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Virgin Galactic Holdings Inc

For the period ended Mar 31, 2025. Filed May 15, 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 15, 2025

SPCE$2.77+16.4%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 2024-11-06.

0001706946-24-000238

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

Current report: 10-Q

Period ended 2025-03-31; filed 2025-05-15.

0001706946-25-000079

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 86 previous paragraphs and 70 current paragraphs.

35 unchanged; 32 reworded; 3 added; 15 removed; 4 previous and 0 current paragraphs rearranged.

Tables are not compared: 9 previous and 5 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 (3)

Current report

The development of our new Delta Class spaceships is on track. We are progressing through our build milestones with key tools and materials continuing to arrive at our spaceship final assembly facility. With our new Delta Class spaceships, we expect to commence commercial service with our first research spaceflight anticipated in the summer of 2026 and the first private astronaut spaceflight anticipated in the fall of 2026.

Current report

Selling, general and administrative expenses increased from $27.9 million for the three months ended March 31, 2024 to $30.6 million for the three months ended March 31, 2025. The increase was primarily driven by a $1.1 million increase in legal costs and a $0.6 million increase in cash compensation and other employee benefit costs.

Current report

As of March 31, 2025, we sold a total of 11.1 million shares of common stock under the 2024 ATM Program, generating $59.8 million in gross proceeds since its inception, before deducting $1.8 million in underwriting discounts, commissions and other expenses.
Removed paragraphs (15)

Previous report

In June 2024, we completed our second spaceflight of 2024 and seventh commercial spaceflight to date,'Galactic 07,'carrying one researcher and three private astronauts. Following the 'Galactic 07'flight, we paused Unity spaceflights and expect to re-commence flying with test flights of our new Delta Class spaceships in advance of restarting commercial service, which is expected to begin in 2026.

Previous report

On June 12, 2024, at the Company’s 2024 annual meeting of stockholders, our stockholders approved, and on June 14, 2024, we effected, a 1-for-20 reverse stock split (the “Reverse Stock Split”), and our common stock began trading on a split-adjusted basis on June 17, 2024. Prior to the Reverse Stock Split, on May 29, 2024, we received a notice from the New York Stock Exchange (the “NYSE”) that we were no longer in compliance with Section 802.01C of the NYSE Listed Company Manual (“Section 802.01C”), which requires listed companies to maintain an average closing price per share of at least $1.00 over a 30 consecutive trading-day period. Following the Reverse Stock Split, on July 1, 2024, we received a letter from the NYSE stating that we regained compliance with Section 802.01C.

Previous report

All shares of our common stock, per-share data and related information included in this Quarterly Report on Form 10-Q have been retroactively adjusted as though the Reverse Stock Split had been effected prior to all periods presented.

Previous report

In July 2024, we completed our new manufacturing facility in Mesa, Arizona, where final assembly of our next-generation Delta Class spaceships is scheduled to begin in 2025. After the initial development of our first Delta Class spaceship, we estimate the recurring cost to make each additional spaceship to be between $50 and $60 million.

Previous report

In October 2024, we settled the lawsuit and all claims between us and The Boeing Company and Aurora Flight Sciences Corporation, a Boeing Company. See Note 13 in our condensed consolidated financial statements included elsewhere in this Quarterly Report on Form 10-Q for additional information.

Previous report

During the third quarter of 2024, we completed a number of significant milestones related to the design phase of our Delta Class spaceships, including the completion of a majority of the manufacturing designs. These achievements will enable us to deploy some of our engineers from the Delta program to the design of our new mothership. We anticipate these additional engineering and design resources, together with the infusion of additional growth capital, could enable us to deploy our new mothership for commercial service in 2028.

Previous report

Revenue for the nine months ended September 30, 2024 and 2023 were primarily attributable to revenue generated from our commercial spaceflights and membership fees related to our Future Astronaut community.

Previous report

Following the launch of commercial service and achievement of technological feasibility in July 2023, we began presenting the operating expenses supporting our commercial spaceline activities as spaceline operations expense in the accompanying condensed consolidated statements of operations and comprehensive loss. Prior to achievement of technological feasibility, spaceline operations expense included costs to support our Future Astronaut community and costs related to payload cargo and engineering services, which were previously presented as customer experience expense.

