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NEXTNAV INC

For the period ended Mar 31, 2025. Filed May 9, 2025.

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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.

Mar 31, 2025 · Filed May 9, 2025

NN$8.61+7.2%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 2024-09-30; filed 2024-11-13.

0001213900-24-097473

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

Current report: 10-Q

Period ended 2025-03-31; filed 2025-05-09.

0001213900-25-041217

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 77 previous paragraphs and 64 current paragraphs.

35 unchanged; 22 reworded; 7 added; 20 removed; 0 previous and 0 current paragraphs rearranged.

Tables are not compared: 18 previous and 11 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 (7)

Current report

We are themarket leader in delivering resilient, next generation, complementary positioning, navigation and timing (“PNT”) solutions designed to overcome the limitations and vulnerabilities of the existing space-based Global Positioning System (“GPS”) and Global Navigation Satellite Systems (“GNSS”). We are evolving our complementary PNT solutions to use 5 G New Radio (“5 G NR”) technologies(“NextGen”), in conjunction with our Petition for Rulemaking filed withthe FCC, to update and reconfigure the Lower 900 MHz band and our spectrum licenses. We expect the evolution of our platform to NextGen will significantly improve the efficiency, flexibility, and scale of our operations, technically enabling the delivery of high-quality PNT based on a 5 G broadband network. Our NextGen solution is being designed to allow one or more partners to integrate our Lower 900 MHz spectrum into their 5 G networks. We expect that this will result in wide-scale availability of both complementary PNT services and additional broadband capacity.

Current report

Our complementary PNT solutions are built on a deep asset base, including valuable FCC licenses. Our licenses include a contiguous 8 MHz block of 900 MHz M-LMS spectrum covering over 90% of the U.S. population, and on March 7, 2024, we signed an agreement, subject to appropriate regulatory approvals, to acquire an additional 4 MHz of M-LMS licenses covering part of the U.S. population. On April 16, 2024, we petitioned the FCC to commence a rule making to reconfigure and update the rules governing the Lower 900 MHz band plan to allow us to utilize a 15 MHz nationwide configuration for both PNT and 5 G broadband (“Petition”). The Petition is subject to an ongoing FCC regulatory review process. We believe that modernizing the Lower 900 MHz band will simultaneously enable a high-quality terrestrial PNT network to complement and back up GPS, address a critical national security vulnerability, and add 5 G broadband capacity. We have been granted more than 158 patents related to our systems and services, and standardized certain of our technologies with the 3 rd Generation Partnership Project (3 GPP), a global telecommunications standards-setting body.

Current report

The impact of GPS on the U.S. economy was nearly $1.4 trillion in the aggregate between 1984 and 2017, according to data from a National Institute of Standards and Technology (“NIST”)-sponsored study conducted by RTI International (“RTI”), and the European Commission estimated the annual impact on the economy of the European Union in its 2018 budget process as EUR 1.2 trillion. The usage of GPS services is also rapidly expanding, with its presence in devices in the U.S. increasing from 600 million devices to 900 million devices between 2015 and 2019, according to information presented to the National Space-Based PNT Advisory Board by the National Coordination Office for Space-Based PNT. PNT resiliency is a priority of the U.S. Federal Government and is rising in priority in the European Union, non-European Union countries in Eastern Europe and in other parts of the world due to both the demonstrated vulnerability and lack of local control of space-based signals and systems. Critical infrastructure, including communications networks and power grids, require a reliable GPS signal for accurate timing. A failure of GPS could be catastrophic, and there is no comprehensive, terrestrial backup that is widely deployed today. The Department of Homeland Security has also classified the PNT vulnerabilities from GPS as cyber security threats, and the U.S. Department of Transportation (“DoT”) has also outlined a Complementary PNT Action Plan, among other key federal initiatives. Higher performance and availability will continue to expand the reach and value of PNT solutions, while terrestrial resilience is essential to protect the vast economic activity that is reliant on GPS.

