- Space Forge, of Cardiff, builds satellites to grow semiconductor crystal in orbit and bring it back to Earth.
- On 14 May 2025 it announced a £22.6m (about $30m) Series A led by the NATO Innovation Fund, with a UK national-security fund, a climate fund and public funds.
- Companies House shows the first and largest allotment on 11 July 2024, ten months before the announcement.
- About £7.95m, 37% of the value allotted on our calculation, came from 2023 convertible loan notes. They converted at £178.94424 a share, exactly 80% of the £223.6803 cash price.
- The allotments add up to £21.40m (about $28.4m). We could not reconcile that with the £22.6m announced.
- Three investors can require the company to buy back their shares for £1.00 in total if holding them would harm their reputation.
The problem
A company that grows chip material on a satellite asks an investor to understand two industries. A space fund knows spacecraft, a semiconductor investor knows materials, and a generalist sees both risks. Space Forge's chief executive, Joshua Western, put it plainly in June 2024: "Occupying the domains of semiconductor manufacturing and spacecraft production is complex".22
Then there is defence. The Telegraph reported that NATO called Space Forge a prime example of "dual-use" technologies, citing work with Northrop Grumman on chips for "more powerful radar systems".24 It is one report. We think it is enough to put the company before investment committees that screen for defence.
The money for that kind of company has grown. Dealroom and the NATO Innovation Fund put European defence, security and resilience venture funding at $5.2bn in 2024, up 30% in two years while the overall market fell 45%.41 In 2025 it was $8.7bn, with $2.9bn of it in the UK.42
A bigger pool does not tell a founder which part of it can write the cheque. Space Forge's register shows one answer.
The company
Space Forge Limited was incorporated on 29 October 2018 and is registered in Cardiff.1 Its founders, Joshua Western, the chief executive, and Andrew Bacon, the chief technology officer, both previously worked at Thales Alenia Space.2,25
It builds satellites called ForgeStar to grow semiconductor crystal using the microgravity, vacuum and temperatures of orbit.20 Its focus is wide-bandgap materials such as gallium nitride and silicon carbide.37 The plan is hybrid: "Space-grown seeds will be returned to Earth and scaled" at a centre in Swansea.37
Average staff rose from 34 in 2022 to 63 in 2024. Revenue is not public: the company files small-company accounts without a profit and loss account.15,16
Grants sit beside the equity. In November 2023 the UK Space Agency awarded £7.9m (about $10.5m) for a National Microgravity Research Centre.35 In June 2026 the European Space Agency added £10m (about $13.3m) for a heat shield called Pridwen.38
How it was financed before
The first money was small. In May 2020 the Development Bank of Wales, the Bristol Private Equity Club and Innovate UK put together a £600k package.34 A seed round led by Type One Ventures and SpaceFund followed in July 2021.33 By December 2021 the company called it a "$10.2 million" seed, co-led by SpaceFund, Type One and World Fund.32
Seed shares were priced at £91.9944 under an advance subscription agreement, then at £146.8931.8,9,13
In 2023 its ForgeStar-0 satellite was lost when Virgin Orbit's launch from Cornwall failed.24,25 During the same year the company issued convertible loan notes. At 31 December 2023 the accounts carried a debt component of £4,397,188 and an equity component of £888,726, about £5.29m together on our arithmetic.15 Cash at that date was £2.42m.15
The round as announced
On 14 May 2025 Space Forge announced "£22.6 million (c. $30 million) in Series A", "Led by NATO Innovation Fund".20 UKTN reported the same figure the next day.29 World Fund's copy says "$30 million".21
The money was "to accelerate the development of ForgeStar®-2" and to support the first in-orbit demonstration, ForgeStar-1, due to launch in 2025.20
The round in the filings
The NATO Innovation Fund named Space Forge among its first direct investments on 18 June 2024.22 Ten days later, on 28 June, the shareholders passed written resolutions. They authorised 44,423 Series A-1 preferred shares, 67,058 Series A-2 preferred shares and 36,257 ordinary shares, disapplied pre-emption and adopted new Articles.12,13
On 11 July 2024 the company allotted 53,647 Series A-2 shares for cash and 44,423 Series A-1 shares for "Non-cash consideration PURSUANT TO CONVERTIBLE LOAN NOTES".4,5 A further 2,006 A-2 shares followed in October 2024 and 4,471 on 16 January 2025.6,7
| Class | Price per share | Shares allotted | Value at that price (our calculation) |
|---|---|---|---|
| Series A-2 preferred, for cash | £223.6803 | 60,124 | £13.45m (about $17.9m) |
| Series A-1 preferred, from the notes | £178.94424 | 44,423 | £7.95m (about $10.6m) |
| Total | 104,547 | £21.40m (about $28.4m) |
The round closed in July 2024 and was topped up twice. No source we found says why the announcement waited ten months.
