Cover
Cover | 6 Months Ended |
Jun. 30, 2024 | |
Cover [Abstract] | |
Document Type | 6-K |
Entity File Number | 001-41247 |
Entity Registrant Name | Satellogic Inc. |
Entity Address, Address Line One | Ruta 8 Km 17,500 |
Entity Address, Address Line Two | Edificio 300 |
Entity Address, Address Line Three | Oficina 324 Zonamérica |
Entity Address, City or Town | Montevideo |
Entity Address, Postal Zip Code | 91600 |
Entity Address, Country | UY |
Document Fiscal Period Focus | Q2 |
Amendment Flag | false |
Document Fiscal Year Focus | 2024 |
Entity Central Index Key | 0001874315 |
Document Period End Date | Jun. 30, 2024 |
Current Fiscal Year End Date | --12-31 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
Income Statement [Abstract] | ||
Revenue | $ 6,829 | $ 3,184 |
Costs and expenses | ||
Cost of sales, exclusive of depreciation expense shown separately below | 2,554 | 2,113 |
General and administrative expenses | 14,284 | 9,867 |
Research and development expense | 4,525 | 5,827 |
Depreciation expense | 5,946 | 8,610 |
Other operating expenses | 8,795 | 13,078 |
Total costs and expenses | 36,104 | 39,495 |
Operating loss | (29,275) | (36,311) |
Other income (expense), net | ||
Finance income (expense), net | 511 | 1,082 |
Change in fair value of financial instruments | (5,024) | 5,580 |
Other income, net | 2,297 | 1,922 |
Total other income (expense), net | (2,216) | 8,584 |
Loss before income tax | (31,491) | (27,727) |
Income tax expense | (1,788) | (2,124) |
Net loss available to stockholders | (33,279) | (29,851) |
Other comprehensive loss | ||
Foreign currency translation (loss) gain, net of tax | (348) | 76 |
Comprehensive loss | $ (33,627) | $ (29,775) |
Basic and diluted earnings per share | ||
Basic net loss per share for the period attributable to holders of ordinary shares (in usd per share) | $ (0.37) | $ (0.33) |
Basic weighted-average ordinary shares outstanding (in shares) | 90,504,845 | 89,326,172 |
Diluted net loss per share for the period attributable to holders of ordinary shares (in usd per share) | $ (0.37) | $ (0.33) |
Diluted weighted-average ordinary shares outstanding (in shares) | 90,504,845 | 89,326,172 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Current assets | ||
Cash and cash equivalents | $ 25,605 | $ 23,476 |
Accounts receivable, net of allowance of $114 and $126, respectively | 1,680 | 901 |
Prepaid expenses and other current assets | 4,344 | 2,173 |
Total current assets | 31,629 | 26,550 |
Property and equipment, net | 37,123 | 41,130 |
Operating lease right-of-use assets | 2,215 | 3,195 |
Other non-current assets | 5,631 | 5,507 |
Total assets | 76,598 | 76,382 |
Current liabilities | ||
Accounts payable | 9,475 | 7,935 |
Warrant liabilities | 1,595 | 2,795 |
Earnout liabilities | 213 | 419 |
Operating lease liabilities | 1,536 | 2,143 |
Contract liabilities | 2,829 | 3,728 |
Accrued expenses and other liabilities | 2,730 | 4,372 |
Total current liabilities | 18,378 | 21,392 |
Secured Convertible Notes at fair value | 36,430 | 0 |
Operating lease liabilities | 1,225 | 1,789 |
Contract liabilities | 1,000 | 1,000 |
Other non-current liabilities | 501 | 526 |
Total liabilities | 57,534 | 24,707 |
Commitments and contingencies (Note 15) | ||
Stockholders' equity | ||
Ordinary Shares, $0.0001 par value, unlimited shares authorized; 78,089,268 Class A shares issued and 77,521,445 outstanding; and 13,582,642 Class B shares issued and outstanding as of June 30, 2024 and 77,289,166 Class A shares issued and 76,721,343 outstanding and 13,582,642 Class B shares issued and outstanding as of December 31, 2023 | 0 | 0 |
Treasury stock, at cost: 567,823 shares at June 30, 2024, and December 31, 2023 | (8,603) | (8,603) |
Additional paid-in capital | 345,160 | 344,144 |
Accumulated other comprehensive loss | (381) | (33) |
Accumulated deficit | (317,112) | (283,833) |
Total stockholders’ equity | 19,064 | 51,675 |
Total liabilities, and stockholders’ equity | $ 76,598 | $ 76,382 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Accounts receivable, allowance | $ 114 | $ 126 |
Common stock, par value (in usd per share) | $ 0.0001 | $ 0.0001 |
Treasury stock (in shares) | 567,823 | 567,823 |
Common Class A | ||
Common stock, shares issued (in shares) | 78,089,268 | 77,289,166 |
Common stock, shares outstanding (in shares) | 77,521,445 | 76,721,343 |
Common Class B | ||
Common stock, shares issued (in shares) | 13,582,642 | 13,582,642 |
Common stock, shares outstanding (in shares) | 13,582,642 | 13,582,642 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF REDEEMABLE PREFERRED STOCK AND STOCKHOLDERS’ EQUITY - USD ($) $ in Thousands | Total | Ordinary Shares | Additional paid-in capital | Treasury stock | Accumulated other comprehensive loss | Accumulated deficit |
Beginning balance (in shares) at Dec. 31, 2022 | 89,195,437 | |||||
Beginning balance at Dec. 31, 2022 | $ 106,198 | $ 337,928 | $ (8,603) | $ (312) | $ (222,815) | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net loss | (29,851) | (29,851) | ||||
Other comprehensive loss | 76 | 76 | ||||
Exercise of stock options and RSUs vested (in shares) | 466,093 | |||||
Exercise of stock options and RSUs vested | 200 | 200 | ||||
Withholding tax on stock-based compensation | (219) | (219) | ||||
Stock-based compensation | 2,841 | 2,841 | ||||
Ending balance (in shares) at Jun. 30, 2023 | 89,661,530 | |||||
Ending balance at Jun. 30, 2023 | 79,245 | 340,750 | (8,603) | (236) | (252,666) | |
Beginning balance (in shares) at Dec. 31, 2023 | 90,303,985 | |||||
Beginning balance at Dec. 31, 2023 | 51,675 | 344,144 | (8,603) | (33) | (283,833) | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net loss | (33,279) | (33,279) | ||||
Other comprehensive loss | $ (348) | (348) | ||||
Exercise of stock options and RSUs vested (in shares) | 80,357 | 800,102 | ||||
Exercise of stock options and RSUs vested | $ 53 | 53 | ||||
Withholding tax on stock-based compensation | (295) | (295) | ||||
Stock-based compensation (in shares) | 0 | |||||
Stock-based compensation | 1,258 | 1,258 | ||||
Ending balance (in shares) at Jun. 30, 2024 | 91,104,087 | |||||
Ending balance at Jun. 30, 2024 | $ 19,064 | $ 345,160 | $ (8,603) | $ (381) | $ (317,112) |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
Cash flows from operating activities: | ||
Net loss | $ (33,279) | $ (29,851) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation expense | 5,946 | 8,610 |
Debt issuance costs | 2,397 | 0 |
Operating lease expense | 1,075 | 1,405 |
Stock-based compensation | 1,258 | 2,841 |
Change in fair value of financial instruments | 5,024 | (5,580) |
Foreign exchange differences | (2,208) | (2,909) |
Loss on disposal of property and equipment | 136 | 376 |
Expense for estimated credit losses on accounts receivable | 47 | 63 |
Equity in net (income) loss of affiliate | (11) | 43 |
Non-cash change in contract liabilities | (951) | 0 |
Other, net | 100 | 0 |
Changes in operating assets and liabilities: | ||
Accounts receivable | (992) | (303) |
Prepaid expenses and other current assets | (2,362) | 168 |
Accounts payable | 2,683 | (2,221) |
Contract liabilities | 52 | 359 |
Accrued expenses and other liabilities | (1,652) | 1,691 |
Operating lease liabilities | (1,154) | (1,005) |
Net cash used in operating activities | (23,891) | (26,313) |
Cash flows from investing activities: | ||
Purchases of property and equipment | (3,334) | (9,928) |
Other | 14 | 0 |
Net cash used in investing activities | (3,320) | (9,928) |
