Satellogic SPAC
TRANSACTION SUMMARY
CF Acquisition Corp. V ("CFAC V") business combination with Nettar Group, Inc. d/b/a Satellogic ("Satellogic") at a pro forma enterprise value of $850mm
TRANSACTION HIGHLIGHTS
TRANSACTION SIZE
VALUATION
CAPITAL STRUCTURE
OWNERSHIP¹,6
$250mm cash in trust from CF Acquisition Corp. V ("CFAC V")¹
● $100mm PIPE²
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$850mm pro forma enterprise value
Implies highly attractive valuation relative to peers
Satellogic shareholders are rolling 100% of their equity in the transaction³
$274mm cash to balance sheet to fund the company's growth plan¹4
$41mm in proceeds will be used for debt repayment
-64% existing fully diluted Satellogic equity holders5
-27% SPAC including founder shares
-9% PIPE Investors²
1 Assumes no redemptions from CFAC V
2 Includes $33mm from Cantor Fitzgerald (including $10mm forward purchase agreement) and -$20mm from pre-PIPE funding
3 If up to two existing Satellogic convertible note holder(s) give(s) notice of their election to redeem their convertible notes, Satellogic and CFAC V will cooperate to arrange for the assignment (or replacement) of such notes
4 Assumes $35mm of transaction expenses
5 Includes 16.2 million pro forma shares (-14%) in the form of a warrant to an investor that may be exercised only in connection with a sale of the underlying shares
6 Excludes 8.3mm warrants held by the SPAC stockholders and 0.2mm warrants held by Sponsor; excludes 30% of sponsor promote subject to vesting at $12.50, $15.00 and $20.00
SATELLOGIC
CONFIDENTIAL
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