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Spire Global, Inc.

For the period ended Jun 30, 2026. Filed Aug 13, 2026.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Jun 30, 2026 · Filed Aug 13, 2026

SPIR$8.65+12.2%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2026-03-31; filed 2026-05-14.

0001193125-26-222710

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2026-06-30; filed 2026-08-13.

0001193125-26-347865

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 130 previous paragraphs and 157 current paragraphs.

96 unchanged; 28 reworded; 27 added; 4 removed; 2 previous and 6 current paragraphs rearranged.

Tables are not compared: 15 previous and 15 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Added paragraphs (27)

Current report

We successfully established a satellite manufacturing facility in Munich to support sovereign space-based intelligence capabilities.

Current report

We signed a Memorandum of Understanding (MoU) with Schaeffler AG, with the intent to build a sovereign European space hardware and mission business before the end of this decade.

Current report

We signed a Memorandum of Understanding (MoU) with Diehl Defence, a leading German systems integrator for air defense and guided missile systems, to advance space-based early warning and reconnaissance capabilities.

Current report

We successfully shipped 10 satellites to Vandenberg Space Force Base in June for a subsequent launch in early July. As of July, we have launched 29 satellites across three missions in 2026.

Current report

Gain on Sale of a Business. The gain on the sale of our maritime business primarily reflects the excess of the sale proceeds over the net book value of the assets sold, net of transaction costs and other related adjustments.

Current report

Loss on Extinguishment of Debt. Loss on extinguishment of debt includes applicable premium, exit fee, legal fees, and other fees associated with the payoff of existing debt.

Current report

Total revenue decreased $1.1 million, or 6%, for the three months ended June 30, 2026, compared with the three months ended June 30, 2025. This decrease was primarily driven by a decrease in revenue of $3.4 million due to the Maritime Transaction, partially offset by an increase in revenue of $1.2 million from additional RFGL data purchases and an increase in revenue of $0.6 million from delivery of Space Service data to our customers.

Current report

Cost of revenue increased $2.1 million, or 21%, for the three months ended June 30, 2026, compared with the three months ended June 30, 2025. This increase was due to an increase of $1.7 million in personnel costs, an increase of $1.4 million in depreciation expense, and an increase of $0.3 million in professional fees, partially offset by a decrease of $1.4 million in satellite operations costs following the Maritime Transaction.

Current report

The increase in personnel costs was driven by higher R&D Services activity, which increased the proportion of salaries and benefits attributed to cost of revenue. The increase in depreciation expense is due to satellites in service.

Current report

Gross margin was 34% and 49% for the three months ended June 30, 2026 and 2025, respectively. The decrease was primarily driven by the increase in cost of revenue described above, as well as the impacts associated with the termination for convenience of a contract with the Canadian Space Agency to design and develop the WildFireSat constellation of satellites to monitor wildfires in Canada. We have a right to submit, and have submitted, a settlement proposal with respect to costs arising from the termination of this contract in accordance with the Procedures Information Guide provided by Public Works and Government Services Canada and the recoverability of amounts under this proposal may impact our gross margin in future periods.

Current report

The increase in personnel costs was driven by higher R&D services activity, which increased the proportion of salaries and benefits attributed to cost of revenue.

Current report

Research and development expenses decreased $2.0 million or 10%, for the six months ended June 30, 2026, compared with the six months ended June 30, 2025. This decrease was driven by a decrease of $1.9 million in personnel costs driven by higher R&D Services activity and a decrease of $0.3 million in equipment expenses.

Current report

Sales and marketing expenses decreased $1.2 million, or 27%, for the three months ended June 30, 2026, compared with the three months ended June 30, 2025. This decrease was driven by a decrease of $1.3 million in personnel costs following the Maritime Transaction.

Current report

Sales and marketing expenses decreased $3.6 million, or 36%, for the six months ended June 30, 2026, compared with the six months ended June 30, 2025. This decrease was driven by a decrease of $3.8 million in personnel costs following the Maritime Transaction, partially offset by an increase of $0.2 million in external consulting for marketing support.

Current report

General and administrative expenses decreased $3.0 million, or 18%, for the three months ended June 30, 2026, compared with the three months ended June 30, 2025. This decrease was due to a decrease of $4.9 million in personnel costs, partially offset by an increase of $1.1 million in professional fees, an increase of $0.6 million in facilities expense, and an increase of $0.2 million in software and hosting fees.

