significantly affect our business or raise the cost of operating our business.
For example, the FCC adopted rules requiring the deorbiting of certain satellites – including those maintained by BlackSky – after five years to mitigate the risk of orbital debris.
−Removed: The FCC continues to consider the imposition of additional rules and reporting obligations that could affect us and our operations;
+Added: The FCC continues to consider, and may in the future consider, the imposition of additional rules, restrictions, regulatory fees, and/or reporting obligations that could affect us and our operations.
+Added: For example, in its regulatory fees schedule for fiscal year 2024, the FCC implemented several significant changes for fee payors in the space station (e.g., satellite) and earth station categories, including substantial fee increases that impact companies like ours.
+Added: These fee increases may disproportionately burden us, stifle innovation in the space economy, or lead to delays or scaling back of planned or future projects, partnerships, or expansion efforts as we and other companies allocate resources to comply with regulatory requirements.
+Added: We cannot predict whether the FCC or other regulatory authorities will further increase fees or establish additional rules or restrictions.
+Added: However, any such changes could impact our financial flexibility and/or adversely affect our operations.
In addition, some legislators have discussed vesting additional authority in NASA in certain areas related to our operations.
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government could in the future exercise “shutter control” authority – the interruption of service by limiting imagery collection and/or distribution as necessary to meet significant U.S.
−Removed: government national security or foreign policy interests or international obligations – which, for example, could limit the resolution, collection or distribution of imagery over
−Removed: certain geographies.
+Added: government national security or foreign policy interests or international obligations – which, for example, could limit the resolution, collection or distribution of
+Added: imagery over certain geographies or to certain customers.
We cannot anticipate whether or under what circumstances the U.S.
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Our failure or delay in obtaining the approvals required to operate in other countries would limit or delay our ability to expand our operations into those countries.
−Removed: Our failure to obtain industry-standard or government-required certifications for our products could compromise our ability to generate revenue and conduct our business in other countries.
Any imposition of sanctions, loss of license or failure to obtain the authorizations necessary to use our assigned radio frequency spectrum and to distribute our products in the U.S.
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and foreign regulators.
−Removed: If any of our current operations are deemed
−Removed: not to be in compliance with applicable regulatory requirements, we may be subject to various sanctions, including fines, loss of authorizations, or denial of applications for new authorizations or renewal of existing authorizations.
−Removed: It is not uncommon for licenses for new satellites to be granted just prior to launch.
−Removed: If we do not obtain required authorizations in the future, we will not be able to operate our planned satellites.
+Added: If any of our current operations are deemed not to be in compliance with applicable regulatory requirements, we may be subject to various sanctions, including fines, loss of authorizations, or denial of applications for new authorizations or renewal of existing authorizations.
+Added: is not uncommon for licenses for new satellites to be granted just prior to launch.
+Added: If we do not obtain required authorizations in the future, or if our licenses are highly restrictive, we will not be able to operate our satellites as planned.
If we obtain a required authorization but we do not meet milestones regarding the construction, launch and operation of a satellite by deadlines that may be established in the authorization, we may lose our authorization to operate a satellite using certain frequencies in an orbital location.
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Many of our products, services, and technologies are regulated by the U.S.
−Removed: Department of State’s Directorate of Defense Trade Controls (“DDTC”) under the International Traffic in Arms Regulations (“ITAR”) and/or the U.S.
−Removed: Department of Commerce’s Bureau of Industry and Security (“BIS”) under the Export Administration Regulations (“EAR”).
+Added: Department of State’s Directorate of Defense Trade Controls (“DDTC”) under the ITAR and/or the U.S.
+Added: Department of Commerce’s Bureau of Industry and Security (“BIS”) under the EAR.
We are required to obtain licenses or authorizations from U.S.
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As such, an export license may be required to export or reexport our software and services to certain countries and end-users for certain end-uses.
−Removed: In addition, as we grow, we may hire employees in jurisdictions outside of the United States or engage a professional employer organization to hire and employ such
−Removed: persons, which may subject us to foreign export and import rules and regulations, as well as international sanctions, foreign direct investment requirements, and other international trade rules.
−Removed: If we do not maintain our existing authorizations or obtain future export licenses in accordance with the export control laws and regulations, we may be unable to export our software or ground station equipment or provide services and related technical information to non-U.S.
