Core Insights - Satellogic Inc. has entered a strategic multi-year partnership with Suhora, granting exclusive rights to provide its high-resolution Earth Observation data in India and Nepal, marking a significant expansion in market access [1][4] - The partnership aims to deliver high-frequency, high-resolution geospatial data, enabling government and commercial users to tackle pressing challenges with timely insights [2][3] Group 1: Partnership Details - The agreement is described as a seven-figure deal, emphasizing the financial commitment and strategic importance of the collaboration [1] - Suhora will utilize its local expertise to tailor the capabilities of Satellogic's satellite data to meet the specific needs of the Indian market [3] Group 2: Applications and Impact - The partnership is expected to enhance urban and infrastructure development, natural resource management, disaster response, and climate change mitigation in India [3] - The collaboration will democratize access to critical geospatial insights, providing cost-effective and high-capacity data to address national challenges [4] Group 3: Company Background - Satellogic, founded in 2010, is a vertically integrated geospatial company focused on providing accessible and affordable Earth Observation solutions [5] - The company aims to address global challenges such as climate change, energy supply, and food security through its high-resolution imaging technology [5] Group 4: Suhora Overview - Suhora Technologies, established in 2018, specializes in dual-use space-based Intelligence, Surveillance, and Reconnaissance solutions, integrating satellite imagery with AI-driven analytics [6] - The company supports defense forces, disaster agencies, and commercial sectors by transforming Earth Observation data into actionable intelligence [6]

Core Insights - Satellogic Inc. reported a 27% increase in revenue to $4.4 million for Q2 2025, alongside a 41% decrease in operating costs and expenses [1][5][4] - The company secured a $30 million contract for an AI-first satellite constellation and is leading Malaysia's Earth Observation Satellite Project [3][1] Financial Performance - Revenue for Q2 2025 increased by $0.9 million, or 27%, compared to Q2 2024, driven by higher imagery orders and Space Systems revenue [5][4] - Cost of sales decreased by $0.1 million, or 5%, to $1.2 million, with a cost of sales percentage of 27% in Q2 2025 compared to 36% in Q2 2024 [5][4] - Selling, General and Administrative expenses fell by $4.2 million, or 44%, to $5.4 million in Q2 2025 [5][4] - Engineering expenses decreased by $2.0 million, or 46%, to $2.3 million for Q2 2025 [10][4] - Net loss for Q2 2025 decreased by $11.4 million to $6.7 million compared to Q2 2024 [10][4] Cash Flow and Liquidity - Cash on hand at the end of Q2 2025 was $32.6 million, up from $22.5 million at the end of 2024, providing ample liquidity for operations [4][10] - Net cash used in operating activities was $4.3 million for Q2 2025, significantly down from $13.8 million in Q2 2024 [10][4] Strategic Developments - The company is focused on delivering unique, sovereign solutions and technology transfer capabilities to its customers [3][1] - Satellogic aims to democratize access to geospatial data, addressing global challenges such as climate change and food security [13][12]

[Cautionary Note Regarding Forward-Looking Statements](index=4&type=section&id=CAUTIONARY%20NOTE%20REGARDING%20FORWARD-LOOKING%20STATEMENTS) Forward-looking statements are subject to inherent risks and uncertainties, potentially causing actual results to differ - Forward-looking statements are based on current expectations and beliefs, but actual results may differ materially due to inherent risks, uncertainties, and assumptions[9](index=9&type=chunk) - Key risk factors include the ability to generate expected revenue, market acceptance of **EO services**, dependence on third parties (e.g., SpaceX), capital intensity, and geopolitical uncertainties[10](index=10&type=chunk)[13](index=13&type=chunk) - The company assumes no obligation to update or revise forward-looking statements[12](index=12&type=chunk) [Part I - Financial Information](index=6&type=section&id=PART%20I%20-%20FINANCIAL%20INFORMATION) [Item 1. Financial Statements and Supplemental Data](index=7&type=section&id=ITEM%201.%20FINANCIAL%20STATEMENTS%20AND%20SUPPLEMENTAL%20DATA) This section presents Satellogic Inc.'s unaudited condensed consolidated financial statements and detailed notes [Condensed Consolidated Statements of Operations and Comprehensive Loss](index=8&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations%20and%20Comprehensive%20Loss) Revenue increased, but net loss varied across periods, primarily due to changes in the fair value of financial instruments | Metric (in thousands of U.S. dollars) | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :------------------------------------ | :------------------------------- | :------------------------------- | :------------------------------ | :------------------------------ | | Revenue | $4,440 | $3,501 | $7,827 | $6,829 | | Total costs and expenses | $10,725 | $18,178 | $23,627 | $36,104 | | Operating loss | $(6,285) | $(14,677) | $(15,800) | $(29,275) | | Total other (expense) income, net | $(407) | $(3,069) | $(22,758) | $(2,216) | | Net loss available to stockholders | $(6,652) | $(18,101) | $(39,233) | $(33,279) | | Basic net loss per share | $(0.06) | $(0.20) | $(0.39) | $(0.37) | - Revenue increased by **27%** for the three months and **15%** for the six months ended June 30, 2025, compared to the prior year[16](index=16&type=chunk) - Net loss decreased by **63%** for the three months ended June 30, 2025, but increased by **18%** for the six months ended June 30, 2025, primarily due to a significant negative change in the fair value of financial instruments[16](index=16&type=chunk) [Condensed Consolidated Balance Sheets](index=9&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) Total assets and liabilities increased, leading to a larger stockholders' deficit, driven by cash and convertible notes | Metric (in thousands of U.S. dollars) | June 30, 2025 | December 31, 2024 | | :------------------------------------ | :------------ | :---------------- | | Total assets | $73,846 | $61,691 | | Total liabilities | $141,959 | $114,723 | | Total stockholders' (deficit) equity | $(68,113) | $(53,032) | | Cash and cash equivalents | $32,569 | $22,493 | | Secured Convertible Notes at fair value | $97,710 | $79,070 | | Warrant liabilities | $13,757 | $11,511 | - Total assets increased by **$12.155 million**, or **19.7%**, from December 31, 2024, to June 30, 2025[19](index=19&type=chunk) - Total liabilities increased by **$27.236 million**, or **23.7%**, primarily due to the **Secured Convertible Notes** and warrant liabilities[19](index=19&type=chunk) [Condensed Consolidated Statements of Stockholders' Equity (Deficit)](index=10&type=section&id=Condensed%20Consolidated%20Statements%20of%20Stockholders'%20Equity%20(Deficit)) Stockholders' deficit increased due to net losses, partially offset by proceeds from stock issuances | Metric (in thousands of U.S. dollars) | December 31, 2024 | June 30, 2025 | | :------------------------------------ | :---------------- | :------------ | | Total stockholders' (deficit) equity | $(53,032) | $(68,113) | | Net loss | $(400,105) | $(439,338) | | Additional paid-in capital | $356,247 | $379,393 | | Issuance of Common Stock under ATM Program | — | $2,584 | | Issuance of Class A Common Stock under Registered Direct Offering | — | $18,769 | - Net loss contributed **$(39,233) million** to the accumulated deficit for the six months ended June 30, 2025[22](index=22&type=chunk) - Additional paid-in capital increased by **$23.146 million**, mainly from the **Registered Direct Offering** (**$18.769 million**) and **ATM Program** (**$2.584 million**)[22](index=22&type=chunk) [Condensed Consolidated Statements of Cash Flows](index=12&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) Cash used in operating activities significantly decreased, while financing activities provided substantial cash | Cash Flow Activity (in thousands of