Previous report

Research and development expenses decreased from $241.3 million for the nine months ended September 30, 2023 to $124.4 million for the nine months ended September 30, 2024. The decrease was primarily driven by a $48.2 million decrease in materials, consulting, and other costs primarily due to the completion of the VSS Unity and VMS Eve modifications, a $47.8 million decrease in cash compensation and other employee benefit costs primarily due to the completion of the VSS Unity and VMS Eve modifications and a reduction in headcount, the settlement of certain disputed vendor invoices, resulting in a reversal of $18.6 million of accrued costs, an $8.3 million decrease in other operational costs primarily due to a technology license fee expensed in 2023, and a $4.7 million decrease in stock-based compensation. These decreases were partially offset by an $18.6 million increase in sub-contractor and contract labor costs associated with the development of our next-generation spaceflight vehicles.

Previous report

Selling, general and administrative expenses decreased from $42.2 million for the three months ended September 30, 2023 to $34.0 million for the three months ended September 30, 2024. The decrease was primarily driven by a $3.7 million decrease in marketing and promotion expense and a $3.7 million decrease in cash compensation and other employee benefit costs primarily due to a reduction in headcount.

Previous report

Selling, general and administrative expenses decreased from $144.0 million for the nine months ended September 30, 2023 to $95.8 million for the nine months ended September 30, 2024. The decrease was primarily driven by a $30.7 million decrease in cash compensation and other employee benefit costs primarily due to a reduction in headcount, a $8.7 million decrease in consulting and other professional fees, a $4.2 million decrease in marketing and promotion expense, and a $2.0 million decrease in facility costs.

Previous report

Interest income increased from $28.6 million for the nine months ended September 30, 2023 to $33.8 million for the nine months ended September 30, 2024. This increase was primarily driven by higher investment returns on marketable securities and higher interest rates on deposits in interest-bearing accounts, partially offset by decreased average balances of marketable securities and deposits in interest-bearing accounts.

Previous report

We completed the 2022 ATM Program in June 2023, selling a total of 3.0 million shares of common stock and generating $300 million in gross proceeds, before deducting $3.0 million in underwriting discounts, commissions and other expenses.
Reworded paragraphs (32)

Previous wording

You should read the following discussion and analysis of our financial condition and results of operations together with the condensed consolidated financial statements and related notes included elsewhere in this Quarterly Report on Form 10-Q, as well as the audited financial statements and the related notes thereto, and the discussion under “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and “Business” included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2023 (the "Annual Report on Form 10-K"). This discussion contains forward-looking statements that reflect our plans, estimates, and beliefs that involve risks and uncertainties. As a result of many factors, such as those set forth under the “Risk Factors” sections of our Annual Report on Form 10-K and Quarterly Reports on Form 10-Q for the quarters ended March 31, 2024 and June 30, 2024 and under the "Cautionary Note Regarding Forward-Looking Statements" section and elsewhere in this Quarterly Report on Form 10-Q, our actual results may differ materially from those anticipated in these forward-looking statements.

Current wording

You should read the following discussion and analysis of our financial condition and results of operations together with the condensed consolidated financial statements and related notes included elsewhere in this Quarterly Report on Form 10-Q, as well as the audited financial statements and the related notes thereto, and the discussion under “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and “Business” included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2024 (the "Annual Report on Form 10-K"). This discussion contains forward-looking statements that reflect our plans, estimates, and beliefs that involve risks and uncertainties. As a result of many factors, such as those set forth under the “Risk Factors” section of our Annual Report on Form 10-K and under the "Cautionary Note Regarding Forward-Looking Statements" section and elsewhere in this Quarterly Report on Form 10-Q, our actual results may differ materially from those anticipated in these forward-looking statements.

Previous wording

We are an aerospace and space travel company offering access to space for private individuals, researchers and government agencies. Our missions include flying passengers to space, as well as flying scientific payloads and researchers to space in order to conduct experiments for scientific and educational purposes. Our operations include the design and development, manufacturing, ground and flight testing, spaceflight operation, and post-flight maintenance of our spaceflight system. Our spaceflight system was developed using our proprietary technology and processes and is focused on providing space experiences for private astronauts, researcher flights and professional astronaut training. We have also leveraged our knowledge and expertise in manufacturing spaceships to occasionally perform engineering services for third parties.

Current wording

We are an aerospace and space travel company offering access to space for private individuals, researchers and government agencies. Our missions include flying passengers to space, as well as flying scientific payloads and researchers to space in order to conduct experiments for scientific and educational purposes. Our operations include the design and development, manufacturing, ground and flight testing, spaceflight operation, and post-flight maintenance of our spaceflight system. Our spaceflight system was developed using our proprietary technology and processes and is focused on providing space travel experiences for private astronauts, researcher flights and professional astronaut training. We have also leveraged our knowledge and expertise in manufacturing spaceships to occasionally perform engineering services for third parties. To expand capacity, we are currently developing our next-generation spaceflight vehicles. These next-generation spaceflight vehicles, which include our Delta Class spaceships and additional launch vehicles, are expected to dramatically increase our annual flight rate. In addition, we are exploring the opportunity to use a derivative model of our launch vehicle as a High-Altitude, Long-Endurance ("HALE") aircraft, which we believe could be utilized for several types of government and research purposes.

Previous wording

We believe that our performance and future success depend on a number of factors that present significant opportunities for us but also pose risks and challenges, including those discussed below, as well as in Part 1, Item 1A. of our Annual Report on Form 10-K titled“Risk Factors”and in Part II, Item 1A. in our Quarterly Reports on Form 10-Q for the quarters ended March 31, 2024 and June 30, 2024.

Current wording

We believe that our performance and future success depend on a number of factors that present significant opportunities for us but also pose risks and challenges, including those discussed below and in Part 1, Item 1A. of our Annual Report on Form 10-K titled“Risk Factors.”

Previous wording

We have already received significant interest from potential astronauts. Going forward, we expect the size of our backlog and the number of astronauts that have flown to space on our spaceflight system to be an important indicator of our future performance. As of September 30, 2024, we have reservations for spaceflights for approximately 700 future astronauts, which represent approximately $194 million in expected future spaceflight revenue upon completion of the spaceflights.

Current wording

We have already received significant interest from potential astronauts. Going forward, we expect the size of our backlog and the number of astronauts that have flown to space on our spaceflight system to be an important indicator of our future performance. Our sales remain paused, but we expect to open tranches of sales reservations in the first quarter of 2026 as we approach the start of commercial service. As of March 31, 2025, we have reservations for spaceflights for approximately 675 future astronauts, which represent approximately $189 million in expected future spaceflight revenue upon completion of the spaceflights.

Previous wording

Our spaceflight systems are highly specialized with sophisticated and complex technology. We have built operational processes to ensure that the design, manufacture, performance and servicing of our spaceflight systems meet rigorous quality standards. However, our spaceflight systems are still subject to operational and process risks, such as manufacturing and design issues, human errors, or cyber-attacks. Any actual or perceived safety issues may result in significant reputational harm to our business and our ability to generate spaceflight revenue.

Current wording

Our spaceflight systems are highly specialized with sophisticated and complex technology. We have built operational processes to ensure that the design, manufacture, performance and service of our spaceflight systems meet rigorous quality standards. However, our spaceflight systems are still subject to operational and process risks, such as manufacturing and design issues, human errors, or cyber-attacks. Any actual or perceived safety issues may result in significant reputational harm to our business and our ability to generate spaceflight revenue.

Previous wording

The following tables set forth our results of operations for the periods presented. The period-to-period comparisons of financial results are not necessarily indicative of future results.

Current wording

The following table sets forth our results of operations for the periods presented. The period-to-period comparisons of financial results are not necessarily indicative of future results.

Previous wording

For the Three and Nine Months Ended September 30, 2024 Compared to the Three and Nine Months Ended September 30, 2023

Current wording

For the Three Months Ended March 31, 2025 Compared to the Three Months Ended March 31, 2024

Previous wording

Revenue for the three months ended September 30, 2024 was primarily attributable to membership fees related to our Future Astronaut community. Revenue for the three months ended September 30, 2023 was primarily attributable to revenue generated from our commercial spaceflights and membership fees related to our Future Astronaut community.

