What changed in this filing

/stocks — the workspaceLOADING

Item 1. Financial Statements

2024-11-13 compared with 2024-08-13 · 245 added, 203 removed, 913 unchanged (33% of the section changed)

3 unchanged sentences

($s in thousands, except par value amounts)

June 30, 2024 As of

September 30, 2024 As of

December 31, 2023

30 unchanged sentences

Series A Preferred Stock, $ 0.0001 par value;

315,789.473684 shares authorized, issued and outstanding at June 30, 2024 and December 31, 2023

315,789.473684 shares authorized, issued and outstanding at September 30, 2024 and December 31, 2023

373,701 354,840

2 unchanged sentences

1,000,000,000 shares authorized;

53,157,874 shares issued and outstanding at June 30, 2024;

53,992,839 shares issued and outstanding at September 30, 2024;

44,776,926 shares issued and outstanding at December 31, 2023

4 unchanged sentences

Total liabilities, mezzanine equity, and stockholders’ deficit $ 307,312 $ 273,470

1 Includes related party operating lease right-of-use assets of $ 5.7 million and $ 6.3 million as of June 30, 2024 and December 31, 2023, respectively.

2 Includes related party accounts payable of $ 0.1 million and $ 0.1 million as of June 30, 2024 and December 31, 2023, respectively.

3 Includes related party accrued interest expense of $ 0.4 million as of June 30, 2024 and December 31, 2023, respectively.

4 Includes related party operating lease right-of-use current liabilities of $ 1.7 million as of June 30, 2024 and December 31, 2023, respectively.

5 Includes related party operating lease right-of-use noncurrent liabilities of $ 4.0 million and $ 4.6 million as of June 30, 2024 and December 31, 2023, respectively.

6 Includes related party debt of $ 9.0 million and $ 10.0 million as of June 30, 2024 and December 31, 2023, respectively.

1 Includes related party operating lease right-of-use assets of $ 5.4 million and $ 6.3 million as of September 30, 2024 and December 31, 2023, respectively.

2 Includes related party accounts payable of $ 0.3 million and $ 0.1 million as of September 30, 2024 and December 31, 2023, respectively.

3 Includes related party accrued interest expense of $ 0.1 million and $ 0.4 million as of September 30, 2024 and December 31, 2023, respectively.

4 Includes related party operating lease right-of-use current liabilities of $ 1.7 million as of September 30, 2024 and December 31, 2023.

5 Includes related party operating lease right-of-use noncurrent liabilities of $ 3.7 million and $ 4.6 million as of September 30, 2024 and December 31, 2023, respectively.

6 Includes related party debt of $ 9.0 million and $ 10.0 million as of September 30, 2024 and December 31, 2023, respectively.

The accompanying notes are an integral part of these condensed consolidated financial statements.

2 unchanged sentences

($s in thousands, except per share amounts)

For the Three Months Ended June 30, For the Six Months Ended June 30,

For the Three Months Ended

September 30, For the Nine Months Ended

September 30,

2024 2023 2024 2023

4 unchanged sentences

Total cost of revenues 23,001 15,971 42,074 33,730

Gross income (loss) 3,147 1,105 ( 552 ) ( 5,778 )

Gross income 41,506 37,648 40,954 31,870

Selling, general and administrative expense 2

8,641 15,064 28,153 63,480

Operating loss ( 4,755 ) ( 14,082 ) ( 20,064 ) ( 54,194 )

Operating income (loss) 32,865 22,584 12,801 ( 31,610 )

Interest expense 3

1 unchanged sentence

Other income 470 560 1,773 2,253

Loss before income taxes ( 10,465 ) ( 19,022 ) ( 30,538 ) ( 63,707 )

Income (loss) before income taxes 27,346 17,174 ( 3,192 ) ( 46,533 )

Income tax benefit — 314 470 314

Net loss $ ( 9,981 ) $ ( 19,022 ) $ ( 30,068 ) $ ( 63,707 )

Net income (loss) $ 27,346 $ 17,488 $ ( 2,722 ) $ ( 46,219 )

Series A Preferred Stock – adjustment for deemed dividend upon Closing — — — ( 48,300 )

1 unchanged sentence

Series A Preferred Stock – adjustment to maximum redemptions value ( 6,476 ) ( 6,048 ) ( 18,861 ) ( 16,128 )

(Loss) earnings attributable to Common stockholders - basic $ ( 16,177 ) $ ( 24,828 ) $ ( 42,453 ) $ 34,275

Earnings (loss) attributable to Common stockholders - basic $ 20,870 $ 11,440 $ ( 21,583 ) $ 45,715

Change in fair value of embedded derivative — ( 179 ) — 45

Dilutive adjustments to (Loss) earnings attributable to Common stockholders - basic — — — ( 97,982 )

Loss attributable to Common stockholders - diluted $ ( 16,177 ) $ ( 24,828 ) $ ( 42,453 ) $ ( 63,483 )

(Loss) earnings per share - basic $ ( 0.33 ) $ ( 0.55 ) $ ( 0.89 ) $ 0.77

Loss per share - diluted $ ( 0.33 ) $ ( 0.55 ) $ ( 0.89 ) $ ( 0.84 )

Dilutive adjustments to Earnings (loss) attributable to Common stockholders - basic 6,476 6,048 — ( 91,934 )

Earnings (loss) attributable to Common stockholders - diluted $ 27,346 $ 17,309 $ ( 21,583 ) $ ( 46,174 )

Earnings (loss) per share - basic $ 0.39 $ 0.25 $ ( 0.43 ) $ 1.02

Earnings (loss) per share - diluted $ 0.31 $ 0.22 $ ( 0.43 ) $ ( 0.60 )

Weighted average Common Stock outstanding – basic 52,934,951 45,905,962 49,633,387 44,936,629

Weighted average Common Stock outstanding – diluted 87,955,641 79,477,756 49,633,387 76,644,538

1 Includes related party revenues of $ 0.1 million and $ 0.2 million for the three and six months ended June 30, 2024, respectively, and $ 0.1 million and $ 0.4 million for the three and six months ended June 30, 2023, respectively.

2 Includes related party cost of revenues of $ 0.4 million and $ 1.4 million for the three and six months ended June 30, 2024, respectively, and $ 0.2 million and $ 0.3 million for the three and six months ended June 30, 2023, respectively.

3 Includes related party interest expense of $ 0.3 million and $ 0.6 million for the three and six months ended June 30, 2024, respectively, and $ 0.3 million and $ 0.6 million for the three and six months ended June 30, 2023, respectively.

1 Includes related party revenues of $ 0.1 million and $ 0.2 million for the three and nine months ended September 30, 2024, and $ 0.1 million and $ 0.5 million for the three and nine months ended September 30, 2023, respectively.

2 Includes related party cost of revenues of $ 0.6 million and $ 2.0 million for the three and nine months ended September 30, 2024, respectively, and $ 0.4 million and $ 0.7 million for the three and nine months ended September 30, 2023, respectively.

3 Includes related party interest expense of $ 0.3 million and $ 0.8 million for the three and nine months ended September 30, 2024, respectively, and $ 0.3 million and $ 0.9 million for the three and nine months ended September 30, 2023, respectively.

The accompanying notes are an integral part of these condensed consolidated financial statements.

BRIDGER AEROSPACE GROUP HOLDINGS, INC.

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

($s in thousands)

For the Three Months Ended June 30, For the Six Months Ended June 30,

For the Three Months Ended

September 30, For the Nine Months Ended

September 30,

2024 2023 2024 2023

Net loss $ ( 9,981 ) $ ( 19,022 ) $ ( 30,068 ) $ ( 63,707 )

Other comprehensive loss, net of tax

Net income (loss) $ 27,346 $ 17,488 $ ( 2,722 ) $ ( 46,219 )

Other comprehensive (loss) income, net of tax

Foreign currency translation adjustment — ( 43 ) — ( 43 )

Unrealized (loss) gain on derivative instruments ( 361 ) 180 ( 267 ) 112

2 unchanged sentences

Total other comprehensive (loss) income, net of tax ( 361 ) 23 ( 237 ) ( 135 )

Comprehensive loss $ ( 10,003 ) $ ( 19,054 ) $ ( 29,944 ) $ ( 63,865 )

Comprehensive income (loss) $ 26,985 $ 17,511 $ ( 2,959 ) $ ( 46,354 )

The accompanying notes are an integral part of these condensed consolidated financial statements.

1 unchanged sentence

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ DEFICIT

For the Six Months Ended June 30, 2024

For the Nine Months Ended September 30, 2024

($s in thousands)

25 unchanged sentences

Balance at June 30, 2024 315,789 $ 367,225 53,788,377 $ 6 $ 114,623 $ ( 443,740 ) $ 1,111 $ ( 328,000 )

Net income — — — — — 27,346 — 27,346

Unrealized loss on derivative instruments — — — — — — ( 361 ) ( 361 )

Series A Preferred Stock adjustment to maximum redemptions value — 6,476 — — ( 6,476 ) — — ( 6,476 )

Repurchased shares for tax withholding — — ( 127,800 ) — ( 228 ) — — ( 228 )

Stock-based compensation — — 332,262 — 3,369 — — 3,369

Balance at September 30, 2024 315,789 $ 373,701 53,992,839 $ 6 $ 111,288 $ ( 416,394 ) $ 750 $ ( 304,350 )

The accompanying notes are an integral part of these condensed consolidated financial statements.

