Sky Harbour Group Corp
For the period ended Sep 30, 2025. Filed Nov 12, 2025.
View on SEC.govAbout 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.
Sep 30, 2025 · Filed Nov 12, 2025
SKYH$10.28+2.8%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-06-30; filed 2025-08-12.
0001437749-25-026180
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2025-09-30; filed 2025-11-12.
0001437749-25-034433
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe 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 120 previous paragraphs and 125 current paragraphs.
88 unchanged; 30 reworded; 7 added; 2 removed; 0 previous and 0 current paragraphs rearranged.
Tables are not compared: 20 previous and 20 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
In September 2025, we entered into the Credit Agreement through JPMorgan. The Credit Agreement provides for, among other things, a term loan facility in an aggregate principal amount of up to $200 million at any one time outstanding. The Loans will mature on September 4, 2030, subject to any extensions by the Lenders. The Term Loan Facility may be increased, subject to credit approval, up to an aggregate principal amount of $300 million.
Current report
In October 2025*,* we entered into the LGB Lease at LGB with the City of Long Beach, California. The LGB Lease covers approximately 17 acres of property at LGB. The initial term of the LGB Lease will be 50 years beginning 18 months after the effective date, with lease payments commencing contemporaneously with the term.
Current report
In October 2025, we entered into the Swap Agreement for notional amounts of up to $200.0 million, based on predetermined notional schedule agreement as defined in the Swap Agreement. The Swap Agreement effectively fixes the SOFR component of any loans at or below the notional schedule made under the Term Loan Facility at approximately 2.65%, or 4.73% inclusive of applicable interest rate spreads, for the five-year term.
Current report
Warehouse Facility
Current report
On September 4, 2025, we entered into the Credit Agreement through JPMorgan. The Credit Agreement provides for, among other things, a term loan facility in an aggregate principal amount of up to $200 million at any one time outstanding. The Term Loan Facility provides for Loans to be made by the Lenders from time to time as requested by SH Capital II. The Lenders will make funds available to us through the purchase of notes issued by the Public Finance Authority (Wisconsin) pursuant to the Loan and Security Agreement so that the Public Finance Authority (Wisconsin) may fund the Loans to Borrowers. The Loans will mature on September 4, 2030, subject to any extensions by the Lenders. The Term Loan Facility may be increased, subject to credit approval, up to an aggregate principal amount of $300 million.
Current report
The Credit Agreement provides for Loans to be made from time to time by our special purpose subsidiaries of SH Capital II for the construction and operation of hangar project facilities at various airports, subject to customary phased eligibility criteria. Loans will be secured by the real estate underlying the Hangar Projects, pledges of equity interests and certain revenues of the Term Loan Borrowers. Sky Harbour LLC, our operating company, and Sky Harbour Holdings II LLC, the holding company of SH Capital II, and Sky Harbour Holdings III LLC will guarantee the Term Loan Borrower’s obligations under the Loans pursuant to a Parent Guarantee and a Holdco Guaranty, respectively. In addition, pursuant to a Non-Recourse Carveout Guaranty, we will be required to guarantee the Term Loan Borrowers’ obligations under the Loans in certain limited circumstances such as misconduct by the Term Loan Borrowers or the primary guarantors.
Current report
The Credit Agreement contains customary affirmative and negative covenants for transactions of its type, including maintenance of financial ratios, debt service reserve requirements, restricted payments test and limitations on the sale, lease, or distribution of assets. Term Loan Borrowers agreed to a Leverage Ratio of 65%. The Leverage Ratio is calculated by dividing total indebtedness of the Term Loan Borrowers by a borrowing base value. The borrowing base value is principally the sum of project costs for the Hangar Projects or, in the case that an existing Hangar Project is used as collateral, net purchase price plus certain reserves established pursuant to the Credit Agreement and financed transaction costs. Commencing three months after the earlier of September 4, 2028 or a trigger date based on substantial completion of certain Hangar Projects, the Term Loan Borrowers are required to maintain (i) the Historical DSCR, or (ii) the Projected DSCR, in each case determined on the last day of each fiscal quarter of the Borrowers, at a ratio of less than 1.25 to 1.00.
Removed paragraphs (2)
Previous report
In April 2025, we entered into the HIO Lease at HIO with the Port of Portland. The HIO Lease covers approximately 13 acres of property at HIO. The initial term of the HIO Lease will be 35 years from the later of certificate of occupancy or 18 months from the expiration of the diligence period, as defined in the HIO Lease, with lease payments commencing contemporaneously with the term. The HIO Lease contains an option exercisable by the Company to extend the HIO Lease for an additional 10 years following the expiration of the initial term.
Previous report
In April 2025, we entered into the SWF Lease at SWF with the Port Authority of New York and New Jersey. The SWF Lease covers approximately 16 acres of property at SWF. The initial term of the SWF Lease will be 30 years, with lease payments commencing on the earlier of hangar occupancy or 36 months from the receipt of certain environmental approvals. The SWF Lease contains three options exercisable by the Company to extend the SWF Lease for an additional total of 15 years following the expiration of the initial term.
Reworded paragraphs (30)
Previous wording
We are an aviation infrastructure development company building the first nationwide network of home basing hangar campuses for business aircraft. We develop, lease and manage general aviation hangars across the United States, targeting airfields in markets with significant based aircraft populations and high hangar demand. Our home basing hangar campuses feature private and semi-private hangars and a full suite of dedicated services specifically optimized for home based, versus transient, aircraft.
Current wording
We are an aviation infrastructure development company building the first nationwide network of Home Base Operator (“HBO”) campuses for business aircraft. We develop, lease and manage general aviation hangars across the United States, targeting airfields in markets with significant based aircraft populations and high hangar demand. Our home basing hangar campuses feature private and semi-private hangars and a full suite of dedicated services specifically optimized for home based, versus transient, aircraft.
Previous wording
We previously funded SHC with over $200 million to fund the two phases at our initial five ground leased airport locations. We maintain the ability to include up to $50 million in new projects outside the original five locations to be funded with a portion of the existing proceeds held by the trustee as long as certain approvals and supplemental consultant reports are provided showing that such new project would result in better coverage of debt service than previously contemplated projects. We exercised this ability utilizing approximately $26 million of the $50 million available and received the requisite approvals and reports in March 2023 with respect to our ADS Phase I development project.
Current wording
We entered into the Credit Agreement and Term Loan Facility in September 2025 which provides funding of up to $200 million for our first phase of construction at various ground lease airport locations. We may increase the Term Loan Facility, subject to credit approval, up to an aggregate principal amount of $300 million. We previously funded SHC with over $200 million to fund the two phases at our initial five ground leased airport locations. We maintain the ability to include up to $50 million in new projects outside the original five locations to be funded with a portion of the existing proceeds held by the trustee as long as certain approvals and supplemental consultant reports are provided showing that such new project would result in better coverage of debt service than previously contemplated projects. We exercised this ability utilizing approximately $26 million of the $50 million available and received the requisite approvals and reports in March 2023 with respect to our ADS Phase I development project.
Previous wording
Rental revenues for the three months ended June 30, 2025 were approximately $5.2 million, compared to approximately $3.2 million for the three months ended June 30, 2024. The $2.0 million, or 65%, increase was primarily the result of operations at CMA, which was acquired during the three months ended December 31, 2024 and the cumulative impact of increased occupancy at our BNA, OPF, and SJC hangar campuses.
Current wording
Rental revenues for the three months ended September 30, 2025 were approximately $5.7 million, compared to approximately $3.5 million for the three months ended September 30, 2024. The $2.2 million, or 61%, increase was primarily the result of operations at CMA, which was acquired during the three months ended December 31, 2024, the cumulative impact of increased occupancy at our BNA, OPF, and SJC hangar campuses, and the commencement of operations at our DVT, ADS, and APA hangar campuses.
Previous wording
Fuel revenues for the three months ended June 30, 2025 were approximately $1.3 million, compared to approximately $0.4 million for the three months ended June 30, 2024. The approximately $0.9 million, or 207%, increase was primarily the result of fuel sales at our CMA hangar campus, where our fuel revenues and related expenses are recognized on a gross basis.
Current wording
Fuel revenues for the three months ended September 30, 2025 were approximately $1.6 million, compared to approximately $0.5 million for the three months ended September 30, 2024. The approximately $1.1 million, or 193%, increase was primarily the result of fuel sales at our CMA hangar campus, where our fuel revenues and related expenses are recognized on a gross basis.
Previous wording
Campus operating expenses increased approximately $1.2 million, or 122%, from approximately $1.0 million for the three months ended June 30, 2024, to approximately $2.2 million for the three months ended June 30, 2025. Salaries, wages, and benefits associated with our hangar campus personnel increased approximately $0.6 million, primarily driven by headcount increases in anticipation of the commencement of operations at our DVT, APA, and ADS hangar campuses and the acquisition of a hangar campus at CMA during December 2024. Other campus operating expenses increased approximately $0.6 million, primarily driven by increased insurance, property taxes, and utilities associated with operations at CMA and SJC, where our operations commenced in December 2024 and April 2024, respectively.
Current wording
Campus operating expenses increased approximately $1.0 million, or 87%, from approximately $1.1 million for the three months ended September 30, 2024, to approximately $2.1 million for the three months ended September 30, 2025. Salaries, wages, and benefits associated with our hangar campus personnel increased approximately $0.6 million, primarily driven by headcount increases associated with the commencement of operations at our DVT, APA, and ADS hangar campuses and the acquisition of a hangar campus at CMA during December 2024. Other campus operating expenses increased approximately $0.4 million, primarily driven by increased insurance, property taxes, and utilities associated with operations at CMA and SJC, where our operations commenced in December 2024 and April 2024, respectively.
Previous wording
Fuel expenses for the three months ended June 30, 2025 were approximately $0.9 million, compared to approximately $0.1 million for the three months ended June 30, 2024. The approximately $0.8 million, or 1,026%, increase was primarily the result of our acquisition of CMA during the three months ended December 31, 2024, and the related impact of recognizing certain fuel revenue and expenses on a gross basis.
Current wording
Fuel expenses for the three months ended September 30, 2025 were approximately $0.7 million, compared to approximately $0.1 million for the three months ended September 30, 2024. The approximately $0.6 million, or 761%, increase was primarily the result of our acquisition of CMA during the three months ended December 31, 2024, and the related accounting impact of recognizing certain fuel revenue and expenses on a gross basis.
Previous wording
Ground lease expenses increased approximately $1.3 million, or 59%, from approximately $2.3 million for the three months ended June 30, 2024, to approximately $3.6 million for the three months ended June 30, 2025. The increase in ground lease expense was driven by the ground leases signed at SLC during the three months ended September 30, 2024, the ground leases assumed as part of the CMA Transaction during the three months ended December 31, 2024, and the ground leases signed at SWF and HIO during the three months ended June 30, 2025.
Current wording
Ground lease expenses increased approximately $1.0 million, or 42%, from approximately $2.5 million for the three months ended September 30, 2024, to approximately $3.5 million for the three months ended September 30, 2025. The increase in ground lease expense was driven by the ground leases signed at SLC during the three months ended September 30, 2024, the ground leases assumed as part of the CMA Transaction during the three months ended December 31, 2024, and the ground leases signed at SWF and HIO during the three months ended June 30, 2025.
Previous wording
Depreciation and amortization increased approximately $0.8 million, or 130%, for the three months ended June 30, 2025, as compared to the three months ended June 30, 2024. The increase was primarily driven by our acquisition of a hangar campus at CMA during the three months ended December 31, 2024 and the commencement of operations at our DVT campus during the three months ended June 30, 2025.
Current wording
Depreciation and amortization increased approximately $1.1 million, or 175%, for the three months ended September 30, 2025, as compared to the three months ended September 30, 2024. The increase was primarily driven by our acquisition of a hangar campus at CMA during the three months ended December 31, 2024, the commencement of operations at our DVT and ADS campuses during the three months ended June 30, 2025, and the commencement of operations at our APA campus during the three months ended September 30, 2025.
Previous wording
Pursuit and marketing expenses for the three months ended June 30, 2025 were approximately $0.6 million, compared to approximately $0.4 million for the three months ended June 30, 2024. The approximately $0.2 million, or 57%, increase was primarily the result of investment in our growth strategy in securing airport site acquisitions and potential tenants throughout the year.
Current wording
Pursuit and marketing expenses for the three months ended September 30, 2025 were approximately $0.6 million, compared to approximately $0.6 million for the three months ended September 30, 2024. The 8.6% decrease was primarily the result of decreased marketing spend offset by our investment in our growth strategy in securing airport site acquisitions and potential tenants throughout the year.
Previous wording
Employee compensation and benefits expenses increased approximately $0.9 million, or 26%, to $4.3 million for the three months ended June 30, 2025, as compared to approximately $3.4 million for the three months ended June 30, 2024. The increase was primarily driven by an increase in corporate headcount and expense recognized associated with our equity compensation programs. Headcount and compensation expenses increased approximately $0.7 million, and non-cash equity compensation expense increased approximately $0.2 million.
Current wording
Employee compensation and benefits expenses increased approximately $1.9 million, or 61%, to $5.0 million for the three months ended September 30, 2025, as compared to approximately $3.1 million for the three months ended September 30, 2024. The increase was primarily driven by an increase in corporate headcount and expense recognized associated with our equity compensation programs. Headcount and compensation expenses increased approximately $0.8 million, and non-cash equity compensation expense increased approximately $1.1 million, inclusive of approximately $0.7 million of non-recurring charges associated with the accelerated vesting of certain RSU awards.
Previous wording
For the three months ended June 30, 2025 and 2024, other general and administrative expenses were approximately $1.0 million and approximately $0.8 million, respectively. The approximately $0.2 million increase was primarily driven by slight increases in professional fees and technology costs due to the expansion of the business and headcount, offset by a slight decrease in corporate insurance premiums.
Current wording
For the three months ended September 30, 2025 and 2024, other general and administrative expenses were approximately $1.4 million and approximately $1.0 million, respectively. The approximately $0.4 million increase was primarily driven by slight increases in professional fees and technology costs due to the expansion of the business and headcount, offset by a slight decrease in corporate insurance premiums.
Previous wording
Other income increased from approximately $9.1 million of income for the three months ended June 30, 2024, to approximately $21.9 million of income for the three months ended June 30, 2025. This increase was primarily due to an approximately $13.6 million difference in the mark-to-market adjustment of the outstanding warrants at June 30, 2025 as compared to June 30, 2024 offset by an approximately $0.9 million decrease in other income driven by a reduction in interest income earned from investments in U.S. Treasuries.
Current wording
Other income increased from approximately $15.8 million of expense for the three months ended September 30, 2024, to approximately $3.0 million of income for the three months ended September 30, 2025. This increase was primarily due to an approximately $19.0 million difference in the mark-to-market adjustment of the outstanding warrants at September 30, 2025 as compared to September 30, 2024.
Previous wording
Six months ended June 30, 2025 Compared to the Six months ended June 30, 2024
Current wording
Nine months ended September 30, 2025 Compared to the Nine months ended September 30, 2024
Previous wording
Rental revenues for thesix months ended June 30, 2025 were approximately $9.7 million, compared to approximately $5.3 million for thesix months ended June 30, 2024. The $4.4 million, or 82%, increase was primarily the result of operations at CMA, which was acquired during the three months ended December 31, 2024 and the cumulative impact of increased occupancy at our BNA, OPF, and SJC hangar campuses.
Current wording
Rental revenues for thenine months ended September 30, 2025 were approximately $15.4 million, compared to approximately $8.9 million for thenine months ended September 30, 2024. The $6.5 million, or 74%, increase was primarily the result of operations at CMA, which was acquired during the three months ended December 31, 2024, the cumulative impact of increased occupancy at our BNA, OPF, and SJC hangar campuses, and the commencement of operations at our DVT, ADS, and APA hangar campuses.
Previous wording
Fuel revenues for thesix months ended June 30, 2025 were approximately $2.5 million, compared to approximately $0.7 million for thesix months ended June 30, 2024. The approximately $1.8 million, or 251%, increase was primarily the result of fuel sales at our CMA hangar campus, where our fuel revenues and related expenses are recognized on a gross basis.
Current wording
Fuel revenues for thenine months ended September 30, 2025 were approximately $4.1 million, compared to approximately $1.3 million for thenine months ended September 30, 2024. The approximately $2.8 million, or 226%, increase was primarily the result of fuel sales at our CMA hangar campus, where our fuel revenues and related expenses are recognized on a gross basis.
Previous wording
Campus operating expenses increased approximately $2.3 million, or 130%, from approximately $1.8 million for thesix months ended June 30, 2024, to approximately $4.1 million for thesix months ended June 30, 2025. Salaries, wages, and benefits associated with our hangar campus personnel increased approximately $1.2 million, primarily driven by headcount increases in anticipation of the commencement of operations at our DVT, APA, and ADS hangar campuses, the acquisition of a hangar campus at CMA during December 2024, and the commencement of operations at our SJC hangar campus in April 2024. Other campus operating expenses increased approximately $1.1 million, primarily driven by increased insurance, property taxes, and utilities associated with operations at CMA where our operations commenced in December 2024, and start-up expenses associated with our DVT, APA, and ADS hangar campuses .
Current wording
Campus operating expenses increased approximately $3.3 million, or 114%, from approximately $2.9 million for thenine months ended September 30, 2024, to approximately $6.2 million for thenine months ended September 30, 2025. Salaries, wages, and benefits associated with our hangar campus personnel increased approximately $1.8 million, primarily driven by headcount increases associated with the commencement of operations at our DVT, APA, and ADS hangar campuses, the acquisition of a hangar campus at CMA during December 2024, and the commencement of operations at our SJC hangar campus in April 2024. Other campus operating expenses increased approximately $1.5 million, primarily driven by increased insurance, property taxes, and utilities associated with operations at CMA where our operations commenced in December 2024, and start-up expenses associated with our DVT, APA, and ADS hangar campuses .
Previous wording
Fuel expenses for thesix months ended June 30, 2025 were approximately $1.7 million, compared to approximately $0.2 million for thesix months ended June 30, 2024. The approximately $1.5 million, or 969%, increase was primarily the result of our acquisition of CMA during the three months ended December 31, 2024, and the related impact of recognizing certain fuel revenue and expenses on a gross basis.
Current wording
Fuel expenses for thenine months ended September 30, 2025 were approximately $2.3 million, compared to approximately $0.2 million for thenine months ended September 30, 2024. The approximately $2.1 million, or 903%, increase was primarily the result of our acquisition of CMA during the three months ended December 31, 2024, and the related accounting impact of recognizing certain fuel revenue and expenses on a gross basis.
Previous wording
Ground lease expenses increased approximately $3.0 million, or 86%, from approximately $3.5 million for thesix months ended June 30, 2024, to approximately $6.5 million for thesix months ended June 30, 2025. The increase in ground lease expense was driven primarily by expense recognized associated with the ground lease signed at IAD during the three months ended June 30, 2024, SLC during the three months ended September 30, 2024, the ground leases assumed as part of the CMA Transaction during the three months ended December 31, 2024, and the ground leases signed at SWF and HIO during the three months ended June 30, 2025.
Current wording
Ground lease expenses increased approximately $4.0 million, or 68%, from approximately $6.0 million for thenine months ended September 30, 2024, to approximately $10.0 million for thenine months ended September 30, 2025. The increase in ground lease expense was driven primarily by expense recognized associated with the ground lease signed at IAD during the three months ended June 30, 2024, SLC during the three months ended September 30, 2024, the ground leases assumed as part of the CMA Transaction during the three months ended December 31, 2024, and the ground leases signed at SWF and HIO during the three months ended June 30, 2025.
