Basis of Presentation

The condensed consolidated financial statements and accompanying notes are unaudited and have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and regulations of the U.S. Securities and Exchange Commission (the “SEC”) for interim financial reporting.

Certain information and footnote disclosures normally included in consolidated financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to rules and regulations applicable to interim financial reporting. The

unaudited condensed consolidated financial statements were prepared on the same basis as the audited consolidated financial statements and, in the opinion of management, contain all adjustments, consisting of normal recurring adjustments, necessary for a fair statement of its financial position, results of operations and cash flows for the periods indicated. These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements included within the Company’s Annual Report on Form 10-K/A for the year ended December 31, 2024.

The information as of December 31, 2024, included on the condensed consolidated balance sheets was derived from the Company’s audited consolidated financial statements. All intercompany accounts and transactions have been eliminated in consolidation.

Results of operations for the three and six months ended June 30, 2025, are not necessarily indicative of the results that may be expected for any other interim period or for the year ending December 31, 2025.

Revision of Previously Issued Financial Statements

During the preparation of the condensed consolidated financial statements as of and for the three months ended June 30, 2025, the Company identified two immaterial errors in previously issued financial statements. The first error related to the understatement of general and administrative expenses in the three months ended March 31, 2025. Specifically, legal expenses of $1,840 related to the Transactions were incurred during the first quarter of 2025 but were not accrued as a component of other accrued expenses in current liabilities.

The second error related to the understatement of stock-based compensation expense affecting cost of revenue, research and development, and sales and marketing expenses. The Company failed to record a portion of accelerated stock-based compensation in the three months ended December 31, 2024 and the three months ended March 31, 2025, resulting in an aggregate understatement of $541 and $1,018, respectively. This also resulted in an understatement of additional paid-in capital.

The Company evaluated these errors and concluded that they were not material to the previously issued financial statements. However, the Company has elected to correct these errors by revising the annual financial statements as of and for the year ended December 31, 2024 and the interim financial statements as of and for the three months ended March 31, 2025 in its Annual Report on Form 10-K for the year ended December 31, 2025 and the Quarterly Report on Form 10-Q for the three months ended March 31, 2026, respectively.

The tables below provide information about the adjustments as of and for the year ended December 31, 2024 and as of and for the three months ended March 31, 2025.


	December 31, 2024
Condensed Consolidated Balance Sheet	As Previously Reported			Adjustments			Revised
Additional paid-in capital	$	536,184		$	541		$	536,725
Accumulated deficit	$	(538,104	)	$	(541	)	$	(538,645	)
Total stockholders’ equity	$	(11,687	)	$	—		$	(11,687	)
Total liabilities and stockholders’ equity	$	193,575		$	—		$	193,575


	Year Ended December 31, 2024
Unaudited Condensed Consolidated Statements of Operations	As Previously Reported			Adjustments			Revised
Cost of revenue	$	70,560		$	16		$	70,576
Gross profit	$	39,891		$	(16	)	$	39,875
Research and development	$	29,188		$	49		$	29,237
Sales and marketing	$	22,220		$	476		$	22,696
Total operating expenses	$	108,625		$	525		$	109,150
Loss from operations	$	(68,734	)	$	(541	)	$	(69,275	)
Loss before income taxes	$	(102,659	)	$	(541	)	$	(103,200	)
Net loss	$	(102,818	)	$	(541	)	$	(103,359	)
Basic and diluted net loss per share	$	(4.26	)	$	(0.02	)	$	(4.28	)


	March 31, 2025
Unaudited Condensed Consolidated Balance Sheet	As Previously Reported			Adjustments			Revised
Other accrued expenses	$	21,985		$	1,840		$	23,825
Total current liabilities	$	161,730		$	1,840		$	163,570
Total liabilities	$	203,291		$	1,840		$	205,131
Additional paid-in capital	$	576,758		$	1,559		$	578,317
Accumulated deficit	$	(558,761	)	$	(3,399	)	$	(562,160	)
Total stockholders’ equity	$	5,555		$	(1,840	)	$	3,715
Total liabilities and stockholders’ equity	$	208,846		$	—		$	208,846


	Three Months Ended March 31, 2025
Unaudited Condensed Consolidated Statements of Operations	As Previously Reported			Adjustments			Revised
Cost of revenue	$	15,092		$	72		$	15,164
Gross profit	$	8,784		$	(72	)	$	8,712
Research and development	$	8,509		$	150		$	8,659
Sales and marketing	$	4,735		$	796		$	5,531
General and administrative	$	15,810		$	1,840		$	17,650
Total operating expenses	$	34,214		$	2,786		$	37,000
Loss from operations	$	(25,430	)	$	(2,858	)	$	(28,288	)
Loss before income taxes	$	(20,663	)	$	(2,858	)	$	(23,521	)
Net loss	$	(20,657	)	$	(2,858	)	$	(23,515	)
Basic and diluted net loss per share	$	(0.77	)	$	(0.11	)	$	(0.88	)

These errors had no impact on the condensed consolidated statement of changes in stockholders’ equity or statements of comprehensive loss for the year ended December 31, 2024 and the three months ended March 31, 2025, other than the impact to net loss for the period. The errors also had no impact on total cash flows from operating, investing, or financing activities for the year ended December 31, 2024 and the three months ended March 31, 2025.