1 unchanged sentence

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ DEFICIT

For the Six Months Ended June 30, 2023

For the Nine Months Ended September 30, 2023

($s in thousands)

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Balance at June 30, 2023 351,789 $ 342,739 46,906,198 $ 5 $ 78,978 $ ( 400,055 ) $ 1,520 $ ( 319,552 )

Net income — — — — — 17,488 — 17,488

Foreign currency translation adjustment — — — — — — ( 43 ) ( 43 )

Unrealized gain on derivative instruments — — — — — — 180 180

Unrealized loss on investments on marketable securities — — — — — — ( 13 ) ( 13 )

Reclassification of realized gain on investments in marketable securities to earnings — — — — — — ( 101 ) ( 101 )

Series A Preferred Stock adjustment to maximum redemptions value — 6,048 — — ( 6,048 ) — — ( 6,048 )

Bonuses paid in Class A Common Stock — — 426,531 — 3,242 — — 3,242

Stock-based compensation — — — — 6,605 — — 6,605

Balance at September 30, 2023 351,789 $ 348,787 47,332,729 $ 5 $ 82,777 $ ( 382,567 ) $ 1,543 $ ( 298,242 )

The accompanying notes are an integral part of these condensed consolidated financial statements.

2 unchanged sentences

($s in thousands)

For the Six Months Ended June 30,

For the Nine Months Ended September 30,

Cash Flows from Operating Activities:

Net loss $ ( 2,722 ) $ ( 46,219 )

Adjustments to reconcile net loss to net cash used in operating activities, net of acquisition:

Adjustments to reconcile net loss to net cash provided by (used in) operating activities, net of acquisition:

Loss on disposal of fixed assets 251 423

11 unchanged sentences

Accounts and note receivable ( 20,453 ) ( 25,373 )

( 5,893 ) ( 11,787 )

Aircraft support parts ( 46 ) 1,273

2 unchanged sentences

( 2,428 ) ( 19,084 )

Net cash used in operating activities ( 22,558 ) ( 53,445 )

Net cash provided by (used in) operating activities 166 ( 41,491 )

Cash Flows from Investing Activities:

2 unchanged sentences

Expenditures for capitalized software ( 973 ) —

Investments in construction in progress – leasehold improvements — ( 2,445 )

Sale of property, plant and equipment 505 817

17 unchanged sentences

Cash and cash equivalents – end of the period $ 33,328 $ 19,379

1 Includes related party accounts receivable of $ 0.4 million for the six months ended June 30, 2023.

2 Includes related party accounts payable of $ 0.1 million for the six months ended June 30, 2024.

1 Includes related party accounts payable of $ 0.3 million for the nine months ended September 30, 2024.

The accompanying notes are an integral part of these condensed consolidated financial statements.

4 unchanged sentences

Bridger Aerospace Group Holdings, Inc.

and its subsidiaries (“Bridger”, “the Company,” “we,” “us” or “our”) provide aerial wildfire management, relief and suppression and delivery of firefighting services using next generation technology and sustainable and environmentally safe firefighting methods.

As of June 30, 2024, the Company owns fourteen aircraft, including six Viking CL-415EAFs (“Super Scoopers”), three Twin Commander surveillance platforms, four Daher Kodiak 100s (“Daher Kodiaks”), and one Pilatus PC-12 (“Pilatus”).

and its subsidiaries (“Bridger”, “the Company,” “we,” “us” or “our”) provide aerial wildfire surveillance, relief and suppression and aerial firefighting services using next-generation technology and environmentally friendly and sustainable firefighting methods primarily throughout the United States, as well as airframe modification and integration solutions for governmental and commercial customers.

As of September 30, 2024, the Company owns fourteen aircraft, including six Viking CL-415EAFs (“Super Scoopers”), three Twin Commander surveillance platforms, four Daher Kodiak 100s (“Daher Kodiaks”), and one Pilatus PC-12 (“Pilatus”).

Liquidity and Going Concern

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Failure to comply with these covenants could result in an event of default, subject to certain exceptions.

For the three and six months ended June 30, 2024, the Company had an operating loss of $ 4.8 million and $ 20.1 million, respectively, net loss of $ 10.0 million and $ 30.1 million, respectively, and net cash used in operating activities of $ 22.6 million for the six months ended June 30, 2024.

In addition, as of June 30, 2024, the Company had unrestricted cash and cash equivalents of $ 8.5 million.

The Company is not in compliance with the DSCR covenant as of June 30, 2024 and management anticipates the Company will continue to not be in compliance with the DSCR covenant at future quarterly measurement periods in the next 12 months, primarily attributable to the seasonal nature of our business and a less intense 2023 wildfire season.

The Company is in compliance with the $ 8.0 million minimum liquidity requirement as of June 30, 2024.

However, management anticipates that the Company may not be in compliance with the minimum liquidity requirement at future quarterly measurement periods in the next 12 months depending on the cash generated from its seasonal firefighting operations in 2024 and 2025.

For the three and nine months ended September 30, 2024, the Company had an operating income of $ 32.9 million and $ 12.8 million, respectively, net income of $ 27.3 million and net loss of $ 2.7 million, respectively, and net cash provided by operating activities of $ 0.2 million for the nine months ended September 30, 2024.

In addition, as of September 30, 2024, the Company had unrestricted cash and cash equivalents of $ 33.3 million.

The Company is not in compliance with the DSCR covenant as of September 30, 2024 and management anticipates the Company may not be in compliance with the DSCR covenant at future quarterly measurement periods in the next 12 months, primarily attributable to the seasonal nature of our business and the unknown intensity of the 2025 wildfire season.

The Company is in compliance with the $ 8.0 million minimum liquidity requirement as of September 30, 2024.

It is possible that the Company may not be in compliance with the minimum liquidity requirement at future quarterly measurement periods in the next 12 months depending on the cash generated from its seasonal firefighting operations in 2025.

The Series 2022 Bonds agreements provide that, with regard to covenant violations, other than non-payment of principal or interest, no event of default shall be deemed to have occurred so long as a reasonable course of action to remedy a violation commences within 30 days of written notice of non-compliance from the trustee and management diligently prosecutes the remediation plan to completion.

Management consulted with bond counsel on the impact of covenant violations and proactively developed a cost reduction plan, and began implementing the plan in November 2023, to help remedy the anticipated covenant breaches in 2024.

However, this plan is still in progress and there is no assurance that management will be able to diligently prosecute the remediation plan to completion.

While management has made significant progress, this plan is still in process and there is no assurance that management will be able to diligently prosecute the remediation plan to completion.

Additionally, as described in further detail in “Note 18 – Stockholders’ Deficit,” the Company raised additional cash through a registered direct equity offering in April 2024 resulting in net cash proceeds of approximately $ 9.2 million.

However, depending on the cash generated from its seasonal firefighting operations in 2024 and 2025, there may be periods in the next 12 months where the Company may not be in compliance with the $ 8.0 million minimum liquidity requirement.

Depending on the cash generated from its seasonal firefighting operations in 2025, there may be periods in the next 12 months where the Company may not be in compliance with the $ 8.0 million minimum liquidity requirement.

The Company may seek to raise additional cash through sales of Bridger’s common stock, par value $ 0.0001 (“Common Stock”), through our at-the-market offering, described in further detail in “Note 18 – Stockholders’ Deficit” included in this Quarterly Report, and other offerings.

Our ability to raise additional funds will depend on, among other factors, financial, economic and market conditions, many of which are outside of our control and there can be no assurance that we will be able to obtain additional funding on satisfactory terms or at all.

Current and anticipated noncompliance with financial covenants and uncertainty regarding the Company’s ability to diligently prosecute the cost reduction plan and maintain minimum liquidity requirements raise substantial doubt about the Company’s ability to continue as a going concern within 12 months following the issuance date of the condensed consolidated financial statements as of and for the three and six months ended June 30, 2024.

Current and possible future noncompliance with financial covenants and uncertainty regarding the Company’s ability to diligently prosecute the cost reduction plan and maintain minimum liquidity requirements raise substantial doubt about the Company’s ability to continue as a going concern within 12 months following the issuance date of the condensed consolidated financial statements as of and for the three and nine months ended September 30, 2024.

These condensed consolidated financial statements do not include any adjustments to the amounts and classification of assets and liabilities that might be necessary should the Company be unable to continue as a going concern.

6 unchanged sentences

however, the Company believes that the disclosures are adequate to prevent the information presented from being misleading.

In the opinion of management, all adjustments necessary to fairly present the financial position of the Company at June 30, 2024 and December 31, 2023, the results of the Company’s operations for the three and six months ended June 30, 2024 and 2023 and the Company’s cash flows for the three and six months ended June 30, 2024 and 2023 have been included and are of a normal, recurring nature except as otherwise disclosed.

Management also has evaluated the impact of events occurring after June 30, 2024 up to the date of issuance of these condensed financial statements, and these statements contain all necessary adjustments and disclosures resulting from that evaluation.

Due to seasonal fluctuations and other factors, the Company’s operating results for the three and six months ended June 30, 2024 are not necessarily indicative of the results that may be expected for the year ending December 31, 2024 or for any future period.

In the opinion of management, all adjustments necessary to fairly present the financial position of the Company at September 30, 2024 and December 31, 2023, the results of the Company’s operations for the three and nine months ended September 30, 2024 and 2023 and the Company’s cash flows for the three and nine months ended September 30, 2024 and 2023 have been included and are of a normal, recurring nature except as otherwise disclosed.

Management also has evaluated the impact of events occurring after September 30, 2024 up to the date of issuance of these condensed financial statements, and these statements contain all necessary adjustments and disclosures resulting from that evaluation.

Due to seasonal fluctuations and other factors, the Company’s operating results for the three and nine months ended September 30, 2024 are not necessarily indicative of the results that may be expected for the year ending December 31, 2024 or for any future period.

The condensed financial statements and notes thereto should be read in conjunction with the audited financial statements and notes thereto included in the Company’s Annual Report on Form 10-K/A for the year ended December 31, 2023.

1 unchanged sentence

On January 24, 2023 (the “Closing Date”), Jack Creek Investment Corp (“JCIC”) completed the reverse recapitalization (the “Closing” and the “Reverse Recapitalization”) with the Company’s predecessor, Bridger Aerospace Group Holdings, LLC and its subsidiaries (collectively, “Legacy Bridger”), which operated the majority of the historical business and was identified as the acquirer and predecessor upon the consummation of the transactions contemplated by the agreement and plan of merger (the “Transaction Agreements”) entered into on August 3, 2022.