Current report

The decrease in personnel costs was driven by lower stock-based compensation of $3.0 million and lower bonus and severance payments of $2.0 million, in each case primarily related to the Maritime Transaction.

Current report

The increase in professional fees was primarily due to legal proceedings. See Part II, Item I of this Quarterly Report on Form 10-Q for additional information. The increase in facilities expense is due to the early lease termination of a building in Canada.

Current report

The decrease in personnel costs was driven by lower stock-based compensation of $3.2 million and lower bonus and severance payments of $1.8 million, in each case primarily related to the Maritime Transaction.

Current report

The increase in professional fees was primarily due to legal proceedings. See Part II, Item I of this Quarterly Report on Form 10-Q for additional information. The increase in facilities expense is due to the early lease termination of a building in Canada.

Current report

Loss on decommissioned satellites and other assets write-offs decreased $4.8 million, or 77%, for the six months ended June 30, 2026, compared with the six months ended June 30, 2025. The loss for the six months ended June 30, 2026 was primarily due to the deorbiting of two satellites and the Company’s decision to stop supporting one underperforming satellite. The loss for the six months ended June 30, 2025 was primarily due to the Company’s decision to stop supporting three underperforming satellites and the deorbiting of three satellites.

Current report

Gain on sale of a business was $154.3 million for the three months ended June 30, 2025, with no comparable amount for the three months ended June 30, 2026. The gain was driven by the excess of proceeds from the Maritime Transaction over the net book value of the assets sold, net of transaction costs and other related adjustments.

Current report

Loss on extinguishment of debt was $12.0 million for the three months ended June 30, 2025, with no comparable amount for the three months ended June 30, 2026. The loss resulted from the repayment and termination of our debt facilities, including approximately $10.5 million related to the Blue Torch credit facility and $1.5 million related to the SIF loan, and included applicable premiums, exit fees, legal fees and other associated costs.

Current report

Gain on sale of a business was $154.3 million for the six months ended June 30, 2025, with no comparable amount for the six months ended June 30, 2026. The gain was driven by the excess of proceeds from the sale of the maritime business over the net book value of the assets sold, net of transaction costs and other related adjustments.

Current report

Loss on extinguishment of debt was $12.0 million for the six months ended June 30, 2025, with no comparable amount for the six months ended June 30, 2026. The loss resulted from the repayment and termination of our debt facilities, including approximately $10.5 million related to the Blue Torch credit facility and $1.5 million related to the SIF loan, and included applicable premiums, exit fees, legal fees and other associated costs.

Current report

Other income (expense), net improved $0.7 million, or 139% for the six months ended June 30, 2026, compared to the six months ended June 30, 2025. This improvement was primarily due to a decrease in equity investment losses.

Current report

Net cash provided by investing activities was $145.3 million for the six months ended June 30, 2025, due to proceeds from the sale of the maritime business, net of cash of $238.9 million, partially offset by $81.1 million of purchases of short-term investments, and $12.5 million in purchases of property and equipment.

Current report

Net cash provided by financing activities was $70.2 million for the six months ended June 30, 2026, due to net proceeds of $65.4 million from the 2026 Private Placement, proceeds of $4.5 million from the exercise of stock options, and proceeds of $0.3 million from our employee stock purchase plan. Net cash used in financing activities was $76.2 million for the six months ended June 30, 2025, due to payments of $105.7 million on long-term debt and $9.1 million of applicable premium, exit fees, legal and other fees, partially offset by $37.3 million of proceeds from the 2025 Private Placement, proceeds of $0.9 million from the exercise of stock options, and proceeds of $0.4 million from our employee stock purchase plan.
Removed paragraphs (4)

Previous report

We successfully launched 19 satellites across two missions.

Previous report

(1) On April 23, 2026, a customer provided the Company with written notice of a contract termination, effective immediately. For additional information, see Note 14 to our condensed consolidated financial statements included in Part I, Item I of this Quarterly Report on Form 10-Q. As of March 31, 2026, contracted future revenue related to this contract is included in the remaining performance obligations, as disclosed above. Approximately $8.1 million, $19.7 million, and $14.5 million of revenue previously expected to be recognized within the next 12 months, 13 to 24 months, and 25 to 36 months, respectively, will not be recognized as a result of this termination.

Previous report

Sales and marketing expenses decreased $2.4 million, or 43%, for the three months ended March 31, 2026, compared with the three months ended March 31, 2025. This decrease was driven by a decrease of $2.4 million in personnel costs primarily due to lower headcount and stock-based compensation following the Maritime Transaction.

