الإحصائيات الأساسية
| CIK | 1835512 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Terran Orbital Corporation - Equity Warrant
SEC Filings (Chronological Order)
توفر هذه الصفحة قائمة كاملة ومرتبة ترتيبًا زمنيًا لتصريحات هيئة الأوراق المالية والبورصات، باستثناء تصريحات الملكية التي نقدمها في مكان آخر.
| November 18, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 18, 2024 TERRAN ORBITAL CORPORATION (Exact name of Registrant as Specified in Its Charter) Delaware 001-40170 98-1572314 (State or Other Jurisdiction of Incorporation) (Commi |
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| November 14, 2024 |
LLAP / Terran Orbital Corporation / ARMISTICE CAPITAL, LLC Passive Investment SC 13G/A 1 armistice-llap093024a1.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Terran Orbital Corp (Name of Issuer) Common stock, par value $0.0001 per share (Title of Class of Securities) 88105P103 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of this Statement) Check |
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| November 12, 2024 |
FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. |
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| November 1, 2024 |
LLAP / Terran Orbital Corporation / LOCKHEED MARTIN CORP Activist Investment SC 13D/A 1 lockheed.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 7)* TERRAN ORBITAL CORPORATION (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 88105P103 (CUSIP Number) John E. Stevens c/o Lockheed Martin Corporation 6801 Rockledge Drive Bethesda, MD 20817 |
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| October 30, 2024 |
As filed with the Securities and Exchange Commission on October 30, 2024 As filed with the Securities and Exchange Commission on October 30, 2024 Registration No. |
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| October 30, 2024 |
As filed with the Securities and Exchange Commission on October 30, 2024 As filed with the Securities and Exchange Commission on October 30, 2024 Registration No. |
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| October 30, 2024 |
LLAP / Terran Orbital Corporation / BELL MARC H - SC 13D/A Activist Investment SC 13D/A 1 sc13da-m.bellexitf.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1)* Terran Orbital Corporation (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 88105P103 (CUSIP Number) Marc H. Bell 6800 Broken Sound Parkway, Suite 200 Boca Raton, Florida |
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| October 30, 2024 |
NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange hereby notifies the SEC of its intention to remove the entire class of the stated securities from listing and registration on the Exchange at the opening of business on November 12, 2024, pursuant to the provisions of Rule 12d2-2 (a). |
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| October 30, 2024 |
BYLAWS TERRAN ORBITAL CORPORATION ARTICLE I Exhibit 3.2 BYLAWS OF TERRAN ORBITAL CORPORATION ARTICLE I OFFICES SECTION 1. Registered Office. The registered office of Terran Orbital Corporation (the “Corporation”) shall be established and maintained at the office of Corporation Service Company, in the City of Wilmington, in the County of New Castle, in the State of Delaware, and said company shall be the registered agent of the Corporation i |
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| October 30, 2024 |
As filed with the Securities and Exchange Commission on October 30, 2024 As filed with the Securities and Exchange Commission on October 30, 2024 Registration No. |
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| October 30, 2024 |
As filed with the Securities and Exchange Commission on October 30, 2024 As filed with the Securities and Exchange Commission on October 30, 2024 Registration No. |
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| October 30, 2024 |
SECOND AMENDED AND RESTATED CERTIFICATE OF INCORPORATION TERRAN ORBITAL CORPORATION Exhibit 3.1 SECOND AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF TERRAN ORBITAL CORPORATION 1. Name. The name of the Corporation is Terran Orbital Corporation 2. Registered Office and Agent. The address of the registered office of Terran Orbital Corporation in the State of Delaware is c/o Corporation Service Company, 251 Little Falls Drive, Wilmington, DE 19808. The name of its registered a |
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| October 30, 2024 |
Exhibit 99.1 Caption: Lockheed Martin welcomes Terran Orbital to the team. Pictured: Lockheed Martin’s suite of satellite buses and a Space Development Agency transport layer spacecraft. Lockheed Martin Advances Space Capabilities through Strategic Terran Orbital Acquisition Deal Enables Rapid Development and Fielding of Mission-Ready Spacecraft BETHESDA, Md., October 30, 2024 – Lockheed Martin (N |
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| October 30, 2024 |
As filed with the Securities and Exchange Commission on October 30, 2024 As filed with the Securities and Exchange Commission on October 30, 2024 Registration No. |
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| October 30, 2024 |
As filed with the Securities and Exchange Commission on October 30, 2024 As filed with the Securities and Exchange Commission on October 30, 2024 Registration No. |
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| October 30, 2024 |
LLAP / Terran Orbital Corporation / STATON DANIEL C - SC 13D/A Activist Investment SC 13D/A 1 sc13da-d.statonexit.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1)* Terran Orbital Corporation (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 88105P103 (CUSIP Number) Daniel C. Staton 9501 Jagged Creek Ct. Delray Beach, FL 33446 (561) |
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| October 30, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 29, 2024 TERRAN ORBITAL CORPORATION (Exact name of Registrant as Specified in Its Charter) Delaware 001-40170 98-1572314 (State or Other Jurisdiction of Incorporation) (Commis |
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| October 28, 2024 |
AMENDMENT TO SETTLEMENT AGREEMENT AND RELEASE OF CLAIMS Exhibit 10.1 AMENDMENT TO SETTLEMENT AGREEMENT AND RELEASE OF CLAIMS This Amendment to Settlement Agreement and Release of Claims (the “Amendment”) is entered into and made effective as of October 25, 2024 (the “Effective Date”) by and between Terran Orbital Corporation (together with its subsidiaries, “Terran Orbital” or the “Company”) and Austin Williams, Roland Coelho, Joseph Roos, Roark’s Drif |
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| October 28, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 25, 2024 TERRAN ORBITAL CORPORATION (Exact name of Registrant as Specified in Its Charter) Delaware 001-40170 98-1572314 (State or Other Jurisdiction of Incorporation) (Commis |
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| October 24, 2024 |
FIRST AMENDMENT TO NOTE PURCHASE AGREEMENT Exhibit 10.1 FIRST AMENDMENT TO NOTE PURCHASE AGREEMENT THIS FIRST AMENDMENT TO NOTE PURCHASE AGREEMENT (this “Amendment”), dated as of October 24, 2024, is entered into by and among TERRAN ORBITAL CORPORATION, a Delaware corporation (the “Issuer”), the Guarantors (as defined in the Note Purchase Agreement referred to below) identified on the signature pages hereof, the purchasers identified on th |
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| October 24, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Defin |
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| October 24, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 24, 2024 TERRAN ORBITAL CORPORATION (Exact name of Registrant as Specified in Its Charter) Delaware 001-40170 98-1572314 (State or Other Jurisdiction of Incorporation) (Commis |
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| October 24, 2024 |
FIRST AMENDMENT TO NOTE PURCHASE AGREEMENT Exhibit 10.1 FIRST AMENDMENT TO NOTE PURCHASE AGREEMENT THIS FIRST AMENDMENT TO NOTE PURCHASE AGREEMENT (this “Amendment”), dated as of October 24, 2024, is entered into by and among TERRAN ORBITAL CORPORATION, a Delaware corporation (the “Issuer”), the Guarantors (as defined in the Note Purchase Agreement referred to below) identified on the signature pages hereof, the purchasers identified on th |
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| October 23, 2024 |
SC 13D/A 1 sc13da51395600210232024.htm AMENDMENT NO. 5 TO THE SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 5)1 Terran Orbital Corporation (Name of Issuer) Common Stock, par value $0.0001 |
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| October 21, 2024 |
DEFA14A 1 defa14a-proxyadvisory.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Onl |
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| October 21, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 21, 2024 TERRAN ORBITAL CORPORATION (Exact name of Registrant as Specified in Its Charter) Delaware 001-40170 98-1572314 (State or Other Jurisdiction of Incorporation) (Commis |
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| October 21, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrantx Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Defini |
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| October 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ¨ Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Defin |
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| October 4, 2024 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14 |
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| October 2, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 4)1 Terran Orbital Corporation (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 88105P103 (CUSIP Number) TASSOS RE |
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| September 23, 2024 |
CORRESP 1 filename1.htm Akin Gump Strauss Hauer & Feld LLP One Bryant Park Bank of America Tower New York, NY 10036 T +1 212.872.1000 F +1 212.872.1002 akingump.com September 23, 2024 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance Office of Manufacturing 100 F Street, N.E. Washington, D.C. 20549 Attention: Jenny O’Shanick and Geoffrey Kruczek Re: Terran Orbital C |
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| September 12, 2024 |
Preliminary Proxy Statement Extract Exhibit 99.1 Preliminary Proxy Statement Extract Transaction Bonus Pool Payable upon Merger Closing In order to retain and incentivize key executive officers and employees of the Company through the consummation of the transactions contemplated by the merger agreement, on September 6, 2024, contingent on the Company’s receipt of necessary consents, the Board approved a transaction bonus pool of $9 |
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| September 12, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 6, 2024 TERRAN ORBITAL CORPORATION (Exact name of Registrant as Specified in Its Charter) Delaware 001-40170 98-1572314 (State or Other Jurisdiction of Incorporation) (Commi |
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| September 12, 2024 |
Preliminary Proxy Statement Extract Exhibit 99.1 Preliminary Proxy Statement Extract Transaction Bonus Pool Payable upon Merger Closing In order to retain and incentivize key executive officers and employees of the Company through the consummation of the transactions contemplated by the merger agreement, on September 6, 2024, contingent on the Company’s receipt of necessary consents, the Board approved a transaction bonus pool of $9 |
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| September 12, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 6, 2024 TERRAN ORBITAL CORPORATION (Exact name of Registrant as Specified in Its Charter) Delaware 001-40170 98-1572314 (State or Other Jurisdiction of Incorporation) (Commi |
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| September 10, 2024 |
NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange ("NYSE" or the "Exchange") hereby notifies the Securities and Exchange Commission (the "Commission") of its intention to remove the entire class of Redeemable Warrants, each whole warrant exercisable for one share of Common Stock at an exercise price of $11. |
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| September 9, 2024 |