On the Closing Date, pursuant to the Transaction Agreements, JCIC and Legacy Bridger became wholly owned subsidiaries of a new public entity that was renamed Bridger Aerospace Group Holdings, Inc, and JCIC shareholders and Legacy Bridger equity holders converted their equity ownership in JCIC and Legacy Bridger, respectively, into equity ownership in Bridger.

On the Closing Date, pursuant to the Transaction Agreements, JCIC and Legacy Bridger each became wholly-owned subsidiaries of a new public company that was renamed Bridger Aerospace Group Holdings, Inc, and JCIC shareholders and Legacy Bridger equity holders converted their equity ownership in JCIC and Legacy Bridger, respectively, into equity ownership in Bridger.

Upon the consummation of the Reverse Recapitalization, Bridger issued Common Stock to the Legacy Bridger equity holders and Series A Preferred Stock (as defined below) as summarized below:

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Operations prior to the Reverse Recapitalization will be those of Legacy Bridger in future reports of Bridger.

Legacy Bridger has been determined to be the accounting acquirer based on evaluation of the following facts and circumstances:

• Legacy Bridger equity holders have a relative majority of the voting power of Bridger;

• Bridger’s board of directors (the “Board”) has eleven members, and representatives or designees of the Legacy Bridger equity holders comprise the majority of the members of the Board;

• Legacy Bridger’s senior management comprise the senior management roles and are responsible for the day-to-day operations of Bridger;

Legacy Bridger was determined to be the accounting acquirer as of the Closing Date based on evaluation of the following facts and circumstances:

• Legacy Bridger equity holders had a relative majority of the voting power of Bridger;

• Bridger’s board of directors (the “Board”) had nine members, and representatives or designees of the Legacy Bridger equity holders comprised the majority of the members of the Board;

• Legacy Bridger’s senior management comprised the senior management roles and were responsible for the day-to-day operations of Bridger;

• Bridger assumed Legacy Bridger’s name of business;

• The strategy and operations of Bridger continue Legacy Bridger’s former strategy and operations;

• The strategy and operations of Bridger continued Legacy Bridger’s former strategy and operations;

• The Reverse Recapitalization created an operating public company, with management continuing to use Legacy Bridger operations to grow the business.

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NFMS, LLC was determined to be a VIE primarily due to the entity’s lack of sufficient equity investment at risk and the Company was determined to be the primary beneficiary of the VIE primarily attributable to the Company’s responsibility for all decisions related to NFMS, LLC’s expenditures.

Accordingly, NFMS, LLC has been consolidated by the Company for the three and six months ended June 30, 2024 and 2023 and the year ended December 31, 2023, and all intercompany expenses associated with NFMS, LLC and its service agreement have been eliminated in consolidation.

For the three and six months ended June 30, 2024 and 2023, NFMS, LLC’s assets and liabilities were immaterial to the Company’s financial statements.

Accordingly, NFMS, LLC has been consolidated by the Company for the three and nine months ended September 30, 2024 and 2023 and the year ended December 31, 2023, and all intercompany expenses associated with NFMS, LLC and its service agreement have been eliminated in consolidation.

As of September 30, 2024 and December 31, 2023, NFMS, LLC’s assets and liabilities were immaterial to the Company’s financial statements.

Bridger Aerospace Europe, S.L.U.

6 unchanged sentences

However, neither entity is consolidated in the consolidated financial statements as the Company does not have a controlling financial interest in MAB and the Company is not the primary beneficiary of BAE.

Accordingly, neither of these entities have been consolidated in the consolidated financial statements of the Company for the three and six months ended June 30, 2024 and the year ended December 31, 2023.

Accordingly, neither of these entities have been consolidated in the consolidated financial statements of the Company for the three and nine months ended September 30, 2024 and the year ended December 31, 2023.

Refer to “Note 16 – Commitments and Contingencies” included in this Quarterly Report for additional details.

6 unchanged sentences

(a) excess and aging aircraft support parts reserves, (b) allowance for doubtful accounts, (c) useful lives of property, plant and equipment, net, (d) allocation of the purchase price to the fair value of assets acquired and liabilities assumed, (e) impairment of long-lived assets, goodwill and other intangible assets, (f) disclosure of fair value of financial instruments, (g) variable interest entities, (h) accounting for Series A Preferred Stock, (i) revenue recognition, (j) estimates and assumptions made in determining the carrying values of goodwill, other intangible assets, and contingent consideration, and (k) Public Warrants and Private Placement Warrants.

Reclassifications

Certain amounts from prior periods have been reclassified to conform to the current period presentation.

The Company previously separately presented certain stock-based compensation expenses as Selling, general and administrative expense, which are now presented as Flight operations and Maintenance expense, each a component of Total cost of revenues on the Unaudited Condensed Consolidated Statements of Operations.

The reclassification had no impact on previously reported Net loss or Accumulated deficit.

Accounts and Note Receivable

1 unchanged sentence

The Company maintains an allowance for doubtful accounts equal to the estimated losses expected to be incurred based upon a review of the outstanding accounts receivable, historical collection information and existing economic conditions.

For the three and six months ended June 30, 2024 and 2023, the Company did not record any bad debt expense as accounts receivable have historically been collected in accordance with the policy and there is no history of write-offs.

For the three and nine months ended September 30, 2024 and 2023, the Company did not record any bad debt expense as accounts receivable have historically been collected in accordance with the policy and there is no history of write-offs.

Note receivable consists of a promissory note to pay a specific sum, with interest, within a defined period.

2 unchanged sentences

Deferred Offering Costs

Deferred offering costs primarily consist of capitalized legal, accounting and other third-party costs incurred that are directly related to the Reverse Recapitalization, which has been accounted for as a reverse recapitalization.

Deferred offering costs primarily consist of capitalized legal, accounting and other third-party costs incurred that are directly related to the Reverse Recapitalization.

These costs were charged to Stockholders’ deficit as a reduction of Additional paid-in capital generated upon the completion of the Reverse Recapitalization.

As of June 30, 2024 and December 31, 2023, the Company recorded $ 19.6 million and $ 18.0 million to Stockholders’ deficit in the Condensed Consolidated Balance Sheets, respectively.

For the three and six months ended June 30, 2023, the Company recorded zero and $ 0.5 million, respectively, to Selling, general and administrative expense in the Condensed Consolidated Statements of Operations.

As of September 30, 2024 and December 31, 2023, the Company recorded $ 19.6 million and $ 18.0 million to Stockholders’ deficit in the Condensed Consolidated Balance Sheets, respectively.

For the three and nine months ended September 30, 2023, the Company recorded zero and $ 0.5 million, respectively, to Selling, general and administrative expense in the Condensed Consolidated Statements of Operations.

Revenue Recognition

33 unchanged sentences

As permitted under the practical expedient available under ASC 606, Revenue from Contracts with Customers (“ASC 606”), the Company does not disclose the value of unsatisfied performance obligations for (i) contracts with an original expected length of one year or less, and (ii) contracts for which the Company recognizes revenue at the amount which it has the right to invoice for services performed.

As of September 30, 2024, the Company has remaining unsatisfied performance obligations of $ 12.0 million, of which approximately $ 10.6 million is expected to be recognized as revenue within the next twelve months .

Other revenue consists of leasing revenues for facilities as well as external repair and return-to-service work performed on customer aircraft.

1 unchanged sentence

The Company considers itself the principal in these arrangements as we control the timing and nature of the services ultimately provided by the third-party to the customer.

Other services and Other revenue presented in the tables below for the three and six months ended June 30, 2024 includes $ 1.8 million and $ 2.8 million, respectively, of return-to-service revenue associated with the Spanish Scoopers.

Maintenance repair and Other revenue presented in the tables below for the three and nine months ended September 30, 2024 includes $ 3.8 million and $ 5.6 million, respectively, of fixed price revenue contracts.

This revenue is recognized over time using a cost-to-cost measure because it best depicts the transfer of value to the customer and also correlates with the amount of consideration to which the Company expects to be entitled in exchange for transferring the promised services to the customer.

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The following table presents the disaggregation of revenue by service:

For the Three Months Ended June 30, For the Six Months Ended June 30,

For the Three Months Ended

September 30, For the Nine Months Ended

September 30,

$s in thousands 2024 2023 2024 2023

Fire suppression $ 50,591 $ 46,154 $ 61,570 $ 56,603

Maintenance repair 3,774 — 5,591 —

Aerial surveillance 7,623 7,355 11,959 8,479

2 unchanged sentences

The following table presents the disaggregation of revenue by type:

For the Three Months Ended June 30, For the Six Months Ended June 30,

For the Three Months Ended

September 30, For the Nine Months Ended

September 30,

$s in thousands 2024 2023 2024 2023

4 unchanged sentences

Concentration Risk

For the three months ended June 30, 2024, the Company had three customers who individually accounted for 61 %, 20 %, and 14 % of total revenues, respectively.

For the six months ended June 30, 2024, the Company had three customers who individually accounted for 63 %, 16 %, and 15 % of total revenues, respectively.

For the three months ended June 30, 2023, the Company had three customers who individually accounted for 41 %, 30 %, and 27 % of total revenues, respectively.

For the six months ended June 30, 2023, the Company had three customers who individually accounted for 39 %, 30 %, and 26 % of total revenues, respectively.

As of June 30, 2024, two customers accounted for 40 % and 33 % of accounts receivable, respectively.

For the three months ended September 30, 2024, the Company had two customers who individually accounted for 63 % and 18 % of total revenues, respectively.

For the nine months ended September 30, 2024, the Company had two customers who individually accounted for 63 % and 14 % of total revenues, respectively.