+Added: In addition, as we grow, we may hire employees in jurisdictions outside of the United States or engage a professional employer organization to hire and employ such persons, which may subject us to foreign export and import rules and regulations, as well as international sanctions, foreign direct investment requirements, and other international trade rules.
+Added: If we do not maintain our existing authorizations or obtain future export licenses in accordance with the export control laws and regulations, we may be
+Added: unable to export our software or ground station equipment or provide services and related technical information to non-U.S.
persons and companies.
−Removed: If we were to fail to comply with such export control laws and regulations, economic sanctions, international trade regulations, or other similar laws, we could be subject to both civil and criminal penalties, including substantial fines, possible incarceration for employees and managers for willful violations, and the possible loss of our export or import privileges.
+Added: If we were to fail to comply with such export control laws and regulations, economic sanctions, international trade regulations, or other similar laws, we could be subject to civil, criminal, or administrative penalties, including substantial fines, possible incarceration for employees and managers for willful violations, and the possible loss of our export or import privileges.
Obtaining the necessary export license for a particular sale or offering may not be possible, may be time-consuming and may result in the delay or loss of sales opportunities to the extent non-U.S.
−Removed: competitors are not subject to OFAC or similar export control laws and regulations.
+Added: competitors are not required to comply with similar sanctions or export control laws and regulations.
Furthermore, export control laws and economic sanctions in many cases prohibit the export of software and services to certain embargoed or sanctioned countries, governments and persons, as well as for prohibited end-uses.
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export control laws and regulations are continuing to evolve, as are our products and services.
−Removed: For example, the U.S.
−Removed: State Department, the U.S.
−Removed: Department of Commerce, and other cognizant U.S.
−Removed: government agencies are evaluating the imposition of additional export restrictions on so-called “emerging and foundational technologies.” Any changes to or further extension of U.S.
+Added: Any changes to or further extension of U.S.
export control laws and regulations could negatively impact our ability to provide our products and services internationally, or to retain talent required for further development of our products or services.
While we educate our employees on export controls, utilize contractual provisions to require our employees and vendors to comply with export laws, and utilize experts to assist with export compliance, our compliance efforts may not be sufficient.
−Removed: As a growing part of our business strategy, we leverage third parties, including resellers, representatives, and agents, to conduct our business abroad and are expanding our efforts to directly contract with foreign parties, which increases our risk for compliance with ITAR, EAR, and other export laws.
+Added: As a growing part of our business strategy, we leverage third parties, including resellers, representatives, and agents, to conduct our business abroad and are expanding our efforts to directly contract with foreign parties, which increases our risk for compliance with the ITAR, the EAR, and other export laws.
Despite the significant challenges in asserting and maintaining control and compliance by these third parties, we may be held liable for third parties’ actions.
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Anti-corruption and anti-bribery laws have been enforced aggressively in recent years and are interpreted broadly.
−Removed: These laws and regulations generally prohibit companies, their employees, business partners, third-party intermediaries, representatives, and agents from authorizing, offering, or providing, directly or indirectly, improper payments to government officials, political candidates, political parties, or commercial partners for the purpose of obtaining or retaining business or securing an improper business advantage.
+Added: These laws and regulations
+Added: generally prohibit companies, their employees, business partners, third-party intermediaries, representatives, and agents from authorizing, offering, or providing, directly or indirectly, improper payments to government officials, political candidates, political parties, or commercial partners for the purpose of obtaining or retaining business or securing an improper business advantage.
We have interactions with foreign officials, including in furtherance of sales to governmental or quasi-governmental entities in the United States and in non-U.S.
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We may be subject to assertions that taxes must be collected based on gross receipts, sales and use of our services and the location of our remote employees in various states, which could expose us to liability and cause material harm to our business, financial condition, and results of operations.
−Removed: Our products and services may be subject to gross receipts, sales and use taxes in certain states and taxability is generally determined by statutory state laws and regulations, as well as an assessment of physical and economic nexus.
−Removed: Whether sales of our products and services are subject to additional states’ sales and use taxes is uncertain, due in part to the unique nature of our products and services, the delivery method of our products and services, whether our customer is subject to tax as a government entity, as well as changing state laws and interpretations of those laws.