Current report

Our TerraPoiNT system is a terrestrially based dedicated, complementary PNT network designed to overcome the limitations inherent in the space-based nature of GPS. GPS is a faint, unencrypted signal, which is often unavailable indoors, distorted in urban areas, and vulnerable to both jamming and spoofing. TerraPoiNT overcomes these limitations through a network of wide-area location transmitters that broadcast a PNT signal on our licensed Lower 900 MHz M-LMS spectrum. Unlike GPS, the TerraPoiNT signal can be reliably received indoors and in urban areas, is difficult to jam or spoof compared to GPS, and can support signal authentication (e.g., encryption). Further, the TerraPoiNT signal can embed Pinnacle information to provide a full three-dimensional PNT solution. TerraPoiNT received the highest scores in testing by the DoT reported in 2021 regarding potential PNT backup solutions, in each category tested, and was the only solution evaluated capable of providing the full set of services provided by GPS. Continuing our engagement with the DoT, in 2024 we were awarded a contract to establish performance characteristics for TerraPoiNT to allow DoT to incorporate our solutions into a clearinghouse of solutions defined in the DoT Complementary PNT Action Plan, for potential use by Federal government customers.

Current report

Net cash provided by financing activities during thethree months ended March 31, 2025 was $120.2 million, primarily reflecting cash proceeds from the issuance of the 2028 Notes, net of repayment of the 2026 Notes (refer to Note 8 to our condensed consolidated financial statements for thethree months ended March 31, 2025 included elsewhere in this Quarterly Report on Form 10-Q for more information) and cash proceeds the from exercise of common stock options and warrants.
Removed paragraphs (20)

Previous report

We are the market leader in delivering resilient, next generation positioning, navigation and timing (“PNT”) solutions designed to complement and back up existing Global Positioning System (“GPS”) and Global Navigation Satellite Systems (“GNSS”) by addressing the limitations and vulnerabilities inherent in space-based systems. Our complementary PNT solutions are built on a deep asset base, which we are evolving to utilize 5G New Radio (“5G NR”) technologies. We expect NextGen, the evolution of our technology platform to 5G NR, to significantly improve the efficiency and flexibility of our operations, technically enabling the delivery of high-quality PNT based on a 5G broadband deployment. Since the inception of NextNav, LLC in 2007, we have secured valuable Federal Communications Commission (“FCC”) licenses for a contiguous 8 MHz band of Lower 900MHz spectrum covering over 90% of the U.S. population, subject to appropriate regulatory approvals have signed an agreement to acquire licenses for an additional 4MHz of Lower 900MHz spectrum, and standardized our TerraPoiNT technology in 3GPP, the global telecommunications standards-setting body. As of September 30, 2024, we held approximately 161 patents related to our systems and services.

Previous report

On April 16, 2024, we petitioned the FCC to commence a rule making to update the Lower 900MHz band plan to allow us to utilize a 15MHz nationwide configuration for both PNT and 5G broadband (the “Petition”). We believe that modernizing the Lower 900MHz Band will simultaneously enable a high-performing terrestrial PNT network to complement and back up GPS, a critical national security imperative, and add 5G mobile broadband capacity, a substantial public interest benefit. As part of the ongoing FCC regulatory process, on August 6, 2024, the FCC issued a Public Notice seeking public comments concerning the Petition. Our NextGen technology is designed to allow one or more partners to integrate our Lower 900MHz spectrum into their 5G networks, while we implement, operate and manage additional PNT-optimized infrastructure over the 5G network.

