v3.26.3
Debt and Other Financing
 9 Months Ended
Sep. 30, 2026
Debt Disclosure [Abstract]  
Debt and Other Financing 11. Debt and Other Financing
The carrying value of the Company’s outstanding debt consisted of the following amounts:
September 30,
December 31,
2026
2025
(in thousands)
Current portion of long-term debt
$
15,375 
$
7,971 
Non-current portion of long-term debt
210,575 
199,917 
Total long-term debt
225,950 
207,888 
Unamortized debt issuance costs
(6,085)
(6,771)
Outstanding balance
$
219,865 
$
201,117 

Effective Interest Rate
September 30,
December 31,
Name of Loan
2026
2025
(in thousands)
Convertible Senior Notes
8.73%
$
185,000 
$
185,000 
Satellite launch vendor financing
6.94% - 11.62%
40,950 
22,888 
Total
$
225,950 
$
207,888 

Convertible Senior Notes
The Company issued $185.0 million aggregate principal amount of Convertible Senior Notes in a private offering during July 2025. The Convertible Senior Notes mature on August 1, 2033 unless earlier converted, redeemed or repurchased. The Convertible Senior Notes bear interest at a rate of 8.25% per year, payable semiannually in arrears on February 1 and August 1 of each year. The following table summarizes the interest expense for the Convertible Senior Notes for the three and nine months ended September 30, 2026:
Three Months Ended September 30,
Nine Months Ended September 30,
2026
2025
2026
2025
(in thousands)
Coupon interest
$
3,816 
$
2,926 
$
11,447 
$
2,926 
Amortization of debt issuance costs
222 
170 
666 
170 
Total interest expense
$
4,038 
$
3,096 
$
12,113 
$
3,096 

Holders may convert their Convertible Senior Notes at their option at any time prior to the close of business on the second scheduled trading day immediately preceding the maturity date. Upon conversion, the Company will pay shares of the Company's Class A common stock, or deliver cash, or a combination of cash and shares of the Company's Class A common stock, at the Company's election. The conversion rate of the notes will initially be 27.1909 shares of BlackSky’s Class A common stock per $1,000 principal amount of Convertible Senior Notes (equivalent to an initial conversion price of approximately $36.78 per share of Class A common stock). The conversion rate is subject to adjustment upon the occurrence of certain events set forth in the indenture governing the terms of the Convertible Senior Notes. The Company may not redeem the Convertible Senior Notes prior to August 4, 2028. The Company may redeem for cash all or any portion of the Convertible Senior Notes, at the Company's option, on or after August 4, 2028 and prior to the 26th scheduled trading day immediately preceding the maturity date, if (1) the last reported sale price of the Company's Class A common stock has been at least 130% of the conversion price then in effect for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading day period (including the last trading day of such period) ending on, and including, the trading day immediately preceding the date on which the Company provides notice of
redemption and (2) certain liquidity conditions are satisfied, at a redemption price equal to 100% of the principal amount of the Convertible Senior Notes to be redeemed, plus accrued and unpaid interest to, but excluding, the redemption date. Upon the occurrence of a make-whole fundamental change or our issuance of a notice of redemption, the Company will, in certain circumstances, increase the conversion rate by a number of additional shares for a holder that elects to convert such Convertible Senior Notes in connection with such make-whole fundamental change or notice of redemption. Lastly, on August 6, 2030, each holder shall have the option to require the Company to repurchase for cash all of their Convertible Senior Notes, or any portion of the principal amount in multiples of $1,000, at a repurchase price equal to 100% of the principal amount, plus accrued and unpaid interest to the repurchase date.

Satellite Launch Vendor Financing
The Company has entered into vendor financing agreements to fund the costs of multiple satellite launches. The 2023 agreement provides for a $27.0 million borrowing commitment and payments accrue interest at 12.6% per annum. The 2025 agreement for additional multiple satellite launches provides for a total of $30.6 million and payments accrue interest at 9.50% per annum. The Company's third borrowing commitment for multiple satellite launches, entered into during August 2026, is for $30.6 million, with payments accruing interest at 9.12% per annum. A portion of the vendor financing agreements can be drawn down equally per satellite launch and will be repaid quarterly on a pro-rata basis across a three-year period after each successful launch milestone. Interest begins to accrue on each launch date.
The Company may prepay the agreements at any time until the maturity date without premium or penalty. The outstanding debt related to the vendor financing agreements is guaranteed by the Company’s subsidiaries and secured by substantially all of the assets of the Company and its subsidiaries. During the nine months ended September 30, 2026, the Company incurred $24.3 million of additional debt and repaid $7.9 million of principal and interest related to the satellite launch vendor financing agreements.

Debt Maturities
Minimum required maturities under the Company’s loan agreements, excluding early redemption of the Convertible Senior Notes, are as follows:

For the years ending December 31,
(in thousands)
2026
$
2,888 
2027
16,650 
2028
13,838 
2029
7,574 
2030
— 
Thereafter
185,000 
Total outstanding
$
225,950 

Fair Value of Debt
The following tables present the fair value hierarchy of the Company’s outstanding long-term debt as of September 30, 2026 and December 31, 2025:
September 30, 2026
Quoted Prices in Active Markets
Significant Other Observable Input
Significant Other Unobservable Inputs
(Level 1)
(Level 2)
(Level 3)
(in thousands)
Liabilities
Convertible Senior Notes
$
217,736 
$
— 
$
— 
Satellite launch vendor financing
— 
— 
40,914 
$
217,736 
$
— 
$
40,914 

December 31, 2025
Quoted Prices in Active Markets
Significant Other Observable Input
Significant Other Unobservable Inputs
(Level 1)
(Level 2)
(Level 3)
(in thousands)
Liabilities
Convertible Senior Notes
$
204,135 
$
— 
$
— 
Satellite launch vendor financing
— 
— 
21,822 
$
204,135 
$
— 
$
21,822 
The fair value of the satellite launch vendor financing was estimated using Level 3 inputs, based on interest rates available for debt with terms and maturities similar to the Company’s existing debt arrangements and credit rating.

Compliance with Debt Covenants
As of September 30, 2026, all debt instruments contain customary covenants and events of default. There are no covenants tied to financial metrics and the Company was in compliance with all non-financial covenants as of September 30, 2026.