ARR Customers. We define an ARR Customer as an entity that has a contract with us or through our reseller partners contracts, that is either a binding and renewable agreement for our subscription solutions, or a binding multi-year contract as of the measurement date independent of the number of solutions the entity has under contract. A single organization with separate subsidiaries, segments, or divisions may represent multiple customers, as we treat each entity that is invoiced separately as an individual customer. In cases where customers subscribe to our platform through our reseller partners, each end customer that meets the above definition is counted separately as an ARR Customer. All entities that have contracts for data trials and one-time transactions are excluded from the calculation of ARR Customers.
ARR Solution Customers. We define an ARR Solution Customer similarly to an ARR Customer, but we count every solution the customer has with us separately. As a result, the count of ARR Solution Customers exceeds the count of ARR Customers in each year as some customers contract with us for multiple solutions. Our multiple solutions customers are those that are under contract for at least two of our solutions: Maritime, Aviation, Weather, and Space Services. All entities that have contracts for data trials and one-time transactions are excluded from the calculation of ARR Solution Customers.
Conference Call
Spire will webcast a conference call to discuss the results at 5:00 p.m. Eastern Time today. The webcast will be available on Spire’s Investor Relations website at https://ir.spire.com. A replay of the call will be available on the site for three months.
Safe Harbor Statement
The forward-looking statements included in this press release and in the related conference call, including for example, the quotations of management, the statements under the heading “Financial Outlook” above, the information provided in the “GAAP to Non-GAAP Reconciliations – Q2 2023 and Full Year 2023 Financial Outlook” section of the tables below, statements regarding continued growth, statements regarding Spire’s expected timing to generate positive cash flow, statements regarding increasing its ARR, statements regarding profitability, and statements regarding the benefits of its solutions to its customers and generally, reflect management’s best judgment based on factors currently known and involve risks and uncertainties. These risks and uncertainties include, but are not limited to, potential disruption of customer purchase decisions resulting from global economic conditions including from an economic downturn or recession in the United States or in other countries around the world, relative growth of its ARR and revenue, the failure of the Spire and exactEarth businesses (including personnel) to be integrated successfully, the risk that revenue and adjusted EBITDA accretion or the expansion of Spire’s customer count, ARR, product offerings and solutions will not be realized or realized to the extent anticipated, the ability to maintain the listing of Spire’s securities on the New York Stock Exchange, the ability to address the market opportunity for Space-as-a-Service, the ability to implement business plans, forecasts, and other expectations, and identify and realize additional opportunities, the risk of downturns, new entrants and a changing regulatory landscape in the highly competitive space data analytics industries, developments in and the duration of the COVID-19 pandemic and the resulting impact on Spire’s business and operations, and the business of its customers and partners, Spire’s potential inability to manage effectively any growth it experiences, Spire’s ability or inability to develop new products and services, and other risks detailed in reports Spire has filed with the Securities and Exchange Commission, including Spire’s Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K. Significant variation from the assumptions underlying Spire’s forward-looking statements could cause its actual results to vary, and the impact could be significant. All forward-looking statements in this press release are based on information available to Spire as of the date hereof. Spire undertakes no obligation, and does not intend, to update the information contained in this press release or the accompanying conference call, except as required by law.
About Spire Global, Inc.
Spire (NYSE: SPIR) is a global provider of space-based data, analytics and space services, offering unique datasets and powerful insights about Earth so that organizations can make decisions with confidence in a rapidly changing world. Spire builds, owns, and operates a fully deployed satellite constellation that observes the Earth in real time using radio frequency technology. The data acquired by Spire’s satellites provides global weather intelligence, ship and plane movements, and spoofing and jamming detection to better predict how their patterns impact economies, global security, business operations and the environment. Spire also offers Space as a Service solutions that empower customers to leverage its established infrastructure to put their business in space. Spire has eight offices across the U.S., Canada, UK, Luxembourg and Singapore. To learn more, visit www.spire.com.
CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) |
||||||||
Three Months Ended March 31, |
||||||||
(In thousands, except share and per share amounts) |
|
2023 |
|
|
|
2022 |
|
|
Revenue | $ |
24,168 |
|
$ |
18,070 |
|
||
Cost of revenue |
|
10,360 |
|
|
9,846 |
|
||
Gross profit |
|
13,808 |
|
|
8,224 |
|
||
Operating expenses: | ||||||||
Research and development |
|
9,663 |
|
|
8,657 |
|
||
Sales and marketing |
|
6,850 |
|
|
6,905 |
|
||
General and administrative |
|
11,770 |
|
|
12,684 |
|
||
Total operating expenses |
|
28,283 |
|
|
28,246 |
|
||
Loss from operations |
|
(14,475 |
) |
|
(20,022 |
) |
||
Other income (expense): | ||||||||
Interest income |
|
565 |
|
|
14 |
|
||
Interest expense |
|
(4,578 |
) |
|
(3,043 |
) |
||
Change in fair value of contingent earnout liability |
|
76 |
|
|
6,883 |
|
||
Change in fair value of warrant liabilities |
|
746 |
|
|
5,835 |
|
||
Foreign exchange |
|
1,024 |
|
|
(935 |
) |
||
Other expense, net |
|
(762 |
) |
|
(234 |
) |
||
Total other (expense) income, net |
|
(2,929 |
) |
|
8,520 |
|
||
Loss before income taxes |
|
(17,404 |
) |
|
(11,502 |
) |
||
Income tax provision |
|
269 |
|
|
290 |
|
||
Net loss | $ |
(17,673 |
) |
$ |
(11,792 |
) |
||
Basic and diluted net loss per share | $ |
(0.12 |
) |
$ |
(0.08 |
) |
||
Weighted-average shares used in computing basic and diluted net loss per share |
|
144,770,908 |
|
|
139,879,423 |
|
||
CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (Unaudited) |
||||||||
Three Months Ended March 31, |
||||||||
|
2023 |
|
|
2022 |
|
|||
(In thousands) | (Unaudited) | (Unaudited) | ||||||
Net loss | $ |
(17,673 |
) |
$ |
(11,792 |
) |
||
Other comprehensive (loss) gain: | ||||||||
Foreign currency translation adjustments |
|
(1,589 |
) |
|
1,859 |
|
||
Net unrealized gain on investments (net of tax) |
|
44 |
|
|
— |
|
||
Comprehensive loss | $ |
(19,218 |
) |
$ |
(9,933 |
) |
||
CONSOLIDATED BALANCE SHEETS (Unaudited) |
||||||||
March 31, |
December 31, |
|||||||
(In thousands) |
|
2023 |
|
|
2022 |
|
||
Assets | ||||||||
Current assets | ||||||||
Cash and cash equivalents | $ |
46,952 |
|
$ |
47,196 |
|
||
Marketable securities |
|
25,660 |
|
|
23,084 |
|
||
Accounts receivable, net (including allowance of $944 and $395 as of March 31, 2023 and December 31, 2022, respectively) |
|
13,855 |
|
|
13,864 |
|
||
Contract assets |
|
4,213 |
|
|
3,353 |
|
||
Other current assets |
|
8,949 |
|
|
9,279 |
|
||
Total current assets |
|
99,629 |
|
|
96,776 |
|
||
Property and equipment, net |
|
58,147 |
|
|
53,752 |
|
||
Operating lease right-of-use assets |
|
12,549 |
|
|
11,687 |
|
||
Goodwill |
|
50,039 |
|
|
49,954 |
|
||
Customer relationships |
|
20,373 |
|
|
20,814 |
|
||
Other intangible assets |
|
13,590 |
|
|
13,967 |
|
||
Other long-term assets, including restricted cash |
|
9,175 |
|
|
9,562 |
|
||
Total assets | $ |
263,502 |
|
$ |
256,512 |
|
||
Liabilities and Stockholders’ Equity | ||||||||
Current liabilities | ||||||||
Accounts payable | $ |
6,517 |
|
$ |
4,800 |
|
||
Accrued wages and benefits |
|
4,861 |
|
|
4,502 |
|