Previous report

Our TerraPoiNT system is a terrestrially-based network designed to address the limitations and vulnerabilities inherent in space-based PNT systems, and our NextGen technology, through the adoption of 5 G NR, will simultaneously support both PNT and 5 G broadband capabilities. Space-based PNT systems transmit a faint, unencrypted signal, which is often unavailable indoors, distorted in urban areas, and vulnerable to both jamming and spoofing. TerraPoiNT and its NextGen evolution overcome these limitations through the terrestrial transmission of a PNT signal on licensed Lower 900 MHz spectrum. Unlike space-based signals, the TerraPoiNT and NextGen signals can be reliably received indoors and in urban areas, are difficult to jam or spoof, and can support robust authentication. TerraPoiNT and NextGen signals can embed Pinnacle information to provide a full 3 D PNT solution, and can be configured to provide National Institute of Standards and Technology timing distribution services. Because our NextGen technology will be built on 5 G NR, we expect significantly increased geographic coverage, more rapid network availability and expanded device availability for PNT services when combined withone or more 5 G broadband partners’ networks. We believe that these capabilities are an essential complement and backup in the event of GPS disruptions, and are a critical need due to the economy’s reliance on GPS for location and precision timing. GPS resiliency is increasingly a U.S. national security priority, and is rising in priority in the European Union, non-European Union countries in Eastern Europe and in other parts of the world due to both the demonstrated vulnerability and lack of local control of space-based signals and systems, highlighted by recent events in Ukraine, the Middle East and elsewhere. Critical infrastructure, including communications networks and power grids, require a reliable GPS signal for accurate timing. A failure of GPS could be catastrophic, and there is no comprehensive, terrestrial backup that is widely deployed today.

Previous report

Asof September 2024, TerraPoiNT is deployed and available, with metro-wide service in the San Francisco Bay Area and select services availablein over 90 markets nationally. In addition, NextNav supports a system deployed by the National Aeronautics and Space Administration at its Langley Research Center in Hampton, VA for drone operations research and is contracted to provide service at its Ames facility in Mountain View, CA, leveraging our network in the Bay Area.

Previous report

Comparison of the Nine Months Ended September 30, 2024 and 2023

Previous report

Revenue increased by $1.1 million, or 41.4%, to $3.8 million for the nine months ended September 30, 2024 from $2.7 million for the nine months ended September 30, 2023. The increase was driven by an increase in service revenue from technology and services contracts with government and commercial customers. For the nine months ended September 30, 2024, one customer accounted for 65% of total revenue, while another customer represented 14%, and a third customer contributed 12% of total revenue. For the nine months ended September 30, 2023, one customer accounted for 80% of total revenue.

Previous report

COGS decreased by $1.1 million, or 12%, to $8.3 million for the nine months ended September 30, 2024 from $9.4 million for the nine months ended September 30, 2023. The decrease was primarily driven by a $1.4 million decrease instock-based compensation, a$0.2 million decrease in outside consulting expenses, and a $0.2 million decrease inother operational expenses. The decreases were partially offset bya $0.6 million increase in payroll-related expenses, and a $0.1 million increase in non-recurring engineering services.

Previous report

Research and development expenses decreased by $2.3 million, or 15.5%, to $12.3 million for the nine months ended September 30, 2024 from $14.6 million for the nine months ended September 30, 2023. The decrease was primarily driven by a $1.5 million decrease instock-based compensation, a $0.5 million decrease in software license expenses, a$0.3 million decrease in outside consulting expenses, a$0.2 million decrease in other operational expenses, and a $0.1 million decrease in professional services. The decreases were partially offset bya $0.3 million increase in payroll-related expenses.

Previous report

Selling, general and administrative expenses increased by $5.8 million, or 31.2%, to $24.6 million for the nine months ended September 30, 2024 from $18.7 million for the nine months ended September 30, 2023. The increase was primarily driven by a $2.2 million increase in payroll-related expenses driven byheadcount costs, executive andemployment separation costs, a $2.0 million increase in professional services, a$1.4 million increase in stock-based compensation, a $0.4 million increase in outside consulting expenses, a $0.3 million increase in marketing and recruiting cost, anda$0.2 million increase in other operational expenses. The increases were partially offset by a $0.7 million decrease in directors’ and officers’ insurance.

Previous report

Depreciation and amortization expenses increased by $0.4 million, or 10%, to $3.9 million for the nine months ended September 30, 2024 from $3.6 million for the nine months ended September 30, 2023. The increase in depreciation and amortization expense is primarily attributable to placing TerraPoiNT network assets in service since the third quarter of 2023.

