BlackSky SPAC Presentation Deck slide image

BlackSky SPAC Presentation Deck

Transaction Size Capital Structure Pro Forma Ownership ¹ 1 + Expected Timeline • 4E • Transaction Overview Osprey Technology Acquisition Corp. (NYSE: SFTW) is a publicly listed special purpose acquisition company with $318m cash in trust ●C Raised $180m of PIPE commitments, including $20m from Osprey affiliates Pro forma for the transaction, BlackSky will have in excess of $445m in cash to enhance operations, growth and profitability • -30% SPAC and founder shares -57% existing BlackSky shareholders ~ 13% PIPE investors All primary shares Sources S-4 declared effective by the SEC on August 11th Shareholder vote scheduled for September 8th Seller Rollover SPAC Cash in Trust Additional PIPE Equity Founder Shares² Total sources Uses Amount $925 318 180 55 $1,478 Seller Rollover Cash to Balance Sheet Founder Shares 2 Estimated Fees and Expenses³ Total uses $1,478 Note: Assumes no redemptions from the public shareholders of SFTW. 1. The percentages set forth herein are contingent on certain assumptions, including, but not limited to, Osprey's share price and redemptions as of closing, the final closing date of the business combination transaction, the form of certain consent obligations and the final closing date and full subscription of BlackSky's ongoing rights offering. 2. Represents Sponsor's holdings of Class A common stock subsequent to the one-for-one conversion of Sponsor's Class B common stock into Class A common stock immediately prior to the consummation of the merger, excluding -2.4m shares of the newly issued Class A common stock subject to lock-up arrangements in effect until common stock price achieves certain targets or the shares are otherwise forfeited. 3. Comprised primarily of underwriting, legal, financial advisor and other fees in connection with the business combination. Credit Suisse is entitled to $11,068,750 of deferred underwriting fees in connection with Osprey's initial public offering. Credit Suisse and Moelis are additionally entitled to customary fees in connection with the PIPE investment, payable upon the closing of the business combination. Additionally, Moelis is entitled to a transaction fee of $8,000,000 inclusive of any placement fee payable at closing, or a termination fee equal to the greater of $3,500,000 or 10% of any compensation payable to Osprey in the event of a termination of the merger agreement. Union Square Advisors is entitled to a fee of $350,000 for its transaction support advice to Osprey. Credit Suisse is entitled to a customary transaction fee and a discretionary fee from BlackSky for its financial advisory services, in each case payable upon the closing of the business combination, and will not be receiving additional compensation from Osprey in connection with any financial advisor services. BLACK SKY Copyright © BlackSky 2021. All rights reserved. Confidential & Proprietary. Amount $925 445 55 53 % 63% 21% 12% 4% 100% % 63% 30% 4% 4% 100% 4
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