Previous report

Net cash used in financing activities was less than $0.1 million and $37.9 million for the three months ended March 31, 2026 and 2025, respectively. The net cash provided by financing activities for the three months ended March 31, 2026 was driven by proceeds from the exercise of stock options. The net cash provided by financing activities for the three months ended March 31, 2025 was driven by net proceeds from the 2025 Private Placement of $37.3 million, and proceeds from the exercise of stock options of $0.6 million.
Reworded paragraphs (28)

Previous wording

The following discussion and analysis of our financial condition and results of operations should be read in conjunction with the condensed consolidated financial statements and related notes thereto included in this Quarterly Report on Form 10-Q and the audited consolidated financial statements included in the Annual Report on Form 10-K for the year ended December 31, 2025 (the “2025 Form 10-K”). This Quarterly Report on Form 10-Q also includes revisions to previously issued financial statements as of and for three months ended March 31, 2025, as discussed in Note 2 to the condensed consolidated financial statements. All relevant amounts presented in this section have been revised, as applicable, to reflect these adjustments. This discussion contains forward-looking statements that involve risks and uncertainties. Our actual results could differ materially from those anticipated by these forward-looking statements as a result of many factors. Factors that could cause or contribute to such differences include those identified below and those discussed in the section titled “Risk Factors” in the 2025 Form 10-K and in this Quarterly Report on Form 10-Q. Our historical results are not necessarily indicative of the results that may be expected for any period in the future.

Current wording

The following discussion and analysis of our financial condition and results of operations should be read in conjunction with the condensed consolidated financial statements and related notes thereto included in this Quarterly Report on Form 10-Q and the audited consolidated financial statements included in the Annual Report on Form 10-K for the year ended December 31, 2025 (the “2025 Form 10-K”). This Quarterly Report on Form 10-Q also includes revisions to previously issued financial statements as of and for the three months ended March 31, 2025, as discussed in Note 2 to the condensed consolidated financial statements. All relevant amounts presented in this section have been revised, as applicable, to reflect these adjustments. This discussion contains forward-looking statements that involve risks and uncertainties. Our actual results could differ materially from those anticipated by these forward-looking statements as a result of many factors. Factors that could cause or contribute to such differences include those identified below and those discussed in the section titled “Risk Factors” in the 2025 Form 10-K and in this Quarterly Report on Form 10-Q. Our historical results are not necessarily indicative of the results that may be expected for any period in the future.

Previous wording

On April 8, 2026, we entered into the 2026 Securities Purchase Agreement with the purchasers named therein for the 2026 Private Placement of 5,000,000 shares of our Class A common stock at a purchase price of $14.00 per share. The aggregate net proceeds from the 2026 Private Placement were approximately $65.5 million, and the 2026 Private Placement closed on April 10, 2026.

Current wording

On April 8, 2026, we entered into the 2026 Securities Purchase Agreement with the purchasers named therein for the 2026 Private Placement of 5,000,000 shares of our Class A common stock at a purchase price of $14.00 per share. The aggregate net proceeds from the 2026 Private Placement were approximately $65.4 million, and the 2026 Private Placement closed on April 10, 2026.

Previous wording

We successfully launched our seventh Optical Inter-Satellite Link satellite, marking a further development in our capabilities for direct optical communication between satellites.

Current wording

We successfully launched our seventh Optical Inter-Satellite Link satellite, marking a further development in our capabilities for direct optical communication between satellites. In July, Spire achieved a milestone in its Optical Inter-Satellite Link program, successfully establishing a cross-plane laser connection between two O-ISL equipped satellites.

Previous wording

The U.S. Dollar weakened against these local functional currencies for the three months ended March 31, 2026 compared with the three months ended March 31, 2025. Approximately one-third of our sales are denominated in foreign currencies, so a weaker U.S. Dollar generally has a positive effect on revenue. Conversely, operating expenses are primarily incurred outside the U.S., so a weaker U.S. Dollar increases expenses. For additional information, see Note 2 to our consolidated financial statements included in Part II, Item 8 of the 2025 Form 10-K.

Current wording

The U.S. Dollar weakened against these local functional currencies for the three and six months ended June 30, 2026 compared with the three and six months ended June 30, 2025. Approximately one-third of our sales are denominated in foreign currencies, so a weaker U.S. Dollar generally has a positive effect on revenue. Conversely, operating expenses are primarily incurred outside the U.S., so a weaker U.S. Dollar increases expenses. For additional information, see Note 2 to our consolidated financial statements included in Part II, Item 8 of the 2025 Form 10-K.