Who invested, and why each could
Holdings are from the register at 12 December 2025, with 301,051 shares in issue.11 Percentages and cheques are our calculation.
The NATO Innovation Fund, the lead
The fund describes itself as €1bn, "Backed by 24 NATO Allies", and investing "for up to 15 years".22 Space Forge was in its first batch of direct investments, with ARX Robotics, Fractile, iCOMAT and Isar Aerospace.22 It holds 35,765 Series A-2 shares: about £8.0m (about $10.6m), 11.9% of the company and 34.2% of the Series A. All of it was new cash.
Its partner Chris O'Connor said of founders that "early stage companies are completely overwhelmed and have no idea how to engage [government and defense] organizations".23
O'Connor sat on the board from 11 July 2024 to 21 May 2025. Trisha Saxena was appointed on 23 June 2025.2
World Fund, the climate fund
World Fund, based in Berlin, co-led the 2021 seed.32 It holds seed, A-1 and A-2 shares: 16.8% of the company, the largest institutional holding. Its A-2 cheque was about £2.0m and its notes converted into about £3.2m of A-1 shares.11
Its general partner, Daria Saharova, made a case of supply and energy: "Europe imports 80% of its chip supply", and it must be "produced sustainably".20 TechCrunch noted that "the emissions savings have yet to be proven at scale".25
The National Security Strategic Investment Fund
The UK government invests "in advanced technology firms through the National Security Strategic Investment Fund (NSSIF)" by way of British Technology Investments Limited, a company limited by guarantee.39,45 It holds 11,300 Series A-1 shares and nothing else: 3.8% of the company, converted from about £2.02m (about $2.7m) of the notes.10,11
So NSSIF's whole position came through the 2023 bridge. It took none of the 2024 cash. Its spokesperson tied the investment to "the ambitions of both the National Space and Semiconductor Strategies".20
The British Business Bank
The bank's earlier stake came through a partner, Newable, in the 2021 seed.32,40 Its holdings, now in British Business Investments Ltd, are 5.0% of the company.11 Its A-2 cheque was about £2.0m, matching the £2m the bank announced.26
The bank called it "the first deal under the Regional Angels Programme's new co-investment strategy". That strategy "is set to invest an average of £3m in follow-on funding to around four or five top-performing companies from the existing portfolio each year".26 On that description, the cheque was open to Space Forge because the bank was already in.
Innovation Investment Capital
This Cardiff Capital Region fund launched in November 2022 "with an initial £50 million from UK Government funds and Cardiff Capital Region". Space Forge was its fourth deal.27,28 It took 4,471 A-2 shares in January 2025, about £1.0m (about $1.3m), 1.5% of the company.7
The US space funds and the smaller names
Type One Ventures co-led the 2021 seed. Its vehicles hold seed shares and 7,135 A-1 shares, and no A-2 shares.11 Like NSSIF, it came into the round through the bridge.