Exhibit 107 Calculation of Filing Fee Table Schedule 14A (Form Type) Terran Orbital Corporation (Exact Name of Registrant as Specified in its Charter) Table 1: Transaction Valuation Proposed Maximum Aggregate Value of Transaction Fee Rate Amount of Filing Fee Fees to be Paid $103,293,781(1)(2) 0. |
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| September 9, 2024 |
PREM14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| September 3, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 3)1 Terran Orbital Corporation (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 88105P103 (CUSIP Number) TASSOS RE |
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| August 26, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 21, 2024 TERRAN ORBITAL CORPORATION (Exact name of Registrant as Specified in Its Charter) Delaware 001-40170 98-1572314 (State or Other Jurisdiction of Incorporation) (Commiss |
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| August 26, 2024 |
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 21, 2024 TERRAN ORBITAL CORPORATION (Exact name of Registrant as Specified in Its Charter) Delaware 001-40170 98-1572314 (State or Other Jurisdiction of Incorporation) (Commiss |
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| August 22, 2024 |
AMENDMENT NO. 4 TO NOTE PURCHASE AGREEMENT Exhibit 10.5 AMENDMENT NO. 4 TO NOTE PURCHASE AGREEMENT This AMENDMENT NO. 4 TO NOTE PURCHASE AGREEMENT (this “Amendment”), dated as of August 15, 2024, is entered into by and among TERRAN ORBITAL OPERATING CORPORATION, a Delaware corporation (the “Issuer”), TERRAN ORBITAL CORPORATION (f/k/a Tailwind Two Acquisition Corp.), a Delaware corporation (“Parent”), and the other Guarantors (as defined in |
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| August 22, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 15, 2024 TERRAN ORBITAL CORPORATION (Exact name of Registrant as Specified in Its Charter) Delaware 001-40170 98-1572314 (State or Other Jurisdiction of Incorporation) (Commiss |
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| August 22, 2024 |
FIRST AMENDMENT TO SUBSCRIPTION AGREEMENT Exhibit 10.2 FIRST AMENDMENT TO SUBSCRIPTION AGREEMENT THIS FIRST AMENDMENT TO SUBSCRIPTION AGREEMENT (this “Amendment”) is entered into and effective as of August 15, 2024 (the “Effective Date”) between Terran Orbital Corporation, a Delaware corporation (f/k/a Tailwind Two Acquisition Corp.) (the “SPAC”), and Staton Orbital Family Limited Partnership. (“Subscriber”). Each of SPAC and Subscriber i |
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| August 22, 2024 |
Amended and Restated First Lien/Second Lien Intercreditor Agreement Table of Contents Exhibit 10.9 Amended and Restated First Lien/Second Lien Intercreditor Agreement Table of Contents Page 1. LIEN PRIORITIES 5 1.1 Seniority Of Liens Securing First Lien Obligations 5 1.2 No Payment Subordination; No Prohibitions on Equity Conversions or Exercise of Warrants 6 1.3 First Lien Obligations And Second Lien Obligations 7 1.4 First Lien Cap 8 1.5 First And Second Lien Collateral To Be Ide |
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| August 22, 2024 |
Exhibit 10.1 NEITHER THIS NOTE PURCHASE AGREEMENT NOR THE NOTES ISSUED HEREUNDER HAVE BEEN REGISTERED PURSUANT TO THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR QUALIFIED PURSUANT TO ANY APPLICABLE STATE SECURITIES LAW. THE NOTES ISSUED UNDER THIS NOTE PURCHASE AGREEMENT MAY BE RESOLD ONLY IF REGISTERED PURSUANT TO THE PROVISIONS OF THE SECURITIE |
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| August 22, 2024 |
FIRST AMENDMENT TO CONVERTIBLE NOTE AND WARRANT PURCHASE AGREEMENT Exhibit 10.7 FIRST AMENDMENT TO CONVERTIBLE NOTE AND WARRANT PURCHASE AGREEMENT THIS FIRST AMENDMENT TO CONVERTIBLE NOTE AND WARRANT PURCHASE AGREEMENT (this “Amendment”), dated as of August 15, 2024, is entered into by and among TERRAN ORBITAL CORPORATION, a Delaware corporation (the “Issuer”), the Guarantors (as defined in the Note Purchase Agreement referred to below) identified on the signatur |
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| August 22, 2024 |
Exhibit 10.8 AMENDED AND RESTATED SUPER-PRIORITY FIRST LIEN INTERCREDITOR AGREEMENT among TERRAN ORBITAL CORPORATION, THE OTHER GRANTORS PARTY HERETO, WILMINGTON SAVINGS FUND SOCIETY, FSB, as Bridge Notes Collateral Agent, U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, as Existing Notes Collateral Agent, WILMINGTON SAVINGS FUND SOCIETY, FSB, as FP Notes Collateral Agent, each Additional Agent from |
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| August 22, 2024 |
AMENDMENT TO WARRANT TO PURCHASE SHARES OF COMMON STOCK TERRAN ORBITAL CORPORATION Exhibit 10.3 AMENDMENT TO WARRANT TO PURCHASE SHARES OF COMMON STOCK OF TERRAN ORBITAL CORPORATION This AMENDMENT (this “Amendment”) to that certain Warrant To Purchase Shares of Common Stock of Terran Orbital Corporation (the “Warrant”), issued March 25, 2022, by Terran Orbital Corporation, a Delaware corporation (the “Company”), to FP Credit Partners Phoenix II, LP (the “Holder”), is made as of |
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| August 22, 2024 |
AMENDMENT TO AMENDED AND RESTATED RIGHTS AGREEMENT TERRAN ORBITAL CORPORATION Exhibit 4.2 AMENDMENT TO AMENDED AND RESTATED RIGHTS AGREEMENT OF TERRAN ORBITAL CORPORATION This AMENDMENT, dated as of August 15, 2024 (this “Amendment”), is made to the Amended and Restated Rights Agreement, dated as of April 18, 2024, by and between Terran Orbital Corporation (the “Company”) and Continental Stock Transfer & Trust Company, as the Rights Agent (“Continental”) (such agreement, th |
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| August 22, 2024 |
Exhibit 2.1 AGREEMENT AND PLAN OF MERGER Dated as of the 15th day of August 2024, Among LOCKHEED MARTIN CORPORATION, THOLIAN MERGER SUB, INC., and TERRAN ORBITAL CORPORATION TABLE OF CONTENTS Page Article I The Merger Section 1.01. The Merger 2 Section 1.02. Closing 2 Section 1.03. Effective Time 2 Section 1.04. Effects of the Merger 2 Section 1.05. Certificate of Incorporation and Bylaws 2 Sectio |
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| August 22, 2024 |
NINTH AMENDMENT TO NOTE PURCHASE AGREEMENT Exhibit 10.6 NINTH AMENDMENT TO NOTE PURCHASE AGREEMENT THIS NINTH AMENDMENT TO NOTE PURCHASE AGREEMENT (this “Amendment”), dated as of August 15, 2024, is entered into by and among TERRAN ORBITAL OPERATING CORPORATION, a Delaware corporation (the “Issuer”), the Guarantors (as defined in the Note Purchase Agreement referred to below) identified on the signature pages hereof, the purchasers identif |
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| August 22, 2024 |
AMENDMENT TO WARRANT TO PURCHASE SHARES OF COMMON STOCK TERRAN ORBITAL CORPORATION Exhibit 10.4 AMENDMENT TO WARRANT TO PURCHASE SHARES OF COMMON STOCK OF TERRAN ORBITAL CORPORATION This AMENDMENT (this “Amendment”) to that certain Warrant To Purchase Shares of Common Stock of Terran Orbital Corporation (the “Warrant”), issued March 25, 2022, by Terran Orbital Corporation, a Delaware corporation (the “Company”), to FP Credit Partners II, L.P. (the “Holder”), is made as of August |
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| August 21, 2024 |
AMENDMENT NO. 4 TO NOTE PURCHASE AGREEMENT Exhibit 10.5 AMENDMENT NO. 4 TO NOTE PURCHASE AGREEMENT This AMENDMENT NO. 4 TO NOTE PURCHASE AGREEMENT (this “Amendment”), dated as of August 15, 2024, is entered into by and among TERRAN ORBITAL OPERATING CORPORATION, a Delaware corporation (the “Issuer”), TERRAN ORBITAL CORPORATION (f/k/a Tailwind Two Acquisition Corp.), a Delaware corporation (“Parent”), and the other Guarantors (as defined in |
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| August 21, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 15, 2024 TERRAN ORBITAL CORPORATION (Exact name of Registrant as Specified in Its Charter) Delaware 001-40170 98-1572314 (State or Other Jurisdiction of Incorporation) (Commiss |
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| August 21, 2024 |
AMENDMENT TO WARRANT TO PURCHASE SHARES OF COMMON STOCK TERRAN ORBITAL CORPORATION Exhibit 10.4 AMENDMENT TO WARRANT TO PURCHASE SHARES OF COMMON STOCK OF TERRAN ORBITAL CORPORATION This AMENDMENT (this “Amendment”) to that certain Warrant To Purchase Shares of Common Stock of Terran Orbital Corporation (the “Warrant”), issued March 25, 2022, by Terran Orbital Corporation, a Delaware corporation (the “Company”), to FP Credit Partners II, L.P. (the “Holder”), is made as of August |
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| August 21, 2024 |
Exhibit 10.8 AMENDED AND RESTATED SUPER-PRIORITY FIRST LIEN INTERCREDITOR AGREEMENT among TERRAN ORBITAL CORPORATION, THE OTHER GRANTORS PARTY HERETO, WILMINGTON SAVINGS FUND SOCIETY, FSB, as Bridge Notes Collateral Agent, U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, as Existing Notes Collateral Agent, WILMINGTON SAVINGS FUND SOCIETY, FSB, as FP Notes Collateral Agent, each Additional Agent from |
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| August 21, 2024 |
Amended and Restated First Lien/Second Lien Intercreditor Agreement Table of Contents Exhibit 10.9 Amended and Restated First Lien/Second Lien Intercreditor Agreement Table of Contents Page 1. LIEN PRIORITIES 5 1.1 Seniority Of Liens Securing First Lien Obligations 5 1.2 No Payment Subordination; No Prohibitions on Equity Conversions or Exercise of Warrants 6 1.3 First Lien Obligations And Second Lien Obligations 7 1.4 First Lien Cap 8 1.5 First And Second Lien Collateral To Be Ide |
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| August 21, 2024 |
AMENDMENT TO WARRANT TO PURCHASE SHARES OF COMMON STOCK TERRAN ORBITAL CORPORATION Exhibit 10.3 AMENDMENT TO WARRANT TO PURCHASE SHARES OF COMMON STOCK OF TERRAN ORBITAL CORPORATION This AMENDMENT (this “Amendment”) to that certain Warrant To Purchase Shares of Common Stock of Terran Orbital Corporation (the “Warrant”), issued March 25, 2022, by Terran Orbital Corporation, a Delaware corporation (the “Company”), to FP Credit Partners Phoenix II, LP (the “Holder”), is made as of |
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| August 21, 2024 |
Exhibit 10.1 NEITHER THIS NOTE PURCHASE AGREEMENT NOR THE NOTES ISSUED HEREUNDER HAVE BEEN REGISTERED PURSUANT TO THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR QUALIFIED PURSUANT TO ANY APPLICABLE STATE SECURITIES LAW. THE NOTES ISSUED UNDER THIS NOTE PURCHASE AGREEMENT MAY BE RESOLD ONLY IF REGISTERED PURSUANT TO THE PROVISIONS OF THE SECURITIE |
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| August 21, 2024 |
FIRST AMENDMENT TO CONVERTIBLE NOTE AND WARRANT PURCHASE AGREEMENT Exhibit 10.7 FIRST AMENDMENT TO CONVERTIBLE NOTE AND WARRANT PURCHASE AGREEMENT THIS FIRST AMENDMENT TO CONVERTIBLE NOTE AND WARRANT PURCHASE AGREEMENT (this “Amendment”), dated as of August 15, 2024, is entered into by and among TERRAN ORBITAL CORPORATION, a Delaware corporation (the “Issuer”), the Guarantors (as defined in the Note Purchase Agreement referred to below) identified on the signatur |
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| August 21, 2024 |
FIRST AMENDMENT TO SUBSCRIPTION AGREEMENT Exhibit 10.2 FIRST AMENDMENT TO SUBSCRIPTION AGREEMENT THIS FIRST AMENDMENT TO SUBSCRIPTION AGREEMENT (this “Amendment”) is entered into and effective as of August 15, 2024 (the “Effective Date”) between Terran Orbital Corporation, a Delaware corporation (f/k/a Tailwind Two Acquisition Corp.) (the “SPAC”), and Staton Orbital Family Limited Partnership. (“Subscriber”). Each of SPAC and Subscriber i |
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| August 21, 2024 |
AMENDMENT TO AMENDED AND RESTATED RIGHTS AGREEMENT TERRAN ORBITAL CORPORATION Exhibit 4.2 AMENDMENT TO AMENDED AND RESTATED RIGHTS AGREEMENT OF TERRAN ORBITAL CORPORATION This AMENDMENT, dated as of August 15, 2024 (this “Amendment”), is made to the Amended and Restated Rights Agreement, dated as of April 18, 2024, by and between Terran Orbital Corporation (the “Company”) and Continental Stock Transfer & Trust Company, as the Rights Agent (“Continental”) (such agreement, th |
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| August 21, 2024 |
