Intuitive Machines Announces Goonhilly Acquisition; Buys COMSAT for $10M

What Happened

• Intuitive Machines, Inc. (via its wholly owned subsidiary Intuitive Machines, LLC) filed an 8-K on August 3, 2026 announcing the closing of the previously disclosed Goonhilly Acquisition.
• Buyer entered into a Membership Interest Purchase Agreement (MIPA) on August 3, 2026 to acquire all membership interests of COMSAT LLC (formerly Goonhilly Inc.) for a base cash purchase price of $10.0 million plus reimbursement of expenses, subject to post‑closing adjustments (cash, debt, working capital and specified capital expenditures, including a true‑up).
• Pursuant to the Share Purchase Agreement dated May 14, 2026, Buyer also acquired Goonhilly Earth Station Limited (U.K.), with aggregate U.K. consideration of £37.0 million split equally between cash and stock; the stock portion consisted of 960,649 shares of the Company’s Class A common stock. The U.K. consideration is subject to post‑closing adjustments. A press release dated August 3, 2026 announcing consummation was furnished as Exhibit 99.1.

Key Details

• COMSAT LLC purchase price: $10.0 million base cash + expense reimbursement; subject to adjustments and post‑closing true‑up.
• Goonhilly UK consideration: £37.0 million total, split 50% cash / 50% stock.
• Stock issued: 960,649 shares of Intuitive Machines Class A common stock (par value $0.0001).
• Relevant dates: SPA signed May 14, 2026; MIPA and closing occurred August 3, 2026.

Why It Matters

• These transactions expand Intuitive Machines’ ground station and satellite communications capabilities by adding the Goonhilly group’s U.K. and U.S. operations.
• The deal involves both cash and equity consideration (including issuance of nearly 961k Class A shares), which affects the company’s cash position and share count; final cash/stock amounts may change due to agreed post‑closing adjustments.
• For investors, the filing confirms the acquisition is complete and provides concrete transaction terms to assess potential operational and financial impacts (integration, capital needs, and dilution risk).