6-K 1 satl20241209_6k.htm FORM 6-K satl20241209_6k.htm

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 


FORM 6-K

 


REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16 OF THE

SECURITIES EXCHANGE ACT OF 1934

 


For the month of December 2024

 


Commission File Number: 001-41247

 


Satellogic Inc.

(Exact Name of Registrant as Specified in Its Charter)

 


Ruta 8 Km 17,500, Edificio 300

Oficina 324 Zonamérica

Montevideo, 91600, Uruguay 

(Address of principal executive office)

 


Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

 

Form 20-F

Form 40-F

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐

 

Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐

 

Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant’s “home country”), or under the rules of the home country exchange on which the registrant’s securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant’s security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.

 

 

 

Explanatory Note

 

Satellogic Inc. (the “Company”) entered into a Share Purchase Agreement, dated December 8, 2024 (the “Purchase Agreement”) with a certain purchaser named therein (the “Purchaser”), pursuant to which the Company issued in a private placement an aggregate of 3,571,429 Class A ordinary shares to the Purchaser at a purchase price of US$2.80 per share. The closing of the private placement occurred on December 10, 2024 and the Company received gross proceeds of $10,000,000. The net proceeds from the offering will be used for general corporate purposes.

 

The Class A ordinary shares were offered, issued and sold by the Company in a private placement pursuant to the exemption provided in Section 4(a)(2) under the United States Securities Act of 1933, as amended (the “Securities Act”). The Company has agreed to promptly file a resale registration statement on Form F-3 with the Securities and Exchange Commission registering the ordinary shares issued pursuant to the Purchase Agreements for resale on behalf of the Purchasers.

 

The foregoing description of the Purchase Agreement does not purport to describe all of the terms and provisions thereof and is qualified in its entirety by reference to the Purchase Agreement, which is filed hereto as Exhibit 10.1 and is incorporated herein by reference.

 

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

 

SATELLOGIC INC.

 
 

By:

/s/ Rick Dunn

 
   

Name:

Rick Dunn

 
   

Title:

Chief Financial Officer

 

Date: December 10, 2024

 

 

 

Exhibit Index

 

Exhibit

Number

 

Exhibit Title

     

10.1

 

Share Purchase Agreement