Exhibit 2.1 AGREEMENT AND PLAN OF MERGER Dated as of the 15th day of August 2024, Among LOCKHEED MARTIN CORPORATION, THOLIAN MERGER SUB, INC., and TERRAN ORBITAL CORPORATION TABLE OF CONTENTS Page Article I The Merger Section 1.01. The Merger 2 Section 1.02. Closing 2 Section 1.03. Effective Time 2 Section 1.04. Effects of the Merger 2 Section 1.05. Certificate of Incorporation and Bylaws 2 Sectio |
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| August 21, 2024 |
NINTH AMENDMENT TO NOTE PURCHASE AGREEMENT Exhibit 10.6 NINTH AMENDMENT TO NOTE PURCHASE AGREEMENT THIS NINTH AMENDMENT TO NOTE PURCHASE AGREEMENT (this “Amendment”), dated as of August 15, 2024, is entered into by and among TERRAN ORBITAL OPERATING CORPORATION, a Delaware corporation (the “Issuer”), the Guarantors (as defined in the Note Purchase Agreement referred to below) identified on the signature pages hereof, the purchasers identif |
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| August 16, 2024 |
LLAP / Terran Orbital Corporation / LOCKHEED MARTIN CORP - SC 13D/A Activist Investment SC 13D/A 1 lmtschedule13da-terranorbi.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 6)* TERRAN ORBITAL CORPORATION (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 88105P103 (CUSIP Number) John E. Stevens c/o Lockheed Martin Corporation 6801 Rockledge |
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| August 16, 2024 |
EX-99.9 3 exhibit999-formofvotingand.htm EX-99.9 Exhibit 99.9 VOTING AND SUPPORT AGREEMENT THIS VOTING AND SUPPORT AGREEMENT (this “Agreement”) is entered into as of August 15, 2024, by and between Lockheed Martin Corporation, a Maryland corporation (“Buyer”), and the stockholders of the Company listed on the signature page hereto (each, a “Stockholder”). RECITALS WHEREAS, Stockholder is a holder |
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| August 16, 2024 |
EX-99.8 2 exhibit998-agreementandpla.htm EX-99.8 Exhibit 99.8 AGREEMENT AND PLAN OF MERGER Dated as of the 15th day of August 2024, Among LOCKHEED MARTIN CORPORATION, THOLIAN MERGER SUB, INC., and TERRAN ORBITAL CORPORATION TABLE OF CONTENTS Page ARTICLE I The Merger SECTION 1.01. The Merger 2 SECTION 1.02. Closing 2 SECTION 1.03. Effective Time 2 SECTION 1.04. Effects of the Merger 2 SECTION 1.05 |
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| August 16, 2024 |
EX-99.10 4 exhibit9910-formofvotingan.htm EX-99.10 Exhibit 99.10 VOTING AND SUPPORT AGREEMENT THIS VOTING AND SUPPORT AGREEMENT (this “Agreement”) is entered into as of August 15, 2024, by and between Lockheed Martin Corporation, a Maryland corporation (“Buyer”), and the stockholders of the Company listed on the signature page hereto (each, a “Stockholder”). RECITALS WHEREAS, Stockholder is a hold |
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| August 15, 2024 |
EX-99.1 2 llap-ex991.htm EX-99.1 Exhibit 99.1 Strategic Acquisition Reinforces Lockheed Martin's Commitment to Expanding Advanced Satellite Manufacturing and Responsive Space Capabilities BETHESDA, Md., Aug. 15, 2024 /PRNewswire/ - Lockheed Martin [NYSE: LMT] today announced the signing of a definitive agreement to acquire Terran Orbital [NYSE: LLAP], a global leader of satellite-based solutions p |
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| August 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 15, 2024 TERRAN ORBITAL CORPORATION (Exact name of Registrant as Specified in Its Charter) Delaware 001-40170 98-1572314 (State or Other Jurisdiction of Incorporation) (Commiss |
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| August 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 15, 2024 TERRAN ORBITAL CORPORATION (Exact name of Registrant as Specified in Its Charter) Delaware 001-40170 98-1572314 (State or Other Jurisdiction of Incorporation) (Commiss |
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| August 15, 2024 |
Exhibit 99.1 Lockheed Martin to Acquire Terran Orbital Strategic Acquisition Reinforces Lockheed Martin’s Commitment to Expanding Advanced Satellite Manufacturing and Responsive Space Capabilities BETHESDA, Md., Aug. 15, 2024 – Lockheed Martin [NYSE: LMT] today announced the signing of a definitive agreement to acquire Terran Orbital [NYSE: LLAP], a global leader of satellite-based solutions prima |
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| August 12, 2024 |
Offer Letter, dated as of May 20, 2024, by and between Peter Krauss and Terran Orbital Corporation Exhibit 10.2 May 20, 2024 DELIVERED VIA EMAIL Dear Peter, On behalf of Terran Orbital Corporation, we are pleased to conditionally offer you employment with Terran Orbital Operating Company (the “Company”), a Terran Orbital Company. As a member of the Terran Orbital family, your anticipated start date will be Monday, June 3, 2024. Your initial position will be Executive Vice President and Chief Op |
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| August 12, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ROC UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number: 001-40170 TERRAN ORBITAL CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 98-1572314 (State or other jurisdiction of incorporation or organization) (I. |
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| August 12, 2024 |
Offer Letter, dated as of May 16, 2024, by and between Adarsh Parekh and Terran Orbital Corporation Exhibit 10.1 May 16, 2024 DELIVERED VIA EMAIL Dear Adarsh, On behalf of Terran Orbital Corporation (the “Company”), we are pleased to offer you employment per the conditions below. As a member of the Terran Orbital family, your anticipated start date will be Monday, June 17, 2024. Your position will be Chief Financial Officer (LCAT: EXEC), reporting to Marc Bell, Chief Executive Officer, in our Ir |
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| July 23, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 23, 2024 TERRAN ORBITAL CORPORATION (Exact name of Registrant as Specified in Its Charter) Delaware 001-40170 98-1572314 (State or Other Jurisdiction of Incorporation) (Commissio |
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| July 23, 2024 |
Exhibit 10.1 AT THE MARKET OFFERING AGREEMENT July 23, 2024 H.C. Wainwright & Co., LLC 430 Park Avenue New York, New York 10022 Ladies and Gentlemen: Terran Orbital Corporation, a corporation organized under the laws of Delaware, (the “Company”), confirms its agreement (this “Agreement”) with H.C. Wainwright & Co., LLC (the “Manager”) as follows: 1. Definitions. The terms that follow, when used in |
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| July 23, 2024 |
Up to $98,000,000 Common Stock Filed Pursuant to Rule 424(b)(5) Registration No. 333-271093 PROSPECTUS SUPPLEMENT (To Prospectus dated April 18, 2023) Up to $98,000,000 Common Stock We have entered into an at the market offering agreement (the “Sales Agreement”) with H.C. Wainwright & Co., LLC (“Wainwright”), dated as of July 23, 2024, relating to the sale of shares of our common stock, par value $0.0001 per share (our “common |
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| July 23, 2024 |
Terran Orbital Announces up to $98 Million of New Capital Through ATM Program Exhibit 99.1 Terran Orbital Announces up to $98 Million of New Capital Through ATM Program BOCA RATON, Fla., July 23, 2024 – Terran Orbital Corporation (NYSE: LLAP), a global leader in satellite-based solutions primarily serving the aerospace and defense industries (the “Company”), today announced the launch of an at-the-market offering program (the “ATM”), which will allow the Company to offer it |
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| June 21, 2024 |
Terran Orbital Receives NYSE Continued Listing Standards Notice Exhibit 99.1 Terran Orbital Receives NYSE Continued Listing Standards Notice BOCA RATON, Fla., June 21, 2024 – Terran Orbital Corporation (NYSE: LLAP), a global leader in satellite-based solutions primarily serving the aerospace and defense industries (the “Company”), today announced that, on June 17, 2024, it received written notice from the New York Stock Exchange (the “NYSE”) that it is not in |
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| June 21, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 17, 2024 TERRAN ORBITAL CORPORATION (Exact name of Registrant as Specified in Its Charter) Delaware 001-40170 98-1572314 (State or Other Jurisdiction of Incorporation) (Commissio |
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| June 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 10, 2024 TERRAN ORBITAL CORPORATION (Exact name of Registrant as Specified in Its Charter) Delaware 001-40170 98-1572314 (State or Other Jurisdiction of Incorporation) (Commissio |
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| May 31, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM SD Specialized Disclosure Report TERRAN ORBITAL CORPORATION (Exact name of Registrant as Specified in Its Charter) Delaware 001-40170 (State or Other Jurisdiction of Incorporation) (Commission File Number) 6800 Broken Sound Parkway NW, Suite 200 Boca Raton, Florida 33487 (Address of Principal Executive Offices) (Zip Code) |
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| May 29, 2024 |
Exhibit 99.1 PRESS RELEASE Terran Orbital Expands Leadership Team with Focus on Growth and Profitability Peter Krauss Appointed as Chief Operating Officer Adarsh Parekh Appointed as Chief Financial Officer Mathieu Riffel Appointed as Chief Accounting Officer BOCA RATON, Fla., May 29, 2024—Terran Orbital Corporation (NYSE: LLAP) (“Terran Orbital” or the “Company”), a global leader in satellite-base |
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| May 29, 2024 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 29, 2024 TERRAN ORBITAL CORPORATION (Exact name of Registrant as Specified in Its Charter) Delaware 001-40170 98-1572314 (State or Other Jurisdiction of Incorporation) (Commission |
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| May 29, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 19, 2024 TERRAN ORBITAL CORPORATION (Exact name of Registrant as Specified in Its Charter) Delaware 001-40170 98-1572314 (State or Other Jurisdiction of Incorporation) (Commission |
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| May 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 14, 2024 TERRAN ORBITAL CORPORATION (Exact name of Registrant as Specified in Its Charter) Delaware 001-40170 98-1572314 (State or Other Jurisdiction of Incorporation) (Commission |
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| May 14, 2024 |
Terran Orbital Reports First Quarter 2024 Financial Results Exhibit 99.1 Terran Orbital Reports First Quarter 2024 Financial Results • Expanding collaboration and commitment from Lockheed Martin, awarded a new contract for 18 space vehicles, bringing to a total of 106 space vehicles for the Space Development Agency (SDA) • Second quarter 2024 awards exceed $100 million to-date • As of March 31, 2024, backlog was $2.7 billion; and, as of today, is estimated |
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| May 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ROC UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number: 001-40170 TERRAN ORBITAL CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 98-1572314 (State or other jurisdiction of incorporation or organization) (I. |
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| May 3, 2024 |
Terran Orbital Strategic Review is Ongoing Exhibit 99.1 PRESS RELEASE Terran Orbital Strategic Review is Ongoing BOCA RATON, Fla., May 2, 2024 — Terran Orbital Corporation (NYSE: LLAP) (“Terran Orbital” or the “Company”), a global leader in satellite-based solutions primarily serving the aerospace and defense industries, confirms its ongoing strategic review to maximize shareholder value. The review allows us to explore all options. We val |
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| May 3, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 2, 2024 TERRAN ORBITAL CORPORATION (Exact name of Registrant as Specified in Its Charter) Delaware 001-40170 98-1572314 (State or Other Jurisdiction of Incorporation) (Commission |
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| May 2, 2024 |
LLAP / Terran Orbital Corporation / LOCKHEED MARTIN CORP - SC 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. |