||
Contract liabilities, current portion |
|
17,444 |
|
|
15,856 |
|
||
Other accrued expenses |
|
7,596 |
|
|
8,210 |
|
||
Total current liabilities |
|
36,418 |
|
|
33,368 |
|
||
Long-term debt |
|
119,035 |
|
|
98,475 |
|
||
Contingent earnout liability |
|
273 |
|
|
349 |
|
||
Deferred income tax liabilities |
|
794 |
|
|
771 |
|
||
Warrant liability |
|
1,066 |
|
|
1,831 |
|
||
Operating lease liabilities, net of current portion |
|
11,523 |
|
|
10,815 |
|
||
Other long-term liabilities |
|
556 |
|
|
780 |
|
||
Total liabilities |
|
169,665 |
|
|
146,389 |
|
||
Commitments and contingencies | ||||||||
Stockholders’ equity | ||||||||
Common stock |
|
16 |
|
|
16 |
|
||
Additional paid-in capital |
|
458,683 |
|
|
455,751 |
|
||
Accumulated other comprehensive loss |
|
(8,542 |
) |
|
(6,997 |
) |
||
Accumulated deficit |
|
(356,320 |
) |
|
(338,647 |
) |
||
Total stockholders’ equity |
|
93,837 |
|
|
110,123 |
|
||
Total liabilities and stockholders’ equity | $ |
263,502 |
|
$ |
256,512 |
|
||
CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) |
||||||||
Three Months Ended March 31, |
||||||||
(In thousands) |
|
2023 |
|
|
|
2022 |
|
|
Cash flows from operating activities | ||||||||
Net loss | $ |
(17,673 |
) |
$ |
(11,792 |
) |
||
Adjustments to reconcile net loss to net cash used in operating activities: | ||||||||
Depreciation and amortization |
|
3,916 |
|
|
4,834 |
|
||
Stock-based compensation |
|
2,646 |
|
|
2,289 |
|
||
Amortization of operating lease right-of-use assets |
|
224 |
|
|
573 |
|
||
Accretion on carrying value of convertible notes |
|
— |
|
|
— |
|
||
Amortization of debt issuance costs |
|
554 |
|
|
1,413 |
|
||
Change in fair value of warrant liability |
|
(746 |
) |
|
(5,835 |
) |
||
Change in fair value of contingent earnout liability |
|
(76 |
) |
|
(6,883 |
) |
||
Deferred income tax liabilities |
|
6 |
|
|
— |
|
||
Other, net |
|
(110 |
) |
|
— |
|
||
Changes in operating assets and liabilities: | ||||||||
Accounts receivable, net |
|
97 |
|
|
2,215 |
|
||
Contract assets |
|
(855 |
) |
|
(1,531 |
) |
||
Other current assets |
|
117 |
|
|
1,409 |
|
||
Other long-term assets |
|
410 |
|
|
469 |
|
||
Accounts payable |
|
(604 |
) |
|
(828 |
) |
||
Accrued wages and benefits |
|
323 |
|
|
(1,051 |
) |
||
Contract liabilities |
|
1,259 |
|
|
(962 |
) |
||
Other accrued expenses |
|
(548 |
) |
|
1,077 |
|
||
Operating lease liabilities |
|
(230 |
) |
|
(342 |
) |
||
Other long-term liabilities |
|
— |
|
|
(46 |
) |
||
Net cash used in operating activities |
|
(11,290 |
) |
|
(14,991 |
) |
||
Cash flows from investing activities | ||||||||
Purchases of short-term investments |
|
(13,908 |
) |
|
— |
|
||
Maturities of short-term investments |
|
11,600 |
|
|
— |
|
||
Purchase of property and equipment |
|
(4,649 |
) |
|
(4,243 |
) |
||
Investment in intangible assets |
|
— |
|
|
(19 |
) |
||
Net cash used in investing activities |
|
(6,957 |
) |
|
(4,262 |
) |
||
Cash flows from financing activities | ||||||||
Proceeds from long-term debt |
|
19,886 |
|
|
95 |
|
||
Proceeds from exercise of stock options |