Cash flows from financing activities: | ||
Proceeds from Secured Convertible Notes | 30,000 | 0 |
Tax withholding payments for vested equity-based compensation awards | (295) | (219) |
Proceeds from exercise of stock options | 53 | 200 |
Net cash provided by (used in) financing activities | 27,361 | (19) |
Net increase (decrease) in cash, cash equivalents and restricted cash | 150 | (36,260) |
Effect of foreign exchange rate changes | 2,026 | 1,594 |
Cash, cash equivalents and restricted cash - beginning of period | 24,603 | 77,792 |
Cash, cash equivalents and restricted cash - end of period | 26,779 | 43,126 |
Payments of Debt Issuance Costs | $ (2,397) | $ 0 |
Nature of the Business and Basi
Nature of the Business and Basis of Presentation | 6 Months Ended |
Jun. 30, 2024 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Nature of the Business and Basis of Presentation | Nature of the Business and Basis of Presentation Nature of the Business On January 25, 2022 (the “Closing Date”), Satellogic Inc. (“Satellogic” or the “Company”), a British Virgin Islands (“BVI”) company incorporated in the BVI, as a company limited by shares, consummated the transactions contemplated by the Agreement and Plan of Merger dated as of July 5, 2021 (the “Merger Agreement”), by and among the Company, CF Acquisition Corp. V, a Delaware corporation (“CF V” and now known as “Satellogic V Inc.”), Ganymede Merger Sub 1 Inc., a BVI business company incorporated in the BVI as a company limited by shares and a direct wholly owned subsidiary of the Company, Ganymede Merger Sub 2 Inc., a Delaware corporation and a direct wholly owned subsidiary of the Company, and Nettar Group Inc. (d/b/a Satellogic), a limited liability company incorporated under the laws of the BVI (“Nettar”). On January 26, 2022, Satellogic’s Class A ordinary shares, par value $0.0001 per share (the “Class A Ordinary Shares” and, together with the Class B ordinary shares, the “Ordinary Shares”), began trading on Nasdaq under the ticker symbol “SATL” and our warrants began trading on Nasdaq under the ticker symbol “SATLW”. Nettar was, prior to the transaction, the holding company of the Satellogic group and was incorporated on October 7, 2014 under the laws of the BVI as a company limited by shares. The registered office of Satellogic is located at Kingston Chambers Box 173 C/O Maples Corporate Services BVI LTD Road Town, Tortola D8 VG1110. References to “Nettar” contained herein refer to Nettar Group Inc. prior to the mergers, and references to “the Company,” “we,” “our,” “us” or “Satellogic” refer to Satellogic Inc. prior to the mergers and to the combined company following the mergers. Through our subsidiaries, we invest in the software, hardware, and optics of the aerospace industry focusing on satellite and image analytics technologies. Our strategy is to build a planetary scale analytics platform based on a proprietary satellite constellation with the capability to generate insights from images and information, with focus on multi-temporal analysis and high frequency of revisits. We also intend to leverage our ability to quickly build and launch high quality, sub-meter satellites at a low cost by selling satellites to certain key customers. Basis of Presentation The accompanying unaudited interim condensed consolidated financial statements as of June 30, 2024 and December 31, 2023 and for the six months ended June 30, 2024 and June 30, 2023 (the “Condensed Consolidated Financial Statements”) have been prepared in accordance with generally accepted accounting principles in the United States (“U.S. GAAP”) and the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”). The Company conducts business through one operating segment. The accompanying Condensed Consolidated Financial Statements include our accounts and those of our wholly owned subsidiaries. All intercompany accounts and transactions, including the intercompany portion of transactions with equity method investees, have been eliminated in consolidation. The Condensed Consolidated Financial Statements are presented in United States dollars (hereinafter “U.S. dollars” or “$”). The accompanying Condensed Consolidated Financial Statements are unaudited and reflect all adjustments of a normal, recurring nature that are, in the opinion of management, necessary for a fair presentation of the interim period financial statements. The results of operations for these interim periods are not necessarily indicative of the results of operations to be expected for any future period or the full fiscal year. Certain prior year amounts have been reclassified to conform to the current year presentation. Emerging Growth Company We are an “emerging growth company,” as defined in Section 2(a) of the Securities Act of 1933, as amended (the “Securities Act”), as modified by the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”). The JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Securities Exchange Act of 1934, as amended) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that an emerging growth company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging growth companies but any such election to opt out is irrevocable. We have elected not to opt out of such extended transition period, which means that when a standard is issued or revised that has different application dates for public or private companies, we can adopt the new or revised standard at the time required for private companies to adopt such standard. The foregoing may make comparison of our financial statements with those of another public company difficult or impossible if such other public company is (i) not an emerging growth company or (ii) is an emerging growth company that has opted out of using the extended transition period, due to the potential differences in accounting standards used. Going Concern and Liquidity We have evaluated whether there are any conditions and events, considered in the aggregate, that raise substantial doubt about our ability to continue as a going concern over the next twelve months through August 2025. Since inception, we have incurred significant operating losses and have an accumulated deficit of $317.1 million as of June 30, 2024 , with net cash used in operating activities of $23.9 million for the six months ended June 30, 2024 . As of June 30, 2024 , our existing sources of liquidity included cash and cash equivalents of $25.6 million. We believe that this current level of cash and cash equivalents are not sufficient to fund operations and capital expenditures to reach larger scale revenue generation from our product offerings. In order for us to proceed and reach larger scale revenue generation, we will need to raise additional funds through the issuance of additional equity, debt or both. Until such time that we can generate revenue sufficient to achieve profitability, we expect to finance our operations through equity or debt financings, which may not be available to us on the timing needed or on terms that we deem to be favorable. To the extent that we raise additional capital through the sale of equity or convertible debt securities, the ownership interest of our stockholders may be diluted, and the terms of these securities may include liquidation or other preferences that adversely affect the rights of holders of Ordinary Shares. Debt financing and equity financing, if available, may involve agreements that include covenants limiting or restricting our ability to take specific actions, such as incurring additional