0000899243-21-035599.txt : 20210910 0000899243-21-035599.hdr.sgml : 20210910 20210910215540 ACCESSION NUMBER: 0000899243-21-035599 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210909 FILED AS OF DATE: 20210910 DATE AS OF CHANGE: 20210910 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: COHEN JONATHAN Z CENTRAL INDEX KEY: 0001168756 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39113 FILM NUMBER: 211248424 MAIL ADDRESS: STREET 1: 1845 WALNUT STREET, 10TH FLOOR CITY: PHILADELPHIA STATE: PA ZIP: 19103 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Osprey Sponsor II, LLC CENTRAL INDEX KEY: 0001753543 STATE OF INCORPORATION: PA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39113 FILM NUMBER: 211248423 BUSINESS ADDRESS: STREET 1: 1845 WALNUT STREET STREET 2: 10TH FLOOR CITY: PHILADELPHIA STATE: PA ZIP: 19103 BUSINESS PHONE: 2157173344 MAIL ADDRESS: STREET 1: 1845 WALNUT STREET STREET 2: 10TH FLOOR CITY: PHILADELPHIA STATE: PA ZIP: 19103 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: BlackSky Technology Inc. CENTRAL INDEX KEY: 0001753539 STANDARD INDUSTRIAL CLASSIFICATION: RADIO & TV BROADCASTING & COMMUNICATIONS EQUIPMENT [3663] IRS NUMBER: 831833760 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 13241 WOODLAND PARK ROAD STREET 2: SUITE 300 CITY: HERNDON STATE: VA ZIP: 20171 BUSINESS PHONE: 571-267-1571 MAIL ADDRESS: STREET 1: 13241 WOODLAND PARK ROAD STREET 2: SUITE 300 CITY: HERNDON STATE: VA ZIP: 20171 FORMER COMPANY: FORMER CONFORMED NAME: Osprey Technology Acquisition Corp. DATE OF NAME CHANGE: 20190619 FORMER COMPANY: FORMER CONFORMED NAME: Osprey Energy Acquisition Corp. II DATE OF NAME CHANGE: 20180928 FORMER COMPANY: FORMER CONFORMED NAME: Osprey Acquisition Corp. II DATE OF NAME CHANGE: 20180918 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2021-09-09 1 0001753539 BlackSky Technology Inc. BKSY 0001168756 COHEN JONATHAN Z C/O OSPREY SPONSOR II, LLC 1845 WALNUT STREET, SUITE 1111 PHILADELPHIA PA 19103 0 0 0 1 Former Co-Chairman 0001753543 Osprey Sponsor II, LLC C/O OSPREY TECHNOLOGY ACQUISITION CORP. 1845 WALNUT STREET, 10TH FLOOR PHILADELPHIA PA 19103 0 0 1 0 Class A Common Stock 2021-09-09 4 M 0 7906250 A 7906250 I By Osprey Sponsor II, LLC Class B Common Stock 2021-09-09 4 M 0 7906250 D Class A Common Stock 7906250 0 I By Osprey Sponsor II, LLC Warrants 2021-09-09 4 A 0 8325000 A 2026-09-09 Class A Common Stock 8325000 8325000 I By Osprey Sponsor II, LLC On September 9, 2021, pursuant to that certain Agreement and Plan of Merger, dated as of February 17, 2021 (the "Merger Agreement"), by and among the Issuer (f/k/a Osprey Technology Acquisition Corp.), Osprey Technology Merger Sub, Inc. ("Merger Sub"), and BlackSky Holdings, Inc. ("Old BlackSky"), Merger Sub merged with and into Old BlackSky with Old BlackSky surviving as a wholly owned subsidiary of the Issuer (the "Merger"). In connection with and upon consummation of the Merger, each of the Issuer's outstanding shares of Class B Common Stock automatically converted into one share of Class A Common Stock. In connection with the Issuer's initial public offering and pursuant to the Private Placement Warrant Purchase Agreement, dated as of October 31, 2019, by and between the Issuer and Osprey Sponsor II, LLC (the "Sponsor"), the Sponsor purchased an aggregate of 8,325,000 warrants from the Issuer to purchase 8,325,000 shares of Class A Common Stock (the "Private Placement Warrants") for a price of $1.00 per Private Placement Warrant. Upon consummation of the Merger, the Private Placement Warrants became exercisable, beginning 30 days after the closing of the Merger, for one share of Class A Common Stock at an exercise price of $11.50 per share. (Continued from footnote 2) Pursuant to the Sponsor Support Agreement, dated as of February 17, 2021, by and among the Issuer, Old BlackSky and the Sponsor, the Sponsor, solely in its capacity as a stockholder of the Issuer, has agreed not to exercise 50% of the Private Placement Warrants held by the Sponsor unless and until the Class A Common Stock issued upon conversion of such warrants reaches a trading price of $20.00 per share. The Private Placement Warrants expire on the fifth anniversary of the consummation of the Merger. /s/ Mark E. Rosenstein, as Attorney-in-Fact 2021-09-10 /s/ Mark E. Rosenstein, as Attorney-in-Fact for Jonathan Z. Cohen, Manager of Osprey Sponsor II, LLC 2021-09-10