Reclassifications

Certain prior year periods amounts have been reclassified to conform with the current year period's presentation. These reclassifications had no impact on previously reported net income (loss).

Liquidity Risks and Uncertainties

The Company has a history of operating losses and negative cash flows from operations since inception. During the six months ended June 30, 2025, the Company used $43,504 in cash for operating activities and fully repaid its outstanding long-term debt. In connection with the closing of the Transactions, the Company received net cash proceeds of $109,450 and an additional $37,297, net of offering expenses, from the 2025 Private Placement. These proceeds enhanced the Company's cash position and are expected to support its liquidity needs. As of June 30, 2025, the Company held cash and cash equivalents of $36,114, excluding restricted cash of $578, and investments in short-term marketable securities of $81,503.

On November 13, 2024, the Company entered into the Purchase Agreement with Buyer, pursuant to which the Company agreed to complete the Transactions. The maritime business sold pursuant to the Transactions did not include any part of the Company’s satellite network or operations. On April 25, 2025, the Company and L3Harris entered into the Settlement Agreement among the Company, exactEarth and L3Harris, pursuant to which, upon the closing of the Transactions, Buyer paid L3Harris $17,000 for full and complete resolution and release of all disputes asserted in connection with the A&R L3Harris Agreement between the Company and L3Harris. The Company and Buyer further agreed that the Company would contribute $7,000 toward the Settlement in the form of a reduction to the cash paid by Buyer to the Company at the closing of the Transactions.

On April 25, 2025, the Company completed the sale of its maritime business to Buyer for approximately $238,948, which reflects an increase to the original purchase price to account for funds contributed by the Buyer toward the Settlement. On April 25, 2025, the Company repaid with a portion of the proceeds of the Transactions all obligations and all amounts borrowed, and all obligations terminated, under the Blue Torch Financing Agreement (as defined below) and SIF (as defined below) loan agreement.

The Company previously disclosed substantial doubt about its ability to continue as a going concern in its Annual Report Form 10-K/A for the year ended December 31, 2024; the Company has concluded that it has sufficient liquidity to continue as a going concern for at least twelve months from the issuance date of these condensed consolidated financial statements.

The Company expects that its available cash, cash equivalents, and investments in marketable securities will be sufficient to fund operations for at least one year from the issuance date of these unaudited condensed consolidated financial statements. As of June 30, 2025, the Company had cash and cash equivalents of $36,114 and investments in short-term marketable securities of $81,503, which, together with its expected future financial results, are anticipated to provide sufficient working capital to support ongoing operations over that period.

The Company continues to incur operating losses, excluding the gain on the Transaction, and negative cash flows; however, management has evaluated these factors and, considering recent liquidity improvements, including $109,450 in net cash proceeds from the Transactions, an additional $37,297, net of offering expenses, from the 2025 Private Placement, and full repayment of long-term debt, believes that current liquidity is sufficient for ongoing operations.

Use of Estimates

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosures of contingent assets and liabilities at the dates of the condensed consolidated financial statements, and the reported amounts of revenues and expenses during the reporting period. Management’s significant estimates include assumptions for revenue recognition, which requires estimates of total costs used in measuring the progress of completion for the cost-based input method, allowance for current expected credit losses, realizability of deferred income tax assets, and fair value of equity awards, contingent earnout liabilities, and warrant liabilities. Actual results could differ from those estimates.

Cash, Cash Equivalents, Marketable Securities, and Restricted Cash

The Company considers all highly liquid investments with an original maturity of three months or less to be cash equivalents. Restricted cash included in other long-term assets, including restricted cash on the condensed consolidated balance sheets, represents amounts pledged as guarantees or collateral for financing arrangements and lease agreements, as contractually required.

The Company invests in highly rated securities, with the primary objective of minimizing the potential risk of principal loss. The Company’s investment policy generally requires securities to be investment grade and limits the amount of credit exposure to any one issuer. The Company’s investments in marketable debt securities have been classified and accounted for as available-for-sale. The Company classifies its marketable debt securities as either short-term or long-term based on each instrument’s underlying contractual maturity date. Unrealized gains and losses on marketable debt securities classified as available-for-sale are recognized in accumulated other comprehensive loss. Interest on securities classified as available-for-sale is included in interest income on the condensed consolidated statements of operations.

The following table shows components of cash, cash equivalents, and restricted cash reported on the condensed consolidated balance sheets and in the condensed consolidated statements of cash flows as of the dates indicated:


	June 30,		December 31,
	2025		2024
Cash and cash equivalents	$	36,114	$	19,206
Restricted cash included in other long-term assets		578		478
	$	36,692	$	19,684

Concentrations of Credit Risk

Financial instruments that potentially subject the Company to concentrations of credit risk consist of cash, cash equivalents and restricted cash, marketable securities, notes receivable, and accounts receivable. The Company typically has cash accounts in excess of Federal Deposit Insurance Corporation insurance coverage limits. The Company has a $4,500 note receivable and a $744 accrued interest balance outstanding relating to one customer. Both the note and the accrued interest are on nonaccrual status as of June 30, 2025 and December 31, 2024. The Company has an allowance for current expected credit loss on the note receivable and accrued interest balance for the full amount as of each of June 30, 2025 and December 31, 2024 (see Note 10).

The Company’s policy is to place receivables on nonaccrual status when collection of principal or interest is no longer reasonably assured, typically when amounts are more than 90 days past due or earlier if indicators of credit deterioration exist. Interest income is not recognized on nonaccrual assets. A receivable is returned to accrual status only when all past-due amounts are repaid and collectability is reasonably assured.

The Company has a concentration of contractual revenue arrangements with various government agencies.

The following customers represented 10% or more of the Company’s total revenue and total accounts receivable for each of the following periods:


	Three Months Ended June 30,						Six Months Ended June 30,
Revenue:	2025			2024			2025			2024
Customer A (1)		20	%		31	%		17	%		23	%
Customer B		10	%		0	%	*			*
Customer C		16	%	*				13	%	*
Customer D	*			*			*				16	%

* Revenue from customer was less than 10% of total revenue during the applicable period.

(1) Consists of multiple U.S. government agencies, of which one government agency represented greater than 10% of total revenue for the three and six months ended June 30, 2024.


Accounts Receivable:	June 30, 2025			December 31, 2024
Customer A (1)		22	%	*
Customer B		13	%	*
Customer C	*				13	%
Customer E	*				13	%

* Accounts receivable from customer was less than 10% of total accounts receivable during the applicable period.

(1) Consists of multiple U.S. government agencies, of which one government agency represented greater than 10% of total accounts receivable as of June 30, 2025.

In conjunction with the Company’s acquisition of exactEarth (the “Acquisition”) in November 2021, Myriota Pty Ltd (“Myriota”), an existing Spire customer, became a related party as a result of exactEarth’s approximately 13% ownership of Myriota at the time of acquisition. As of June 30, 2025, the Company had 7.7% ownership of Myriota. The investment in Myriota of $290 and $858 was included in other long-term assets, including restricted cash on the condensed consolidated balance sheets as of June 30, 2025, and December 31, 2024, respectively. The Company accounts for this investment using the equity method of accounting due to its representation on Myriota’s board of directors. The Company’s share of earnings or losses on the investment is recorded on a one month lag, due to the timing of receiving financial statements from Myriota, as a component of other expense, net in the condensed consolidated statements of operations. The Company generated immaterial revenue from Myriota for the three and six months ended June 30, 2025, and had no accounts receivable from Myriota as of

June 30, 2025. The Company generated $226 and $443 in revenue from Myriota for the three and six months ended June 30, 2024, and had $52 of accounts receivable from Myriota as of December 31, 2024.

Accounting Pronouncements Not Yet Adopted

In December 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Updated (“ASU”) 2023-09, Income Taxes (Topic 740) - Improvements to Income Tax Disclosures, which includes amendments that further enhance income tax disclosures, primarily through standardization and disaggregation of rate reconciliation categories and income taxes paid by jurisdiction. The guidance is effective for annual reporting periods beginning after December 15, 2024, with early adoption permitted, and should be applied prospectively or retrospectively. The Company is currently evaluating the impact that the adoption of ASU 2023-09 will have on its consolidated financial statements and disclosures.

In November 2024, the FASB issued ASU 2024-03, Income Statement-Reporting Comprehensive Income-Expense Disaggregation Disclosures (Subtopic 220-40). Additionally, in January 2025, the FASB issued ASU 2025-01 to clarify the effective date of ASU 2024-03. The standard provides guidance to expand disclosures related to the disaggregation of income statement expenses. The standard requires, in the notes to the financial statements, disclosure of specified information about certain costs and expenses, which includes purchases of inventory, employee compensation, depreciation and intangible asset amortization included in each relevant expense caption. This guidance is effective for fiscal years beginning after December 15, 2026, and interim periods within annual reporting periods beginning after December 15, 2027, on a retrospective or prospective basis, with early adoption permitted. The Company is assessing the guidance, noting the adoption impacts disclosure only.

Spire Global, Inc. 10-Q