Voyager Technologies, Inc./TX

Previous wording

We are a purpose-built, innovation-driven defense technology and space solutions company focused on delivering mission-critical solutions across national security, space exploration and infrastructure and commercial space markets. Our company was purpose-built to address some of the most complex and consequential challenges facing the defense and space sectors, where technological leadership, operational execution and long-term resilience are essential. Our work strengthens national security, protects critical assets and enables sustained human and economic activity in space. Our founding was rooted in our goal of building a company that would address challenges at the forefront of the defense, national security and space industries. Since 2019, we have accomplished significant achievements, including the successful deployment of first-of-its-kind missile defense maneuvering capabilities, the development of groundbreaking space technology and the selection by NASA to develop a replacement for the ISS.

Current wording

We are a purpose-built, innovation-driven defense technology and space solutions company delivering mission-critical solutions across national security, space exploration and infrastructure, and commercial space markets. Our company was built to take on some of the most complex and consequential challenges in defense and space, where technological leadership, operational execution and long-term resilience decide outcomes. Our work strengthens national security, protects critical assets and enables sustained human and economic activity in space.

Previous wording

We have grown both organically and through acquisitions, including Nanoracks, Valley Tech Systems, Space Micro, Zin Technologies, ExoTerra, Estes and most recently, Astrobotic in July 2026. We serve as a “prime” contractor and “subcontractor” to various government and private enterprise customers through our defense, national security, and space product offerings. Since 2019 to the period ended June 30, 2026, we have executed and successfully vertically and horizontally integrated twelve acquisitions, with revenue of $52.7 million and $88.0 million for the three and six months ended June 30, 2026, respectively. In addition, we received cash proceeds from NASA grants of $3.8 million and $27.8 million during the three and six months ended June 30, 2026, respectively and $211.0 million cash proceeds to date. We have $6.5 million of eligible proceeds remaining as of June 30, 2026, from our $217.5 million development grant with NASA to design Starlab, the commercial space station replacement for the ISS when it is decommissioned in 2030. We intend to operate Starlab through the Starlab JV, a Voyager-led and majority-owned global joint venture, with international equity partners that include Airbus, Mitsubishi and MDA Space. Our growth and increased size and scale are the result of investment and focus on our key technology offerings, as well as our ability to attract, cultivate and integrate accretive acquisitions.

Current wording

In addition, we received cash proceeds from NASA grants of $1.5 million and $29.3 million during the three and nine months ended September 30, 2026, respectively, and $212.5 million as of September 30, 2026. We had $5.0 million of eligible proceeds remaining as of September 30, 2026, from our $217.5 million development grant with NASA to design Starlab, our commercial space station. Starlab is designed to support continuity of low Earth orbit operations as the ISS approaches its planned retirement in 2030, and NASA's approach to that transition is still evolving. We intend to operate Starlab through the Starlab JV, a Voyager-led and majority-owned global joint venture with international equity partners that include Airbus, Mitsubishi, Palantir, MDA Space, and Space Applications Services. Our growth and increased scale come from investing in our key technology offerings and from our ability to attract, cultivate and integrate accretive acquisitions.

Previous wording

Backlog in our segments includes both single and multi-year awards. Fluctuations in backlog are driven primarily by the timing of large program wins. Total backlog as of June 30, 2026 was $335.5 million, of which$189.0 million was funded. We expect to convert 62.1% of the total $189.0 million of funded backlog as of June 30, 2026 into revenue in the remaining periods of 2026.

Current wording

Backlog in our segments include both single and multi-year awards. Fluctuations in backlog are driven primarily by the timing of large program wins. Total backlog as of September 30, 2026 was $742.1 million, of which$390.3 million was funded. We expect to convert 15.4% of the total $608.0 million of funded backlog as of September 30, 2026 into revenue in the remaining 2026 period.

Previous wording

In addition, our backlog is subject to meaningful customer concentration risk. As of June 30, 2026,87.7% of the total dollar value of our funded backlog related to our top customer, the U.S. government. For purposes of evaluating our backlog, we consider all U.S. government entities to be one customer. Additionally, backlog that is originally funded through U.S. government efforts is considered to be U.S. government backlog even if the program is directly contracted through an intermediary.