Previous wording

General and Administrative. General and administrative expenses consist of employee-related expenses for personnel in our executive, finance and accounting, facilities, legal, human resources, and management information systems functions, as well as other administrative employees. In addition, general and administrative expenses include costs related to external legal fees, corporate insurance, accounting, tax and audit fees, office facilities, software subscription, and other corporate.

Current wording

General and Administrative. General and administrative expenses consist of employee-related expenses for personnel in our executive, finance and accounting, facilities, legal, human resources, and management information systems functions, as well as other administrative employees. In addition, general and administrative expenses include costs related to external legal fees, corporate insurance, accounting, tax and audit fees, office facilities, software subscription, and other corporate costs.

Previous wording

Three Months Ended March 31, 2026, Compared to Three Months Ended March 31, 2025

Current wording

Three and Six Months Ended June 30, 2026, Compared to Three and Six Months Ended June 30, 2025

Previous wording

Total revenue decreased $8.0 million, or 34%, for the three months ended March 31, 2026, compared with the three months ended March 31, 2025. This decrease was primarily driven by a decrease in revenue of $9.7 million due to the Maritime Transaction, partially offset by an increase in revenue of $1.5 million from additional data purchases by the National Oceanic and Atmospheric Administration and an increase in revenue of $0.2 million from new customers.

Current wording

Total revenue decreased $9.2 million, or 21%, for the six months ended June 30, 2026, compared with the six months ended June 30, 2025. This decrease was primarily driven by a decrease in revenue of $13.1 million due to the Maritime Transaction, partially offset by an increase in revenue of $2.2 million from additional RFGL data purchases and $1.5 million in weather data purchases.

Previous wording

Cost of revenue decreased $5.6 million, or 37%, for the three months ended March 31, 2026, compared with the three months ended March 31, 2025. This decrease was primarily due to a decrease of $5.2 million in software expense and a decrease of $1.6 million in depreciation expense, partially offset by an increase of $0.7 million in personnel costs and an increase of $0.3 million in professional fees.

Current wording

Cost of revenue decreased $3.6 million, or 14%, for the six months ended June 30, 2026, compared with the six months ended June 30, 2025. This decrease was due to a decrease of $6.7 million in satellite operations costs, partially offset by an increase of $2.3 million in personnel costs and an increase of $0.7 million in professional fees.

Previous wording

The decrease of $5.2 million in software expense was driven by a downlink data service cost incurred in the three months ended March 31, 2025 that did not recur in the three months ended March 31, 2026, and a decrease due to the Maritime Transaction.

Current wording

The decrease in satellite operations was due to a decrease of $6.2 million in software expense driven by a downlink data service cost incurred in the three months ended March 31, 2025 that did not recur in 2026, and a decrease due to the Maritime Transaction.

Previous wording

Gross margin was 40% and 36% for the three months ended March 31, 2026 and 2025, respectively. The increase was driven by the reduction in cost of revenue described above.

Current wording

Gross margin was 37% and 42% for the six months ended June 30, 2026 and 2025, respectively. The decrease was driven by a decrease in revenue, partially offset by the reduction in cost of revenue described above.

Previous wording

Research and development expenses for the three months ended March 31, 2026 were comparable to the three months ended March 31, 2025. Personnel costs increased $0.3 million primarily driven by lower R&D Services activity, which reduced the proportion of costs allocated to cost of revenue, and higher stock-based compensation. This increase was partially offset by lower equipment expenses.

Current wording

Research and development expenses decreased $2.0 million or 20%, for the three months ended June 30, 2026, compared with the three months ended June 30, 2025. Personnel costs decreased $2.2 million primarily driven by higher R&D Services activity, which increased the proportion of costs allocated to cost of revenue, and lower stock-based compensation and wages related to the Maritime Transaction.

Previous wording

General and administrative expenses increased $0.5 million, or 3%, for the three months ended March 31, 2026, compared with the three months ended March 31, 2025. This increase was due to an increase of $0.2 million in travel and expense costs and an increase of $0.1 million in facilities expense.

Current wording

General and administrative expenses decreased $2.6 million, or 7%, for the six months ended June 30, 2026, compared with the six months ended June 30, 2025. This decrease was due to a decrease of $4.8 million in personnel costs, partially offset by an increase of $1.1 million in professional fees, an increase of $0.8 million in facilities expense, and an increase of $0.2 million in travel and expenses.

