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Item 7A. Quantitative and Qualitative Disclosures About Market Risk

2025-04-04 compared with 2025-03-03 · 489 added, 1014 removed, 926 unchanged (62% of the section changed)

7 unchanged sentences

We have experienced and will continue to experience fluctuations in our net loss as a result of gains or losses related to revaluing certain asset and current liability balances that are denominated in currencies other than the functional currency of the entities in which they are recorded.

For fiscal year 2023, we had a gain due to changes in foreign currency exchange rates of $1.5 million and for fiscal year 2022, we had a loss due to changes in foreign currency exchange rates of $0.9 million.

We had a loss of $4.3 million due to changes in foreign currency exchange rates for fiscal year 2024 and a gain of $1.5 million due to changes in foreign currency exchange rates for fiscal year 2023.

A hypothetical 10% strengthening or weakening of the U.S.

1 unchanged sentence

Interest rate sensitivity

We had cash and cash equivalents totaling $29.1 million and short-term marketable securities of $11.7 million as of December 31, 2023.

These amounts were held primarily in demand deposit accounts and short-term marketable securities.

We had cash and cash equivalents totaling $19.2 million and no short-term marketable securities as of December 31, 2024.

The cash and cash equivalents are held for working capital purposes or strategic investment purposes.

12 unchanged sentences

Report of Independent Registered Public Accounting Firm (PCAOB ID 238 )

Consolidated Balance Sheets as of December 31, 2023 and 2022 (As Restated)

Consolidated Statements of Operations for the years ended December 31, 2023 and 2022 (As Restated)

Consolidated Statements of Comprehensive Loss for the years ended December 31, 2023 and 2022 (As Restated)

Consolidated Statements of Changes in Stockholders’ Equity for the years ended December 31, 2023 and 2022 (As Restated)

Consolidated Statements of Cash Flows for the years ended December 31, 2023 and 2022 (As Restated)

Notes to Consolidated Financial Statements (As Restated)

Consolidated Balance Sheets as of December 31, 2024 and 2023

Consolidated Statements of Operations for the years ended December 31, 2024 and 2023

Consolidated Statements of Comprehensive Loss for the years ended December 31, 2024 and 2023

Consolidated Statements of Changes in Stockholders’ Equity for the years ended December 31, 2024 and 2023

Consolidated Statements of Cash Flows for the years ended December 31, 2024 and 2023

Notes to Consolidated Financial Statements

Report of Independent Registered Public Accounting Firm

4 unchanged sentences

In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2024 and 2023, and the results of its operations and its cash flows for the years then ended in conformity with accounting principles generally accepted in the United States of America.

Restatement of Previously Issued Financial Statements

As discussed in Note 2 to the consolidated financial statements, the Company has restated its 2023 and 2022 financial statements to correct misstatements.

Substantial Doubt about the Company’s Ability to Continue as a Going Concern

19 unchanged sentences

San Francisco, California

March 6, 2024, except for the effects of the restatement discussed in Note 2 to the consolidated financial statements and with respect to the matters that raise substantial doubt about the Company’s ability to continue as a going concern discussed in Note 3, as to which the date is March 3, 2025

April 4, 2025

We have served as the Company’s auditor since 2019.

2 unchanged sentences

(In thousands, except share and per share amounts)

(As Restated)

Current assets

2 unchanged sentences

Accounts receivable, net (including allowance of $ 148 and $ 586 as of

December 31, 2023 and 2022, respectively)

December 31, 2024 and December 31, 2023, respectively)

Contract assets

Other current assets

Assets classified as held for sale

Total current assets

8 unchanged sentences

Accrued wages and benefits

Long-term debt, current portion

Contract liabilities, current portion

Other accrued expenses

Liabilities associated with assets classified as held for sale

Total current liabilities

12 unchanged sentences

and outstanding at December 31, 2024;

17,959,923 Class A and 1,507,325 Class

B shares issued and outstanding at December 31, 2022 (1)

21,097,351 Class A and 1,507,325 Class B

shares issued and outstanding at December 31, 2023

Additional paid-in capital

3 unchanged sentences

Total liabilities and stockholders’ equity

(1) The issued and outstanding shares of the Company's common stock have been retroactively adjusted to reflect the 1-for-8 reverse stock split (Note 1).

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

2 unchanged sentences

(In thousands, except share and per share amounts)

Years Ended December 31,

(As Restated)

Year Ended December 31,

Cost of revenue

12 unchanged sentences

Change in fair value of warrant liabilities

Loss on extinguishment of debt

Issuance of stock warrants

Foreign exchange (loss) gain

Other expense, net

1 unchanged sentence

Loss before income taxes

Income tax provision

Income tax provision (benefit)

Basic and diluted net loss per share

Weighted-average shares used in computing basic and diluted net loss per share

(1) The shares of the Company's common stock and the per share amounts have been retroactively adjusted to reflect the 1-for-8 reverse stock split (Note 1).

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

2 unchanged sentences

(In thousands)

Years Ended December 31,

(As Restated)

Year Ended December 31,

Other comprehensive gain (loss):

Foreign currency translation adjustments

Net unrealized gain (loss) on investments

Net unrealized (loss) gain on investments

Comprehensive loss

6 unchanged sentences

Balance, December 31, 2022

(Previously Reported)

Restatement adjustment

Balance, December 31, 2021

(As Restated)

Exercise of stock options

Release of Restricted Stock Units

and Performance Stock Units

Issuance of common stock under

1 unchanged sentence

Stock compensation expense

Issuance of common stock under the

Equity Distribution Agreement, net

Conversion of warrants to common stock

Net loss (As Restated)

Redemption of fractional shares due to

reverse stock split

Foreign currency translation

adjustments (As Restated)

Net unrealized loss on

Net unrealized gain on

investments (net of tax)

Balance, December 31, 2023

(As Restated)

Exercise of stock options

Release of Restricted Stock Units

and Performance Stock Units

Issuance of common stock under

Employee Stock Purchase Plan

Exercise of stock options

Stock compensation expense

Issuance of common stock under the

Equity Distribution Agreement, net

Conversion of warrants to common stock

Redemption of fractional shares due to

reverse stock split

Net loss (As Restated)

Issuance of common stock under

Securities Purchase Agreements

Foreign currency translation

adjustments (As Restated)

Net unrealized gain on

1 unchanged sentence

Balance, December 31, 2024

(As Restated)

(1) The shares of the Company's common stock have been retroactively adjusted to reflect the 1-for-8 reverse stock split (Note 1) .

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

3 unchanged sentences

Years Ended December 31,

(As Restated)

Cash flows from operating activities

6 unchanged sentences

Change in fair value of contingent earnout liability

Loss on decommissioned satellites and impairment of assets

Loss on extinguishment of debt

Issuance of stock warrants

Loss on decommissioned satellites and disposal of assets

Changes in operating assets and liabilities:

8 unchanged sentences

Operating lease liabilities

Other long-term liabilities

Net cash used in operating activities

5 unchanged sentences

Cash flows from financing activities

Proceeds from Securities Purchase Agreements, net

Proceeds from long-term debt

30 unchanged sentences

The Company offers the following three data solutions to customers:

Maritime, Aviation and Weather.

Maritime, Aviation, and Weather and Climate.

As a fourth solution, the Company is providing “space-as-a-service” through its Space Services solution.

8 unchanged sentences

In accordance with the terms of the Equity Distribution Agreement, the Company may offer and sell its Class A common stock, having an aggregate offering price of up to $ 85,000 from time to time through the Agent pursuant to a registration statement on Form S-3, which became effective on September 26, 2022.

Under the Equity Distribution Agreement, the Company sold 2,166,389 shares of its Class A common stock during the year ended December 31, 2023 for gross proceeds of $ 8,235 .

Under the Equity Distribution Agreement, the Company sold (i) 2,166,389 shares of its Class A common stock during the year ended December 31, 2023 for gross proceeds of $ 8,235 and (ii) no shares during the year ended December 31, 2024.

On March 24, 2023, the Company, was notified by the New York Stock Exchange (“NYSE”) that the Company was not in compliance with Rule 802.01C of the NYSE’s Listed Company Manual (“Rule 802.01C”) relating to the minimum average closing price of the Company’s Class A common stock, par value of $ 0.0001 per share, required over a consecutive 30 trading-day period.

2 unchanged sentences

On September 25, 2023, the Company received formal notice from the NYSE that the Company had regained compliance with Rule 802.01C.

The par value of the common stock remains $ 0.001 per share after the Reverse Stock Split.

All share and per share information has been retroactively adjusted to reflect the impact of the Reverse Stock Split for all periods presented.

Restatement of Previously Issued Financial Statements

Description of Restatement Adjustments

In August 2024, the Company began a comprehensive review of its accounting practices and procedures with respect to revenue recognition related to certain (i) contracts in its “Space as a Service” business (the “Space Services Contracts”) and (ii) contracts in its customer-funded or co-funded research and development arrangements (the “R&D Services Contracts,” and together with the Space Services Contracts, the “Space Services and R&D Services Contracts”) under applicable accounting standards and guidance.

As a result of its comprehensive review, the Company determined that a restatement of its previously issued consolidated financial statements for the Affected Periods were required related to consideration of embedded leases for a Space Services Contract, recognition of an allowance for current expected credit loss related to a note receivable issued to a customer, revenue recognition for Space Services and R&D Services Contracts, and income statement classification of costs related to R&D Services Contracts.

The Company previously accounted for Space Services Contracts by recognizing revenue separately for each project phase (e.g., development, manufacturing, launch, and satellite operations).

Because the Space Services Contracts involve bespoke satellites developed under customer requirements, the Company first evaluated whether any of the Space Services Contracts contain embedded leases.

Based on this review, the Company concluded that one Space Services Contract contained embedded leases of satellites to the customer, but because the customer controls the satellites being constructed under this specific contract, it was a

Spire Global, Inc.

Notes to Consolidated Financial Statements

December 31, 2023 and 2022

(In thousands, except shares and per share data, unless otherwise noted)

failed build-to-suit arrangement under Accounting Standards Codification (“ASC”) Topic 842, Leases, and therefore, should still be accounted for under ASC 606, Revenue from Contracts with Customers.

The Company determined that the contract requires the transaction price to be allocated to the following performance obligations:

design/build, launch, operation, and material rights for up to ten additional satellites.

As a result, the Company corrected the financial statements for the Affected Periods to reflect the correct pattern of revenue recognition:

over time for the design/build of satellites controlled by the customer, utilizing an input method based on a cost-to-cost measure of progress over the period from initial design to launch;

at the point in time when the launch occurred for launch service;

over time utilizing an output method based on the number of satellite months as the measure of progress for operating the satellite;

and when (or as) the underlying future services are transferred, or when the options expire, for material rights.

The Company also made the following correction to account for costs incurred for this contract:

construction-related costs were expensed as incurred rather than capitalized as property and equipment, and the prepaid fees for launch services were capitalized as costs to fulfill the contract within other current assets on the consolidated balance sheets, rather than capitalized as property and equipment.

The capitalized prepaid launch costs will be recognized as expense upon the successful launch of the satellites .

In addition, under this contract, the customer provided a $ 4,500 promissory note to the Company to cover the launch costs.

Historically, the Company had not recorded an allowance for current expected credit loss (“CECL”) on the promissory note balance.

Management determined that the note receivable is subject to CECL guidance and recorded an allowance for current expected credit loss on the notes receivable balance for the applicable period as of the year ended December 31, 2023.

For the Space Services Contracts that do not contain an embedded lease, the Company concluded that, given the contractual clauses in Space Services Contracts by which each company retains its intellectual property, no control of intellectual property was transferred to the end customer during the pre-space period, and therefore, no performance obligation for the pre-space period exists.

The Space Services Contracts were determined to generally only have one performance obligation for the overall space service.

The transfer of control of the service to the customer starts when the satellite is in operation and the data service commences.

As a result, the Company corrected the consolidated financial statements for the Affected Periods to remove revenue recognized during the pre-space period and recognize revenue over time utilizing an output measure of progress based on satellite months during its intended service period.

In addition to the one performance obligation for the space service, certain Space Services Contracts have additional performance obligations for customers’ material rights to purchase additional satellites or services in the future at a discounted price, which resulted in the transaction price being allocated to the material rights in addition to the space service performance obligation.

Revenue allocated to material rights is recognized over the period of service to which the material right relates or at the time the material right expires.

The Company concluded that no change was required to the accounting treatment for costs associated with these contracts as the Company's existing practice of capitalizing satellite costs within property and equipment, the capitalization of costs to obtain the contracts within other current assets, and the related recognition of expense over the expected life of the assets or term of the contracts were appropriate.

For the R&D Services Contracts, the Company determined that its previous revenue recognition practice of revenue recognition on completion of each contractual milestone did not accurately represent the pattern of control transfer for the related intellectual property under the contract.

The Company concluded that the pattern of control transfer for the intellectual property occurs over time as the Company performs its research and development activities.

Therefore, the Company determined that revenue related to customer-funded research and development arrangements should have been recognized by using an input method based on a cost-to-cost measure of progress, over the period from initial design to launch, generally resulting in earlier revenue recognition, as the Company’s performance precedes the related milestone.

All costs associated with the R&D Services Contracts were reclassified from research and development to cost of revenue within gross profit on the face of the consolidated statements of operations.

In the past, these costs were classified as research and development within operating expenses.

The costs for the Company’s internal research and development projects will remain as research and development expense within operating expenses.

As a result of the accounting errors detailed above, revenue, cost of revenue, research and development expense, other expense, income tax provision, accumulated other comprehensive loss, contract assets, contract liabilities, property and equipment, and allowance for current expected credit loss on notes receivable were determined to be incorrect on the Company’s consolidated balance sheets, consolidated statements of operations, consolidated statements of comprehensive loss, consolidated statements of stockholders' equity and consolidated statements of cash flows as of and for the Affected Periods.

Spire Global, Inc.

Notes to Consolidated Financial Statements

December 31, 2023 and 2022

(In thousands, except shares and per share data, unless otherwise noted)

Other Adjustments

The Company historically incorrectly recorded advances made to vendors for property and equipment in other current assets before clearing it to property and equipment, except for the balance as of September 30, 2022, which was included in property and equipment in the condensed consolidated balance sheets.

As advances to vendors were included in other current assets, the cash flows associated with these payments were incorrectly reflected in operating activities in the consolidated statements of cash flows.

The Company determined that the advances made to vendors for property and equipment should be included in property and equipment.

Therefore, advances to vendors were reclassified to property and equipment and the cash flows associated with the advances made were reclassified from operating activities to investing activities in the consolidated statements of cash flows for the applicable Affected Periods (beginning December 31, 2022).

The Company identified that the cost associated with a supply chain department should have been classified as cost of revenue but was incorrectly classified as general and administrative expense for the years ended December 31, 2023, and December 31, 2022, as well as the interim periods within such years.

The Company corrected the classification by reclassifying all expenses recognized in that department from general and administrative expense to cost of revenue for the Affected Periods.

The Company identified that the cash balances held in certain foreign subsidiaries' accounts were remeasured incorrectly.

The incorrect remeasurement impacted (i) the cash balance on the condensed consolidated balance sheets as of June 30, 2023 and September 30, 2023, and the consolidated balance sheets as of December 31, 2023;

(ii) the foreign currency remeasurement loss on the condensed consolidated statements of operations for the three months and six months ended June 30, 2023 and the three months and nine months ended September 30, 2023;

and the consolidated statements of operations for the year ended December 31, 2023.

The Company corrected the remeasurement of the affected cash balances in the Affected Periods.

The Company did not accrue expenses for Delaware franchise taxes in the proper periods on its consolidated balance sheets and the expenses for Delaware franchise taxes were classified as other expense, net on its consolidated statements of operations.

As part of this restatement, the Company accrued for the Delaware franchise taxes in the appropriate periods and reclassified the amounts from other expense, net to general and administrative expenses.

The Company identified that certain state taxes that were originally classified as other expense, net are related to state minimums or franchise-like taxes, which are based on revenues.

Therefore, those amounts were incorrectly classified as other expense, and should have been classified as general and administrative expense.

As part of this restatement, the Company reclassified the amounts from other expense, net to general and administrative expenses.

The Company identified that a settlement for a vendor dispute was incorrectly included in other expense, net on its consolidated statements of operations in the three and nine months ended September 30, 2023.

As the settlement for a vendor dispute related to operating activities, the Company reclassified the amount from other expense, net to general and administrative expenses.

The Company identified that a customer deposit was incorrectly classified as other accrued expenses instead of contract liability on its consolidated balance sheets.

As part of this restatement, the Company reclassified the amount from other accrued expense to contract liabilities, non-current.

Consolidated Financial Statements - Restatement Reconciliation Tables

The following tables reflect the impact of the restatement to the specific line items presented in the Company’s previously reported consolidated financial statements as of and for the years ended December 31, 2023 and 2022.

The Company has provided in Note 16 the restated unaudited quarterly condensed consolidated financial information for each of the interim periods in the fiscal years ended December 31, 2023 and 2022.

The accompanying applicable Notes to Consolidated Financial Statements have been updated to reflect the effects of the restatement.

The impact of the restatement to the consolidated statements of changes in stockholders’ equity includes increases of $ 32,683 and $ 19,081 in accumulated deficit as of December 31, 2023 and 2022, respectively, and a $ 9,480 increase to accumulated deficit as of January 1, 2022.

Spire Global, Inc.

Notes to Consolidated Financial Statements

December 31, 2023 and 2022

(In thousands, except shares and per share data, unless otherwise noted)

The amounts in the "As Previously Reported" columns are amounts derived from the Company's previously filed consolidated financial statements in the Original Form 10-K.

The amounts in the "Restatement Adjustments" columns present the impact of the following adjustments:

• The change in revenue recognition timing for Space Services Contracts,

• The change in revenue recognition timing for R&D Services Contracts,

• The reclassification of costs related to R&D Services Contracts from research and development expense to cost of revenue,

• The recognition of expense for satellite construction and launch services for the failed build-to-suit lease contract,

• The recognition of the allowance for current expected credit loss related to a note receivable issued to a customer,

• The impact to income tax provision as a result of the restatement adjustments above,

• The impact to foreign currency translation gain or loss as a result of the restatement adjustments above, and

• Other adjustments including balance sheet reclassification of fixed asset advances and customer deposits, statements of operations reclassification of department costs, a vendor dispute settlement, franchise taxes, other state taxes, and cash remeasurement adjustments.

The amounts in the "As Restated" columns are the updated amounts including the impacts from the restatement.

Financial statement line items and subtotals that were not impacted by the restatement adjustments have been omitted for enhanced clarity.

As of December 31, 2023

As of December 31, 2022

Consolidated Balance Sheets

As Previously Reported

Restatement Adjustments

As Previously Reported

Restatement Adjustments

Cash and cash equivalents

Contract assets

Other current assets

Total current assets

Property and equipment, net

Other long-term assets, including restricted cash

Contract liabilities, current portion

Other accrued expenses

Total current liabilities

Contract liabilities, non-current

Deferred income tax liabilities

Other long-term liabilities

Total liabilities

Accumulated other comprehensive loss

Accumulated deficit

Total stockholders’ equity

Total liabilities and stockholders’ equity

Description of restatement adjustments in the consolidated balance sheets:

(i) The $ 8 decrease in cash and cash equivalents as of December 31, 2023 is related to the cash remeasurement adjustment for cash balances from certain foreign subsidiaries.

(ii) The $ 1,497 and $ 472 decreases in contract assets as of December 31, 2023 and December 31, 2022, respectively, are related to adjustments to correct revenue recognition for Space Services and R&D Services Contracts.

(iii) Adjustments to other current assets:

The $ 4,508 increase in other current assets as of December 31, 2023, resulted from an increase of $ 7,586 from prepaid launch costs for customer-controlled satellites for one specific contract reclassified from property and equipment to other current assets, partially offset by a decrease of $ 1,860 from advances for fixed assets that have

Spire Global, Inc.

Notes to Consolidated Financial Statements

December 31, 2023 and 2022

(In thousands, except shares and per share data, unless otherwise noted)

been reclassified from other current assets to property and equipment and a decrease of $ 1,218 from allowance for current expected credit loss for notes receivable recorded in other current assets.

The $ 2,126 decrease in other current assets as of December 31, 2022, is related to advances for fixed assets that have been reclassified to other long-term assets from other current assets.

(iv) Adjustments to property and equipment:

The $ 10,763 decrease in property and equipment as of December 31, 2023, resulted from a decrease of $ 7,586 from prepaid launch costs for such satellites reclassified into other current assets and a decrease of $ 5,037 from construction costs for customer-controlled satellites for one specific contract being expensed as cost of revenue rather than capitalized into property and equipment, partially offset by an increase of $ 1,860 from advances for fixed assets that have been reclassified from other current assets to property and equipment.

The $ 2,071 increase in property equipment as of December 31, 2022 resulted from an increase of $ 2,126 from advances for fixed assets that have been reclassified from other current assets to property and equipment, partially offset by a decrease of $ 55 from construction costs for customer-controlled satellites for one specific satellite being expensed as cost of revenue rather than capitalized into property and equipment.