Current wording

In addition, our backlog is subject to meaningful customer concentration risk. As of September 30, 2026,92.2% of the total dollar value of our funded backlog was related to our top customer, the U.S. government. For purposes of evaluating our backlog, we consider all U.S. government entities to be one customer. Additionally, backlog that is originally funded through U.S. government efforts is considered to be U.S. government backlog even if the program is directly contracted through an intermediary.

Previous wording

We generate net sales in our Defense and Space Technologies segment by delivering mission-critical systems that protect the nation, strengthen the industrial base and extend humanity's presence from low-Earth orbit to the Moon and beyond. Our portfolio offering includes advanced electronics, space technologies, propulsion, energetics, critical resources, AI-enabled electronic warfare solutions, science and space exploration and mission management as a service.

Current wording

We generate net sales in our Defense and Space Technologies segment by delivering mission-critical systems that protect the nation, strengthen the industrial base and extend humanity's presence from low-Earth orbit to the Moon and beyond. Our portfolio offering includes advanced electronics, lunar infrastructure, space technologies, propulsion, energetics, critical resources, AI-enabled electronic warfare solutions, science and space exploration and mission management as a service.

Previous wording

Research and development costs are expensed as incurred. Research and development costs include employee compensation, contractor fees, materials and supplies, software and facility costs. For the three and six months ended June 30, 2026, gross research and development costs were $10.6 million and $23.7 million, respectively. For the three and six months ended June 30, 2025, gross research and development costs were $2.8 million and $8.8 million, respectively.

Current wording

Research and development costs are expensed as incurred. Research and development costs include employee compensation, contractor fees, materials and supplies, software and facility costs. For the three and nine months ended September 30, 2026, gross research and development costs were $14.6 million and $38.4 million, respectively. For the three and nine months ended September 30, 2025, gross research and development costs were $3.5 million and $12.3 million, respectively.

Previous wording

On December 1, 2021, Nanoracks LLC, a subsidiary of Voyager, entered into an agreement under the SAA with NASA (the “Nanoracks Agreement”), pertaining to the LEO Development program, to design, build and maintain a commercial space station, known as “Starlab”. The Nanoracks Agreement and its subsequent amendments signed through 2023 provides $217.5 million in funding for the design and manufacture of Starlab, which is earned upon completion of defined milestones. Once a milestone is earned, we are under no further obligation to continue work on Starlab. All milestone payments have now been earned as of June 30, 2026. As of June 30, 2026, we have cumulatively earned $211.0 million.

Current wording

On December 1, 2021, Nanoracks LLC, a subsidiary of Voyager, entered into an agreement under the SAA with NASA (the “Nanoracks Agreement”), pertaining to the LEO Development program, to design, build and maintain a commercial space station, known as “Starlab”. The Nanoracks Agreement and its subsequent amendments signed through 2023 provides $217.5 million in funding for the design and manufacture of Starlab, which is earned upon completion of defined milestones. As of September 30, 2026, we have cumulatively earned $212.5 million.

Previous wording

When the government grant assistance is related to an asset, the assistance will be deducted from the carrying value of the asset. When the government grant assistance is related to costs incurred, the assistance is deducted from the related expense. The following table sets forth the government grant assistance offset against research and development and construction in progress for the three and six months ended June 30, 2026 and 2025:

Current wording

When the government grant assistance is related to an asset, the assistance will be deducted from the carrying value of the asset. When the government grant assistance is related to costs incurred, the assistance is deducted from the related expense. The following table sets forth the government grant assistance offset against research and development and construction in progress for the three and nine months ended September 30, 2026 and 2025:

Previous wording

Income tax expense includes the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements or tax returns. For further information, see Part II, Item 8, “Notes to Consolidated Financial Statements—Note 2. Summary of Significant Accounting Policies–Income Taxes” in our Form 10-K for further details.

Current wording

Income tax benefit includes the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements or tax returns. For further information, see Part II, Item 8, “Notes to Consolidated Financial Statements—Note 2. Summary of Significant Accounting Policies–Income Taxes” in our Form 10-K.