Previous wording

Loss on decommissioned satellites and other assets write-offs decreased $4.3 million, or 82%, for the three months ended March 31, 2026, compared with the three months ended March 31, 2025. This decrease was driven by the decision to discontinue support for three underperforming satellites in the three months ended March 31, 2025, compared to the deorbiting of one satellite in the three months ended March 31, 2026.

Current wording

Loss on decommissioned satellites and other assets write-offs decreased $0.6 million, or 53%, for the three months ended June 30, 2026, compared with the three months ended June 30, 2025. The loss for the three months ended June 30, 2026 was primarily due to the Company’s decision to stop supporting one underperforming satellite and the deorbiting of one satellite. The loss for the three months ended June 30, 2025 was primarily due to the deorbiting of three satellites.

Previous wording

Interest income increased by $0.5 million, or 2,270%, for the three months ended March 31, 2026, compared with the three months ended March 31, 2025. This increase was primarily due to higher average balances held in marketable securities as a result of the proceeds received via the close of the Maritime Transaction on April 25, 2025.

Current wording

Interest income increased by $0.1 million, or 21%, for the three months ended June 30, 2026, compared with the three months ended June 30, 2025. This increase was primarily due to higher average balances held in marketable securities as a result of the proceeds received via the close of the Maritime Transaction on April 25, 2025.

Previous wording

Interest expense decreased by $5.7 million, or 100%, for the three months ended March 31, 2026, compared with the three months ended March 31, 2025, due to the repayment of our outstanding debt on April 25, 2025.

Current wording

Interest expense decreased by $1.7 million, or 100%, for the three months ended June 30, 2026, compared with the three months ended June 30, 2025, due to the repayment of our outstanding debt on April 25, 2025.

Previous wording

We recognized a foreign exchange loss of $1.6 million for the three months ended March 31, 2026, compared to a gain of $3.8 million for the three months ended March 31, 2025, representing a year-over-year change of $5.4 million. The loss in the three months ended March 31, 2026 was primarily driven by the remeasurement of intercompany balances denominated in U.S. dollars held by our Luxembourg, Germany and U.K. entities and owed to our U.S. entity resulting from the strengthening of the U.S. dollar relative to the Euro and the British Pound Sterling. The gain in 2025 was primarily driven by the remeasurement of intercompany balances denominated in U.S. dollars held by our Luxembourg and U.K. entities and owed to our U.S. entity resulting from the weakening of the U.S. Dollar relative to the Euro and the British Pound Sterling.

Current wording

We recognized a foreign exchange loss of $0.6 million for the three months ended June 30, 2026, compared to a gain of $7.0 million for the three months ended June 30, 2025, representing a year-over-year change of $7.5 million. The loss in the three months ended June 30, 2026 was primarily driven by the remeasurement of intercompany balances denominated in U.S. dollars held by our Luxembourg and Germany entities and owed to our U.S. entity resulting from the strengthening of the U.S. dollar relative to the Euro. The gain in 2025 was primarily driven by the remeasurement of intercompany balances denominated in U.S. dollars held by our Luxembourg and U.K. entities and owed to our U.S. entity. The weakening of the U.S. Dollar for the period ended June 30, 2025, relative to the Euro and British Pound Sterling at March 31, 2025, triggered the remeasurement and unrealized gain.

Previous wording

Other income (expense), net improved $0.3 million, or 127% for the three months ended March 31, 2026, compared to the three months ended March 31, 2025. This improvement was due to a decrease of $0.2 million in equity investment losses.

Current wording

Other income (expense), net improved $0.4 million, or 148% for the three months ended June 30, 2026, compared to the three months ended June 30, 2025. This improvement was primarily due to a decrease in equity investment losses.

Previous wording

There was no change in fair value of contingent earnout liability for the three months ended March 31, 2026. For the three months ended March 31, 2025,we recorded a gain of $1.0 million. The gain in the three months ended March 31, 2025 was primarily due to a decrease in fair value resulting from a decline in the price of our Class A common stock. The liability is scheduled to expire in August 2026, and the probability of achieving the earnout target is considered to be zero.

Current wording

There was no change in fair value of contingent earnout liability for the six months ended June 30, 2026. For the six months ended June 30, 2025, we recorded a gain of $0.8 million. The gain in the six months ended June 30, 2025 was primarily due to a decrease in fair value resulting from a decrease in the price of our Class A common stock. The liability is scheduled to expire in August 2026, and the probability of achieving the earnout target is considered to be zero.