(v) The $ 199 increase in other long-term assets, including restricted cash as of December 31, 2023, is related to the correction of revenue recognition for Space Services and R&D Services Contracts impacting long-term contract assets.

(vi) The $ 8,013 and $ 4,668 increases in contract liabilities, current portion as of December 31, 2023, and December 31, 2022, respectively, are related to the correction of revenue recognition for Space Services and R&D Services Contracts impacting contract liabilities, current portion.

(vii) The $ 214 decrease in other accrued expenses as of December 31, 2023 resulted from a decrease of $ 254 for a customer deposit balance reclassified from other accrued expense to contract liability, non-current, partially offset by an increase of $ 40 for the Delaware franchise tax accrual.

The $ 259 increase in other accrued expenses as of December 31, 2022 resulted from a $ 429 increase for Delaware franchise tax accrual, partially offset by a decrease of $ 170 for the customer deposit balance reclassified from other accrued expense to contract liability, noncurrent.

(viii) Adjustments to contract liabilities, non-current:

The $ 17,923 increase in contract liabilities, non-current as of December 31, 2023, resulted from adjustments of $ 17,405 to correct revenue recognition for Space Services and R&D Services Contracts, a $ 264 pre-adjusted balance of contract liabilities, non-current that was historically included within other long-term liabilities but has been reclassified to its own line, and a $ 254 contract liability, non-current balance reclassified from other accrued expense.

The $ 14,349 increase in contract liabilities, non-current as of December 31, 2022, resulted from adjustments of $ 13,407 to correct revenue recognition for Space Services and R&D Services Contracts, a $ 772 balance of contract liabilities, non-current that was originally included within other long-term liabilities, and an increase of $ 170 from contract liability, non-current balance reclassified from other accrued expense.

(ix) The $ 265 and $ 39 decreases in deferred income tax liabilities as of December 31, 2023 and December 31, 2022, respectively, are related to impact to income tax provision as a result of the revenue adjustments.

(x) The $ 264 and $ 772 decreases in other long-term liabilities as of December 31, 2023, and December 31, 2022, respectively, are related to the non-current contract liabilities balance that was historically included in other long-term liabilities but now has been presented in its own line (see restatement adjustment description (viii)).

(xi) The $ 71 increase and $ 89 decrease of accumulated other comprehensive loss as of December 31, 2023, and December 31, 2022, respectively, are related to the misstatements’ impact on cumulative foreign currency translation loss.

(xii) The $ 32,683 increase in accumulated deficit as of December 31, 2023 is related to the cumulative adjustments made in the consolidated statements of operations.

The $ 19,081 increase in accumulated deficit as of December 31, 2022 is related to an increase of $ 9,601 in net loss due to the adjustments mentioned above for the year ended December 31, 2022 and an increase of $ 9,480 in the beginning balance of the accumulated deficit as of January 1, 2022 due to the adjustments mentioned above.

Spire Global, Inc.

Notes to Consolidated Financial Statements

December 31, 2023 and 2022

(In thousands, except shares and per share data, unless otherwise noted)

Year Ended December 31, 2023

Year Ended December 31, 2022

Consolidated Statements of Operations

As Previously Reported

Restatement Adjustments

As Previously Reported

Restatement Adjustments

Cost of revenue

Research and development

General and administrative

Allowance for current expected credit loss on

notes receivable

Total operating expenses

Loss from operations

Other expense, net

Loss before income taxes

Income tax provision

Basic and diluted net loss per share (1)

Weighted-average shares used in computing basic and diluted net loss per share (1)

(1) The shares of the Company's common stock and the per share amounts for the year ended December 31, 2022 have been retroactively adjusted to reflect the 1-for-8 reverse stock split (Note 1).

Description of restatement adjustments in the consolidated statements of operations:

(i) The $ 8,091 and $ 9,501 decreases in revenue for the years ended December 31, 2023 and December 31, 2022, respectively, are related to the correction of revenue recognition for Space Services and R&D Services Contracts.

(ii) Adjustments to cost of revenue:

The $ 16,590 increase in cost of revenue for the year ended December 31, 2023 resulted from an increase of $ 11,273 from costs associated with R&D Services Contracts being reclassified from research and development expense to cost of revenue, an increase of $ 4,922 from construction costs for customer-controlled satellites for one specific contract being expensed to cost of revenue rather than capitalized into property and equipment, and an increase of $ 395 from the reclassification of supply chain department costs from general and administrative expense to cost of revenue.

The $ 13,299 increase in cost of revenue for the year ended December 31, 2022 resulted from an increase of $ 13,080 from costs associated with R&D Services Contracts being reclassified from research and development expense to cost of revenue, an increase of $ 167 from reclassification of supply chain department costs from general and administrative expense to cost of revenue, and an increase of $ 52 from costs for customer-controlled satellites for one specific contract that are expensed as cost of revenue rather than capitalized into property and equipment.

(iii) The $ 11,273 and $ 13,080 decreases in research and development expense for the years ended December 31, 2023 and December 31, 2022, respectively, are related to costs associated with R&D Services Contracts being reclassified from research and development expense to cost of revenue.

(iv) Adjustments to general and administrative expense:

The $ 495 decrease in general and administrative expense for the year ended December 31, 2023 resulted from a decrease of $ 395 of supply chain department costs reclassified to cost of revenue and a decrease of $ 389 from the Delaware franchise tax accrual and reclassification, partially offset by increases of $ 235 and $ 54 for the reclassification of vendor dispute settlement and other state taxes, respectively, from other expense, net.

The increase of $ 61 in general and administrative expense for the year ended December 31, 2022 resulted from an increase of $ 143 for other state taxes reclassification from other expense, net and an increase of $ 85 for Delaware

Spire Global, Inc.

Notes to Consolidated Financial Statements

December 31, 2023 and 2022

(In thousands, except shares and per share data, unless otherwise noted)

franchise tax accrual and reclassification, partially offset by a decrease of $ 167 for the reclassification of supply chain department costs from general and administrative expense to cost of revenue.

(v) The $ 1,218 increase in allowance for current expected credit loss on notes receivable for the year ended December 31, 2023 is related to the allowance for current expected credit loss recorded for the $ 4,500 notes receivable.

(vi) Adjustments to other expense, net:

The $ 315 decrease in other expense, net for the year ended December 31, 2023 resulted from a decrease of $ 235 for the vendor dispute settlement reclassified to general and administrative expense, a decrease of $ 54 from the other state taxes reclassified to general and administrative expense, and a decrease of $ 26 related to foreign currency gain or loss impact of the revenue and cash remeasurement adjustment.

The $ 143 decrease in other expense, net for the year ended December 31, 2022 is related to the reclassification of other state taxes to general and administrative expense.

(vii) The $ 214 and $ 37 decreases in income tax provisions for the year ended December 31, 2023 and December 31, 2022, respectively, are related to the impact to income tax provision as a result of the revenue adjustments.

Year Ended December 31, 2023

Year Ended December 31, 2022

Consolidated Statements of Comprehensive Loss

As Previously Reported

Restatement Adjustments

As Previously Reported

Restatement Adjustments

Foreign currency translation adjustments

Comprehensive loss

Description of restatement adjustments in the consolidated statements of comprehensive loss:

(i) The $ 160 foreign currency translation loss and $ 39 foreign currency translation gain for the years ended December 31, 2023 and December 31, 2022, respectively, are related to the foreign currency translation impact of consolidated statements of operations adjustments (i) to (v) above.

Year Ended December 31, 2023

Year Ended December 31, 2022

Consolidated Statements of Cash Flows

As Previously Reported

Restatement Adjustments

As Previously Reported

Restatement Adjustments

Change in contract assets

Other current assets

Change in contract liabilities

Other accrued expenses

Net cash used in operating activities

Purchase of property and equipment

Net cash used in investing activities

Effect of foreign currency translation on cash,

cash equivalents and restricted cash

Cash, cash equivalents and restricted

cash - Ending balance

Description of restatement adjustments in the consolidated statements of cash flows:

(i) The $ 215 and $ 39 adjustments to change in other, net for the year ended December 31, 2023 and December 31, 2022, respectively, represents the changes in deferred income tax liabilities related to the impact to income tax provision as a result of the revenue adjustments.

Spire Global, Inc.

Notes to Consolidated Financial Statements

December 31, 2023 and 2022

(In thousands, except shares and per share data, unless otherwise noted)

(ii) The $ 816 and $ 651 adjustments to change in contract assets for the years ended December 31, 2023 and December 31, 2022, respectively, are related to the impact to current and non-current balances of contract assets for the correction of revenue recognition for Space Services and R&D Services Contracts.

(iii) Adjustments to change in other current assets:

The $ 6,557 additional increase in other current assets for the year ended December 31, 2023 resulted from an increase of $ 7,585 from prepaid launch costs for customer-controlled satellites being reclassified from property and equipment to other current assets and an increase of $ 190 from net change in advances for fixed assets balance reclassified to property and equipment, partially offset by a decrease of $ 1,218 from allowance for current expected credit loss related to a note receivable issued to a customer recorded in other current assets.

The $ 2,135 additional decrease in other current assets as of December 31, 2022, is related to net change in fixed assets advances reclassified from other current assets into property and equipment.

(iv) Adjustments to change in contract liabilities:

The $ 7,341 adjustment to change in contract liabilities for the year ended December 31, 2023 resulted from a $ 7,255 impact to current and non-current balances of contract liabilities from the correction of revenue recognition for Space Services and R&D Services Contracts and the $ 86 change in customer deposit balance reclassified from other accrued expense to contract liability, non-current.

The $ 8,842 adjustment to change in contract liabilities for the year ended December 31, 2022 is related to the impact to current and non-current balances of contract liabilities from the correction of revenue recognition for Space Services and R&D Services Contracts.

(v) The $ 468 adjustment to change in other accrued expense for the year ended December 31, 2023 resulted from a decrease of $ 382 for the Delaware franchise tax accrual and a decrease of $ 86 for change in customer deposit balances reclassified from other accrued expense to non-current contract liability .

The $ 91 increase in other accrued expense for the year ended December 31, 2022 is related to the Delaware franchise tax accrual.

(vi) Adjustments to purchase of property and equipment:

The $ 12,685 decrease in purchase of property and equipment for the year ended December 31, 2023 resulted from a decrease of $ 7,585 from prepaid launch costs for the customer-controlled satellites being reclassified into other current assets rather than capitalized into the Company's property and equipment, a decrease of $ 4,834 from costs incurred to design/build the customer-controlled satellites being expensed rather than capitalized into the Company's property and equipment, and a decrease of $ 266 from noncash addition to property and equipment from the prior period advances that was incorrectly reflected as current period’s cash purchase.

The $ 2,079 increase in purchase of property and equipment for the year ended December 31, 2022 resulted from an increase of $ 2,126 from advances paid for fixed assets that have been reclassified to property and equipment from other current assets, partially offset by a decrease of $ 47 from costs incurred to design/build the customer-controlled satellites being expensed rather than capitalized into the Company's property and equipment.

(vii) The $ 8 decrease in cash and cash equivalents as of December 31, 2023 is related to the cash remeasurement adjustment for cash balances from certain foreign subsidiaries, which resulted in an $ 8 change in effect of foreign currency translation on cash, cash equivalents and restricted cash for the fiscal year ended December 31, 2023.

On February 4, 2024, the Company and Signal Ocean Ltd (“Signal Ocean”) entered into a securities purchase agreement for the issuance and sale of 833,333 shares of the Company’s Class A common stock to Signal Ocean at a price of $ 12.00 per share (the “2024 Private Placement”).

The 2024 Private Placement closed on February 8, 2024, resulting in gross proceeds to the Company of $ 10,000 .

On March 21, 2024, the Company entered into a Securities Purchase Agreement with institutional investors (the “Investors”), pursuant to which the Company issued and sold in a registered direct offering (the “Offering”), (i) an aggregate of 2,142,858 shares of Class A common stock and (ii) warrants exercisable for an aggregate of 2,142,858 shares of Class A common stock (“Securities Purchase Agreement Warrants”) to the Investors.

Each share of Class A common stock and accompanying Securities Purchase Agreement Warrant to purchase one share of Class A common stock was sold at an offering price of $ 14.00 .

The aggregate gross proceeds to the Company from the Offering totaled $ 30,000 before deducting the placement agent’s fees and related offering expenses.

The Securities Purchase Agreement Warrants had an exercise price equal to $ 14.50 per share of Class A common stock, were exercisable for a term beginning on March 25, 2024, and expired on July 3, 2024, with no warrants exercised.

On March 21, 2024, the Company entered into a placement agency agreement (the “Placement Agency Agreement”) with Alliance Global Partners (“A.G.P” or the “Placement Agent”), pursuant to which the Company engaged A.G.P as the exclusive placement agent in connection with the Offering.

The Company paid A.G.P a cash fee equal to 6 % of the gross proceeds from the sale of shares and Securities Purchase Agreement Warrants to the Investors, or $ 1,800 , in March 2024.

The Company agreed to pay a cash fee equal to 4 % of the gross exercise price paid in cash with respect to the exercise of the Securities Purchase Agreement Warrants, which are now expired.

Spire Global, Inc.

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(In thousands, except shares and per share data, unless otherwise noted)

On November 13, 2024, the Company entered into a Share Purchase Agreement (the “Purchase Agreement”) with Kpler Holding SA, a Belgian corporation (“Buyer”), pursuant to which the Company agreed to sell its maritime business to Buyer and enter into certain ancillary agreements (the “Transactions”).

The maritime business to be sold pursuant to the Transactions does not include any part of the Company’s satellite network or operations.

The Purchase Agreement provides that the closing of the Transactions is subject to the satisfaction or waiver of certain closing conditions set forth in the Purchase Agreement.

Refer to Note 2, Summary of Significant Accounting Policies, for a detailed discussion.

Summary of Significant Accounting Policies

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All significant intercompany accounts and transactions have been eliminated in consolidation.

Reverse Stock Split

Reported share amounts, including issued and outstanding shares, per share amounts, and reported issued and outstanding warrants and other securities convertible into common stock in these consolidated financial statements and accompanying notes have been retroactively adjusted for the Reverse Stock Split by applying the Reverse Stock Split ratio.

The number of authorized shares of common stock was not impacted by the Reverse Stock Split, and therefore has not been retroactively adjusted.

Liquidity Risks and Uncertainties

The Company has a history of operating losses and negative cash flows from operations since inception.

During the year ended December 31, 2023, net loss was $ 77,558 , cash used in operations was $ 36,307 and the Company received net proceeds of $ 7,866 from sales of shares of its Class A common stock under the Equity Distribution Agreement.

The Company held cash and cash equivalents of $ 29,136 , excluding restricted cash of $ 497 , and investment in marketable securities of $ 11,726 as of December 31, 2023.

The Company’s ability to continue as a going concern for the next 12 months from the date of reissuance of these consolidated financial statements is dependent upon its ability to obtain sufficient cash to meet its obligations, including the repayment of all amounts owed pursuant to the Blue Torch Financing Agreement (as amended, and as defined below in Note 7).

The Company has failed to meet its leverage ratio and minimum liquidity financial covenants and SEC periodic filing requirement non-financial covenant under the Blue Torch Financing Agreement, and therefore Blue Torch Finance LLC (“Blue Torch”) has the right to accelerate and declare all or any portion of the loans outstanding under the Blue Torch Financing Agreement to be due and payable.

Further, upon the filing of this Form 10-K/A, the Company will fail to comply with the non-financial covenant requiring the Company to have a report or opinion of its auditor without an explanatory paragraph expressing substantial doubt about its ability to continue as a going concern.

Based on the Company’s current cash and cash equivalents and investment in marketable securities balances and expected future financial results, if the Transactions (as defined below) do not close, the Company will not have sufficient liquidity to continue operations for at least the next twelve months from the reissuance of these consolidated financial statements.

Furthermore, the Company will not have sufficient cash to repay the balance of the loans outstanding under the Blue Torch Financing Agreement in the event Blue Torch declares all or any portion of the loans to be due and payable.

The Company entered into a Share Purchase Agreement (the “Purchase Agreement”) with Kpler Holding SA, a Belgian corporation (“Buyer”), pursuant to which the Company agreed to sell its maritime business to Buyer and enter into certain ancillary agreements (the “Transactions”).

During the year ended December 31, 2024, net loss was $ 102,818 , cash used in operations was $ 18,453 and the Company received net proceeds of $ 28,056 from the Offering and $ 9,825 from the 2024 Private Placement.

The Company held cash and cash equivalents of $ 19,206 , excluding restricted cash of $ 478 as of December 31, 2024.

The Company’s ability to continue as a going concern for the next 12 months from the date of issuance of these consolidated financial statements is dependent upon its ability to obtain sufficient cash to meet its obligations, including the repayment of all amounts owed pursuant to the Blue Torch Financing Agreement (as amended, and as defined below in Note 7).

Based on the Company’s current cash and cash equivalents and expected future financial results, if the Transactions do not close, the Company will not have sufficient liquidity to continue operations for at least the next twelve months from the issuance of these consolidated financial statements.

On November 13, 2024, the Company entered into the Purchase Agreement with Buyer, pursuant to which the Company agreed to complete the Transactions.

The maritime business to be sold pursuant to the Transactions does not include any part of the Company’s satellite network or operations.

The purchase price to be paid by Buyer to the Company at the closing of the Transactions is a cash payment based upon an enterprise value of $ 233,500 , subject to customary adjustments.

The purchase price to be paid by Buyer to the Company at the closing of the Transactions is a cash payment based upon an enterprise value of $ 233,500 , subject to certain adjustments.

The Transactions also include a twelve-month transition service and data provision agreement for $ 7,500 .

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In the complaint, the Company also requested a declaratory judgment declaring that Buyer has breached its obligations under the Purchase Agreement and is not excused from performing its obligations under the Purchase Agreement, including proceeding with the closing.

Buyer removed the matter to the District of Delaware, pursuant to a contract term in the Purchase Agreement promising not to contest removal to that court.

The District of Delaware initially selected a March 4, 2025 trial date, but on February 26, 2025, the court set a trial date of May 28-30, 2025.

There is no assurance as to what action the District of Delaware will take with respect to the proceeding initiated by us and there is no assurance as to whether or not the Transactions will be consummated on the terms contemplated or at all.

The amount of any damages which may be sought or obtained from Buyer cannot be determined at this time.

There is no assurance as to what action the Delaware Court of Chancery will take with respect to the proceeding initiated by the Company and there is no assurance as to whether or not the Transactions will be consummated on the terms contemplated or at all.

The amount of any damages which may be sought or obtained from Buyer cannot be determined at this time.

Spire Global, Inc.

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(In thousands, except shares and per share data, unless otherwise noted)

Kpler removed the matter to the District of Delaware, pursuant to a contract term in the Purchase Agreement promising not to contest removal to that court.

The District of Delaware initially selected a March 4 trial date, but on February 26, 2025, the court set a trial date of May 28-30, 2025.

The amount of any damages which may be sought or obtained from Buyer cannot be determined at this time.

The Company intends to use the proceeds from the closing of the Transactions to repay all amounts owed under the Blue Torch Financing Agreement.

However, as described above, there is currently no assurance that the Transactions will close or when the Transactions may close.

Given the expected delay in the closing of the Transactions, the Company intends to seek additional equity or debt financing (including securities convertible or exchangeable for equity) and may seek waivers of or amendments to contractual obligations, delay, limit, reduce, or terminate certain commercial efforts, or pursue merger, disposition or other strategies, any of which could adversely affect its business, results of operations, and financial condition.

Given the delay in the closing of the Transactions, on March 14, 2025, the Company closed a private placement of Class A common stock and pre-funded warrants for gross proceeds of $ 40,000 , before deducting offering expenses.

The Company may seek additional equity or debt financing (including securities convertible or exchangeable for equity) and may seek waivers of or amendments to contractual obligations, delay, limit, reduce, or terminate certain commercial efforts, or pursue merger, disposition or other strategies, any of which could adversely affect its business, results of operations, and financial condition.

There is no assurance that the Company will be successful in achieving any of the foregoing.

Due to the Company’s projected cash needs, including amounts owed pursuant to the Blue Torch Financing Agreement and the Company’s breach of its covenants under the Blue Torch Financing Agreement, there is substantial doubt about its ability to continue as a going concern for a period of at least 12 months from the date of reissuance of the consolidated financial statements.

Due to the Company’s projected cash needs, including amounts owed pursuant to the Blue Torch Financing Agreement, there is substantial doubt about its ability to continue as a going concern for a period of at least 12 months from the date of issuance of the consolidated financial statements.

The consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty.

Macroeconomic and Geopolitical

Over the past two years, the Company has been impacted by the macroeconomic environment, such as fluctuations in foreign currencies, increasing interest rates and the Russian invasion of Ukraine.

A stronger U.S.

dollar relative to the Company's foreign subsidiaries' local functional currencies for the year ended December 31, 2023 as compared to the year ended December 31, 2022 negatively impacted the Company’s revenue, since approximately one-third of the Company’s sales are transacted in foreign currencies, though it positively impacted the Company’s expenses, since a majority of the Company’s employees reside in countries outside of the United States.