|
— |
|
|
638 |
|
||
Net cash provided by financing activities |
|
19,886 |
|
|
733 |
|
||
Effect of foreign currency translation on cash, cash equivalents and restricted cash |
|
(1,846 |
) |
|
850 |
|
||
Net decrease in cash, cash equivalents and restricted cash |
|
(207 |
) |
|
(17,670 |
) |
||
Cash, cash equivalents and restricted cash | ||||||||
Beginning balance |
|
47,569 |
|
|
109,645 |
|
||
Ending balance | $ |
47,362 |
|
$ |
91,975 |
|
||
GAAP to Non-GAAP Reconciliations (Unaudited) |
||||||||
Three Months End March 31, |
||||||||
(In thousands, except for share and per share amounts) |
|
2023 |
|
|
|
2022 |
|
|
Gross profit (GAAP) | $ |
13,808 |
|
$ |
8,224 |
|
||
Adjustments: | ||||||||
Exclude stock-based compensation |
|
77 |
|
|
77 |
|
||
Exclude amortization of purchased intangibles |
|
859 |
|
|
919 |
|
||
Exclude other acquisition accounting amortization |
|
166 |
|
|
183 |
|
||
Exclude merger and acquisition related expenses |
|
- |
|
|
77 |
|
||
Gross profit (Non-GAAP) | $ |
14,910 |
|
$ |
9,480 |
|
||
Research and development (GAAP) |
|
9,663 |
|
|
8,657 |
|
||
Adjustments: | ||||||||
Exclude stock-based compensation |
|
(651 |
) |
|
(711 |
) |
||
Exclude merger and acquisition related expenses |
|
- |
|
|
(168 |
) |
||
Research and development (Non-GAAP) |
|
9,012 |
|
|
7,778 |
|
||
Sales and marketing (GAAP) |
|
6,850 |
|
|
6,905 |
|
||
Adjustments: | ||||||||
Exclude stock-based compensation |
|
(437 |
) |
|
(616 |
) |
||
Exclude amortization of purchased intangibles |
|
- |
|
|
(815 |
) |
||
Exclude merger and acquisition related expenses |
|
- |
|
|
(168 |
) |
||
Sales and marketing (Non-GAAP) |
|
6,413 |
|
|
5,306 |
|
||
General and administrative (GAAP) |
|
11,770 |
|
|
12,684 |
|
||
Adjustments: | ||||||||
Exclude stock-based compensation |
|
(1,481 |
) |
|
(885 |
) |
||
Exclude merger and acquisition related expenses |
|
(1,015 |
) |
|
(2,601 |
) |
||
General and administrative (Non-GAAP) |
|
9,274 |
|
|
9,198 |
|
||
Loss from operations (GAAP) | $ |
(14,475 |
) |
$ |
(20,022 |
) |
||
Adjustments: | ||||||||
Exclude stock-based compensation |
|
2,646 |
|
|
2,289 |
|
||
Exclude merger and acquisition related expenses |
|
1,015 |
|
|
3,014 |
|
||
Exclude amortization of purchased intangibles |
|
859 |
|
|
1,734 |
|
||
Exclude other acquisition accounting amortization |
|
166 |
|
|
183 |
|
||
Loss from operations (Non-GAAP) | $ |
(9,789 |
) |
$ |
(12,802 |
) |
||
Operating Margin (GAAP) |
|
-60 |
% |
|
-111 |
% |
||
Adjustments: | ||||||||
Exclude stock-based compensation |
|
11 |
% |
|
13 |
% |
||
Exclude merger and acquisition related expenses |
|
4 |
% |
|
16 |
% |
||
Exclude amortization of purchased intangibles |
|
3 |
% |
|
10 |
% |
||
Exclude other acquisition accounting amortization |
|
1 |
% |
|
1 |
% |
||
Operating Margin (Non-GAAP) |
|
-41 |
% |
|
-71 |
% |
||
Net loss (GAAP) | $ |
(17,673 |
) |
$ |
(11,792 |
) |
||
Adjustments: | ||||||||
Exclude stock-based compensation |
|
2,646 |
|
|
2,289 |
|
||
Exclude merger and acquisition related expenses |
|
1,015 |
|
|
3,014 |
|