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| April 24, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-A/A (Amendment No. |
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| April 18, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 18, 2024 TERRAN ORBITAL CORPORATION (Exact name of Registrant as Specified in Its Charter) Delaware 001-40170 98-1572314 (State or Other Jurisdiction of Incorporation) (Commissi |
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| April 18, 2024 |
Exhibit 4.1 AMENDED & RESTATED RIGHTS AGREEMENT Terran Orbital Corporation and Continental Stock Transfer & Trust Company, as Rights Agent Dated as of April 18, 2024 Page TABLE OF CONTENTS Section 1. Definitions 1 Section 2. Appointment of Rights Agent 9 Section 3. Issue of Right Certificates 9 Section 4. Form of Right Certificates 11 Section 5. Countersignature and Registration 11 Section 6. Tran |
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| April 10, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State |
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| April 1, 2024 |
Terran Orbital Reports Record 2023 Financial Results Terran Orbital Reports Record 2023 Financial Results • Record 2023 revenue of $135. |
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| April 1, 2024 |
As filed with the Securities and Exchange Commission on April 1, 2024 As filed with the Securities and Exchange Commission on April 1, 2024 Registration No. |
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| April 1, 2024 |
Terran Orbital Corporation Clawback Policy Relating to Recovery of Erroneously Awarded Compensation. Exhibit 97.1 TERRAN ORBITAL CORPORATION Clawback Policy The board of directors (the “Board”) of Terran Orbital Corporation (the “Company”) believes that it is in the best interests of the Company and its shareholders to ensure that incentive-based compensation is based on accurate financial data. The Board has therefore adopted this clawback policy (this “Policy”) which provides for the recoupment |
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| April 1, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 1, 2024 TERRAN ORBITAL CORPORATION (Exact name of Registrant as Specified in Its Charter) Delaware 001-40170 98-1572314 (State or Other Jurisdiction of Incorporation) (Commissio |
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| April 1, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number 001-40170 TERRAN ORBITAL |
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| April 1, 2024 |
Exhibit 4.4 DESCRIPTION OF TERRAN ORBITAL INC.’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 Authorized Capitalization General The total amount of Terran Orbital Corporation’s authorized share capital consists of 600,000,000 shares of our common stock, par value $0.0001 per share (the “Common Stock”) and 50,000,000 shares of Terran Orbital Corporation’s pref |
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| April 1, 2024 |
Calculation of Registration Fee. Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) Terran Orbital Corporation (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered(1) Proposed Maximum Offering Price Per Share(3) Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Common stock, par value $0. |
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| April 1, 2024 |
List of Subsidiaries of Terran Orbital Corporation Exhibit 21.1 List of Subsidiaries of Terran Orbital Corporation Name Jurisdiction Orbital Networks AS Norway PredaSAR Corporation Delaware United States Terran Orbital Operating Corporation Delaware United States Tyvak International S.R.L. Italy Tyvak Nano-Satellite Systems, Inc. Delaware United States |
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| March 4, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 Terran Orbital Corporation (Exact name of registrant as specified in its charter) Delaware 98-1572314 (State of Incorporation) (IRS Employer Identification No. |
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| March 4, 2024 |
exhibit 4.1 RIGHTS AGREEMENT Terran Orbital Corporation and Continental Stock Transfer & Trust Company, as Rights Agent Dated as of March 4, 2024 Page TABLE OF CONTENTS Section 1. Definitions 1 Section 2. Appointment of Rights Agent 9 Section 3. Issue of Right Certificates 9 Section 4. Form of Right Certificates 11 Section 5. Countersignature and Registration 11 Section 6. Transfer, Split Up, Comb |
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| March 4, 2024 |
Exhibit 3.1 FORM OF CERTIFICATE OF DESIGNATIONS of SERIES A JUNIOR PARTICIPATING PREFERRED STOCK of Terran Orbital Corporation (Pursuant to Section 151 of the Delaware General Corporation Law) Terran Orbital Corporation, a Delaware corporation (hereinafter called the “Corporation”), hereby certifies that the following resolution was adopted by the Board of Directors of the Corporation as required |
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| March 4, 2024 |
Exhibit 99.1 Terran Orbital Corporation Adopts Limited Duration Stockholder Rights Plan; Independent Committee of the Board will Determine Course of Action in Best Interest of all Stockholders BOCA RATON, Fla., March 4, 2024 — Terran Orbital Corporation (NYSE: LLAP) (“Terran Orbital” or the “Company”), a global leader in satellite-based solutions primarily serving the aerospace and defense industr |
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| March 4, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 4, 2024 TERRAN ORBITAL CORPORATION (Exact name of Registrant as Specified in Its Charter) Delaware 001-40170 98-1572314 (State or Other Jurisdiction of Incorporation) (Commissio |
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| March 1, 2024 |
Proposal Letter, dated March 1, 2024 EX-99.7 2 exhibit997.htm EX-99.7 Exhibit 99.7 March 1, 2024 Jefferies LLC 520 Madison Avenue New York, NY 10022 Attention: Jeff McGrath, Greg Valentine Re: Non-binding Proposal in Response to Process Letter Ladies and Gentlemen: Pursuant to the process letter dated February 14, 2024, Lockheed Martin Corporation (“Lockheed Martin”) is pleased to submit to you a non-binding proposal to acquire all t |
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| March 1, 2024 |
LLAP / Terran Orbital Corporation / LOCKHEED MARTIN CORP - SC 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. |
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| February 14, 2024 |
LLAP / Terran Orbital Corporation / ARMISTICE CAPITAL, LLC Passive Investment SC 13G 1 armistice-llap123123.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Terran Orbital Corp (Name of Issuer) Common stock, par value $0.0001 per share (Title of Class of Securities) 88105P103 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Statement) Check the appr |
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| February 7, 2024 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 2)* Terran Orbital Corporation (Name of Issuer) Common Stock (Title of Class of Securities) 88105P103 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule i |
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| February 6, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 4, 2024 TERRAN ORBITAL CORPORATION (Exact name of Registrant as Specified in Its Charter) Delaware 001-40170 98-1572314 (State or Other Jurisdiction of Incorporation) (Commis |
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| February 6, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 2)1 Terran Orbital Corporation (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 88105P103 (CUSIP Number) TASSOS RE |
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| February 6, 2024 |
SETTLEMENT AGREEMENT AND RELEASE OF CLAIMS EX-99.1 2 ex991to13da213956002020624.htm SETTLEMENT AGREEMENT, DATED FEBRUARY 4, 2024 Exhibit 99.1 Execution Version SETTLEMENT AGREEMENT AND RELEASE OF CLAIMS This Settlement Agreement and Release of Claims (the “Agreement”) is entered into and made effective as of February 4, 2024 (the “Effective Date”) by and between Terran Orbital Corporation (together with its subsidiaries, “Terran Orbital” o |
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| February 6, 2024 |
Exhibit 10.1 SETTLEMENT AGREEMENT AND RELEASE OF CLAIMS This Settlement Agreement and Release of Claims (the “Agreement”) is entered into and made effective as of February 4, 2024 (the “Effective Date”) by and between Terran Orbital Corporation (together with its subsidiaries, “Terran Orbital” or the “Company”) and Austin Williams, Roland Coelho, Joseph Roos, Roark’s Drift, LLC, Jordi Puig-Suari, |
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| February 6, 2024 |
Terran Orbital Announces Agreement with Shareholder Group Exhibit 99.1 Terran Orbital Announces Agreement with Shareholder Group BOCA RATON, FL, Feb. 5, 2024 – Terran Orbital Corporation (NYSE: LLAP) (“Terran Orbital” or the “Company”), a global leader in satellite-based solutions primarily serving the aerospace and defense industries, today announced that it has entered into an agreement with the investor group comprised of Sophis Investments LLC, Sophi |
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| February 2, 2024 |
LLAP / Terran Orbital Corporation / Beach Point Capital Management LP - SC 13G/A Passive Investment SC 13G/A 1 tm245117d1sc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A (Amendment No. 3)* Under the Securities Exchange Act of 1934 Terran Orbital Corporation (Name of Issuer) Common Stock, par value $0.0001 per share (Titles of Class of Securities) 88105P103 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this State |
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| January 3, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 2, 2024 TERRAN ORBITAL CORPORATION (Exact name of Registrant as Specified in Its Charter) Delaware 001-40170 98-1572314 (State or Other Jurisdiction of Incorporation) (Commiss |
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| January 3, 2024 |
Terran Orbital Reports an Excess of $70 Million Year-End Cash Balance Exhibit 99.1 Terran Orbital Reports an Excess of $70 Million Year-End Cash Balance BOCA RATON, Fla., Jan. 2, 2024 – Terran Orbital Corporation (NYSE: LLAP) (“Terran Orbital” or the “Company”), a global leader in satellite-based solutions primarily serving the aerospace and defense industries, today pre-announced its 2023 year-end cash balance. Terran Orbital expects to report an excess of $70 mill |
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| January 3, 2024 |
Terran Orbital Receives Payment from Rivada Exhibit 99.2 Terran Orbital Receives Payment from Rivada BOCA RATON, Fla., Jan. 2, 2024 – Terran Orbital Corporation (NYSE: LLAP) (“Terran Orbital” or the “Company”), a global leader in satellite-based solutions primarily serving the aerospace and defense industries, today announced that it had received a payment from Rivada Space Networks (“Rivada”) pursuant to the Company's previously announced |
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| December 11, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 11, 2023 TERRAN ORBITAL CORPORATION (Exact name of Registrant as Specified in Its Charter) Delaware 001-40170 98-1572314 (State or Other Jurisdiction of Incorporation) (Commi |
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| November 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ROC UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number: 001-40170 TERRAN ORBITAL CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 98-1572314 (State or other jurisdiction of incorporation or organization) (I. |
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| November 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 14, 2023 TERRAN ORBITAL CORPORATION (Exact name of Registrant as Specified in Its Charter) Delaware 001-40170 98-1572314 (State or Other Jurisdiction of Incorporation) (Commi |
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| November 14, 2023 |
Exhibit 99.1 Terran Orbital Reports Record Third Quarter 2023 Financial Results New Bus Designs and Rapid Response Pave the way for the Future • Record revenue of $43.9 million in 3Q23, up 58% year-over-year • $136.2 million LTM revenue, up 87% versus prior 12-month period • Gross profit of $9.7 million compared to $37 thousand in 3Q22 • Gross margin improved to 22.1% in 3Q23 from 0.1% in 3Q22 • A |