For the three months ended September 30, 2023, the Company had two customers who individually accounted for 75 % and 13 % of total revenues, respectively.

For the nine months ended September 30, 2023, the Company had three customers who individually accounted for 67 %, 12 %, and 11 %, of total revenues, respectively.

As of September 30, 2024, four customers accounted for 36 %, 22 %, 12 %, and 11 % of accounts receivable, respectively.

As of December 31, 2023, three customers accounted for 39 %, 34 %, and 19 % of accounts receivable, respectively.

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The accounting for gains and losses that result from changes in the fair values of derivative instruments depends on whether the derivatives have been designated and qualify as hedging instruments and the type of hedging relationships.

The changes in fair values of derivatives that have been designated and qualify as cash flow hedges are recorded in Accumulated other comprehensive income and are reclassified into the line item on the Condensed Consolidated Statements of Comprehensive Loss in which the hedged items are recorded in the same period the hedged items affect earnings.

The changes in fair values of derivatives that have been designated and qualify as cash flow hedges are recorded in Accumulated other comprehensive income and are reclassified into the line item on the Condensed Consolidated Statements of Comprehensive Income (Loss) in which the hedged items are recorded in the same period the hedged items affect earnings.

The Company formally assesses whether the financial instruments used in hedging transactions are effective at offsetting changes in either the fair values or cash flows of the related underlying exposures.

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The valuation allowance may be reversed in a subsequent reporting period if Bridger determines that it is more likely than not that all or part of the deferred tax asset will become realizable.

(Loss) Earnings Per Share

Basic (loss) earnings per share is based on the weighted average number of shares of Common Stock outstanding during the period.

Diluted loss per share is based on the weighted average number of shares of Common Stock used for the basic (loss) earnings per share calculation, adjusted for the dilutive effect of restricted stock units (“RSUs”), Warrants and Incentive Units, if any, using the “treasury stock” method, the Series A Preferred Stock that is convertible into shares of Common Stock, and the Sponsor Earnout Shares that will fully vest upon certain stock price metrics being achieved.

In addition, loss for diluted loss per share is adjusted for the after-tax impact of changes to the fair value of the Warrants, to the extent they are dilutive.

Earnings (Loss) Per Share

Basic earnings (loss) per share is based on the weighted average number of shares of Common Stock outstanding during the period.

Diluted earnings (loss) per share is based on the weighted average number of shares of Common Stock used for the basic earnings (loss) per share calculation, adjusted for the dilutive effect of restricted stock units (“RSUs”), Warrants and Incentive Units, if any, using the “treasury stock” method, the Series A Preferred Stock that is convertible into shares of Common Stock, and the Sponsor Earnout Shares that will fully vest upon certain stock price metrics being achieved.

In addition, earnings (loss) for diluted earnings (loss) per share is adjusted for the after-tax impact of changes to the fair value of the Warrants, to the extent they are dilutive.

As noted above, the Company accounted for the Closing as a reverse recapitalization.

(Loss) earnings per share calculations for all periods prior to the Closing have been retrospectively adjusted by the Exchange Ratio for the equivalent number of shares of Common Stock outstanding immediately after the Closing to effect the reverse recapitalization.

Subsequent to the Closing, (loss) earnings per share is calculated based on the weighted average number of shares of Common Stock outstanding.

Earnings (loss) per share calculations for all periods prior to the Closing have been retrospectively adjusted by the Exchange Ratio for the equivalent number of shares of Common Stock outstanding immediately after the Closing to effect the reverse recapitalization.

Subsequent to the Closing, earnings (loss) per share is calculated based on the weighted average number of shares of Common Stock outstanding.

Collaboration Agreements

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NOTE 3 – SUPPLEMENTAL CASH FLOW INFORMATION

For the Six Months Ended June 30,

For the Nine Months Ended

September 30,

$s in thousands 2024 2023

Interest paid $ 22,020 $ 21,995

Non-cash investing and financing activities:

Fixed assets in accounts payable — 17

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Series A Preferred Stock - adjustment to maximum redemption value 18,861 16,128

Non-cash operating and financing activities:

Offering costs included in accounts payable, accrued expense and other liabilities $ 332 $ —

Purchase consideration of Ignis acquisition paid in Common Stock ( Note 12 )

Purchase consideration of FMS acquisition paid in Common Stock 19,023 —

Purchase consideration of Ignis acquisition paid in Common Stock ( Note 12 )

Recognition of new right-of-use asset and corresponding operating lease liability 409 7,940

Assumption of JCIC liabilities — 7,464

Recognition of Warrant liabilities — 5,863

Cancellation of deferred underwriting fee — 1,500

Recognition of new right-of-use asset and corresponding operating lease liability — 1,093

Bonuses paid in Common Stock — 4,928

Deferred offering costs included in accrued expenses and other current liabilities — 388

Cancellation of deferred underwriting fee — 1,500

NOTE 4 – CASH EQUIVALENTS AND INVESTMENTS IN MARKETABLE SECURITIES

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The fair values, gross unrealized gains and losses of the available-for-sale securities by type are as follows:

June 30, 2024 As of

September 30, 2024 As of

December 31, 2023

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Total marketable securities $ 999 $ 10 $ — $ 1,009

The net unrealized gain included in Accumulated other comprehensive income for the three and six months ended June 30, 2024 is zero , respectively.

The net unrealized (loss) gain included in Accumulated other comprehensive income for the three and six months ended June 30, 2023 is $( 28,000 ) and $ 0.3 million, respectively.

The proceeds from sales of available-for-sale securities and gross realized gains included in earnings for the six months ended June 30, 2024 and 2023 are $ 1.1 million and zero , respectively, and $ 42.7 million and $ 0.4 million, respectively.

The net unrealized (loss) gain included in Accumulated other comprehensive income for the three and nine months ended September 30, 2024 is zero .

The net unrealized (loss) gain included in Accumulated other comprehensive income for the three and nine months ended September 30, 2023 is $( 13,000 ) and $ 0.3 million, respectively.

The proceeds from sales of available-for-sale securities and gross realized gains included in earnings for the nine months ended September 30, 2024 and 2023 are $ 1.1 million and $ 16,000 , respectively, and $ 53.1 million and $ 0.6 million, respectively.

The Company determines gains and losses using the first-in first-out method.

The (gain) loss reclassified out of Accumulated other comprehensive income for the three and six months ended June 30, 2024 is zero and $ 30,000 , respectively.

The gain reclassified out of Accumulated other comprehensive income for the three and six months ended June 30, 2023 was $ 0.2 million and $ 0.4 million, respectively.

The loss reclassified out of Accumulated other comprehensive income for the three and nine months ended September 30, 2024 is zero and $ 30,000 , respectively.

The gain reclassified out of Accumulated other comprehensive income for the three and nine months ended September 30, 2023 was $ 0.1 million and $ 0.5 million, respectively.

NOTE 5 – ACCOUNTS AND NOTE RECEIVABLE

Accounts and note receivable consist of the following:

$s in thousands As of June 30,

$s in thousands As of September 30,

2024 As of December 31,

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Aircraft support parts consist of the following:

$s in thousands As of June 30,

$s in thousands As of September 30,

2024 As of December 31,

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Prepaid expenses and other current assets consist of the following:

$s in thousands As of June 30,

$s in thousands As of September 30,

2024 As of December 31,

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Property, plant and equipment, net consist of the following:

$s in thousands As of June 30,

$s in thousands As of September 30,

2024 As of December 31,

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Total property, plant and equipment, net $ 185,390 $ 196,611

For the three and six months ended June 30, 2024, the Company recorded $ 1.6 million and $ 2.5 million of depreciation expense in Cost of revenues, respectively, and $ 0.3 million and $ 0.7 million of depreciation expense in Selling, general and administrative expense, respectively.

For the three and six months ended June 30, 2023, the Company recorded $ 3.0 million and $ 4.0 million of depreciation expense in Cost of revenues, respectively, and $ 0.2 million and $ 0.9 million of depreciation expense in Selling, general and administrative expense, respectively.

For the three and nine months ended September 30, 2024, the Company recorded $ 10.0 million and $ 12.5 million of depreciation expense in Cost of revenues, respectively, and $ 1.2 million and $ 1.9 million of depreciation expense in Selling, general and administrative expense, respectively.

For the three and nine months ended September 30, 2023, the Company recorded $ 5.1 million and $ 9.1 million of depreciation expense in Cost of revenues, respectively, and $ 0.2 million and $ 1.1 million of depreciation expense in Selling, general and administrative expense, respectively.

Aircraft are evaluated for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset or asset group may not be recoverable.

In 2023, the Company noted that increasing maintenance costs associated with one of our Twin Commander aircraft indicated that these aircraft were not viable contract operating planes, resulting in anticipated cash flow losses as a result of being unable to generate revenues from these aircraft.

The Company believes the lack of cash flow and continued maintenance expenditures render the carrying amount of the aircraft unrecoverable.

For the three and six months ended June 30, 2024, the Company recorded no impairment charges.

For the three and six months ended June 30, 2023, the Company recorded associated impairment charges of $ 0.6 million in Selling, general and administrative expense in the Condensed Consolidated Statements of Operations, respectively.

For the three and six months ended June 30, 2024, the Company recorded losses on disposal of assets of zero and $ 0.2 million, respectively, in Selling, general and administrative expense on the Condensed Consolidated Statements of Operations.

For the three and six months ended June 30, 2023, the Company recorded losses on disposal of assets of $ 0.3 million and $ 0.4 million, respectively, in Selling, general and administrative expense on the Condensed Consolidated Statements of Operations.

For the three and six months ended June 30, 2023, capitalized interest to property, plant and equipment from debt financing was $ 0.4 million and $ 0.8 million, respectively.

The Company believed the lack of cash flow and continued maintenance expenditures render the carrying amount of the aircraft unrecoverable.