debt, making acquisitions or capital expenditures or declaring dividends. If we are unable to obtain sufficient financial resources, our business, financial condition and results of operations will be materially and adversely affected. There can be no assurance that we will be able to obtain the needed financing on acceptable terms or at all. In an effort to alleviate these conditions, we continue to seek and evaluate opportunities to raise additional capital through the issuance of equity or debt securities. On April 12, 2024, the Company, Nettar and Acquiom Agency Services LLC, as the Holder Representative (the “Holder Representative”), entered into the Note Purchase Agreement (the “Note Purchase Agreement”) with the Purchaser (as defined in the Note Purchase Agreement), pursuant to which Nettar agreed to issue the floating rate secured convertible promissory notes (“Secured Convertible Notes”) in the aggregate principal amount of $30.0 million to the Purchaser. The net proceeds from the issuance of the Secured Convertible Notes, after deducting transaction fees and other debt issuance costs, was approximately $27.6 million. The Secured Convertible Notes initially bear interest at a rate of SOFR plus 6.50% per annum, subject to an additional 4.0% per annum if certain events of default occur and are continuing. The Secured Convertible Notes are guaranteed by the Company and each of the Company’s material subsidiaries (other than Nettar), and are secured by substantially all of the Company’s and its subsidiaries’ assets (including all of its intellectual property). Nettar may issue additional Secured Convertible Notes under the terms thereof, provided the aggregate principal outstanding amount does not exceed $50.0 million. The Secured Convertible Notes mature on April 12, 2028. See Note 14 (Secured Convertible Notes) for additional details on the Secured Convertible Notes. Although we were able to secure debt financing of approximately $27.6 million during the second quarter of 2024, we do not believe this incremental funding will be sufficient to fund our operations for the next twelve months through August 2025. As a result of these uncertainties, and notwithstanding our plans and efforts to date, there is substantial doubt about our ability to continue as a going concern for one year from the date of when these Condensed Consolidated Financial Statements are issued. If we are unable to raise additional capital as and when needed, or upon acceptable terms, such failure would have a significant negative impact on our financial condition. As such, these conditions raise substantial doubt about the Company’s ability to continue as a going concern. The accompanying Condensed Consolidated Financial Statements have been prepared assuming we will continue as a going concern. The going concern basis of presentation assumes that we will continue in operation one year after the date these Condensed Consolidated Financial Statements are issued, and we will be able to realize its assets and discharge its liabilities and commitments in the normal course of business. If we cannot continue as a going concern, adjustments to the carrying values and classification of our assets and liabilities and the reported amounts of income and expenses could be required and could be material. We are continuing to take actions to secure sufficient financing (as described above) and thus believe that the application of the going concern assumption for the preparation of the Condensed Consolidated Financial Statements is appropriate. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2024 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Use of Estimates The preparation of the Condensed Consolidated Financial Statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent liabilities at the date of the financial statements, and the reported amounts of revenue and expenses during the reporting period. Significant estimates and assumptions reflected in these Condensed Consolidated Financial Statements include, but are not limited to, revenue recognition; determination of useful lives of property and equipment; valuation of warrant liabilities, earnout liabilities, stock options; and determination of income tax. We evaluate our estimates and assumptions on an ongoing basis. Actual results could differ from those estimates and such differences may be material to the Condensed Consolidated Financial Statements. Revenue Recognition We recognize revenue in accordance with Topic 606, Revenue from contracts with customers. Revenue is recognized when a customer obtains control of promised goods or services. In addition, the standard requires disclosure of the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. The amount of revenue that is recorded reflects the consideration that we expect to receive in exchange for goods or services provided under such contracts. We apply the following five-step model in order to determine this amount: (i) identification of the promised goods in the contract; (ii) determination of whether the promised goods are performance obligations, including whether they are distinct in the context of the contract; (iii) measurement of the transaction price, including the constraint on variable consideration; (iv) allocation of the transaction price to the performance obligations; and (v) recognition of revenue when (or as) we satisfy each performance obligation. Our main revenue stream is from services. We recognize as revenues, the amount of the transaction price that is allocated to the respective performance obligation when or as the performance obligation is satisfied , either over time or a point in time. Revenue is recognized upon delivery for asset monitoring contracts in which performance obligations are satisfied at a point in time upon image delivery. The Company has determined that it provides a series of distinct services in which the customer simultaneously receives and consumes data, so therefore the Company recognizes revenue ratably over the subscription period. For Space Systems contracts, revenue is typically recognized at a point in time, upon delivery of equipment. The nature of our contracts does not currently give rise to variable consideration related to returns or refunds as those are not offered. We evaluate contracts with a minimum purchase commitment to determine whether we expect to be entitled to a breakage amount. We consider the requirements on constraining estimates variable consideration. The following factors are evaluated when assessing the increased likelihood of a significant revenue reversal: (i) the amount of consideration is highly susceptible to factors outside our influence or control (e.g., volatility in a market, judgment of action of third parties, weather conditions), (ii) uncertainty about the amount of consideration is not expected to be resolved for a long period of time, (iii) our experience with similar types of contracts is limited, or that experience has limited predictive value, (iv) we have a practice of either offering a broad range of price concessions or changing the payment terms and conditions of similar contracts in similar circumstances, and (v) the contract has a large number and broad range of possible consideration amounts. We exclude amounts collected on behalf of third parties, such as sales taxes, when determining transaction price. Contract liabilities consist of payments received from customers, or such consideration that is contractually due, in advance