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| November 9, 2023 |
begin 644 ex991to13da113956002110923.pdf M)5!$1BTQ+C8-)>+CS],-"C0X(# @;V)J#3P\+TQI;F5A\.4')E8H(AF-<$< M'1P-XAT,%0WL'0W("H'*1!A8/FP'T@)@\T# C4&0(:QA-\-2!;,&%06! O9 MS$\8=S.XB,)>+APE08#LUD+PV21"H87!E+T-A=&%L;V<^/@UE;F1O8FH-3 @,"!O8FH-/#PO07)T0F]X6S @," V M,3(@-SDR72]";&5E9$)O>%LP(# @-C$R(#%LP(# @-C$R(#7!E+U!A9V4^/@UE;F1O8FH-3$@,"!O M8FH-/#PO1FEL=&5R+T9L871E1&5C;V1E+T9IA1^-IR7N2KT%0+ M-K\:L\CL*S;9QAL |
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| November 9, 2023 |
SC 13D/A 1 sc13da11395600211092023.htm AMENDMENT NO. 1 TO THE SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 1)1 Terran Orbital Corporation (Name of Issuer) Common Stock, par value $0.0001 |
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| November 9, 2023 |
EX-99.2 3 ex992to13da113956002110923.htm NOVEMBER 9 PRESS RELEASE Exhibit 99.2 GROUP OF CONCERNED CO-FOUNDERS AND INVESTORS IN TERRAN ORBITAL SENDS LETTER TO BOARD Believes Terran’s Shares Are Materially Undervalued and Remains Committed to Working Constructively with Terran to Protect and Maximize Shareholder Value Notes Terran’s Board Has Ignored Numerous Meeting Requests NEW YORK – November 9, |
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| October 26, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 26, 2023 TERRAN ORBITAL CORPORATION (Exact name of Registrant as Specified in Its Charter) Delaware 001-40170 98-1572314 (State or Other Jurisdiction of Incorporation) (Commis |
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| October 26, 2023 |
Exhibit 99.1 Terran Orbital Corporation Public Virtual Town Hall Meeting Script Thursday, October 26, 2023; 3:00pm ET Speaker Script Marc Bell Good afternoon and thank you for joining us today on our call. During the call, we may make certain forward-looking statements. These statements are based on our current expectations and assumptions and, as a result, are subject to risk and uncertainties. M |
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| October 20, 2023 |
Terran Orbital Receives NYSE Continued Listing Standards Notice Exhibit 99.1 Terran Orbital Receives NYSE Continued Listing Standards Notice BOCA RATON, Fla., Oct. 20, 2023 – Terran Orbital Corporation (NYSE: LLAP), a global leader in satellite-based solutions primarily serving the aerospace and defense industries (the “Company”), today announced that, on October 20, 2023, it received written notice from the New York Stock Exchange (the “NYSE”) that it is not |
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| October 20, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 20, 2023 TERRAN ORBITAL CORPORATION (Exact name of Registrant as Specified in Its Charter) Delaware 001-40170 98-1572314 (State or Other Jurisdiction of Incorporation) (Commis |
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| October 20, 2023 |
Independent Directors of Terran Orbital Publish Letter to Shareholders Exhibit 99.1 Independent Directors of Terran Orbital Publish Letter to Shareholders BOCA RATON, Fla., October 19, 2023 – Today, the independent directors of the Board of Directors of Terran Orbital Corporation (NYSE: LLAP) (“Terran Orbital” or the “Company”) issued an open letter to the Company’s shareholders. The Board’s letter is in response to an October 11, 2023 letter sent by a shareholder gr |
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| October 20, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 19, 2023 TERRAN ORBITAL CORPORATION (Exact name of Registrant as Specified in Its Charter) Delaware 001-40170 98-1572314 (State or Other Jurisdiction of Incorporation) (Commis |
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| October 12, 2023 |
LLAP / Terran Orbital Corp - Class A / SOPHIS INVESTMENTS LLC - THE SCHEDULE 13D Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. )1 Terran Orbital Corporation (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 88105P103 (CUSIP Number) TASSOS REC |
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| October 12, 2023 |
GROUP OF CONCERNED CO-FOUNDERS AND INVESTORS IN TERRAN ORBITAL SEND LETTER TO BOARD OUTLINING IMMEDIATE ACTIONS REQUIRED TO PROTECT AND MAXIMIZE STOCKHOLDER VALUE Leadership Missteps Have Resulted in Multiple Highly Dilutive Financings and Share Price Decline of ~94% Since Going Public in March 2022 Despite Estimated $3 Per Share Present Intrinsic Value Believes Urgent Board and Management Changes |
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| October 12, 2023 |
GROUP AGREEMENT WHEREAS, certain of the undersigned are stockholders, direct or beneficial, of Terran Orbital Corp. |
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| October 12, 2023 |
begin 644 exhibit99-1.pdf M)5!$1BTQ+C8-)>+CS],-"C$U-" P(&]B:@T\/"]&:6QT97(O1FQA=&5$96-O M9&4O1FER&0K8@@>PA;J('T#VU ?:N M5;&Z]L77>[B<'T MILEFD=O2=#OSNJ]+73T<[G.R\=K94U(5S@"2@S?E(RA&\O?&#-\]H[6-KUOR M]*7C4;Q:=!C%",ZCN%T"BZEN,"9N, 1K^'A!/QND;16NQDN3FG'PG^,*IQ MF?HV"OG+R*^-Z?;ON$%:N,,F< P!2+Z:E#0IE;F1S=')E86T-96YD M;V)J#3$U-2 P(&]B:@T\/"]&:6QT97(O1FQA=&5$96-O9&4O1FERC;=K40)3H5JU'X-=7@'V-P^K,+I+1 7]#M[ |
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| September 25, 2023 |
Terran Orbital Announces Closing of $32.5 Million Public Offering Exhibit 99.1 Terran Orbital Announces Closing of $32.5 Million Public Offering BOCA RATON, Fla., Sept. 25, 2023-(BUSINESS WIRE)- Terran Orbital Corporation (NYSE: LLAP) (“Terran Orbital” or the “Company”), a global leader in satellite-based solutions primarily serving the aerospace and defense industries, today announced the closing of its previously announced public offering of 23,214,290 shares |
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| September 25, 2023 |
LLAP / Terran Orbital Corp - Class A / LOCKHEED MARTIN CORP - SC 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. |
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| September 25, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 21, 2023 TERRAN ORBITAL CORPORATION (Exact name of Registrant as Specified in Its Charter) Delaware 001-40170 98-1572314 (State or Other Jurisdiction of Incorporation) (Comm |
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| September 20, 2023 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of September 18, 2023, between Terran Orbital Corporation, a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”). WHEREAS, subject to the terms and con |
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| September 20, 2023 |
Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-271093 PROSPECTUS SUPPLEMENT (To Prospectus dated April 18, 2023) 11,678,575 Shares of Common Stock Common Warrants to Purchase up to 23,214,290 Shares of Common Stock Pre-Funded Warrants to Purchase up to 11,535,715 Shares of Common Stock Placement Agent Warrants to Purchase up to 1,625,000 Shares of Common Stock Up to 36,375 |
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| September 20, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 18, 2023 TERRAN ORBITAL CORPORATION (Exact name of Registrant as Specified in Its Charter) Delaware 001-40170 98-1572314 (State or Other Jurisdiction of Incorporation) (Comm |
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| September 20, 2023 |
Exhibit 4.1 COMMON STOCK PURCHASE WARRANT Terran Orbital Corporation Warrant Shares: Initial Exercise Date: September , 2023 THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the |
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| September 20, 2023 |
Exhibit 4.2 PRE-FUNDED COMMON STOCK PURCHASE WARRANT Terran Orbital Corporation Warrant Shares: Initial Exercise Date: September , 2023 THIS PRE-FUNDED COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after |
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| September 20, 2023 |
Form of Placement Agent Warrant Exhibit 4.3 PLACEMENT AGENT COMMON STOCK PURCHASE WARRANT Terran Orbital Corporation Warrant Shares: Initial Exercise Date: September 21, 2023 THIS PLACEMENT AGENT COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time |
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| September 20, 2023 |
Terran Orbital Announces Proposed Public Offering Exhibit 99.1 Terran Orbital Announces Proposed Public Offering BOCA RATON, Fla., September 18, 2023-(BUSINESS WIRE)- Terran Orbital Corporation (NYSE: LLAP) (“Terran Orbital” or the “Company”), a global leader in satellite-based solutions primarily serving the aerospace and defense industries, today announced that it intends to offer and sell in a public offering, subject to market and other condi |
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| September 20, 2023 |
Terran Orbital Announces Pricing of $32.5 Million Public Offering Exhibit 99.2 Terran Orbital Announces Pricing of $32.5 Million Public Offering BOCA RATON, Fla., Sept. 18, 2023-(BUSINESS WIRE)- Terran Orbital Corporation (NYSE: LLAP) (“Terran Orbital” or the “Company”), a global leader in satellite-based solutions primarily serving the aerospace and defense industries, today announced the pricing of its previously announced public offering of 23,214,290 shares |
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| September 18, 2023 |
SUBJECT TO COMPLETION PRELIMINARY PROSPECTUS SUPPLEMENT DATED SEPTEMBER 18, 2023 Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-271093 The information in this preliminary prospectus supplement is not complete and may be changed. A registration statement relating to these securities has been filed with the Securities and Exchange Commission and is effective. This preliminary prospectus supplement and the accompanying base prospectus are not an offer to |
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| September 15, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 15, 2023 TERRAN ORBITAL CORPORATION (Exact name of Registrant as Specified in Its Charter) Delaware 001-40170 98-1572314 (State or Other Jurisdiction of Incorporation) (Comm |
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| August 16, 2023 |
LLAP / Terran Orbital Corp - Class A / LOCKHEED MARTIN CORP - SC 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. |
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| August 15, 2023 |
Terran Orbital Reports Second Quarter 2023 Financial Results Exhibit 99.1 Terran Orbital Reports Second Quarter 2023 Financial Results • $2.4 billion Rivada Space Networks program on schedule - Rivada current on all payments • $120.2 million LTM revenues up 117% versus prior 12 month period • New 50 Tech facility opens in Irvine - doubling satellite manufacturing capacity • Backlog increased to over $2.6 billion and over 370 satellites • Reaffirming FY2023 |
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| August 15, 2023 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 14, 2023 TERRAN ORBITAL CORPORATION (Exact name of Registrant as Specified in Its Charter) Delaware 001-40170 98-1572314 (State or Other Jurisdiction of Incorporation) (Commiss |
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| August 14, 2023 |
Offer Letter, dated as of May 25, 2023, by and between Tony Gingiss and Terran Orbital Corporation Exhibit 10.2 May 25, 2023 Anthony Gingiss DELIVERED VIA EMAIL Dear Tony, On behalf of Terran Orbital Corporation (the “Company”), we are pleased to offer you employment per the conditions below. As a member of the Terran Orbital family, your anticipated start date will be June 12, 2023. Your position will be Chief Operating Officer (LCAT: EXEC), reporting to Marc Bell, Chief Executive Officer, in |
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| August 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ROC UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number: 001-40170 TERRAN ORBITAL CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 98-1572314 (State or other jurisdiction of incorporation or organization) (I. |
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| June 23, 2023 |