For the three and nine months ended September 30, 2023, the Company recorded associated impairment charges of $ 0.6 million in Selling, general and administrative expense in the Condensed Consolidated Statements of Operations.

For the three and nine months ended September 30, 2024, the Company recorded no impairment charges.

For the three and nine months ended September 30, 2024, the Company recorded losses on disposal of assets of zero and $ 0.2 million, respectively, in Selling, general and administrative expense on the Condensed Consolidated Statements of Operations.

For the three and nine months ended September 30, 2023, the Company recorded losses on disposal of assets of $ 34,000 and $ 0.4 million, respectively, in Selling, general and administrative expense on the Condensed Consolidated Statements of Operations.

For the three and nine months ended September 30, 2023, capitalized interest to property, plant and equipment from debt financing was $ 0.4 million and $ 1.2 million, respectively.

NOTE 9 – ACQUISITION ACTIVITY

2024 Acquisition Activity

On June 28, 2024, the Company completed the acquisition of all the equity interests of Flight Test & Mechanical Solutions, Inc.

(“FMS” and the “FMS Acquisition”), a turn-key provider of airframe modification and integration solutions for government and commercial customers including instrumentation, flight testing and airworthiness certification, for total consideration of $ 21.2 million, payable in unregistered shares of Bridger’s Common Stock, consisting of $ 19.0 million payable at closing.

At closing, 3,728,945 restricted shares of Common Stock were issued to the former stockholders of FMS (determined based upon a volume-weighted average per-share price (“VWAP”) of the Common Stock for the 90 consecutive trading days ended June 27, 2024).

The remaining $ 2.2 million of Common Stock consideration that is contingent upon the achievement of certain earnout conditions and, assuming achievement of such conditions, will be issued to the former stockholders of FMS in 2025 and 2026 with the price per share determined based upon a trailing 90-day VWAP of the Common Stock at the time of each issuance.

The maximum number shares of Common Stock issuable to the FMS shareholders as contingent earnout consideration will not exceed 5,892,509 shares in the aggregate.

All of the shares of Common Stock to be issued in the FMS Acquisition will be subject to transfer restrictions for an 18-month period after each issuance, with the transfer restrictions expiring with respect to 1/18th of the total shares of Common Stock each month over the 18-month period after each issuance.

On June 28, 2024, the Company completed the acquisition of all the outstanding equity interests of Flight Test & Mechanical Solutions, Inc.

(“FMS” and the “FMS Acquisition”), a turn-key provider of integration solutions for government and commercial customers including instrumentation, flight testing and airworthiness certification, for total fair value consideration of $ 21.2 million, payable in unregistered shares of Bridger’s Common Stock, with $ 19.0 million fair value of Common Stock consideration paid at closing to the former stockholders of FMS (consisting of 3,728,945 restricted shares of Common Stock determined based upon a volume-weighted average per-share price (“VWAP”) of the Common Stock for the 90 consecutive trading days ended June 27, 2024).

The remaining $ 2.2 million of fair value Common Stock consideration that is contingent upon the achievement of certain earnout conditions and, assuming achievement of such conditions, will be issued to the former stockholders of FMS in 2025 and 2026 with the price per share determined based upon a trailing 90-day VWAP of the Common Stock at the time of each issuance.

The maximum number shares of Common Stock issuable to the former FMS stockholders as contingent earnout consideration will not exceed 5,892,509 shares in the aggregate.

The total consideration per the terms of the FMS Acquisition merger agreement is $ 20.6 million, payable solely in unregistered shares of Bridger’s Common Stock, with $ 17.5 million payable at closing and up to $ 3.1 million of contingent equity earnout consideration.

None of the shares of Common Stock issued or issuable in connection with the FMS Acquisition were registered under the Securities Act of 1933, as amended (the “Securities Act”), on the FMS Acquisition date in reliance on the exemption from registration provided by Section 4(a)(2) of the Securities Act.

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The purchase price allocation adjustments can be made throughout the end of the Company’s measurement period, which is not to exceed one year from the acquisition date.

The following table summarizes the preliminary purchase price allocation:

$s in thousands Purchase Price Allocation

The following table summarizes the FMS Acquisition consideration and the preliminary fair value estimates of assets acquired and liabilities assumed, recognized at the date of the FMS Acquisition, with preliminary purchase price allocation adjustments since the preliminary purchase price allocation as previously disclosed as of June 30, 2024:

$s in thousands As of

June 30, 2024 Adjustments As of

September 30, 2024

Cash and cash equivalents $ 2,592 $ — $ 2,592

Accounts receivable 1

Inventory 265

2,684 17 2,701

Aircraft support parts 265 — 265

Prepaid expenses and other current assets 124 — 124

Intangible assets, net 3,900

Property, plant and equipment, net 1,014

Intangible assets 3,900 — 3,900

Property, plant and equipment 1,014 — 1,014

Other noncurrent assets 838 1,016 1,854

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Accrued expenses and other current liabilities ( 170 ) — ( 170 )

Operating right-of-use current liability — ( 56 ) ( 56 )

Operating right-of-use noncurrent liability — ( 960 ) ( 960 )

Deferred tax liability ( 490 ) — ( 490 )

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1 Balance includes $ 1.0 million in unbilled receivable.

Purchase price allocation adjustments related primarily to the receipt of additional information regarding an operating lease and residual goodwill.

Goodwill of $ 11.7 million arising from the FMS Acquisition is primarily attributable to the assembled workforce of FMS and expected synergies from combining operations.

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Cash and cash equivalents $ 3

Intangible assets, net 1,300

Intangible assets 1,300

Accounts payable ( 37 )

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NOTE 10 – GOODWILL AND INTANGIBLE ASSETS, NET

As of June 30, 2024 and December 31, 2023, goodwill was $ 24.7 million and $ 13.2 million, respectively.

There were no impairment charges recorded for goodwill for the three and six months ended June 30, 2024 and 2023, respectively.

As of September 30, 2024 and December 31, 2023, goodwill was $ 24.8 million and $ 13.2 million, respectively.

There were no impairment charges recorded for goodwill for the three and nine months ended September 30, 2024 and 2023, respectively.

Intangible assets consisted of the following:

As of June 30, 2024

As of September 30, 2024

$s in thousands Estimated

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Amortization Net

Contracts 5.5 $ 3,400 $ ( 155 ) $ 3,245

IPR&D 5 2,600 ( 130 ) 2,470

Trade name 9.5 300 ( 8 ) 292

Internal-use software 3 297 ( 282 ) 15

Licenses 10 67 ( 57 ) 10

Contracts 5.5 3,400 — 3,400

Customer relationships 3.5 200 ( 14 ) 186

Trade name 9.5 300 — 300

Licenses 10 68 ( 59 ) 9

Total intangible assets $ 6,865 $ ( 648 ) $ 6,217

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The Company expects to amortize the IPR&D over its useful life of five years when placed into service.

For the three and six months ended June 30, 2024, the Company capitalized costs of $ 0.5 million and $ 0.8 million related to IPR&D, respectively.

Amortization expense for intangible assets and other noncurrent assets was $ 27,000 and $ 0.1 million for the three and six months ended June 30, 2024, respectively, and $ 27,000 and $ 0.1 million for the three and six months ended June 30, 2023, respectively.

For the three and nine months ended September 30, 2024, the Company capitalized costs of $ 0.2 million and $ 1.0 million related to IPR&D, respectively.

Amortization expense for intangible assets and other noncurrent assets was $ 0.3 million and $ 0.4 million for the three and nine months ended September 30, 2024, respectively, and $ 26,000 and $ 0.1 million for the three and nine months ended September 30, 2023, respectively.

Amortization expense is included in Selling, general and administrative expense in the Condensed Consolidated Statements of Operations.

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Other noncurrent assets consisted of the following:

$s in thousands As of June 30,

$s in thousands As of September 30,

2024 As of December 31,

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Prepaid subscriptions 1,879 2,877

Interest rate swap 1,212 1,117

Investment in Overwatch Imaging, Inc.

Interest rate swap 851 1,117

Total other noncurrent assets $ 16,580 $ 16,771

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Accrued expenses and other liabilities consisted of the following:

$s in thousands As of June 30,

$s in thousands As of September 30,

2024 As of December 31,

Accrued interest expense $ 6,404 $ 6,448

Contingent consideration $ 6,129 $ 8,486

Warrant liabilities 3,464 5,596

Deferred revenue 6,110 —

Deferred underwriting fee payable 1,500 1,500

Accrued salaries, wages and bonuses 2,116 1,099

Accrued interest expense 1,818 6,448

Warrant liabilities 1,599 5,596

Deferred underwriting fee payable 1,500 1,500

Accrued foreign tax 925 2,707

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In such case, the Warrant holders will be able to exercise their Warrants on a cashless basis prior to the redemption for a number of shares of our Common Stock determined based on the redemption date and the fair market value of the Common Stock.

As of June 30, 2024 and December 31, 2023, 17,249,874 Public Warrants remain outstanding, respectively.

The Public Warrants are liability-classified with a balance of $ 2.2 million and $ 3.6 million, respectively, and a fair value of $ 0.13 and $ 0.21 per warrant as of June 30, 2024 and December 31, 2023, respectively.

As of September 30, 2024 and December 31, 2023, 17,249,874 Public Warrants remain outstanding, respectively.

The Public Warrants are liability-classified with a balance of $ 1.0 million and $ 3.6 million, respectively, and a fair value of $ 0.06 and $ 0.21 per warrant as of September 30, 2024 and December 31, 2023, respectively.

Private Placement Warrants

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If the Private Placement Warrants are held by holders other than JCIC Sponsor or its permitted transferees, the Private Placement Warrants will be redeemable by the Company in all redemption scenarios and exercisable by the holders on the same basis as the Public Warrants.

As of June 30, 2024 and December 31, 2023, the Company had 9,400,000 outstanding Private Placement Warrants to purchase 9,400,000 shares of Common Stock, respectively.