Previous report

Interest expense, net of interest income, for the nine months ended September 30, 2024 was $6.7 million. Interest income, net of interest expense, for the nine months ended September 30, 2023 was $1.6 million. The increase in interest expense was due to interest and amortization of debt discounts on our senior secured notes issued during the second and third quarters of 2023.

Previous report

Other expense was $17.4 million for the nine months ended September 30, 2024 compared with other expense of $10.0 million for the nine months ended September 30, 2023. The change was primarily driven by the changes in the fair value of warrants and asset purchase agreement liability.

Previous report

Net cash provided by financing activities during thenine months ended September 30, 2023 was $69.0 million, primarily reflecting cash proceeds from senior secured loans and partially offset by debt issuance cost.
Reworded paragraphs (22)

Previous wording

Simultaneously, demand for wireless data services continues to grow. The backbone of wireless data services, electromagnetic spectrum, is a finite resource. Our spectrum licenses in the Lower 900 MHz band are referred to as “low-band spectrum”. There is a finite amount of low-band spectrum available, and it has favorable coverage characteristics compared to higher frequencies, including the ability to provide services indoors and at greater distances. These characteristics result in its ability to be used for coverage and to be deployed more economically, with higher-frequency spectrum often used to provide additional capacity in targeted locations. Our transition to 5 G NR as the basis for our PNT services will provide a technical capability for simultaneous broadband data in our band, in addition to our PNT services, and, subject to appropriate regulatory approvals, may allow us to utilize our spectrum to help meet the continued, growing demand for wireless data capacity while making more efficient use of our Lower 900 MHz spectrum licenses.

Current wording

Simultaneously, demand for wireless data services continues to grow. The backbone of wireless data services, electromagnetic spectrum, is a finite resource. Our spectrum licenses, which lie in the Lower 900 MHz band, are referred to as “low-band spectrum.” There is a finite amount of low-band spectrum available, and low-band spectrum has favorable coverage characteristics compared to higher frequencies, including the ability to provide services indoors and over greater distances. These characteristics result in its ability to be used for coverage and to be deployed more economically, with higher-frequency spectrum often used to provide additional capacity in targeted locations. The transition to 5 G NR for our PNT services will provide a technical capability to support broadband data services, which, subject to appropriate regulatory approvals, may allow the spectrum to be utilized to help meet the continued, growing demand for wireless data capacity.

Previous wording

We currently deliver differentiated PNT solutions through our network-based Pinnacle and TerraPoiNT solutions. Our Pinnacle service provides accurate altitude to any device with a barometric pressure sensor, including most off-the-shelf smartphones. We launched our Pinnacle network in partnership with AT&T Services, Inc. (“AT&T”) for FirstNet®, the nationwide, interoperable public safety broadband network, and our network covers over 90% of commercial structures over three stories in the U.S. In addition to public safety applications and FirstNet®, our network is being used for enhanced 911 (“E 911”) by Verizon Communications, Inc. (“Verizon”), and a growing set of devices operating on the remaining national cellular network providers. Our Pinnacle network is also an important component of our PNT resiliency services, and is being evaluated as a persistent PNT characterization platform.

Current wording

As we evolve our technology platform to NextGen and pursue regulatory changes to the Lower 900 MHz band and our spectrum licenses, we continue to deliver high-quality PNT services through our Pinnacle and TerraPoiNT solutions. Our Pinnacle solution, launched in partnership with AT&T Services, Inc. (“AT&T”) as part of its FirstNet®initiative, can provide accurate altitude service to any device with a barometric pressure sensor and covers over 90% of commercial structures over three stories in the U.S. Our Pinnacle system is primarily used for public safety applications, including enhanced 911 (“E 911”) for Verizon Communications, Inc. (“Verizon”), and a growing number of devices operating on the remaining national cellular network providers.

Previous wording

We have generated limited revenue since our inception. We derive our revenue from PNT products and services, including “floor-level” altitude location data, and related products and services. Our revenue includes revenue generated through services contracts with wireless carriers, services with applications developers, technology demonstration, assessment and support contracts with government customers, sales of equipment, and licensing of proprietary technology. We recognize revenue when an arrangement exists, services, equipment or access to licensed technology are delivered, the transaction price is determined, the arrangement has commercial substance, and collection of consideration is probable.

Current wording

We have generated limited revenue since our inception. We derive our revenue from PNT products and services. Our revenue includes revenue generated through services contracts with wireless carriers, services with applications developers, technology demonstration, assessment and support contracts with government customers, sales of equipment, and licensing of proprietary technology. We recognize revenue when an arrangement exists, services, equipment or access to licensed technology are delivered, the transaction price is determined, the arrangement has commercial substance, and collection of consideration is probable.

Previous wording

Cost of goods sold (“COGS”) consist of personnel-related expenses, including salaries, benefits and stock-based compensation, and allocated facility costs for our operations and manufacturing teams. COGS also includes expenses for site leases, cost of equipment, software license costs, including cloud hosting costs, and professional services related to the maintenance of the equipment at each leased site. Our operations costs may increase for the foreseeable future as we continue to invest in our NextGen, Pinnacle and TerraPoiNT technologies in domestic U.S. and international markets.

Current wording

Cost of goods sold (“COGS”) consist of personnel-related expenses, including salaries, benefits and stock-based compensation, and allocated facility costs for our operations and manufacturing teams. COGS also includes expenses for site leases, cost of equipment, software license costs, including cloud hosting costs, and professional services related to the maintenance of the equipment at each leased site. Our COGS may increase for the foreseeable future as we continue to invest in our PNT technologies in domestic U.S. and international markets.

Previous wording

Research and development expenses consist of personnel-related expenses, including salaries, benefits and stock-based compensation, and allocated facility costs for our research and development functions. Research and development costs also include outside professional services for software and hardware development, andsoftware license costs, including cloud hosting costs. We expect our research and development costs to increase for the foreseeable future as we continue to invest in research and development for our current and future products.

Current wording

Research and development expenses consist of personnel-related expenses, including salaries, benefits and stock-based compensation, and allocated facility costs for our research and development functions. Research and development costs also include outside professional services for software and hardware development, and software license costs, including cloud hosting costs. We expect our research and development costs to increase for the foreseeable future as we continue to invest in research and development for our current and future products, including our NextGen platform.

Previous wording

Other income (expense) consists of miscellaneous non-operating items, such as change in fair value of warrants and asset purchase agreement liability, equity method income (loss), and foreign currency gains (losses).

Current wording

Other income (expense) consists of miscellaneous non-operating items, such as change in fair value of warrants and Asset Purchase Agreement liability, change in fair value of derivative liability, debt extinguishment loss, equity method income (loss), and foreign currency gains (losses).

Previous wording

Revenue increased by $0.6 million, or 56.5%, to $1.6 million for thethree months ended September 30, 2024 from $1.0 million for thethree months ended September 30, 2023. The increase was driven by an increase in service revenue from technology and services contracts with government and commercial customers. For thethree months ended September 30, 2024, onecustomer accounted for 54% of total revenue and another customer accounted for 32% of total revenue. For thethree months ended September 30, 2023, one customer accounted for 69% of total revenue andanother customer accounted for 15% of total revenue.

Current wording

Revenue increased by $0.5 million, or 47.1%, to $1.5 million for thethree months ended March 31, 2025 from $1.0 million for thethree months ended March 31, 2024. The increase was driven by an increase in service revenue from technology and services contracts with government and commercial customers. For thethree months ended March 31, 2025, onecustomer accounted for 51% of total revenue and another customer accounted for 39% of total revenue. For thethree months ended March 31, 2024, one customer accounted for 75% of total revenue andanother customer accounted for 14% of total revenue.

Previous wording

COGS decreased by $0.6 million, or 20.0%, to $2.6 million for thethree months ended September 30, 2024 from $3.2 million for thethree months ended September 30, 2023. The decrease was primarily driven by a $0.5 million decrease in stock-based compensation, a $0.1 million decrease inoutside consulting expenses, a $0.1 million decrease in software license expenses, and a $0.1 million decrease in cost related to sale of equipment. The decreases were partially offset by a $0.2 million increase inpayroll-related expenses.

Current wording

COGS decreased by $0.2 million, or 8.3%, to $2.5 million for thethree months ended March 31, 2025 from $2.8 million for thethree months ended March 31, 2024. The decrease was primarily driven by a $0.2 million decrease insoftware license and cloud expenses, a $0.1 million decrease inoutside consulting expenses, and a $0.1 million decrease inpayroll-related expenses. The decreases were partially offset by a $0.1 million increase instock-based compensation, and a $0.1 million increase in non-recurring engineering services.

Previous wording

Research and development expenses decreased by $1.5 million, or 29.2%, to $3.5 million for thethree months ended September 30, 2024 from $5.0 million for thethree months ended September 30, 2023. The decrease was primarily driven by a $0.8 million decrease instock-based compensation, a $0.4 million decrease in software license expenses, a $0.2 million decrease in outside consulting expenses, and a $0.2 million decrease in other operational expenses. The decreases were partially offset by a $0.1 million increase inpayroll-related expenses.

Current wording

Research and development expenses decreased by $0.6 million, or 13.5%, to $4.0 million for thethree months ended March 31, 2025 from $4.7 million for thethree months ended March 31, 2024. The decrease was primarily driven by a $0.4 million decrease instock-based compensation, a $0.3 million decrease in software license expenses, and a $0.3 million decrease in payroll-related expenses. The decreases were partially offset by a $0.3 million increase innon-recurring engineering services, and a$0.1 million increase in outside consulting expenses.

Previous wording

Selling, general and administrative expenses increased by $1.9 million, or 30.3%, to $8.0 million for thethree months ended September 30, 2024 from $6.2 million for thethree months ended September 30, 2023. The increase was primarily driven by a $1.1 million increase inprofessional services, a$0.4 million increase inpayroll-related expenses driven by headcount cost, a $0.3 million increase in marketing and recruiting cost, a $0.2 million increase in outside consulting expenses, anda$0.1 million increase instock-based compensation. The increases were partially offset by a $0.2 million decrease in directors’ and officers’ insurance.

Current wording

Selling, general and administrative expenses increased by $2.1 million, or 24.6%, to $10.5 million for thethree months ended March 31, 2025 from $8.4 million for thethree months ended March 31, 2024. The increase was primarily driven by a $1.0 million increase inprofessional services, a$0.6 million increase inoutside consulting expenses, a $0.4 million increase in stock-based compensation, and a $0.3 million increase in marketing and recruiting cost. The increases were partially offset by a $0.1 million decrease in payroll-related expenses, anda $0.1 million decrease in other operational expenses.

Previous wording

Depreciation and amortization expenses increased by $0.1 million, or 5%, to $1.3 million for thethree months ended September 30, 2024 from $1.3 million for thethree months ended September 30, 2023. The increase in depreciation and amortization expense is primarily attributable to placing the TerraPoiNT network assets in service since the third quarter of 2023.

Current wording

Depreciation and amortization expenses increased by $0.1 million, or 10.1%, to $1.5 million for thethree months ended March 31, 2025 from $1.3 million for thethree months ended March 31, 2024. The increase in depreciation and amortization expense is primarily attributable to placing the network assets in service after the first quarter of 2024.

Previous wording

Interest expense, net of interest income, increased by $0.5 million, or 27%, to $2.2 million for the three months ended September 30, 2024 from $1.7 million for the three months ended September 30, 2023. The increase in interest expense was due to interest and amortization of debt discounts on our senior secured notes issued during the second and third quarters of 2023 and lower interest income earned from our cash and cash equivalents balance and on marketable securities.

Current wording

Interest expense, net of interest income, increased by $0.6 million, or 26.3%, to $2.7 million for the three months ended March 31, 2025 from $2.2 million for the three months ended March 31, 2024. The increase in interest expense was primarily driven by higher interest and amortization of debt discounts expense and lower interest income.

Previous wording

Other income was $2.5 million for thethree months ended September 30, 2024 compared with other expense of $6.8 million for thethree months ended September 30, 2023. The change was primarily driven by the changes in the fair value of warrants and asset purchase agreement liability.