||
Exclude amortization of purchased intangibles |
|
859 |
|
|
1,734 |
|
||
Exclude other acquisition accounting amortization |
|
166 |
|
|
183 |
|
||
Exclude change in fair value of contingent earnout liability |
|
(76 |
) |
|
(6,883 |
) |
||
Exclude change in fair value of warrant liabilities |
|
(746 |
) |
|
(5,835 |
) |
||
Exclude foreign exchange |
|
(1,024 |
) |
|
935 |
|
||
Exclude other expense, net |
|
762 |
|
|
234 |
|
||
Net loss (Non-GAAP) | $ |
(14,071 |
) |
$ |
(16,121 |
) |
||
Net loss per share (GAAP) | $ |
(0.12 |
) |
$ |
(0.08 |
) |
||
Adjustments: | ||||||||
Exclude stock-based compensation | $ |
0.02 |
|
$ |
0.02 |
|
||
Exclude merger and acquisition related expenses, purchased intangibles and other acquisition accounting amortization | $ |
0.01 |
|
$ |
0.03 |
|
||
Exclude change in fair value of warrant liabilities and change in value of contingent earnout liability | $ |
(0.01 |
) |
$ |
(0.10 |
) |
||
Exclude foreign exchange | $ |
(0.01 |
) |
$ |
0.01 |
|
||
Exclude other expense, net | $ |
0.01 |
|
$ |
- |
|
||
Net loss per share (Non-GAAP) |
|
(0.10 |
) |
$ |
(0.12 |
) |
||
Weighted-average shares used in computing basic net loss per share |
|
144,770,908 |
|
|
139,274,538 |
|
||
Weighted-average shares used in computing diluted net income per share |
|
144,770,908 |
|
|
139,274,538 |
|
||
Net loss (GAAP) | $ |
(17,673 |
) |
$ |
(11,792 |
) |
||
Depreciation and amortization |
|
3,916 |
|
|
4,834 |
|
||
Net Interest |
|
4,013 |
|
|
3,029 |
|
||
Taxes |
|
269 |
|
|
290 |
|
||
EBITDA |
|
(9,475 |
) |
|
(3,639 |
) |
||
Change in fair value of contingent earnout liability |
|
(76 |
) |
|
(6,883 |
) |
||
Change in fair value of warrant liabilities |
|
(746 |
) |
|
(5,835 |
) |
||
Foreign exchange |
|
(1,024 |
) |
|
935 |
|
||
Stock-based compensation |
|
2,646 |
|
|
2,289 |
|
||
Mergers and acquisition related expenses |
|
1,015 |
|
|
3,014 |
|
||
Other acquisition accounting amortization |
|
166 |
|
|
183 |
|
||
Loss on decommissioned satellites |
|
- |
|
|
- |
|
||
Other expense, net |
|
762 |
|
|
234 |
|
||
Adjusted EBITDA | $ |
(6,732 |
) |
$ |
(9,702 |
) |
||
Net cash used in operating activities |
|
(11,290 |
) |
|
(14,991 |
) |
||
Purchase of property and equipment |
|
(4,649 |
) |
|
(4,243 |
) |
||
Free Cash Flow | $ |
(15,939 |
) |
$ |
(19,234 |
) |
||
GAAP to Non-GAAP Reconciliations – Q2 2023 and Full Year 2023 Financial Outlook (Unaudited) |
||||||||
(In thousands, except for share and per share amounts) | Q2'23 Ranges | |||||||
Low |
High |
|||||||
Revenue | $ |
24,000 |
|
$ |
25,000 |
|
||
Low |
High |
|||||||
Loss from operations (GAAP) | $ |
(13,949 |
) |
$ |
(12,949 |
) |
||
Adjustments: | ||||||||
Exclude stock-based compensation |
|
3,097 |
|
|
3,097 |
|
||
Exclude amortization of purchased intangibles |
|
872 |
|
|
872 |
|
||
Exclude other acquisition accounting amortization |
|
170 |
|
|
170 |
|
||
Loss from operations (Non-GAAP) | $ |
(9,810 |
) |
$ |
(8,810 |
) |
||
Low |
High |
|||||||
Net loss per share (GAAP) | $ |
(0.13 |
) |
$ |
(0.12 |
) |
||
Adjustments: | ||||||||
