UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _____ to _____ Commission File Number: 001-40985 NextNav Inc. (Exact name of registrant as specified in its charter) | Delaware | 87-0854654 | | --- | --- | | (State or ...

[NextNav Inc. First Quarter 2024 Financial Results](index=1&type=section&id=NextNav%20Inc.%20First%20Quarter%202024%20Financial%20Results) [Operational and Financial Highlights](index=1&type=section&id=Operational%20and%20Financial%20Highlights) NextNav reported Q1 2024 results, marked by strategic progress with an FCC rulemaking petition for the Lower 900 MHz band, alongside revenue growth to **$1.0 million**, an operating loss of **$16.2 million**, and a net loss of **$31.6 million**, with **$73.3 million** in cash and equivalents - Filed a rulemaking petition with the FCC on April 16, 2024, proposing to rearrange the Lower 900 MHz band to enable terrestrial 3D positioning, navigation, and timing (PNT) services alongside 5G broadband[1](index=1&type=chunk)[3](index=3&type=chunk)[6](index=6&type=chunk) - Received court approval on March 28, 2024, for the sale of licenses covering an additional 4 MHz in the Lower 900 MHz band, a key step towards obtaining FCC approval[6](index=6&type=chunk) Financial Metric | Financial Metric | Q1 2024 | Q1 2023 | Change Driver | | :--- | :--- | :--- | :--- | | **Revenue** | $1.0 million | $0.83 million | Increased recurring service revenue | | **Operating Loss** | $16.2 million | $14.0 million | Higher stock-based compensation and payroll expenses | | **Net Loss** | $31.6 million | $16.3 million | Includes a $13.2M loss on fair value of warrants (vs. $2.8M loss in Q1 2023) | | **Cash & Equivalents** | $73.3 million | - | As of March 31, 2024 | | **Short Term Investments** | $5.9 million | - | As of March 31, 2024 | | **Gross Debt** | $70.0 million | - | As of March 31, 2024 | [Financial Statements](index=3&type=section&id=Financial%20Statements) [Condensed Consolidated Balance Sheets](index=3&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) As of March 31, 2024, NextNav's balance sheet reported total assets of **$165.6 million**, an increase from year-end 2023, while total liabilities significantly increased to **$108.4 million**, primarily due to warrants, leading to a decrease in total stockholders' equity to **$55.9 million** Balance Sheet Items (in thousands) | Balance Sheet Items (in thousands) | March 31, 2024 | December 31, 2023 | | :--- | :--- | :--- | | **Total Current Assets** | $96,788 | $91,220 | | *Cash and cash equivalents* | *$73,317* | *$81,878* | | **Total Assets** | **$165,630** | **$162,158** | | **Total Current Liabilities** | $24,140 | $9,803 | | **Total Liabilities** | **$108,361** | **$82,062** | | *Warrants* | *$17,761* | *$7,053* | | *Long term debt, net* | *$49,890* | *$48,447* | | **Total Stockholders' Equity** | **$55,907** | **$78,734** | [Condensed Consolidated Statements of Comprehensive Loss](index=4&type=section&id=Condensed%20Consolidated%20Statements%20of%20Comprehensive%20Loss) For Q1 2024, NextNav's revenue increased to **$1.05 million**, but operating loss widened to **$16.15 million** due to higher expenses, and net loss significantly increased to **$31.61 million**, or **($0.28) per share**, primarily driven by a **$13.18 million** non-cash loss from warrant fair value changes Income Statement Items (in thousands) | Income Statement Items (in thousands) | Q1 2024 | Q1 2023 | | :--- | :--- | :--- | | **Revenue** | **$1,046** | **$830** | | Total operating expenses | $17,196 | $14,780 | | **Operating loss** | **$(16,150)** | **$(13,950)** | | Change in fair value of warrants | $(13,176) | $(2,800) | | **Net loss** | **$(31,610)** | **$(16,349)** | | **Net loss per share - basic and diluted** | **$(0.28)** | **$(0.15)** | - Revenue increased by **26% YoY**, driven by higher recurring service revenue[6](index=6&type=chunk)[17](index=17&type=chunk) - The increase in net loss was primarily due to a **$13.2 million** loss on the fair value of warrants, compared to a **$2.8 million** loss in the prior-year period[6](index=6&type=chunk)[17](index=17&type=chunk) [Condensed Consolidated Statements of Cash Flows](index=5&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) In Q1 2024, NextNav used **$7.0 million** in cash for operating activities, while investing activities used **$2.1 million** and financing activities provided **$0.5 million**, resulting in an **$8.6 million** decrease in cash and equivalents, ending the period at **$73.3 million** Cash Flow Items (in thousands) | Cash Flow Items (in thousands) | Q1 2024 | Q1 2023 | | :--- | :--- | :--- | | **Net cash used in operating activities** | **$(6,985)** | **$(7,427)** | | **Net cash (used in) provided by investing activities** | **$(2,113)** | **$4,016** | | **Net cash provided by financing activities** | **$516** | **$(1)** | | Net decrease in cash and cash equivalents | $(8,561) | $(3,417) | | **Cash and cash equivalents at end of period** | **$73,317** | **$43,813** | - The company's cash position decreased by **$8.6 million** during the quarter, compared to a **$3.4 million** decrease in the same period last year[19](index=19&type=chunk)

MCLEAN, Va., May 08, 2024 (GLOBE NEWSWIRE) -- NextNav (NASDAQ:NN), a leader in next generation positioning, navigation, timing (PNT) and 3D geolocation, today announced that Chief Executive Officer, Mariam Sorond and Chief Financial Officer, Chris Gates, will participate in the following upcoming conferences: Oppenheimer 9th Annual Emerging Growth Conference on May 9, 2024. Management will participate in one-on-one meetings with investors. Needham & Company's 19th Annual Technology and Media Virtual Confere ...