The macroeconomic environment has caused existing or potential customers to re-evaluate their decision to purchase the Company's offerings, at times resulting in additional customer discounts, extended payment terms, longer sales cycles, and a few contract cancellations.

Increasing interest rates in 2023 as compared to 2022 resulted in higher interest expenses, as the Company’s credit facility is based on a floating interest rate.

The Russian invasion of Ukraine and the continued conflict created additional global sanctions, which at times caused scheduling shifts or launch cancellations by third-party satellite launch providers, which has delayed revenue recognition of certain sales contracts.

Over the past two years, the Company has been impacted by the macroeconomic environment, such as fluctuations in foreign currencies, increasing interest rates and geopolitical conflicts like the Russian invasion of Ukraine, Israel's war with Hamas and the increased tensions between China and the United States.

Dollar exhibited a decrease in strength against the local functional currencies of our foreign subsidiaries for the year ended December 31, 2024, as compared to the year ended December 31, 2023.

Dollar's decrease had a positive impact on the Company's revenue, as approximately one-third of the Company's sales are conducted in foreign currencies.

Conversely, the decrease in the value of the U.S.

Dollar had an unfavorable impact on the Company's expenses, given that a majority of the Company's workforce resides in countries other than the United States.

Particularly, government agency delays in approving appropriations bills negatively impacted the timeliness of some of the Company’s U.S.

federal government orders.

Additionally, recent changes to tariffs could cause interruptions in our supply chain or increase spending to meet our obligations.

Increasing interest rates in the fiscal year ended December 31, 2024 resulted in higher interest expenses, as our credit facility is based on a floating interest rate.

If any of these factors continue or worsen, and/or if new macroeconomic or geopolitical issues arise, the Company's results and financial condition could be further negatively impacted.

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Use of Estimates

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosures of contingent assets and liabilities at the dates of the consolidated financial statements, and the reported amounts of revenues and expenses during the reporting period.

Management’s significant estimates include assumptions for revenue recognition, which requires estimates of total costs used in measuring the progress of completion for the cost-based input method, allowance for current expected credit losses, valuation of certain assets and liabilities acquired from the acquisition of exactEarth in November 2021 (the “Acquisition”), realizability of

Spire Global, Inc.

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(In thousands, except shares and per share data, unless otherwise noted)

consolidated financial statements, and the reported amounts of revenues and expenses during the reporting period.

deferred income tax assets, and fair value of equity awards, contingent earnout liabilities and warrant liabilities.

Actual results could differ from those estimates.

Based on an evaluation of the lifespans of its in-service satellites and on current capabilities to extend the useful life of in-service satellites via software updates, the Company changed the estimated useful life of its capitalized satellites and related launch costs from three to four years for depreciation purposes.

The Company determined it was appropriate to make this change prospectively beginning June 2023.

The change in estimated useful life did not have a material impact for the year ended December 31, 2023.

The Company determined it was appropriate to make this change beginning June 2023.

In November 2023, the Company updated the estimated useful lives for 43 capitalized satellites and related launch costs based on updated de-orbit dates.

This change represents a change in accounting estimate and the impact of the change was an increase in loss from continuing operations before income taxes of approximately $ 2,467 , or $ 0.13 per basic and diluted share for the months of November and December 2023.

This change represents a change in accounting estimate and the impact of the change was a decrease in loss from continuing operations before income taxes of approximately $ 627 , or $ 0.03 per basic and diluted share for the year ended December 31, 2024, and an increase in loss from continuing operations before income taxes of approximately $ 2,467 , or $ 0.13 per basic and diluted share for the months of November and December 2023.

Foreign Currency Translation

The Company’s foreign subsidiaries, which have defined their functional currency as their local currency, translate their assets and liabilities into U.S.

Dollars at the exchange rate existing at the balance sheet date, and translate their results from operations at the average exchange rate for each period.

The Company’s foreign subsidiaries, each of which has defined its functional currency as the local currency of the country in which it operates, translate their assets and liabilities into U.S.

dollars at the exchange rate as of each balance sheet date, and translate their results from operations at the average exchange rate for each period.

The resulting translation adjustments are included as a component of accumulated other comprehensive loss on the consolidated balance sheets, accumulated other comprehensive loss in the consolidated statements of changes in stockholders' equity and as other comprehensive gain (loss) in the consolidated statements of comprehensive loss.

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The Company classifies its marketable debt securities as either short-term or long-term based on each instrument’s underlying contractual maturity date.

Unrealized gains and losses on marketable debt securities classified as available-for-sale

Unrealized gains and losses on marketable debt securities classified as available-for-sale are recognized in accumulated other comprehensive loss.

Interest on securities classified as available-for-sale is included in interest income on the consolidated statements of operations.

Spire Global, Inc.

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(In thousands, except shares and per share data, unless otherwise noted)

are recognized in accumulated other comprehensive loss.

Interest on securities classified as available-for-sale is included in interest income on the consolidated statements of operations.

The following table shows components of cash, cash equivalents, and restricted cash reported on the consolidated balance sheets and in the consolidated statements of cash flows as of and for the years then ended:

(As Restated)

Cash and cash equivalents

Restricted cash included in Other long-term assets

Accounts Receivable and Notes Receivable (As Restated)

Accounts Receivable and Notes Receivable

Accounts receivable are stated at the amounts management expects to collect from outstanding balances.

An allowance for current expected credit losses is recorded based on historical loss experience, consideration of current and future economic conditions, and evaluation of a customer’s current and future financial condition.

Increases and decreases in the allowance for current expected credit losses are included as a component of sales and marketing expense in the consolidated statements of operations.

Increases and decreases in the allowance fo r current expected credit losses are included as a component of sales and marketing expense in the consolidated statements of operations.

Recoveries of accounts receivable for which an allowance exists, or those that were previously written off, are recorded when received.

The Company recorded an expense for credit losses of $ 640 and $ 139 on accounts receivables for the years ended December 31, 2023 and 2022, respectively.

The Company recorded expenses for credit losses of $ 26 and $ 640 on accounts receivables for the years ended December 31, 2024 and 2023, respectively.

Notes receivable and interest on notes receivable are recorded in other current assets on the consolidated balance sheets.

Notes receivable are stated at the amounts management expects to be paid based on the management's knowledge of the customer's financial position.

As of December 31, 2023, the Company recorded an allowance for current expected credit loss of $ 1,218 on the consolidated statements of operations.

The Company recorded allowances for current expected credit loss of $ 4,026 and $ 1,218 on the consolidated statements of operations for the years ended December 31, 2024 and 2023, respectively.

The Company generally grants credit to its customers on an unsecured basis.

The Company does not have any off-balance sheet credit exposure related to its customers.

Concentrations of Credit Risk (As Restated)

Concentrations of Credit Risk

Financial instruments that potentially subject the Company to concentrations of credit risk consist of cash, cash equivalents and restricted cash, marketable securities, and accounts receivable.

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The Company has not experienced any losses on such accounts, and management believes that the Company’s risk of loss is remote.

The Company had $ 4,500 and $ 0 note receivable balances outstanding as of December 31, 2023 and 2022, respectively.

The entire balance as of December 31, 2023 is with one customer for which the Company has established a $ 1,218 allowance for current expected credit loss (Note 10).

The Company had a $ 4,500 note receivable and a $ 744 accrued interest balance outstanding as of December 31, 2024 and had a $ 4,500 note receivable and a $ 238 accrued interest balance outstanding as of December 31, 2023.

The entire balance as of each of December 31, 2024 and 2023 was with one customer for which the Company established a $ 5,244 and $ 1,218 allowance for current expected credit l oss as of December 31, 2024 and 2023, respectively (Note 10).

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

Entities under common control are reported as a single customer.

As of December 31, 2023, the Company did not have any customers that accounted for more than 10 % of the Company’s total accounts receivable.

As of December 31, 2022, the Company had one customer (Customer A noted below) that accounted for 16 % of the Company’s total accounts receivable.

Spire Global, Inc.

Notes to Consolidated Financial Statements

December 31, 2023 and 2022

(In thousands, except shares and per share data, unless otherwise noted)

The following customers represented 10% or more of the Company’s total revenue:

Years Ended December 31,

(As Restated)

Customer B (1)

* Revenue from this customer was less than 10 % of total revenue during the year.

(1) Consists of multiple U.S.

The Company had one customer that represented 10 % or more of the Company's total revenue during each of the years ended December 31, 2024 and 2023;

specifically, such customer represented 24 % and 28 % of total revenue for the years ended December 31, 2024 and 2023, respectively.

The one customer consists of multiple U.S.

government agencies, of which only one government agency represented greater than 10 % of total revenue for the years ended December 31, 2024 and 2023.

The following table represents 10% or more of the Company’s total accounts receivable:

As of December 31,

* No one customer accounted for more than 10 % of the Company's total accounts receivable.

The Company has a concentration in vendor purchases.

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If the Company were to be unable to obtain alternative vendors due to factors beyond its control, operations would be disrupted until alternative vendors were secured.

The Company had one vendor for the year ended December 31, 2023, and did not have any vendors for the year ended December 31, 2022, from which purchases of equipment, components and services individually represented 10% or more of the Company’s total purchases.

Spire Global, Inc.

Notes to Consolidated Financial Statements

December 31, 2024 and 2023

(In thousands, except shares and per share data, unless otherwise noted)

had one vendor for the years ended December 31, 2024 and 2023, from which purchases of equipment, components and services individually represented 10% or more of the Company’s total purchases.

The Company is dependent on third parties to launch its satellites into space, and any launch delay, malfunction, or failure could have a negative impact on revenue and might cause the Company not to be able to accommodate customers with sufficient data to meet minimum service level agreements until replacement satellites are available.

The Company also incorporates technology and terrestrial data sets from third parties into its platform and its inability to maintain rights and access to such technology and data sets would harm its business and results of operations.

Property and Equipment (As Restated)

Assets Held for Sale

The Company classifies long-lived assets or disposal groups as held for sale in the period when all of the following conditions have been met:

• the Company has approved and committed to a plan to sell the asset or disposal group;

• the asset or disposal group is available for immediate sale in its present condition;

• an active program to locate a buyer and other actions required to complete the sale have been initiated;

• the sale of the asset or disposal group is probable to be completed within one year;

• the asset or disposal group is being actively marketed for sale at a price that is reasonable in relation to its current fair value;

• it is unlikely that significant changes to the plan will be made or that the plan will be withdrawn.

The Company initially measures a long-lived asset or disposal group that is classified as held for sale at the lower of its carrying value or fair value less any costs to sell and recognize any loss in the period in which the held for sale criteria are met.

Gains are not recognized until the date of sale.

We cease depreciation and amortization for long-lived assets, or assets within a disposal group, upon their designation as held for sale and subsequently assess fair value less any costs to sell at each reporting period until the asset or disposal group is no longer classified as held for sale.

Property and Equipment

Property and equipment are stated at cost, less accumulated depreciation and amortization.

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Leasehold improvements are amortized using the straight-line method over the lesser of the life of the asset or the remaining life of the lease.

Spire Global, Inc.

Notes to Consolidated Financial Statements

December 31, 2024 and 2023

(In thousands, except shares and per share data, unless otherwise noted)

Furniture and fixtures

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Capitalized satellite launch costs and in-service satellites

Spire Global, Inc.

Notes to Consolidated Financial Statements

December 31, 2023 and 2022

(In thousands, except shares and per share data, unless otherwise noted)

The following table summarizes the Company's long-lived assets by geography:

(As Restated)

(1) United Kingdom re presented 36 %, Germany represented 14 % and Luxembourg represented 12 % for the year ended December 31, 2023 and United Kingdom represented 31 % for the year ended December 31, 2022.

(1) United Kingdom re presented 43 % and Luxembourg represented 10 % for the year ended December 31, 2024 and United Kingdom represented 36 %, Germany represented 14 %, and Luxembourg represented 12 % for the year ended December 31, 2023.

represented 27 % and 17 % and Canada represented 11 % and 21 % for the years ended December 31, 2024 and 2023, respectively.

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The annual goodwill impairment assessment performed in the fourth quarter of 2024 indicated that the fair value significantly exceeded the carrying value of goodwill.

Intangible assets consist of acquired intangible assets which include customer relationships, developed technology and trade names and the costs to obtain patents and perpetual nonexclusive license rights for the use of intellectual property.

Acquired intangible assets, other than goodwill, are amortized over their estimated useful lives, ranging from 1 to 12 years, based upon the estimated economic value derived from the related intangible asset.

Significant judgment is used in determining fair values of acquired intangible assets and their estimated useful lives.

Fair value and useful life determinations may be based on, among other factors, estimates of future expected cash flows, royalty cost savings and appropriate discount rates used in calculating present values.

Spire Global, Inc.

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(In thousands, except shares and per share data, unless otherwise noted)

Significant judgment is used in determining fair values of acquired intangible assets and their estimated useful lives.

Intangible assets are tested for impairment whenever there are indicators of impairment.

The Company did no t recognize any impairment charges for intangible assets for the year ended December 31, 2023, but recorded an impairment charge relating to patents of $ 72 for the year ended December 31, 2022.

The Company did no t recognize any impairment charges for intangible assets for the years ended December 31, 2024 and 2023.

Impairment of Long-Lived Assets

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Warrants classified as equity are initially recorded at fair value on the date of issuance and recorded in additional paid-in capital on the Company’s consolidated balance sheets until the warrants are exercised or expire.

On June 13, 2022, in connection with the Blue Torch Financing Agreement, the Company issued warrants to Blue Torch, which were exercisable for an aggregate of 437,024 shares of the Company’s Class A common stock with a per share exercise price of $ 16.08 (the “2022 Blue Torch Warrants”).

Additionally, in connection with the closing of the financing, the Company issued a warrant to Urgent Capital LLC for introducing the Company to the Lenders, which is exercisable for an aggregate of 24,834 shares of the Company's Class A common stock with a per share exercise price of $ 16.08 (the “Urgent Warrants”).

On September 27, 2023, the Company issued new warrants to certain Blue Torch affiliates that are exercisable for an additional 597,082 shares of the Company’s Class A common stock at a per share exercise price of $ 5.44 (the “2023 Blue Torch Warrants" and together with the 2022 Blue Torch Warrants and the Urgent Warrants, the “Credit Agreement Warrants”).

The Company assumed 1,437,499 publicly-traded warrants (“Public Warrants”) and 825,000 private placement warrants issued by NavSight (“Private Warrants” and, together with the Public Warrants, the “Common Stock Warrants”) upon the Merger, all of which were issued in connection with NavSight’s initial public offering and entitled holders to purchase one share of the Company's Class A common stock at an exercise price of $ 92.00 per share.

In November 2022, the Company announced the commencement of an exchange offer (the "Offer") and consent solicitation relating to all holders of the Common Stock Warrants to receive 0.2 shares of Class A common stock in exchange for each

Spire Global, Inc.

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(In thousands, except shares and per share data, unless otherwise noted)

outstanding Common Stock Warrant tendered by the holder.

On December 19, 2022, a total of 2,069,561 Common Stock Warrants were tendered and exchanged for 413,910 shares of Class A common stock.

Concurrently with the Offer, the Company also solicited consents from holders of the Public Warrants to amend the Warrant Agreement to permit the Company to require that each Public Warrant that was outstanding upon the closing of the Offer be exchanged for 0.18 shares of Class A common stock, which is a ratio 10 % less than the exchange ratio applicable to the Offer (such amendment, the “Warrant Amendment”).

On December 19, 2022, the Company exercised its right to acquire and retire all remaining outstanding Public Warrants in exchange for shares of Class A common stock in accordance with the terms of the Warrant Amendment.

The remaining 192,936 Public Warrants were exchanged on January 4, 2023 for 34,728 shares of the Company's Class A common stock.

Following the exchange, none of the Warrants remain outstanding.

The Company evaluated the Credit Agreement Warrants and the Common Stock Warrants and concluded that they do not meet the criteria to be classified within stockholders’ equity.

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The assumptions utilized in the calculation are based on the achievement of certain stock price milestones, including the current price of our Class A common stock, expected volatility, risk-free rate, expected term and expected dividend yield.

Revenue Recognition (As Restated)

Revenue Recognition

To determine revenue recognition, the Company performs the following five steps:

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Data, Space Services and Research & Development Services.

Spire Global, Inc.

Notes to Consolidated Financial Statements

December 31, 2024 and 2023

(In thousands, except shares and per share data, unless otherwise noted)

Data Solutions

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precise space-based data used for highly accurate aircraft monitoring, aircraft safety and route optimization.

• Weather and Climate:

precise space-based data used for highly accurate weather forecasting.

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Revenue is recognized upon delivery for data products such as archive data and custom reports, which are performance obligations satisfied at a point in time upon transfer of control.

Spire Global, Inc.

Notes to Consolidated Financial Statements

December 31, 2023 and 2022

(In thousands, except shares and per share data, unless otherwise noted)

Space Services Solution

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The arrangement may also include options granting a material right to extend the service term for the Space Services.

This evaluation is performed on a contract-by-contract basis.

The Company performs an identification and evaluation of material rights on a contract-by-contract basis.

Third parties may be involved as part of the arrangement to provide services, such as launch or telecommunications support.

1 unchanged sentence

The transaction price in a typical contract includes fixed amounts of monthly set-up and service fees.

The contracts may also include variable consideration that decreases the transaction price, such as service-level credits when agreed upon service levels are not met, which historically has not been material to the arrangement.

The Company allocates service-level credits entirely to the distinct day of service to which they relate.

Additionally, these arrangements do not contain significant financing components as any timing difference between payment and transfer of goods and services arises for reasons other than financing.

The contracts may also include variable consideration features that may decrease the transaction price, such as service-level credits when agreed upon service levels are not met.

Service-level credits have not historically been material to the related arrangements.

The Company allocates service-level credits to the accounting period(s) that correspond with the month(s) of service during which the service levels were not met.

Space Services contracts do not contain significant financing components as any timing difference between payment and transfer of goods and services arises for reasons other than financing.

In some arrangements, the customer may provide a payload to the Company to be used in providing the service to the customer.

2 unchanged sentences

When there is an option granting a material right in an arrangement, the Company will allocate the transaction price to the Space Services and to the options granting material rights by applying the practical alternative approach (i.e., allocate the transaction price to the optional services by reference to the services expected to be provided and the corresponding expected consideration).

Spire Global, Inc.

Notes to Consolidated Financial Statements

December 31, 2024 and 2023

(In thousands, except shares and per share data, unless otherwise noted)

Revenue from Space Services Contracts are recognized over time using an output measure of progress based on satellite months consumed, beginning when the service start date commences for satellites.

10 unchanged sentences

The Company recognizes revenue from launch services at a point in time when the satellites are launched into the orbit.

The Company recognizes revenue for Space Services over time using an output measure of progress based on satellite months consumed beginning when the services

Spire Global, Inc.

Notes to Consolidated Financial Statements

December 31, 2023 and 2022

(In thousands, except shares and per share data, unless otherwise noted)

have commenced.

The Company recognizes revenue for Space Services over time using an output measure of progress based on satellite months consumed beginning when the services have commenced.

If there are options granting a material right in the arrangement, the consideration allocated to the options granting material rights is recognized when (or as) the underlying future services are transferred, or when the options expire.

Research and Development Services Solution

Research and Development Services Solutions

The Company also offers research and development services (“R&D Services”) to third parties, frequently including governmental entities, for the advancement of contracted satellite technologies.

12 unchanged sentences

For all revenue solutions, the Company has elected to exclude from transaction price taxes assessed by a governmental authority that are both imposed on and concurrent with the specific revenue-producing transaction and collected by the entity from a customer.

Contract Assets and Liabilities (As Restated)

Contract Assets and Liabilities

For each of the Company’s contracts, the timing of revenue recognition, customer billings, and cash collections determines the recorded accounts receivable, contract assets, and contract liabilities on the Company’s consolidated balance sheets.

3 unchanged sentences

Contract liabilities consist of funds received in advance of revenue recognition from subscription services or Space Services that are subsequently recognized when the revenue recognition criteria are met.

The non-current portion of contract liabilities consists of funds received in advance of revenue recognition from subscription services or Space Services that have remaining contractual obligations greater than one year from the balance sheet date.

The non-current portion of contract liabilities consists of funds

Spire Global, Inc.

Notes to Consolidated Financial Statements

December 31, 2024 and 2023

(In thousands, except shares and per share data, unless otherwise noted)

received in advance of revenue recognition from subscription services or Space Services that have remaining contractual obligations greater than one year from the balance sheet date.

Deferred Contract Costs

5 unchanged sentences

Deferred contract costs are included in other current assets, for the current portion, and other long-term assets, for the non-current portion, on the Company’s consolidated balance sheets.

Deferred contract costs were $ 926 and $ 890 , at December 31, 2023 and 2022, respectively, of which $ 487 and $ 439 , respectively, were classified as current.

During the years ended December 31, 2023 and 2022, the Company recognized $ 490 and $ 809 , respectively, as amortization of deferred contract costs in sales and marketing expense.

Spire Global, Inc.

Notes to Consolidated Financial Statements

December 31, 2023 and 2022

(In thousands, except shares and per share data, unless otherwise noted)

Cost of Revenue (As Restated)

Deferred contract costs were $ 691 and $ 926 , as of December 31, 2024 and 2023, respectively, of which $ 408 and $ 487 , respectively, were classified as current.

The Company recognized $ 547 a nd $ 490 as amortization of deferred contract costs in sales and marketing expense during the years ended December 31, 2024 and 2023, respectively.

Cost of Revenue

Cost of revenue consists primarily of personnel costs, depreciation, hosted infrastructure and high-power computing costs, third-party operating and royalty costs associated with delivering data and services to customers, costs associated with R&D Services Contracts, allocated overhead costs and amortization of purchased intangibles (e.g., customer relationships and developed technology) associated with the Acquisition.

2 unchanged sentences

Costs associated with the launch performance obligation are capitalized as a cost to fulfill the contract until launch occurs, and recognized as cost of revenue at the point in time control of the launch services passes to the customer.

As of December 31, 2023 and December 31, 2022, the launch costs capitalized as cost to fulfill the contract related to such arrangements were $ 7,585 and $ 0 , respectively.

The launch costs capitalized as cost to fulfill the contract related to such arrangements we re $ 0 and $ 7,585 a s of December 31, 2024 and December 31, 2023, respectively.

Costs associated with Space Services Contracts performance obligations will generally be recognized as incurred.

Research and Development Costs (As Restated)

Research and Development Costs

Research and development expenses consist primarily of employee-related expenses, third-party consulting fees, and computing costs which are expensed as incurred.

1 unchanged sentence

Amounts included as research and development expense are from the Company’s separate research and development efforts.

Leases (As Restated)

The Company determines whether a contract is or contains a lease at contract inception.

2 unchanged sentences

For lessee arrangements, operating lease right-of-use (“ROU”) assets are presented as a separate line item on the consolidated balance sheets.

With respect to lease liabilities, the current portion is presented along with the other accrued expense line item and non-current operating lease liabilities are presented as separate line items on our consolidated balance sheets.

With respect to lease liabilities, the current portion is presented along with the other accrued expense line item

Spire Global, Inc.

Notes to Consolidated Financial Statements

December 31, 2024 and 2023

(In thousands, except shares and per share data, unless otherwise noted)

and non-current operating lease liabilities are presented as separate line items on our consolidated balance sheets.

The current operating lease liabilities are presented within the other accrued expense line within the consolidated balance sheets.

8 unchanged sentences

Accordingly, all related costs are accounted for under the lease accounting model.

In addition, the Company elected to apply the short-term lease

Spire Global, Inc.

Notes to Consolidated Financial Statements

December 31, 2023 and 2022

(In thousands, except shares and per share data, unless otherwise noted)

exception for all underlying asset classes.

In addition, the Company elected to apply the short-term lease exception for all underlying asset classes.

That is, leases with an initial lease term of 12 months or less are not recognized on the consolidated balance sheets, but rather expensed on a straight-line basis over the lease term.

6 unchanged sentences

The Company expenses advertising costs as incurred.

Advertising expense for the years ended December 31, 2023 and 2022 was $ 1,103 and $ 933 , respectively, and is included in sales and marketing expenses in the consolidated statements of operations.

Advertising expense was $ 626 and $ 1,103 for the years ended December 31, 2024 and 2023, respectively, and is included in sales and marketing expenses in the consolidated statements of operations.

General and Administrative Costs

5 unchanged sentences

The Company did no t make any matching contributions, discretionary profit-sharing contributions and/or qualified nonelective contributions during the years ended December 31, 2024 and 2023.

Spire Global, Inc.

Notes to Consolidated Financial Statements

December 31, 2024 and 2023

(In thousands, except shares and per share data, unless otherwise noted)

The Company has defined contribution pension plans at its foreign subsidiaries which cover all employees who meet certain eligibility requirements.

10 unchanged sentences

Because of the lack of sufficient historical data, the Company uses the simple average of the vesting period and the contractual term to estimate the period the stock options are expected to be outstanding.

Spire Global, Inc.

Notes to Consolidated Financial Statements

December 31, 2023 and 2022

(In thousands, except shares and per share data, unless otherwise noted)

• Expected volatility.

16 unchanged sentences

Beginning in 2022, the Tax Cuts and Jobs Act (the "Tax Act") requires taxpayers to capitalize research and development expenses with amortization periods over five years for U.S.

and fifteen years for foreign, which reduced the Company’s taxable loss, and created a new deferred tax asset for capitalized research and development costs, and corresponding adjustments to tax on foreign source income through global intangible low-taxed income ("GILTI"), all of which have been accounted for in determining the Company’s tax provision or benefit.

and fifteen years for foreign, which reduced the Company’s taxable loss, and created a new deferred tax asset for capitalized research and development costs, and corresponding adjustments to tax

Spire Global, Inc.

Notes to Consolidated Financial Statements

December 31, 2024 and 2023

(In thousands, except shares and per share data, unless otherwise noted)

on foreign source income through global intangible low-taxed income ("GILTI"), all of which have been accounted for in determining the Company’s tax provision or benefit.

The Company reports income taxes in accordance with Financial Accounting Standards Board ("FASB") ASC 740, Income Taxes, which requires an asset and liability approach in accounting for income taxes.

3 unchanged sentences

A valuation allowance reduces the deferred tax assets to the amount that is more likely than not to be realized.

Related Parties (As Restated)

Related Parties

In conjunction with the Company's acquisition of exactEarth in November 2021, Myriota Pty Ltd ("Myriota"), an existing Spire customer, became a related party as a result of exactEarth's approximately 10.6 % ownership of Myriota.

1 unchanged sentence

The Company accounts for this investment using the equity method of accounting.

The Company's share of earnings or losses on the investment is recorded based on a one-month lag, due to the timing of receipt of financial statements from Myriota, as a component of other (expense) income, net in the consolidated statements of operations.

The Company generated $ 897 and $ 2,278 in revenue from Myriota during the years ended December 31, 2023 and 2022, respectively, and had no accounts receivable as of December 31, 2023 and $ 170 of accounts receivable as of December 31, 2022, from Myriota.

Spire Global, Inc.

Notes to Consolidated Financial Statements

December 31, 2023 and 2022

(In thousands, except shares and per share data, unless otherwise noted)

The Company's share of earnings or losses on the investment is recorded based on a one-month lag, due to the timing of receipt of financial statements from Myriota, as a component of other expense, net in the consolidated statements of operations.

The Company generated $ 642 and $ 897 in revenue from Myriota during the years ended December 31, 2024 and 2023, respectively, and had $ 52 of accounts receivable as of December 31, 2024 and no accounts receivable as of December 31, 2023, from Myriota.

Comprehensive Loss

12 unchanged sentences

With the exception of certain accounting standards where the Company elected to early adopt when permissible, the Company has elected to adopt new or revised accounting guidance within the same time period as non-public business entities, as indicated below.

Accounting Pronouncements Recently Adopted

In October 2021, the FASB issued Accounting Standards Update (“ASU”) 2021-08, Business Combinations (Topic 805), Accounting for Contract Assets and Contract Liabilities from Contracts with Customers, to improve the accounting for acquired revenue contracts with customers in a business combination by addressing diversity in practice and inconsistency related to recognition of an acquired contract liability and payment terms and their effect on subsequent revenue recognized by the acquirer.

The guidance is effective for annual reporting periods beginning after December 15, 2022, including interim periods within that reporting period, and should be applied prospectively to business combinations occurring on or after the effective date of the amendments.

The adoption of ASU 2021-08 as of January 1, 2023 did not impact the Company’s consolidated financial statements.

In September 2022, the FASB issued ASU 2022-04, Liabilities – Supplier Finance Programs (Subtopic 405-50), guidance on modifying the disclosure requirements to enhance the transparency of supplier finance programs including disclosure of the key terms of the program, the amount outstanding that remains unpaid by the buyer as of the end of the annual period, a description of where those obligations are presented in the balance sheets, and a roll forward of those obligations during the annual period.

The amendments in this update are effective for financial statements issued for annual periods beginning after December 15, 2022.

The adoption of ASU 2022-04 as of January 1, 2023 did not impact the Company’s consolidated financial statements.

Accounting Pronouncements Not Yet Adopted

In March 2023, the FASB issued ASU 2023-01, Leases – Common Control Arrangements (Topic 842), to improve the accounting for amortizing leasehold improvements associated with arrangements between entities under common control.

The amendment requires that leasehold improvements be amortized by the lessee over the useful life of the leasehold improvements to the common control group (regardless of the lease term) as long as the lessee controls the use of the underlying asset through a lease.

Additionally, leasehold improvements should be accounted for as a transfer between entities under common control

Spire Global, Inc.

2 unchanged sentences

(In thousands, except shares and per share data, unless otherwise noted)

through an adjustment to equity when the lessee no longer controls the use of the underlying asset.

Accounting Pronouncements Recently Adopted

In March 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2023-01, Leases – Common Control Arrangements (Topic 842), to improve the accounting for amortizing leasehold improvements associated with arrangements between entities under common control.

Additionally, leasehold improvements should be accounted for as a transfer between entities under common control through an adjustment to equity when the lessee no longer controls the use of the underlying asset.

The amendments in this update are effective for financial statements issued for annual periods beginning after December 15, 2023, with early adoption permitted.

The Company does not expect this ASU to have a material impact on its consolidated financial statements.

The adoption of ASU 2023-01 as of January 1, 2024, did not impact the Company’s consolidated financial statements.

In August 2023, the FASB issued ASU 2023-05, Business Combinations – Joint Venture Formations (Subtopic 805-60):

4 unchanged sentences

This guidance is effective for JVs with formation dates on or after January 1, 2025.

The Company does not expect the standard to have a material impact on the Company's consolidated financial statements.

In November 2023, the FASB issued ASU 2023-7, Segment Reporting (Topic 280):

Improvements to Reportable Segment Disclosures, which is intended to improve reportable segment disclosure requirements, primarily though enhanced disclosures about significant expenses.

The amendments will require public entities to disclose significant segment expenses that are regularly provided to the chief operating decision maker and included within segment profit and loss.

The guidance is effective for annual reporting periods beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted, and will be applied retrospectively to all prior periods presented in the financial statements.

The Company is currently evaluating the ASU to determine its impact on the Company's disclosures.

The adoption of ASU 2023-05 as of January 1, 2024, did not impact the Company’s consolidated financial statements.

In November 2023, the FASB issued ASU 2023-07, Segment Reporting - Improvements to Reportable Segment Disclosures (Topic 280), to improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses.

The amendments enhance interim disclosure requirements, clarify circumstances in which an entity can disclose multiple segment measures of profit or loss, provide new segment disclosure requirements for entities within a single reportable segment, and contain other disclosure requirements.

The ASU is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024.

Early adoption is permitted and will be applied retrospectively to all prior periods presented in the financial statements.

The Company adopted this ASU for its 2024 annual period with the comparative periods updated to reflect additional disclosures.

See Note 15 for further details.

Accounting Pronouncements Not Yet Adopted

In December 2023, the FASB issued ASU 2023-9, Income Taxes (Topic 740):

2 unchanged sentences

The Company is currently evaluating the ASU to determine its impact on the Company's disclosures.

Revenue, Contract Assets, Contract Liabilities and Remaining Performance Obligations (As Restated)

In March 2024, the SEC adopted final rules under SEC Release No.

33-11275, The Enhancement and Standardization of Climate-Related Disclosures for Investors, which will require registrants to provide certain climate-related information in their annual reports and registration statements.

The rules will require disclosure of material climate-related risks, how the board of directors and management oversee and manage such risks, and the actual and potential impact of such risks on the registrant.

It will also require disclosure about material climate-related targets and goals, and the financial impact of severe weather events and other natural conditions in the notes to audited financial statements.

In April 2024, the SEC voluntarily stayed the final rule as a result of pending legal challenges.

The disclosure requirements will apply at the earliest to reports for the Company's fiscal year ended December 31, 2025 (or potentially later depending on the Company's filer status at the time), pending resolution of the stay.

The Company is currently evaluating the impact on the Company's disclosures.

In November 2024, the FASB issued ASU 2024-03, Income Statement-Reporting Comprehensive Income-Expense Disaggregation Disclosures (Subtopic 220-40).

Additionally, in January 2025, the FASB issued ASU 2025-01 to clarify the effective date of ASU 2024-03.

The standard provides guidance to expand disclosures related to the disaggregation of income statement expenses.

The standard requires, in the notes to the financial statements, disclosure of specified information about certain costs and expenses, which includes purchases of inventory, employee compensation, depreciation and intangible asset amortization included in each relevant expense caption.

This guidance is effective for fiscal years beginning after December 15, 2026, and interim periods within annual reporting periods beginning after December 15, 2027, on a retrospective or prospective basis, with early adoption permitted.

The Company is currently evaluating the impact on the Company's disclosures.

Spire Global, Inc.

Notes to Consolidated Financial Statements

December 31, 2024 and 2023

(In thousands, except shares and per share data, unless otherwise noted)

Revenue, Contract Assets, Contract Liabilities and Remaining Performance Obligations

Disaggregation of Revenue

4 unchanged sentences

The following revenue disaggregated by geography was recognized:

December 31, 2023

December 31, 2022

(As Restated)

represented 41 % and 26 % for the years ended December 31, 2023 and 2022, respectively .

Year Ended December 31, 2024

Year Ended December 31, 2023

represented 43 % and 41 % for the years ended December 31, 2024 and 2023, respectively, and Canada represented 14 % for the year ended December 31, 2024.

(2) United Kingdom represented 12 % and 13 % for the years ended December 31, 2024 and 2023, respectively.

Contract Assets

At December 31, 2024, contract assets of $ 785 were reported in contract assets on the Company's consolidated balance sheets.

At December 31, 2023, contract assets were $ 4,917 , of which $ 4,718 was reported in contract assets, and $ 199 in other long-term assets, including restricted cash on the Company's consolidated balance sheets

At December 31, 2022, contract assets were $ 2,881 , which was reported in contract assets on the Company's consolidated balance sheets.

Spire Global, Inc.

Notes to Consolidated Financial Statements

December 31, 2023 and 2022

(In thousands, except shares and per share data, unless otherwise noted)

Changes in contract assets were as follows:

(As Restated)

Balance as of January 1

Contract assets recorded during the year

Reclassified to accounts receivable during the year

Reclassified to accounts receivable

Balance as of December 31

2 unchanged sentences

At December 31, 2023, contract liabilities were $ 49,101 , of which $ 31,178 was reported in contract liabilities, current portion, and $ 17,923 was reported in other long-term liabilities on the Company’s consolidated balance sheets.

The increase in contract liabilities was primarily due to the increase in subscription-based contracts.

Changes in contract liabilities were as follows:

(As Restated)

Balance as of January 1

Contract liabilities recorded during the year

Revenue recognized during the year

Revenue recognized during the period

Balance as of December 31

1 unchanged sentence

The Company has performance obligations associated with commitments in customer contracts for future services that have not yet been recognized as revenue.

These commitments for future services exclude (i) contracts with an original term of one year or less, and (ii) cancellable contracts.

These commitments for future services exclude (i) contracts with an original term of one year or

Spire Global, Inc.

Notes to Consolidated Financial Statements

December 31, 2024 and 2023

(In thousands, except shares and per share data, unless otherwise noted)

less, and (ii) cancellable contracts.

As of December 31, 2024, the amount not yet recognized as revenue from these commitments was $ 216,436 .

1 unchanged sentence

December 31, 2024

(As Restated)

1 to 12 months

1 unchanged sentence

25 to 36 months

Other Balance Sheet Components (As Restated)

37 to 48 months

Other Balance Sheet Components

Other current assets consisted of the following:

(As Restated)

Technology and other prepaid contracts

Notes receivable

Other receivables

Prepaid insurance

Deferred contract costs

Other receivables

Other current assets

Spire Global, Inc.

Notes to Consolidated Financial Statements

December 31, 2023 and 2022

(In thousands, except shares and per share data, unless otherwise noted)

Property and equipment, net consisted of the following:

(As Restated)

Satellites in-service

12 unchanged sentences

There was a loss from decommissioned satellites of $ 3,447 and $ 747 for the years ended December 31, 2024 and 2023, respectively.

Spire Global, Inc.

Notes to Consolidated Financial Statements

December 31, 2024 and 2023

(In thousands, except shares and per share data, unless otherwise noted)

Other accrued expenses consisted of the following:

(As Restated)

Operating lease liabilities, current

Professional services

Third-party operating costs

Corporate and sales tax

Accrued operating costs

Accrued interest

Legal matters

Corporate and sales tax

Other accrued expenses

3 unchanged sentences

Impact of foreign currency translation

Assets classified as held for sale

Balance at December 31, 2024

Spire Global, Inc.

Notes to Consolidated Financial Statements

December 31, 2023 and 2022

(In thousands, except shares and per share data, unless otherwise noted)

Intangible assets consisted of the following:

2 unchanged sentences

Accumulated Amortization

Customer relationships

Developed technology

4 unchanged sentences

Developed technology

As of December 31, 2023, the weighted-average amortization period for customer relationships and developed technology was 9.9 years, trade names was 2.9 years, and patents and FCC licenses was 6.4 years.

Amortization expense related to intangible assets for the years ended December 31, 2023 and 2022 was $ 3,518 and $ 6,570 , respectively.

During the year ended December 31, 2023 the Company did no t recognize any impairment charges and during the year ended December 31, 2022, the Company recognized impairment charges of $ 72 for intangible assets relating to patent costs which are included in other expense, net in the consolidated statements of operations.

The patents asset balance as of each of December 31, 2023 and 2022 included $ 57 of capitalized patent costs that will begin amortization upon the issuance of an official patent right to the Company.

As of December 31, 2023, the expected future amortization expense of intangible assets is as follows:

Years ending December 31,

Capitalized patent costs, unissued

As of December 31, 2024, the weighted-average amortization period for developed technology was 8.9 years, trade names was 1.9 years, and patents and FCC licenses was 5.6 years.

Amortization expense related to intangible assets was $ 3,228 and $ 3,518 for the years ended December 31, 2024 and 2023, respectively.

The Company did no t recognize any impairment charges during the years ended December 31, 2024 and 2023.

The patents asset balance included $ 0 and $ 57 of capitalized patent costs as of December 31, 2024 and 2023, respectively, that began amortization upon the issuance of an official patent right to the Company.

Spire Global, Inc.

2 unchanged sentences

(In thousands, except shares and per share data, unless otherwise noted)

As of December 31, 2024, the expected future amortization expense of intangible assets is as follows:

Fiscal year ending December 31,

Future Amortization Expense

Assets Held for Sale

On November 13, 2024, the Company entered into the Purchase Agreement to sell its maritime business to Buyer for $ 233,500 subject to certain adjustments.

The following table summarizes the carrying values of the assets and liabilities classified as held for sale in the Company's consolidated balance sheets as of December 31, 2024:

December 31, 2024

Accounts receivable, net

Contract assets

Other current assets

Property, plant and equipment, net

Customer relationships, net

Other non-current assets

Total assets classified as held for sale

Accounts payable

Accrued wages and benefits

Other accrued expenses

Contract liabilities, current portion

Contract liabilities, non-current portion

Total liabilities associated with assets classified as held for sale

Net assets held for sale

The Company's satellite and ground station networks, including operations, and maritime contracts associated with the U.S.

federal government will be retained by the Company at closing and are not included in the amounts presented above.

The Company expects the transaction, which is subject to customary closing conditions and regulatory approvals, to close during the second quarter of 2025.

Long-Term Debt

3 unchanged sentences

Debt issuance costs

Current portion of long-term debt

Non-current portion of long-term debt

Spire Global, Inc.

Notes to Consolidated Financial Statements

December 31, 2024 and 2023

(In thousands, except shares and per share data, unless otherwise noted)

The Company recorded $ 20,347 and $ 19,032 of interest expense, which included amortization of deferred issuance costs of $ 4,477 and $ 2,337 from long-term debt for the years ended December 31, 2024 and 2023, respectively.

As of December 31, 2024, the scheduled principal payments of long-term debt was as follows:

Years ending December 31,

Fiscal year ending December 31,

Future Principal Payments

Total debt payments

(1) As of December 31, 2024, the Company was not in compliance with its leverage ratio and minimum liquidity financial covenants under the Blue Torch Financing Agreement;

therefore, the debt is reflected as a current liability.

Blue Torch Credit Agreement

On June 13, 2022, the Company, as borrower, and Spire Global Subsidiary, Inc.

and Austin Satellite Design, LLC, as guarantors, entered into a Financing Agreement (the “Blue Torch Financing Agreement”) with Blue Torch Finance LLC, a Delaware limited liability company (“Blue Torch”), as administrative agent and collateral agent, and certain lenders (the “Lenders”).

and Austin Satellite Design, LLC, as guarantors, entered into a Financing Agreement (the “Blue Torch Financing Agreement”) with Blue Torch, as administrative agent and collateral agent, and certain lenders (the “Lenders”).

The Blue Torch Financing Agreement provides for, among other things, a term loan facility in an aggregate principal amount of up to $ 120,000 (the “Blue Torch Credit Facility”).

1 unchanged sentence

The Blue Torch Credit Facility is scheduled to mature on June 13, 2026.

Subject to certain exceptions, prepayments of principal under the Blue Torch Credit Facility will be subject to early termination fees in the amount of 3.0%, 2.0% and 1.0% of the principal prepaid if prepayment occurs within the first, second and third years following the closing date, respectively, plus if prepayment occurs on or prior to the first anniversary of the closing date, a make-whole amount equal to the amount of interest that would have otherwise been payable through the maturity date of the Blue Torch Credit Facility.

Subject to certain exceptions, prepayments of principal under the Blue Torch Credit Facility will be subject to early termination fees in the amount of 3.0%, 2.0%, and 1.0% of the principal prepaid if prepayment occurs within the first, second and third years following the closing date, respectively, plus if prepayment would have occurred on or prior to the first anniversary of the closing date, a make-whole amount equal to the amount of interest that would have otherwise been payable through the maturity date of the Blue Torch Credit Facility.

The $120,000 term loan was available and drawn at closing, of which $19,735 was placed in an escrow account by Blue Torch with such amount to be released upon the Company achieving certain metrics related to annualized recurring revenue and a total annualized recurring revenue leverage ratio.

5 unchanged sentences

The Blue Torch Financing Agreement contains customary affirmative covenants and customary negative covenants limiting the Company's ability and the ability of its subsidiaries to, among other things, dispose of assets, undergo a change in control, merge or consolidate, make acquisitions, incur debt, incur liens, pay dividends, repurchase stock and make investments, in each case subject to certain exceptions.

The Company must also comply with a maximum debt to annualized recurring revenue

The Company must also comply with a maximum debt to annualized recurring revenue leverage ratio financial covenant tested monthly during the first two years of the Blue Torch Financing Agreement, a maximum debt to EBITDA leverage ratio financial covenant tested monthly during the third and fourth years of the Blue Torch Financing Agreement and a minimum liquidity financial covenant tested at all times

On September 27, 2023, the Company entered into the Waiver and Amendment No.

2 to Financing Agreement (the “Waiver and Amendment”) with Blue Torch and the Lenders, which amends the Blue Torch Financing Agreement to (a) waive an event of default under the Blue Torch Financing Agreement arising out of the total annualized recurring revenue leverage ratio being greater than the permitted ratio, (b) amend the financial covenants to provide covenant relief from the maximum debt to annualized recurring revenue leverage ratio and the maximum debt to EBITDA leverage ratio set forth in the Blue Torch Financing Agreement for future periods, and (c) provide for a second amendment exit fee.

The second amendment exit fee is

Spire Global, Inc.

2 unchanged sentences

(In thousands, except shares and per share data, unless otherwise noted)

leverage ratio financial covenant tested monthly during the first two years of the Blue Torch Financing Agreement, a maximum debt to EBITDA leverage ratio financial covenant tested monthly during the third and fourth years of the Blue Torch Financing Agreement and a minimum liquidity financial covenant tested at all times.

The Company was in compliance with all applicable financial covenants as of December 31, 2023.

On September 27, 2023, the Company entered into the Waiver and Amendment No.

The second amendment exit fee is $ 1,800 (which is an amount equal to one and a half percent ( 1.50 %) of the aggregate outstanding principal balance of the term loans on the effective date of the Waiver and Amendment), bears interest from the date of the Waiver and Amendment at the Adjusted Term SOFR for a 3-month interest period plus the applicable margin under the Financing Agreement, and is payable by the Company in cash upon the termination of the Blue Torch Financing Agreement, either as a result of acceleration of the loans or at the final maturity date.

$ 1,800 (which is an amount equal to one and a half percent ( 1.50 %) of the aggregate outstanding principal balance of the term loans on the effective date of the Waiver and Amendment), bears interest from the date of the Waiver and Amendment at Adjusted Term SOFR for a 3-month interest period plus the applicable margin under the Financing Agreement, and is payable by the Company in cash upon the termination of the Blue Torch Financing Agreement, either as a result of acceleration of the loans or at the final maturity date.

The Waiver and Amendment required a repayment by the Company of $ 2,500 of the outstanding principal balance of the term loans and a prepayment premium of $ 50 , which were paid on October 2, 2023.

14 unchanged sentences

The Credit Agreement Warrants are exercisable for a term beginning on the date of issuance and ending on the earlier to occur of ten years from the date of issuance or the consummation of certain of the Company's acquisitions as set forth in the Credit Agreement Warrants.

The number of shares for

The number of shares for which the Credit Agreement Warrants are exercisable and the associated exercise price are subject to certain proportional adjustments as set forth in the Credit Agreement Warrants.

On April 8, 2024, the Company entered into Amendment No.

3 to Financing Agreement (the “Third Amendment”) with Blue Torch and the Lenders, which amends the Blue Torch Financing Agreement to (i) increase the maximum debt to EBITDA leverage ratio for the monthly periods ending June 30, 2024, July 31, 2024, and August 31, 2024, and to decrease the maximum permitted ratio thereafter, and (ii) amend the minimum liquidity covenant to require liquidity of at least $ 20,000 at all times, commencing on April 8, 2024, which represents a $ 10,000 decrease from the requirement in effect immediately prior to the effective date of the Third Amendment.

On April 8, 2024, in accordance with the terms of the Third Amendment, the Company made a prepayment to Blue Torch of $ 10,000 in principal, plus an early termination fee of $ 200 .

Spire Global, Inc.

2 unchanged sentences

(In thousands, except shares and per share data, unless otherwise noted)

which the Credit Agreement Warrants are exercisable and the associated exercise price are subject to certain proportional adjustments as set forth in the Credit Agreement Warrants.

On August 27, 2024, the Company entered into Waiver and Amendment No.

4 to Financing Agreement (the “Fourth Amendment”) with Blue Torch and the Lenders, which amends the Blue Torch Financing Agreement to (i) waive events of default under the Blue Torch Financing Agreement arising out of the maximum debt to EBITDA leverage ratio being greater than the ratio permitted by the Blue Torch Financing Agreement and the failure to deliver the financial statements for the fiscal quarter ended June 30, 2024 required by the Blue Torch Financing Agreement, (ii) amend the financial covenants in the Blue Torch Financing Agreement to provide immediate covenant relief from the leverage ratios set forth in the Blue Torch Financing Agreement and extend the duration of the annualized recurring revenue (ARR) leverage ratio through December 31, 2024, and (iii) provide for a fourth amendment fee.

The fourth amendment fee is in an amount equal to three and a half percent (3.50%) of the aggregate outstanding principal balance of the term loans on the effective date of the Fourth Amendment, bears interest from the date of the Fourth Amendment at Adjusted Term SOFR for a 3-month interest period plus the applicable margin under the Blue Torch Financing Agreement, and shall be paid-in-kind and added to the principal balance of the term loans.

On August 27, 2024, in accordance with the terms of the Fourth Amendment, the Company made a prepayment to Blue Torch of $ 10,000 in principal, plus an early termination fee of $ 100 .

On November 11, 2024, the Company and Blue Torch entered into a forbearance agreement (the “Forbearance Agreement”), pursuant to which each of the lenders party to the Blue Torch Financing Agreement agreed not to exercise their default-related rights and remedies with respect to certain events of default related to the failure to deliver quarterly financial information as of and for the periods ended June 30, 2024 that was required to be provided to the lenders by October 31, 2024, the leverage ratio being greater than required as of June 30, 2024 and our anticipated failure to file the financial statements for the fiscal quarter ended September 30, 2024 with the SEC by November 15, 2024 (collectively, the “Specified Defaults”), until the earliest to occur of (A) the occurrence of any other event of default other than the Specified Defaults, (B) the date on which Blue Torch delivered a notice terminating the forbearance period, which notice could have been delivered at any time upon or after the occurrence of an additional event of default or any breach of the Forbearance Agreement or (C) 11:59 p.m.

Eastern Time on December 24, 2024.

As the Company was not in compliance with its leverage ratio and minimum liquidity financial covenants and SEC periodic filing requirement non-financial covenant under the Blue Torch Financing Agreement, the balance due was reflected as a current liability in the consolidated balance sheets as of December 31, 2024.

Government Loan

1 unchanged sentence

Under this agreement and subsequent amendment, the Company was eligible to receive funding for certain expenditures incurred from February 13, 2018 to May 12, 2023, up to a maximum of $ 5,701 .

As of December 31, 2023 and 2022, $ 5,128 and $ 4,857 , respectively, was included in long-term debt, non-current on the consolidated balance sheets related to the SIF loan agreement.

Related to the SIF loan agreement, $ 4,618 and $ 5,128 was included in long-term debt, non-current on the consolidated balance sheets as of December 31, 2024 and 2023, respectively.

Any amount outstanding under this loan is repayable in 15 annual payments beginning February 28, 2026 and has a stated interest rate of zero.

Leases (As Restated)

Approximately 80 % of the Company's ROU assets and lease liabilities relate to office facilities leases, with the remaining amounts representing primarily ground station leases.

5 unchanged sentences

Aggregate variable lease expenses and short-term lease expenses were $ 1,274 and $ 613 , for the years ended December 31, 2024 and 2023, respectively.

Spire Global, Inc.

Notes to Consolidated Financial Statements

December 31, 2024 and 2023

(In thousands, except shares and per share data, unless otherwise noted)

The following table provides the required information regarding the Company's leases for which the Company is the lessee:

Total ROU assets

Total lease liabilities

1 unchanged sentence

Weighted-average discount rate

As of December 31, 2023, the maturity of operating leases are as follows:

Years ending December 31,

As of December 31, 2024, the maturity of operating leases liabilities are as follows:

Fiscal year ending December 31,

Total lease payments

13 unchanged sentences

Money market funds

Marketable securities:

treasury bills and bonds

Commercial paper

government and agency securities

Long-term liabilities:

4 unchanged sentences

Money market funds

Commercial paper

Marketable securities:

treasury bills and bonds

Corporate securities

Commercial paper

government and agency securities

Current liabilities:

Public Warrants

Long-term liabilities:

4 unchanged sentences

treasury bills and bonds, using quoted prices in active markets for identical instruments.

Financial assets whose fair values that are measured on a recurring basis using Level 2 inputs consist of commercial paper, corporate securities, and U.S.

Financial assets whose fair values that are measured on a recurring basis using Level 2 inputs consist of commercial paper, corporate bonds, and U.S.

government and agency securities.

The Company measures the fair values of these assets with the help of a pricing service that either provides quoted market prices in active markets for identical or similar securities or uses observable inputs for their pricing without applying significant adjustments.

Public and Private Placement Warrants

The Company assumed 1,437,499 publicly-traded warrants (“Public Warrants”) and 825,000 private placement warrants issued by NavSight (“Private Warrants” and, together with the Public Warrants, the “Warrants”) upon the Merger, all of which were issued in connection with NavSight’s initial public offering and entitled the holder to purchase one share of the Company’s Class A common stock at an exercise price of $ 92.00 per share.

The fair value of the Public Warrants was based on the quoted market price and was classified as a Level 1 financial instrument.

In November 2022, the Company announced the commencement of an exchange offer (the "Offer") and consent solicitation relating to all holders of the Warrants to receive 0.2 shares of Class A common stock in exchange for each outstanding Warrant

Spire Global, Inc.

2 unchanged sentences

(In thousands, except shares and per share data, unless otherwise noted)

Public and Private Placement Warrants

The Company assumed 1,437,499 publicly-traded warrants (“Public Warrants”) and 825,000 private placement warrants issued by NavSight (“Private Warrants” and, together with the Public Warrants, the “Warrants”) upon the Merger, all of which were issued in connection with NavSight’s initial public offering and entitled the holder to purchase one share of the Company’s Class A common stock at an exercise price of $ 92.00 per share.

The fair value of the Public Warrants was based on the quoted market price and was classified as a Level 1 financial instrument.

tendered by the holder.

On December 19, 2022, a total of 2,069,561 Warrants were tendered and exchanged for 413,910 shares of Class A common stock.

Concurrently with the Offer, the Company also solicited consents from holders of the Public Warrants to amend the Warrant Agreement to permit the Company to require that each Warrant that was outstanding upon the closing of the Offer be exchanged for 0.18 shares of Class A common stock, which is a ratio 10 % less than the exchange ratio applicable to the Offer (such amendment, the “Warrant Amendment”).

Because consents were received from holders of more than 65 % of the Company’s outstanding Public Warrants, the Warrant Amendment was approved.

Concurrently with the Offer, the Company solicited consents from holders of the Public Warrants to amend the Warrant Agreement to permit the Company to require that each Warrant that was outstanding upon the closing of the Offer be exchanged for 0.18 shares of Class A common stock, which is a ratio 10 % less than the exchange ratio applicable to the Offer (such amendment, the “Warrant Amendment”).

The Warrant Amendment was approved because consents were received from holders of more than 65 % of the Company’s outstanding Public Warrants.

2 unchanged sentences

Credit Agreement Warrants

On June 13, 2022, in connection with the Blue Torch Financing Agreement, the Company issued the 2022 Blue Torch Warrants to Blue Torch, which were exercisable for an aggregate of 437,024 shares of the Company’s Class A common stock with a per share exercise price of $ 16.08 .

Additionally, in connection with the closing of the financing, the Company issued the Urgent Warrants to Urgent Capital LLC for introducing the Company to the Lenders, which is exercisable for an aggregate of 24,834 shares of the Company's Class A common stock with a per share exercise price of $ 16.08 .

On September 27, 2023, in connection with the Waiver and Amendment, the Company and certain affiliates of Blue Torch amended and restated the 2022 Blue Torch Warrants to reduce the per share exercise price from $ 16.08 to $ 5.44 .

The Company also concurrently issued new warrants to those affiliates that are exercisable for an additional 597,082 shares of the Company’s Class A common stock at a per share exercise price of $ 5.44 (the “2023 Blue Torch Warrants").

The Company also concurrently issued the 2023 Blue Torch Warrants to those affiliates that are exercisable for an additional 597,082 shares of the Company’s Class A common stock at a per share exercise price of $ 5.44 .

The fair value of the Credit Agreement Warrants is estimated using the Black-Scholes model with inputs that include the Company’s Class A common stock price in an actively traded market, making this fair value classified as a Level 2 financial instrument.

7 unchanged sentences

Remaining contractual term (in years)

Contingent Earnout Liability

In connection with the Merger, eligible Spire equity holders are entitled to receive additional shares of the Company's Class A common stock upon the achievement of certain earnout triggering events.

The estimated fair value of the contingent earnout liability is determined using a Monte Carlo simulation using a distribution of potential outcomes on a monthly basis over the

Securities Purchase Agreement Warrants

On March 21, 2024, the Company entered into a Securities Purchase Agreement with the Investors, pursuant to which the Company issued and sold in the Offering, (i) an aggregate of 2,142,858 shares of Class A common stock and (ii) Securities Purchase Agreement Warrants exercisable for an aggregate of 2,142,858 shares of Class A common stock to the Investors.

Each share of Class A common stock and accompanying Securities Purchase Agreement Warrant to purchase one share of Class A common stock was sold at an offering price of $ 14.00 .

The aggregate gross proceeds to the Company from the Offering totaled $ 30,000 before deducting the placement agent’s fees and related offering expenses.

The Securities Purchase Agreement Warrants had an exercise price equal to $ 14.50 per share of Class A common stock, were exercisable for a term beginning on March 25, 2024 and expired on July 3, 2024, with no warrants exercised.

The warrant liability relating to the Securities Purchase Agreement Warrants was reversed as of June 30, 2024, since the Company's per share market value as of June 30, 2024, was below the exercise price of such warrants.

Spire Global, Inc.

2 unchanged sentences

(In thousands, except shares and per share data, unless otherwise noted)

earnout period, which is a period up to five years post-closing of the Merger, prioritizing the most reliable information available, making this fair value classified as a Level 3 liability.

Contingent Earnout Liability

In connection with the Merger, eligible Spire equity holders are entitled to receive additional shares of the Company's Class A common stock upon the achievement of certain earnout triggering events.

The estimated fair value of the contingent earnout liability is determined using a Monte Carlo simulation using a distribution of potential outcomes on a monthly basis over the earnout period, which is a period up to five years post-closing of the Merger, prioritizing the most reliable information available, making this fair value classified as a Level 3 liability.

The assumptions utilized in the calculation are based on the achievement of certain stock price milestones, including the current price of the Company’s Class A common stock, expected volatility, risk-free interest rate, expected term and expected dividend yield.

10 unchanged sentences

Fair value as of December 31, 2024

Spire Global, Inc.

Notes to Consolidated Financial Statements

December 31, 2023 and 2022

(In thousands, except shares and per share data, unless otherwise noted)

Cash and Cash Equivalents and Marketable Securities

The following table summarizes the Company's cash, cash equivalents and available-for-sale securities by significant marketable securities category:

The following tables summarize the Company's cash, cash equivalents and available-for-sale securities by significant marketable securities category:

December 31, 2024

3 unchanged sentences

Cash and cash equivalents:

Cash (As Restated)

Cash equivalents:

Money market funds

Marketable Securities:

treasury bills and bonds

Commercial paper

government and agency securities

December 31, 2023

5 unchanged sentences

Money market funds

Commercial paper

Marketable Securities:

treasury bills and bonds

Corporate securities

Commercial paper

government and agency securities

The following table represents amortized cost and estimated fair value of marketable securities, by contractual maturity:

December 31, 2023

Amortized Cost

Due in one year or less

Spire Global, Inc.

Notes to Consolidated Financial Statements

December 31, 2024 and 2023

(In thousands, except shares and per share data, unless otherwise noted)

In accordance with the Company's investment policy, investments are placed in investment grade securities with high credit quality issuers, and generally limit the amount of credit exposure to any one issuer.

1 unchanged sentence

The Company did not record any impairment charges related to its available-for-sale securities during the years ended December 31, 2024 and 2023.

Commitments and Contingencies (As Restated)

Commitments and Contingencies

L3Harris Commitment

In conjunction with the Acquisition, the Company acquired the agreement (the "L3Harris Agreement") with L3Harris Technologies, Inc.

("L3Harris") to receive satellite automatic identification system ("S-AIS") data from the L3Harris AppStar payloads on-board Iridium NEXT Constellation, Iridium's Real-Time Second-Generation satellite constellation with 58 AppStar

Spire Global, Inc.

Notes to Consolidated Financial Statements

December 31, 2023 and 2022

(In thousands, except shares and per share data, unless otherwise noted)

Under the Amended and Restated L3Harris Agreement dated January 21, 2020 (the "A&R L3Harris Agreement"), the Company incurs a fixed fee of $ 358 per month.

2 unchanged sentences

No revenue share was owed to L3Harris under the A&R L3Harris Agreement, with respect to AIS Analytics sales, during the years ended December 31, 2024 and 2023.

The Company recognized $ 5,059 and $ 5,045 in cost of revenue in the consolidated statements of operations for the exclusive access rights to data generated from satellites for the years ended December 31, 2023 and 2022, respectively.

The following table summarizes the operational fees commitment under the A&R L3Harris Agreement, which includes the fixed payments to L3Harris:

Years ending December 31,

The Company recognized $ 4,952 and $ 5,059 in cost of revenue in the consolidated statements of operations for costs incurred to acquire exclusive access rights to data generated from satellites for the years ended December 31, 2024 and 2023, respectively.

The following table summarizes the operational fees commitment under the A&R L3Harris Agreement, which includes the fixed payment obligations to L3Harris:

Future Payment Obligations

Fiscal year ending December 31,

At times, the Company is party to various claims and legal actions arising in the normal course of business.

1 unchanged sentence

however, there can be no assurance that the ultimate resolution of these matters will not have a material impact on the Company’s consolidated financial statements in any period.

Note Receivable (As Restated)

Stockholder Litigation

On August 20, 2024, the Company and two of its executive officers were named as defendants in a purported federal securities law class action filed in the United States District Court for the Eastern District of Virginia, captioned Michal Bousso v.

Spire Global, Inc.

et al., Court File No.

1:24-cv-1458 (the "Bousso Lawsuit").

On October 14, 2024, a second plaintiff filed a similar lawsuit against the Company and three current or former executive officers, also in the United States District Court for the Eastern District of Virginia, captioned Kohei Tagawa v.

Spire Global, Inc.

et al., Court File No.

1:24-cv-1810 (the “Tagawa Lawsuit”).

On November 22, 2024, the court consolidated the Bousso Lawsuit and the Tagawa Lawsuit, appointed Michal Bousso as lead plaintiff, and renamed the case to “In re Spire Global, Inc.

Securities Litigation,” Master File No.

1:24-cv-1458-MSN-WEF (the “Master Securities Lawsuit”).

On December 23, 2024, the plaintiff filed an amended complaint in the Master Securities Lawsuit, which alleges violations of Sections 10(b) and 20(a) of the Exchange Act (and Rule 10b-5 thereunder),

Spire Global, Inc.

Notes to Consolidated Financial Statements

December 31, 2024 and 2023

(In thousands, except shares and per share data, unless otherwise noted)

arising from or relating to our announcements in August 2024 that certain of the Company's previously issued audited and unaudited financial statements should not be relied upon.

Plaintiff alleges that the Company and the individual defendants made false or misleading statements relating to (1) how revenue was recognized for pre-space services for certain space contracts, and (2) how costs for certain contracts were characterized.

The plaintiff seeks to represent a class of shareholders who purchased or otherwise acquired our common stock between May 11, 2022 and August 14, 2024.

The plaintiff seeks damages and other relief, including attorneys' fees and costs.

The defendants are vigorously defending this lawsuit.

On January 22, 2025, the defendants moved to dismiss the amended complaint in its entirety.

The court in the Master Securities Lawsuit held argument on the Company’s motion to dismiss on March 14, 2025.

After hearing argument from both sides, the court issued its order on the record dismissing the Master Securities Lawsuit without prejudice.

The court granted the plaintiff 30 days to consider whether to amend.

On September 5, 2024, a stockholder derivative lawsuit was filed in the United States District Court for the Eastern District of Virginia, purportedly on behalf of the Company against certain of its officers and directors and the Company (as a nominal defendant), captioned Lawrence Hollin v.

Platzer et al.

, Court File No.

1:24-cv-01558 (the “ Hollin Lawsuit”).

On September 10, 2024, a second stockholder derivative lawsuit was filed in the United States District Court for the Eastern District of Virginia, also purportedly on behalf of the Company against certain of its officers and directors and the Company (as a nominal defendant), captioned Richard Cobb v.

Platzer et al.

, Court File No.

1:24-cv-01596 (the “ Cobb Lawsuit”).

On November 12, 2024, a third stockholder derivative lawsuit was filed in the United States District Court for the Eastern District of Virginia, also purportedly on behalf of the Company against certain of its officers and directors and the Company (as a nominal defendant) captioned L.

Robert Oros v.

Platzer et al.

, 1:24-cv-02020 (the “ Oros Lawsuit”).

On November 14, 2024, the Court consolidated the Hollin Lawsuit and the Cobb Lawsuit and renamed the case to In re Spire Global, Inc.

Stockholder Derivative Litigation , No.

1:24-cv-01596 (the “Master Derivative Case”).

On December 2, 2024, the Court consolidated the Oros Lawsuit into the Master Derivative Case.

The lawsuits in the Master Derivative Case arise out of the same subject matter as the Master Securities Lawsuit, and they allege some or all of the following claims:

(1) breach of fiduciary duty;

(2) gross mismanagement;

(3) waste of corporate assets;

(4) unjust enrichment;

(5) as against the director defendants, violations of Section 14(a) of the Exchange Act and Rule 14a-9 promulgated thereunder;

(6) as against the officer defendants, contribution under Sections 10(b) and 21D of the Exchange Act;

and (7) aiding and abetting.

Each of the lawsuits in the Master Derivative Case seeks damages and other relief, including attorneys' fees and costs.

The Master Derivative Case is currently stayed pending the motion to dismiss in the Master Securities Lawsuit.

Share Purchase Agreement Litigation

As previously disclosed, on November 13, 2024, we entered into a Purchase Agreement with the Buyer, pursuant to which the Company agreed to complete the Transactions.

The maritime business to be sold pursuant to the Transactions does not include any part of the Company's satellite network or operations.

The purchase price to be paid by Buyer to the Company at the closing of the Transactions is a cash payment based upon an enterprise value of $ 233,500 , subject to certain adjustments.

The Transactions also include a twelve-month transition service and data provision agreement for $ 7,500 The Purchase Agreement provides that the closing of the Transactions is subject to the satisfaction or waiver of certain closing conditions set forth in the Purchase Agreement.

The Company believes all conditions to closing contained in the Purchase Agreement have been satisfied or could be satisfied.

Notwithstanding our notice to Buyer to that effect, Buyer has failed to consummate the closing.

Buyer has cited various reasons for declining to close, which the Company has rejected.

There is currently no governmental order in effect prohibiting closing and, in the Purchase Agreement, Buyer agreed to “use best efforts, and to take any and all actions necessary, to eliminate each and every impediment that is asserted” by relevant government entities so as to enable the parties to consummate the Transactions promptly.

the Company believes that Buyer’s failure to close is not consistent with the terms of the Purchase Agreement, which do not give Buyer the option to delay closing once all closing conditions have been met.

As a result of the foregoing, on February 10, 2025, the Company filed a complaint in the Delaware Court of Chancery against Buyer seeking a grant of specific performance ordering Buyer to satisfy its obligations under the Purchase Agreement and consummate the closing in accordance with the terms of the Purchase Agreement.

Buyer removed the matter to the District of Delaware, pursuant to a contract term in the Purchase Agreement promising not to contest removal to that court.

The District of Delaware initially selected a March 4 trial date, but on February 26, 2025, the court

Spire Global, Inc.

Notes to Consolidated Financial Statements

December 31, 2024 and 2023

(In thousands, except shares and per share data, unless otherwise noted)

set a trial date of May 28-30, 2025.

There is no assurance as to what action the District of Delaware will take with respect to the proceeding initiated by the Company and there is no assurance as to whether or not the Transactions will be consummated on the terms contemplated or at all.

Whether or not the Transactions are consummated as required, the Company reserves all of its rights under the Purchase Agreement and in law and equity, including the right to seek damages and other remedies from Buyer.

The amount of any damages which may be sought or obtained from Buyer cannot be determined at this time.

Except as disclosed above, the Company is not currently a party to any legal proceedings that, if determined adversely to the Company, would, in the Company's opinion, have a material adverse effect on its business, results of operations, financial condition, or cash flows.

Future litigation may be necessary to defend the Company, its partners, and its customers by determining the scope, enforceability, and validity of third-party proprietary rights, or to establish the Company's proprietary rights.

The results of any current or future litigation cannot be predicted with certainty, and regardless of the outcome, litigation can have an adverse impact on the Company because of defense and settlement costs, diversion of management resources, and other factors.

Note Receivable

The Company has outstanding a $ 4,500 note receivable plus accrued interest of $ 744 issued to a Space Services customer as of December 31, 2024.

The note and accrued interest are due in October 2024.

The note and accrued interest were due in October 2024.

The Company is aware that the customer has been using cash in its operations and its available cash is low.

Given the customer's financial performance, there is an indication that it will not have sufficient cash available to repay the note when it is due.

Given the customer's financial performance, the customer did not pay the note and accrued interest when it was due.

The customer has announced that it has secured a financing arrangement with its principal shareholder that would provide it sufficient funds to repay the note and the customer has asserted to the Company its intention to repay the note.

2 unchanged sentences

Stock-Based Compensation

In connection with the Closing, the Company adopted the 2021 Equity Incentive Plan (the “2021 Plan”) and the 2021 Employee Stock Purchase Plan (“2021 ESPP”).

In connection with the Closing, the Company adopted the 2021 Equity Incentive Plan (the “2021 Plan”) and the 2021 Employee Stock Purchase Plan (the “2021 ESPP”).

The number of shares available for issuance under the 2021 Plan is increased on the first day of each fiscal year, beginning on January 1, 2022, in an amount equal to the lesser of (i) 2,994,000 shares of Class A common stock, (ii) a number of shares of Class A common stock equal to 5 % of the total number of shares of all of Class A common stock outstanding as of the last day of the immediately preceding fiscal year, or (iii) such number of shares of Class A common stock as the Company’s board of directors or its designated committee may determine no later than the last day of the immediately preceding fiscal year.

The 2021 Plan permits the grant of incentive stock options, nonstatutory stock options, stock appreciation rights, restricted stock, restricted stock units, and performance awards to employees, directors, or consultants under the 2021 Plan.

Under the 2021 ESPP, the Company can grant stock options to employees to purchase shares of Class A common stock at a purchase price which equals 85 % of the lower of (i) the fair market value of Class A common stock on the first trading day of the offering

Spire Global, Inc.

Notes to Consolidated Financial Statements

December 31, 2023 and 2022

(In thousands, except shares and per share data, unless otherwise noted)

period or (ii) the fair market value of Class A common stock on the exercise date.

As of December 31, 2024, 572,038 and 596,830 shares were available for grant under the 2021 Plan and 2021 ESPP, respectively.

The following table summarizes stock option activity under the Company's equity compensation plans:

Aggregate Intrinsic Value ('000)

Options outstanding as of December 31, 2023

3 unchanged sentences

Exercisable at December 31, 2024

The aggregate intrinsic value of options exercised during 2023 and 2022, was $ 1 and $ 483 , respectively.

The aggregate fair value of options vested during 2023 and 2022 was $ 3,729 and $ 6,072 , respectively.

Spire Global, Inc.

Notes to Consolidated Financial Statements

December 31, 2024 and 2023

(In thousands, except shares and per share data, unless otherwise noted)

The aggregate intrinsic value of options exercised was $ 251 and $ 1 during the years ended December 31, 2024 and 2023, respectively.

The aggregate fair value of options vested was $ 3,024 and $ 3,729 during the years ended December 31, 2024 and 2023, respectively.

The Company received $ 335 and $ 3 in cash proceeds from options exercised during the years ended December 31, 2024 and 2023, respectively.

The weighted-average grant date fair value of options granted for the years ending December 31, 2023 and 2022 was $ 2.77 and $ 0.95 , respectively.

The aggregate intrinsic value of options outstanding as of December 31, 2023 and 2022 was $ 387 and $ 200 , respectively.

The aggregate intrinsic value of options exercisable as of December 31, 2023 and 2022 was $ 236 and $ 200 , respectively.

The following table summarizes stock RSU activity under the 2021 Plan:

There were 33,901 and 61,446 options granted during the years ended December 31, 2024 and 2023, respectively.

The weighted-average grant date fair value of options granted was $ 5.15 and $ 2.77 for the years ending December 31, 2024 and 2023, respectively.

The following table summarizes RSU activity under the 2021 Plan:

Number of RSUs

3 unchanged sentences

Outstanding as of December 31, 2024

For RSUs with service-based vesting conditions, the fair value is calculated based upon the Company’s closing stock price on the date of grant, and the stock-based compensation expense is recognized over the four-year vesting period.

The aggregate fair value of RSUs vested was $ 15,526 and $ 14,294 during the years ended December 31, 2024 and 2023, respectively.

As of December 31, 2024, there was $ 23,792 of total unrecognized compensation expense related to options and RSUs expected to be recognized over a weighted-average period of 1.89 years.

The following table summarizes the components of total stock-based compensation expense based on roles and responsibilities of the employees within the consolidated statements of operations:

Years Ended December 31,

Year Ended December 31,

Cost of revenue

5 unchanged sentences

Stock-based compensation expense for options is recognized over their respective vesting period, which ranges from one to four years .

Spire Global, Inc.

Notes to Consolidated Financial Statements

December 31, 2023 and 2022

(In thousands, except shares and per share data, unless otherwise noted)

The fair value of stock options was estimated using the following assumptions at the date of the grant:

7 unchanged sentences

The total number of shares of preferred stock authorized to be issued is 100,000,000 shares, par value $ 0.0001 per share, and no ne was outstanding as of December 31, 2024 and 2023.

Spire Global, Inc.

Notes to Consolidated Financial Statements

December 31, 2024 and 2023

(In thousands, except shares and per share data, unless otherwise noted)

Shares of Class A common stock have both economic and voting rights.

5 unchanged sentences

In the event of liquidation, dissolution, distribution of assets or winding-up of the Company, the holders of common stock would receive payment on a pro rata basis on the number of shares held by each such holder, after the rights of the holders of the preferred stock have been satisfied.

Income Taxes (As Restated)

Loss before income taxes consisted of the following:

Year Ended December 31,

(As Restated)

Domestic loss

2 unchanged sentences

Year Ended December 31,

(As Restated)

Current income tax provisions:

2 unchanged sentences

Deferred income tax expense

Total income tax (benefit) provision

Spire Global, Inc.

Notes to Consolidated Financial Statements

December 31, 2023 and 2022

(In thousands, except shares and per share data, unless otherwise noted)

Total income tax provision (benefit)

The following table presents a reconciliation of the federal statutory rate of 21 % to effective tax rate:

Year Ended December 31,

(As Restated)

federal tax benefit at statutory rate

5 unchanged sentences

GILTI inclusion

Outside basis difference in foreign subsidiary

Deferred tax adjustments

2 unchanged sentences

Effective tax rate

For 2023 and 2022, our effective tax rate differs from the amount computed by applying the statutory federal and state income tax rates to net loss before income tax, primarily as the result of state income taxes, R&D credits, foreign income taxes and changes in our valuation allowance.

Spire Global, Inc.

Notes to Consolidated Financial Statements

December 31, 2024 and 2023

(In thousands, except shares and per share data, unless otherwise noted)

For fiscal years 2024 and 2023, our effective tax rate differs from the amount computed by applying the statutory federal and state income tax rates to net loss before income tax, primarily as the result of state income taxes, R&D credits, foreign income taxes and changes in our valuation allowance.

The significant components of deferred tax assets (liabilities) are as follows:

Year Ended December 31,

(As Restated)

Deferred tax assets

4 unchanged sentences

Property and equipment

Investment in subsidiary

Operating lease liabilities

19 unchanged sentences

The increase in the valuation allowance of $ 20,868 is mostly related to current year losses.

Spire Global, Inc.

Notes to Consolidated Financial Statements

December 31, 2023 and 2022

(In thousands, except shares and per share data, unless otherwise noted)

At December 31, 2024, the Company had $ 273,897 of federal net operating losses available to reduce future taxable income, which will begin to expire in 2032 .

5 unchanged sentences

Under those sections of the Internal Revenue Code, if a corporation undergoes an “ownership change,” the corporation’s ability to use its pre-change net operating loss carryforwards and other pre-change tax attributes, such as research and development tax credits, to offset its post-change income or tax liability may be limited.

In general, an “ownership change” will occur if there is a cumulative change in ownership by “5-percent shareholders” that exceeds 50 percentage points over a rolling three-year period.

In general, an “ownership change” will occur if there is a cumulative change in ownership by “5-percent shareholders” that exceeds 50 percentage points over a

Spire Global, Inc.

Notes to Consolidated Financial Statements

December 31, 2024 and 2023

(In thousands, except shares and per share data, unless otherwise noted)

rolling three-year period.

The Company has not yet undertaken an analysis of whether the Merger constitutes an “ownership change” for purposes of Internal Revenue Code Section 382 and Section 383.

5 unchanged sentences

The Company recognizes interest accrued related to unrecognized tax benefits in interest expense and penalties, if any, as a component of income tax expense on the consolidated statements of operations.

The Company is subject to taxation in the United States, Canada, Germany, Luxembourg, Singapore and the United Kingdom.

The Company is subject to taxation in the United States, Australia, Canada, Germany, Luxembourg, Singapore, and the United Kingdom.

The Company has not been audited by the Internal Revenue Service or any state or foreign tax authority.

1 unchanged sentence

The Company is subject to audit in Singapore and the United Kingdom from tax years 2018 and 2019, respectively, and in Luxembourg from tax year 2020 and in Australia from tax year 2018.

Net Loss per Share (As Restated)

Net Loss per Share

The following table sets forth the computation of basic and diluted net loss per share attributable to common stockholders:

Years Ended December 31,

(As Restated)

Year Ended December 31,

Weighted-average shares used in computing basic and diluted

1 unchanged sentence

Basic and diluted net loss per share

The Company has two types of common stock, Class A and Class B.

Class B common stock has no economic rights, therefore has been excluded from the computation of basic and diluted net loss per share.

The Company’s potential dilutive securities have been excluded from the computation of diluted net loss per share as the effect would be to reduce the net loss per share.

The Company has two classes of common stock, Class A and Class B.

Class B common stock has no economic rights, and therefore, has been excluded from the computation of basic and diluted net loss per share.

Potentially dilutive securities have been excluded from the computation of diluted net loss per share as the effect would reduce net loss per share.

Therefore, the weighted-average number of common shares outstanding used to calculate both basic and diluted net loss per share is the same.

Spire Global, Inc.

Notes to Consolidated Financial Statements

December 31, 2023 and 2022

(In thousands, except shares and per share data, unless otherwise noted)

The Company excluded the following potential common shares, presented based on amounts outstanding at each period end, from the computation of diluted net loss per share for the years ended December 31, 2023 and 2022 because including them would have had an anti-dilutive effect:

The Company excluded the following potential shares of Class A common stock, presented based on amounts outstanding at each period end, from the computation of diluted net loss per share for the years ended December 31, 2024 and 2023 because including them would have had an anti-dilutive effect:

Fiscal Year Ended December 31,

Stock options and 2021 ESPP to purchase Class A common stock

Public and Private Warrants

Stock options and 2021 ESPP

Credit Agreement Warrants

Information on Segment Reporting

The Company operates as one reportable and operating segment, which derives revenue from the sale of subscription-based data, insights, predictive analytics and related project-based services to global customers across a range of industries.

All of the segment’s activities are interrelated, and each activity is dependent upon and supportive of the other.

Accordingly, all significant operating decisions are based upon analysis of the Company at the consolidated level.

The accounting policies of the segment are the same as those described in Note 2.

The Company’s chief operating decision maker ("CODM") who is the Company's chief executive officer, who regularly reviews consolidated net loss as reported on the consolidated statements of operations, along with other financial information presented on a consolidated basis, for purposes of making operating decisions, assessing financial performance and allocating resources.

The CODM measures performance and how to allocate resources for the segment primarily based on net loss, revenue growth, and gross margin.

The CODM's objective is to make resource allocation decisions that optimize the Company's consolidated financial results by monitoring actual results compared to forecasted results.

The measure of segment assets is reported as total assets on the consolidated balance sheet and total capital expenditures for additions to long-lived assets, which were $ 26,581 and $ 17,352 , for the years ended December 31, 2024 and 2023, respectively.

The following table includes segment revenue and significant segment expenses:

Year Ended December 31,

Employee expense (a)

Equipment and software expenses

Depreciation and amortization

Interest expense

Professional services

Facilities expense

Change in fair value of contingent liability and warrant liabilities

Other operating and marketing expenses

Allowance for current credit loss on notes receivable

Loss on decommissioned satellites and disposal of assets

Contactor expense

Issuance of stock warrants

Other segment items (b)

Segment net loss

(a) Employee expense included stock-based compensation expense of $ 19,449 and $ 12,978 for the years ended December 31, 2024 and 2023, respectively.

(b) Other segment items included in segment net loss includes foreign exchange (loss) gain, equity investment loss, income tax provision (benefit), travel and meals expenses, and interest income.

Subsequent Events

The Private Placement closed on February 8, 2024, resulting in gross proceeds to the Company of $ 10,000 .

Restatement of Quarterly Financial Information (Unaudited)

The following tables present the effect of the restatement on the Company's previously reported:

unaudited condensed consolidated balance sheets as of March 31, 2023, June 30, 2023, and September 30, 2023;

unaudited condensed consolidated statements of operations and condensed consolidated statements of comprehensive loss for the three months ended March 31, 2023, the three and six months ended June 30, 2023, the three and nine months ended September 30, 2023, and the three months ended December 31, 2023;

and unaudited condensed consolidated statements of cash flows for the three months ended March 31, 2023, the six months ended June 30, 2023, and the nine months ended September 30, 2023.

The values as previously reported were derived from the previously filed Quarterly Reports on Form 10-Q for the periods ended March 31, 2023, June 30, 2023, and September 30, 2023.

These restatements resulted in a reclassification between cash flows from operating activities and cash flows from investing activities, but they do not impact cash flows from financing activities or the net decrease in cash, cash equivalents and restricted cash in the unaudited condensed consolidated statements of cash flows for the periods presented.

The restatements only impact net loss and accumulated other comprehensive loss in the unaudited condensed consolidated statements of changes in stockholders’ equity in the periods presented.

As of March 31, 2023

As of June 30, 2023

As of September 30, 2023

Unaudited Condensed Consolidated Balance Sheets

As Previously Reported

Restatement Adjustments

As Previously Reported

Restatement Adjustments

As Previously Reported

Restatement Adjustments

Cash and cash equivalents

Contract assets

Other current assets

Total current assets

Property and equipment, net

Other long-term assets,

including restricted cash

Contract liabilities,

current portion

Other accrued expenses

Total current liabilities

Contract liabilities,

Deferred income tax liabilities

Other long-term liabilities

Total liabilities

Accumulated other comprehensive loss

Accumulated deficit

Total stockholders’

Total liabilities and

stockholders’ equity

Description of restatement adjustments in the condensed consolidated balance sheets:

(i) The $ 59 and $ 52 decreases in cash and cash equivalents as of June 30, 2023 and September 30, 2023, respectively, are related to the cash remeasurement adjustment for cash balances from certain foreign subsidiaries.