U.S. dollars) | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :------------------------------------------------ | :----------------------------- | :----------------------------- | | Net cash used in operating activities | $(9,064) | $(23,891) | | Net cash used in investing activities | $(2,689) | $(3,320) | | Net cash provided by financing activities | $21,430 | $27,361 | | Net increase in cash, cash equivalents and restricted cash | $9,677 | $150 | - Net cash used in operating activities decreased by **62.1%** from **$23.891 million** in H1 2024 to **$9.064 million** in H1 2025[25](index=25&type=chunk) - Net cash provided by financing activities was **$21.430 million** in H1 2025, primarily from stock issuances, compared to **$27.361 million** in H1 2024, which included proceeds from **Secured Convertible Notes**[25](index=25&type=chunk) [Notes to the Condensed Consolidated Financial Statements](index=13&type=section&id=Notes%20to%20the%20Condensed%20Consolidated%20Financial%20Statements) These notes provide detailed information supporting the condensed consolidated financial statements, covering business nature, accounting policies, and financial instruments [Note 1. Nature of the Business and Basis of Presentation](index=13&type=section&id=1.%20Nature%20of%20the%20Business%20and%20Basis%20of%20Presentation) Satellogic aims to build a planetary analytics platform but faces a 'going concern' warning due to insufficient liquidity - **Satellogic's** strategy is to build a planetary scale analytics platform based on a proprietary satellite constellation for insights from images and information, with a focus on multi-temporal analysis and high frequency of revisits[31](index=31&type=chunk) - The company completed its **Domestication** to a Delaware corporation on March 26, 2025[29](index=29&type=chunk) - The company has an accumulated deficit of **$439.3 million** as of June 30, 2025, and its current cash and cash equivalents of **$32.6 million** are not sufficient to fund operations for the next **one year**, raising **substantial doubt** about its ability to continue as a **going concern**[36](index=36&type=chunk)[46](index=46&type=chunk) [Note 2. Summary of Significant Accounting Policies](index=16&type=section&id=2.%20Summary%20of%20Significant%20Accounting%20Policies) Key accounting policies cover credit risk, asset impairment, foreign currency, and leases, highlighting customer concentration - As of June 30, 2025, three customers accounted for **60%** of accounts receivable, and four customers accounted for more than **10%** of revenue, totaling **$6.1 million** for the six months ended June 30, 2025[52](index=52&type=chunk)[54](index=54&type=chunk) - Lease expense decreased due to the termination of a facility lease in the Netherlands in 2024, but lease obligations and right-of-use assets increased in H1 2025 due to new ground station antenna leases[60](index=60&type=chunk) | Metric (in thousands of U.S. dollars) | June 30, 2025 | June 30, 2024 | | :------------------------------------ | :------------ | :------------ | | Allowance for credit losses (beginning of year) | $148 | $126 | | Provision | $(8) | $47 | | Write offs | $(11) | — | | Recoveries collected | $(41) | $(59) | | Allowance for credit losses (end of period) | $88 | $114 | [Note 3. Accounting Standards Updates](index=18&type=section&id=3.%20Accounting%20Standards%20Updates) This note discusses recently issued accounting standards not yet adopted, including updates on income tax and expense disaggregation - **ASU No. 2023-09** (Income Taxes) requires consistent categories and greater disaggregation of income tax disclosures, effective for annual periods beginning after December 15, 2024[66](index=66&type=chunk) - **ASU 2024-03** (Expense Disaggregation Disclosures) requires footnote disclosure of specific natural expenses (e.g., employee compensation, depreciation) within income statement captions, effective for fiscal years beginning after December 15, 2026[67](index=67&type=chunk) - **ASU 2024-04** (Debt with Conversion and Other Options) provides guidance on induced conversion or extinguishment accounting for convertible debt, effective for annual periods beginning after December 15, 2025[68](index=68&type=chunk) [Note 4. Segment Information](index=19&type=section&id=4.%20Segment%20Information) The company operates as a single segment, with revenue from **Asset Monitoring**, **CaaS**, and **Space Systems**, primarily in the U.S - The company operates as one operating segment, with the CEO as the chief operating decision maker[70](index=70&type=chunk) | Revenue by Business Line (in thousands of U.S. dollars) | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :------------------------------------------------------ | :------------------------------- | :------------------------------- | :------------------------------ | :------------------------------ | | Asset Monitoring | $3,544 | $2,964 | $6,165 | $5,148 | | Constellation as a Service ("CaaS") | $412 | $412 | $824 | $824 | | Space Systems | $484 | $125 | $838 | $857 | | Total Revenue | $4,440 | $3,501 | $7,827 | $6,829 | | Revenue by Geographic Area (in thousands of U.S. dollars) | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :-------------------------------------------------------- | :------------------------------- | :------------------------------- | :------------------------------ | :------------------------------ | | U.S. | $3,359 | $2,411 | $5,920 | $3,987 | | Albania | $412 | $412 | $824 | $824 | | India | $10 | $124 | $23 | $856 | | All Other | $659 | $554 | $1,060 | $1,162 | | Total | $4,440 | $3,501 | $7,827 | $6,829 | [Note 5. Revenue from Contracts with Customers](index=20&type=section&id=5.%20Revenue%20from%20Contracts%20with%20Customers) This note details revenue recognition policies, disaggregating revenue by business line, timing, and geography | Revenue by Timing (in thousands of U.S. dollars) | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :----------------------------------------------- | :------------------------------- | :------------------------------- | :------------------------------ | :------------------------------ | | Over time | $878 | $536 | $1,633 | $1,680 | | Point-in time | $3,562 | $2,965 | $6,194 | $5,149 | | Total revenue | $4,440 | $3,501 | $7,827 | $6,829 | | Remaining Performance Obligations (in thousands of U.S. dollars) | Within 1 Year | Years 1-2 | Years 2-3 | Thereafter | | :--------------------------------------------------------------- | :------------ | :-------- | :-------- | :--------- | | Total | $8,478 | $3,165 | $7,000 | $24,000 | - Contract liabilities increased to **$6.471 million** as of June 30, 2025, from **$5.871 million** at December 31, 2024, primarily due to collections from a new customer for performance obligations to be satisfied in 2025[78](index=78&type=chunk) [Note 6. Warrant Liabilities](index=21&type=section&id=6.%20Warrant%20Liabilities) Total warrant liabilities increased due to changes in fair value for **Liberty**, **PIPE**, and **$8.63 Warrants** | Warrant Type (in thousands of U.S. dollars) | December 31, 2024 | June 30, 2025 | | :------------------------------------------ | :---------------- | :------------ | | Liberty Warrants and Liberty Advisory Fee Warrant | $8,012 | $9,687 | | PIPE Warrant | $471 | $521 | | $8.63 Warrants | $3,028 | $3,549 | | Total Warrant Liabilities | $11,511 | $13,757 | - The fair value of **Liberty Warrants** and **Liberty Advisory Fee Warrant** was remeasured to **$9.7 million** as of June 30, 2025, and will expire on February 10, 2027[84](index=84&type=chunk) - The fair value of the **PIPE Warrant** was remeasured to **$0.5 million** as of June 30, 2025, and will expire on January 25, 2027[86](index=86&type=chunk) [Note 7. Earnout Liabilities](index=23&type=section&id=7.%20Earnout%20Liabilities) **Sponsor Earnout** liability increased due to fair value changes, remaining unvested as stock price targets were not met | Metric (in thousands of U.S. dollars) | December 31, 2024 | June 30, 2025 | | :------------------------------------ | :---------------- | :------------ | | Sponsor Earnout | $1,501 | $1,854 | | Change in fair value of financial instruments | — | $353 | - The **Sponsor Earnout** of **1,775,962** shares of **Class A common stock** remains unvested as the stock price triggering events (**$12.50**, **$15.00**, and **$20.00** per share) were not satisfied during the six months ended June 30, 2025[92](index=92&type=chunk) [Note 8. Property and Equipment](index=23&type=section&id=8.