The Private Placement Warrants are liability-classified with a balance of $ 1.2 million and $ 2.0 million, respectively, and a fair value of $ 0.13 and $ 0.21 per warrant as of June 30, 2024 and December 31, 2023, respectively.

As of September 30, 2024 and December 31, 2023, the Company had 9,400,000 outstanding Private Placement Warrants to purchase 9,400,000 shares of Common Stock, respectively.

The Private Placement Warrants are liability-classified with a balance of $ 0.6 million and $ 2.0 million, respectively, and a fair value of $ 0.06 and $ 0.21 per warrant as of September 30, 2024 and December 31, 2023, respectively.

Contingent consideration

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The initial cost was recognized at fair value on the closing date with subsequent changes in estimated fair value recognized as Selling, general and administrative expenses in the Condensed Consolidated Statements of Operations.

As of June 30, 2024 and December 31, 2023, $ 1.9 million and $ 4.8 million of accrued contingent consideration is included in Accrued expenses and other current liabilities, respectively, and $ 4.0 million and $ 3.7 million of accrued contingent consideration is included in Long-term accrued expenses and other noncurrent liabilities, respectively, in the Condensed Consolidated Balance Sheets.

The change in contingent consideration for the six months ended June 30, 2024 was as follows:

As of September 30, 2024 and December 31, 2023, $ 1.9 million and $ 4.8 million of accrued contingent consideration is included in Accrued expenses and other current liabilities, respectively, and $ 4.2 million and $ 3.7 million of accrued contingent consideration is included in Long-term accrued expenses and other noncurrent liabilities, respectively, in the Condensed Consolidated Balance Sheets.

The change in contingent consideration for the nine months ended September 30, 2024 was as follows:

$s in thousands Contingent Consideration

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Settlement of contingent consideration ( 5,000 )

As of June 30, 2024 $ 5,857

As of September 30, 2024 $ 6,129

On June 30, 2024, the Company issued 1,079,913 registered shares of Common Stock to the Ignis shareholders (determined based upon a VWAP of the Common Stock for the 120 consecutive trading days ended June 29, 2024).

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The Company assesses interest rate cash flow risk by continually identifying and monitoring changes in interest rate exposures that may adversely affect expected future cash flows and by evaluating hedging opportunities.

The Company entered an interest rate swap with Rocky Mountain Bank (“RMB”) on March 12, 2020 to reduce risk related to variable-rate debt from the term loan, which was subject to changes in market rates of interest as discussed in “Note 15 – Long-Term Debt” included in this Quarterly Report.

The Company entered an interest rate swap with Rocky Mountain Bank, now known as Citywide Banks (“CWB”) on March 12, 2020 to reduce risk related to variable-rate debt from the term loan, which was subject to changes in market rates of interest as discussed in “Note 15 – Long-Term Debt” included in this Quarterly Report.

The interest rate swap is designated as a cash flow hedge.

The Company records its corresponding derivative asset on a gross basis in Other noncurrent assets at fair value on the Condensed Consolidated Balance Sheets.

Each month, the Company made interest payments to RMB under its loan agreement based on the current applicable one-month LIBOR rate plus the contractual LIBOR margin then in effect with respect to the term loan, without reflecting the interest rate swap until June 30, 2023.

Each month, the Company made interest payments to CWB under its loan agreement based on the current applicable one-month LIBOR rate plus the contractual LIBOR margin then in effect with respect to the term loan, without reflecting the interest rate swap until June 30, 2023.

Effective July 1, 2023, LIBOR was replaced by 1-month CME Term Secured Overnight Financing Rate (“SOFR”) plus 0.11448 % tenor spread adjustment plus the 2.5 % contractual SOFR margin then in effect with respect to the term loan.

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The Company had the following interest rate swap designated as a cash flow hedge ($s in thousands):

As of June 30, 2024

As of September 30, 2024

Date Maturity

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The Company reflects the effect of this hedging transaction in the condensed consolidated financial statements.

The unrealized (loss) gain is reported in Other comprehensive (loss) income, net of tax in the Condensed Consolidated Statements of Comprehensive Loss included in this Quarterly Report.

The unrealized (loss) gain is reported in Other comprehensive (loss) income, net of tax in the Condensed Consolidated Statements of Comprehensive Income (Loss) included in this Quarterly Report.

If the Company terminates the interest rate swap agreement, the cumulative change in fair value at the date of termination would be reclassified from Accumulated other comprehensive income, which is classified in Stockholders’ deficit, into earnings in the Condensed Consolidated Statements of Operations included in this Quarterly Report.

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Long-term debt

As of June 30, 2024, the Company has $ 160.2 million of fixed rate debt and $ 49.7 million of variable rate debt outstanding.

As of September 30, 2024, the Company has $ 160.2 million of fixed rate debt and $ 49.0 million of variable rate debt outstanding.

The majority of the fixed rate debt is based on current market rates.

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When valuing fixed rate debt, the fair value is capped at par value.

The variable rate debt approximates fair value based on the closing or estimated market prices of similar securities comparable to the Company’s debts as of June 30, 2024 and December 31, 2023.

The variable rate debt approximates fair value based on the closing or estimated market prices of similar securities comparable to the Company’s debts as of September 30, 2024 and December 31, 2023.

Debt financing activities and loan agreements are further described in “Note 15 – Long-Term Debt” included in this Quarterly Report for additional details.

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The following tables summarizes the Company’s assets and liabilities that are measured at fair value on a recurring basis, by level, within the fair value hierarchy:

As of June 30, 2024

As of September 30, 2024

$s in thousands Level 1 Level 2 Level 3

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The inputs used to determine the fair value of long-lived assets are considered Level 3 measurements due to their subjective nature.

As of June 30, 2024, the Company did not have any significant assets or liabilities that were remeasured at fair value on a non-recurring basis in periods subsequent to initial recognition.

As of September 30, 2024, the Company did not have any significant assets or liabilities that were remeasured at fair value on a non-recurring basis in periods subsequent to initial recognition.

NOTE 15 – LONG-TERM DEBT

Long-term debt consisted of the following:

$s in thousands As of June 30,

$s in thousands As of September 30,

2024 As of December 31,

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Term loan agreement dated September 30, 2019, SOFR + 2.61448 % interest rate, maturing March 15, 2030 3

10,144 10,466

Term loan agreement dated February 3, 2020, SOFR + 2.61448 % interest rate, maturing February 3, 2027 4

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Debt issuance costs for BAT1 and BAT2 were $ 1.0 million and $ 0.9 million, respectively.

On September 20, 2019, the Company entered into a credit facility with RMB for $ 12.9 million, established as a 10 -year maturity, 6 -month draw period, first 6 months interest only payments monthly, then 10 -year term principal plus interest due monthly on a 20 -year amortization at the rate of 1 month SOFR plus 2.61448 %.

On September 20, 2019, the Company entered into a credit facility with CWB for $ 12.9 million, established as a 10 -year maturity, 6 -month draw period, first 6 months interest only payments monthly, then 10 -year term principal plus interest due monthly on a 20 -year amortization at the rate of 1 month SOFR plus 2.61448 %.

Debt issuance costs for this loan were $ 0.1 million.

On February 3, 2020, the Company entered into a credit facility with RMB to finance in part the purchase of four Daher Kodiaks.

On February 3, 2020, the Company entered into a credit facility with CWB to finance in part the purchase of four Daher Kodiaks.

A promissory note was issued for $ 5.6 million, established as a 7 -year maturity, first 8 months interest only payments monthly, 60 day draw period, then 76 -month term plus principal interest due monthly on a 10 -year amortization at the rate of 1 month SOFR plus 2.61448 %.

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The Series 2022 Bonds are subject to financial covenants requiring the Company to maintain a DSCR that exceeds 1.25 x commencing with the fiscal quarter ended December 31, 2023, operate in such a manner to produce gross revenues so as to be at all relevant times in compliance with the DSCR covenant and to maintain liquidity of $ 8.0 million in the form of unrestricted cash or investments (excluding margin accounts and retirement accounts) at all times and to be reported.

The Company is in compliance with the $ 8.0 million minimum liquidity requirement as of June 30, 2024.

The Company is in compliance with the $ 8.0 million minimum liquidity requirement as of September 30, 2024.

The Series 2022 Bonds agreements provide that, with regard to covenant violations, other than non-payment of principal or interest, no event of default shall be deemed to have occurred so long as a reasonable course of action to remedy a violation commences within 30 days of written notification of non-compliance from the trustee and management diligently prosecutes the remediation plan to completion.

However, this plan is still in progress and there is no assurance that management will be able to diligently prosecute the remediation plan to completion.

While management has made significant progress, this plan is still in process and there is no assurance that management will be able to diligently prosecute the remediation plan to completion.

The uncertainty regarding the company’s ability to diligently prosecute the remediation plan to completion and the potential impact on the bonds maturity as a result of the anticipated debt covenant violations at subsequent compliance dates or failure to make required interest payments, could result in the Series 2022 Bonds becoming immediately due and payable, which raises substantial doubt about our ability to continue as a going concern as further disclosed in “Note 1 – Organization and Basis of Presentation” included in this Quarterly Report.

The uncertainty regarding the company’s ability to diligently prosecute the remediation plan to completion and the potential impact on the bonds maturity as a result of possible future debt covenant violations at subsequent compliance dates or failure to make required interest payments, could result in the Series 2022 Bonds becoming immediately due and payable, which raises substantial doubt about our ability to continue as a going concern as further disclosed in “Note 1 – Organization and Basis of Presentation” included in this Quarterly Report.

The LOB loans are subject to financial covenants requiring the Company to maintain a DSCR, generally calculated as the ratio of the net cash flow (as defined in the applicable note agreements) to the amount of interest and servicing fees required to be paid over the succeeding 12 months on the principal amount of the note, as applicable, that will be outstanding on the payment date following such date of determination, that exceeds 1.25 x at the aircraft or entity level and for the Company’s debt to worth ratio to not exceed 5.00 x at the aircraft or entity level.