Previous wording

Change in fair value of warrant liabilities was a loss of $0.1 million for the three months ended March 31, 2026, compared to a gain of $5.8 million for the three months ended March 31, 2025. The gain in the three months ended March 31, 2025 was primarily due to a decrease in fair value resulting from a decline in the price of our Class A common stock. In addition, all warrants other than the Urgent Warrants were exercised on or before June 20, 2025; as a result, those warrants no longer impact changes in fair value of warrant liabilities subsequent to that date. For additional information regarding our warrants and the definition of Urgent Warrants, see Note 8 to our consolidated financial statements included in Part I, Item 1 of this Quarterly Report on Form 10-Q.

Current wording

Change in fair value of warrant liabilities was a loss of $0.3 million for the six months ended June 30, 2026, compared to a gain of $3.0 million for the six months ended June 30, 2025. The gain in the six months ended June 30, 2025 was primarily due to a decrease in fair value resulting from a decrease in the price of our Class A common stock. In addition, all warrants other than the Urgent Warrants were exercised on or before June 20, 2025; as a result, those warrants no longer impact changes in fair value of warrant liabilities subsequent to that date. For additional information regarding our warrants and the definition of Urgent Warrants, see Note 8 to our consolidated financial statements included in Part I, Item 1 of this Quarterly Report on Form 10-Q.

Previous wording

Provision for income taxes for the three months ended March 31, 2026 was primarily due to the increase in pre-tax book income for our U.K. and Canadian entities.

Current wording

Provision for income taxes for the three months ended June 30, 2026 was primarily due to the increase in pre-tax book income for our U.K. and Canadian entities. The provision for income taxes for the three months ended June 30, 2025 was primarily due to taxable income recognized from the gain on the sale of the maritime business.

Previous wording

(1)Includes (i) restructuring charges of $0.7 million and $0.3 million for the three months ended March 31, 2026 and 2025, respectively, and (ii) legal, accounting, and other professional fees of $5.8 million and $5.4 million for the three months ended March 31, 2026 and 2025, respectively.

Current wording

(1)Includes (i) restructuring charges of $1.3 million and $2.1 million for the three and six months ended June 30, 2026, respectively, and $1.2 million and $1.5 million for the three and six months ended June 30, 2025, respectively, (ii) legal, accounting, and other professional fees of $2.3 million and $8.0 million for the three and six months ended June 30, 2026, respectively, and $0.7 million and $6.1 million for the three and six months ended June 30, 2025, respectively, and (iii) bonus expenses associated with the Maritime Transaction of $1.5 million for each of the three and six months ended June 30, 2025.

Previous wording

As of March 31, 2026, our principal sources of liquidity to fund our operations are from cash and cash equivalents of $16.0 million and marketable securities of $33.4 million, primarily attributable to net proceeds of $109.5 million from the Maritime Transaction and net proceeds of $37.3 million from the 2025 Private Placement (as defined below).

Current wording

As of June 30, 2026, our principal sources of liquidity to fund our operations are from cash and cash equivalents of $38.8 million and marketable securities of $52.9 million, primarily attributable to net proceeds of $109.5 million from the Maritime Transaction, net proceeds of $37.3 million from the 2025 Private Placement (as defined below), and net proceeds of $65.4 million from the 2026 Private Placement (as defined below).

Previous wording

Of the $16.0 million of cash and cash equivalents, approximately $8.1 million was held outside of the U.S., with the remaining $7.9 million held in the U.S. These amounts compare to cash and cash equivalents of $24.8 million as of December 31, 2025, of which $13.9 million was held outside of the U.S. and the remaining $10.9 million was held in the U.S. The cash and cash equivalent amounts are exclusive of restricted cash, which totaled $0.6 million as of each of March 31, 2026 and December 31, 2025.

Current wording

Of the $38.8 million of cash and cash equivalents, approximately $13.5 million was held outside of the U.S., with the remaining $25.3 million held in the U.S. These amounts compare to cash and cash equivalents of $24.8 million as of December 31, 2025, of which $13.9 million was held outside of the U.S. and the remaining $10.9 million was held in the U.S. The cash and cash equivalent amounts are exclusive of restricted cash, which totaled $0.6 million as of each of June 30, 2026 and December 31, 2025.

Previous wording

On April 25, 2025, we completed the sale of our maritime business to Kpler Holding SA for approximately $238.9 million. The sale did not include any portion of our satellite network or operations. As part of the transaction, a portion of the proceeds was used to settle a prior dispute with L3Harris pursuant to a settlement agreement providing for the full and complete resolution and release of all disputes asserted in connection with the A&R L3 Harris Agreement between exactEarth and L3 Harris, and to repay all outstanding obligations under our financing agreements, including the Blue Torch and SIF loan facilities.