Current wording

Other expense was $38.8 million for thethree months ended March 31, 2025 compared with other expense of $13.2 million for thethree months ended March 31, 2024. The change was primarily driven by a loss resulting from the change in the fair value of the derivative liability, non-cash expense related to warrants issued in connection with the March 2025 debt financing, and debt extinguishment loss. These were partially offset by a gain from the change in the fair value of the warrant liability.

Previous wording

We have incurred losses since our inception and to date have generated only limited revenue. We have primarily relied upon debt and equity financings to fund our cash requirements. During thenine months ended September 30, 2024 and 2023, we incurred net losses of $69.6 million and $55.3 million, respectively. During thenine months ended September 30, 2024, our net cash used in operating activities and investing activities was $26.1 million and $17.7 million, respectively. During thenine months ended September 30, 2023, our net cash used in operating activities and investing activities was $24.6 million and $1.5 million, respectively. As of September 30, 2024, we had cash and cash equivalents and marketable securities of $86.8 million and an accumulated deficit of $829.8 million. We expect to incur additional losses and higher operating expenses for the foreseeable future. Our primary use of cash is to fund our operations as we continue to grow our business. We will require a significant amount of cash for expenditures as we invest in ongoing research and development and our PNT networks.

Current wording

We have incurred losses since our inception and to date have generated only limited revenue. We have primarily relied upon debt and equity financings to fund our cash requirements. During thethree months ended March 31, 2025 and 2024, we incurred net losses of $58.6 million and $31.6 million, respectively. During thethree months ended March 31, 2025, our net cash used in operating activitieswas $12.2 million and net cash provided by investing activities was $3.0 million. During thethree months ended March 31, 2024, our net cash used in operating activities and investing activities was $7.0 million and $2.1 million, respectively. As of March 31, 2025, we had cash and cash equivalents and marketable securities of $188.4 million and an accumulated deficit of $920.7 million. We expect to incur additional losses and higher operating expenses for the foreseeable future. Our primary use of cash is to fund our operations as we continue to grow our business. We will require a significant amount of cash for expenditures as we invest in ongoing research and development and our PNT networks.

Previous wording

In 2023, we issued $70.0 million in aggregate principal amount of senior secured notes with a fixed interest rate of 10% to the lenders thereto. Such notes will mature on December 1, 2026 with interest payable semi-annually in arrears on June 1 and December 1 of each year. We may elect, at our sole discretion, to pay up to 50% of the accrued and unpaid interest on the senior secured notes due with our common stock. Refer to Note 8 to our condensed consolidated financial statements for the three and nine months ended September 30, 2024 included elsewhere in this Quarterly Report on Form 10-Q.

Current wording

On March 12, 2025, we entered into a Note Purchase Agreement to sell to a group of lenders in a private placement (the “Private Placement”) $190.0 million in aggregate principal amount of 5% Senior Secured Convertible Notes due in 2028 (the “2028 Notes”) at par. The 2028 Notes will mature on June 30, 2028 with interest payable in cash semi-annually in arrears on June 1 and December 1 of each year at 5% per annum. Upon the closing of the Private Placement, the Company used a portion of the net proceeds from the Private Placement to redeem all of its $70.0 million 2026 Notes, at a redemption price of 101% of the principal amount of the 2026 Notes, plus accrued and unpaid interest. Refer to Note 8 to our condensed consolidated financial statements for the three months ended March 31, 2025 included elsewhere in this Quarterly Report on Form 10-Q for more information.

Previous wording

Net cash used in operating activities during thenine months ended September 30, 2024 was $26.1 million, resulting primarily from a net loss of $69.6 million adjusted for non-cash charges of $11.2 million for stock-based compensation, non-cash expense of $19.5 million for change in the fair value of warrant liability,$3.9 million for depreciation and amortization, and $4.5 million for amortization of debt discount. These changes were partially offset by a net increase in operating liabilities of$7.0 million, non-cash income of$2.2 million for change in fair value of asset purchase agreement liability and $0.5 million realized and unrealized gain on marketable securities.

Current wording

Net cash used in operating activities during thethree months ended March 31, 2025 was $12.2 million, resulting primarily from a net loss of $58.6 million adjusted for non-cash charges of$24.5 million for change in the fair value of derivative liability,$13.7 million loss on the early extinguishment of the 2026 Notes, $5.8 million related to warrants issued in connection with 2028 Notes, $4.3 million for stock-based compensation,$1.7 million for amortization of debt discount, $1.5 million for depreciation and amortization and a net decreasein operating assets of$1.2 million. These changes were partially offset bynon-cash income of $6.0 million for change in the fair value of warrant liability, and a $0.3 million realized and unrealized gain on marketable securities.

Previous wording

Net cash used in operating activities during thenine months ended September 30, 2023 was $24.6 million, resulting primarily from a net loss of $55.3 million adjusted for non-cash charges of $12.6 million for stock-based compensation, non-cash expense of $9.8 million for change in the fair value of warrant liability,$3.6 million for depreciation and amortization,$1.8 million for amortization of debt discount, $0.5 million realized and unrealized gain on marketable securities, and $0.2 million for equity method investment loss. Additionally, there was a net decrease in operating assets of $3.3 million.

Current wording

Net cash used in operating activities during thethree months ended March 31, 2024 was $7.0 million, resulting primarily from a net loss of $31.6 million adjusted for non-cash charges of $4.2 million for stock-based compensation, non-cash expense of $13.2 million for change in the fair value of warrant liability,$1.3 million for depreciation and amortization, and$1.4 million for amortization of debt discount. Additionally, there was a net increase in operating assets of $4.4 million.

Previous wording

Net cash used in investing activities during the nine months ended September 30, 2023 was $1.5 million, representing proceeds from the sale and maturity of marketable securities, partially offset by cash used for property and equipment primarily related to the deployment of the Pinnacle and TerraPoiNT network and internal use software.

Current wording

Net cash provided by investing activities during thethree months ended March 31, 2025 was $3.0 million, representing net sale and maturity ofmarketable securitiesof $3.1 million partially offset by cash used for property and equipment, including internal use software, of $0.1 million.

Previous wording

Net cash used in investing activities during thenine months ended September 30, 2024 was $17.7 million, representing netpurchase ofmarketable securitiesof $14.4 million, and cash used for asset purchase agreement of $2.7 million and cash used for property and equipment, including internal use software of $0.6 million.

Current wording

Net cash used in investing activities during the three months ended March 31, 2024 was $2.1 million, representing net purchase of marketable securities of $1.9 million, and cash used for property and equipment, including internal use software, of $0.2 million.

Previous wording

Net cash provided by financing activities during thenine months ended September 30, 2024 was $29.7 million, primarily reflecting cash proceeds from exercise of warrants and stock options.

Current wording

Net cash provided by financing activities during thethree months ended March 31, 2024 was $0.5 million, primarily reflecting cash proceeds from the exercise of common stock options.

Previous wording

For a discussion of our critical accounting policies and estimates, please refer to Item 7 under Part II, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our 2023 Form 10-K and Note 2 to our condensed consolidated financial statements for the three months ended September 30, 2024 included elsewhere in this Quarterly Report on Form 10-Q.

Current wording

For a discussion of our critical accounting policies and estimates, please refer to Item 7 under Part II, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our 2024 Form 10-K and Note 2 to our condensed consolidated financial statements for thethree months ended March 31, 2025 included elsewhere in this Quarterly Report on Form 10-Q.

Previous wording

For information regarding new accounting pronouncements, and the impact of these pronouncements on our condensed consolidated financial statements, refer to Note 2 to our condensed consolidated financial statements for thenine months ended September 30, 2024 included elsewhere in this Quarterly Report on Form 10-Q.

Current wording

For information regarding new accounting pronouncements, and the impact of these pronouncements on our condensed consolidated financial statements, refer to Note 2 to our condensed consolidated financial statements for thethree months ended March 31, 2025 included elsewhere in this Quarterly Report on Form 10-Q.