Previous wording
Depreciation and amortization increased approximately $1.3 million, or 103%, for thesix months ended June 30, 2025, as compared to thesix months ended June 30, 2024. The increase was primarily driven by our acquisition of a hangar campus at CMA during the three months ended December 31, 2024 and the commencement of operations at our DVT campus during the three months ended June 30, 2025.
Current wording
Depreciation and amortization increased approximately $2.4 million, or 127%, for thenine months ended September 30, 2025, as compared to thenine months ended September 30, 2024. The increase was primarily driven by our acquisition of a hangar campus at CMA during the three months ended December 31, 2024, the commencement of operations at our DVT and ADS campuses during the three months ended June 30, 2025, and the commencement of operations at our APA campus during the three months ended September 30, 2025.
Previous wording
Pursuit and marketing expenses for thesix months ended June 30, 2025 were approximately $1.1 million, compared to approximately $0.7 million for thesix months ended June 30, 2024. The approximately $0.4 million, or 58%, increase was primarily the result of investment in our growth strategy in securing airport site acquisitions and potential tenants throughout the year.
Current wording
Pursuit and marketing expenses for thenine months ended September 30, 2025 were approximately $1.7 million, compared to approximately $1.3 million for thenine months ended September 30, 2024. The approximately $0.4 million, or 29%, increase was primarily the result of investment in our growth strategy in securing airport site acquisitions and potential tenants throughout the year.
Previous wording
Employee compensation and benefits expenses increased approximately $1.5 million, or 22%, to $8.5 million for thesix months ended June 30, 2025, as compared to approximately $7.0 million for thesix months ended June 30, 2024. The increase was primarily driven by an increase in corporate headcount and expense recognized associated with our equity compensation programs. Headcount and compensation expenses increased approximately $1.0 million, and non-cash equity compensation expense increased approximately $0.5 million.
Current wording
Employee compensation and benefits expenses increased approximately $3.4 million, or 34%, to $13.5 million for thenine months ended September 30, 2025, as compared to approximately $10.1 million for thenine months ended September 30, 2024. The increase was primarily driven by an increase in corporate headcount and expense recognized associated with our equity compensation programs. Headcount and compensation expenses increased approximately $1.9 million, and non-cash equity compensation expense increased approximately $1.5 million, inclusive of approximately $0.7 million of non-recurring charges associated with the accelerated vesting of certain RSU awards.
Previous wording
For thesix months ended June 30, 2025 and 2024, other general and administrative expenses were approximately $2.0 million and approximately $1.8 million, respectively. The approximately $0.2 million increase was primarily driven by slight increases in professional fees and technology costs due to the expansion of the business and headcount, offset by a slight decrease in corporate insurance premiums.
Current wording
For thenine months ended September 30, 2025 and 2024, other general and administrative expenses were approximately $3.4 million and approximately $2.7 million, respectively. The approximately $0.7 million increase was primarily driven by slight increases in professional fees and technology costs due to the expansion of the business and headcount, offset by a slight decrease in corporate insurance premiums.
Previous wording
Other income increased from approximately $6.9 million of expense for thesix months ended June 30, 2024, to approximately $19.6 million of income for thesix months ended June 30, 2025. This increase was primarily due to an approximately $27.2 million difference in the mark-to-market adjustment of the outstanding warrants at June 30, 2025 as compared to June 30, 2024.
Current wording
Other income increased from approximately $22.7 million of expense for thenine months ended September 30, 2024, to approximately $22.6 million of income for thenine months ended September 30, 2025. This increase was primarily due to an approximately $46.2 million difference in the mark-to-market adjustment of the outstanding warrants at September 30, 2025 as compared to September 30, 2024.
Previous wording
On March 27, 2024, we entered into an At Market Issuance Sales Agreement (the “ATM Agreement”) with B. Riley Securities, Inc. (“B. Riley”) with respect to an “at the market” offering program (the “ATM Facility”), under which we may, from time to time, at our sole discretion, issue and sell through B. Riley, acting as sales agent, up to $100 million of shares of Class A Common Stock. Pursuant to the ATM Agreement, we may sell the shares through B. Riley by any method permitted that is deemed an “at the market” offering as defined in Rule 415 under the Securities Act. B. Riley will use commercially reasonable efforts consistent with its normal trading and sales practices to sell the shares from time to time, based upon instructions from us, including any price or size limits or other customary parameters or conditions we may impose. We will pay B. Riley a commission of 3.0% of the gross sales price per share sold under the ATM Agreement, subject to certain reductions. During the three and six months ended June 30, 2025, we sold 20,472 shares of Class A Common Stock under the ATM Facility at a weighted-average sales price of $13.70. During the twelve months ended December 31, 2024, we sold 79,676 shares of Class A Common Stock under the ATM Facility at a weighted-average sales price of $13.75. As a result, we have approximately $98.6 million in remaining capacity under our ATM Facility.
Current wording
On March 27, 2024, we entered into an At Market Issuance Sales Agreement (the “ATM Agreement”) with B. Riley Securities, Inc. (“B. Riley”) with respect to an “at the market” offering program (the “ATM Facility”), under which we may, from time to time, at our sole discretion, issue and sell through B. Riley, acting as sales agent, up to $100 million of shares of Class A Common Stock. Pursuant to the ATM Agreement, we may sell the shares through B. Riley by any method permitted that is deemed an “at the market” offering as defined in Rule 415 under the Securities Act. B. Riley will use commercially reasonable efforts consistent with its normal trading and sales practices to sell the shares from time to time, based upon instructions from us, including any price or size limits or other customary parameters or conditions we may impose. We will pay B. Riley a commission of 3.0% of the gross sales price per share sold under the ATM Agreement, subject to certain reductions. We sold no shares of Class A Common Stock under the ATM Facility during the three months ended September 30, 2025 or 2024. During the nine months ended September 30, 2025, we sold 20,472 shares of Class A Common Stock under the ATM Facility at a weighted-average sales price of $13.70. During the nine months ended September 30, 2024, we sold 7,407 shares of Class A Common Stock under the ATM Facility at a weighted-average sales price of $12.42.
Previous wording
The PABs contain financial and non-financial covenants, including a debt service coverage ratio, a restricted payments test and limitations on the sale, lease, or distribution of assets. To the extent that SHC does not comply with these covenants, an event of default or cross-default may occur under one or more agreements, and we or our subsidiaries may be restricted in our ability to pay dividends, issue new debt or access our leased facilities. The PABs are collateralized on a joint and several basis with the property and revenues of all SHC subsidiaries and their assets financed or to be financed from the proceeds of the PABs.
Current wording
The PABs contain financial and non-financial covenants, including a debt service coverage ratio, a restricted payments test and limitations on the sale, lease, or distribution of assets. To the extent that SHC does not comply with these covenants, an event of default or cross-default may occur under one or more agreements, and we or our subsidiaries may be restricted in our ability to pay dividends, issue new debt or access our leased facilities. The PABs are collateralized on a joint and several basis with the property and revenues of all SHC subsidiaries and their assets financed or to be financed from the proceeds of the PABs. Covenants in the PABs require SHC to maintain a debt service coverage ratio (as defined in the relevant documents) of at least 1.25 for each applicable test period, commencing with the quarter ending December 31, 2024. The PABs are subject to a Continuing Disclosure Agreement whereby SHC is obligated to provide electronic copies of (i) monthly construction reports, (ii) quarterly reports containing quarterly financial information of SHC and (iii) annual reports containing audited consolidated financial statements of SHC to the Municipal Securities Rulemaking Board.
Previous wording
Covenants in the PABs require SHC to maintain a debt service coverage ratio (as defined in the relevant documents) of at least 1.25 for each applicable test period, commencing with the quarter ending December 31, 2024. The PABs are subject to a Continuing Disclosure Agreement whereby SHC is obligated to provide electronic copies of (i) monthly construction reports, (ii) quarterly reports containing quarterly financial information of SHC and (iii) annual reports containing audited consolidated financial statements of SHC to the Municipal Securities Rulemaking Board. As of June 30, 2025, we were in compliance with all debt covenants.
Current wording
As of September 30, 2025, we were in compliance with all debt covenants.
Previous wording
The following table summarizes our sources and uses of cash for thesix months ended June 30, 2025 and 2024 (in thousands):
Current wording
The following table summarizes our sources and uses of cash for thenine months ended September 30, 2025 and 2024 (in thousands):
Previous wording
Net cash used in operating activities was approximately $6.0 million for thesix months ended June 30, 2025, as compared to cash used in operating activities of approximately $5.5 million for the same period in 2024. The $0.5 million increase in cash used in operating activities was primarily attributable to an approximately $2.1 million increase in net loss, net of non-cash adjustments and an approximately $1.6 million favorable change in working capital. The increase in net loss, net of non-cash adjustments was primarily driven by the impact of increases in headcount at both the corporate and hangar campus level, including start-up expenses incurred in anticipation of commencing operations at DVT, APA, and ADS. The favorable change in working capital was primarily driven by the timing of collections of accounts receivable as well as spending commitments and payments of our accounts payable and other accrued expenses.
Current wording
Net cash used in operating activities was approximately $6.9 million for thenine months ended September 30, 2025, as compared to cash used in operating activities of approximately $6.6 million for the same period in 2024. The approximately $0.3 million increase in cash used in operating activities was primarily attributable to an approximately $2.4 million increase in net loss, net of non-cash adjustments and an approximately $2.1 million favorable change in working capital. The increase in net loss, net of non-cash adjustments was primarily driven by the impact of increases in headcount at both the corporate and hangar campus level, including start-up expenses incurred in anticipation of commencing operations at DVT, APA, and ADS. The favorable change in working capital was primarily driven by the timing of collections of accounts receivable as well as spending commitments and payments of our accounts payable and other accrued expenses.
Previous wording
Net cash used in investing activities was approximately $54.8 million for thesix months ended June 30, 2025, as compared to cash provided by investing activities of approximately $54.5 million for the same period in 2024. The decrease of approximately $109.3 million of cash provided by investing activities was driven primarily by a decrease in proceeds received from held-to-maturity investments of approximately $69.1 million, an increase of capital expenditures of approximately $27.0 million, and an approximately $12.4 million increase in purchases of available for sale investments for thesix months ended June 30, 2025 as compared to the six months ended June 30, 2024.
Current wording
Net cash used in investing activities was approximately $44.3 million for thenine months ended September 30, 2025, as compared to cash provided by investing activities of approximately $8.4 million for the same period in 2024. The decrease of approximately $52.7 million of cash provided by investing activities was driven primarily by a decrease in proceeds received from held-to-maturity investments of approximately $69.1 million, and an increase of capital expenditures of approximately $10.8 million, offset by an approximately $18.5 million decrease in purchases of available for sale investments for thenine months ended September 30, 2025 as compared to the nine months ended September 30, 2024.
Previous wording
Net cash used in financing activities was approximately $1.5 million for thesix months ended June 30, 2025, as compared to net cash provided by financing activities of approximately $1.0 million for the same period in 2024. The approximately $2.5 million increase in net cash used in financing activities was primarily driven by a decrease of $3.0 million in proceeds received from the exercise of Warrants during the six months ended June 30, 2024.
Current wording
Net cash used in financing activities was approximately $6.7 million for thenine months ended September 30, 2025, as compared to net cash provided by financing activities of approximately $0.2 million for the same period in 2024. The approximately $6.9 million increase in net cash used in financing activities was primarily driven by an increase of $4.4 million in payments for debt issuance costs and a decrease of $3.0 million in proceeds received from the exercise of Warrants during the nine months ended September 30, 2024.