Previous wording

The increase in net sales for the six months ended June 30, 2026, compared to the six months ended June 30, 2025 was primarily related to an increase in U.S. sales of $10.4 million and partially offset by a decrease in sales in the international market. For a further discussion of the drivers behind the change in revenues, see “—Results by Segment.”

Current wording

The increase in net sales for the three months ended September 30, 2026, compared to the three months ended September 30, 2025 was primarily related to the increase in U.S. domestic sales of $48.7 million. For a further discussion of the drivers behind the change in revenues, see “—Results by Segment.”

Previous wording

The increase in net sales for the three months ended June 30, 2026, compared to the three months ended June 30, 2025 was primarily related to an increase in U.S. sales of $8.6 million and partially offset by a decrease in sales in the international market. For a further discussion of the drivers behind the change in revenues, see “—Results by Segment.”

Current wording

The increase in net sales for the nine months ended September 30, 2026, compared to the nine months ended September 30, 2025 was primarily related to the increase in U.S. domestic sales of $59.1 million, partially offset by the decrease in sales in the international market. For a further discussion of the drivers behind the change in revenues, see “—Results by Segment.”

Previous wording

The increase in costs of sales was primarily due to the increase in total net sales volumes, primarily driven by an increase in U.S. sales volume of $8.6 million and program mix for the three months ended June 30, 2026, compared to the three months ended June 30, 2025.

Current wording

The increase in costs of sales was primarily due to the increase in total net sales volumes, primarily driven by the increase in program volume due to new acquisitions from 2025 and 2026 of $45.9 million for the three months ended September 30, 2026, as compared to the three months ended September 30, 2025.

Previous wording

The increase in costs of sales was primarily due to the increase in total net sales volumes, primarily related to an increase in U.S. sales of $10.4 million and program input costs associated with firm fixed price programs, which experienced an increase in aggregate of $6.4 million more for the six months ended June 30, 2026, compared to the six months ended June 30, 2025.

Current wording

The increase in costs of sales was primarily due to the increase in total net sales volumes, primarily related to the increase in U.S. sales of $59.1 million and program input costs associated with firm fixed price programs, which experienced an increase in aggregate of $5.6 million for the nine months ended September 30, 2026, as compared to the nine months ended September 30, 2025.

Previous wording

The increase in selling, general, and administrative costs was primarily due to the increase in corporate expenses and expenses related to headcount growth of $10.5 million due to our expansion and oversight functions for the three months ended June 30, 2026, as compared to the three months ended June 30, 2025.

Current wording

The increase in selling, general, and administrative costs was primarily due to the increase in corporate expenses related to headcount growth, oversight functions and acquisitions of $21.5 million for the three months ended September 30, 2026, as compared to the three months ended September 30, 2025.

Previous wording

The increase in selling, general, and administrative costs was primarily due to the increase in corporate expenses related to headcount growth, oversight functions, and acquisitions of $18.8 million for six months ended June 30, 2026, as compared to the six months ended June 30, 2025.

Current wording

The increase in selling, general, and administrative costs was primarily due to the increase in corporate expenses related to headcount growth, oversight functions and acquisitions of $38.7 million for nine months ended September 30, 2026, as compared to the nine months ended September 30, 2025.

Previous wording

The increase in research and development was primarily due to the increase in Starlab research and development efforts of $4.3 million, along with $2.3 million in combined efforts primarily related to strategic systems research and development during the three months ended June 30, 2026, as compared to the three months ended June 30, 2025.

Current wording

The increase in research and development was primarily due to our internal investment in further product offerings and capabilities within the business with $4.4 million invested in corporate research and development and $9.9 million invested within the business on further product developments during the three months ended September 30, 2026, as compared to the three months ended September 30, 2025.

Previous wording

The increase in amortization of acquired intangibles during the three months ended June 30, 2026 was primarily driven by additional acquired intangibles related to business acquisitions in 2025 incurring a full amortization period for the three months ended June 30, 2026.

Current wording

The increase in amortization of acquired intangibles during the three months ended September 30, 2026 was driven by additional acquired intangibles related to business acquisitions in 2025 incurring a full amortization period for the three months ended September 30, 2026, along with the increase of $3.1 million in amortization related to amortization of acquired intangibles from the Astrobotic acquisition, as compared to the three months ended September 30, 2025.