The Company is in compliance with such financial covenants as of June 30, 2024.

Both of the loans with RMB are subject to financial covenants requiring the Company to maintain a DSCR, calculated as the ratio of adjusted EBITDA (as defined in the applicable note agreements) to the amount of interest and principal payments for the fiscal year ending on the compliance date, that exceeds 1.25 x for the Company.

The Company is in compliance with such financial covenants as of September 30, 2024.

Both of the loans with CWB are subject to financial covenants requiring the Company to maintain a DSCR, calculated as the ratio of adjusted EBITDA (as defined in the applicable note agreements) to the amount of interest and principal payments for the fiscal year ending on the compliance date, that exceeds 1.25 x for the Company.

These notes are also subject to financial covenants requiring the Company to maintain a Senior Leverage Ratio on a quarterly basis not to exceed 7 .00 to 1.00 through Quarter 3, 2024, 6 .00 to 1.00 through Quarter 3, 2025 and 5 .00 to 1.00 thereafter.

This is calculated as Total Funded Senior Debt (as defined in the applicable note agreements) less municipal debt, divided by adjusted EBITDA (as defined in the applicable note agreements).

The Company is in compliance with such financial covenants as of June 30, 2024.

Amortization of debt issuance costs was $ 0.3 million and $ 0.4 million for the three and six months ended June 30, 2024, respectively, and $ 0.2 million and $ 0.5 million for the three and six months ended June 30, 2023, respectively.

The Company is in compliance with such financial covenants as of September 30, 2024.

Amortization of debt issuance costs was $ 0.3 million and $ 0.7 million for the three and nine months ended September 30, 2024, respectively, and $ 0.2 million and $ 0.7 million for the three and nine months ended September 30, 2023, respectively.

NOTE 16 – COMMITMENTS AND CONTINGENCIES

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Shares of Series A Preferred Stock are mandatorily redeemable by the Company on April 25, 2032 at a redemption amount that is equal to the stated value, plus accrued but unpaid interest.

Accrued interest for the Series A Preferred Stock was $ 6.2 million as of June 30, 2024.

Accrued interest for the Series A Preferred Stock was $ 6.5 million as of September 30, 2024.

Shares of Series A Preferred Stock are also redeemable upon certain triggering events outside of the control of the Company.

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Given the conversion feature is considered substantive, the mandatory redemption on April 25, 2032 is not certain and accordingly, the Series A Preferred Stock are classified as mezzanine equity.

As of the Closing Date and June 30, 2024, it is probable that the Series A Preferred Stock may become redeemable on April 25, 2032.

As of the Closing Date and September 30, 2024, it is probable that the Series A Preferred Stock may become redeemable on April 25, 2032.

The Company has elected to recognize changes in redemption value immediately, adjusting the preferred stock to the maximum redemption value at each reporting date.

Upon Closing, the Series A Preferred Stock had both a carrying value and redemption value of $ 332.7 million, the 50 % multiplier, valued at $ 156.4 million, was removed.

As of June 30, 2024, the Series A Preferred Stock had both a carrying value and redemption value of $ 367.2 million.

As of September 30, 2024, the Series A Preferred Stock had both a carrying value and redemption value of $ 373.7 million.

Refer to table below.

As of June 30, 2024 and December 31, 2023, the fair value of the embedded derivative related to the event of default is zero and 0.9 million recorded as a liability on the Condensed Consolidated Balance Sheets and remeasured to fair value at each balance sheet date with changes in fair value recorded within Interest expense on the Condensed Consolidated Statements of Operations.

The Company determined the fair value of the other features requiring bifurcation, both individually and in the aggregate were immaterial at June 30, 2024.

As of September 30, 2024 and December 31, 2023, the fair value of the embedded derivative related to the event of default is zero and $ 0.9 million, respectively, recorded in Accrued expenses and other current liabilities on the Condensed Consolidated Balance Sheets and remeasured to fair value at each balance sheet date with changes in fair value recorded within Interest expense on the Condensed Consolidated Statements of Operations.

The Company determined the fair value of the other features requiring bifurcation, both individually and in the aggregate were immaterial at September 30, 2024.

The fair value of these features will be assessed at each reporting date and will be recognized and remeasured at fair value, if material.

Additionally, the reduction of the conversion price from $ 12.90 per share to $ 11.00 per share triggered a down round conversion feature embedded in the Series A Preferred Stock upon Closing.

The Company recognized the value of the effect of a down round feature as a deemed dividend, decreasing (Loss) earnings attributable to Common Stockholders in the computation of (Loss) earnings per share by approximately zero during the three and six months ended June 30, 2024, respectively, and zero and $ 48.3 million during the three and six months ended June 30, 2023, respectively.

As of June 30, 2024, there are 33,384,123 shares of Common Stock issuable upon conversion.

The Company recognized the value of the effect of a down round feature as a deemed dividend, decreasing Earnings (loss) attributable to Common Stockholders in the computation of Earnings (loss) per share by approximately zero during the three and nine months ended September 30, 2024, respectively, and zero and $ 48.3 million during the three and nine months ended September 30, 2023, respectively.

As of September 30, 2024, there are 33,972,808 shares of Common Stock issuable upon conversion.

Redeemable Series A Preferred Stock

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Adjustment to maximum redemptions value — 18,861

Balance as of June 30, 2024 315,789.473684 $ 367,225

Balance as of September 30, 2024 315,789.473684 $ 373,701

NOTE 18 – STOCKHOLDERS’ DEFICIT

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Upon vesting of each RSU, the Company will issue one share of Common Stock to the RSU holder.

RSU activity for the six months ended June 30, 2024 is as follows:

RSU activity for the nine months ended September 30, 2024 is as follows:

Awards Weighted average

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Forfeited/Cancelled ( 1,706,214 ) 9.22

Outstanding as of June 30, 2024 4,330,458 $ 7.14

The total fair value of RSUs vested during the six months ended June 30, 2024 and the year ended December 31, 2023 was $ 9.3 million and $ 24.6 million, respectively, based on the closing stock price on the date of vesting.

For the three and six months ended June 30, 2024, the Company recorded stock-based compensation expense related to RSUs of $ 0.4 million and $ 0.7 million, respectively, within Total cost of revenues and $ 4.1 million and $ 9.6 million, respectively, within Selling, general and administrative expense on the Condensed Consolidated Statements of Operations.

As of June 30, 2024, there was $ 19.6 million of unrecognized total compensation expense related to unvested RSUs, which is expected to be recognized over a weighted-average period of 3.2 years.

Outstanding as of September 30, 2024 4,559,929 $ 6.90

The total fair value of RSUs vested during the nine months ended September 30, 2024 and the year ended December 31, 2023 was $ 10.1 million and $ 24.6 million, respectively, based on the closing stock price on the date of vesting.

For the three and nine months ended September 30, 2024, the Company recorded stock-based compensation expense related to RSUs of $ 0.6 million and $ 1.4 million, respectively, within Total cost of revenues and $ 2.8 million and $ 12.3 million, respectively, within Selling, general and administrative expense on the Condensed Consolidated Statements of Operations.

As of September 30, 2024, there was $ 17.9 million of unrecognized total compensation expense related to unvested RSUs, which is expected to be recognized over a weighted-average period of 2.8 years.

Incentive Units

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For the Time-Vesting Incentive Units, compensation cost was recognized over the requisite service period on a straight-line basis.

For the Exit-Vesting Incentive Units, expense will be recognized when a qualifying change of control event is considered probable, which has not occurred as of June 30, 2024.

As of June 30, 2024, 40,404 Exit-Vesting Incentive Units with a weighted-average grant date fair value of $ 0.01 remain outstanding.

For the Exit-Vesting Incentive Units, expense will be recognized when a qualifying change of control event is considered probable, which has not occurred as of September 30, 2024.

As of September 30, 2024, 40,404 Exit-Vesting Incentive Units with a weighted-average grant date fair value of $ 0.01 remain outstanding.

Upon vesting of each Incentive Unit, the Company will issue 0.96246 shares of Common Stock to the Incentive Unit holder.

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The Company also agreed to reimburse the Agents for certain specified expenses in connection with entering into the 2024 ATM Agreement.

During the six months ended June 30, 2024, the Company sold an aggregate of 33,798 shares of Common Stock at a weighted-average price of $ 5.13 per share for net proceeds of $ 0.2 million, net of fees of $ 5,000 under the 2024 ATM Agreement.

During the nine months ended September 30, 2024, the Company sold an aggregate of 33,798 shares of Common Stock at a weighted-average price of $ 5.13 per share for net proceeds of $ 0.2 million, net of fees of $ 5,000 under the 2024 ATM Agreement.

Registered Direct Offering

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NOTE 19 – RELATED PARTY TRANSACTIONS

For the three and six months ended June 30, 2024 and 2023, the Company incurred zero and $ 0.6 million, respectively, in training expenses provided by an entity in which Mr.

Timothy Sheehy has a partial ownership, with zero and $ 0.1 million in related outstanding accounts payable as of June 30, 2024 and December 31, 2023, respectively.

For the three and nine months ended September 30, 2024 and 2023, the Company incurred $ 0.1 million and $ 0.7 million, respectively, and zero and $ 0.4 million, respectively, in training expenses provided by an entity in which Mr.

Timothy Sheehy, the Company’s founder and former Chief Executive Officer, President and director, has a partial ownership, with $ 0.1 million in related outstanding accounts payable as of September 30, 2024 and December 31, 2023, respectively.

On November 17, 2023, the Company entered into a series of agreements designed to facilitate the purchase and return to service of the Spanish Scoopers originally awarded to our wholly-owned subsidiary, BAE, in September 2023 via a public tender process from the Government of Spain for € 40.3 million.