The release also names Gaingels, SpaceVC, Unruly, Helium Three, Stellar and London Technology Club.20 No entity named Stellar or London Technology Club is on the register; they may sit inside a nominee or vehicle.11
Who did not
The Development Bank of Wales has backed the company since 2020 and holds earlier preferred shares and two fixed charges.3,11 It took no Series A shares and is not named in the release.20
The structure
Series A-2 is the cash. Series A-1 is the bridge, converted.
The notes converted at £178.94424, exactly 80.0% of £223.6803 on our arithmetic: a 20% discount to the new money. The FY2024 accounts confirm "the full amount was converted to shares".16
The converted value, £7.95m, is larger than the £5.29m carried at the end of 2023.15 Further notes in 2024, accrued interest, or both would explain it; the filings do not say which.
The Articles adopted on 28 June 2024 set the terms.13
- Preference. A-1 and A-2 rank first and equally. Each takes the greater of "1x the Issue Price" with any arrears, or its as-converted share. Seed preferred ranks second and the 2020 preferred shares third.
- Anti-dilution. A broad-based weighted average.
- Board. At most six directors. The NATO fund may name a director while it holds 15,399 equity shares or more. NSSIF's vehicle and World Fund may each name an observer.
- Reputational put. If NSSIF's vehicle, the NATO fund or World Fund decides "in its absolute discretion" that continuing to hold would be "prejudicial to its reputation", it may require the company to buy, or find a buyer for, its shares "for an aggregate price of £1.00".
- Sanctions. A shareholder who becomes a sanctioned person under UK, EU or other named regimes has its shares "automatically ... converted into Deferred Shares".
- Transfers. The NATO fund may transfer its shares free of pre-emption under "a letter agreement" with the company. The letter is not filed.
| Layer | Amount | Share |
|---|---|---|
| Secured debtTwo Development Bank of Wales charges; an Innovate UK loan from 2026 | not disclosed | — |
| Series A-2 preferredNATO Innovation Fund, World Fund, British Business Bank, Innovation Investment Capital and others; first | £13.45m cash | 46.5% |
| Series A-1 preferredThe 2023 bridge: World Fund, NSSIF, Type One, others; issued at £178.94424; first, with A-2 | £7.95m converted | 27.5% |
| Series Seed preferredWorld Fund, Type One, the British Business Bank's partner and others; second | about £7.52m at issue | 26% |
| 2020 preferred sharesDevelopment Bank of Wales and others; third | issued at £16.65 | 0% |
| Ordinary sharesFounders, 50,000 each, and others | not disclosed | — |
The numbers
The company did not publish a valuation. On issued shares only, ignoring options, the A-2 price gives these figures. They are our arithmetic.4,5,7,8,9
- Before the round: 196,504 shares, a pre-money value of £43.95m (about $58m).
- After the July 2024 close: 294,574 shares, £65.9m (about $87m).
- After January 2025: 301,051 shares, £67.3m (about $89m).
The A-2 price is 1.52 times the later seed price. Each founder held 50,000 ordinary shares, 25.4% of the company before the round and 16.6% after.10
The NATO fund has 34.2% of the Series A shares and World Fund 25.8%. The Articles define the "Investor Majority" as holders of a majority of the Series A shares.13 Neither has one alone; together they do.
The headline came in May 2025. The money had been on the register since July 2024.
What the filings show that the announcement did not
The timing and the bridge. The money arrived from July 2024 to January 2025, and 37% of it was 2023 notes converting at a discount. The release mentions neither.
The total. The allotments add up to £21.40m. The June 2024 authority covered £22.95m, and 6,934 authorised A-2 shares, worth £1.55m, had not been allotted by July 2026.12,19 Neither is £22.6m. The gap between £21.40m allotted and £22.6m announced, about £1.2m (about $1.6m), is unexplained.
The accounts. The FY2024 accounts show share premium rising by £20,230,669 in the year, against about £20.40m of shares allotted in 2024.16 We cannot reconcile the two from the filings.