%20Property%20and%20Equipment) Net property and equipment decreased due to depreciation, with Uruguay holding the majority of these assets | Property and Equipment (in thousands of U.S. dollars) | June 30, 2025 | December 31, 2024 | | :---------------------------------------------------- | :------------ | :---------------- | | Satellites and other equipment | $29,644 | $30,668 | | Satellites under construction | $15,653 | $14,458 | | Total property and equipment | $52,277 | $52,334 | | Less: Accumulated depreciation | $(27,461) | $(25,106) | | Property and equipment, net | $24,816 | $27,228 | | Property and Equipment by Geography (in thousands of U.S. dollars) | June 30, 2025 | December 31, 2024 | | :----------------------------------------------------------------- | :------------ | :---------------- | | Uruguay | $30,776 | $26,833 | | Argentina | $358 | $392 | | Spain | $7 | $746 | | Other countries | $10 | $134 | | Total | $31,151 | $28,105 | [Note 9. Additional Financial Statement Information](index=24&type=section&id=9.%20Additional%20Financial%20Statement%20Information) This note provides supplementary details on prepaid expenses, other assets, accrued expenses, and interest income | Metric (in thousands of U.S. dollars) | June 30, 2025 | December 31, 2024 | | :------------------------------------ | :------------ | :---------------- | | Prepaid expenses | $2,221 | $2,892 | | OS Warrants | $649 | $322 | | Total prepaid expenses and other current assets | $3,731 | $3,907 | | Metric (in thousands of U.S. dollars) | June 30, 2025 | December 31, 2024 | | :------------------------------------ | :------------ | :---------------- | | Payroll and benefits payable | $2,960 | $2,286 | | Advisory Fee cash payable | $7,500 | $7,500 | | Total accrued expenses and other liabilities | $12,673 | $12,137 | | Interest Income, Net (in thousands of U.S. dollars) | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :-------------------------------------------------- | :------------------------------- | :------------------------------- | :------------------------------ | :------------------------------ | | Total | $285 | $307 | $462 | $511 | [Note 10. Income Tax](index=24&type=section&id=10.%20Income%20Tax) This note discusses the company's income tax position, effective tax rate, and the impact of the **'One Big Beautiful Bill Act' (OBBBA)** | Metric | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :----- | :------------------------------- | :------------------------------- | :------------------------------ | :------------------------------ | | Total loss before income tax | $(6,692) | $(17,746) | $(38,558) | $(31,491) | | Income tax (benefit) expense | $(40) | $355 | $675 | $1,788 | | Effective tax provision rate | **0.6%** | (**2.0%**) | (**1.8%**) | (**5.7%**) | - The effective tax rate for the six months ended June 30, 2025, was (**1.8%**), primarily impacted by the location of income, a full deferred tax asset valuation allowance, and interest/penalties related to uncertain tax positions[98](index=98&type=chunk) - The **'One Big Beautiful Bill Act' (OBBBA)**, enacted on July 4, 2025, introduces significant tax law changes, and the company is assessing its potential impacts[99](index=99&type=chunk) [Note 11. Stock-based Compensation](index=25&type=section&id=11.%20Stock-based%20Compensation) This note summarizes stock option and RSU activity, showing a decrease in options but an increase in unvested RSUs | Stock Option Activity | Number of Options | Weighted-Average Exercise Price | | :-------------------- | :---------------- | :------------------------------ | | Outstanding at December 31, 2024 | 3,234,296 | $1.50 | | Exercised | (1,236,659) | $1.08 | | Outstanding at June 30, 2025 | 1,995,277 | $1.78 | | RSU Activity | Number of RSUs | Weighted Average Grant-Date Value | | :------------- | :------------- | :-------------------------------- | | Outstanding unvested RSUs at December 31, 2024 | 2,893,396 | $1.40 | | Granted during the year | 2,059,382 | $3.54 | | Vested during the year | (1,178,430) | $1.28 | | Outstanding unvested RSUs at June 30, 2025 | 3,564,199 | $2.64 | [Note 12. Net Loss Per Share](index=26&type=section&id=12.%20Net%20Loss%20Per%20Share) Basic and diluted net loss per share remained consistent due to the anti-dilutive effect of all potential common shares | Metric | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :----- | :------------------------------- | :------------------------------- | :------------------------------ | :------------------------------ | | Net loss attributable to holders of Common Stock | $(6,652) | $(18,101) | $(39,233) | $(33,279) | | Basic weighted-average shares outstanding | 103,206,882 | 90,678,183 | 99,949,214 | 90,504,845 | | Basic net loss per share | $(0.06) | $(0.20) | $(0.39) | $(0.37) | | Diluted net loss per share | $(0.06) | $(0.20) | $(0.39) | $(0.37) | - All potential common shares, including warrants, earnout shares, stock options, restricted stock units, and shares convertible from **Secured Convertible Notes**, were anti-dilutive and thus not included in the diluted EPS calculation[101](index=101&type=chunk)[102](index=102&type=chunk) | Anti-Dilutive Securities | Three and Six Months Ended June 30, 2025 | Three and Six Months Ended June 30, 2024 | | :----------------------- | :--------------------------------------- | :--------------------------------------- | | Warrants | 49,184,815 | 49,184,915 | | Sponsor earnout shares | 1,775,962 | 1,775,962 | | Stock options | 1,995,277 | 4,702,325 | | Restricted stock units | 3,564,199 | 3,017,253 | | Shares convertible from Secured Convertible Notes | 25,000,000 | 25,000,000 | | Total | 81,520,253 | 83,680,455 | [Note 13. Fair Value Measurements and Financial Instruments](index=27&type=section&id=13.%20Fair%20Value%20Measurements%20and%20Financial%20Instruments) This note outlines the fair value hierarchy for financial instruments, detailing valuation methods and unobservable inputs | Financial Instruments (in thousands of U.S. dollars) | Level 1 (June 30, 2025) | Level 3 (June 30, 2025) | Level 1 (December 31, 2024) | Level 3 (December 31, 2024) | | :--------------------------------------------------- | :---------------------- | :---------------------- | :-------------------------- | :-------------------------- | | OS Warrants | — | $649 | — | $322 | | $8.63 Warrants liability | $3,549 | — | $3,028 | — | | PIPE Warrant liability | — | $521 | — | $471 | | Liberty Warrants and Liberty Advisory Fee Warrant liability | — | $9,687 | — | $8,012 | | Sponsor Earnout liability | — | $1,854 | — | $1,501 | | Secured Convertible Notes | — | $97,710 | — | $79,070 | - The fair values of **OS Warrants**, **PIPE Warrant**, **Liberty Warrants**, **Liberty Advisory Fee Warrant**, and **Sponsor Earnout** are estimated using Black-Scholes or Monte Carlo models, with significant unobservable inputs including volatility and time to expiry[103](index=103&type=chunk)[105](index=105&type=chunk) - The fair value of **Secured Convertible Notes** is determined using the 'with' method, with inputs including credit spread (**25.00%** to **37.50%**), volatility (**50%**), and risk-free rate (**3.7%**)[105](index=105&type=chunk) [Note 14. Related Parties](index=29&type=section&id=14.%20Related%20Parties) This note discloses transactions with equity method investee **OS** and commissions paid to **CF&Co.** for financing services - Purchases from equity method investee **Officina Stellare S.p.A. (OS)** totaled **$0.2 million** for the six months ended June 30, 2025, with **$0.2 million** owed to **OS** at period-end[108](index=108&type=chunk) - **CF&Co.** receives a **3.0%** commission on gross sales under the **ATM Program** and a **4.0%** cash fee on aggregate gross proceeds from the **Registered Direct Offering**[109](index=109&type=chunk)[110](index=110&type=chunk) [Note 15. Secured Convertible Notes](index=30&type=section&id=15.