(ii) The $ 540 , $ 671 and $ 1,454 decreases in contract assets as of March 31, 2023, June 30, 2023, and September 30, 2023, respectively, are related to the correction of revenue recognition for Space Services and R&D Services Contracts.

(iii) Adjustments to other current assets:

The $ 1,301 decrease in other current assets as of March 31, 2023 is related to the fixed asset advance reclassified to property and equipment, net.

The $ 203 decrease in other current assets as of June 30, 2023 resulted from a decrease of $ 1,478 from advances for fixed assets that have been reclassified from other current assets to property and equipment, partially offset by an increase of $ 1,275 from prepaid launch costs for customer-controlled satellites for one specific contract that have been reclassified from property and equipment to other current assets.

The $ 4,929 increase in other current assets as of September 30, 2023 resulted from an increase of $ 5,985 from prepaid launch costs for customer-controlled satellites for one specific contract that have been reclassified from property and equipment to other current assets, partially offset by $ 1,056 of advances for fixed assets that have been reclassified from other current assets to property and equipment.

(iv) Adjustments to property and equipment:

The $ 598 increase in property and equipment as of March 31, 2023, resulted from an increase of $ 1,301 from advances for fixed assets that have been reclassified from other current assets to property and equipment, partially offset by $ 703 of construction costs for customer-controlled satellites for one specific contract being expensed as cost of revenue rather than capitalized into property and equipment.

The $ 3,971 decrease in property and equipment as of June 30, 2023 resulted from a decrease of $ 4,174 from construction costs for customer-controlled satellites being expensed for one specific contract as cost of revenue rather than capitalized into property and equipment and a decrease of $ 1,275 from prepaid launch costs for such satellites that have been reclassified from property and equipment to other current assets, partially offset by an increase of $ 1,478 from advances for fixed assets that have been reclassified from other current assets to property and equipment.

The $ 9,366 decrease in property and equipment as of June 30, 2023 resulted from a decrease of $ 5,985 from prepaid launch costs for such satellites that have been reclassified from property and equipment to other current assets and a decrease of $ 4,437 from construction costs for customer-controlled satellites for one specific contract being expensed as cost of revenue rather than capitalized into property and equipment, partially offset by an increase of $ 1,056 from advances for fixed assets that have been reclassified from other current assets to property and equipment.

(v) The $ 199 increase in other long-term assets, including restricted cash as of September 30, 2023, is related to the correction of revenue recognition for Space Services and R&D Services Contracts.

(vi) The $ 6,027 , $ 5,390 , and $ 9,871 increases in contract liabilities, current portion as of March 31, 2023, June 30, 2023, and September 30, 2023, respectively, are related to the correction of correct revenue recognition for Space Services and R&D Services Contracts, impacting contract liabilities, non-current.

(vii) The $ 122 decrease in other accrued expense as of March 31, 2023 resulted from a decrease of $ 172 from a customer deposit balance reclassified to contract liabilities, noncurrent, partially offset by an increase of $ 50 for the Delaware franchise tax accrual.

The $ 148 decrease in other accrued expenses as of June 30, 2023 resulted from a decrease of $ 168 for a customer deposit balance reclassified to contract liabilities, non-current, partially offset by an increase of $ 20 from the Delaware franchise tax accrual .

The $ 318 decrease in other accrued expenses as of September 30, 2023 resulted from a decrease of $ 348 from a customer deposit balance reclassified to contract liabilities, non-current, partially offset by an increase of $ 30 from Delaware franchise tax accrual .

(viii) Adjustments to contract liabilities, non-current:

The $ 13,683 increase in contract liabilities, non-current as of March 31, 2023 resulted from an increase of $ 12,965 related to the correction of revenue recognition for Space Services and R&D Services Contracts, a $ 546 balance of contract liabilities, non-current that was historically included within other long-term liabilities, and a $ 172 increase for a customer deposit balance reclassified from other accrued expense .

The $ 12,437 increase in contract liabilities, non-current as of June 30, 2023, resulted from an increase of $ 11,865 related to correction of revenue recognition for Space Services and R&D Services Contracts, a $ 404 balance of contract liabilities, non-current that was historically included within other long-term liabilities, and a $ 168 increase for a customer deposit balance reclassified from other accrued expense.

The $ 13,049 increase in contract liabilities, non-current as of September 30, 2023, resulted from an increase of $ 11,949 related to the correction of revenue recognition for Space Services and R&D Services Contracts, a $ 752 balance of contract liabilities, non-current that was historically included within other long-term liabilities, and a $ 348 increase for a customer deposit balance reclassified from other accrued expense.

(ix) The $ 285 , $ 90 and $ 167 decreases in deferred income tax liabilities as of March 31, 2023, June 30, 2023, and September 30, 2023, respectively, are related to impact to income tax provision as a result of the revenue adjustments.

(x) The $ 547 , $ 404 , and $ 752 decreases in other long-term liabilities as of March 31, 2023, June 30, 2023, and September 30, 2023, respectively, represent the non-current contract liabilities balance that was historically included in other long-term liabilities but is now presented in its own line (see restatement adjustment description in (viii)).

(xi) The $ 64 , $ 80 , and $ 284 decreases in accumulated other comprehensive loss as of March 31, 2023, June 30, 2023, and September 30, 2023, respectively, are related to the misstatements’ impact on cumulative foreign currency translation loss.

(xii) The $ 20,063 , $ 22,169 , and $ 27,711 increases in accumulated deficit as of March 31, 2023, June 30, 2023, and September 30, 2023, respectively, are related to the cumulative adjustments made in the condensed consolidated statements of operations.

Three Months Ended March 31, 2023

Three Months Ended June 30, 2023

Three Months Ended September 30, 2023

Unaudited Condensed Consolidated Statements of Operations

As Previously Reported

Restatement Adjustments

As Previously Reported

Restatement Adjustments

As Previously Reported

Restatement Adjustments

Cost of revenue

Research and development

General and administrative

Total operating expenses

Loss from operations

Foreign exchange loss

Other (expense) income, net

Total other (expense) income, net

Loss before income taxes

Income tax provision

Basic and diluted net

loss per share (1)

Weighted-average

shares used in

computing basic

and diluted net

loss per share (1)

(1) The shares of the Company's common stock and the per share amounts for the three months ended March 31, 2023 and June 30, 2023 have been retroactively adjusted to reflect the 1-for-8 reverse stock split (Note 1).

Description of restatement adjustments in the condensed consolidated statements of operations:

(i) The $ 951 decrease in revenue for the three months ended March 31, 2023, the $ 1,572 increase in revenue for the three months ended June 30, 2023 and the $ 5,191 decrease in revenue for the three months ended September 30, 2023, respectively, are related to the correction of revenue recognition for Space Services and R&D Services Contracts.

(ii) Adjustments to cost of revenue:

The $ 3,009 increase in cost of revenue for the three months ended March 31, 2023 resulted from an increase of $ 2,345 from costs associated with R&D Services Contracts being reclassified from research and development expense to cost of revenue, an increase of $ 642 from construction costs for customer-controlled satellites for one specific contract being expensed to cost of revenue rather than capitalized into property and equipment, and an increase of $ 22 from the reclassification of supply chain department costs from general and administrative expense to cost of revenue.

The $ 5,612 increase in cost of revenue for the three months ended June 30, 2023 resulted from an increase of $ 3,456 from construction costs for customer-controlled satellites for one specific contract being expensed to cost of revenue rather than capitalized into property and equipment, an increase of $ 2,097 from costs associated with R&D

Services Contracts being reclassified from research and development expense to cost of revenue, and an increase of $ 59 from the reclassification of supply chain department costs from general and administrative expense to cost of revenue.

The $ 3,085 increase in cost of revenue for the three months ended September 30, 2023 resulted from an increase of $ 2,607 from costs associated with R&D Services Contracts being reclassified from research and development expense to cost of revenue, an increase of $ 407 from construction costs for customer-controlled satellites for one specific contract being expensed to cost of revenue rather than capitalized into property and equipment, and an increase of $ 71 from the reclassification of supply chain department costs from general and administrative expense to cost of revenue.

(iii) The $ 2,345 , $ 2,097 , and $ 2,607 decreases in research and development for the three months ended March 31, 2023, June 30, 2023, and September 30, 2023, respectively, are related to costs associated with R&D Services Contracts being reclassified from research and development to cost of revenue.

(iv) Adjustments to general and administrative:

The $ 53 increase in general and administrative for the three months ended March 31, 2023 resulted from an increase of $ 451 from the other state taxes reclassified from other expense, net, partially offset by a decrease of $ 376 from the Delaware franchise tax accrual and reclassification and a decrease of $ 22 for supply chain department costs reclassified to cost of revenue.

The $ 181 decrease in general and administrative for the three months ended June 30, 2023 resulted from a decrease of $ 92 for the other state taxes reclassified from other expense, net, a decrease of $ 59 for the supply chain department costs reclassified to cost of revenue, and a decrease of $ 30 for the Delaware franchise tax accrual and reclassification.

The $ 174 increase in general and administrative expense for the three months ended September 30, 2023 resulted from an increase of $ 235 from vendor dispute settlement reclassified from other expense, net and an increase of $ 12 from Delaware franchise tax accrual and reclassification, partially offset by a decrease of $ 71 from supply chain department costs reclassified to cost of revenue and a decrease of $ 2 from the other state taxes reclassified from other expense, net.

(v) The $ 11 , $ 51 , and $ 11 additional foreign exchange losses for the three months ended March 31, 2023, June 30, 2023 and September 30 , 2023, respectively, are related to the correction of revenue and cash remeasurement adjustment.

(vi) Adjustments to other expense, net:

The $ 451 decrease in other expense, net for the three months ended March 31, 2023 is related to the other state taxes reclassified to general and administrative.

The $ 92 increase in other expense, net for the three months ended June 30, 2023 is related to the reclassification of other state tax to general and administrative expense.

The $ 233 decrease in other expense, net for the three months ended September 30 2023 resulted from a decrease of $235 from a vendor dispute settlement reclassified to general and administrative, partially offset by an increase of $ 2 for the other state taxes reclassified to general and administrative.

(vii) The $ 246 decrease, $ 201 increase and $ 79 decrease in income tax provision for the three months ended March 31, 2023, June 30, 2023 and September 30, 2023, respectively, are related to the impact to income tax provision as a result of the revenue adjustments.

Six Months Ended June 30, 2023

Nine Months Ended September 30, 2023

Three Months Ended December 31, 2023

Unaudited Condensed Consolidated Statements of Operations

As Previously Reported

Restatement Adjustments

As Previously Reported

Restatement Adjustments

As Previously Reported

Restatement Adjustments

Cost of revenue

Research and development

General and administrative

Allowance for current expected credit loss on

notes receivable

Total operating expenses

Loss from operations

Foreign exchange loss

Other (expense) income, net

Total other income (expense), net

Loss before income taxes

Income tax provision

Basic and diluted net

loss per share (1)

Weighted-average

shares used in

computing basic

and diluted net

loss per share (1)

(1) The shares of the Company's common stock and the per share amounts for the six months ended June 30, 2023 have been retroactively adjusted to reflect the 1-for-8 reverse stock split (Note 1).

Description of restatement adjustments in the condensed consolidated statements of operations:

(i) The $ 621 increase in revenue for the six months ended June 30, 2023, the $ 4,570 decrease for the nine months ended September 30, 2023 and the $ 3,521 decrease in revenue for the three months ended December 31, 2023, respectively, relates to the correction of revenue recognition for Space Services and R&D Services Contracts.

(ii) Adjustments to cost of revenue:

The $ 8,621 increase in cost of revenue for the six months ended June 30, 2023 resulted from an increase of $ 4,442 from costs associated with R&D Services Contracts being reclassified from research and development to cost of revenue, an increase of $ 4,100 from construction costs for customer-controlled satellites for one specific contract being expensed to cost of revenue rather than capitalized into property and equipment, and an increase of $ 79 from the reclassification of supply chain department costs from general and administrative to cost of revenue.

The $ 11,706 increase in cost of revenue for the nine months ended September 30, 2023 resulted from an increase of $ 7,049 from costs associated with R&D Services Contracts being reclassified from research and development to cost of revenue, an increase of $ 4,507 from construction costs for customer-controlled satellites for one specific contract being expensed to cost of revenue rather than capitalized into property and equipment, and an increase of $ 150 from the reclassification of supply chain department costs from general and administrative to cost of revenue.

The $ 4,884 increase in cost of revenue for the three months ended December 31, 2023 resulted from an increase of $ 4,224 from costs associated with R&D Services Contracts being reclassified from research and development to cost of revenue, an increase of $ 412 from construction costs for customer-controlled satellites for one specific contract being expensed to cost of revenue rather than capitalized into property and equipment, and an increase of $ 248 from the reclassification of supply chain department costs from general and administrative to cost of revenue.

(iii) The $ 4,442 , $ 7,049 , and $ 4,224 decreases in research and development expense for the for the six months ended June 30, 2023, the nine months ended September 30, 2023, and the three months ended December 31, 2023, respectively, is related to costs associated with R&D Services Contracts being reclassified from research and development expense to cost of revenue.

(iv) Adjustments to general and administrative:

The $ 128 decrease in general and administrative for the six months ended June 30, 2023 resulted from a decrease of $ 408 from the Delaware franchise tax accrual and reclassification and a decrease of $ 79 from the supply chain department costs reclassified to cost of revenue, partially offset by an increase of $ 359 from the other state taxes reclassified from other expense, net.

The $ 46 increase in general and administrative for the nine months ended September 30, 2023 resulted from increases of $ 357 and $ 235 from the other state taxes and vendor dispute settlement reclassified from other expense, net, respectively, partially offset by a decrease of $ 396 from the Delaware franchise tax accrual and reclassification and a decrease of $ 150 from the supply chain department costs reclassified to cost of revenue.

The $ 541 decrease in general and administrative expense for the three months ended December 31, 2023 resulted from a decrease of $ 301 from the other state taxes reclassified from other expense, net, and a decrease of $ 248 from the supply chain department costs reclassified to cost of revenue, partially offset by an increase of $ 8 from the Delaware franchise tax accrual and reclassification.

(v) The $ 1,218 increase in allowance for current expected credit loss on notes receivable for the three months ended December 31, 2023 is related to the allowance for current expected credit loss related to a $ 4,500 note receivable issued to a customer.

(vi) The $ 62 decrease, $ 73 decrease, and $ 97 increase in foreign exchange loss for the six months ended June 30, 2023, nine months ended September 30, 2023, and three months ended December 31, 2023, respectively, are related to the correction of revenue and cash remeasurement adjustment.

(vii) Adjustments to other expense, net:

The $ 359 decrease and $ 301 increase in other expense, net for the six months ended June 30, 2023 and three months ended December 31, 2023, respectively, are related to the other state taxes reclassified to general and administrative.

The $ 592 decrease in other expense, net for the nine months ended September 30, 2023 resulted from $ 357 of other state taxes and a $ 235 vendor dispute settlement reclassified to general and administrative expense.

(viii) The $ 45 decrease, $ 124 decrease and $ 90 decrease in income tax provisions for the six months ended June 30, 2023, nine months ended September 30, 2023, and three months ended December 31, 2023, respectively, are related to the impact to income tax provision as a result of the revenue adjustments.

Three Months Ended March 31, 2023

Three Months Ended June 30, 2023

Three Months Ended September 30, 2023

Unaudited Condensed Consolidated Statements of Comprehensive Loss

As Previously Reported

Restatement Adjustments

As Previously Reported

Restatement Adjustments

As Previously Reported

Restatement Adjustments

Foreign currency

Comprehensive loss

Six Months Ended June 30, 2023

Nine Months Ended September 30, 2023

Three Months Ended December 31, 2023

Unaudited Condensed Consolidated Statements of Comprehensive Loss

As Previously Reported

Restatement Adjustments

As Previously Reported

Restatement Adjustments

As Previously Reported

Restatement Adjustments

Foreign currency

Comprehensive loss

Description of restatement adjustments in the condensed consolidated statements of comprehensive loss:

(i) The $ 25 foreign currency translation loss, $ 16 foreign currency translation gain, and $ 204 foreign currency translation gain for the three months ended March 31, 2023, June 30, 2023, and September 30, 2023, respectively, are related to the foreign currency translation impact of consolidated statements of operations adjustments (i) to (v) above.

(ii) The $ 9 foreign currency translation loss, $ 195 foreign currency translation gain and $ 355 foreign currency translation loss for the six months ended June 30, 2023, the nine months ended September 30, 2023, and the three months ended December 31, 2023, respectively, are related to the foreign currency translation impact of consolidated statements of operations adjustments (i) to (v) above.

Three Months Ended March 31, 2023

Six Months Ended June 30, 2023

Nine Months Ended September 30, 2023

Unaudited Condensed Consolidated Statements of Cash Flows

As Previously Reported

Restatement Adjustments

As Previously Reported

Restatement Adjustments

As Previously Reported

Restatement Adjustments

Change in contract

Other current assets

Change in contract

Other accrued expenses

Net cash used in

operating activities

Purchase of property

and equipment

Net cash used in

investing activities

Effect of foreign currency translation on cash,

cash equivalents and restricted cash

Cash, cash equivalents

and restricted cash -

Ending balance

Description of restatement adjustments in the condensed consolidated statements of cash flows:

(i) The $ 240 , $ 8 , and $ 78 adjustments to change in other, net for the three months ended March 31, 2023, six months ended June 30, 2023, and nine months ended September 30, 2023, respectively, represent the change in deferred income tax liabilities related to the impact to income tax provision as a result of the revenue adjustments.

(ii) The $ 68 , $ 199 , and $ 801 adjustments to change in contract assets for the three months ended March 31, 2023, six months ended June 30, 2023, and nine months ended September 30, 2023, respectively, are related to the impact to short-term and long-term balances of contract assets from the correction of revenue recognition for Space Services and R&D Services Contracts.

(iii) Adjustments to change in other current assets:

The $ 805 increase in other current assets for the three months ended March 31, 2023, is related to the net change in advances for fixed assets balance reclassified from other current assets into property and equipment.

The $ 1,917 increase in other current assets for the six months ended June 30, 2023 resulted from an increase of $ 1,274 in prepaid launch costs for customer-controlled satellites for one specific contract that is capitalized into other current assets instead of property and equipment and an increase of $ 643 from the net change in advances for fixed assets balance reclassified out of other current assets into property and equipment.

The $ 7,219 increase in other current assets for the nine months ended September 30, 2023 resulted from an increase of $ 5,985 in prepaid launch costs for customer-controlled satellites for one specific contract that is capitalized into other current assets instead of property and equipment, and an increase of $ 1,234 of net change in advances for fixed assets that were reclassified out of other current assets into property and equipment.

(iv) Adjustments to change in contract liabilities:

The $ 895 adjustment to change in contract liabilities for the three months ended March 31, 2023 is related to the correction of revenue recognition for Space Services and R&D Services Contracts.

The $ 819 adjustment to change in contract liabilities for the six months ended June 30, 2023 is related to the correction of revenue recognition for Space Services and R&D Services Contracts.

The $ 4,014 adjustment to change in contract liabilities for the nine months ended September 30, 2023 resulted from a $ 3,838 impact in contract liabilities from the correction of revenue recognition for Space Services and R&D Services Contracts and $ 176 from the change in the customer deposit balance reclassified from other accrued expense to contract liabilities, non-current.

(v) The $ 372 adjustment to change in other accrued expense for the three months ended March 31, 2023 is related to the Delaware franchise tax accrual.

The $ 407 adjustment to change in other accrued expense for the six months ended June 30, 2023 is related to the Delaware franchise tax accrual.

The $ 589 adjustment to change in other accrued expense for the nine months ended September 20, 2023 resulted from a $ 413 adjustment from Delaware franchise tax accrual and a $ 176 customer deposit reclassification.

(vi) Adjustment to purchase of property and equipment:

The $ 1,436 decrease in purchase of property and equipment for the three months ended March 31, 2023 resulted from a decrease of $ 825 from noncash addition to property and equipment from the prior period advances that was incorrectly reflected as current period’s cash purchase and a decrease of $ 611 in costs incurred to build the customer-controlled satellites for one specific contract being expensed rather than capitalized into the Company's property and equipment.

The $ 6,024 decrease in purchase of property and equipment for the six months ended June 30, 2023 resulted from a decrease of $ 4,101 in costs incurred to build the customer-controlled satellites being for one specific contract being expensed rather than capitalized into the Company's property and equipment, a decrease of $ 1,275 from prepaid launch costs for the customer-controlled satellites being reclassified into other current assets rather than capitalized into the Company's property and equipment, and a decrease of $ 648 from noncash addition to property and equipment from the prior period advances that were incorrectly reflected as current period’s cash purchase.

The $ 11,701 decrease in purchase of property and equipment for the nine months ended September 30, 2023 resulted from a decrease of $ 5,985 prepaid launch costs for the customer-controlled satellites for one specific contract being reclassified into other current assets rather than capitalized into the Company's property and equipment, a decrease of $ 4,646 in costs incurred to design/build the customer-controlled satellites being expensed

rather than capitalized into the Company's property and equipment and a decrease of $ 1,070 from noncash addition to property and equipment from the prior period advances that was incorrectly reflected as current period’s cash purchase.