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Timothy Sheehy.

The Company recorded approximately $ 5.7 million of right-of-use assets, $ 1.7 million of right-of-use current liabilities, and $ 4.0 million of right-of-use noncurrent liabilities as of June 30, 2024, respectively, and incurred approximately $ 0.3 million in lease expense for the three and six months ended June 30, 2024.

The Company recorded approximately $ 5.4 million of right-of-use assets, $ 1.7 million of right-of-use current liabilities, and $ 3.7 million of right-of-use noncurrent liabilities as of September 30, 2024, respectively, and incurred approximately $ 0.4 million and $ 1.3 million, respectively, and $ 0.1 million, respectively in lease expense for the three and nine months ended September 30, 2024 and 2023.

The Company recorded approximately $ 6.3 million of right-of-use assets, $ 1.7 million of right-of-use current liabilities, and $ 4.6 million of right-of-use noncurrent liabilities as of December 31, 2023, respectively.

The Company had $ 0.1 million in related outstanding accounts payable as of June 30, 2024.

For the three and six months ended June 30, 2023, the Company earned $ 0.1 million and $ 0.4 million, respectively, in revenues from services performed on an aircraft under the ownership of Mr.

Timothy Sheehy, the Chief Executive Officer.

The Company had $ 0.1 million and zero in related outstanding accounts payable as of September 30, 2024 and December 31, 2023, respectively.

For the three and nine months ended September 30, 2024, the Company earned $ 0.1 million and $ 0.2 million, respectively, in revenues related to charter rentals of the Company’s aircraft by the U.S.

Senate campaign of Mr.

Timothy Sheehy.

For the three and nine months ended September 30, 2023, the Company earned zero and $ 0.4 million, respectively, in revenues from services performed on an aircraft under the ownership of Mr.

Timothy Sheehy.

On July 21, 2022, the Company closed on the Series 2022 Bonds, upon which the Company received aggregate proceeds of $ 135.0 million on July 21, 2022 and $ 25.0 million on August 10, 2022.

In connection with the original issuance, three senior executives of the Company purchased approximately $ 10.0 million of the Series 2022 Bonds, which purchases were entered into on an arm’s length basis during the public offering for the Series 2022 Bonds, and on the same terms and conditions that were offered to all Bond purchasers.

One of the participating senior executives of the Company left the Company during the three months ended June 30, 2024 and was no longer deemed a related party as of June 30, 2024.

The Company held approximately $ 9.0 million of the Series 2022 Bonds as of June 30, 2024.

The Company accrued approximately $ 0.4 million in interest for these two bond holders as of June 30, 2024 and December 31, 2023, respectively.

The Company paid approximately zero and $ 0.6 million in interest to these bond holders during the three and six months ended June 30, 2024 and 2023, and incurred approximately $ 0.3 million and $ 0.6 million in interest for the three and six months ended June 30, 2024 and 2023, respectively.

One of the related parties of the Company left the Company during the three months ended June 30, 2024 and was no longer deemed a related party following his departure.

The two other related parties of the Company held approximately $ 9.0 million of the Series 2022 Bonds as of September 30, 2024.

The Company accrued approximately $ 0.1 million and $ 0.4 million in interest for the bond holders as of September 30, 2024 and December 31, 2023, respectively.

The Company paid approximately $ 0.5 million and $ 1.1 million, respectively, and $ 0.6 million and $ 1.2 million, respectively, in interest to these bond holders during the three and nine months ended September 30, 2024 and 2023, and incurred approximately $ 0.3 million and $ 0.8 million, respectively, and $ 0.3 million and $ 0.9 million, respectively, in interest for the three and nine months ended September 30, 2024 and 2023.

Refer to “Note 15 – Long-Term Debt” included in this Quarterly Report for additional information on the Series 2022 Bonds.

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Bridger is also subject to taxes in foreign jurisdictions in which it operates.

For the three and six months ended June 30, 2024, the Company recorded income tax benefit of $ 0.5 million.

The effective tax rate was 1.6 % for the three and six months ended June 30, 2024.

For the three and nine months ended September 30, 2024, the Company recorded income tax benefit of zero and $ 0.5 million, respectively.

The effective tax rate was 0.0 % and 14.7 % for the three and nine months ended September 30, 2024, respectively.

The change in effective tax rate is primarily a result of the discrete benefit generated from the FMS Acquisition reported for the nine months ended September 30, 2024.

The Company has assessed the realizability of the net deferred tax assets and in that analysis has considered the relevant positive and negative evidence available to determine whether it is more likely than not that some portion or all of the deferred tax assets will be realized.

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federal, state and local income tax returns are currently under examination by the respective taxing authorities.

NOTE 21 – (LOSS) EARNINGS PER SHARE

(Loss) earnings per share of Common Stock is calculated in accordance with ASC 260, Earnings per share.

(Loss) earnings per share – basic is calculated by dividing loss attributable to Common Stockholders - basic and diluted by the Weighted average Common Stock outstanding - basic.

(Loss) earnings per share – diluted is based on the weighted average number of shares of Common Stock used for the loss per share - basic calculation, adjusted for the weighted-average number of common share equivalents outstanding for the period determined using the treasury stock method and if-converted method, as applicable.

(Loss) earnings attributable to Common Stockholders – basic and diluted is adjusted for the impact of changes in the fair value of the Public Warrants and Private Placement Warrants, to the extent they are dilutive.

(Loss) earnings per share calculations for all periods prior to the Closing have been retrospectively adjusted by the Exchange Ratio for the equivalent number of shares outstanding immediately after the Closing to effect the reverse recapitalization.

Subsequent to the Closing, loss per share is calculated based on the Weighted average Common Stock outstanding.

The following table sets forth the computation of the Company’s loss per share:

For the Three Months Ended June 30, For the Six Months Ended June 30,

NOTE 21 – EARNINGS (LOSS) PER SHARE

Earnings (loss) per share of Common Stock is calculated in accordance with ASC 260, Earnings per share.

Earnings (loss) per share – basic is calculated by dividing Earnings (loss) attributable to Common Stockholders - basic and diluted by the Weighted average Common Stock outstanding - basic.

Earnings (loss) per share – diluted is based on the weighted average number of shares of Common Stock used for the Earnings (loss) per share - basic calculation, adjusted for the weighted-average number of common share equivalents outstanding for the period determined using the treasury stock method and if-converted method, as applicable.

Earnings (loss) attributable to Common Stockholders – basic and diluted is adjusted for the impact of changes in the fair value of the Public Warrants and Private Placement Warrants, to the extent they are dilutive.

Earnings (loss) per share calculations for all periods prior to the Closing have been retrospectively adjusted by the Exchange Ratio for the equivalent number of shares outstanding immediately after the Closing to effect the reverse recapitalization.

Subsequent to the Closing, Earnings (loss) per share is calculated based on the Weighted average Common Stock outstanding.

The following table sets forth the computation of the Company’s Earnings (loss) per share:

For the Three Months Ended

September 30, For the Nine Months Ended

September 30,

$s in thousands, except per share amounts 2024 2023 2024 2023

Net loss $ ( 9,981 ) $ ( 19,022 ) $ ( 30,068 ) $ ( 63,707 )

Adjustments to Net loss:

Net income (loss) $ 27,346 $ 17,488 $ ( 2,722 ) $ ( 46,219 )

Adjustments to Net income (loss):

Series A Preferred Stock—adjustment for deemed dividend upon Closing — — — ( 48,300 )

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Series A Preferred Stock—adjustment to maximum redemptions value ( 6,476 ) ( 6,048 ) ( 18,861 ) ( 16,128 )

(Loss) earnings attributable to Common stockholders – basic $ ( 16,177 ) $ ( 24,828 ) $ ( 42,453 ) $ 34,275

Earnings (loss) attributable to Common stockholders – basic $ 20,870 $ 11,440 $ ( 21,583 ) $ 45,715

Change in fair value of embedded derivative — ( 179 ) — 45

Dilutive adjustments to (Loss) earnings attributable to Common stockholders – basic — — — ( 97,982 )

Loss attributable to Common stockholders - diluted $ ( 16,177 ) $ ( 24,828 ) $ ( 42,453 ) $ ( 63,483 )

Dilutive adjustments to Earnings (loss) attributable to Common stockholders – basic 6,476 6,048 — ( 91,934 )

Earnings (loss) attributable to Common stockholders - diluted $ 27,346 $ 17,309 $ ( 21,583 ) $ ( 46,174 )

Weighted average Common Stock outstanding - basic 52,934,951 45,905,962 49,633,387 44,936,629

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Series A Preferred Stock 33,972,808 31,707,909 — 31,707,909

Unvested Restricted Stock Units 153,995 928,973 — —

Unvested Legacy Bridger Incentive Units 38,887 79,912 — —

Sponsor Earnout Shares 855,000 855,000 — —

Weighted average Common Stock outstanding - diluted 87,955,641 79,477,756 49,633,387 76,644,538

(Loss) earnings per share - basic $ ( 0.33 ) $ ( 0.55 ) $ ( 0.89 ) $ 0.77

Loss per share - diluted $ ( 0.33 ) $ ( 0.55 ) $ ( 0.89 ) $ ( 0.84 )

The following table summarizes the potentially dilutive common shares that were excluded from diluted Loss per share - diluted computations because the effect would have been anti-dilutive:

For the Three Months Ended June 30, For the Six Months Ended June 30,

Earnings (loss) per share - basic $ 0.39 $ 0.25 $ ( 0.43 ) $ 1.02

Earnings (loss) per share - diluted $ 0.31 $ 0.22 $ ( 0.43 ) $ ( 0.60 )

The following table summarizes the potentially dilutive common shares that were excluded from diluted Earnings (loss) per share - diluted computations because the effect would have been anti-dilutive:

For the Three Months Ended

September 30, For the Nine Months Ended

September 30,

2024 2023 2024 2023

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Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements