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$SPIR
·
10-Q
Spire Global, Inc. · May 14, 6:42 AM ET
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Spire Global, Inc. 10-Q
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Contents
71
Item 1. Unaudited Condensed Consolidated Financial Statements
Basis of Presentation
Revision of Previously Issued Financial Statements
As previously disclosed in Note 2 to the consolidated financial statements included in the Annual Report on Form 10-K for the year ended December 31, 2025, the Company identified immaterial revisions to previously issued financial statements for 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 loss.
Liquidity Risks and Uncertainties
Use of Estimates
Cash, Cash Equivalents, Marketable Securities, and Restricted Cash
Concentration Risk
Accounting Pronouncements Recently Adopted
Accounting Pronouncements Not Yet Adopted
Disaggregation of Revenue
Subscription revenue consists of recurring fees earned under customer contracts that provide ongoing access to the Company’s data products, software platforms, and the operational phase of Space Services contracts. Revenue is generally recognized ratably over the contractual service period. Non-subscription revenue consists of non-recurring services and deliverable-based arrangements, including funded research and development projects, project-based services, historical data sales, and professional services. Revenue is recognized either over time or at a point in time, depending on the nature of the performance obligation.
The following shows revenue from subscription and non-subscription contracts (dollars in thousands):
Contract Assets
Contract Liabilities
Remaining Performance Obligations
Termination of Financing Agreements
Blue Torch Credit Agreement
Government Loan
Assets and Liabilities Measured at Fair Value on a Recurring Basis
Cash and Cash Equivalents and Marketable Securities
Credit Agreement Warrants
Securities Purchase Agreement Warrants
On March 12, 2025, the Company entered into a Securities Purchase Agreement (the “2025 Securities Purchase Agreement”) with the purchasers named therein for the private placement (the “2025 Private Placement”) of (i) 4,843,750 shares of Class A common stock at a purchase price of $8.00 per share and (ii) pre-funded warrants (the “Pre-Funded Warrants”) to purchase 156,250 shares of Class A common stock at a purchase price of $7.9999 per Pre-Funded Warrant. The Pre-Funded Warrants had an exercise price of $0.0001 per share of Class A common stock, were exercisable immediately and remained outstanding until fully exercised. The Pre-Funded Warrants were initially recorded at fair value on the issuance date, which equaled the proceeds received on March 14, 2025. The Pre-Funded Warrants were classified as liabilities because they contained provisions that could require cash settlement under certain circumstances and, accordingly, were not considered indexed to the Company’s own
stock. As liability classified instruments, the Pre-Funded Warrants were measured at fair value at each reporting date, with changes in fair value recognized in the condensed consolidated statements of operations.
L3Harris Commitment
Litigation
In January 2026, the arbitral tribunal held an evidentiary hearing, the outcome of which remains pending. The Company believes that it has strong factual and legal defenses to NorthStar’s claims and that the damages by NorthStar are speculative, without evidentiary support, and contrary to the terms of the Space Services contract. At this time, the Company cannot predict the ultimate outcome of this matter.
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.
Overview
Our Data Solution Offerings
Highlights from the Three Months Ended March 31, 2026
Key Factors Affecting Our Performance
Expansion of and Further Penetration of Our Customer Base
Expansion into New Industries and Geographies
Investment in Growth
Macroeconomic and Geopolitical Impact
Key Business Metrics
We primarily use remaining performance obligations (“RPO”) and Adjusted EBITDA to help us evaluate our business, identify trends, and make strategic decisions. For further information regarding Adjusted EBITDA, see “Non-GAAP Financial Measures” below.
Components of Results of Operations
Results of Operations
Other (Expense) Income
Income Tax Provision
Non-GAAP Financial Measures
Limitations on the Use of Non-GAAP Financial Measures
Liquidity and Capital Resources
Cash Flows
Cash Flows from Operating Activities
Cash Flows from Investing Activities
Cash Flows from Financing Activities
Critical Accounting Policies and Estimates
Accounting Pronouncements Recently Adopted and Not Yet Adopted
Item 3. Quantitative and Qualitative Disclosures about Market Risk
Foreign Currency Exchange Risk
Interest Rate Sensitivity
Inflation Risk
Item 4. Controls and Procedures
Evaluation of Disclosure Controls and Procedures
Material Weaknesses in Internal Control over Financial Reporting
Remediation Efforts on Material Weaknesses in Internal Control over Financial Reporting
Limitations on Effectiveness of Controls and Procedures
Changes in Internal Control over Financial Reporting
Item 1. Legal Proceedings.
Item 1A. Risk Factors.
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
Item 3. Defaults Upon Senior Securities
Item 4. Mine Safety Disclosures
Item 5. Other Information
Item 6. Exhibits
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