Investment Highlights - NextNav provides a next-generation PNT solution based on 5G technology[8] - The company possesses a valuable spectrum asset with ideal propagation characteristics for PNT and broadband[8] - NextNav has a robust balance sheet with ample liquidity to fund operations[8] GPS Vulnerability and NextNav's Solution - GPS has coverage limitations indoors and in urban canyons with weak signal strength[11] - GPS is vulnerable to spoofing, jamming, and natural phenomena[11] - NextNav's goal is a future-proof complement and backup to GPS, available at wide scale including indoor and urban areas[13] - NextNav's proposal uses its Lower 900 MHz licenses, in partnership with a 5G network provider, to enable a wide-scale terrestrial backup and complement to GPS, without taxpayer funding[17] FCC Petition and Economic Benefits - The Brattle Group finds the total quantified value of a terrestrial GPS backup is $14.6 billion[27] - Adopting NextNav's proposal offers the US economy a $10.8 billion insurance policy to protect against GPS outages without taxpayer funding, plus additional benefits of $3.8 billion from increased resiliency[30] - NextNav finished the first quarter with $188.4 million in cash, cash equivalents, and marketable securities[33]

Part I. FINANCIAL INFORMATION [Financial Statements](index=4&type=section&id=Item%201.%20Financial%20Statements) The unaudited condensed consolidated financial statements for the quarter ended March 31, 2025, show significant increases in cash and long-term debt due to new financing, alongside a widened net loss Condensed Consolidated Balance Sheet Data (in thousands) | Account | March 31, 2025 (unaudited) | December 31, 2024 | | :--- | :--- | :--- | | Cash and cash equivalents | $150,422 | $39,330 | | Total current assets | $193,466 | $86,045 | | Total assets | $268,606 | $161,740 | | Long term debt, net | $213,101 | $54,621 | | Total liabilities | $262,033 | $111,619 | | Total stockholders' equity | $6,573 | $50,121 | Condensed Consolidated Statements of Comprehensive Loss (in thousands, except per share amounts) | Account | Three Months Ended March 31, 2025 | Three Months Ended March 31, 2024 | | :--- | :--- | :--- | | Revenue | $1,539 | $1,046 | | Operating loss | $(17,004) | $(16,150) | | Debt extinguishment loss | $(14,434) | — | | Change in fair value of derivative liability | $(24,523) | — | | Net loss | $(58,579) | $(31,610) | | Net loss per share - basic and diluted | $(0.45) | $(0.28) | Condensed Consolidated Statements of Cash Flows (in thousands) | Activity | Three Months Ended March 31, 2025 | Three Months Ended March 31, 2024 | | :--- | :--- | :--- | | Net cash used in operating activities | $(12,179) | $(6,985) | | Net cash provided by (used in) investing activities | $3,006 | $(2,113) | | Net cash provided by financing activities | $120,172 | $516 | | Net increase (decrease) in cash | $111,092 | $(8,561) | [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=28&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses the company's strategic evolution towards NextGen 5G NR technologies and its financial performance, including a widened net loss and new financing - The company is evolving its PNT solutions to use 5G New Radio (NextGen) technologies and has petitioned the FCC to reconfigure the Lower 900 MHz band to enable both PNT and 5G broadband services[124](index=124&type=chunk)[125](index=125&type=chunk) Comparison of Results of Operations (in thousands) | Line Item | Q1 2025 | Q1 2024 | $ Change | % Change | | :--- | :--- | :--- | :--- | :--- | | Revenue | $1,539 | $1,046 | $493 | 47.1% | | Cost of goods sold | $2,533 | $2,761 | $(228) | (8.3)% | | Research and development | $4,038 | $4,670 | $(632) | (13.5)% | | Selling, general and administrative | $10,520 | $8,446 | $2,074 | 24.6% | | Operating loss | $(17,004) | $(16,150) | $(854) | 5.3% | | Net loss | $(58,579) | $(31,610) | $(26,969) | 85.6% | - In March 2025, the company issued **$190 million** of 5.00% Senior Secured Convertible Notes due 2028 and used a portion of the proceeds to redeem all of its **$70 million** 2026 Notes, resulting in a **$14.4 million** loss on early extinguishment[93](index=93&type=chunk)[149](index=149&type=chunk)[157](index=157&type=chunk) - As of March 31, 2025, the company had cash, cash equivalents, and marketable securities of **$188.4 million** and management believes this is sufficient to meet working capital and capital expenditure needs for more than 12 months[147](index=147&type=chunk)[148](index=148&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=36&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company reports that there have been no material changes in its market risks from those disclosed in its Annual Report on Form 10-K for the year ended December 31, 2024 - There have been no material changes in market risks from those disclosed in the 2024 Form 10-K[161](index=161&type=chunk) [Controls and Procedures](index=36&type=section&id=Item%204.%20Controls%20and%20Procedures) Management, including the CEO and CFO, evaluated the company's disclosure controls and procedures and concluded they were effective as of March 31, 2025 - The Chief Executive Officer and Chief Financial Officer concluded that the company's disclosure controls and procedures were effective as of March 31, 2025[163](index=163&type=chunk) - No changes in internal control over financial reporting occurred during the quarter that have materially affected, or are reasonably likely to materially affect, internal controls[164](index=164&type=chunk) Part II. OTHER INFORMATION [Legal Proceedings](index=37&type=section&id=Item%201.%20Legal%20Proceedings) The company is involved in litigation and legal matters from time to time but does not believe any current matters will have a material adverse effect on its business, financial condition, or results of operations - The company does not believe that any current legal matters, individually or in aggregate, will have a material adverse effect on its business or financial condition[167](index=167&type=chunk) [Risk Factors](index=37&type=page&id=Item%201A.%20Risk%20Factors) The company highlights new and existing risks, including restrictive covenants in its 2028 Senior Secured Convertible Notes and potential dilution from outstanding warrants - The indenture for the 2028 Notes contains restrictive covenants that may limit the company's ability to incur debt, make investments, sell assets, and pay dividends, potentially hindering its business strategy[170](index=170&type=chunk) - An event of default under the 2028 Notes could result in the acceleration of the debt, which could have a material adverse effect on the company's liquidity and financial position[171](index=171&type=chunk)[172](index=172&type=chunk) - A significant number of outstanding warrants are exercisable, which could increase the number of shares eligible for resale and result in dilution to existing stockholders, including public, private placement, and debt financing warrants[176](index=176&type=chunk)[177](index=177&type=chunk)[178](index=178&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=40&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) The company reported no unregistered equity security sales during the quarter beyond prior disclosures and no purchases of its own equity securities - No unregistered equity securities were sold during the quarter, other than as previously disclosed on Form 8-K[181](index=181&type=chunk) - The company did not purchase any of its own equity securities during the quarter[182](index=182&type=chunk) [Defaults Upon Senior Securities](index=40&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) The company reported no defaults upon senior securities during the period - None[183](index=183&type=chunk) [Mine Safety Disclosures](index=40&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This item is not applicable to the company - Not applicable[184](index=184&type=chunk) [Other Information](index=40&type=section&id=Item%205.%20Other%20Information) CEO Mariam Sorond terminated a previous Rule 10b5-1 trading plan and adopted a new one for potential stock sales upon equity grant vesting - On March 19, 2025, CEO Mariam Sorond terminated a 10b5-1 trading plan adopted in August 2024[185](index=185&type=chunk) - On March 21, 2025, CEO Mariam Sorond adopted a new 10b5-1 trading plan for the potential sale of up to **790,734** shares of common stock tied to the vesting of her equity awards, which is expected to remain in place until December 31, 2025[186](index=186&type=chunk) [Exhibits](index=41&type=section&id=Item%206.%20Exhibits) This section lists the exhibits filed as part of the Quarterly Report, including governance documents, debt agreements, and officer certifications

[Report Overview and Highlights](index=1&type=section&id=Report%20Overview%20and%20Highlights) NextNav reported its Q1 2025 results, highlighting significant progress with the FCC, which issued a Notice of Inquiry (NOI) to explore GPS alternatives, alongside increased revenue and a widened net loss due to non-cash charges [Operational Highlights](index=1&type=section&id=Recent%20Operational%20Highlights) The company strengthened its board by appointing two retired Rear Admirals, while the FCC's unanimous approval of a Notice of Inquiry (NOI) to explore GPS backups directly supports NextNav's terrestrial PNT solution - Appointed Retired Rear Admirals H. Wyman Howard and Lorin Selby to its Board of Directors, effective May 1, 2025[4](index=4&type=chunk) - The FCC unanimously approved a Notice of Inquiry (NOI) to explore fostering GPS backups and alternatives, underscoring regulatory focus on PNT solutions[2](index=2&type=chunk)[4](index=4&type=chunk) - NextNav filed comments with the FCC advocating for a market-based, terrestrial, wide-scale PNT solution for critical infrastructure, public safety, and consumers[4](index=4&type=chunk) [Financial Highlights](index=1&type=section&id=Three%20Months%20Ended%20March%2031%2C%202025%20Financial%20Highlights) For the first quarter of 2025, revenue grew to **$1.5 million** from **$1.0 million** year-over-year, while the net loss expanded substantially to **$58.6 million**, heavily impacted by non-cash charges Q1 2025 Key Financial Metrics (vs. Q1 2024) | Metric | Q1 2025 | Q1 2024 | | :--- | :--- | :--- | | Revenue | $1.5 million | $1.0 million | | Operating Loss | $17.0 million | $16.2 million | | Net Loss | $58.6 million | $31.6 million | - The increase in net loss was primarily driven by a **$24.5 million** loss on the change in fair value of derivative liability and a **$14.4 million** debt extinguishment loss[4](index=4&type=chunk) Balance Sheet Summary (as of March 31, 2025) | Item | Amount | | :--- | :--- | | Cash and cash equivalents | $150.4 million | | Short-term investments | $38.0 million | | Net long term debt (face value) | $190.0 million | [Detailed Financial Statements](index=3&type=section&id=Detailed%20Financial%20Statements) The detailed financial statements provide a comprehensive view of NextNav's financial position, including a significant increase in cash and long-term debt due to recent financing activities, and an expanded net loss primarily from non-cash charges [Condensed Consolidated Balance Sheets](index=3&type=section&id=CONDENSED%20CONSOLIDATED%20BALANCE%20SHEETS) As of March 31, 2025, NextNav's total assets significantly increased to **$268.6 million** from **$161.7 million** at year-end 2024, driven by a rise in cash and cash equivalents, while total liabilities also grew substantially to **$262.0 million** Balance Sheet Comparison (in thousands) | Account | March 31, 2025 | December 31, 2024 | | :--- | :--- | :--- | | **Total Assets** | **$268,606** | **$161,740** | | Cash and cash equivalents | $150,422 | $39,330 | | **Total Liabilities** | **$262,033** | **$111,619** | | Long term debt, net | $213,101 | $54,621 | | **Total stockholders' equity** | **$6,573** | **$50,121** | [Condensed Consolidated Statements of Comprehensive Loss](index=4&type=section&id=CONDENSED%20CONSOLIDATED%20STATEMENTS%20OF%20COMPREHENSIVE%20LOSS) For the three months ended March 31, 2025, NextNav reported a net loss of **$58.6 million**, or **($0.45)** per share, primarily due to a **$14.4 million** debt extinguishment loss and a **$24.5 million** change in fair value of derivative liability Income Statement Summary (in thousands) | Metric | Q1 2025 | Q1 2024 | | :--- | :--- | :--- | | Revenue | $1,539 | $1,046 | | Operating Loss | $(17,004) | $(16,150) | | Net Loss | $(58,579) | $(31,610) | | Net Loss Per Share | $(0.45) | $(0.28) | - Significant expenses contributing to the net loss in Q1 2025 include a **$14,434 thousand** debt extinguishment loss and a **$24,523 thousand** loss on the change in fair value of derivative liability[15](index=15&type=chunk) [Condensed Consolidated Statements of Cash Flows](index=5&type=section&id=CONDENSED%20CONSOLIDATED%20STATEMENTS%20OF%20CASH%20FLOWS) In Q1 2025, net cash used in operating activities was **$12.2 million**, while financing activities provided a significant inflow of **$120.2 million**, mainly from the issuance of **$190.0 million** in senior convertible notes, resulting in a net increase in cash of **$111.1 million** Cash Flow Summary (in thousands) | Activity | Q1 2025 | Q1 2024 | | :--- | :--- | :--- | | Net cash used in operating activities | $(12,179) | $(6,985) | | Net cash provided by (used in) investing activities | $3,006 | $(2,113) | | Net cash provided by financing activities | $120,172 | $516 | | **Net increase (decrease) in cash** | **$111,092** | **$(8,561)** | - Financing activities were driven by **$190.0 million** in proceeds from new 2028 senior convertible notes, partially offset by a **$70.0 million** repayment of 2026 senior secured notes[17](index=17&type=chunk) [Other Information](index=2&type=section&id=Other%20Information) This section provides details for investors regarding the upcoming conference call to discuss quarterly results and includes the standard 'Forward-Looking Statements' safe harbor provision outlining potential risks and uncertainties [Conference Call Information](index=2&type=section&id=Conference%20Call%20Information) NextNav will host a conference call for analysts and investors on May 9, 2025, at 9:00 am ET, with a live webcast and replay accessible through the company's investor relations website - A conference call is scheduled for **9:00 am ET** on Friday, May 9, 2025[5](index=5&type=chunk) - A live webcast and replay will be available on the company's investor relations website[7](index=7&type=chunk) [Forward-Looking Statements](index=2&type=section&id=Forward-Looking%20Statements) This press release contains forward-looking statements regarding the company's future prospects, including FCC-related milestones and PNT service advancements, which are subject to significant risks and uncertainties detailed in SEC filings - Forward-looking statements include expectations about achieving FCC milestones, advancing terrestrial 3D PNT services, and future growth opportunities[10](index=10&type=chunk) - These statements are subject to known and unknown risks, and the company refers readers to its Form 10-Q and 10-K filings for a detailed description of risk factors[11](index=11&type=chunk)

Core Insights - NextNav Inc. reported financial results for the quarter ended March 31, 2025, highlighting a focus on positioning, navigation, and timing (PNT) solutions, particularly in relation to national security needs for GPS backups [2][7]. Financial Highlights - Revenue for the quarter was $1.5 million, an increase from $1.0 million in the prior year, driven by service revenue from technology and services contracts with government and commercial customers [7]. - Operating loss was $17.0 million, compared to a loss of $16.2 million in the prior year, primarily due to higher professional fees and consulting expenses [7]. - Net loss was $58.6 million, which included a $24.5 million loss on the change in the fair value of derivative liability and a $14.4 million debt extinguishment loss, compared to a net loss of $31.6 million in the prior year [7][14]. - As of March 31, 2025, the company had $150.4 million in cash and cash equivalents and $38.0 million in short-term investments, with net long-term debt of $213.1 million [7][12]. Operational Updates - The FCC unanimously voted to approve a Notice of Inquiry (NOI) to explore PNT solutions, emphasizing the importance of developing terrestrial alternatives to GPS [7]. - NextNav appointed Retired Rear Admirals H. Wyman Howard and Lorin Selby to its Board of Directors, effective May 1, 2025, to strengthen its leadership [7]. Cash Flow and Investments - The company reported a net cash used in operating activities of $12.2 million for the quarter, compared to $7.0 million in the prior year [16]. - Net cash provided by financing activities was $120.2 million, primarily from proceeds of senior convertible notes [17]. Market Position - NextNav is positioned as a leader in next-generation PNT technologies, aiming to provide accurate and resilient 3D PNT solutions for critical infrastructure and commercial applications [8].

Company Overview - NextNav Inc. (NASDAQ:NN) is a leader in next-generation positioning, navigation, and timing (PNT), focusing on 3D geolocation and PNT technology [4] Financial Results Announcement - NextNav will release its financial results for the first quarter ended March 31, 2025, before market open on May 9, 2025 [1] - A conference call to discuss the results will be held on the same day at 9:00 AM ET [1] Conference Call Registration - Registration for the conference call can be completed via a designated website [2] - Participants will receive call details and a registrant ID after registering [2] Webcast Access - The conference call will be available via a live webcast, and a replay will be accessible until May 16, 2025 [3] - Participants can register for replay details to receive access codes [3]

Company Overview - NextNav Inc. is a leader in next-generation positioning, navigation, and timing (PNT) technology, focusing on 3D geolocation solutions [4] Financial Results Announcement - NextNav will release its financial results for the first quarter ended March 31, 2025, after the market closes on May 7, 2025 [1] - A conference call to discuss the results will be held on the same day at 5:00 PM ET [1] Conference Call Registration - Registration for the conference call can be completed via a provided website link [2] - Participants will receive call details and a registrant ID after registration [2] Webcast Access - The live webcast and replay of the conference call will be available on the company's investor relations website [3] - A replay will be accessible until May 14, 2025, with registration required for replay details [3]

Core Viewpoint - NextNav Inc. successfully closed a private placement of $190 million in senior secured convertible notes, with net proceeds of approximately $188.6 million after fees and expenses [1][2]. Group 1: Financial Details - The private placement consists of 5% redeemable senior secured convertible notes due in 2028 [1]. - A portion of the net proceeds will be used to redeem $70 million of existing 10% senior secured notes due in 2026 at 101% of the principal amount plus accrued interest [2]. Group 2: Company Overview - NextNav Inc. is a leader in next-generation positioning, navigation, and timing (PNT) technology, focusing on 3D geolocation solutions [3]. - The company's technology is powered by low-band licensed spectrum, providing accurate and resilient PNT solutions for critical infrastructure and commercial applications [3].

NextNav (NN) Q4 2024 Earnings Call March 13, 2025 03:50 AM ET Company Participants None - ExecutiveMariam Sorond - Chairman & CEOChristian Gates - Chief Financial OfficerMike Crawford - SMD & Head of Discovery Group Operator Ladies and gentlemen, thank you for standing by. My name is Abby, and I'll be your conference operator today. At this time, I would like to welcome everyone to the NextNav Fourth Quarter twenty twenty four Earnings Conference Call. All lines have been placed on mute to prevent any backg ...