(vii) The $ 59 and $ 52 decreases in cash and cash equivalents as of June 30, 2023 and September 30, 2023, respectively, are related to the cash remeasurement adjustment for cash balances from certain foreign subsidiaries, which resulted in a $ 59 and $ 52 change in effect of foreign currency translation on cash, cash equivalents and restricted cash for the six months ended June 30, 2023 and the nine months ended September 30, 2023, respectively.

The following tables present the effects of the restatement on the Company's previously reported:

unaudited condensed consolidated balance sheets as of March 31, 2022, June 30, 2022, and September 30, 2022;

unaudited condensed consolidated statements of operations and condensed consolidated statements of comprehensive loss for the three months ended March 31, 2022, the three and six months ended June 30, 2022, the three and nine months ended September 30, 2022, and the three months ended December 31, 2022;

and unaudited condensed consolidated statements of cash flows for the three months ended March 31, 2022, the six months ended June 30, 2022, and the nine months ended September 30, 2022.

The values as previously reported were derived from the previously filed Quarterly Reports on Form 10-Q for the periods ended March 31, 2022, June 30, 2022, and September 30, 2022.

The definitions of the amounts for each column are the same definitions stated in Note 2, and the descriptions of the restatements for certain rows are the same descriptions stated in Note 2.

These restatements result in a reclassification between cash flows from operating activities and cash flows from investing activities, but they do not impact cash flows from financing activities or the net decrease in cash, cash equivalents and restricted cash in the unaudited condensed consolidated statements of cash flows for the periods presented.

The restatements only impact net loss and accumulated other comprehensive loss in the unaudited condensed consolidated statements of changes in stockholders’ equity in the periods presented.

As of March 31, 2022

As of June 30, 2022

As of September 30, 2022

Unaudited Condensed Consolidated Balance Sheets

As Previously Reported

Restatement Adjustments

As Previously Reported

Restatement Adjustments

As Previously Reported

Restatement Adjustments

Contract assets

Total current assets

Property and equipment, net

Other long-term assets,

including restricted cash

Contract liabilities,

current portion

Other accrued expenses

Total current liabilities

Contract liabilities,

Deferred income tax liabilities

Other long-term liabilities

Total liabilities

Accumulated other

comprehensive

income (loss)

Accumulated deficit

Total stockholders’

Total liabilities and

stockholders’ equity

Description of restatement adjustments in the condensed consolidated balance sheets:

(i) The $ 616 , $ 936 and $ 146 decreases in contract assets as of March 31, 2022, June 30, 2022, and September 30, 2022, respectively, are related to the correction of revenue recognition for Space Services and R&D Services Contracts.

(ii) The $ 38 decrease in property and equipment as of September 30, 2022 is related to construction costs for customer-controlled satellites being expensed as cost of revenue rather than capitalized into property and equipment.

(iii) The $ 120 , $ 106 , and $ 164 increases in other long-term assets, including restricted cash, as of March 31, 2022, June 30, 2022, and September 30, 2022, respectively, are related to the correction of revenue recognition for Space Services and R&D Services Contracts.

(iv) The $ 4,909 increase in contract liabilities, current, as of March 31, 2022 resulted from an increase of $ 4,740 related to the correction of revenue recognition for Space Services and R&D Services Contracts and an increase of $ 169 from a customer deposit balance reclassified from other accrued expense.

The $ 5,657 and $ 6,050 increases in contract liabilities, current as of June 30, 2022 and September 30, 2022, respectively, resulted from the correction of revenue recognition for Space Services and R&D Services Contracts.

(v) The $ 143 increase in other accrued expenses as of March 31, 2022 resulted from an increase of $ 312 for Delaware franchise tax accrual, partially offset by a decrease of $ 169 from a customer deposit balance reclassified to contract liabilities, non-current.

The $ 164 increase in other accrued expenses as of June 30, 2022 resulted from an increase of $ 329 from the Delaware franchise tax accrual, partially offset by a decrease of $ 165 from a customer deposit balance reclassified to contract liabilities, non-current.

The $ 220 increase in other accrued expenses as of June 30, 2022 resulted from an increase of $ 379 from the Delaware franchise tax accrual, partially offset by a decrease of $ 159 from a customer deposit balance reclassified to contract liabilities, non-current.

(vi) Adjustments to contract liabilities, non-current:

The $ 7,900 increase in contract liabilities, non-current as of March 31, 2022 resulted from an increase of $ 6,147 related to the correction of revenue recognition for Space Services and R&D Services Contracts and a $ 1,753 balance of contract liabilities, non-current that was historically included within other long-term liabilities.

The $ 8,785 increase in contract liabilities, non-current as of June 30, 2022 resulted from an increase of $ 7,480 related to the correction of revenue recognition for Space Services and R&D Services Contracts, a $ 1,140 balance of contract liabilities, non-current that was historically included within other long-term liabilities, and a $ 165 increase from a customer deposit balance reclassified from other accrued expense.

The $ 10,432 increase in contract liabilities, non-current as of September 30, 2022 resulted from an increase of $ 9,740 related to the correction of revenue recognition for Space Services and R&D Services Contracts and a $ 533 balance of contract liabilities, non-current that was historically included within other long-term liabilities, and a $ 159 increase from a customer deposit balance reclassified from other accrued expense.

(vii) The $ 19 , $ 8 and $ 44 decreases in deferred income tax liabilities as of March 31, 2022, June 30, 2022, and September 30, 2022, respectively, are related to the impact to income tax provision as a result of the revenue adjustments.

(viii) The $ 1,753 , $ 1,140 , and $ 533 decreases in other long-term liabilities as of March 31, 2022, June 30, 2022, and September 30, 2022, respectively, are related to the contract liabilities, non-current balance that was historically included in other long-term liabilities but now has been presented in its own line (see restatement adjustment description (vi)).

(ix) The $ 99 , $ 181 , and $ 257 increases in accumulated other comprehensive income as of March 31, 2022, June 30, 2022, and September 30, 2022, respectively, are related to the misstatements’ impact on cumulative foreign currency translation loss.

(x) The $ 11,775 , $ 14,469 , and $ 16,402 increases in accumulated deficit as of March 31, 2022, June 30, 2022, and September 30, 2022, respectively, are related to the cumulative adjustments made in the consolidated statements of operations.

Three Months Ended March 31, 2022

Three Months Ended June 30, 2022

Three Months Ended September 30, 2022

Unaudited Condensed Consolidated Statements of Operations

As Previously Reported

Restatement Adjustments

As Previously Reported

Restatement Adjustments

As Previously Reported

Restatement Adjustments

Cost of revenue

Research and development

General and administrative

Total operating expenses

Loss from operations

Foreign exchange loss

Other (expense) income, net

Total other income (expense), net

Loss before income taxes

Income tax provision

Basic and diluted net

loss per share (1)

Weighted-average

shares used in

computing basic

and diluted net

loss per share (1)

1) The shares of the Company's common stock and the per share amounts for the three months ended March 31, 2022, June 30, 2022, and September 30, 2022 have been retroactively adjusted to reflect the 1-for-8 reverse stock split (Note 1).

Description of restatement adjustments in the condensed consolidated statements of operations:

(i) The $ 2,321 , $ 2,692 , and $ 1,883 decreases in revenue for the three months ended March 31, 2022, June 30, 2022, and September 30, 2022, respectively, are related to the correction of revenue recognition for Space Services and R&D Services Contracts.

(ii) Adjustments to cost of revenue:

The $ 3,950 increase in cost of revenue for the three months ended March 31, 2022 resulted from an increase of $ 3,886 in costs associated with R&D Services Contracts being reclassified from research and development expense to cost of revenue, and an increase of $ 64 for the reclassification of supply chain department costs from general and administrative expense to cost of revenue.

The $ 3,346 increase in cost of revenue for the three months ended June 30, 2022 resulted from an increase of $ 3,291 in costs associated with R&D Services Contracts being reclassified from research and development expense to cost of revenue, and an increase of $ 55 for the reclassification of supply chain department costs from general and administrative expense to cost of revenue.

The $ 3,061 increase in cost of revenue for the three months ended September 30, 2022 resulted from an increase of $ 3,055 in costs associated with R&D Services Contracts being reclassified from research and development to cost

of revenue and an increase of $ 37 in construction costs for customer-controlled satellites for one specific contract being expensed to cost of revenue rather than capitalized into property and equipment, partially offset by a decrease of $31 from a reclassification between general and administrative expense and cost of revenue.

(iii) The $ 3,886 , $ 3,291 , and $ 3,055 decreases in research and development expense for the three months ended March 31, 2022, June 30, 2022, and September 30, 2022, respectively, are related to costs associated with R&D Services Contracts being reclassified from research and development to cost of revenue.

(iv) Adjustments to general and administrative:

The $ 31 increase in general and administrative for the three months ended March 31, 2022 resulted from an increase of $ 128 from the other state taxes reclassified from other expense, net, partially offset by a decrease of $ 64 related to the supply chain department costs reclassified to cost of revenue and a decrease of $ 33 related to the Delaware franchise tax accrual.

The increase of $ 46 in general and administrative expense for the three months ended June 30, 2022 resulted from an increase of $ 86 from the other state taxes reclassified from other expense, net and an increase of $ 15 related to the Delaware franchise tax accrual, partially offset by a decrease of $ 55 related to the supply chain department costs reclassified to cost of revenue.

The increase of $ 16 in general and administrative expense for the three months ended September 30, 2022 resulted from an increase of $ 51 related to the Delaware franchise tax accrual and an increase of $ 31 related to the supply chain department costs reclassified to cost of revenue, partially offset by a decrease of $ 66 from the other state tax reclassified from other expense, net.

(v) The $ 1 foreign exchange loss for the six months ended September 30, 2022 is related to the correction of revenue and cash remeasurement adjustment.

(vi) Adjustments to other expense, net:

The $ 101 decrease in other expense, net for the three months ended March 31, 2022 resulted from a decrease of $ 128 from the other state tax reclassified to general and administrative expense, partially offset by an increase of $ 27 related to foreign currency gain or loss impact of the revenue and cash remeasurement adjustment.

The $ 111 decrease in other expense, net for the three months ended June 30, 2022 resulted from a decrease of $ 86 from the other state tax reclassified to general and administrative expense and a decrease of $ 25 related to foreign currency gain or loss impact of the revenue and cash remeasurement adjustment.

The $ 66 increase in other expense, net for the three months ended September 30, 2022 is related to the other state tax reclassification to general and administrative expense.

(vii) The $ 20 decrease, $ 12 increase and $ 39 decrease in income tax provisions for the three months ended March 31, 2022, June 30, 2022 and September 30, 2022, respectively, are related to the impact to income tax provision as a result of the revenue adjustments.

Six Months Ended June 30, 2022

Nine Months Ended September 30, 2022

Three Months Ended December 31, 2022

Unaudited Condensed Consolidated Statements of Operations

As Previously Reported

Restatement Adjustments

As Previously Reported

Restatement Adjustments

As Previously Reported

Restatement Adjustments

Cost of revenue

Research and development

General and administrative

Total operating expenses

Loss from operations

Foreign exchange loss

Other (expense) income, net

Total other income (expense), net

Loss before income taxes

Income tax provision

Basic and diluted net

loss per share (1)

Weighted-average

shares used in

computing basic

and diluted net

loss per share (1)

(1) The shares of the Company's common stock and the per share amounts for the six months ended June 30, 2022 and nine months ended September 30, 2022 have been retroactively adjusted to reflect the 1-for-8 reverse stock split (Note 1).

Description of restatement adjustments in the condensed consolidated statements of operations:

(i) The $ 5,013 , $ 6,896 , and $ 2,605 decreases in revenue for the six months ended June 30, 2022, the nine months ended September 30, 2022 and the three months ended December 31, 2022, respectively, are related to the correction of revenue recognition for Space Services and R&D Services Contracts.

(ii) Adjustments to cost of revenue:

The $ 7,296 increase in cost of revenue for the six months ended June 30, 2022 resulted from an increase of $ 7,177 in costs associated with R&D Services Contracts being reclassified from research and development expense to cost of revenue and an increase of $ 119 from the reclassification of supply chain department costs from general and administrative expense to cost of revenue.

The $ 10,357 increase in cost of revenue for the nine months ended September 30, 2022 resulted from an increase of $ 10,232 in costs associated with R&D Services Contracts being reclassified from research and development expense to cost of revenue, an increase of $ 91 from the reclassification of supply chain department and other costs from general and administrative expense to cost of revenue, and an increase of $ 34 in construction costs for customer-controlled satellites being expensed to cost of revenue rather than capitalized into property and equipment.

The $ 2,942 increase in cost of revenue for the three months ended December 31, 2022 resulted from an increase of $ 2,848 in costs associated with R&D Services Contracts being reclassified from research and development expense to cost of revenue, an increase of $ 77 from the reclassification of supply chain department and other costs from general and administrative expense to cost of revenue, and an increase of $ 17 in construction costs for customer-controlled satellites for one specific contract being expensed to cost of revenue rather than capitalized into property and equipment.

(iii) The $ 7,177 , $ 10,232 , and $ 2,848 decreases in research and development expense for the for the six months ended June 30, 2022, the nine months ended September 30, 2022, and the three months ended December 31, 2022, respectively, are related to costs associated with R&D Services Contracts being reclassified from research and development expense to cost of revenue.

(iv) Adjustments to general and administrative:

The $ 77 increase in other expense, net for the six months ended June 30, 2022 resulted from an increase of $ 214 from the other state tax reclassified from other expense, net, partially offset by a decrease of $ 119 related to the supply chain department costs reclassified to cost of revenue and a decrease of $ 18 related to the Delaware franchise tax accrual and reclassification.

The $ 93 increase in other expense, net for the nine months ended September 30, 2022 resulted from an increase of $ 149 from the other state tax reclassified from other expense, net and an increase of $ 35 related to the Delaware franchise accrual and reclassification, partially offset by a decrease of $ 91 related to the supply chain department costs reclassified to cost of revenue.

The $ 32 decrease in other expense, net for the six months ended June 30, 2022 resulted from a decrease of $ 77 related to the supply chain department costs reclassified to cost of revenue and a decrease of $ 2 from the other state tax reclassified from other expense, net, partially offset by an increase of $ 47 related to the Delaware franchise tax accrual and reclassification.

(v) Adjustment to other expense, net:

The $ 212 decrease in other expense, net for the six months ended June 30, 2022 resulted from a decrease of $ 214 from the other state tax reclassified to general and administrative expense, partially offset by an increase of $ 2 related to foreign currency gain or loss impact of the revenue and cash remeasurement adjustment.

The $ 147 decrease in other expense, net for the nine months ended September 30, 2022 resulted from a decrease of $ 149 for the other state tax reclassified to general and administrative expense, partially offset by an increase of $ 2 related to foreign currency gain or loss impact of the revenue and cash remeasurement adjustment.

The $ 2 increase in other expense, net for the three months ended December 31, 20223 is related to the reclassification of other state tax from other expense to general and administrative expense.

(vi) The $ 8 decrease, $ 47 decrease and $ 10 increase in income tax provisions for the three months ended March 31, 2022, June 30, 2022 and September 30, 2022, respectively, are related to the impact to income tax provision as a result of the revenue adjustments.

Three Months Ended March 31, 2022

Three Months Ended June 30, 2022

Three Months Ended September 30, 2022

Unaudited Condensed Consolidated Statements of Comprehensive Loss

As Previously Reported

Restatement Adjustments

As Previously Reported

Restatement Adjustments

As Previously Reported

Restatement Adjustments

Foreign currency

Comprehensive loss

Six Months Ended June 30, 2022

Nine Months Ended September 30, 2022

Three Months Ended December 31, 2022

Unaudited Condensed Consolidated Statements of Comprehensive Loss

As Previously Reported

Restatement Adjustments

As Previously Reported

Restatement Adjustments

As Previously Reported

Restatement Adjustments

Foreign currency

Comprehensive loss

Description of restatement adjustments in the condensed consolidated statements of comprehensive loss:

(i) The $ 49 , $ 82 and $ 76 of foreign currency translation gains for the three months ended March 31, 2022, June 30, 2022, and September 30, 2022, respectively, are related to the foreign currency translation impact of consolidated statements of operations adjustments (i) to (v) above.

(ii) The $ 131 of foreign currency translation gain, $ 207 of foreign currency translation gain, and $ 168 of foreign currency translation loss for the six months ended June 30, 2022, the nine months ended September 30, 2022, and the three months ended December 31, 2022, respectively, are related to the foreign currency translation impact of consolidated statements of operations adjustments (i) to (v) above.

Three Months Ended March 31, 2022

Six Months Ended June 30, 2022

Nine Months Ended September 30, 2022

Unaudited Condensed Consolidated Statements of Cash Flows

As Previously Reported

Restatement Adjustments

As Previously Reported

Restatement Adjustments

As Previously Reported

Restatement Adjustments

Change in contract

Other accrued expenses

Net cash used in

operating activities

Purchase of property

and equipment

Net cash used in

investing activities

Description of restatement adjustments in the condensed consolidated statements of cash flows:

(i) The $ 19 , $ 8 , and $ 45 adjustments to change in other, net for the three months ended March 31, 2022, six months ended June 30, 2022, and nine months ended September 30, 2022, respectively, represent the change in deferred income tax liabilities related to the impact to income tax provision as a result of the revenue adjustments.

(ii) The $ 687 , $ 1,033 , and $ 163 adjustments to change in contract assets for the three months ended March 31, 2022, six months ended June 30, 2022, and nine months ended September 30, 2022, respectively, are related to the impact to current and non-current balances of contract assets from the correction of revenue recognition for Space Services and R&D Services Contracts.

(iii) The $ 1,653 , $ 3,968 , and $ 6,712 increases in contract liabilities for the three months ended March 31, 2022, six months ended June 30, 2022, and nine months ended September 30, 2022, respectively, are related to the impact to current and

non-current balances of contract liabilities from the correction of revenue recognition for Space Services and R&D Services Contracts.

(iv) The $ 26 decrease, $ 4 decrease, and $5 3 increase in other accrued expenses for the three months ended March 31, 2022, six months ended June 30, 2022, and nine months ended September 30, 2022, respectively, are related to Delaware franchise tax accrual.

(v) The $ 39 decrease in purchase of property and equipment for the nine months ended September 30, 2022, is related to costs incurred to build the customer-controlled satellites for one specific contract being expensed rather than capitalized into the Company's property and equipment.

On March 12, 2025, the Company entered into a 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 have an exercise price of $ 0.0001 per share of Class A common stock, are exercisable immediately, and will terminate when exercised in full.

The aggregate gross proceeds for the 2025 Private Placement were $ 40,000 , before deducting offering expenses.

The 2025 Private Placement closed on March 14, 2025.

On March 12, 2025, the Company and Blue Torch entered into the Waiver and Amendment No.

5 to Financing Agreement (the “Fifth Amendment”) to, among other things, (a) waive events of default under the Blue Torch Financing Agreement arising out of the maximum debt to EBITDA leverage ratio being greater than the ratio permitted by the Blue Torch Financing Agreement, the failure to deliver financial projections for the 2025 fiscal year and liquidity being lower than permitted by the Blue Torch Financing Agreement, (b) amend the financial covenants in the Blue Torch Financing Agreement to replace the maximum debt to EBITDA ratio with a minimum EBITDA covenant and provide relief on the recurring revenue leverage ratio set forth in the

Blue Torch Financing Agreement, (c) amend the Blue Torch Financing Agreement to permit the Company to obtain subordinate financing secured by related liens on such junior indebtedness, (d) increase the applicable margin by 2.50 % in the form of PIK interest which will be fully earned, paid-in-kind and added to the principal balance of the term loans, and (e) provide for a fifth amendment fee and extension fees.

As of March 31, 2025, the Company is still working with Blue Torch to agree on the final minimum EBITDA covenant.

The fifth amendment fee is equal to $ 2,500 which will be paid in kind by adding such fee to the principal amount after which it will bear interest from the date of the Fifth Amendment at the Adjusted Term SOFR for a 3-month interest period plus the applicable margin under the Blue Torch Financing Agreement.

The Fifth Amendment also provides for an extension fee equal to $ 1,000 , but if the Blue Torch Financing Agreement is terminated and all obligations are paid in full prior to April 30, 2025, the extension fee will be waived.

If the Blue Torch Financing Agreement is not terminated and all obligations are paid in full on or before April 30, 2025, the extension fee will be added to the principal balance of the term loans on such date, and an additional extension fee in an equal amount will be added to the principal balance of the term loans on each date that is 30 days after April 30, 2025 until the Blue Torch Financing Agreement is terminated and all obligations are paid in full.

The Fifth Amendment also requires the Company to engage a liquidity management advisor reasonably satisfactory to Blue Torch no later than March 21, 2025, and the Company did so on March 21, 2025.

Changes in and Disagreements with Accountants on Accounting and Financial Disclosure

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-K/A

Item 7A. Quantitative and Qualitative Disclosures About Market Risk