of providing the product or performing services. We generally do not enter into long-term financing arrangements or payment plans with customers. Although our business practice is not to enter into contracts with non-cash consideration, at times this may occur. In these instances, we determine the fair value of the non-cash consideration at contract inception and includes this value as part of the total arrangement consideration. In instances where we cannot reasonably estimate the fair value of the non-cash consideration, we will measure the consideration indirectly by reference to its stand-alone selling price of the goods promised to the customer in exchange for consideration. Fair Value Measurement Certain assets and liabilities are carried at fair value in accordance with U.S. GAAP. Valuation techniques used to measure fair value requires us to utilize observable and unobservable inputs. The hierarchy gives the highest priority to quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). Financial instruments carried at fair value are to be classified and disclosed in one of the following three levels of the fair value hierarchy, of which the first two are considered observable and the last is considered unobservable: • Level 1: Quoted prices in active markets for identical assets or liabilities. • Level 2: Valuation techniques for which the lowest level input that is significant to the fair value measurement is directly or indirectly observable. • Level 3: Valuation techniques for which the lowest level input that is significant to the fair value measurement is unobservable. Assets and liabilities recognized at fair value on a recurring basis in the Condensed Consolidated Financial Statements are re-assessed at the end of each reporting period to determine whether any transfers have occurred between levels in the hierarchy. For fair value disclosures, classes of assets and liabilities are based on the nature, characteristics and risks of the asset or liability and the level of the fair value hierarchy. Credit risk management Credit risk is the risk that a counterparty fails to discharge an obligation to us. We are exposed to credit risk from financial assets including cash, cash equivalents and restricted cash held at banks, trade and other receivables. The credit risk is managed based on our credit risk management policies and procedures. Credit risk of any entity doing business with us is systematically analyzed, including aspects of a qualitative nature. The measurement and assessment of our total exposure to credit risk covers all financial instruments involving any counterparty risk. The credit risk in respect of cash balances held with banks and deposits with banks are managed via diversification of bank deposits and are only with major reputable financial institutions. As our risk exposure is mainly influenced by the individual characteristics of each customer, we continuously analyze the creditworthiness of significant debtors. Accounts receivable are non-interest bearing and generally on terms of 30 to 90 days. As of June 30, 2024 three customers accounted for 65% of our accounts receivable, net of allowance. As of December 31, 2023, two customers accounted for 78% of our accounts receivable net of allowance. We had three customers that accounted for more than 10% of our revenue totaling $4.6 million for the six months ended June 30, 2024 and two customers that accounted for more than 10% of our revenue totaling $2.6 million for the six months ended June 30, 2023. Impairment of Assets We assess potential impairments to long-lived assets whenever events or changes in circumstances indicate that the carrying amount may not be fully recoverable. An impairment is considered to exist if the total estimated future cash flows on an undiscounted basis are less than the carrying amount of the assets or asset group. We performed an impairment test as of June 30, 2024, due to our net loss for the period and concluded that the asset group is not impaired. Estimates of future cash flows are highly subjective judgments based on management’s experience and knowledge of the Company’s operations. These estimates can be significantly impacted by many factors, including changes in global economic conditions, operating costs, obsolescence of technology and competition. If estimates or underlying assumptions change in the future, we may be required to record impairment charges. If the fair value of an asset group is less than its carrying amount, then the carrying amount of the asset group would be reduced to its fair value. That reduction is an impairment loss that would be recognized in the Condensed Consolidated Statements of Operations and Comprehensive Loss. Equity Method Investments We account for equity investments in which we have significant influence, but not a controlling financial interest, using the equity method of accounting. Under the equity method of accounting, investments are initially recorded at cost, less impairment, and subsequently adjusted to recognize our share of earnings or losses as a component of Other income (expense), net in the Condensed Consolidated Statements of Operations and Comprehensive Loss. Our equity method investments are required to be reviewed for impairment when it is determined there may be an other-than-temporary loss in value. We have not recorded any impairment losses related to our equity method investments during the period ended June 30, 2024. Stock-Based Compensation We measure and recognize all stock-based compensation expense based on estimated fair values for all stock-based awards made to employees and non-employees. Compensation cost is recognized over the requisite service period for each separate tranche, as though each tranche of the award is, in substance, a separate award. The expense calculation includes estimated forfeiture rates, which have been developed based upon historical experience. The fair values for stock options are calculated using the Black-Scholes option pricing model using the following inputs: Expected term - The simplified method is used to calculate the expected term. Expected volatility - We determine the expected stock price volatility based on the historical volatilities of guideline companies from comparable industries. Expected dividend yield - We do not use a dividend rate due to the fact that we have never declared or paid cash dividends on the Company’s Ordinary Shares and we do not anticipate doing so in the foreseeable future. Risk-free interest rate - We base our interest rate on a treasury instrument for which the term is commensurate with the maximum expected life of the stock options. The fair values for restricted stock units (“RSUs”) with service-based vesting conditions are calculated based upon our closing stock price on the date of the grant. Foreign Currencies The financial position and results of operations of certain of our foreign subsidiaries are measured using the local currency as the functional currency. Revenues and expenses of these subsidiaries have been translated into U.S. dollars at average exchange rates prevailing during the period. Assets and liabilities of these subsidiaries have been translated at the exchange rates as of the balance sheet date. Translation gains and losses are recorded in accumulated other comprehensive loss. Aggregate foreign currency gains and losses, such as those resulting from the settlement of receivables or payables, foreign currency contracts and short-term