MCLEAN, Va., May 08, 2024 (GLOBE NEWSWIRE) -- NextNav (Nasdaq: NN), a leader in next generation positioning, navigation, timing (PNT) and 3D geolocation, today announced that Chief Executive Officer, Mariam Sorond and Chief Financial Officer, Chris Gates, will participate in the following upcoming conferences: Oppenheimer 9th Annual Emerging Growth Conference on May 9, 2024. Management will participate in one-on-one meetings with investors. Needham & Company’s 19th Annual Technology and Media Virtual Confer ...

MCLEAN, Va., May 07, 2024 (GLOBE NEWSWIRE) -- NextNav (NASDAQ:NN) ("NextNav" or the "Company") a leader in next generation positioning, navigation, and timing (PNT) and 3D geolocation, announced the appointment of Dr. Sanyogita Shamsunder as NextNav's new Chief Operating Officer, effective May 9, 2024. In this newly created role, Sanyogita will be overseeing business development, strategy, product and software, program and operations, and IT. "Sanyogita's appointment as NextNav's Chief Operating Officer her ...

MCLEAN, Va., April 24, 2024 (GLOBE NEWSWIRE) -- NextNav (NASDAQ:NN), a leader in next generation positioning, navigation, timing (PNT) and 3D geolocation, today announced that it will release its financial results for the first quarter ended March 31, 2024, after the market closes on Wednesday, May 8, 2024, and will host a conference call the same day at 5:00 PM ET to discuss its results. Registration for the conference call can be completed by visiting the following website prior to, or on the day of, the ...

PART I [Business](index=7&type=section&id=Item%201.%20Business) NextNav is a market leader in next-generation Positioning, Navigation, and Timing (PNT) solutions, designed to complement and overcome the vulnerabilities of GPS - NextNav provides next-generation PNT solutions, Pinnacle and TerraPoiNT, as a resilient alternative to GPS, utilizing its licensed 900 MHz spectrum[22](index=22&type=chunk) - The company is evolving its technology to align with 5G NR standards, which will enable the simultaneous delivery of PNT and high-bandwidth data services, potentially increasing the value and utility of its spectrum assets[22](index=22&type=chunk)[31](index=31&type=chunk) - Pinnacle, the company's altitude service, covers over **90% of commercial structures taller than three stories** in the U.S. and is used by major carriers like AT&T (for FirstNet) and Verizon for E911 services[25](index=25&type=chunk) - TerraPoiNT, a terrestrial-based 3D PNT system, is designed to be more robust than GPS, offering reliable service indoors and in urban areas, with high resistance to jamming and spoofing. It received the **highest scores in U.S. Department of Transportation testing** for GPS backup solutions[26](index=26&type=chunk) - As of December 31, 2023, the company holds approximately **186 issued patents globally** (121 in the US) and has 94 pending patent applications (43 in the US)[64](index=64&type=chunk) [Risk Factors](index=18&type=page&id=Item%201A.%20Risk%20Factors) The company faces significant risks from substantial net losses, reliance on third parties, intense competition, regulatory dependencies, and potential dilution from future capital needs - The company has a history of significant net losses, reporting **$71.7 million** in 2023 and **$40.1 million** in 2022, and expects to incur future losses, potentially requiring additional capital[84](index=84&type=chunk) - Business operations are heavily reliant on third parties, including a network hosting agreement with AT&T for the Pinnacle network, which expires in 2026, and the use of Amazon Web Services (AWS) for its cloud platform[103](index=103&type=chunk)[110](index=110&type=chunk) - The company's services depend on access to radio spectrum licensed by the FCC. These licenses are subject to renewal, end-of-term build-out requirements, and potential interference from other services sharing the same frequency band[138](index=138&type=chunk)[140](index=140&type=chunk)[142](index=142&type=chunk) - As of December 31, 2023, executive officers, directors, and 5%+ stockholders beneficially owned approximately **56% of the outstanding common stock**, allowing them to exert significant control over corporate matters[173](index=173&type=chunk) [Unresolved Staff Comments](index=37&type=section&id=Item%201B.%20Unresolved%20Staff%20Comments) The company reports no unresolved staff comments from the SEC - Not applicable[181](index=181&type=chunk) [Cybersecurity](index=37&type=section&id=Item%201C.%20Cybersecurity) NextNav maintains a comprehensive cybersecurity program, overseen by the CISO and Audit Committee, with no material incidents reported in the last year - The company's cybersecurity program is based on the NIST Cybersecurity Framework and includes continuous threat monitoring, periodic audits, and employee training[183](index=183&type=chunk) - Oversight is provided by the Chief Information Security Officer (CISO) at the management level and the Audit Committee at the board level, with the CISO providing quarterly reports to the committee[187](index=187&type=chunk)[189](index=189&type=chunk) - The company is not aware of any cybersecurity risks that have materially affected or are reasonably likely to materially affect its business, and it experienced no material cybersecurity incidents in the last year[190](index=190&type=chunk)[192](index=192&type=chunk) [Properties](index=38&type=section&id=Item%202.