%20Secured%20Convertible%20Notes) This note details **Secured Convertible Notes**, including principal, interest, conversion features, and fair value option election | Metric (in thousands of U.S. dollars) | June 30, 2025 | December 31, 2024 | | :------------------------------------ | :------------ | :---------------- | | Secured Convertible Notes | $97,710 | $79,070 | - The **Secured Convertible Notes** have an aggregate principal amount of **$30.0 million**, bear interest at **SOFR** plus **6.50%** per annum (**10.70%** as of June 30, 2025), and mature on April 12, 2028[111](index=111&type=chunk)[113](index=113&type=chunk) - The notes are convertible into **Class A common stock** at an initial conversion price of **$1.20** per share and are secured by substantially all of the company's and its subsidiaries' assets[112](index=112&type=chunk)[111](index=111&type=chunk) [Note 16. Commitments and Contingencies](index=31&type=section&id=16.%20Commitments%20and%20Contingencies) The company has no material legal claims but significant future purchase commitments for satellite launch services - The company is not aware of any contingent liabilities that should be reflected in the Condensed Consolidated Financial Statements as of June 30, 2025, and December 31, 2024[118](index=118&type=chunk) - Future purchase commitments under non-cancellable launch service contracts total **$10.7 million** through 2028, with approximately **$0.5 million** due in 2025[119](index=119&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=32&type=section&id=ITEM%202.%20MANAGEMENT'S%20DISCUSSION%20AND%20ANALYSIS%20OF%20FINANCIAL%20CONDITION%20AND%20RESULTS%20OF%20OPERATIONS) Management discusses financial condition, operating results, non-GAAP measures, liquidity, and critical accounting policies [Company Overview](index=32&type=section&id=Company%20Overview) **Satellogic** is a vertically integrated geospatial company building a scalable **EO** platform with a **200**-satellite vision - **Satellogic** is the first vertically integrated geospatial company, building a scalable, fully automated **Earth Observation (EO)** platform[122](index=122&type=chunk) - The company's operating model provides significant cost advantages, enabling satellite production and launch for less than **one-tenth** the cost of competitors, and captures approximately **10x** more imagery[123](index=123&type=chunk) - As of June 30, 2025, the company had **21** commercial satellites in orbit (**20** operational), with a long-term vision to reach approximately **200** satellites for daily planetary remaps[123](index=123&type=chunk) - Business lines include **Asset Monitoring** (predictable revenue, **D&I customers**), **Constellation as a Service (CaaS)** (recurring government/**D&I** revenue), and **Space Systems** (satellite sales and support)[124](index=124&type=chunk)[126](index=126&type=chunk)[127](index=127&type=chunk)[128](index=128&type=chunk) [Key Factors Affecting Operating Results](index=33&type=section&id=Key%20Factors%20Affecting%20Operating%20Results) Performance is influenced by competitive advantages, long sales cycles, customer concentration, and capital intensity - Key opportunities include continued adoption of high-resolution **EO** images, especially with U.S. government **D&I customers**, and increased market adoption of next-generation high-resolution **space system** sales[130](index=130&type=chunk) - Challenges include long and complex sales cycles (especially for government contracts), dependence on a small number of customers for a large portion of revenue, and the capital-intensive nature of improving technology and launching new satellites[130](index=130&type=chunk)[131](index=131&type=chunk) - The **Domestication** is expected to provide greater visibility to investors and customers, particularly for U.S. government **D&I**-related contracts[132](index=132&type=chunk) [Key Components of Results of Operations](index=33&type=section&id=Key%20Components%20of%20Results%20of%20Operations) This section defines revenue sources, cost of sales, expenses, and the impact of fair value changes on financial results - Revenue is derived from **Asset Monitoring** (point-in-time), **CaaS** (over time), and **Space Systems** (point-in-time)[136](index=136&type=chunk)[137](index=137&type=chunk) - Cost of sales includes direct costs for ground stations, cloud/infrastructure, and digital image processing[138](index=138&type=chunk) - Changes in fair value of financial instruments (**Secured Convertible Notes**, warrant liabilities, earnout liabilities) are recorded in the income statement, including interest expense on **Secured Convertible Notes** due to the fair value option election[143](index=143&type=chunk) - Other (expense) income, net, primarily consists of foreign exchange gains and losses and gains/losses on disposal of property and equipment[144](index=144&type=chunk) [Results of Operations - Three Months Ended June 30, 2025 and 2024](index=35&type=section&id=Results%20of%20Operations%20-%20Three%20Months%20Ended%20June%2030,%202025%20and%202024) Revenue increased, total costs decreased, and net loss improved due to reduced expenses and fair value changes | Metric (in thousands of U.S. dollars) | 2025 | 2024 | $ Change | % Change | | :------------------------------------ | :------- | :------- | :------- | :------- | | Revenue | $4,440 | $3,501 | $939 | **27%** | | Total costs and expenses | $10,725 | $18,178 | $(7,453) | (**41%**) | | Operating loss | $(6,285) | $(14,677) | $8,392 | (**57%**) | | Net loss | $(6,652) | $(18,101) | $11,449 | (**63%**) | - Revenue growth was driven by a **$0.6 million** increase in **Asset Monitoring** and a **$0.4 million** increase in **Space Systems** revenue[149](index=149&type=chunk) - Selling, general and administrative expenses decreased by **$4.2 million** (**44%**), mainly due to lower professional fees (including those related to **Secured Convertible Notes**) and workforce reductions[151](index=151&type=chunk) - Engineering expenses decreased by **$2.0 million** (**46%**), primarily due to workforce reductions and expense control measures[152](index=152&type=chunk) - Depreciation expense decreased by **$1.3 million** (**40%**) as nine satellites launched in Q2 2022 became fully depreciated[153](index=153&type=chunk) - A positive change in fair value of financial instruments of **$4.0 million** contributed to the reduced net loss, compared to a **$4.3 million** loss in the prior year, influenced by the **Class A common stock** trading price[155](index=155&type=chunk) [Results of Operations - Six Months Ended June 30, 2025 and 2024](index=37&type=section&id=Results%20of%20Operations%20-%20Six%20Months%20Ended%20June%2030,%202025%20and%202024) Revenue increased and costs decreased, but net loss rose due to a significant negative change in financial instrument fair value | Metric (in thousands of U.S. dollars) | 2025 | 2024 | $ Change | % Change | | :------------------------------------ | :-------- | :-------- | :-------- | :------- | | Revenue | $7,827 | $6,829 | $998 | **15%** | | Total costs and expenses | $23,627 | $36,104 | $(12,477) | (**35%**) | | Operating loss | $(15,800) | $(29,275) | $13,475 | (**46%**) | | Net loss | $(39,233) | $(33,279) | $(5,954) | **18%** | - Revenue growth was primarily driven by a **$1.0 million** increase in imagery ordered by **Asset Monitoring** customers[160](index=160&type=chunk) - Selling, general and administrative expenses decreased by **$7.1 million** (**37%**), mainly due to lower professional fees (including those related to **Secured Convertible Notes** and advisory fees) and workforce reductions[162](index=162&type=chunk) - Engineering expenses decreased by **$3.9 million** (**44%**), primarily due to workforce reductions and expense control measures[163](index=163&type=chunk) - A negative change in fair value of financial instruments of **$17.6 million** (totaling **$22.7 million** loss) significantly impacted the net loss, compared to a **$5.0 million** loss in the prior year, primarily due to the rise in **Class A common stock** trading price[166](index=166&type=chunk) [Non-GAAP Financial Measures](index=39&type=section&id=Non-GAAP%20Financial%20Measures) This section defines and reconciles non-GAAP measures like **EBITDA**, **Adjusted EBITDA**, and **Free Cash Flow** to **GAAP** metrics - Non-GAAP **EBITDA** is defined as net loss excluding interest, income taxes, depreciation, and amortization[170](index=170&type=chunk) - Non-GAAP **Adjusted EBITDA** further adjusts **EBITDA** for other (expense) income, net, changes in fair value of financial instruments, stock-based compensation, and professional fees related to **Secured Convertible Notes**[171](index=171&type=chunk) - Non-GAAP **Free Cash Flow** is defined as net cash used in operating activities less payments for capital expenditures[172](index=172&type=chunk) | Non-GAAP Metric (in thousands of U.S. dollars) | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :--------------------------------------------- | :------------------------------- | :------------------------------- | :------------------------------ | :------------------------------ | | Net loss available to stockholders | $(6,652) | $(18,101) | $(39,233) | $(33,279) | | EBITDA (non-GAAP) | $(4,841) | $(14,643) | $(34,020) | $(25,534) | | Adjusted EBITDA (non-GAAP) | $(3,573) | $(10,029) | $(9,629) | $(19,152) | | Net cash used in operating activities | $(4,342) | $(13,776) | $(9,064) | $(23,891) | | Free Cash Flow (non-GAAP) | $(5,118) | $(15,168) | $(11,753) | $(27,225) | [Liquidity and Capital Resources](index=41&type=section&id=Liquidity%20and%20Capital%20Resources) The company faces a '**going concern**' warning due to accumulated deficits and requires additional capital for operations - As of June 30, 2025, the company had **$32.6 million** in cash and cash equivalents and an accumulated deficit of **$439.3 million**[179](index=179&type=chunk)[180](index=180&type=chunk) - Net cash used in operating activities was **$9.1 million** for the six months ended June 30, 2025[180](index=180&type=chunk) - Recent financing activities include **$27.6 million** net proceeds from **Secured Convertible Notes** (April 2024), **$10.0 million** from a private placement of **Class A common stock** (December 2024), **$3.1 million** from the **ATM Program** (H1 2025), and **$18.8 million** net proceeds from a **Registered Direct Offering** (April 2025)[182](index=182&type=chunk)[185](index=185&type=chunk)[187](index=187&type=chunk)[189](index=189&type=chunk) - Management believes there is '**substantial doubt**' about the company's ability to continue as a **going concern** for **one year** from the financial statement issuance date without additional capital[191](index=191&type=chunk) [Cash Flows Summary](index=43&type=section&id=Cash%20Flows%20Summary) Cash used in operating activities decreased significantly, while financing activities provided substantial cash | Cash Flow Activity (in thousands of U.S. dollars) | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :------------------------------------------------ | :----------------------------- | :----------------------------- | | Net cash flows used in operating activities | $(9,064) | $(23,891) | | Net cash flows used in investing activities | $(2,689) | $(3,320) | | Net cash flows provided by financing activities | $21,430 | $27,361 | | Net change in cash, cash equivalents and restricted cash | $9,677 | $150 | - The decrease in cash used in operating activities was primarily due to adjustments for non-cash items and changes in working capital, including improved accounts receivable collection[197](index=197&type=chunk)[198](index=198&type=chunk) - Net cash provided by financing activities was mainly from stock issuances under the **Registered Direct Offering** and **ATM Program**, and exercise of stock options[201](index=201&type=chunk) [Critical Accounting Policies and Estimates](index=44&type=section&id=Critical%20Accounting%20Policies%20and%20Estimates) Critical accounting policies include revenue recognition, asset impairment, fair value, and income taxes, with no material changes - Critical accounting policies and estimates include revenue recognition, impairment of assets, fair value of financial instruments, and income taxes[203](index=203&type=chunk) - There have been no material changes to these critical accounting policies and estimates during the three months ended June 30, 2025[204](index=204&type=chunk) [Emerging Growth Company and Smaller Reporting Company Status](index=44&type=section&id=Emerging%20Growth%20Company%20and%20Smaller%20Reporting%20Company%20Status) The company maintains **EGC** and **SRC** status, allowing for extended accounting transition periods and reduced disclosures - The company is an '**emerging growth company**' and has elected to take advantage of the extended transition period for new or revised financial accounting standards[206](index=206&type=chunk) - As an **EGC**, the company is exempt from auditor's attestation report on internal controls (**Section 404(b) SOX**) and certain **PCAOB** requirements[207](index=207&type=chunk) - The company is also a '**smaller reporting company**,' which allows for reduced disclosure obligations, including presenting only two most recent fiscal years of audited financial statements and reduced executive compensation disclosures[209](index=209&type=chunk)[210](index=210&type=chunk) [Recent Accounting Pronouncements](index=45&type=section&id=Recent%20Accounting%20Pronouncements) Information on recent accounting pronouncements and their potential impact is provided in Note 3 - Information on recent accounting pronouncements, their adoption timing, and potential impact is provided in Note 3 to the Condensed Consolidated Financial Statements[211](index=211&type=chunk) [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=45&type=section&id=ITEM%203.%20QUANTITATIVE%20AND%20QUALITATIVE%20DISCLOSURES%20ABOUT%20MARKET%20RISK) This section states that there are no quantitative and qualitative disclosures about market risk applicable - This item is not applicable[212](index=212&type=chunk) [Item 4. Controls and Procedures](index=45&type=section&id=ITEM%204.%20CONTROLS%20AND%20PROCEDURES) CEO and CFO concluded disclosure controls were effective, with no material changes to internal control over financial reporting - The CEO and CFO concluded that disclosure controls and procedures were effective as of June 30, 2025[214](index=214&type=chunk) - No material changes to internal control over financial reporting occurred during the quarter ended June 30, 2025[215](index=215&type=chunk) [Part II - Other Information](index=45&type=section&id=PART%20II%20-%20OTHER%20INFORMATION) [Item 1. Legal Proceedings](index=45&type=section&id=ITEM%201.%20LEGAL%20PROCEEDINGS) The company does not believe any pending legal proceedings would be material to its business or financial condition - The company does not believe any currently pending legal claims, lawsuits, or proceedings would be material to its business or financial condition[217](index=217&type=chunk) [Item 1A. Risk Factors](index=45&type=section&id=ITEM%201A.%20RISK%20FACTORS) There have been no material changes to the risk factors previously disclosed in the 2024 Annual Report on **Form 10-K** - No material changes to the risk factors previously disclosed in the **2024 Annual Report**[218](index=218&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=45&type=section&id=ITEM%202.%20UNREGISTERED%20SALES%20OF%20EQUITY%20SECURITIES%20AND%20USE%20OF%20PROCEEDS) There are no unregistered sales of equity securities or use of proceeds to report for the period - This item is not applicable[219](index=219&type=chunk) [Item 3. Defaults Upon Senior Securities](index=46&type=section&id=ITEM%203.%20DEFAULTS%20UPON%20SENIOR%20SECURITIES) There are no defaults upon senior securities to report for the period - This item is not applicable[220](index=220&type=chunk) [Item 4. Mine Safety Disclosures](index=46&type=section&id=ITEM%204.%20MINE%20SAFETY%20DISCLOSURES) There are no mine safety disclosures applicable to the company for the reporting period - This item is not applicable[221](index=221&type=chunk) [Item 5. Other Information](index=46&type=section&id=ITEM%205.%20OTHER%20INFORMATION) CEO Emiliano Kargieman adopted a **Rule 10b5-1 Trading Plan** for the sale of up to **2,000,000** shares - CEO Emiliano Kargieman adopted a **Rule 10b5-1 Trading Plan** on June 23, 2025, for the sale of up to **2,000,000** shares of common stock[222](index=222&type=chunk) - The CEO's trading plan has a term expiring on September 10, 2026[222](index=222&type=chunk) [Item 6. Exhibits](index=46&type=section&id=ITEM%206.%20EXHIBITS) This section lists all exhibits filed as part of the **Form 10-Q**, including various agreements and certifications - Key exhibits include the Second Amended and Restated Sales Agreement, Securities Purchase Agreement, Placement Agent Agreement, and Certifications of CEO and CFO[224](index=224&type=chunk) [Signatures](index=48&type=section&id=SIGNATURES) This section contains the formal signatures for the Quarterly Report on **Form 10-Q**, confirming its submission - The report was signed by Rick Dunn, Chief Financial Officer, on August 12, 2025[227](index=227&type=chunk)

Core Viewpoint - Satellogic has expanded its agreement with HEO, granting exclusive access to its high-resolution satellite constellation for non-Earth imagery, enhancing HEO's capabilities in space object monitoring and inspection [1][2][4]. Company Overview - Satellogic, founded in 2010, is a leader in satellite manufacturing and high-resolution Earth observation data, aiming to democratize access to geospatial data and provide affordable solutions for various global challenges [5][6]. - HEO specializes in non-Earth imaging, utilizing a distributed network of sensors and autonomous software to deliver high-frequency imagery and insights for government, defense, and commercial clients [9]. Partnership Details - The new agreement builds on a multi-year collaboration that began in 2020, focusing on improving space safety and transparency through high-frequency imaging of Resident Space Objects (RSOs) [2][4]. - HEO will leverage Satellogic's multispectral sensors and advanced analytics to enhance its proprietary software platform, HEO Inspect™, which aids in monitoring spacecraft and identifying uncooperative objects in orbit [3][4]. Market Implications - The partnership is positioned to capitalize on the growing space domain awareness market, providing timely and actionable intelligence for a variety of use cases [3][4]. - The exclusive access to Satellogic's constellation is expected to scale HEO's ability to deliver on-demand satellite inspection services, reflecting a commitment to advancing in-orbit monitoring capabilities [4].

Core Points - Satellogic, Inc. has been added to the U.S. small-cap Russell 3000 Index, effective after market close on June 27, 2025, marking a significant milestone for the company [1][3] - Membership in the Russell 3000 Index enhances Satellogic's visibility among institutional investors and is expected to increase liquidity for its shares [2][3] - The inclusion validates Satellogic's strong fundamentals and business performance, emphasizing its vertically integrated approach to democratizing access to high-resolution Earth observation data [3][4] Company Overview - Founded in 2010, Satellogic is the first vertically integrated geospatial company, focusing on providing scalable Earth observation solutions [5] - The company aims to democratize access to geospatial data, addressing critical global challenges such as climate change, energy supply, and food security [5] - Satellogic utilizes patented Earth imaging technology to deliver high-quality insights at competitive prices, with a proven track record in satellite deployment and data provision [5]

Core Insights - Satellogic, Inc. has been selected as the technology partner for the Malaysian High-Resolution Earth Observation Satellite Project (MHREOSP) in collaboration with Uzma Berhad [1][3] - The project aims to design, develop, assemble, integrate, and test a high-resolution satellite with a resolution of 50cm across all spectral bands, enhancing Malaysia's geospatial intelligence capabilities [2][3] - This partnership aligns with Malaysia's Space Exploration 2030 Action Plan and aims to nurture local talent through knowledge sharing and technology transfer [3][4] Company Overview - Founded in 2010, Satellogic is a vertically integrated geospatial company focused on providing high-resolution Earth observation data [4][5] - The company aims to democratize access to geospatial data to address global challenges such as climate change, energy supply, and food security [5][6] - Satellogic has a proven track record in satellite technology, having successfully deployed over 50 NewSat satellites [2][6] Strategic Importance - The collaboration strengthens Satellogic's presence in Asia and supports its mission to democratize access to advanced space technology [3][4] - The partnership is expected to enhance national sovereignty through proprietary space access and contribute to Malaysia's long-term infrastructure and environmental sustainability [4][3] - The project will involve significant local participation, fostering homegrown capacity development in satellite technology [2][3]

Financial Performance - Revenue for the three months ended March 31, 2025, increased by $0.1 million, or 2%, to $3.4 million compared to $3.3 million for the same period in 2024, driven primarily by a $0.4 million increase in imagery ordered by Asset Monitoring customers, partially offset by a $0.4 million decrease in revenue from the Space Systems business line [5][10] - The company ended the quarter with $17.7 million in cash, a decrease from $22.5 million at the end of 2024, and reduced cash used in operations by $5.4 million, or 53%, compared to the same period in 2024 [4][10] - Net loss for the three months ended March 31, 2025, increased by $17.4 million to $32.6 million, compared to a net loss of $15.2 million for the same period in 2024, primarily due to an increase in the change in fair value of financial instruments [10][15] Cost Management - Cost of sales decreased by $0.1 million, or 5%, to $1.2 million for the three months ended March 31, 2025, driven by lower Space Systems costs, while selling, general, and administrative expenses decreased by $2.9 million, or 31%, to $6.5 million [5][10] - Engineering expenses decreased by $1.9 million, or 43%, to $2.5 million for the same period, attributed to workforce reductions and other expense control measures [5][10] Strategic Developments - The company completed its domestication to the U.S. and secured a $30 million contract for an AI-first constellation, alongside a $20 million registered direct offering, enhancing its liquidity position [2][3] - Management anticipates that revenue for 2025 will largely depend on closing opportunities within the Space Systems line of business, which is expected to contribute significant cash flow and strong gross margins [4][10] Non-GAAP Financial Measures - Non-GAAP Adjusted EBITDA loss for the three months ended March 31, 2025, improved by $3.1 million to $6.1 million from a loss of $9.1 million for the same period in 2024, primarily due to increases in revenue and decreases in operating expenses [10][12] - The company defines Non-GAAP EBITDA as net loss excluding interest, income taxes, depreciation, and amortization, with a reported Non-GAAP EBITDA loss of $29.2 million for the period [6][7]

PART I - FINANCIAL INFORMATION [Financial Statements (Unaudited)](index=7&type=section&id=ITEM%201.%20FINANCIAL%20STATEMENTS%20%28UNAUDITED%29) For the three months ended March 31, 2025, Satellogic reported a slight increase in revenue to $3.4 million, but a significant increase in net loss to $32.6 million, primarily due to a $22.4 million non-cash loss from the change in fair value of financial instruments. The balance sheet shows a stockholders' deficit of $83.1 million and a cash position of $17.7 million. The company's auditors have expressed substantial doubt about its ability to continue as a going concern, though management has secured additional financing subsequent to the quarter's end [Condensed Consolidated Statements of Operations and Comprehensive Loss](index=8&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations%20and%20Comprehensive%20Loss) For the first quarter of 2025, revenue was $3.4 million, a slight increase from $3.3 million in the prior year. The company's operating loss improved to $9.5 million from $14.6 million YoY due to reduced operating expenses. However, a significant non-cash loss of $22.4 million on the change in fair value of financial instruments drove the net loss to $32.6 million, a substantial increase from a $15.2 million loss in Q1 2024. Basic and diluted net loss per share was $0.34 Consolidated Statements of Operations Highlights (Q1 2025 vs Q1 2024) | Metric | Q1 2025 (in thousands) | Q1 2024 (in thousands) | | :--- | :--- | :--- | | **Revenue** | **$3,387** | **$3,328** | | Total costs and expenses | $12,902 | $17,926 | | **Operating loss** | **$(9,515)** | **$(14,598)** | | Change in fair value of financial instruments | $(22,361) | $(752) | | **Net loss available to stockholders** | **$(32,581)** | **$(15,178)** | | Basic and Diluted net loss per share | $(0.34) | $(0.17) | [Condensed Consolidated Balance Sheets](index=9&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) As of March 31, 2025, Satellogic's balance sheet showed total assets of $61.4 million, a slight decrease from year-end 2024. Total liabilities increased significantly to $144.5 million from $114.7 million, primarily due to the increased fair value of Secured Convertible Notes and warrant liabilities. This resulted in a worsening of the total stockholders' deficit to $83.1 million from $53.0 million at the end of 2024. Cash and cash equivalents stood at $17.7 million Balance Sheet Highlights (As of March 31, 2025 vs Dec 31, 2024) | Metric | March 31, 2025 (in thousands) | Dec 31, 2024 (in thousands) | | :--- | :--- | :--- | | Cash and cash equivalents | $17,716 | $22,493 | | Total assets | $61,402 | $61,691 | | Warrant liabilities | $14,902 | $11,511 | | Secured Convertible Notes at fair value | $96,590 | $79,070 | | **Total liabilities** | **$144,494** | **$114,723** | | **Total stockholders' (deficit) equity** | **$(83,092)** | **$(53,032)** | [Condensed Consolidated Statements of Cash Flows](index=11&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) For the first quarter of 2025, net cash used in operating activities was $4.7 million, an improvement from $10.1 million in the prior-year period, reflecting better management of operating expenses. Net cash used in investing activities was stable at $1.9 million. Net cash provided by financing activities was $1.7 million, primarily from the issuance of common stock, compared to a $0.2 million use of cash in Q1 2024. Overall, the company experienced a net decrease in cash of $5.0 million Cash Flow Summary (Q1 2025 vs Q1 2024) | Cash Flow Activity | Q1 2025 (in thousands) | Q1 2024 (in thousands) | | :--- | :--- | :--- | | Net cash used in operating activities | $(4,722) | $(10,115) | | Net cash used in investing activities | $(1,913) | $(1,942) | | Net cash provided by (used in) financing activities | $1,684 | $(184) | | **Net (decrease) in cash** | **$(4,951)** | **$(12,241)** | [Notes to the Condensed Consolidated Financial Statements](index=12&type=section&id=Notes%20to%20the%20Condensed%20Consolidated%20Financial%20Statements) The notes detail significant accounting policies and events. Key disclosures include a 'Going Concern' warning due to significant operating losses and an accumulated deficit of $432.7 million, with management expressing substantial doubt about the company's ability to continue operations for the next year without additional funding. Revenue is primarily from Asset Monitoring services. The report also details the terms of its $30 million Secured Convertible Notes, the fair value of various warrant liabilities, and a subsequent event in April 2025 where the company raised approximately $20 million through a registered direct offering - The company domesticated from the British Virgin Islands to Delaware on March 26, 2025[30](index=30&type=chunk) - Management has concluded there is substantial doubt about the company's ability to continue as a going concern. As of March 31, 2025, the company had an accumulated deficit of **$432.7 million** and cash of **$17.7 million**, which is not sufficient to fund operations for the next twelve months[37](index=37&type=chunk)[44](index=44&type=chunk) - Subsequent to the quarter end, on April 15, 2025, the company raised gross proceeds of approximately **$20.0 million** through a registered direct offering of its Class A common stock[43](index=43&type=chunk)[136](index=136&type=chunk) Revenue by Business Line (Q1 2025 vs Q1 2024) | Business Line | Q1 2025 (in thousands) | Q1 2024 (in thousands) | | :--- | :--- | :--- | | Asset Monitoring | $2,594 | $2,184 | | Constellation as a Service (CaaS) | $412 | $412 | | Space Systems | $381 | $732 | | **Total revenue** | **$3,387** | **$3,328** | - The company has **$30.0 million** in aggregate principal of Secured Convertible Notes outstanding, which mature in April 2028. These notes are recorded at a fair value of **$96.6 million** as of March 31, 2025[126](index=126&type=chunk)[127](index=127&type=chunk)[128](index=128&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=33&type=section&id=ITEM%202.%20MANAGEMENT%27S%20DISCUSSION%20AND%20ANALYSIS%20OF%20FINANCIAL%20CONDITION%20AND%20RESULTS%20OF%20OPERATIONS) Management discusses the company's performance, highlighting a 2% revenue increase to $3.4 million in Q1 2025, driven by Asset Monitoring. Operating loss improved by 35% to $9.5 million due to significant cost-cutting in SG&A and Engineering. However, a large non-cash loss on financial instruments increased the net loss to $32.6 million. The company's liquidity remains a critical issue, with substantial doubt about its ability to continue as a going concern despite raising capital through convertible notes, an ATM program, and a post-quarter direct offering. Adjusted EBITDA, a non-GAAP measure, showed improvement, with the loss narrowing to $6.1 million from $9.1 million YoY [Company Overview](index=33&type=section&id=2.1%20Company%20Overview) Satellogic is a vertically integrated geospatial company aiming to remap the planet at high frequency and resolution. Its strategy focuses on three business lines: Asset Monitoring, Constellation-as-a-Service (CaaS) for governments, and Space Systems (satellite sales). The company highlights its cost advantages from vertical integration and patented technology. As of the report date, it has 21 satellites in orbit, with 19 operational. A key strategic move was the 2025 domestication to Delaware to better target the U.S. market - Satellogic is a vertically integrated geospatial company focused on providing Earth Observation (EO) data through a scalable, automated platform[141](index=141&type=chunk) - The company's strategy is focused on three business lines: Asset Monitoring, Constellation as a Service (CaaS), and Space Systems[143](index=143&type=chunk) - As of the report date, the company has **21 satellites** in orbit, **19** of which are operational[142](index=142&type=chunk) [Results of Operations](index=36&type=section&id=2.2%20Results%20of%20Operations) Comparing Q1 2025 to Q1 2024, revenue increased by 2% to $3.4 million, driven by Asset Monitoring. Total costs and expenses decreased by 28% to $12.9 million, reflecting successful cost control measures, particularly in SG&A (down 31%) and Engineering (down 43%). This led to a 35% reduction in operating loss to $9.5 million. However, a $21.6 million increase in non-cash losses from the change in fair value of financial instruments caused the net loss to widen to $32.6 million from $15.2 million in the prior year Results of Operations Comparison (Q1 2025 vs Q1 2024) | Metric (in thousands) | Q1 2025 | Q1 2024 | $ Change | % Change | | :--- | :--- | :--- | :--- | :--- | | Revenue | $3,387 | $3,328 | $59 | 2% | | Operating loss | $(9,515) | $(14,598) | $5,083 | (35)% | | Change in fair value of financial instruments | $(22,361) | $(752) | $(21,609) | 2874% | | Net loss | $(32,581) | $(15,178) | $(17,403) | 115% | - The decrease in operating loss was driven by a **$2.9 million (31%) reduction** in SG&A and a **$1.9 million (43%) reduction** in Engineering expenses, resulting from workforce reductions and other cash control