intercompany advances in a currency other than the relevant subsidiary’s functional currency, are recorded currently in the Condensed Consolidated Statements of Operations and Comprehensive Loss (included in other income, net) and resulted in gains of $2.2 million and $2.0 million during the six-month periods ended June 30, 2024 and 2023, respectively. Leases We determine if a contract is a lease or contains a lease at inception. On the lease commencement date, we recognize a right-of-use (“ROU”) asset and lease liability related to operating type leases. The cost of ROU assets includes the amount of lease liabilities recognized, initial direct costs incurred, and lease payments made at or before the commencement date less any lease incentives received. Operating lease liabilities are recorded based on the present value of the future lease fixed payments. In determining the present value of future lease payments, we use our incremental borrowing rate applicable to the economic environment and the duration of the lease based on the information available at the commencement date as the majority of leases do not provide an implicit rate. For real estate and equipment contracts, we generally account for the lease and non-lease components as a single lease component. In assessing the lease term, we include options to renew only when we are reasonably certain that such option(s) will be exercised; a determination which is at our sole discretion. Variable lease payments are recognized as expenses in the period incurred. For leases with an initial term of 12 months or less, we have elected to not record an ROU asset and lease liability. We record lease expense on a straight-line basis over the shorter of the lease term and estimated useful lives of the assets, beginning on the commencement date. We remeasure and reallocate the consideration in a lease when there is a modification of the lease that is not accounted for as a separate contract. The lease liability is remeasured when there is a change in the lease term or in the assessment of whether we will exercise a lease option. We assess ROU assets for impairment in accordance with our long-lived asset impairment policy. We account for lease agreements with contractually required lease and non-lease components on a combined basis. Lease payments made for cancellable leases, variable amounts that are not based on an observable index and lease agreements with an original duration of less than 12 months are recorded directly to lease expense. For the periods presented, we do not have any financing type leases. For the six months ended June 30, 2024 and 2023, lease expense was $1.1 million and $1.3 million, respectively. Lease obligations and right of use assets decreased as of June 30, 2024 compared to December 31, 2023 due primarily to the reduction in a facility lease term, which was accounted for as a lease modification in the six months ended June 30, 2024. Accounts Receivable and Allowance for Credit Losses Trade accounts receivable are stated at the amount owed by the customer, net of allowances for estimated credit losses, discounts, returns and rebates. We measure the allowance for credit losses based on the estimated loss. In calculating an allowance for credit losses, we use our historical experience, external indicators, forward-looking information and an aging method. Generally, we assess collectability of trade accounts receivable on a collective basis as they possess shared credit risk characteristics, which have been grouped based on the days past due. For certain customers that have a large percentage of our total accounts receivable, we analyze them on a specific basis to determine expected collectability. Accounts are written off against the allowance account when they are determined to be no longer collectible. The following table shows the activity in the allowance for credit losses for the six months ended June 30, 2024 and 2023 : Six Months Ended June 30, 2024 2023 Allowance for credit losses as of beginning of period $ 126 $ 3,237 Provision 47 63 Recoveries collected (59) — Allowance for credit losses as of end of period $ 114 $ 3,300 Cash, Cash Equivalents and Restricted Cash Cash and cash equivalents include deposits in banks and short-term (original maturities of three months or less at the time of purchase), highly liquid investments that are readily convertible to known amounts of cash with a maturity of three months or less at the time of purchase. Restricted cash, including amounts in Other non-current assets, represents amounts pledged as guarantees for sales and lease agreements as contractually required. June 30, December 31, Cash and cash equivalents $ 25,605 $ 23,476 Restricted cash included in Other non-current assets 1,174 1,127 Total cash, cash equivalents and restricted cash $ 26,779 $ 24,603 Cash Flow Information Six Months Ended June 30, 2024 2023 Cash paid during the period for: Income tax, net of refunds $ 1,974 $ 174 Interest $ 11 $ 3 |
Accounting Standards Updates (_
Accounting Standards Updates (“ASU”) | 6 Months Ended |
Jun. 30, 2024 | |
Accounting Standards Update and Change in Accounting Principle [Abstract] | |
Accounting Standards Updates (“ASU”) | Accounting Standards Updates (“ASU”) Recent Accounting Standards Not Yet Adopted In November 2023, the FASB issued ASU No. 2023-07, Segment Reporting (Topic 280)—Improvements to Reportable Segment Disclosures, which aims to improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses. In addition, the amendments in the ASU enhance interim disclosure requirements, clarify circumstances in which an entity can disclose multiple segment measures of profit or loss, provide new segment disclosure requirements for entities with a single reportable segment, and contain other disclosure requirements. The ASU applies to all public entities that are required to report segment information in accordance with ASC 280, and is effective for fiscal years beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. The Company is evaluating its impact and will implement this standard for year-ended reporting as of and for the year ended December 31, 2024 and interim reporting starting in 2025. In December 2023, the FASB issued ASU No. 2023-09, Income Taxes (Topic 740)—Improvements to Income Tax Disclosures, which include improvements to income tax disclosures by requiring (1) consistent categories and greater disaggregation of information in the rate reconciliation and (2) income taxes paid disaggregated by jurisdiction. This ASU also includes certain other amendments to better align disclosures with Regulation S-X and to remove disclosures no longer considered cost beneficial or relevant. This ASU is effective for public entities for annual periods beginning after December 15, 2024, with earlier or retrospective application permitted. The amendments in this ASU should be applied prospectively for annual financial statements not yet issued or made available for issuance. The Company is evaluating its impact and will implement this standard for year-ended reporting as of and for the year ended December 31, 2024. |
Revenue from Contracts with Cus
Revenue from Contracts with Customers | 6 Months Ended |
Jun. 30, 2024 | |
Revenue from Contract with Customer [Abstract] | |
Revenue from Contracts with Customers | Revenue from Contracts with Customers During the six months ended June 30, 2024 and 2023, the Company recognized revenue of $6.8 million and $3.2 million as described below: Disaggregation of Revenue Information about our revenue by business line is as follows: Six Months Ended June 30, 2024 2023 Revenue by business line Asset Monitoring $ 5,148 $ 2,360 Constellation as a Service (“CaaS”) 824 824 Space Systems 857 — Total Revenue $ 6,829 $ 3,184 Information about our revenue by timing is as follows: Six Months Ended June 30, 2024 2023 Revenue by timing Over time $ 1,680 $ 823 Point-in time 5,149 2,361 Total revenue $ 6,829 $ 3,184 Information about the Company’s revenue by geography is as follows: Six Months Ended June 30, 2024 2023 Revenue by geography (1) Asia Pacific $ 1,565 $ 269 Europe 1,081 993 North America 4,179 1,879 South America 4 43 Total revenue $ 6,829 $ 3,184 (1) Revenue by geography is based on the geographical location of the customer. Contract liabilities and Remaining Performance Obligations Our contract liabilities consist of payments received from customers, or such consideration contractually due, in advance of providing the relevant satellite imagery or related service. Amounts included in Contract liabilities are as follows: June 30, December 31, 2024 2023 Non-current $ 1,000 $ 1,000 Current 2,829 3,728 Total $ 3,829 $ 4,728 During the six months ended June 30, 2024, we recognized revenue of $3.3 million that was included as a Contract liability as of December 31, 2023. During the six months ended June 30, 2023, we recognized revenue of $0.1 million that was included as a Contract liability as of December 31, 2022. A contract’s transaction price is allocated to each distinct performance obligation and recognized as revenue when, or as, the performance obligation is satisfied. The following table represents the total transaction price for the remaining performance obligations as of June 30, 2024 related to non-cancellable contracts longer than 12 months in duration that is expected to be recognized over future periods. Within 1 Year Years 1-2 Years 2-3 Thereafter Remaining performance obligations $ 10,113 $ 6,087 $ 2,500 $ — |
Warrant Liabilities
Warrant Liabilities | 6 Months Ended |
Jun. 30, 2024 | |
Other Liabilities Disclosure [Abstract] | |
Warrant Liabilities | Warrant Liabilities Liberty Warrants and Liberty Advisory Fee Warrant PIPE Warrant $8.63 Warrants Total Warrants As of December 31, 2023 $ 2,017 $ 97 $ 681 $ 2,795 Change in fair value of financial instruments (933) (41) (226) (1,200) As of June 30, 2024 $ 1,084 $ 56 $ 455 $ 1,595 Liberty Warrants and Liberty Advisory Fee Warrant Related to a subscription agreement (the “Liberty Subscription Agreement”) among the Company, CF V and an investor, the Company agreed to issue and sell, among other securities, warrants (i) to purchase up to 5,000,000 of the Company’s Class A Ordinary Shares (the “Class A Ordinary Shares”) at an exercise price of $10.00 per share and (ii) to purchase up to 15,000,000 of Company’s Class A Ordinary Shares at an exercise price of $15.00 per share (collectively, the “Liberty Warrants”), in a private placement for an aggregate purchase price of $150.0 million. The transaction closed in February 2022. In connection with that transaction, an advisory fee, payable by the Company in exchange for advisory services to be provided to the Company from time to time until a Cessation Event (as defined in the Liberty Subscription Agreement) that includes a warrant to purchase 2,500,000 of the Company’s Class A Ordinary Shares at an exercise price of $10.00 per share (the “Liberty Advisory Fee Warrant”). The Liberty Warrants and the Liberty Advisory Fee Warrant were initially recognized as a liability with a fair value of $30.9 million. The Liberty Warrants and the Liberty Advisory Fee Warrant remain unexercised and were remeasured to fair value of $1.1 million as of June 30, 2024. PIPE Warrant The PIPE Warrant was initially recognized as a liability with a fair value of $1.3 million. The PIPE Warrant remains unexercised and was remeasured to fair value of $0.1 million as of June 30, 2024. $8.63 Warrants In connection with the Merger, we entered into an Assignment, Assumption and Amendment Agreement (the “Amended Warrant Agreement”), dated January 25, 2022 with the CFAC Holdings V, LLC, a Delaware limited liability company (the “Sponsor”), and CF V that amends the Warrant Agreement (the “Existing Warrant Agreement”), dated January 28, 2021. Pursuant to the Existing Warrant Agreement, we issued Public Warrants to purchase 8,333,333 Class A Ordinary Shares and 200,000 Private Placement Warrants. Additionally, we agreed to issue the Forward Purchase Warrant (together, with the Public Warrants and the Private Placement Warrants, the “$8.63 Warrants”) to purchase 333,333 Class A Ordinary Shares pursuant to the Amended and Restated Forward Purchase Agreement entered into by the Company, the Sponsor and CF V. All of the $8.63 Warrants are governed by the Existing Warrant Agreement. The $8.63 Warrants became exercisable 30 days after the Closing Date, or February 25, 2022, and will expire five years after the Closing Date (January 25, 2027), or earlier upon redemption or liquidation. The $8.63 Warrants were initially recognized as a liability with a fair value of $4.9 million. On April 1, 2022, we determined pursuant to a warrant agreement executed by CF V on January 28, 2021, as modified and assumed by an assignment and assumption agreement executed on January 25, 2022, that the warrant price with respect to the warrants issued and outstanding was adjusted from $11.50 to $8.63 and the redemption price was adjusted from $18.00 to $13.50. $8.63 Warrants were remeasured to fair value of $0.5 million as of June 30, 2024. |
Earnout Liability
Earnout Liability | 6 Months Ended |
Jun. 30, 2024 | |
Earnout Liability [Abstract] | |
Earnout Liability | Earnout Liability Sponsor Earnout As of December 31, 2023 $ 419 Change in fair value of financial instruments (206) As of June 30, 2024 $ 213 Sponsor Earnout Pursuant to that certain Sponsor Support Agreement, dated as of July 5, 2021, by and among us, the Sponsor and Nettar, the Sponsor has agreed that during the period between the Closing and the five-year anniversary of the Closing, the Sponsor shall not sell, transfer or otherwise dispose of Class A Ordinary Shares equal to 1,869,000 less 30% of Forfeiture Escrow Shares retired and canceled (“Sponsor Earnout”). The Sponsor Earnout is subject to potential forfeiture to us for no consideration until the occurrence of each tranche’s respective earnout triggering event. The earnout triggering events related to achieving a closing price at or above $12.50, $15.00 and $20.00 per share, respectively, for any 10 trading days over a 20-trading-day period were not satisfied during the six months ended June 30, 2024. As a result, the 1,775,962 Class A Ordinary Shares were not vested and are subject to transfer restrictions and contingent forfeiture provisions. The estimated fair value of the Sponsor Earnout liability is based on a Monte Carlo simulation valuation model using a distribution of potential outcomes on a semi-annual basis over the earnout period, using the most reliable information available. Assumptions used in the valuation are as follows: June 30, 2024 December 31, 2023 Expected term (in years) 2.57 3.07 Dividend yield (%) — % — % Expected volatility 80.5 % 64.0 % Risk-free interest rate 4.6 % 4.0 % Expected number of shares 1,775,962 1,775,962 |
Property and Equipment
Property and Equipment | 6 Months Ended |