Previous wording

The increase in amortization of acquired intangibles during the six months ended June 30, 2026 was primarily driven by additional acquired intangibles related to business acquisitions in 2025 incurring a full amortization period for the six months ended June 30, 2026 contributing to an additional amortization of $4.8 million.

Current wording

The increase in amortization of acquired intangibles during the nine months ended September 30, 2026 was primarily driven by additional acquired intangibles related to business acquisitions in 2025 incurring a full amortization period for the nine months ended September 30, 2026, along with the increase of $3.1 million in amortization related to amortization of acquired intangibles from the Astrobotic acquisition, as compared to the nine months ended September 30, 2025.

Previous wording

The $7.8 million loss on debt extinguishment during the three months ended June 30, 2025 was driven by the extinguishment of our Term Loan and Convertible Debt, as compared to no activity during the three months ended June 30, 2026.

Current wording

The $7.8 million loss on debt extinguishment during the nine months ended September 30, 2025 was driven by the extinguishment of our Term Loan and Convertible Debt, as compared to no activity during the nine months ended September 30, 2026.

Previous wording

The decrease in finance and interest expense, net was driven primarily by lower interest expenses associated with our Term Loan extinguishment during the three months ended June 30, 2025, which did not incur interest during the three months ended June 30, 2026.

Current wording

The increase in finance and interest expense, net was driven primarily by interest expense on the convertible notes held during three months ended September 30, 2026, as compared to the three months ended September 30, 2025.

Previous wording

The increase in other income, net was associated with increased interest income associated with increased cash holdings during the three months ended June 30, 2026, as compared to the three months ended June 30, 2025.

Current wording

The decrease in other income, net was driven primarily by the decrease in interest income during the three months ended September 30, 2026, as compared to the three months ended September 30, 2025.

Previous wording

The increase in other income, net was associated with increased interest income of $3.1 million associated with increased cash holdings during the six months ended June 30, 2026, as compared to the six months ended June 30, 2025.

Current wording

The increase in other income, net was related primarily to the increased interest income of $1.5 million associated with increased cash holdings during the nine months ended September 30, 2026, as compared to the nine months ended September 30, 2025.

Previous wording

The change in income tax (benefit) expense during the three months ended June 30, 2026 was associated with a decrease in deferred tax liabilities, as compared to the three months ended June 30, 2025.

Current wording

The increase in income tax benefit during the three months ended September 30, 2026 was due to an increase in deferred tax liability benefits associated with the acquisition of Astrobotic, as compared to the three months ended September 30, 2025.

Previous wording

The increase in income tax expense was associated with an increase in deferred tax liabilities not able to support the realization of deferred tax assets during the six months ended June 30, 2026, as compared to the six months ended June 30, 2025.

Current wording

The increase in income tax benefit during the nine months ended September 30, 2026 was due to an increase in deferred tax liability benefit associated with the acquisition of Astrobotic, as compared to the nine months ended September 30, 2025.

Previous wording

The increase in net sales during the three months ended June 30, 2026 was driven primarily by an increase of $7.1 million in U.S. government net sales as compared to the three months ended June 30, 2025.

Current wording

The increase in net sales during the three months ended September 30, 2026 was driven primarily by the increase of $42.6 million in U.S. government net sales and an increase of $6.2 million in commercial net sales, as compared to the three months ended September 30, 2025.

Previous wording

The decrease in Adjusted EBITDA during the three months ended June 30, 2026 was driven by increases in segment research and development expenses related to increased investment in product development, selling expenses, and program cost growth of $18.7 million compared to the three months ended June 30, 2025, offset partially by the increase in net sales of $7.1 million.

Current wording

The decrease in Adjusted EBITDA during the three months ended September 30, 2026 was driven by increases in segment research and development expenses related to increased investment in product development, selling expenses, and program cost growth of $56.6 million, as compared to the three months ended September 30, 2025, offset partially by the increase in net sales of $48.7 million.

Previous wording

The increase in net sales during the six months ended June 30, 2026 was driven primarily by a $7.9 million increase in U.S. government net sales as compared to the six months ended June 30, 2025.

Current wording

The increase in net sales during the nine months ended September 30, 2026 was driven primarily by a $48.4 million increase in U.S. government net sales and an increase of $8.2 million in commercial net sales, as compared to the nine months ended September 30, 2025.

Previous wording

The decrease in Adjusted EBITDA during the six months ended June 30, 2026 was driven by increases in segment research and development expenses related to increased investment in product development, selling expenses, and program cost growth of $29.9 million compared to the six months ended June 30, 2025, offset partially by the increase in net sales of $7.8 million.

Current wording

The decrease in Adjusted EBITDA during the nine months ended September 30, 2026 was driven by increases in segment research and development expenses related to increased investment in product development, selling expenses, and program cost growth of $86.3 million, as compared to the nine months ended September 30, 2025, offset partially by the increase in net sales of $56.5 million.

Previous wording

The decrease in Adjusted EBITDA during the three months ended June 30, 2026 was driven primarily by the $4.3 million increase in Starlab's research and development expenses due primarily to an increase in non-cash related research and development efforts of $1.8 million during the three months ended June 30, 2026, as compared to the three months ended June 30, 2025.

Current wording

The decrease in Adjusted EBITDA during the three months ended September 30, 2026 was driven primarily by the $2.6 million increase in Starlab's research and development expenses due primarily to an increase in non-cash related research and development efforts of $1.8 million during the three months ended September 30, 2026, as compared to the three months ended September 30, 2025.

Previous wording

The decrease in Adjusted EBITDA during the six months ended June 30, 2026 was driven primarily by the $5.9 million increase in Starlab's research and development expenses due primarily to an increase in non-cash related research and development efforts of $2.6 million for the six months ended June 30, 2026, as compared to the six months ended June 30, 2025.

Current wording

The decrease in Adjusted EBITDA during the nine months ended September 30, 2026 was driven primarily by the $8.5 million increase in Starlab's research and development expenses due primarily to an increase in non-cash related research and development efforts of $4.4 million for the nine months ended September 30, 2026, as compared to the nine months ended September 30, 2025.

Previous wording

Intersegment eliminations are related to projects between our segments, including the construction of our Starlab program. Intersegment eliminations increased to $0.5 million for the three months ended June 30, 2026, compared to $0.4 million for the three months ended June 30, 2025. This change in intersegment eliminations was primarily related to an increase in Starlab driven programs.

Current wording

Intersegment eliminations are related to projects between our segments, including the construction of our Starlab program. Intersegment eliminations decreased to $0.1 million for the three months ended September 30, 2026, as compared to $0.5 million for the three months ended September 30, 2025. This change in intersegment eliminations was primarily related to a decrease in Starlab driven programs.

Previous wording

Intersegment eliminations decreased to $1.3 million for the six months ended June 30, 2026, as compared to $1.4 million for the six months ended June 30, 2025. This change in intersegment eliminations was primarily related to a decrease in Starlab driven programs.

Current wording

Intersegment eliminations decreased to $1.4 million for the nine months ended September 30, 2026, as compared to $1.9 million for the nine months ended September 30, 2025. This change in intersegment eliminations was primarily related to a decrease in Starlab driven programs.

Previous wording

(1)Funded backlog is comprised of projects for which we have received a written contract or purchase order, either executed or awaiting execution, excluding any unfunded contract options. Our backlog may also include, as of any date of estimation, change orders for any project that have been confirmed, either in writing or verbally, or formally contracted.

Current wording

(1)Funded backlog is comprised of projects for which we have received a written contract or purchase order, either executed or awaiting execution, excluding any unfunded contract options. Our backlog may also include, as of any date of estimation, change orders for any projects that have been confirmed, either in writing or verbally, or formally contracted.

Previous wording

(3)See “Non-GAAP Financial Measures” below for a discussion of free cash flow and a reconciliation of free cash flow to net cash provided by operating activities, the most directly comparable GAAP measure to free cash flow.

Current wording

(3)See “Non-GAAP Financial Measures” below for a discussion of free cash flow and a reconciliation of free cash flow to net cash used in operating activities, the most directly comparable GAAP measure to free cash flow.

Previous wording

We define EBITDA as net loss attributable to Voyager Technologies, Inc. plus (less) finance and interest expense, provision for income tax expense, and depreciation and amortization. We define Adjusted EBITDA as EBITDA adjusted for stock-based compensation, business acquisition costs, restructuring charges, net (loss) income attributable to noncontrolling interests, and other items we do not believe are indicative of our core operating performance, including incremental organizational costs attributable to our initial public offering, changes in the fair value of earnout liabilities, and foreign exchange gain/loss. The reconciliation between EBITDA, Adjusted EBITDA, and net loss attributable to Voyager Technologies, Inc. (the most comparable GAAP measure) is shown below:

Current wording

We define EBITDA as net loss attributable to Voyager Technologies, Inc. plus (less) finance and interest expense, provision for income tax expense, and depreciation and amortization. We define Adjusted EBITDA as EBITDA adjusted for stock-based compensation, business acquisition costs, restructuring charges, net loss attributable to noncontrolling interests, interest income, and other items we do not believe are indicative of our core operating performance, including incremental organizational costs attributable to our initial public offering, changes in the fair value of earnout liabilities, and foreign exchange gain/loss. The reconciliation between EBITDA, Adjusted EBITDA, and net loss attributable to Voyager Technologies, Inc. (the most comparable GAAP measure) is shown below:

Previous wording

We consider adjusted net loss attributable to common shareholders and adjusted net loss per common share to be useful, supplemental measures of our operations on aconsolidated basis and on aper share basis adjusting for items that are considered either non-operational, significant infrequent expenses, or sources of income that are not recurring to the business on a frequent basis. We define adjusted net loss attributable to common shareholders as the net income or loss attributable to common shareholders adjusted for stock-based compensation, business acquisition costs, restructuring, impairment losses, deferred income tax (benefit) expense and other items mainly related to financing expenses and other individually immaterial items. We define adjusted net loss per common share as adjusted net loss attributable to common shareholders divided by our diluted basis number of weighted-average shares outstanding during the period. Since the adjustments made for presentational purposes do not impact the tax basis, the adjustments have been presented on a tax free basis.

Current wording

We consider adjusted net loss attributable to common shareholders and adjusted net loss per common share to be useful, supplemental measures of our operations on aconsolidated basis and on aper share basis adjusting for items that are considered either non-operational, significant infrequent expenses, or sources of income that are not recurring to the business on a frequent basis. We define adjusted net loss attributable to common shareholders as the net income or loss attributable to common shareholders adjusted for stock-based compensation, business acquisition costs, restructuring, deferred income tax benefit and other items mainly related to financing expenses and other individually immaterial items. We define adjusted net loss per common share as adjusted net loss attributable to common shareholders divided by our diluted basis number of weighted-average shares outstanding during the period. Since the adjustments made for presentational purposes do not impact the tax basis, the adjustments have been presented on a tax free basis.

Previous wording

We are focused on delivering innovative solutions to the defense, national security, and space end markets, and research and development is at the core of our business. We believe innovation spend and innovation spend excluding Starlab provide our management and investors useful measures of our aggregate spend on research and development type activities in support of our customers’ needs and our future growth. However, innovation spend is an operating metric, not a financial measure calculated or presented in accordance with GAAP, and companies in our industry may calculate innovation spend or similar operating metrics differently than we do. We define innovation spend as qualified research and development costs associated with the Internal Revenue Service (“IRS”) Section 174 categorization, as well as spend on designated development programs. Development programs are defined as initiatives that, when developed, will expand our product offerings under a customer funded arrangement. Innovation spend is comprised of various costs recognized in cost of sales and research and development costs within our consolidated statements of operations, as well as certain costs capitalized within property and equipment, net on our consolidated balance sheets. We define innovation spend excluding Starlab as innovation spend, minus the portion of innovation spend attributable to Starlab Space Stations. The table below sets forth the components of our innovation spend and innovation spend excluding Starlab for the six months ended June 30, 2026 and June 30, 2025:

Current wording

We are focused on delivering innovative solutions to the defense, national security, and space end markets, and research and development is at the core of our business. We believe innovation spend and innovation spend excluding Starlab provide our management and investors useful measures of our aggregate spend on research and development type activities in support of our customers’ needs and our future growth. However, innovation spend is an operating metric, not a financial measure calculated or presented in accordance with GAAP, and companies in our industry may calculate innovation spend or similar operating metrics differently than we do. We define innovation spend as qualified research and development costs associated with the Internal Revenue Service (“IRS”) Section 174 categorization, as well as spend on designated development programs. Development programs are defined as initiatives that, when developed, will expand our product offerings under a customer funded arrangement. Innovation spend is comprised of various costs recognized in cost of sales and research and development costs within our consolidated statements of operations, as well as certain costs capitalized within property and equipment, net on our consolidated balance sheets. We define innovation spend excluding Starlab as innovation spend, minus the portion of innovation spend attributable to Starlab Space Stations. The table below sets forth the components of our innovation spend and innovation spend excluding Starlab for the three and nine months ended September 30, 2026 and September 30, 2025:

Previous wording

As of June 30, 2026, we had cash and cash equivalents of approximately $373.4 million, which primarily consisted of proceeds from our 2030 Convertible Notes, demand deposits, and money market mutual funds substantially all held within U.S. bank accounts. As of June 30, 2026, we also had $212.1 million in available revolver capacity, which brings our available liquidity to approximately $585.5 million.

Current wording

As of September 30, 2026, we had cash and cash equivalents of approximately $553.6 million, which primarily consisted of proceeds from our 2032 Convertible Notes, 2030 Convertible Notes, demand deposits, and money market mutual funds substantially all held within U.S. bank accounts. As of September 30, 2026, we also had $262.1 million in available revolver capacity, which brings our available liquidity to approximately $815.7 million as of September 30, 2026.

Previous wording

We currently expect that our principal sources of funding will include our cash from operations, current cash balances and ability to draw on our Credit Facility (as defined below). We are focused on maintaining flexibility in the future evolution of our capital structure and seeking to access the lowest cost of capital while also remaining opportunistic as organic and external opportunities arise. Targeted external growth opportunities would be funded primarily with a mix of equity, cash, and debt. In addition to NASA funding, we expect to consider all financing options for Starlab, including funding through a combination of customer prebuys, the largest examples being other international space agencies, where prospective customers pay us in advance for usage of Starlab, as well as capital markets financing, including equity and project-based financing.

Current wording

We currently expect that our principal sources of funding will include our cash from operations, current cash balances and funds available under our Credit Facility. We are focused on maintaining flexibility in the future evolution of our capital structure and seeking to access the lowest cost of capital while also remaining opportunistic as organic and external opportunities arise. Targeted external growth opportunities would be funded primarily with a mix of equity, cash, and debt. In addition to NASA funding, we expect to consider all financing options for Starlab, including funding through a combination of customer prebuys, the largest examples being other international space agencies, where prospective customers pay us in advance for usage of Starlab, as well as capital markets financing, including equity and project-based financing.

Previous wording

Since inception, we have incurred cumulative losses from operations and had an accumulated deficit of $476.4 million as of June 30, 2026. We will need to raise additional funds to meet our long-term strategic plans, and management believes it will be able to obtain additional financing to fund its operations. However, there can be no assurance that we will be successful in achieving our strategic plans, that our cash balance and future capital raises will be sufficient to support our ongoing operations, or that any additional financing will be available in a timely manner or on acceptable terms, if at all. Management’s plans include, but are not limited to, generating revenue from engineering services and product sales to customers and seeking external sources of liquidity via a mix of equity and debt.

Current wording

Since inception, we have incurred cumulative losses from operations and had an accumulated deficit of $532.1 million as of September 30, 2026. We will need to raise additional funds to meet our long-term strategic plans, and management believes it will be able to obtain additional financing to fund its operations. However, there can be no assurance that we will be successful in achieving our strategic plans, that our cash balance and future capital raises will be sufficient to support our ongoing operations, or that any additional financing will be available in a timely manner or on acceptable terms, if at all. Management’s plans include, but are not limited to, generating revenue from engineering services and product sales to customers and seeking external sources of liquidity via a mix of equity and debt.