Current wording

On April 25, 2025, we completed the sale of our maritime business to Kpler Holding SA for approximately $238.9 million. The sale did not include any portion of our satellite network or operations. As part of the transaction, a portion of the proceeds was used to settle a prior dispute with L3Harris pursuant to a settlement agreement providing for the full and complete resolution and release of all disputes asserted in connection with the A&R L3Harris Agreement between exactEarth and L3Harris, and to repay all outstanding obligations under our financing agreements, including the Blue Torch and SIF loan facilities.

Previous wording

On April 8, 2026, we entered into the 2026 Securities Purchase Agreement with the purchasers named therein for the 2026 Private Placement of 5,000,000 shares of the Company’s Class A common stock at a purchase price of $14.00 per share. The aggregate net proceeds from the 2026 Private Placement were approximately $65.5 million, and the 2026 Private Placement closed on April 10, 2026.

Current wording

On April 8, 2026, we entered into the 2026 Securities Purchase Agreement with the purchasers named therein for the 2026 Private Placement of 5,000,000 shares of the Company’s Class A common stock at a purchase price of $14.00 per share. The aggregate net proceeds from the 2026 Private Placement were approximately $65.4 million, and the 2026 Private Placement closed on April 10, 2026.

Previous wording

Net cash used in operating activities was $26.2 million for the quarter ended March 31, 2026. The net cash used in operating activities reflected our net loss of $25.8 million, adjustments for non-cash items of $8.3 million and a net decrease of $8.7 million in net operating assets and liabilities. Non-cash items primarily consisted of $4.0 million of stock-based compensation expense, $3.0 million of depreciation and amortization expense, $0.9 million loss on decommissioned satellites and disposal of assets, and $0.8 million of amortization of operating lease right-of-use assets. Changes in operating assets and liabilities primarily included a decrease of $4.9 million in other accrued expenses, an increase of $2.9 million in accounts receivable, net, a decrease of $1.3 million in operating lease liabilities, and a decrease of $0.6 million in contract liabilities, partially offset by an increase of $1.2 million in accounts payable.

Current wording

Net cash used in operating activities was $49.6 million for the six months ended June 30, 2026. The net cash used in operating activities reflected our net loss of $45.8 million, adjustments for non-cash items of $16.4 million and a net decrease of $20.1 million in net operating assets and liabilities. Non-cash items primarily consisted of $7.1 million of depreciation and amortization expense, $7.0 million of stock-based compensation expense, $1.5 million of amortization of operating lease right-of-use assets, and $1.4 million loss on decommissioned satellites and disposal of assets. Changes in operating assets and liabilities primarily included a decrease of $6.0 million in other accrued expenses, an increase of $3.1 million in contract assets, a decrease of $3.0 million in accounts payable, a decrease of $2.5 million in contract liabilities, a decrease of $2.3 million in operating lease liabilities, an increase of $2.3 million in accounts receivable, net, and a $1.0 million increase in other current assets.

Previous wording

$5.1 million in net operating assets. Non-cash items primarily consisted of a $5.8 million change in fair value of warrant liabilities, a $5.2 million loss on decommissioned satellites and disposal of assets, $4.9 million of stock-based compensation expense, $4.4 million of depreciation and amortization expense, $1.6 million of other, net, a $1.0 million change in fair value of contingent earnout liability, and $0.7 million of amortization of operating lease right-of-use assets. Changes in operating assets and liabilities included an increase of $6.3 million in other accrued expenses, a decrease of $2.6 million in accounts receivable, net, an increase of $2.0 million in contract liabilities, and a decrease of $0.5 million in other long-term assets, partially offset by a decrease of $3.8 million in accounts payable, an increase of $1.6 million in contract assets, a decrease of $0.6 million in operating lease liabilities, and a $0.2 million increase in other current assets.