What happened after
ForgeStar-1 launched on SpaceX's Transporter-14 in June 2025 and generated plasma in orbit that December.36,37 The Swansea centre opened in 2026.46
In September 2025 Scott White, founder of Pragmatic Semiconductor, became chair, which the company said "comes as Space Forge moves towards its Series B raise".30,31 By 20 October 2026 we had found no announcement of a completed Series B, and no allotment of preferred shares after January 2025.18,19,47
Other money came in meanwhile: ESA's £10m in June 2026, and an Innovate UK loan secured by a debenture on 2 October 2026.38,17 The loan amount is not in the debenture.
ForgeStar-0 was lost when Virgin Orbit's launch from Cornwall failed. The same year it issued convertible notes: £5.29m sat in the accounts at the year end, against £2.42m of cash.
The NATO Innovation Fund was making its first direct investments in June 2024. It led alone, with about £8.0m of new cash and a board seat.
A defence fund, a national-security fund, a climate fund and two public funds each bought the part of the company their rules cover.
£5.29m was carried at the end of 2023; £7.95m converted, 20% below the cash price. At the cash price the same shares were worth about £9.94m, on our arithmetic.
The NATO fund, World Fund and NSSIF's vehicle can require a buy-back for £1.00 in total if holding would harm their reputation.
£21.40m allotted, £22.95m authorised and £22.6m announced. We found nothing that reconciles them.
The notes ranked with the new cash and took a 20% discount. Model the conversion with its interest at the round price you fear, and settle the class early.
What we do not know
- How long the round took, and how many investors were approached.
- Who introduced Space Forge to the NATO fund.
- The bridge terms: interest, maturity, the discount mechanics and any notes issued in 2024.
- What the £22.6m counts, against £21.40m allotted and £22.95m authorised.
- The fully diluted valuation. The 36,257 authorised ordinary shares may be an option pool; the 2026 allotments at par are unexplained.12,18,19
- The NATO fund's letter agreement, and any side letters.
- Revenue, losses and cash burn.
- Who advised the company; no placement agent is named.
- The Innovate UK loan's size and terms.
What a founder can take from it
Founders in defence, dual-use and deep tech ask us three questions. Who will invest in a category many funds exclude? How do I avoid months of meetings with investors who cannot write the cheque? How is a lead found?
Who invests: those whose mandate names the risk. Every large holder here had a purpose that fitted part of the company. The NATO fund serves the Allies. NSSIF is government money for national security. World Fund bought supply and energy; the two public funds bought regional growth. In our view a founder should build the list from mandates, then from sector.
- Defence and dual use
- The Telegraph reported NATO calling Space Forge a prime example of dual-use technology.
- National security
- NSSIF invests for national security; the NATO fund for the Alliance's citizens.
- Chip supply
- World Fund: "Europe imports 80% of its chip supply". NSSIF cited the Semiconductor Strategy.
- Lower emissions
- World Fund wants chips "produced sustainably"; the savings are not yet proven at scale.
- Space
- NSSIF cited the National Space Strategy. The NATO fund's first batch also included Isar Aerospace.
Screen the mandate before the meeting. We think the first call to a fund should settle three things. Can it hold a company that sells to defence? Does it lead, and at what size? Can it put in new money, or only follow on? The British Business Bank's cheque came from a programme that follows on in its existing portfolio. The Development Bank of Wales, in since 2020, took no Series A shares. Neither shows in the headline.
Strategic and state investors bring something besides money. The NATO fund says its job is to help companies get their technology "adopted by our investors, the 24 member nations".24 For a dual-use company that is a sales route, and our read is that founders should ask how it works in practice.
A lead is often a fund that needs to invest. We do not know how the NATO fund came to lead. We know it was making its first direct investments in June 2024, and Space Forge was in that batch.22 At iCOMAT it co-led with 8VC; at ARX Robotics it was an existing investor.43,44 Here it led alone. Our view: a new fund with capital to commit and a mandate that fits is the likeliest lead for a company others find hard to place.