+Added: Our products and services may be subject to gross receipts, sales and use taxes in certain states and taxability is generally determined by state statutory laws and regulations, as well as an assessment of physical and economic nexus.
+Added: Whether sales of our products and services are subject to additional states’ sales and use taxes is uncertain, due in part to the unique nature of our products and services, the delivery method of our products and services, whether our customer is subject to tax as a governmental entity, as well as changing state laws and interpretations of those laws.
One or more additional states may seek to impose sales or use tax or other tax collection obligations on us, whether based on sales by us or our resellers or customers, including for past sales.
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Changes in applicable tax laws and regulations, as well as other factors, including the possibility of retroactive effect, could cause us to experience fluctuations in our tax obligations and effective tax rates and could affect our tax positions and/or our tax liabilities.
−Removed: During the third quarter of 2022, the Creating Helpful Incentives to Produce
−Removed: Semiconductors (CHIPS) act of 2022, which includes an advance manufacturing investment tax credit, among other provisions, and the inflation Reduction Act of 2022, which includes implementation of a new alternative minimum tax and a one percent excise tax on share repurchases, among other provisions, were signed into law.
+Added: For example, in 2022, the Creating Helpful Incentives to Produce Semiconductors (CHIPS) Act of 2022, which enacted an advanced manufacturing investment tax credit, among other provisions, and the Inflation Reduction Act of 2022 (the “IRA”), which includes implementation of a new alternative minimum tax and a one percent excise tax on share repurchases, among other provisions, were enacted.
+Added: Furthermore, beginning in 2022, the Code has eliminated the right to deduct research and development expenditures currently and requires taxpayers to capitalize and amortize U.S.
+Added: and foreign research and development expenditures over five and fifteen
+Added: tax years, respectively.
In addition, many countries, and organizations such as the Organization for Economic Cooperation and Development, have implemented or have proposed to implement changes to existing tax laws, including a proposed 15% global minimum tax.
−Removed: We are currently not subject to the enacted alternative minimum tax or proposed global minimum tax.
+Added: We are currently not subject to the enacted alternative minimum tax under the IRA or the proposed global minimum tax.
Changes in our tax provisions or an increase or decrease in our tax liabilities, whether due to changes in applicable laws and regulations, the interpretation or application thereof, could have a material adverse effect on our financial position, results of operation and cash flows.
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Because litigation is inherently unpredictable, we cannot assure you that the results of any of these actions will not have a material adverse effect on our business.
+Added: Legal Proceedings and Note 23—“Commitments and Contingencies” of the notes to the consolidated financial statements for a discussion of current litigation.
Increasing regulatory focus on privacy issues and expanding laws may impact our business or expose us to increased liability.
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A variety of federal, state and foreign laws and regulations govern the collection, use, retention, sharing and security of this information.
−Removed: Laws and regulations relating to privacy, data protection and consumer protection are evolving and subject to potentially differing interpretations.
+Added: Laws and regulations relating to privacy, data protection and related matters, such as consumer protection and AI, are evolving and subject to potentially differing interpretations.
These requirements may not be harmonized, may be interpreted and applied in a manner that is inconsistent from one jurisdiction to another or may conflict with other rules or our practices.
−Removed: As a result, our practices may not have complied or may not comply in the future with all such laws, regulations, requirements and obligations both in the United States and abroad.
+Added: As a result, our practices may not have complied or may not comply in the future with all such laws, regulations, requirements and obligations in the United States and abroad.
These statutes and any other state, federal, or foreign legislation that is passed could increase our potential liability, add layers of complexity to compliance in the markets in which we operate, increase our compliance costs and adversely affect our business.
−Removed: Any actual or perceived failure to comply with applicable laws or regulations relating to privacy, data protection, or information security, or related contractual or other obligations, or any perceived privacy rights violation, could lead to investigations, claims, and proceedings by governmental entities and private parties, damages for contract breach, and other significant costs, penalties, and other liabilities, restrictions upon our operations, as well as harm to our reputation and market position.