Jun. 30, 2024 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | Property and Equipment Property and equipment, net consists of the following: Estimated Useful June 30, December 31, 2023 Satellites and other equipment 3-5 $ 70,815 $ 68,184 Satellites under construction Not applicable 16,653 17,506 Leasehold improvements 5-10 7,743 7,624 Other property and equipment 3-10 4,328 4,241 Total property and equipment 99,539 97,555 Less: Accumulated depreciation (62,416) (56,425) Property and equipment, net $ 37,123 $ 41,130 Information related to the Company’s property and equipment and operating lease ROU assets by geography is as follows: June 30, December 31, Uruguay $ 33,692 $ 36,428 Argentina 437 807 Spain 771 861 Netherlands 4,251 5,896 Other countries 187 333 Total (1) (2) (3) $ 39,338 $ 44,325 (1) Non-current assets include property and equipment, net and operating lease right-of-use assets. (2) Presentation in the table is based on the geographic location of the entity that holds the assets. (3) We do not have any non-current assets in the country of incorporation of the holding company. |
Additional Financial Statement
Additional Financial Statement Information | 6 Months Ended |
Jun. 30, 2024 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Additional Financial Statement Information | Additional Financial Statement Information Prepaid Expenses and Other Current Assets June 30, December 31, 2024 2023 Prepaid expenses and other current assets Prepaid expenses $ 3,844 $ 1,737 Advances to suppliers 154 197 Other current assets 346 239 Total $ 4,344 $ 2,173 Accrued Expenses and Other Liabilities June 30, December 31, 2024 2023 Accrued expenses and other liabilities Payroll and benefits payable 1,302 1,490 Other taxes payable 1,428 2,882 Other 501 526 Total $ 3,231 $ 4,898 Total current $ 2,730 $ 4,372 Total non-current $ 501 $ 526 Finance Costs, net Six Months Ended June 30, 2024 2023 Finance income (expense), net Interest expense $ (11) $ (3) Other finance costs (55) (65) Interest income 577 1,150 Total $ 511 $ 1,082 |
Income Tax
Income Tax | 6 Months Ended |
Jun. 30, 2024 | |
Income Tax Disclosure [Abstract] | |
Income Tax | Income Tax We are incorporated in the BVI. Our operations are conducted through various subsidiaries in a number of countries throughout the world with significant operations in Uruguay, where we operate in a free trade zone. Consequently, income tax has been provided based on the laws and tax rates in effect in the countries in which operations are conducted or in which our subsidiaries are considered resident for corporate income tax purposes, including Argentina, China, Israel, the Netherlands, Spain, Uruguay, and the United States. The components of income tax expense were as follows: Six Months Ended June 30, 2024 2023 Loss before income tax $ (31,491) $ (27,727) Provision for income tax $ 1,788 $ 2,124 Effective tax rate (5.7 %) (7.7 %) Our effective tax rate for the six months ended June 30, 2024 differs from the BVI statutory rate of 0%. We maintain the exception under ASC 740-270-30-36(b), Accounting for Income Taxes , for jurisdictions that do not have reliable estimates of income. We have used a year-to-date methodology to determine the effective tax rate for the six months ended June 30, 2024 and 2023. The Company recognizes uncertain income tax positions when it is not more-likely-than-not a tax position will be sustained upon examination. As of June 30, 2024, the Company has recognized uncertain tax positions related to positions taken in Argentina and Spain. If necessary, the Company accrues interest and penalties related to uncertain tax positions as a component of the income tax provision. A reconciliation of the beginning and ending amounts of our gross unrecognized tax benefits is as follows: Six Months Ended June 2024 Balance at January 1, 2024 $ (1,073) Increases (decreases) in tax positions related to prior periods (256) Balance at June 30, 2024 $ (1,329) |
Stock-based Compensation
Stock-based Compensation | 6 Months Ended |
Jun. 30, 2024 | |
Share-Based Payment Arrangement [Abstract] | |
Stock-based Compensation | Stock-based Compensation Our employees, including senior executives, receive incentives in the form of stock options and RSUs, whereby employees render services as consideration for equity instruments (equity-settled transactions). On the Closing Date, we established the 2021 Equity Incentive Plan under which RSUs were issued. The Equity Incentive Plan provides for grant of options, stock appreciation rights, restricted stock awards, RSUs, shares granted as a bonus or in lieu of another award, dividend equivalents, or other stock-based awards or performance awards at the discretion of a board-elected committee. We also maintain our 2015 Share Plan as amended (the “2015 Plan”) under which stock-based awards were issued or modified. The options were typically granted for a four-year vesting term and have a maximum term of 10 years. As of December 31, 2023, no further awards have or shall be granted under the 2015 Plan. There were no options granted during the six months ended June 30, 2024 or 2023. the direct allocation as well as the sale of shares and the granting of options for the purchase of shares, at the discretion of the Company’s board of directors, to certain employees, advisors and/or independent directors. A summary of stock option activity for the six months ended June 30, 2024 was as follows: Number Weighted-Average Exercise Price Weighted-Average Remaining Contractual Term (years) Intrinsic Value (in thousands) Balance as of December 31, 2023 4,909,302 $1.55 5.58 $3,393 Forfeited (103,812) 4.10 Exercised (80,357) 0.68 Expired (22,809) 2.19 Outstanding at June 30, 2024 4,702,325 $1.49 5.05 $ 636 Exercisable at June 30, 2024 4,517,989 $1.39 4.97 $ 636 There were no material cancellations or modifications to the granted awards for the six months ended June 30, 2024 and 2023. A summary of RSU activity for the six months ended June 30, 2024 is as follows: Number of RSUs Intrinsic value (in thousands) Outstanding unvested RSUs at December 31, 2023 3,229,915 Granted during the year 1,792,798 Forfeited during the year (1,021,199) Vested during the year (1) (984,261) Outstanding unvested RSUs at June 30, 2024 3,017,253 $ 3,138 (1) The issuance of Class A Ordinary Shares was deferred, as elected by the grantees, for 264,516 RSUs that vested during the six months ended June 30, 2024. The weighted-average grant-date price of RSUs at June 30, 2024 was $1.68. The number of shares vested is net of 210,637 RSUs forfeited for payment of withholding taxes. There were 859,101 RSUs that vested in 2024 but were not yet issued as Ordinary Shares as of June 30, 2024. As of June 30, 2024, unrecognized stock-based compensation cost related to outstanding options and RSUs that are expected to vest was $0.2 million and $2.9 million, respectively, which is expected to be recognized over a weighted-average period of 0.4 years and 1.7 years, respectively. Stock-based Compensation Expense Total employee and non-employee stock-based compensation expense for the six months ended June 30, 2024 and 2023 was classified in the Condensed Consolidated Statements of Operations and Comprehensive Loss as follows: Six Months Ended June 30, 2024 2023 General and administrative expenses $ 1,049 $ 1,830 Research and development expenses 31 621 Other operating expenses 178 390 Total $ 1,258 $ 2,841 |
Net Loss Per Share
Net Loss Per Share | 6 Months Ended |