A bridge sets the terms for the round. Space Forge's 2023 notes converted at a 20% discount into a class that ranks with the new cash. The bridge was 37% of the value allotted. The converted amount was larger than the amount carried at the end of 2023. We think founders should model a bridge's conversion with its interest, and agree early how the converted class ranks.
Expect unusual terms from state-linked money. Three holders can require a buy-back for £1.00 in total if holding would harm their reputation.13 A sanctioned holder's shares become deferred shares. The NATO fund can transfer outside pre-emption. We read these as the price of state-linked and mission-led money: the investor needs an exit that does not depend on finding a buyer. A founder should expect them before the term sheet.
The money a hard company needs exists. It sits with the few investors whose rules were written for that company.
Method. Share allotments, registers and the Innovate UK debenture are read from the text layer of Companies House filings. The 2023 and 2024 accounts, the June 2024 resolutions, the SH10 and the Articles are scanned images that we read by optical character recognition, so a figure from them could carry a misread digit.14 Where possible we checked each against a second filing. Totals, cheques, holdings, the discount and the valuations are our arithmetic, not company figures. We converted sterling to US dollars at about $1.33 to £1, the rate implied by the company's own headline of £22.6m and "c. $30 million", for every date. We have not spoken to the company or its investors. Norvian Capital Partners has no relationship with any party in this case.
“The headline came in May 2025. The money had been on the register since July 2024.”
Sources
- SPACE FORGE LIMITED, company number 11646188: overview, Companies House, accessed 20 October 2026
- SPACE FORGE LIMITED: officers, Companies House, accessed 20 October 2026
- SPACE FORGE LIMITED: charges, Companies House, accessed 20 October 2026
- SH01, return of allotment of shares on 11 July 2024 (Series A-2), Companies House, filed 23 July 2024
- SH01, return of allotment of shares on 11 July 2024 (Series A-1, convertible loan notes), Companies House, filed 23 July 2024
- SH01, allotment 10 to 17 October 2024, Companies House, filed 28 October 2024
- SH01, allotment 16 January 2025, Companies House, filed 28 January 2025
- SH01, allotment 6 November 2021, Companies House, filed 28 January 2022
- SH01, allotment 17 December 2021 to 24 January 2022, Companies House, filed 11 February 2022
- CS01, confirmation statement made on 12 December 2024, with shareholder register, Companies House, filed 24 December 2024
- CS01, confirmation statement made on 12 December 2025, with shareholder register and transfers, Companies House, filed 6 January 2026
- Written resolutions passed on 28 June 2024 (RES10, RES13), Companies House, filed 19 July 2024
- Articles of Association of Space Forge Limited, adopted 28 June 2024, Companies House, filed 19 July 2024
- SH10, particulars of variation of rights attached to shares, Companies House, filed 6 August 2024
- Unaudited accounts for the year ended 31 December 2023, Companies House, filed 27 September 2024
- Unaudited accounts for the year ended 31 December 2024, Companies House, filed 28 September 2025
- MR01, registration of charge 116461880003 (Innovate UK Loans Limited, innovation loan debenture), Companies House, created 2 October 2026
- SH01, allotment 6 May 2026, Companies House, filed 11 May 2026
- SH01, allotment 16 July 2026, Companies House, filed 21 July 2026
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- Dealroom and NATO Innovation Fund: European Defence, Security & Resilience Startups Smash Record with $8.7B Raised in 2025, NATO Innovation Fund, 10 February 2026
- iCOMAT raises $22.5M financing led by 8VC and NATO Innovation Fund to automate composites manufacturing, BeBeez International, 5 June 2024
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- Forged on Earth: Space Forge's first year of terrestrial manufacturing, Space Forge, 14 October 2026
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Cite as: “Space Forge: a NATO-led Series A, allotted ten months before it was announced”, Norvian Review, 21 October 2026.