+Added: Any actual or perceived failure to comply with applicable laws, regulations, or other actual or asserted obligations relating to privacy, data protection, or information security, or related contractual or other obligations, or any perceived violation of privacy or other rights, could lead to investigations, claims, and proceedings by governmental entities and private parties, damages for contract breach, and other significant costs, penalties, damages and other liabilities, restrictions upon our operations, and harm to our reputation and market position.
We are subject to environmental laws and regulations which could result in material liabilities or obligations.
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In addition, new laws and regulations, more stringent enforcement of existing laws and regulations, or the discovery of previously unknown contamination could result in material obligations and costs.
−Removed: Permits issued
−Removed: pursuant to certain environmental laws are required for our operations, and these permits are subject to renewal, modification and, in some cases, revocation.
+Added: Permits issued pursuant to certain environmental laws are required for our operations, and these permits are subject to renewal, modification and, in some cases, revocation.
In addition, under environmental laws, ordinances or regulations, a current or previous owner or operator of property may be liable for the costs of removal or remediation of some kinds of petroleum products or other hazardous substances on, under, or in its property, adjacent or nearby property, or offsite disposal locations, without regard to whether the owner or operator knew of, or caused, the presence of the contaminants, and regardless of whether the practices that resulted in the contamination were legal at the time they occurred.
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They may present significant challenges and risks, including that they may not advance our business strategy, we may get an unsatisfactory return on our investment or lose some or all of our investment, they may distract management and divert resources from our core business, they may expose us to unexpected liabilities, or we may choose a partner that does not cooperate as we expect them to and that fails to meet its obligations or that has economic, business, or legal interests or goals that are inconsistent with ours.
−Removed: For example, in 2018 we formed LeoStella, a 50-50 joint venture focusing on building small imaging satellites for sale on a commercial basis, with Thales, from which we procure our satellites.
−Removed: LeoStella operates in a highly competitive environment and the interests of Thales may not be aligned with ours, or may change over time, which could affect the effectiveness and success of the joint venture.
−Removed: Entry into certain joint ventures, partnerships, or strategic alliances now or in the future may be subject to government regulation, including review by U.S.
+Added: Entry into certain joint ventures, partnerships, or strategic alliances now or in the future may be subject to government regulation or scrutiny, including review by U.S.
or foreign government entities related to foreign direct investment.
−Removed: If a joint venture or similar arrangement were subject to regulatory review, such regulatory review might limit our
−Removed: ability to enter into the desired strategic alliance and thus limit our ability to carry out our long-term business strategy.
+Added: If a joint venture or similar arrangement were subject to regulatory review, such regulatory review might be costly and/or limit our ability to enter into the desired strategic alliance and thus limit our ability to carry out our long-term business strategy.
As our joint ventures, partnerships, and strategic alliances come to an end or terminate, we may be unable to renew or replace them on comparable terms, or at all.
−Removed: When we enter into joint ventures, partnerships, and strategic alliances, our partners may be required to undertake some portion of sales, marketing, implementation services, engineering services, or software configuration that we would otherwise provide.
+Added: When we enter into joint ventures, partnerships, and strategic alliances, our partners may be required to undertake some portion of sales, marketing, implementation services,
+Added: engineering services, or software configuration that we would otherwise provide.
In such cases, our partner may be less successful than we would have otherwise been absent the arrangement.
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• changes in accounting standards, policies, guidelines, interpretations or principles;
−Removed: • general economic and political conditions such as recessions, interest rates, fuel prices, trade wars, pandemics, currency fluctuations and acts of war (including ongoing geopolitical tensions related to the conflict in the Middle East or Russia’s actions in Ukraine, resulting sanctions imposed by the United States and other countries, and retaliatory actions taken by other countries in response to such sanctions) or terrorism;
+Added: • general economic and political conditions such as recessions, interest rates, fuel prices, trade wars, pandemics, currency fluctuations and acts of war (including ongoing geopolitical tensions, resulting sanctions imposed by the United States and other countries, and retaliatory actions taken by other countries in response to such sanctions) or terrorism;
• the effects of natural disasters, terrorist attacks and the spread and/or abatement of infectious diseases, including with respect to potential operational disruptions, labor disruptions, increased costs, and impacts to demand related thereto.
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If we are involved in securities litigation, it could have a substantial cost and divert resources and the attention of our executive management from our business regardless of the outcome of such litigation.