Calculation of Registration Fee. Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) Terran Orbital Corporation (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered(1) Proposed Maximum Offering Price Per Share(3) Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Common stock, par value $0. |
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| June 23, 2023 |
As filed with the Securities and Exchange Commission on June 23, 2023 As filed with the Securities and Exchange Commission on June 23, 2023 Registration No. |
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| June 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 12, 2023 TERRAN ORBITAL CORPORATION (Exact name of Registrant as Specified in Its Charter) Delaware 001-40170 98-1572314 (State or Other Jurisdiction of Incorporation) (Commissio |
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| June 14, 2023 |
Terran Orbital Welcomes Tony Gingiss as Chief Operating Officer Exhibit 99.1 Terran Orbital Welcomes Tony Gingiss as Chief Operating Officer Boca Raton, Fla., June 14, 2023 – Terran Orbital Corporation (NYSE: LLAP) (“Terran Orbital” or “the Company”), a global leader in satellite-based solutions primarily serving the aerospace and defense industries, today announced aerospace and defense industry veteran Tony Gingiss has joined Terran Orbital as the Company’s |
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| June 1, 2023 |
LLAP / Terran Orbital Corp - Class A / LOCKHEED MARTIN CORP - SC 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. |
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| June 1, 2023 |
Exhibit 99.6 AGREEMENT REGARDING THE JOINT FILING OF SCHEDULE 13D The undersigned hereby agree as follows: (1)They are jointly fling this Schedule 13D and any amendments thereto; (2)Each of them is individually eligible to use the Schedule 13D to which this Exhibit is attached, and such Schedule 13D is filed on behalf of each of them; and (3)Each of them is responsible for the timely filing of suc |
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| May 30, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 24, 2023 TERRAN ORBITAL CORPORATION (Exact name of Registrant as Specified in Its Charter) Delaware 001-40170 98-1572314 (State or Other Jurisdiction of Incorporation) (Commission |
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| May 30, 2023 |
Exhibit 4.1 COMMON STOCK PURCHASE WARRANT Terran Orbital Corporation Warrant Shares: Initial Exercise Date: , 2023 Issue Date: May , 2023 THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after , 20231 |
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| May 30, 2023 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of May 24, 2023, between Terran Orbital Corporation, a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”). WHEREAS, subject to the terms and condition |
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| May 30, 2023 |
Exhibit 4.2 PRE-FUNDED COMMON STOCK PURCHASE WARRANT Terran Orbital Corporation Warrant Shares: Initial Exercise Date: May , 2023 THIS PRE-FUNDED COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the d |
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| May 30, 2023 |
Form of Placement Agent Warrant Exhibit 4.3 PLACEMENT AGENT COMMON STOCK PURCHASE WARRANT Terran Orbital Corporation Warrant Shares: Initial Exercise Date: November 30, 2023 Issue Date: May 30, 2023 THIS PLACEMENT AGENT COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafte |
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| May 30, 2023 |
Terran Orbital Announces $37.1 Million Registered Direct Offering Exhibit 99.1 Terran Orbital Announces $37.1 Million Registered Direct Offering BOCA RATON, Fla., May 25, 2023 – Terran Orbital Corporation (NYSE: LLAP) (“Terran Orbital” or the “Company”), a global leader in satellite-based solutions primarily serving the aerospace and defense industries, today announced that it has entered into a definitive securities purchase agreement for the purchase and sale |
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| May 26, 2023 |
Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-271093 PROSPECTUS SUPPLEMENT (To Prospectus dated April 18, 2023) 16,000,000 Shares of Common Stock Common Warrants to Purchase up to 29,000,000 Shares of Common Stock Pre-Funded Warrants to Purchase up to 13,000,000 Shares of Common Stock Placement Agent Warrants to Purchase up to 2,030,000 Shares of Common Stock Up to 44,030 |
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| May 15, 2023 |
Exhibit 10.2 EMPLOYMENT AGREEMENT Terran Orbital Corporation (the “Company”) and Gary A. Hobart (“Executive”) (collectively, the “Parties”) agree to enter into this Employment Agreement (“Agreement”), effective as of March 31, 2021 (“Effective Date”), as follows: 1. Employment The Company hereby agrees to employ Executive, and Executive hereby agrees to be employed by the Company, upon the terms a |
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| May 15, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 15, 2023 TERRAN ORBITAL CORPORATION (Exact name of Registrant as Specified in Its Charter) Delaware 001-40170 98-1572314 (State or Other Jurisdiction of Incorporation) (Commission |
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| May 15, 2023 |
Terran Orbital Reports First Quarter 2023 Financial Results Exhibit 99.1 Terran Orbital Reports First Quarter 2023 Financial Results • $28.2 million first quarter 2023 revenues, up 115% year over year • Over $2.5 billion and with a record 360 satellites in backlog as of quarter end • Announcing a new $87 million constellation order • Guiding FY2023 revenue in excess of $250 million BOCA RATON, Fla., May 15, 2023 – Terran Orbital Corporation (NYSE: LLAP) (" |
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| May 15, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ROC UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-40170 TERRAN ORBITAL CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 98-1572314 (State or other jurisdiction of incorporation or organization) (I. |
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| May 5, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 1, 2023 TERRAN ORBITAL CORPORATION (Exact name of Registrant as Specified in Its Charter) Delaware 001-40170 98-1572314 (State or Other Jurisdiction of Incorporation) (Commission |
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| May 5, 2023 |
Amended and Restated Certificate of Incorporation AMENDED & RESTATED CERTIFICATE OF INCORPORATION OF TERRAN ORBITAL CORPORATION Terran Orbital Corporation, a corporation organized and existing under and by virtue of the provisions of to the General Corporation Law of the State of Delaware (the “DGCL”), DOES HEREBY CERTIFY: FIRST: That the name of the Corporation is Terran Orbital Corporation (hereinafter called the “Corporation”) and that the Corporation was originally incorporated pursuant to the General Corporation Law of the State of Delaware (the “DGCL”) on November 18, 2020 under the name “Tailwind Two Acquisition Corp. |
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| May 3, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A (Amendment No. 2)* Under the Securities Exchange Act of 1934 Terran Orbital Corporation (Name of Issuer) Common Stock, par value $0.0001 per share (Titles of Class of Securities) 88105P103 (CUSIP Number) April 20, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate |
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| April 28, 2023 |
Filed Pursuant to Rule 424(b)(3) Registration Number: 333-264447 PROSPECTUS Terran Orbital Corporation Up to 106,560,152 Shares of Common Stock Up to 78,000 Warrants to Purchase Shares of Common Stock at $11. |
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| April 25, 2023 |
As filed with the Securities and Exchange Commission on April 25, 2023 As filed with the Securities and Exchange Commission on April 25, 2023 Registration No. |
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| April 25, 2023 |
Exhibit 107.1 Calculation of Filing Fee Tables Post-effective Amendment No. 1 to Form S-1 (Form Type) Terran Orbital Corporation (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities* Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered(1) Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate A |
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| April 14, 2023 |
April 14, 2023 Via EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N. |
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| April 13, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State |
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| April 3, 2023 |
Form of Debt Security (included in Exhibit 4.3 hereto) EX-4.3 Exhibit 4.3 TERRAN ORBITAL CORPORATION to [•] Trustee INDENTURE Dated as of [•], 20[•] DEBT SECURITIES TERRAN ORBITAL CORPORATION Certain Sections of this Indenture relating to Sections 310 through 318, inclusive, of the Trust Indenture Act of 1939 Trust Indenture Act Section Indenture Section Section 310(a)(1) 609 (a)(2) 609 (a)(3) Not Applicable (a)(4) Not Applicable (b) 608 Section 311(a |
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| April 3, 2023 |
As filed with the Securities and Exchange Commission on April 3, 2023 Form S-3 Table of Contents As filed with the Securities and Exchange Commission on April 3, 2023 Registration No. |
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| April 3, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| April 3, 2023 |
Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) Terran Orbital Corporation (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered (1) Proposed Maximum Offering Price Per Unit (2) Maximum Aggregate Offering Price (3) Fee Rate Amount of Registration Fee Equity Common Stock, par value $0. |
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| March 23, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number 001-40170 TERRAN ORBITAL |
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| March 23, 2023 |
Terran Orbital Corporation Up to 27,714,791 Shares of Common Stock Form 424(b)(3) Filed pursuant to Rule 424(b)(3) Registration No. 333-266074 PROSPECTUS SUPPLEMENT (to Prospectus dated July 15, 2022) Terran Orbital Corporation Up to 27,714,791 Shares of Common Stock This prospectus supplement supplements the prospectus dated July 15, 2022 (as supplemented, the “Prospectus”), which forms a part of our registration statement on Form S-1 (No. 333-266074). This pros |
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| March 23, 2023 |
List of Subsidiaries of Terran Orbital Corporation Exhibit 21.1 List of Subsidiaries of Terran Orbital Corporation Name Jurisdiction Orbital Networks AS Norway PredaSAR Corporation Delaware United States Terran Orbital Operating Corporation Delaware United States Tyvak International S.R.L. Italy Tyvak Nano-Satellite Systems, Inc. Delaware United States |
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| March 23, 2023 |
Form 424(b)(3) Filed pursuant to Rule 424(b)(3) Registration No. 333-264447 PROSPECTUS SUPPLEMENT (to Prospectus dated June 23, 2022) Terran Orbital Corporation Up to 140,155,860 Shares of Common Stock Up to 7,800,000 Warrants to Purchase Shares of Common Stock at $11.50 per Share Up to 11,055,606 Warrants to Purchase Shares of Common Stock at $10.00 per Share Up to 19,299,960 Shares of Common Sto |
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| March 23, 2023 |
Exhibit 4.6 DESCRIPTION OF TERRAN ORBITAL INC.’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 Authorized Capitalization General The total amount of Terran Orbital Corporation’s authorized share capital consists of 300,000,000 shares of our common stock, par value $0.0001 per share (the “Common Stock) and 50,000,000 shares of Terran Orbital Corporation’s prefe |
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| March 23, 2023 |
CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY “[***]”, HAS BEEN OMITTED BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL Exhibit 10. |
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| March 21, 2023 |
Terran Orbital Reports Full Year 2022 Financial Results and Another Year of Record Revenues Exhibit 99.1 Terran Orbital Reports Full Year 2022 Financial Results and Another Year of Record Revenues • Record 2022 revenues of $94.2 million, an increase of 130% • Recently awarded record 300 satellite, $2.4 billion constellation from Rivada Space Networks • Commissioning Irvine expansion in 2023 to bring capacity up to 250 satellites per year • Announcing additional Irvine expansion to be onl |