Current wording

Net cash used in operating activities was $43.5 million for the six months ended June 30, 2025. The net cash used in operating activities reflected our net income of $96.1 million, adjustments for non-cash items of $141.5 million and a net decrease of $2.0 million in net operating assets. Non-cash items primarily consisted of a $154.3 million gain on sale of a business, a $23.7 million on cost on sale of a business, a $3.0 million change in fair value of warrant liabilities, and an $0.8 million change in fair value of contingent earnout liability, partially offset by a $12.0 million on loss on extinguishment of debt, $11.1 million of stock-based compensation expense, $6.9 million of depreciation and amortization expense, a $6.3 million loss on decommissioned satellites and disposal of assets, $1.5 million of amortization of operating lease right-of-use assets, and $2.5 million of other, net. Changes in operating assets and liabilities included a $5.6 million decrease in accounts receivable, net primarily due to the sale of the maritime business, a $2.5 million increase in contract liabilities primarily due to the sale of the maritime business, and a $4.1 million increase in other accrued expenses, partially offset by a $4.9 million decrease in accounts payable, a $1.8 million increase in other current assets, a $1.3 million increase in contract assets, a $1.3 million decrease in operating lease liabilities, and a $1.0 million increase in other long-term assets.

Previous wording

Net cash provided by investing activities was $16.0 million for the quarter ended March 31, 2026, due to cash from $24.0 million of maturities of short-term investments, partially offset by $8.0 million in purchases of property and equipment.

Current wording

Net cash used in investing activities was $8.4 million for the six months ended June 30, 2026, due to $52.6 million of purchases of short-term investments, and $13.4 million in purchases of property and equipment, partially offset by cash from $57.6 million of maturities of short-term investments.
Rearranged current paragraphs (6)

Current report — wording carried from elsewhere

There was no change in fair value of contingent earnout liability for the three months ended June 30, 2026. For the three months ended June 30, 2025, we recorded a loss of $0.2 million. The loss in the three months ended June 30, 2025 was primarily due to an increase in fair value resulting from an increase in the price of our Class A common stock. The liability is scheduled to expire in August 2026, and the probability of achieving the earnout target is considered to be zero.

Current report — wording carried from elsewhere

Change in fair value of warrant liabilities was a loss of $0.2 million for the three months ended June 30, 2026, compared to a loss of $2.8 million for the three months ended June 30, 2025. The loss in the three months ended June 30, 2025 was primarily due to an increase in fair value resulting from an increase in the price of our Class A common stock. In addition, all warrants other than the Urgent Warrants were exercised on or before June 20, 2025; as a result, those warrants no longer impact changes in fair value of warrant liabilities subsequent to that date. For additional information regarding our warrants and the definition of Urgent Warrants, see Note 8 to our consolidated financial statements included in Part I, Item 1 of this Quarterly Report on Form 10-Q.

Current report — wording carried from elsewhere

Interest income increased by $0.6 million, or 89%, for the six months ended June 30, 2026, compared with the six months ended June 30, 2025. This increase was primarily due to higher average balances held in marketable securities as a result of the proceeds received via the close of the Maritime Transaction on April 25, 2025.

Current report — wording carried from elsewhere

Interest expense decreased by $7.4 million, or 100%, for the six months ended June 30, 2026, compared with the six months ended June 30, 2025, due to the repayment of our outstanding debt on April 25, 2025.

Current report — wording carried from elsewhere

We recognized a foreign exchange loss of $2.2 million for the six months ended June 30, 2026, compared to a gain of $10.8 million for the six months ended June 30, 2025, representing a year-over-year change of $13.0 million. The loss in the six months ended June 30, 2026 was primarily driven by the remeasurement of intercompany balances denominated in U.S. dollars held by our Luxembourg, Germany and U.K. entities and owed to our U.S. entity resulting from the strengthening of the U.S. dollar relative to the Euro and the British Pound Sterling. The gain in 2025 was primarily driven by the remeasurement of intercompany balances denominated in U.S. dollars held by our Luxembourg and U.K. entities and owed to our U.S. entity. The weakening of the U.S. Dollar for the period ended June 30, 2025, relative to the Euro and British Pound Sterling at December 31, 2024, triggered the remeasurement and unrealized gain.

Current report — wording carried from elsewhere

Provision for income taxes for the six months ended June 30, 2026 was primarily due to the increase in pre-tax book income for our U.K. and Canadian entities. The provision for income taxes for the six months ended June 30, 2025 was primarily due to taxable income recognized from the gain on the sale of the maritime business.
Rearranged previous paragraphs (2)

Previous report — wording carried elsewhere

Net cash used in operating activities was $8.4 million for the three months ended March 31, 2025. The net cash used in operating activities reflected our net loss of $23.5 million, adjustments for non-cash items of $10.0 million and a net decrease of

Previous report — wording carried elsewhere

Net cash used in investing activities was $8.9 million for the three months ended March 31, 2025. The net cash used in investing activities was driven by $8.9 million in purchases of property and equipment.