%20Properties) The company operates with a distributed workforce, maintaining its principal executive office in McLean, Virginia, alongside other key global facilities - NextNav's principal executive office is in McLean, Virginia, with other key facilities in Sunnyvale, California (technology development), and locations in France and India (software development and R&D)[193](index=193&type=chunk) [Legal Proceedings](index=38&type=section&id=Item%203.%20Legal%20Proceedings) The company is involved in litigation 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 is not currently involved in any legal proceedings that are expected to have a material adverse effect on its business[194](index=194&type=chunk) [Mine Safety Disclosures](index=38&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This item is not applicable to the company - Not applicable[195](index=195&type=chunk) PART II [Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities](index=39&type=section&id=Item%205.%20Market%20for%20Registrant%27s%20Common%20Equity%2C%20Related%20Stockholder%20Matters%20and%20Issuer%20Purchases%20of%20Equity%20Securities) NextNav's common stock and warrants trade on Nasdaq, with no cash dividends paid, and a share repurchase occurred in October 2023 - The company's common stock and warrants are listed on The Nasdaq Capital Market under symbols "NN" and "NNAVW"[198](index=198&type=chunk) - The company has never paid cash dividends and does not intend to in the foreseeable future, retaining earnings to finance business growth[200](index=200&type=chunk) | Period | Total Number of Shares Purchased | Average Price Per Share | | :--- | :--- | :--- | | October 1 – October 31, 2023 | **128,035 shares** | **$5.16** | | November 1 – November 30, 2023 | - | - | | December 1 – December 31, 2023 | - | - | | **Total** | **128,035 shares** | | [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=40&type=section&id=Item%207.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) NextNav reported a net loss of $71.7 million in 2023, primarily due to warrant fair value changes and increased interest expense, while maintaining sufficient liquidity [Results of Operations](index=43&type=section&id=Results%20of%20Operations) In fiscal year 2023, revenue remained stable, but the net loss significantly widened to $71.7 million, primarily due to warrant fair value changes and increased interest expense | Metric (in thousands) | FY 2023 | FY 2022 | $ Change | % Change | | :--- | :--- | :--- | :--- | :--- | | **Revenue** | **$3,862** | **$3,926** | **($64)** | **(1.6%)** | | Total operating expenses | **$67,391** | **$69,462** | **($2,071)** | **(3.0%)** | | Operating loss | **($63,529)** | **($65,536)** | **$1,993** | **3.0%** | | Interest income (expense) | **($3,664)** | **$901** | **($4,565)** | **(506.7%)** | | Other income (expense) | **($4,321)** | **$24,491** | **($28,812)** | **(117.6%)** | | **Net loss** | **($71,735)** | **($40,116)** | **($31,619)** | **(78.8%)** | - Selling, general and administrative expenses decreased by **$6.6 million** (**18%**) primarily due to a **$4.5 million** decrease in stock-based compensation and lower professional services and insurance costs[232](index=232&type=chunk) - Research and development expenses increased by **$2.4 million** (**14%**) mainly due to a **$1.6 million** increase in payroll-related expenses from higher headcount[231](index=231&type=chunk) - The significant increase in net loss was primarily driven by a **$28.8 million** unfavorable change in other income/expense, mainly related to the fair value of warrants[235](index=235&type=chunk) [Liquidity and Capital Resources](index=46&type=section&id=Liquidity%20and%20Capital%20Resources) As of December 31, 2023, the company held $85.8 million in cash and marketable securities, bolstered by a $70.0 million debt issuance, deemed sufficient for future operations - The company had cash, cash equivalents, and marketable securities of **$85.8 million** as of December 31, 2023[236](index=236&type=chunk) - In 2023, the company issued **$70.0 million** in senior secured notes with a **10% fixed interest rate**, maturing in December 2026, to fund its operations[238](index=238&type=chunk) - Management believes current cash and marketable securities are sufficient to meet working capital and capital expenditure needs for beyond the next 12 months[237](index=237&type=chunk) [Cash Flows](index=46&type=section&id=Cash%20Flows) In 2023, net cash used in operations was $35.4 million, while financing activities provided $69.0 million, primarily from senior secured notes issuance | Cash Flow Activity (in thousands) | FY 2023 | FY 2022 | | :--- | :--- | :--- | | Net cash (used in) operating activities | **($35,440)** | **($37,095)** | | Net cash provided (used in) investing activities | **$1,074** | **($15,736)** | | Net cash provided by financing activities | **$68,984** | **$43** | - Net cash used in operating activities was **$35.4 million** in 2023, resulting from a net loss of **$71.7 million** adjusted for non-cash charges like stock-based compensation (**$21.8 million**) and change in fair value of warrant liability (**$4.1 million**)[241](index=241&type=chunk) - Net cash provided by financing activities was **$69.0 million** in 2023, primarily from the issuance of senior secured notes[245](index=245&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=50&type=section&id=Item%207A.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company's market risk exposure, primarily from interest rates on short-term investments and fixed-rate debt, is considered minimal, with credit risk actively managed - Interest rate risk is considered minimal. Investments are in short-term U.S. Government and Agency bonds, and long-term debt of **$48.4 million** has a **10% fixed interest rate**[262](index=262&type=chunk)[263](index=263&type=chunk) - Credit risk is managed by holding cash at major financial institutions and investing excess cash in U.S. government securities and money market funds[264](index=264&type=chunk) [Financial Statements and Supplementary Data](index=50&type=section&id=Item%208.%20Financial%20Statements%20and%20Supplementary%20Data) This section presents the company's consolidated financial statements for 2023 and 2022, along with the independent auditor's report - The consolidated financial statements and the report of the independent registered public accounting firm are included, beginning on page F-1 of the report[266](index=266&type=chunk) [Changes in and Disagreements with Accountants on Accounting and Financial Disclosure](index=50&type=section&id=Item%209.%20Changes%20in%20and%20Disagreements%20with%20Accountants%20on%20Accounting%20and%20Financial%20Disclosure) The company reports no changes in or disagreements with its accountants on any matter of accounting principles, practices, or financial statement disclosure - There have been no changes in or disagreements with the company's accountants[267](index=267&type=chunk) [Controls and Procedures](index=50&type=section&id=Item%209A.%20Controls%20and%20Procedures) As of December 31, 2023, management, including the CEO and CFO, concluded that disclosure controls and internal control over financial reporting were effective - Management, including the CEO and CFO, concluded that as of December 31, 2023, the company's disclosure controls and procedures were effective[269](index=269&type=chunk) - Management concluded that the company's internal control over financial reporting was effective as of December 31, 2023[270](index=270&type=chunk) [Other Information](index=51&type=section&id=Item%209B.%20Other%20Information) This section discloses modifications to a Rule 10b5-1 trading plan for General Counsel Robert Lantz and the termination of a plan for former CEO Ganesh Pattabiraman - On December 12, 2023, General Counsel Robert Lantz modified a Rule 10b5-1 trading plan[273](index=273&type=chunk) - On December 20, 2023, a Rule 10b5-1 plan adopted by former CEO Ganesh Pattabiraman was terminated[274](index=274&type=chunk) PART III [Directors, Executive Officers and Corporate Governance](index=52&type=section&id=Item%2010.%20Directors%2C%20Executive%20Officers%20and%20Corporate%20Governance) Information for this item is incorporated by reference from the company's 2024 Proxy Statement, to be filed within 120 days of fiscal year-end - Information required by this item will be included in the company's 2024 Proxy Statement and is incorporated by reference[280](index=280&type=chunk) [Executive Compensation](index=52&type=section&id=Item%2011.%20Executive%20Compensation) Information for this item is incorporated by reference from the company's 2024 Proxy Statement, to be filed within 120 days of fiscal year-end - Information required by this item will be included in the company's 2024 Proxy Statement and is incorporated by reference[281](index=281&type=chunk) [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters](index=52&type=section&id=Item%2012.%20Security%20Ownership%20of%20Certain%20Beneficial%20Owners%20and%20Management%20and%20Related%20Stockholder%20Matters) Information for this item is incorporated by reference from the company's 2024 Proxy Statement, to be filed within 120 days of fiscal year-end - Information required by this item will be included in the company's 2024 Proxy Statement and is incorporated by reference[282](index=282&type=chunk) [Certain Relationships and Related Transactions, and Director Independence](index=52&type=section&id=Item%2013.%20Certain%20Relationships%20and%20Related%20Transactions%2C%20and%20Director%20Independence) Information for this item is incorporated by reference from the company's 2024 Proxy Statement, to be filed within 120 days of fiscal year-end - Information required by this item will be included in the company's 2024 Proxy Statement and is incorporated by reference[283](index=283&type=chunk) [Principal Accountant Fees and Services](index=52&type=section&id=Item%2014.%20Principal%20Accountant%20Fees%20and%20Services) Information for this item is incorporated by reference from the company's 2024 Proxy Statement, to be filed within 120 days of fiscal year-end - Information required by this item will be included in the company's 2024 Proxy Statement and is incorporated by reference[284](index=284&type=chunk) PART IV [Exhibits and Financial Statement Schedules](index=53&type=section&id=Item%2015.%20Exhibits%20and%20Financial%20Statement%20Schedules) This section includes the consolidated financial statements and an index of exhibits, with financial statement schedules omitted as not applicable - The consolidated financial statements are filed as part of this Annual Report on Form 10-K[286](index=286&type=chunk) - All financial statement schedules are omitted because they are not applicable or the information is included in the financial statements or notes[287](index=287&type=chunk) [Form 10-K Summary](index=56&type=section&id=Item%2016.%20Form%2010-K%20Summary) No summary is provided under this item - None[294](index=294&type=chunk)

[Executive Summary & Recent Developments](index=1&type=section&id=Executive%20Summary%20%26%20Recent%20Developments) NextNav, a PNT and 3D geolocation leader, expanded spectrum assets and appointed a new CEO for strategic growth [Company Overview](index=1&type=section&id=Company%20Overview) NextNav Inc. is a leader in next-generation positioning, navigation, and timing (PNT) and 3D geolocation, leveraging low-band licensed spectrum to deliver accurate, reliable, and resilient solutions for critical infrastructure, GPS resiliency, and commercial use cases - NextNav Inc. is a leader in next generation positioning, navigation, and timing (PNT) and 3D geolocation, enabling a whole new ecosystem of applications and services that rely upon 3D geolocation and PNT technology[2](index=2&type=chunk)[10](index=10&type=chunk) - Powered by low-band licensed spectrum, NextNav's positioning and timing technologies deliver accurate, reliable, and resilient 3D PNT solutions for critical infrastructure, GPS resiliency and commercial use cases[10](index=10&type=chunk) [Strategic Initiatives & Leadership Changes](index=1&type=section&id=Strategic%20Initiatives%20%26%20Leadership%20Changes) NextNav announced an agreement to acquire additional 4 MHz 900 MHz spectrum licenses for up to $50 million, increasing its total low-band spectrum assets to 3.5 billion MHz-PoPs. Mariam Sorond was appointed CEO, and John Muleta joined the Board of Directors, both bringing extensive telecommunications and spectrum expertise to optimize spectrum use and drive growth - NextNav signed an agreement to acquire additional spectrum licenses covering **4 MHz in the lower 900 MHz band for up to $50 million**, bringing its combined spectrum assets to a total of **3.5 billion MHz-PoPs** of low band spectrum[3](index=3&type=chunk)[6](index=6&type=chunk) - Mariam Sorond was appointed NextNav's new Chief Executive Officer, effective November 29, 2023, bringing over **28 years of technical and strategy experience** in the telecommunications industry[3](index=3&type=chunk)[6](index=6&type=chunk) - John Muleta was appointed to the Board of Directors, effective January 18, 2024, bringing deep expertise in wireless policies, spectrum allocation, and public safety[6](index=6&type=chunk) [Financial Highlights (Summary)](index=1&type=section&id=Financial%20Highlights%20(Summary)) NextNav reported increased Q4 revenue but widened losses; full-year revenue was flat, net loss increased, ending with strong cash [Fourth Quarter 2023 Financial Performance](index=1&type=section&id=Q4%202023%20Financial%20Performance) NextNav reported Q4 2023 revenue of $1.2 million, a significant increase from the prior year, primarily due to higher recurring service revenue. However, the operating loss widened to $19.9 million, and net loss increased to $16.4 million, influenced by increased stock-based compensation and payroll expenses, despite a gain on fair value of warrants Fourth Quarter 2023 Financial Performance | Metric | Q4 2023 (in thousands) | Q4 2022 (in thousands) | Change | | :--- | :--- | :--- | :--- | | Revenue | $1,200 | $803 | +49.4% | | Operating Loss | $(19,900) | $(14,500) | -37.2% | | Net Loss | $(16,400) | $(12,500) | -31.2% | | Gain on fair value of warrants | $5,700 | $1,500 | +280.0% | - The increase in Q4 revenue was primarily attributable to increased recurring service revenue from technology and services contracts with commercial customers[6](index=6&type=chunk) - The increase in Q4 operating loss was primarily driven by increases in stock-based compensation expense and payroll-related expenses[6](index=6&type=chunk) [Full Year 2023 Financial Performance](index=1&type=section&id=FY%202023%20Financial%20Performance) For the full year 2023, revenue remained flat at $3.9 million, with increased recurring service revenue offsetting a decrease in integration revenue. The operating loss slightly improved to $63.5 million due to lower stock-based compensation, but the net loss significantly increased to $71.7 million, primarily due to a loss on the fair value of warrants compared to a gain in the prior year. The company ended 2023 with $81.9 million in cash and cash equivalents and $48.4 million in net debt Full Year 2023 Financial Performance | Metric | FY 2023 (in thousands) | FY 2022 (in thousands) | Change | | :--- | :--- | :--- | :--- | | Revenue | $3,900 | $3,900 | 0.0% | | Operating Loss | $(63,500) | $(65,500) | +3.1% | | Net Loss | $(71,700) | $(40,100) | -78.8% | | Loss (Gain) on fair value of warrants | $(4,100) | $24,700 | N/A | - Full year revenue was flat with the prior year, with a decrease in integration revenue partially offset by increased recurring service revenue from technology and service contracts with commercial customers[6](index=6&type=chunk) - Full year operating loss improved primarily driven by lower stock-based compensation expense, partially offset by an increase in payroll-related expenses[6](index=6&type=chunk) Balance Sheet Highlights (as of December 31, 2023) | Metric | Amount (in millions) | | :--- | :--- | | Cash and cash equivalents | $81.9 | | Short term investments | $4.0 | | Debt (net) | $48.4 | [Consolidated Financial Statements](index=4&type=section&id=Consolidated%20Financial%20Statements) NextNav's balance sheet shows increased assets and liabilities, decreased equity, widened comprehensive loss, and improved cash flows [Consolidated Balance Sheets](index=4&type=section&id=NEXTNAV%20INC.%20CONSOLIDATED%20BALANCE%20SHEETS) As of December 31, 2023, NextNav's total assets increased to $162.2 million from $123.8 million in 2022, driven by a significant increase in cash and cash equivalents and the addition of long-term debt. Total liabilities rose sharply to $82.1 million from $19.9 million, primarily due to new long-term debt. Stockholders' equity decreased to $78.7 million from $100.0 million Consolidated Balance Sheet Highlights (in thousands) | Metric | Dec 31, 2023 | Dec 31, 2022 | Change | | :--- | :--- | :--- | :--- | | Cash and cash equivalents | $81,878 | $47,230 | +73.4% | | Total current assets | $91,220 | $61,190 | +49.1% | | Total assets | $162,158 | $123,788 | +30.9% | | Total current liabilities | $9,803 | $8,887 | +10.3% | | Long-term debt, net | $48,447 | — | N/A | | Total liabilities | $82,062 | $19,924 | +311.9% | | Total stockholders' equity (deficit) | $78,734 | $100,017 | -21.3% | [Consolidated Statements of Comprehensive Loss](index=5&type=section&id=NEXTNAV%20INC.%20CONSOLIDATED%20STATEMENTS%20OF%20COMPREHENSIVE%20LOSS) For the year ended December 31, 2023, NextNav reported a net loss of $71.7 million, a substantial increase from $40.1 million in 2022. This was primarily influenced by a $4.1 million loss on the fair value of warrants in 2023, compared to a $24.7 million gain in 2022, and increased interest expense. Revenue remained flat at $3.9 million, while operating expenses slightly decreased Consolidated Statements of Comprehensive Loss (in thousands, except per share amounts) | Metric | FY 2023 | FY 2022 | Change | | :--- | :--- | :--- | :--- | | Revenue | $3,862 | $3,926 | -1.6% | | Total operating expenses | $67,391 | $69,462 | -3.0% | | Operating loss | $(63,529) | $(65,536) | +3.1% | | Interest income (expense) | $(3,664) | $901 | N/A | | Change in fair value of warrants | $(4,101) | $24,675 | N/A | | Net loss | $(71,735) | $(40,116) | -78.8% | | Net loss per share (basic and diluted) | $(0.66) | $(0.40) | -65.0% | [Consolidated Statements of Cash Flows](index=6&type=section&id=NEXTNAV%20INC.%20CONSOLIDATED%20STATEMENTS%20OF%20CASH%20FLOWS) In 2023, NextNav's net cash used in operating activities decreased to $35.4 million from $37.1 million in 2022. Investing activities generated $1.1 million in cash, a significant improvement from a $15.7 million outflow in 2022, mainly due to higher proceeds from the sale and maturity of marketable securities. Financing activities provided $69.0 million, primarily from $70.0 million in debt proceeds, leading to a net increase in cash and cash equivalents of $34.6 million, ending the year with $81.9 million Consolidated Statements of Cash Flows (in thousands) | Metric | FY 2023 | FY 2022 | Change | | :--- | :--- | :--- | :--- | | Net cash used in operating activities | $(35,440) | $(37,095) | +4.5% | | Net cash provided by (used in) investing activities | $1,074 | $(15,736) | N/A | | Net cash provided by financing activities | $68,984 | $43 | N/A | | Net increase (decrease) in cash and cash equivalents | $34,648 | $(52,846) | N/A | | Cash and cash equivalents at end of period | $81,878 | $47,230 | +73.4% | - Net cash provided by financing activities in 2023 was primarily driven by **$70.0 million in proceeds from debt**[20](index=20&type=chunk) [Additional Information](index=2&type=section&id=Additional%20Information) This section covers conference call details and important disclaimers regarding forward-looking statements and business risks [Conference Call Details](index=2&type=section&id=Conference%20Call%20Information) NextNav hosted a conference call for analysts and investors on March 13, 2024, at 5:00 pm ET, with registration available online and a replay accessible via phone or the company's investor relations website until March 20, 2024 - NextNav hosted a conference call for analysts and investors at **5:00 pm ET on Wednesday, March 13, 2024**[7](index=7&type=chunk) - Registration for the conference call was available online, and a live webcast or replay could be accessed via the Company's investor relations website, with a phone replay available through **March 20, 2024**[8](index=8&type=chunk)[9](index=9&type=chunk) [Forward-Looking Statements & Risks](index=3&type=section&id=Forward-Looking%20Statements) The press release contains forward-looking statements regarding future results, business strategies, spectrum capacity, and PNT services, which are subject to known and unknown risks. Key risks include regulatory approval for license transfers, disruption to operations, ability to realize anticipated benefits, costs, and broader economic factors. NextNav cautions against undue reliance and undertakes no commitment to update these statements - This press release contains 'forward-looking statements' relating to analyses and other information based on forecasts of future results and estimates, including NextNav's future prospects, developments, business strategies, and the advancement of its PNT services[12](index=12&type=chunk) - Such statements are subject to known and unknown risks, uncertainties, assumptions, and other important factors, including the risk that requisite regulatory approvals are not obtained, disruption of current plans and operations, the ability to recognize anticipated benefits of transactions, costs related to transactions, and adverse effects from economic, business, and/or competitive factors[13](index=13&type=chunk) - NextNav cautions not to place undue reliance upon any forward-looking statements and undertakes no commitment to update or revise them[13](index=13&type=chunk)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _____ to _____ Commission File Number: 001-40985 NextNav Inc. (Exact name of registrant as specified in its charter) | Delaware | 87-0854654 | | --- | --- | | (State ...

Part I. FINANCIAL INFORMATION [Financial Statements](index=4&type=section&id=Item%201.%20Financial%20Statements) H1 2023 unaudited financials report a **$32.1 million net loss**, with **assets at $161.5 million** and **liabilities at $66.4 million** from new debt [Condensed Consolidated Balance Sheets](index=4&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) | Balance Sheet Item | June 30, 2023 ($ thousands) | December 31, 2022 ($ thousands) | Change (%) | | :--- | :--- | :--- | :--- | | Cash and cash equivalents | 52,784 | 47,230 | +11.8% | | Total current assets | 89,775 | 61,190 | +46.7% | | Total assets | 161,468 | 123,788 | +30.4% | | Total current liabilities | 9,676 | 8,887 | +8.9% | | Long term debt, net | 34,042 | — | N/A | | Total liabilities | 66,390 | 19,924 | +233.2% | | Total stockholders' equity | 91,231 | 100,017 | -8.8% | [Condensed Consolidated Statements of Comprehensive Loss](index=5&type=section&id=Condensed%20Consolidated%20Statements%20of%20Comprehensive%20Loss) Metric ($ thousands) - Q2 Comparison | Metric ($ thousands) | Q2 2023 | Q2 2022 | YoY Change | | :--- | :--- | :--- | :--- | | Revenue | 800 | 1,421 | -43.7% | | Operating loss | (15,030) | (17,016) | +11.7% | | Net income (loss) | (15,770) | 827 | N/A | Metric ($ thousands) - H1 Comparison | Metric ($ thousands) | H1 2023 | H1 2022 | YoY Change | | :--- | :--- | :--- | :--- | | Revenue | 1,630 | 2,620 | -37.8% | | Operating loss | (28,980) | (33,064) | +12.3% | | Net loss | (32,119) | (8,884) | -261.5% | - The significant difference in net income/loss between the periods is largely driven by the change in fair value of warrants, which was a **$3.1 million expense in H1 2023** versus a **$24.2 million gain in H1 2022**[15](index=15&type=chunk)[21](index=21&type=chunk) [Condensed Consolidated Statements of Cash Flows](index=8&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) Cash Flow Activity ($ thousands) | Cash Flow Activity ($ thousands) | Six Months Ended June 30, 2023 | Six Months Ended June 30, 2022 | | :--- | :--- | :--- | | Net cash used in operating activities | (15,919) | (16,774) | | Net cash used in investing activities | (26,659) | (785) | | Net cash provided by financing activities | 48,146 | 47 | | **Net change in cash** | **5,554** | **(17,554)** | - The primary driver of financing cash flow in H1 2023 was the **$50 million proceeds from senior secured notes**, while investing activities increased due to the purchase of marketable securities[21](index=21&type=chunk) [Notes to Condensed Consolidated Financial Statements](index=9&type=section&id=Notes%20to%20Condensed%20Consolidated%20Financial%20Statements) - The company's Pinnacle system provides "floor-level" altitude service, while its TerraPoiNT system is a terrestrial-based, encrypted network designed to overcome GPS limitations[23](index=23&type=chunk) - Management believes that cash, cash equivalents, and marketable securities of **$85.0 million as of June 30, 2023**, will be sufficient to meet working capital and capital expenditure needs for the next 12 months[24](index=24&type=chunk)[25](index=25&type=chunk) - On May 9, 2023, the Company issued **$50.0 million in senior secured notes** with a 10% fixed interest rate, maturing in December 2026, and in conjunction, **18,518,520 warrants** were issued to the lenders[80](index=80&type=chunk)[83](index=83&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=22&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Q2 2023 revenue fell 44% due to lower integration services, operating expenses decreased, and new debt bolstered liquidity [Overview](index=22&type=section&id=Overview) - NextNav is a leader in next-generation PNT solutions, leveraging its 8MHz of 900MHz spectrum, with its Pinnacle network providing "floor-level" altitude data and the TerraPoiNT system offering a terrestrial-based alternative to GPS[104](index=104&type=chunk) - Key customers and partners for the Pinnacle service include FirstNet®, Verizon for E911, and various public safety and commercial app development platforms like Unity Engine and Qualcomm[105](index=105&type=chunk) - The October 2022 acquisition of Nestwave is expected to reduce capital and operating expenditures for the national deployment of the TerraPoiNT network and improve spectral efficiency[108](index=108&type=chunk) [Results of Operations](index=24&type=section&id=Results%20of%20Operations) Q2 2023 revenue fell 44% to **$0.8 million**, and H1 2023 revenue decreased 38% to **$1.6 million**, primarily from lower integration services Comparison of Three Months Ended June 30, 2023 and 2022 | Metric ($ thousands) | Q2 2023 | Q2 2022 | $ Change | % Change | | :--- | :--- | :--- | :--- | :--- | | Revenue | 800 | 1,421 | (621) | (43.7)% | | Cost of Goods Sold | 3,142 | 3,001 | 141 | 4.7% | | Research and Development | 4,994 | 4,170 | 824 | 19.8% | | Selling, General & Admin | 6,516 | 10,382 | (3,866) | (37.2)% | Comparison of Six Months Ended June 30, 2023 and 2022 | Metric ($ thousands) | H1 2023 | H1 2022 | $ Change | % Change | | :--- | :--- | :--- | :--- | :--- | | Revenue | 1,630 | 2,620 | (990) | (37.8)% | | Cost of Goods Sold | 6,165 | 6,038 | 127 | 2.1% | | Research and Development | 9,572 | 8,158 | 1,414 | 17.3% | | Selling, General & Admin | 12,570 | 19,722 | (7,152) | (36.3)% | - The decrease in SG&A for both the three and six-month periods was primarily driven by a significant reduction in **stock-based compensation expense ($2.7 million for Q2 and $5.7 million for H1)**[124](index=124&type=chunk)[133](index=133&type=chunk) [Liquidity and Capital Resources](index=29&type=section&id=Liquidity%20and%20Capital%20Resources) The company holds **$85.0 million in cash, cash equivalents, and marketable securities** and issued **$50.0 million in senior secured notes** in May 2023 - As of June 30, 2023, the company had **$85.0 million in cash, cash equivalents, and marketable securities**[138](index=138&type=chunk) - In May 2023, the company issued **$50.0 million in senior secured notes** with a 10% fixed interest rate, maturing in December 2026, and lenders exercised an option to purchase an additional **$20.0 million in notes**, which were issued on July 6, 2023[140](index=140&type=chunk) - Management believes its current cash and marketable securities are sufficient to meet working capital and capital expenditure needs for the next 12 months[139](index=139&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=31&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) No material changes in market risks were reported compared to the 2022 Annual Report on Form 10-K - There have been no material changes in market risks from those disclosed in the 2022 Form 10-K[151](index=151&type=chunk) [Controls and Procedures](index=31&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded disclosure controls were effective as of June 30, 2023, with no material changes to internal controls - The CEO and CFO concluded that the company's disclosure controls and procedures were effective as of June 30, 2023[153](index=153&type=chunk) - There were no changes in internal control over financial reporting during the quarter that have materially affected, or are reasonably likely to materially affect, internal controls[155](index=155&type=chunk) Part II. OTHER INFORMATION [Legal Proceedings](index=32&type=section&id=Item%201.%20Legal%20Proceedings) The company is not involved in any legal matters expected to materially adversely affect its business or financials - The company is not involved in any legal proceedings expected to have a material adverse effect on its business[158](index=158&type=chunk) [Risk Factors](index=32&type=section&id=Item%201A.%20Risk%20Factors) Investors are directed to review risk factors in the 2022 Form 10-K and Q1 2023 10-Q, as no new material risks are disclosed - Investors are directed to review the risk factors detailed in the Annual Report on Form 10-K for the year ended December 31, 2022, and the Q1 2023 10-Q[159](index=159&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=33&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) No unregistered sales of equity securities or issuer purchases of equity securities occurred during the period - There were no unregistered sales of equity securities or issuer purchases of equity securities in the quarter[161](index=161&type=chunk) [Defaults Upon Senior Securities](index=33&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) The company reported no defaults upon senior securities - None[162](index=162&type=chunk) [Other Information](index=33&type=section&id=Item%205.%20Other%20Information) No other information required to be disclosed under this item was reported - None[164](index=164&type=chunk) [Exhibits](index=34&type=section&id=Item%206.%20Exhibits) This section lists exhibits including governance documents and agreements related to the May 2023 debt financing - Exhibits filed with the report include the Note Purchase Agreement, Indenture, and Warrant Agreement related to the May 2023 senior secured notes offering[167](index=167&type=chunk)