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| March 21, 2023 |
Terran Orbital Corporation Up to 27,714,791 Shares of Common Stock 424B3 Filed pursuant to Rule 424(b)(3) Registration No. 333-266074 PROSPECTUS SUPPLEMENT (to Prospectus dated July 15, 2022) Terran Orbital Corporation Up to 27,714,791 Shares of Common Stock This prospectus supplement supplements the prospectus dated July 15, 2022 (as supplemented, the “Prospectus”), which forms a part of our registration statement on Form S-1 (No. 333-266074). This prospectus su |
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| March 21, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 21, 2023 TERRAN ORBITAL CORPORATION (Exact name of Registrant as Specified in Its Charter) Delaware 001-40170 98-1572314 (State or Other Jurisdiction of Incorporation) (Commissi |
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| March 21, 2023 |
424B3 Filed pursuant to Rule 424(b)(3) Registration No. 333-264447 PROSPECTUS SUPPLEMENT (to Prospectus dated June 23, 2022) Terran Orbital Corporation Up to 140,155,860 Shares of Common Stock Up to 7,800,000 Warrants to Purchase Shares of Common Stock at $11.50 per Share Up to 11,055,606 Warrants to Purchase Shares of Common Stock at $10.00 per Share Up to 19,299,960 Shares of Common Stock Underl |
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| March 13, 2023 |
LLAP / Terran Orbital Corp - Class A / Williams Austin Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Terran Orbital Corporation (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 88105P103 (CUSIP NUMBER) Austin Williams 305 Avenida San Pablo, San Clemente, CA 92672 480-227-1113 (Name, Address and Telephone Number |
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| February 24, 2023 |
Form 424(b)(3) Filed pursuant to Rule 424(b)(3) Registration No. 333-264447 PROSPECTUS SUPPLEMENT (to Prospectus dated June 23, 2022) Terran Orbital Corporation Up to 140,155,860 Shares of Common Stock Up to 7,800,000 Warrants to Purchase Shares of Common Stock at $11.50 per Share Up to 11,055,606 Warrants to Purchase Shares of Common Stock at $10.00 per Share Up to 19,299,960 Shares of Common Sto |
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| February 24, 2023 |
Terran Orbital Corporation Up to 27,714,791 Shares of Common Stock Form 424(b)(3) Filed pursuant to Rule 424(b)(3) Registration No. 333-266074 PROSPECTUS SUPPLEMENT (to Prospectus dated July 15, 2022) Terran Orbital Corporation Up to 27,714,791 Shares of Common Stock This prospectus supplement supplements the prospectus dated July 15, 2022 (the “Prospectus”), which forms a part of our registration statement on Form S-1 (No. 333-266074). This prospectus supplement |
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| February 22, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (date of earliest event reported): February 21, 2023 TERRAN ORBITAL CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-40170 98-1572314 (State or other jurisdiction of incorporation) (Commi |
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| February 22, 2023 |
Terran Orbital Wins $2.4 Billion Contract to Build 300 Satellites for Rivada Space Networks EX-99.1 Exhibit 99.1 Terran Orbital Wins $2.4 Billion Contract to Build 300 Satellites for Rivada Space Networks BOCA RATON, Fla., Feb. 22, 2023 – Terran Orbital Corporation (NYSE: LLAP), (“Terran Orbital” or “the Company”), a global leader in satellite-based solutions, today announced its wholly-owned subsidiary, Tyvak Nano-Satellite Systems, Inc. (“Tyvak”), has been awarded a $2.4 billion contra |
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| February 14, 2023 |
LLAP / Terran Orbital Corp - Class A / GLAZER CAPITAL, LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 Terran Orbital Corporation (Name of Issuer) Common stock, par value $0.0001 per share (Title of Class of Securities) 88105P103 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuan |
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| February 14, 2023 |
LLAP / Terran Orbital Corp - Class A / NOMURA HOLDINGS INC - SC 13 G/A Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Terran Orbital Corporation** (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 88105P103 (CUSIP Number) December 31, 2022 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designa |
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| February 13, 2023 |
SC 13G/A 1 d465773dsc13ga.htm SC 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1)* Terran Orbital Corporation (Name of Issuer) Common Stock (Title of Class of Securities) 88105P103 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the |
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| February 13, 2023 |
LLAP / Terran Orbital Corp - Class A / Beryl Capital Management LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Terran Orbital Corporation (Name of Issuer) Common Stock, par value $0.0001 (Title of Class of Securities) 88105P103 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule |
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| February 13, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1)* Terran Orbital Corporation (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 88105P103 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the Appropriate Box to Designate |
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| February 10, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A (Amendment No. 1)* Under the Securities Exchange Act of 1934 Terran Orbital Corporation (Name of Issuer) Common Stock, par value $0.0001 per share (Titles of Class of Securities) 88105P103 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to design |
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| February 3, 2023 |
LLAP / Terran Orbital Corp - Class A / Tailwind Two Sponsor LLC - SC 13G/A Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1)* Terran Orbital Corporation (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 88105P103 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the Appropriate Box to Designate |
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| November 17, 2022 |
Terran Orbital Corporation Up to 27,714,791 Shares of Common Stock Filed pursuant to Rule 424(b)(3) Registration No. 333-266074 PROSPECTUS SUPPLEMENT (to Prospectus dated July 15, 2022) Terran Orbital Corporation Up to 27,714,791 Shares of Common Stock This prospectus supplement supplements the prospectus dated July 15, 2022 (the ?Prospectus?), which forms a part of our registration statement on Form S-1 (No. 333-266074). This prospectus supplement is being filed |
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| November 17, 2022 |
Filed pursuant to Rule 424(b)(3) Registration No. 333-264447 PROSPECTUS SUPPLEMENT (to Prospectus dated June 23, 2022) Terran Orbital Corporation Up to 140,155,860 Shares of Common Stock Up to 7,800,000 Warrants to Purchase Shares of Common Stock at $11.50 per Share Up to 11,055,606 Warrants to Purchase Shares of Common Stock at $10.00 per Share Up to 19,299,960 Shares of Common Stock Underlying W |
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| November 10, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ROC UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-40170 TERRAN ORBITAL CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 98-1572314 (State or other jurisdiction of incorporation or organization) (I. |
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| November 9, 2022 |
Exhibit 99.1 Terran Orbital Reports Third Quarter 2022 Financial Results Including Another Quarter of Record Revenue BOCA RATON, Fla., November 9, 2022 – Terran Orbital Corporation (NYSE: LLAP) ("Terran Orbital" or the "Company"), a leading manufacturer of small satellites primarily serving the United States aerospace and defense industry, today announced financial results and operational highligh |
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| November 9, 2022 |
Joint Filing Agreement, dated November Exhibit 99.1 AGREEMENT REGARDING THE JOINT FILING OF SCHEDULE 13D The undersigned hereby agree as follows: (1)Each of them is individually eligible to use the Schedule 13D to which this Exhibit is attached, and such Schedule 13D is filed on behalf of each of them; and (2)Each of them is responsible for the timely filing of such Schedule 13D and any amendments thereto, and for the completeness and |
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| November 9, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 9, 2022 TERRAN ORBITAL CORPORATION (Exact name of Registrant as Specified in Its Charter) Delaware 001-40170 98-1572314 (State or Other Jurisdiction of Incorporation) (Commis |
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| November 9, 2022 |
LLAP / Terran Orbital Corp - Class A / LOCKHEED MARTIN CORP - SC 13D Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. |
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| October 31, 2022 |
Exhibit 10.3 EIGHTH AMENDMENT TO NOTE PURCHASE AGREEMENT THIS EIGHTH AMENDMENT TO NOTE PURCHASE AGREEMENT (this “Amendment”), dated as of October 31, 2022, is entered into by and among TERRAN ORBITAL OPERATING CORPORATION, a Delaware corporation (the “Issuer”), the Guarantors (as defined in the Note Purchase Agreement referred to below) identified on the signature pages hereof, the purchasers iden |
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| October 31, 2022 |
Filed pursuant to Rule 424(b)(3) Registration No. 333-264447 PROSPECTUS SUPPLEMENT (to Prospectus dated June 23, 2022) Terran Orbital Corporation Up to 140,155,860 Shares of Common Stock Up to 7,800,000 Warrants to Purchase Shares of Common Stock at $11.50 per Share Up to 11,055,606 Warrants to Purchase Shares of Common Stock at $10.00 per Share Up to 19,299,960 Shares of Common Stock Underlying W |
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| October 31, 2022 |
Exhibit 10.1 CONVERTIBLE NOTE AND WARRANT PURCHASE AGREEMENT Dated as of October 31, 2022 among TERRAN ORBITAL CORPORATION, as the Issuer, The Guarantors from time to time party hereto, The Purchasers from time to time party hereto and U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, as Collateral Agent Table of Contents Page Article I DEFINITIONS AND ACCOUNTING TERMS 1 1.01 Defined Terms 1 1.02 Oth |
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| October 31, 2022 |
Exhibit 4.2 FORM OF WARRANT THE ISSUANCE OF THIS WARRANT AND THE UNDERLYING SECURITIES HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR UNDER THE SECURITIES LAWS OF ANY STATE AND HAVE BEEN ACQUIRED FOR INVESTMENT AND NOT WITH A VIEW TO, OR IN CONNECTION WITH, THE SALE OR DISTRIBUTION THEREOF. NO TRANSFER MAY BE EFFECTED WITHOUT AN EFFECTIVE REGISTRAT |
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| October 31, 2022 |
Terran Orbital Corporation Up to 27,714,791 Shares of Common Stock Filed pursuant to Rule 424(b)(3) Registration No. 333-266074 PROSPECTUS SUPPLEMENT (to Prospectus dated July 15, 2022) Terran Orbital Corporation Up to 27,714,791 Shares of Common Stock This prospectus supplement supplements the prospectus dated July 15, 2022 (the ?Prospectus?), which forms a part of our registration statement on Form S-1 (No. 333-266074). This prospectus supplement is being filed |
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| October 31, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 31, 2022 TERRAN ORBITAL CORPORATION (Exact name of Registrant as Specified in Its Charter) Delaware 001-40170 98-1572314 (State or Other Jurisdiction of Incorporation) (Commis |
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| October 31, 2022 |
Exhibit 10.2 REDACTED Pursuant to Item 601(b)(10) of Regulation S-K, certain information, indicated by [*****], has been excluded from this exhibit because it is both (i) not material and (ii) the type of information that the company ordinarily treats as private and confidential. 2022 STRATEGIC COOPERATION AGREEMENT THIS 2022 STRATEGIC COOPERATION AGREEMENT (this “Agreement”) is entered into and e |