Financial Performance - Revenue increased by $1.8 million, or 46.8%, to $5.7 million for the year ended December 31, 2024, compared to $3.9 million for the year ended December 31, 2023[223]. - The net loss for the year ended December 31, 2024, was $101.9 million, compared to a net loss of $71.7 million for the year ended December 31, 2023[221]. - Net losses for 2024 were $101.9 million, compared to $71.7 million in 2023, reflecting ongoing financial challenges[231]. - Cash and cash equivalents and marketable securities totaled $80.1 million as of December 31, 2024, with an accumulated deficit of $862.1 million[231]. - Net cash used in operating activities was $38.0 million in 2024, up from $35.4 million in 2023, driven by increased net losses and non-cash charges[236][237]. - Net cash provided by financing activities was $35.1 million in 2024, down from $69.0 million in 2023, reflecting changes in capital raising activities[240]. Expenses - Cost of Goods Sold (COGS) decreased by $2.0 million, or 15.4%, to $10.8 million for the year ended December 31, 2024, from $12.7 million for the year ended December 31, 2023[224]. - Research and development expenses decreased by $3.3 million, or 16.7%, to $16.2 million for the year ended December 31, 2024, from $19.5 million for the year ended December 31, 2023[226]. - Selling, general and administrative expenses increased to $33.5 million for the year ended December 31, 2024, compared to $30.3 million for the year ended December 31, 2023[221]. - Selling, general and administrative expenses increased by $3.2 million, or 10.5%, to $33.5 million in 2024 from $30.3 million in 2023[227]. - Depreciation and amortization expenses rose by $0.4 million, or 8.6%, to $5.2 million in 2024 from $4.8 million in 2023, primarily due to new network assets placed in service[228]. - Interest expense, net of interest income, increased by $5.7 million, or 156.6%, to $9.4 million in 2024 from $3.7 million in 2023, attributed to senior secured notes issued in 2023[229]. - Other expenses surged by $27.9 million, or 645.4%, to $32.2 million in 2024 compared to $4.3 million in 2023, mainly due to changes in the fair value of warrants[230]. Assets and Liabilities - Accounts receivable as of December 31, 2024, was $3.3 million, up from $2.3 million as of December 31, 2023[223]. - The company reported long-term debt of $54.6 million with a fixed interest rate of 10% per annum[258]. - As of December 31, 2024, the company had cash and cash equivalents and short-term marketable securities totaling $80.1 million[257]. Market Position and Strategy - The company has been granted more than 145 patents related to its systems and services, enhancing its competitive position in the market[208]. - The company signed an agreement to acquire an additional 4 MHz of M-LMS licenses, subject to regulatory approvals, to expand its spectrum assets[208]. - The Pinnacle solution covers over 90% of commercial structures over three stories in the U.S., primarily used for public safety applications[211]. - TerraPoiNT received the highest scores in testing by the Department of Transportation regarding potential PNT backup solutions[212]. Future Outlook - The company expects to incur additional losses and higher operating expenses in the foreseeable future as it invests in research and development and expands its PNT networks[231]. - The company will maintain its status as an emerging growth company until at least December 31, 2025, unless certain revenue or debt thresholds are met[256]. Risk Management - The company believes that inflation and supply chain challenges have not significantly impacted its revenue and cost of services to date[260]. - The company has minimal credit risk associated with cash and cash equivalents, as it deposits funds with financially sound institutions[259]. - A hypothetical 10% change in interest rates would not materially impact the company's consolidated financial statements[257]. - The company invests excess cash in U.S. government and agency bonds, and money market funds to minimize banking risk[259]. - The company’s exposure to market risk primarily relates to cash and investments in marketable securities[257]. - The company has not experienced significant fluctuations in the fair value of its investments due to the short-term nature of these instruments[257].

Core Viewpoint - NextNav Inc. has announced a new investment of $190 million through the issuance of 5% redeemable senior secured convertible notes, aimed at strengthening its financial position and supporting growth objectives in the positioning, navigation, and timing (PNT) sector [2][3]. Company Overview - NextNav Inc. is a leader in next-generation PNT and 3D geolocation, providing solutions that rely on accurate and resilient positioning technologies [11]. - The company aims to enable a widescale terrestrial PNT solution, working with 5G infrastructure and device providers [3]. Investment Details - The new notes will mature on June 30, 2028, with approximately $70 million of the proceeds allocated to redeem existing 10% Senior Secured Notes due December 1, 2026 [2][6]. - The new notes have a conversion price of $12.56 per share, representing a 20% premium to the trailing 10-day closing price average prior to March 11, 2025 [5]. - The transaction is expected to close on or about March 31, 2025 [6]. Investor Participation - The investment is led by M-Cor Capital, LLC and Fortress Investment Group, with participation from other new and existing investors [2][3]. - M-Cor Capital and Fortress will receive warrants to purchase shares of NextNav common stock at various exercise prices [7]. Strategic Importance - The investment is positioned as a critical step in addressing the need for a backup system to the US GPS, enhancing the resilience of PNT solutions while supporting the US 5G ecosystem [3][4].