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NextNav(NN) - 2025 Q1 - Quarterly Report

Part I. FINANCIAL INFORMATION Financial Statements 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 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 services124125 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 extinguishment93149157 - 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 months147148 Quantitative and Qualitative Disclosures About Market Risk 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-K161 Controls and Procedures 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, 2025163 - No changes in internal control over financial reporting occurred during the quarter that have materially affected, or are reasonably likely to materially affect, internal controls164 Part II. OTHER INFORMATION Legal Proceedings 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 condition167 Risk Factors 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 strategy170 - 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 position171172 - 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 warrants176177178 Unregistered Sales of Equity Securities and Use of Proceeds 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-K181 - The company did not purchase any of its own equity securities during the quarter182 Defaults Upon Senior Securities The company reported no defaults upon senior securities during the period - None183 Mine Safety Disclosures This item is not applicable to the company - Not applicable184 Other Information 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 2024185 - 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, 2025186 Exhibits This section lists the exhibits filed as part of the Quarterly Report, including governance documents, debt agreements, and officer certifications