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| October 31, 2022 |
Exhibit 99.1 Terran Orbital Receives $100 Million Investment from Lockheed Martin Investment will fund expansion of Terran Orbital’s advanced manufacturing capabilities BOCA RATON, Fla., October 31, 2022 – Terran Orbital Corporation (NYSE: LLAP), a global leader in satellite-based solutions primarily serving the United States and Allied aerospace and defense industries, announced that it has enter |
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| October 31, 2022 |
Exhibit 10.5 EXECUTION VERSION First Lien/Second Lien Intercreditor Agreement Table of Contents Page 1. LIEN PRIORITIES 5 1.1 Seniority Of Liens Securing First Lien Obligations 5 1.2 No Payment Subordination; No Prohibitions on Equity Conversions or Exercise of Warrants 6 1.3 First Lien Obligations And Second Lien Obligations 7 1.4 First Lien Cap 7 1.5 First And Second Lien Collateral To Be Identi |
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| October 31, 2022 |
Exhibit 4.1 FORM OF CONVERTIBLE NOTE THIS NOTE AND THE SHARES ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND MAY NOT BE SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT, OR AN EXEMPTION FROM REGISTRATION, UNDER SAID ACT. THIS NOTE, THE SHARES ISSUABLE UPON CONVERSION OF THIS NOTE AND THE RIGHTS AND OBLIGATIONS EVIDENCED H |
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| October 31, 2022 |
Exhibit 10.4 AMENDMENT NO. 3 TO NOTE PURCHASE AGREEMENT This AMENDMENT NO. 3 TO NOTE PURCHASE AGREEMENT (this “Amendment”), dated as of October 31, 2022, is entered into by and among TERRAN ORBITAL OPERATING CORPORATION, a Delaware corporation (the “Issuer”), TERRAN ORBITAL CORPORATION (f/k/a Tailwind Two Acquisition Corp.), a Delaware corporation (“Parent”), and the other Guarantors (as defined i |
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| August 10, 2022 |
Form of Terran Orbital Corporation 2021 Omnibus Incentive Plan Substitute Stock Option Agreement Exhibit 10.19 TERRAN ORBITAL CORPORATION 2021 OMNIBUS INCENTIVE PLAN SUBSTITUTE STOCK OPTION AGREEMENT Terran Orbital Corporation, a Delaware corporation (together with any successor thereto, the ?Company?), has granted to the Participant (named below) this option (this ?Option?) pursuant to the terms of the Company?s 2021 Omnibus Incentive Plan (as may be amended or restated from time to time, th |
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| August 10, 2022 |
Exhibit 10.22 RESTRICTED STOCK AWARD AGREEMENT UNDER THE TERRAN ORBITAL CORPORATION 2021 OMNIBUS INCENTIVE PLAN Name of Grantee: No. of Shares: Grant Date: Pursuant to the Terran Orbital Corporation 2021 Omnibus Incentive Plan (as may be amended from time to time, the ?Plan?), Terran Orbital Corporation (together with any successor thereto, the ?Company?) hereby grants to a Restricted Stock Award |
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| August 10, 2022 |
Today’s Presenters Marc Bell, Co-founder, Chairman, and CEO Gary Hobart, Chief Financial Officer Investor Presentation 10 August 2022 Small Satellites. Big Solutions. Exhibit 99.1 Forward-looking statements This presentation contains, and the officers and representatives of Terran Orbital Corporation (the ?Company?) may from time to time make other public written and verbal announcements that contain, ?forward-looking statements? for purposes of the federal securities laws. We intend such for |
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| August 10, 2022 |
Exhibit 10.20 TERRAN ORBITAL CORPORATION NOTICE OF GRANT OF SUBSTITUTE RESTRICTED STOCK UNITS (U.S. Participants) Terran Orbital Corporation (f/k/a Tailwind Two Acquisition Corp.), a Delaware corporation (together with any successor thereto, the ?Company?), has granted to the Participant (named below) this award of Restricted Stock Units (this ?Award?) pursuant to the terms of the Company?s 2021 O |
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| August 10, 2022 |
Exhibit 10.21 TERRAN ORBITAL CORPORATION NOTICE OF GRANT OF SUBSTITUTE RESTRICTED STOCK UNITS (Retention RSUs) (U.S. Participants - $[11.00/13.00] Share Price Hurdle) Terran Orbital Corporation (f/k/a Tailwind Two Acquisition Corp.), a Delaware corporation (together with any successor thereto, the ?Company?), has granted to the Participant (named below) this award of Restricted Stock Units (this ? |
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| August 10, 2022 |
Terran Orbital Corporation Up to 27,714,791 Shares of Common Stock Filed pursuant to Rule 424(b)(3) Registration No. 333-266074 PROSPECTUS SUPPLEMENT (to Prospectus dated July 15, 2022) Terran Orbital Corporation Up to 27,714,791 Shares of Common Stock This prospectus supplement supplements the prospectus dated July 15, 2022 (the ?Prospectus?), which forms a part of our registration statement on Form S-1 (No. 333-266074). This prospectus supplement is being filed |
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| August 10, 2022 |
Exhibit 10.5 SECOND AMENDMENT TO INVESTOR RIGHTS AGREEMENT This SECOND AMENDMENT TO THE INVESTOR RIGHTS AGREEMENT (this ?Amendment?), dated as of May 31, 2022 (the ?Effective Date?), is made by and among Tailwind Two Acquisition Corp. (the ?Company?), Terran Orbital Corporation, and the investors party thereto party to that certain Investor Rights Agreement dated as of October 28, 2021 (as amended |
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| August 10, 2022 |
Filed pursuant to Rule 424(b)(3) Registration No. 333-264447 PROSPECTUS SUPPLEMENT (to Prospectus dated June 23, 2022) Terran Orbital Corporation Up to 140,155,860 Shares of Common Stock Up to 7,800,000 Warrants to Purchase Shares of Common Stock at $11.50 per Share Up to 11,055,606 Warrants to Purchase Shares of Common Stock at $10.00 per Share Up to 19,299,960 Shares of Common Stock Underlying W |
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| August 10, 2022 |
Exhibit 10.27 INCENTIVE STOCK OPTION AGREEMENT UNDER THE TERRAN ORBITAL CORPORATION 2021 OMNIBUS INCENTIVE PLAN Name of Optionee: No. of Option Shares: Option Exercise Price per Share: $ [FMV on Grant Date (110% of FMV if a 10% owner)] Grant Date: Expiration Date: [No more than 10 years (5 years if a 10% owner)] Pursuant to the Terran Orbital Corporation 2021 Omnibus Incentive Plan (as may be amen |
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| August 10, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ROC UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-40170 TERRAN ORBITAL CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 98-1572314 (State or other jurisdiction of incorporation or organization) (I. |
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| August 10, 2022 |
Exhibit 10.24 RESTRICTED STOCK UNIT AWARD AGREEMENT FOR COMPANY EMPLOYEES UNDER the Terran Orbital Corporation 2021 Omnibus INCENTIVE PLAN Name of Grantee: No. of Restricted Stock Units: Grant Date: Pursuant to the Terran Orbital Corporation 2021 Omnibus Incentive Plan (as may be amended from time to time, the ?Plan?), Terran Orbital Corporation (together with any successor thereto, the ?Company?) |
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| August 10, 2022 |
Exhibit 10.23 RESTRICTED STOCK UNIT AWARD AGREEMENT FOR NON-EMPLOYEE DIRECTORS UNDER the Terran Orbital Corporation 2021 Omnibus INCENTIVE PLAN Name of Grantee: No. of Restricted Stock Units: Grant Date: Pursuant to the Terran Orbital Corporation 2021 Omnibus Incentive Plan (as may be amended from time to time, the ?Plan?), Terran Orbital Corporation (together with any successor thereto, the ?Comp |
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| August 10, 2022 |
Exhibit 10.26 RESTRICTED STOCK UNIT AWARD AGREEMENT FOR COMPANY EMPLOYEES UNDER the Terran Orbital Corporation 2021 Omnibus INCENTIVE PLAN (Retention RSUs) Name of Grantee: No. of Restricted Stock Units: Grant Date: Expiration Date: March 25, 2027 Pursuant to the Terran Orbital Corporation 2021 Omnibus Incentive Plan (as may be amended from time to time, the ?Plan?), Terran Orbital Corporation (to |
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| August 10, 2022 |
Exhibit 10.29 NONQUALIFIED STOCK OPTION AGREEMENT FOR COMPANY EMPLOYEES UNDER the Terran Orbital Corporation 2021 Omnibus INCENTIVE PLAN Name of Optionee: No. of Option Shares: Option Exercise Price per Share: $ [FMV on Grant Date] Grant Date: Expiration Date: [No more than 10 years] Pursuant to the Terran Orbital Corporation 2021 Omnibus Incentive Plan (as may be amended from time to time, the ?P |
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| August 10, 2022 |
Exhibit 10.25 RESTRICTED STOCK UNIT AWARD AGREEMENT FOR Consultants UNDER the Terran Orbital Corporation 2021 Omnibus INCENTIVE PLAN Name of Grantee: No. of Restricted Stock Units: Grant Date: Pursuant to the Terran Orbital Corporation 2021 Omnibus Incentive Plan (as may be amended from time to time, the ?Plan?), Terran Orbital Corporation (together with any successor thereto, the ?Company?) hereb |
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| August 10, 2022 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 10, 2022 TERRAN ORBITAL CORPORATION (Exact name of Registrant as Specified in Its Charter) Delaware 001-40170 98-1572314 (State or Other Jurisdiction of Incorporation) (Commiss |
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| August 10, 2022 |
Exhibit 10.28 NONQUALIFIED STOCK OPTION AGREEMENT FOR NON-EMPLOYEE directorS UNDER the Terran Orbital Corporation 2021 Omnibus INCENTIVE PLAN Name of Optionee: No. of Option Shares: Option Exercise Price per Share: $ [FMV on Grant Date] Grant Date: Expiration Date: [No more than 10 years] Pursuant to the Terran Orbital Corporation 2021 Omnibus Incentive Plan (as may be amended from time to time, t |
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| August 9, 2022 |
Terran Orbital Reports Record Breaking Second Quarter 2022 Financial Results Exhibit 99.1 Terran Orbital Reports Record Breaking Second Quarter 2022 Financial Results BOCA RATON, Fla., August 9, 2022 ? Terran Orbital Corporation (NYSE: LLAP) ("Terran Orbital" or the "Company"), a leading small satellite manufacturer primarily serving the United States aerospace and defense industry, today announced financial results and operational highlights for the three and six months e |
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| August 9, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 9, 2022 TERRAN ORBITAL CORPORATION (Exact name of Registrant as Specified in Its Charter) Delaware 001-40170 98-1572314 (State or Other Jurisdiction of Incorporation) (Commissi |
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| July 22, 2022 |
Filed pursuant to Rule 424(b)(7) Registration No. 333-264447 PROSPECTUS SUPPLEMENT (to Prospectus dated June 23, 2022) Terran Orbital Corporation Up to 140,155,860 Shares of Common Stock Up to 7,800,000 Warrants to Purchase Shares of Common Stock at $11.50 per Share Up to 11,055,606 Warrants to Purchase Shares of Common Stock at $10.00 per Share Up to 19,299,960 Shares of Common Stock Underlying W |
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| July 22, 2022 |
LLAP / Terran Orbital Corp - Class A / PREVITE ANTHONY - SC 13D/A Activist Investment SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* Terran Orbital Corporation (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 88105P103 (CUSIP NUMBER) Estate of Anthony L. Previte c/o Terran Orbital Corporation 6800 Broken Sound Parkway NW, Suite 200 Boc |
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| July 15, 2022 |
Terran Orbital Corporation Up to 27,714,791 Shares of Common Stock Table of Contents Index to Financial Statements Filed Pursuant to Rule 424(b)(3) Registration No. |
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| July 14, 2022 |
July 14, 2022 VIA EDGAR U.S. Securities and Exchange Commission 100 F Street, NE Washington, DC 20549-3233 Attention: Patrick Fullem Re: Acceleration Request for Terran Orbital Corporation Registration Statement on Form S-1 Filed July 8, 2022 File No. 333-266074 To Whom It May Concern: Pursuant to Rule 461 under the Securities Act of 1933, as amended, Terran Orbital Corporation (the ?Company?) her |