−Removed: We are an emerging growth company and a smaller reporting company within the meaning of the Securities Act, and the reduced disclosure requirements applicable to emerging growth companies and smaller reporting companies could make it more difficult to compare our performance with other public companies, and make our Class A common stock less attractive to investors.
−Removed: We are an “emerging growth company,” as defined in the Jumpstart Our Business Startups Act (“JOBS Act”).
−Removed: For as long as we continue to be an emerging growth company, we are eligible for and intend to take advantage of exemptions from various reporting requirements applicable to other public companies but not to “emerging growth companies,” including:
+Added: Legal Proceedings and Note 23—“Commitments and Contingencies” of the notes to the consolidated financial statements for a discussion of current litigation.
+Added: We are a smaller reporting company within the meaning of the Exchange Act, and the reduced disclosure requirements applicable to smaller reporting companies could make it more difficult to compare our performance with other public companies and make our Class A common stock less attractive to investors.
+Added: We are a smaller reporting company (“SRC”) and a non-accelerated filer;
+Added: therefore, we are eligible for and intend to take advantage of exemptions from various reporting requirements that are applicable to other public companies that are not SRCs or non-accelerated filers, including:
• not being required to have an independent registered public accounting firm audit our internal control over financial reporting under Section 404 of the Sarbanes-Oxley Act of 2002;
−Removed: • reduced disclosure obligations regarding executive compensation in our periodic reports and Annual Report on Form 10-K;
−Removed: • exemptions from the requirements of holding non-binding advisory votes on executive compensation and stockholder approval of any golden parachute payments not previously approved.
−Removed: As a result, the stockholders may not have access to certain information that they may deem important.
−Removed: We will remain an emerging growth company until the earliest of:
−Removed: • the last day of the fiscal year in which we have at least $1.235 billion in annual revenue;
−Removed: • the date we qualify as a “large accelerated filer,” with at least $700.0 million of equity securities held by non-affiliates;
−Removed: • the date on which we have issued, in any three-year period, more than $1.0 billion in non-convertible debt securities;
−Removed: • the last day of the fiscal year ending after the fifth anniversary of the Osprey Technology Acquisition Corp.
−Removed: ("Osprey") initial public offering.
−Removed: Under the JOBS Act, emerging growth companies can also delay adopting new or revised accounting standards until such time as those standards apply to private companies.
−Removed: We may elect to take advantage of this extended transition period and as a result, our financial statements may not be comparable with similarly situated public companies.
−Removed: We cannot predict if investors will find our Class A common stock less attractive if we choose to rely on any of the exemptions afforded emerging growth companies.
−Removed: If some investors find our Class A common stock less attractive because we rely on any of these exemptions, there may be a less active trading market for our Class A common stock.
−Removed: Further, as a smaller reporting company we may take advantage of certain reduced disclosure requirements, such as, among others, providing only two years of audited financial statements.
−Removed: We will remain a smaller reporting company until the last day of the fiscal year in which the market value of our common stock held by non-affiliates is equal to or exceeds $250 million as of the end of that fiscal year’s second quarter or, if the market value of our common stock held by non-affiliates is less than $700 million as of the end of that fiscal year’s second quarter, we will remain a smaller reporting company until our annual revenue is equal to or exceeds $100 million.
−Removed: To the extent we take advantage of reduced disclosure requirements available to smaller reporting companies, a comparison of our financial statements to those of other public companies may be difficult.
+Added: • reduced disclosure obligations regarding executive compensation in our periodic reports, including our Annual Report on Form 10-K, and proxy statements;
+Added: • providing only two years of audited financial statements in our periodic reports, including our Annual Report on Form 10-K.
+Added: We will remain an SRC until the earlier of:
+Added: • the last day of the fiscal year in which (a) the market value of our common stock held by non-affiliates is equal to or exceeds $250 million as of the end of that fiscal year’s second quarter and (b) our annual revenue for the prior fiscal year was equal to or exceeded $100 million;
+Added: • the last day of the fiscal year in which the market value of our common stock held by non-affiliates is equal to or exceeds $700 million as of the end of that fiscal year’s second quarter.
+Added: To the extent we take advantage of the exemptions afforded SRCs and non-accelerated filers, our stockholders may not have access to certain information that they may deem important and a comparison of our financial statements to those of other public companies may be difficult.
+Added: We cannot predict if investors will find our Class A common stock less attractive if we choose to rely on any of these exemptions.
+Added: If some investors find our Class A common stock less attractive because we rely on any of these exemptions, there may be a less active trading market for our Class A common stock and our stock price may be more volatile and may decline.
Because there are no current plans to pay cash dividends on our Class A common stock for the foreseeable future, you may not receive any return on investment unless you sell your Class A common stock for a price greater than that which you paid for it.
12 unchanged sentences
Our management will have broad discretion in the use of our assets.
−Removed: Our management may spend a portion
−Removed: or all of BlackSky's cash or utilize BlackSky's assets in ways that our stockholders may not agree with or that may not yield a favorable return.
+Added: Our management may spend a portion or all of BlackSky's cash or utilize BlackSky's assets in ways that our stockholders may not agree with or that may not yield a favorable return.
The failure by our management to apply these funds effectively could harm our business, financial condition, results of operations and prospects.
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Our amended and restated certificate of incorporation designates the Court of Chancery of the State of Delaware as the sole and exclusive forum for certain types of actions and proceedings that may be initiated by our stockholders, which could limit our stockholders’ ability to obtain a favorable judicial forum for disputes with us or our directors, officers, employees or stockholders.
−Removed: Our amended and restated certificate of incorporation provides that, subject to limited exceptions, any (1) derivative action or proceeding brought on behalf of us, (2) action asserting a claim of breach of a duty (including any fiduciary duty) owed by any of our current or former directors, officers, stockholders, employees or agents to us or our stockholders, (3) action asserting a claim against us or any of our current or former directors, officers, stockholders, employees or agents arising out of or relating to any provision of the Delaware General Corporation Law (“DGCL”) or our amended and restated certificate of incorporation or our amended and restated bylaws (each, as in effect from time to time) or (4) action asserting a claim against us or any of our current or former directors, officers, stockholders, employees or agents governed by the internal affairs doctrine of the State of Delaware shall, to the fullest extent permitted by applicable law, be exclusively brought in the Court of Chancery of the State of Delaware or, if such court lacks subject matter jurisdiction thereof, another state or federal court located within the State of Delaware, provided that, unless we consent in writing to the selection of an alternative forum, the federal district courts of the United States of America will, to the fullest extent permitted by law, be the sole and exclusive forum for the resolution of any complaint against any person in connection with any offering of our securities, asserting a cause of action arising under the Securities Act.
−Removed: Any person or entity purchasing or otherwise acquiring
−Removed: any interest in shares of our capital stock shall be deemed to have notice of and to consent to the provisions of our amended and restated certificate of incorporation described above.
+Added: Our amended and restated certificate of incorporation provides that, subject to limited exceptions, any (1) derivative action or proceeding brought on behalf of us, (2) action asserting a claim of breach of a duty (including any fiduciary duty) owed by any of our current or former directors, officers, stockholders, employees or agents to us or our stockholders, (3) action asserting a claim against us or any of our current or former directors, officers, stockholders, employees or agents arising out of or relating to any provision of the Delaware General Corporation Law (“DGCL”) or our amended and restated certificate of incorporation or our amended and restated bylaws (each, as in effect from time to time) or (4) action asserting a claim against us or any of our current or former directors, officers, stockholders, employees or agents governed by the internal affairs doctrine of the State of Delaware shall, to the fullest extent permitted by applicable law, be exclusively brought in the Court of Chancery of the State of Delaware or, if such court lacks subject matter jurisdiction thereof, another state or federal court located within the State of Delaware, provided that, unless we consent in writing to the selection of an alternative forum, the federal district courts of the United States of America will, to the fullest extent permitted by law, be the sole and exclusive forum for the resolution of any complaint against any person in connection with any offering of our securities, asserting a cause of action arising under the Securities Act of 1933, as amended.
+Added: Any person or entity purchasing or otherwise acquiring any interest in shares of our capital stock shall be deemed to have notice of and to consent to the provisions of our amended and restated certificate of incorporation described above.
This choice of forum provision may limit a stockholder’s ability to bring a claim in a judicial forum that it finds favorable for disputes with us or our directors, officers or other employees, which may discourage such lawsuits against us and our directors, officers and employees.
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Misconduct by our employees or others acting on our behalf could also involve the improper use of our customers’ sensitive or classified information, which could result in regulatory sanctions against us, serious harm to our reputation, a loss of contracts and a reduction in revenue, or cause us to incur costs to respond to any related governmental inquiries.
−Removed: It is not always possible to deter misconduct, and the precautions we take to prevent and detect this activity may not be effective in controlling unknown or unmanaged risks or losses, which could cause us to lose contracts or cause a reduction in revenue.
+Added: It is not always possible to deter misconduct, and the precautions we take to prevent and detect this activity may not be effective in controlling unknown or unmanaged risks or losses, which
+Added: could cause us to lose contracts or cause a reduction in revenue.
In addition, alleged or actual misconduct by employees or others acting on our behalf could result in investigations or prosecutions of persons engaged in the subject activities, which could result in unanticipated consequences or expenses and management distraction for us regardless of whether we are alleged to have any responsibility.
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Similarly, assumptions are made regarding the future impact of our efficiency initiatives and cost reduction efforts.
−Removed: Incentives, awards or penalties related to performance on contracts are considered in estimating revenue and profit rates and are
−Removed: recorded when there is sufficient information to assess anticipated performance.
+Added: Incentives, awards or penalties related to performance on contracts are considered in estimating revenue and profit rates and are recorded when there is sufficient information to assess anticipated performance.
Suppliers’ assertions are also assessed and considered in estimating costs and profit rates.
3 unchanged sentences
Significant judgments, estimates, and assumptions used in preparing our consolidated financial statements include, or may in the future include, those related to revenue recognition, stock-based compensation, recoverability of goodwill, warrant valuations, and income taxes.
+Added: We may not realize some or all the expected benefits and synergies from our acquisition of LeoStella LLC.
+Added: In November 2024, we acquired the remaining 50% of the common units of LeoStella LLC (“LeoStella”) and LeoStella became a wholly-owned subsidiary of BlackSky Holdings, Inc.
+Added: The success of this acquisition will depend, in part, on our ability to realize the anticipated benefits from vertically integrating our and LeoStella’s businesses to improve control over the Gen-3 satellite supply chain and production operations.
+Added: We have devoted and continue to devote substantial management attention and resources to the integration of the combined company’s
+Added: business practices and operations so that we can fully realize the anticipated benefits of the acquisition, including cost and revenue synergies.
+Added: Nonetheless, difficulties may arise that could impede our ability to achieve the anticipated synergies, including the loss of key talent that may be difficult to replace.
+Added: As a result, the anticipated benefits of the acquisition may take longer to realize, may not be fully realized, or may cost more than expected, which could materially and adversely affect our business, results of operations or financial condition, as well as adversely impact our share price.
Future acquisitions may adversely affect our financial condition.
11 unchanged sentences
domestic economic conditions.
−Removed: Adverse conditions in the macroeconomic environment, such as the ongoing geopolitical tensions related to the conflict in the Middle East or Russia’s actions in Ukraine, resulting sanctions imposed by the United States and other countries, and retaliatory actions taken by other countries in response to such sanctions, may result in a decreased demand for our products and services, constrained credit and liquidity, reduced government spending and volatility in equity and foreign exchange markets.
−Removed: In addition, to the extent the global economy experiences a significant downturn or volatility, we may be exposed to impairments of certain assets if their values deteriorate.
+Added: Adverse conditions in the macroeconomic environment , resulting sanctions imposed by the United States and other countries, and retaliatory actions taken by other countries in response to such sanctions, may result in a decreased demand for our products and services, constrained credit and liquidity, reduced government spending and volatility in equity and foreign exchange markets.
+Added: In addition, significant changes in U.S.
+Added: trade policy, including further expansion of U.S.
+Added: export controls on China and tariffs on imports from China and other countries, or retaliatory actions by China and other countries, may materially and adversely affect our business.
+Added: To the extent the global economy experiences a significant downturn or volatility, we may be exposed to impairments of certain assets if their values deteriorate.
Tighter credit due to economic conditions may diminish our future borrowing ability and increase borrowing costs under our existing credit facilities.
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Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.