Current wording

Revenue for the three months ended March 31, 2025 was primarily attributable to access fees related to our astronaut community. Revenue for the three months ended March 31, 2024 was primarily attributable to revenue generated from our commercial spaceflight and access fees related to our astronaut community. During the third quarter of 2024, we paused our Unity spaceflights and we expect to commence commercial service in the summer of 2026.

Previous wording

Spaceline operations expense includes costs to maintain and operate our spaceflight system; non-capitalizable costs to build our new vehicles and manufacture items required to support the making of our vehicles, such as rocket motors and spare parts; the consumption of rocket motors, fuel and other consumables; costs to maintain and support our Future Astronaut community; and costs to provide payload cargo and engineering services.

Current wording

Spaceline operations expense includes costs to maintain and operate our spaceflight system; non-capitalizable costs to build our new vehicles and manufacture items required to support the making of our vehicles, such as rocket motors and spare parts; the consumption of rocket motors, fuel and other consumables; costs to maintain and support our astronaut community; and costs to provide payload cargo and engineering services.

Previous wording

Spaceline operations expense decreased from $25.6 million for the three months ended September 30, 2023 to $19.9 million for the three months ended September 30, 2024. The decrease was primarily driven by a $5.4 million decrease in cash compensation and other employee benefit costs primarily due to a reduction in headcount and labor allocated to capitalizable projects.

Current wording

Spaceline operations expense decreased from $22.6 million for the three months ended March 31, 2024 to $20.8 million for the three months ended March 31, 2025. The decrease was primarily driven by a $2.5 million decrease in cash compensation and other employee benefit costs.

Previous wording

Research and development expenses represent costs incurred to support activities that advance our future fleet towards commercialization, including basic research, applied research, concept formulation studies, design, development, and related testing activities. Research and development costs will consist primarily of equipment, material, and labor costs (including from third-party contractors) for designing the spaceflight system’s structure, spaceflight propulsion system, and flight profiles for our next-generation spaceships and motherships, as well as allocated facilities and other supporting overhead costs.

Current wording

Research and development expenses represent costs incurred to support activities that advance our future fleet towards commercialization, including basic research, applied research, concept formulation studies, design, development, and related testing activities. Research and development costs consist primarily of equipment, material, and labor costs (including from third-party contractors) for designing the spaceflight system’s structure, spaceflight propulsion system, and flight profiles for our next-generation spaceships and launch vehicles, as well as allocated facilities and other supporting overhead costs.

Previous wording

Research and development expenses decreased from $44.8 million for the three months ended September 30, 2023 to $23.9 million for the three months ended September 30, 2024. The decrease was primarily driven by the settlement of certain disputed vendor invoices, resulting in a reversal of $18.6 million of accrued costs, a $6.2 million decrease in cash compensation and other employee benefit costs primarily due to a reduction in headcount and the completion of the modifications of VSS Unity and VMS Eve in July 2023, and a $2.1 million decrease in materials, consulting, and other costs primarily due to the completion of the VSS Unity and VMS Eve modifications. These decreases were partially offset by an $8.1 million increase in sub-contractor and contract labor costs associated with the development of our next-generation spaceflight vehicles.

Current wording

Research and development expenses decreased from $59.0 million for the three months ended March 31, 2024 to $33.3 million for the three months ended March 31, 2025. The decrease was primarily driven by a $17.6 million decrease in sub-contractor and contract labor costs associated with the development of our next generation spaceflight vehicles and an $8.6 million decrease in cash compensation and other employee benefit costs.

Previous wording

Depreciation and amortization expense increased from $3.3 million for the three months ended September 30, 2023 to $4.3 million for the three months ended September 30, 2024. The increase was primarily due to the acquisition of property, plant and equipment.

Current wording

Depreciation and amortization expense increased from $3.7 million for the three months ended March 31, 2024 to $4.2 million for the three months ended March 31, 2025. The increase was primarily due to the acquisition of property, plant and equipment.

Previous wording

Interest income decreased from $12.9 million for the three months ended September 30, 2023 to $10.4 million for the three months ended September 30, 2024. This decrease was primarily driven by decreased average balances of marketable securities and deposits in interest-bearing accounts.

Current wording

Interest income decreased from $12.3 million for the three months ended March 31, 2024 to $7.2 million for the three months ended March 31, 2025. The decrease was primarily driven by decreased average balances of marketable securities and deposits in interest-bearing accounts.

Previous wording

Interest expense was $3.2 million for each of the three months ended September 30, 2024 and 2023. Interest expense increased from $9.6 million for the nine months ended September 30, 2023 to $9.7 million for the nine months ended September 30, 2024. Interest expense primarily consists of interest expense and amortization of debt issuance costs related to our convertible senior notes.

Current wording

Interest expense was $3.2 million for each of the three months ended March 31, 2025 and 2024. Interest expense primarily consisted of interest expense and amortization of debt issuance costs related to our convertible senior notes.

Previous wording

Income tax expense was immaterial for the three and nine months ended September 30, 2024 and 2023. We have accumulated net operating losses at the U.S. federal and state levels. We maintain a full valuation allowance against our net U.S. federal and state deferred tax assets. The income tax expense is primarily related to corporate income taxes for our operations in the United Kingdom, which operates on a cost-plus arrangement.

Current wording

Income tax expense was immaterial for the three months ended March 31, 2025 and 2024. We have accumulated net operating losses at the U.S. federal and state levels. We maintain a full valuation allowance against our net U.S. federal and state deferred tax assets. The income tax expense was primarily related to corporate income taxes for our operations in the United Kingdom, which operates on a cost-plus arrangement.

Previous wording

As of September 30, 2024, we had cash, cash equivalents and restricted cash of $204.7 million and marketable securities of $539.2 million. Our principal sources of liquidity have come from sales of our common stock and offering of convertible senior notes ("2027 Notes").

Current wording

As of March 31, 2025, we had total cash, cash equivalents and restricted cash of $172.2 million and total marketable securities of $394.4 million. Our principal sources of liquidity have come from sales of our common stock and offering of convertible senior notes ("2027 Notes").

Previous wording

Net cash used in operating activities was $271.7 million for the nine months ended September 30, 2024, and consisted primarily of $270.3 million of net losses, adjusted for non-cash items, which included stock-based compensation expense of $24.0 million and depreciation and amortization expense of $11.3 million, partially offset by $11.7 million of other non-cash items and $25.0 million of cash used from changes in operating assets and liabilities.

Current wording

Net cash used in operating activities was $75.9 million for the three months ended March 31, 2025, and consisted primarily of $84.5 million of net losses, adjusted for non-cash items, which primarily included stock-based compensation expense of $4.8 million and depreciation and amortization expense of $4.2 million, partially offset by $2.2 million of accretion of marketable securities purchased at a discount and $1.2 million of net changes in operating assets and liabilities.

Previous wording

Net cash used in operating activities was $352.9 million for the nine months ended September 30, 2023, and consisted primarily of $398.4 million of net losses, adjusted for non-cash items, which primarily included stock-based compensation expense of $35.6 million and depreciation and amortization expense of $9.7 million.

Current wording

Net cash used in operating activities was $113.2 million for the three months ended March 31, 2024, and consisted primarily of $102.0 million of net losses, adjusted for non-cash items, which primarily included stock-based compensation expense of $8.2 million and depreciation and amortization expense of $3.7 million, partially offset by $5.3 million of accretion of marketable securities purchased at a discount and $18.4 million of net changes in operating assets and liabilities.

Previous wording

Net cash provided by investing activities was $116.4 million for the nine months ended September 30, 2024, and consisted primarily of $729.4 million in proceeds from maturities and calls of marketable securities, partially offset by $527.4 million in purchases of marketable securities and $86.1 million in capital expenditures.

Current wording

Net cash provided by investing activities was $7.5 million for the three months ended March 31, 2025, and consisted primarily of $158.1 million in proceeds from maturities and calls of marketable securities, partially offset by $104.6 million in purchases of marketable securities and $46.0 million in capital expenditures.