measures[169](index=169&type=chunk)[170](index=170&type=chunk) - The significant increase in net loss was primarily due to a **$22.4 million loss** on the remeasurement of the fair value of Secured Convertible Notes and warrant liabilities, impacted by the increase in the company's stock price[173](index=173&type=chunk) [Non-GAAP Financial Measures](index=38&type=section&id=2.3%20Non-GAAP%20Financial%20Measures) The company uses non-GAAP measures like Adjusted EBITDA and Free Cash Flow to evaluate performance. For Q1 2025, Adjusted EBITDA loss improved to $6.1 million from a loss of $9.1 million in Q1 2024, indicating better underlying operating performance by excluding non-cash items like stock-based compensation and fair value changes. Free Cash Flow also improved, with a cash use of $6.6 million compared to $12.1 million in the prior year Reconciliation of Net Loss to Adjusted EBITDA | Metric (in thousands) | Q1 2025 | Q1 2024 | | :--- | :--- | :--- | | Net loss | $(32,581) | $(15,178) | | Adjustments (Interest, Tax, D&A) | $3,402 | $4,287 | | **Non-GAAP EBITDA** | **$(29,179)** | **$(10,891)** | | Further Adjustments (Fair value changes, stock comp, etc.) | $23,123 | $1,768 | | **Non-GAAP Adjusted EBITDA** | **$(6,056)** | **$(9,123)** | Reconciliation to Non-GAAP Free Cash Flow | Metric (in thousands) | Q1 2025 | Q1 2024 | | :--- | :--- | :--- | | Net cash used in operating activities | $(4,722) | $(10,115) | | Less purchases of property and equipment | $(1,913) | $(1,942) | | **Non-GAAP Free Cash Flow** | **$(6,635)** | **$(12,057)** | [Liquidity and Capital Resources](index=40&type=section&id=2.4%20Liquidity%20and%20Capital%20Resources) The company's liquidity is a significant concern. With $17.7 million in cash as of March 31, 2025, and ongoing operating losses, management has substantial doubt about its ability to continue as a going concern. To address this, the company has been actively raising capital, including a $30 million convertible note issuance in 2024, a $10 million share purchase in late 2024, an ATM program that raised $1.2 million in Q1 2025, and a subsequent $20 million registered direct offering in April 2025. Despite these efforts, future financing is critical for survival - As of March 31, 2025, the company had **$17.7 million** in cash and cash equivalents and an accumulated deficit of **$432.7 million**[184](index=184&type=chunk)[185](index=185&type=chunk) - Management has concluded there is substantial doubt about the company's ability to continue as a going concern, as current liquidity is insufficient to meet obligations for the next year[196](index=196&type=chunk) - The company has undertaken several financing activities, including a **$30 million** Secured Convertible Note issuance (April 2024), a **$10 million** Share Purchase Agreement (Dec 2024), an ATM Program (ongoing, raised **$1.2 million** in Q1 2025), and a **$20 million** Registered Direct Offering (April 2025)[187](index=187&type=chunk)[190](index=190&type=chunk)[192](index=192&type=chunk)[193](index=193&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=44&type=section&id=ITEM%203.%20QUANTITATIVE%20AND%20QUALITATIVE%20DISCLOSURES%20ABOUT%20MARKET%20RISK) This section is not applicable for the reporting period - The company has indicated that quantitative and qualitative disclosures about market risk are not applicable[217](index=217&type=chunk) [Controls and Procedures](index=44&type=section&id=ITEM%204.%20CONTROLS%20AND%20PROCEDURES) Management, including the CEO and CFO, evaluated the company's disclosure controls and procedures and concluded they were effective as of March 31, 2025. There were no material changes to the company's internal control over financial reporting during the quarter - The CEO and CFO concluded that the company's disclosure controls and procedures were effective as of March 31, 2025[219](index=219&type=chunk) - No changes were made to the internal control over financial reporting during the quarter that have materially affected, or are reasonably likely to materially affect, the internal control over financial reporting[220](index=220&type=chunk) PART II - OTHER INFORMATION [Legal Proceedings](index=44&type=section&id=ITEM%201.%20LEGAL%20PROCEEDINGS) The company is not currently involved in any legal proceedings that it believes would have a material adverse effect on its business, financial condition, or results of operations - The company does not believe any currently pending claims, lawsuits, or proceedings would be material to its business[222](index=222&type=chunk) [Risk Factors](index=44&type=section&id=ITEM%201A.%20RISK%20FACTORS) There have been no material changes to the risk factors previously disclosed in the company's 2024 Annual Report on Form 10-K - No material changes to the risk factors previously disclosed in the 2024 Annual Report have occurred[223](index=223&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=44&type=section&id=ITEM%202.%20UNREGISTERED%20SALES%20OF%20EQUITY%20SECURITIES%20AND%20USE%20OF%20PROCEEDS) This section is not applicable for the reporting period - This item is not applicable[224](index=224&type=chunk) [Defaults Upon Senior Securities](index=45&type=section&id=ITEM%203.%20DEFAULTS%20UPON%20SENIOR%20SECURITIES) This section is not applicable for the reporting period - This item is not applicable[225](index=225&type=chunk) [Mine Safety Disclosures](index=45&type=section&id=ITEM%204.%20MINE%20SAFETY%20DISCLOSURES) This section is not applicable for the reporting period - This item is not applicable[226](index=226&type=chunk) [Other Information](index=45&type=section&id=ITEM%205.%20OTHER%20INFORMATION) During the first quarter of 2025, no directors or executive officers adopted, modified, or terminated any Rule 10b5-1 trading plans or any non-Rule 10b5-1 trading arrangements - During the quarter ended March 31, 2025, no directors or executive officers adopted, modified, or terminated any Rule 10b5-1 trading plans[227](index=227&type=chunk)

Core Insights - Satellogic Inc. has entered into a multi-million dollar agreement with a customer in the Asia Pacific region, highlighting its leadership in high-resolution Earth observation data [1][2] Group 1: Agreement Details - The agreement allows the customer to utilize Satellogic's NewSat constellation for rapid and flexible tasking, ensuring prompt delivery of imagery for various applications [2] - Customers can leverage the Aleph platform, a self-service interface that enables them to schedule and manage their own imagery collections, providing cost-effective access to high-resolution satellite data [3][4] Group 2: Company Mission and Technology - Satellogic aims to democratize access to geospatial data, addressing critical global issues such as climate change, energy supply, and food security through its high-resolution imaging technology [6] - The company has over a decade of experience in space and has established a strong track record in delivering satellites and high-resolution data at competitive price points [7]

Core Viewpoint - Satellogic Inc. has successfully completed a registered direct offering of 6,451,612 shares of Class A Common Stock at a price of $3.10 per share, raising approximately $20 million in gross proceeds for general corporate purposes [1][2]. Financial Summary - The offering is expected to generate gross proceeds of around $20 million before deducting placement agent fees and other expenses [2]. - The funds raised will enhance the company's liquidity and support operational execution and growth initiatives [4]. Strategic Initiatives - The recent offering, along with a $30 million contract for a low latency, AI-first satellite constellation, positions the company for significant growth opportunities [3]. - The company is focusing on its strategic realignment as a U.S. entity to leverage its data insights and technology [3]. Company Background - Founded in 2010, Satellogic is a vertically integrated geospatial company that aims to democratize access to high-resolution Earth observation data [6][7]. - The company utilizes patented Earth imaging technology to provide affordable solutions for various global challenges, including climate change and food security [7][8].