Exclude stock-based compensation |
|
0.02 |
|
|
0.02 |
|
||
Exclude purch intangibles and other purch acctg amortization |
|
0.01 |
|
|
0.01 |
|
||
Exclude other expense, net |
|
0.00 |
|
|
0.00 |
|
||
Net loss per share (Non-GAAP) | $ |
(0.10 |
) |
$ |
(0.09 |
) |
||
Weighted-average shares used in computing basic and diluted net loss per share |
|
146,726,676 |
|
|
146,726,676 |
|
||
Low |
High |
|||||||
Net loss (GAAP) | $ |
(18,897 |
) |
$ |
(17,897 |
) |
||
Depreciation and amortization |
|
4,331 |
|
|
4,331 |
|
||
Net Interest |
|
4,652 |
|
|
4,652 |
|
||
Taxes |
|
97 |
|
|
97 |
|
||
EBITDA | $ |
(9,817 |
) |
$ |
(8,817 |
) |
||
Stock-based compensation |
|
3,097 |
|
|
3,097 |
|
||
Other expense, net |
|
200 |
|
|
200 |
|
||
Other acquisition accounting amortization |
|
170 |
|
|
170 |
|
||
Adjusted EBITDA | $ |
(6,350 |
) |
$ |
(5,350 |
) |
||
(In thousands, except for share and per share amounts) | FY 2023 Ranges | |||||||
Low |
High |
|||||||
Revenue |
|
104,000 |
|
|
109,000 |
|
||
Low |
High |
|||||||
Loss from operations (GAAP) | $ |
(51,250 |
) |
$ |
(46,250 |
) |
||
Adjustments: | ||||||||
Exclude stock-based compensation |
|
12,078 |
|
|
12,078 |
|
||
Exclude merger and acquisition related expenses |
|
1,015 |
|
|
1,015 |
|
||
Exclude amortization of purchased intangibles |
|
3,475 |
|
|
3,475 |
|
||
Exclude other acquisition accounting amortization |
|
682 |
|
|
682 |
|
||
Loss from operations (Non-GAAP) | $ |
(34,000 |
) |
$ |
(29,000 |
) |
||
Low |
High |
|||||||
Net loss per share (GAAP) | $ |
(0.47 |
) |
$ |
(0.44 |
) |
||
Adjustments: | ||||||||
Exclude stock-based compensation | $ |
0.08 |
|
$ |
0.08 |
|
||
Exclude merger and acquisition related expenses | $ |
0.01 |
|
$ |
0.01 |
|
||
Exclude purch intangibles and other acq acctg amortization | $ |
0.03 |
|
$ |
0.03 |
|
||
Exclude change in fair value of contingent earnout liability | $ |
- |
|
$ |
- |
|
||
Exclude change in fair value of warrant liabilities | $ |
(0.01 |
) |
$ |
(0.01 |
) |
||
Exclude gain on foreign exchange | $ |
(0.01 |
) |
$ |
(0.01 |
) |
||
Exclude other expense, net | $ |
0.01 |
|
$ |
0.01 |
|
||
Net loss per share (Non-GAAP) | $ |
(0.36 |
) |
$ |
(0.33 |
) |
||
Weighted-average shares used in computing basic and diluted net loss per share |
|
148,407,692 |
|
|
148,407,692 |
|
||
Low |
High |
|||||||
Net loss (GAAP) | $ |
(69,585 |
) |
$ |
(64,585 |
) |
||
Depreciation and amortization |
|
18,436 |
|
|
18,436 |
|
||
Net Interest |
|
18,006 |
|
|
18,006 |
|
||
Taxes |
|
852 |
|
|
852 |
|
||
EBITDA | $ |
(32,291 |
) |
$ |
(27,291 |
) |
||
Change in fair value of contingent earnout liability | $ |
(76 |
) |
$ |
(76 |
) |
||
Change in fair value of warrant liabilities |
|
(746 |
) |
|
(746 |
) |
||
Foreign exchange |
|
(1,024 |
) |
|
(1,024 |
) |
||
Other expense, net |
|
1,362 |
|
|
1,362 |
|
||
Stock-based compensation |
|
12,078 |
|
|
12,078 |
|
||
Mergers and acquisition related expenses |
|
1,015 |
|
|
1,015 |
|
||
Other acquisition accounting amortization |
|
682 |
|
|
682 |
|
||
Adjusted EBITDA | $ |
(19,000 |
) |
$ |
(14,000 |
) |