Previous wording

Net cash used in investing activities was $196.5 million for the nine months ended September 30, 2023, and consisted of $873.0 million in purchases of marketable securities and $25.9 million in capital expenditures, partially offset by $702.3 million in proceeds from maturities and calls of marketable securities.

Current wording

Net cash provided by investing activities was $83.1 million for the three months ended March 31, 2024, and consisted primarily of $257.4 million in proceeds from maturities and calls of marketable securities, partially offset by $161.8 million in purchases of marketable securities and $13.1 million in capital expenditures.

Previous wording

Net cash provided by financing activities was $106.3 million for the nine months ended September 30, 2024, and consisted primarily of net cash proceeds from the sale and issuance of common stock of $107.7 million, partially offset by tax withholdings paid for net settled stock-based awards of $1.2 million.

Current wording

Net cash provided by financing activities was $29.7 million for the three months ended March 31, 2025, and consisted primarily of net cash proceeds from the sale and issuance of common stock pursuant to our at-the-market offering program.

Previous wording

Net cash provided by financing activities was $475.9 million for the nine months ended September 30, 2023, and consisted primarily of net cash proceeds from the sale and issuance of common stock of $479.0 million, partially offset by tax withholdings paid for net settled stock-based awards of $3.0 million.

Current wording

Net cash provided by financing activities was $6.9 million for the three months ended March 31, 2024, and consisted primarily of net cash proceeds from the sale and issuance of common stock pursuant to our at-the-market offering program.

Previous wording

•hire additional personnel in manufacturing operations, testing programs, maintenance operations and guest services as we increase the volume of our spaceflights;

Current wording

•hire additional personnel in manufacturing operations, testing programs, maintenance operations and guest services as we increase the volume of our spaceflights; and

Previous wording

•scale up required operational facilities, such as hangars and warehouses; and

Current wording

•scale up required operational facilities, such as hangars and warehouses.

Previous wording

In August 2022, we entered into a distribution agency agreement with Credit Suisse Securities (USA) LLC, Morgan Stanley & Co. LLC and Goldman Sachs & Co. LLC (each, an “Agent” and collectively, the “Agents”) providing for the offer and sale of up to $300 million of shares of our common stock from time to time through the Agents, acting as sales agents, or directly to one or more of the Agents, acting as principal(s), through an "at-the-market offering" program (the "2022 ATM Program").

Current wording

In June 2023, we entered into a distribution agency agreement with Credit Suisse Securities (USA) LLC, Morgan Stanley & Co. LLC and Goldman Sachs & Co. LLC (each, an "Agent" and collectively, the "Agents") providing for the offer and sale of up to $400 million of shares of our common stock from time to time through the Agents, acting as sales agents, or directly to one or more of the Agents, acting as principal(s), through an "at-the-market offering" program (the "2023 ATM Program").

Previous wording

As of September 30, 2024, we sold a total of 12.8 million shares of common stock under the 2023 ATM Program, generating $396.2 million in gross proceeds, before deducting $3.9 million in underwriting discounts, commissions and other expenses.

Current wording

In November 2024, we terminated the 2023 ATM Program, having sold a total of 12.8 million shares of common stock and generating $396.2 million in gross proceeds, before deducting $3.9 million in underwriting discounts, commissions and other expenses.

Previous wording

In June 2023, we entered into a distribution agency agreement with the Agents providing for the offer and sale of up to $400 million of shares of our common stock from time to time through the Agents, acting as sales agents, or directly to one or more of the Agents, acting as principal(s), through an "at-the-market offering" program (the "2023 ATM Program").

Current wording

In November 2024, we entered into an open market sale agreement with Jefferies LLC ("Jefferies") providing for the offer and sale of up to $300 million of shares of our common stock from time to time through Jefferies, acting as sales agent, or directly to Jefferies, acting as principal, through an "at-the-market offering" program (the "2024 ATM Program").

Previous wording

During the nine months ended September 30, 2024, we sold 8.8 million shares of common stock under the 2023 ATM Program and generated $108.7 million in gross proceeds, before deducting $1.0 million in underwriting discounts, commissions and other expenses.

Current wording

During the three months ended March 31, 2025, we sold 6.9 million shares of common stock under the 2024 ATM Program and generated $30.7 million in gross proceeds, before deducting $0.9 million in underwriting discounts, commissions and other expenses.

Previous wording

Beyond the next twelve months, our principal demand for funds will be to sustain our operations, operate our spaceline at Spaceport America in New Mexico, and expand our fleet of spaceships, motherships, and supporting facilities. We expect to generate revenue from our spaceflight program, which is expected to restart in 2026. To the extent this source of capital as well as sources of capital described above are insufficient to meet our needs, we may need to seek additional debt or equity financing.

Current wording

Beyond the next twelve months, our principal demand for funds will be to sustain our operations, operate our spaceline at Spaceport America in New Mexico, and expand our fleet of spaceships, launch vehicles, and supporting facilities. We expect to generate revenue from our spaceflight program, which is expected to restart in 2026. To the extent this source of capital as well as sources of capital described above are insufficient to meet our needs, we may need to seek additional debt or equity financing.

Previous wording

Our discussion and analysis of our financial condition and results of operations are based upon our condensed consolidated financial statements, which have been prepared in accordance with U.S. generally accepted accounting principles. The preparation of our condensed consolidated financial statements and related disclosures requires us to make estimates, assumptions and judgments that affect the reported amounts of assets, liabilities, revenues, costs and expenses and related disclosures. We believe that the estimates, assumptions and judgments involved in the accounting policies referred to below have the greatest potential impact on our financial statements and, therefore, we consider these to be our critical accounting policies. Accordingly, we evaluate our estimates and assumptions on an ongoing basis. Our actual results may differ from these estimates under different assumptions and conditions.

Current wording

Our discussion and analysis of our financial condition and results of operations are based upon our condensed consolidated financial statements, which have been prepared in accordance with U.S. generally accepted accounting principles. The preparation of our condensed consolidated financial statements and related disclosures requires us to make estimates, assumptions and judgments that affect the reported amounts of assets, liabilities, revenues, costs and expenses and related disclosures. We believe that the estimates, assumptions and judgments involved in the accounting policies referred to below have the greatest potential impact on our condensed consolidated financial statements and, therefore, we consider these to be our critical accounting policies. Accordingly, we evaluate our estimates and assumptions on an ongoing basis. Our actual results may differ from these estimates under different assumptions and conditions.

Previous wording

During the fiscal quarter ended September 30, 2024, there were no significant changes to our critical accounting policies and estimates compared to those previously disclosed in"Critical Accounting Policies and Estimates" included in Part II, Item 7.

Current wording

During the fiscal quarter ended March 31, 2025, there were no significant changes to our critical accounting policies and estimates compared to those previously disclosed in"Critical Accounting Policies and Estimates" included in Part II, Item 7."Management's Discussion and Analysis of Financial Condition and Results of Operations" included in our 2024 Annual Report on Form 10-K.
Rearranged previous paragraphs (4)

Previous report — wording carried elsewhere

We commenced our commercial operations with VSS Unity and VMS Eve, which together comprised our initial commercial spaceflight system. Our annual flight rate is constrained by the availability and capacity of this commercial spaceflight system. To expand capacity, we are currently developing our next-generation spaceflight vehicles. These next-generation spaceflight vehicles, which include our Delta Class spaceships and additional motherships, are expected to dramatically increase our annual flight rate.

Previous report — wording carried elsewhere

Spaceline operations expense for the nine months ended September 30, 2024 and 2023, following achievement of technological feasibility in July 2023, were primarily attributable to costs to maintain and operate our spaceflight system; non-capitalizable costs to build our new vehicles and manufacture items required to support the making of our vehicles; and costs to maintain and support our Future Astronaut community.

Previous report — wording carried elsewhere

Depreciation and amortization expense increased from $9.7 million for the nine months ended September 30, 2023 to $11.3 million for the nine months ended September 30, 2024. The increase was primarily due to the acquisition of property, plant and equipment.

Previous report — wording carried elsewhere

"Management's Discussion and Analysis of Financial Condition and Results of Operations" included in our 2023 Annual Report on Form 10-K.