Jun. 30, 2024 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share | Net Loss Per Share Diluted loss per share considers the impact of potentially dilutive securities. We identified financial instruments that qualify as potential Ordinary Shares: (i) the share-based options awards described in Note 12 (Stock-based Compensation), (ii) the warrants described in Note 5 (Warrant Liabilities), (iii) the earnout liabilities described in Note 6 (Earnout Liabilities), and the convertible debt described in Note 14 (Secured Convertible Notes). Each of these potential Ordinary Shares are antidilutive for both periods since their conversion to Ordinary Shares would decrease loss per share from continuing operations. Basic and diluted net loss per share attributable to holders of Ordinary Shares is calculated as follows: Six Months Ended June 30, 2024 2023 Net loss attributable to holders of Ordinary Shares $ (33,279) $ (29,851) Basic weighted-average Ordinary Shares outstanding 90,504,845 89,326,172 Basic net loss per share for the period attributable to holders of Ordinary Shares $ (0.37) $ (0.33) Effect of dilutive securities: Dilutive numerator $ (33,279) $ (29,851) Diluted weighted-average Ordinary Shares outstanding 90,504,845 89,326,172 Diluted net loss per share for the period attributable to holders of Ordinary Shares $ (0.37) $ (0.33) |
Fair Value Measurements and Fin
Fair Value Measurements and Financial Instruments | 6 Months Ended |
Jun. 30, 2024 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements and Financial Instruments | Fair Value Measurements and Financial Instruments The following tables provide the fair value measurement hierarchy of the Company’s assets and liabilities: As of June 30, 2024 Fair value measurement using Financial instruments Quoted prices Significant Significant $8.63 Warrants liability $ 455 $ — $ — PIPE Warrant liability — — 56 Liberty Warrants and Liberty Advisory Fee Warrant liability — — 1,084 Total Warrant Liabilities $ 455 $ — $ 1,140 Sponsor Earnout Liability $ — $ — $ 213 Secured Convertible Notes $ — $ — $ 36,430 As of December 31, 2023 Fair value measurement using Financial instruments Quoted prices Significant Significant $8.63 Warrants liability $ 681 $ — $ — PIPE Warrant liability — — 97 Liberty Warrants and Liberty Advisory Fee Warrant liability — — 2,017 Total Warrant Liabilities $ 681 $ — $ 2,114 Sponsor Earnout Liability $ — $ — $ 419 The following methods and assumptions were used to estimate the fair values: • The carrying values of cash and cash equivalents, restricted cash, accounts receivable, prepaid expenses and other current assets, accounts payable, and accrued expenses and other liabilities are considered to approximate their fair values due to the short term nature of these items. • The fair values of the PIPE Warrant have been estimated using the Black-Scholes model. Inputs used for the fair value measurement include: ◦ Time to expiry – 2.6 years ◦ Volatility – 80.5% ◦ Risk free rate of return: 4.6% • The fair value of the Sponsor Earnout has been estimated using the Monte Carlo model. Inputs used for the fair value measurement include: ◦ Time to expiry – 2.6 years ◦ Volatility – 80.5% ◦ Risk free rate of return: 4.6% • The fair values of the Liberty Warrants and Liberty Advisory Fee Warrant have been estimated using the Black-Scholes model. Inputs used for the fair value measurement include: ◦ Time to expiry – 2.6 years ◦ Volatility – 80.2% ◦ Risk free rate of return: 4.6% • The fair values of the Secured Convertible Notes is determined by using the “with” method. At each measurement date we valued the Secured Convertible Notes with the conversion option. The difference between the aggregate fair value of the Secured Convertible Notes and the unpaid principal balance was $6.4 million at June 30, 2024. Inputs used for the fair value measurement include: ◦ Credit spread – 25.67% to 38.17% ◦ Volatility – 60% ◦ Risk free rate of return: 4.5% • The carrying value of operating lease liabilities is calculated as the present value of lease payments, discounted at its incremental borrowing rate at the lease commencement date. We consider that the incremental borrowing rate remained unchanged, therefore the carrying amount of operating lease liabilities approximates their fair value. • Changes in the fair value of Level 3 liabilities during the six months ended June 30, 2024 and 2023 were as follows: Liberty Warrants and Liberty Advisory Fee Warrant PIPE Warrant Sponsor Earnout Secured Convertible Notes At January 1, 2023 $ 6,191 $ 311 $ 1,353 $ — Remeasurement (gain)/loss (1) (3,852) (202) (849) — At June 30, 2023 $ 2,339 $ 109 $ 504 $ — At January 1, 2024 $ 2,017 $ 97 $ 419 $ — Issues — — — 30,000 Remeasurement (gain)/loss (1) (933) (41) (206) 6,430 At June 30, 2024 $ 1,084 $ 56 $ 213 $ 36,430 (1) Recognized in the Condensed Consolidated Statements of Operations and Comprehensive Loss for the six months ended June 30, 2024 and 2023, respectively. There were no transfers between Level 1 and Level 2 during the six months ended June 30, 2024 or 2023. |
Related Parties
Related Parties | 6 Months Ended |
Jun. 30, 2024 | |
Related Party Transactions [Abstract] | |
Related Parties | Related Parties We made purchases totaling $0.5 million and $1.4 million from our equity method investee, Officina Stellare (“OS”), in the six months ended June 30, 2024 and 2023 and there was $0.8 million and $0.3 million owed to OS and included in accounts payable at June 30, 2024 and December 31, 2023, respectively. CF&Co, which is the beneficial owner of more than 5% of the Company’s outstanding Class A Ordinary Shares, served as the Company’s financial advisor in connection with the offering and sale of the Secured Convertible Notes. Pursuant to a letter agreement, CF&Co received a fee equal to $0.9 million after the closing of the Secured Convertible Notes. Howard Lutnick, a member of the Company’s Board of Directors, is the Chief Executive Office of CF&Co. See Note 14 (Secured Convertible Notes) for additional details on the Secured Convertible Notes. |
Secured Convertible Notes
Secured Convertible Notes | 6 Months Ended |
Jun. 30, 2024 | |
Debt Disclosure [Abstract] | |
Secured Convertible Notes | Secured Convertible Notes There was no debt as of December 31, 2023. Debt as of June 30, 2024 is as follows: June 30, Secured Convertible Notes $ 36,430 Less: Current portion — Total non-current debt $ 36,430 On April 12, 2024, the Company, Nettar and the Holder Representative entered into a Note Purchase Agreement with the Purchaser, pursuant to which Nettar agreed to issue $30.0 million aggregate principal amount of Secured Convertible Notes to the Purchaser. The net proceeds from the issuance of the Secured Convertible Notes, after deducting transaction fees and other debt issuance costs, was approximately $27.6 million. The Secured Convertible Notes initially bear interest at a rate of SOFR plus 6.50% per annum 11.7% as of June 30, 2024 ), subject to an additional 4.0% per annum if certain events of default occur and are continuing. The Secured Convertible Notes are guaranteed by the Company and each of the Company’s material subsidiaries (other than Nettar), and are secured by substantially all of the Company’s and its subsidiaries’ assets (including all of its intellectual property). Nettar may issue additional Secured Convertible Notes under the terms thereof, provided the aggregate principal outstanding amount does not exceed $50.0 million. The Secured Convertible Notes are convertible into shares of the Company’s Class A Ordinary Shares at an initial conversion price of $1.20 (or 833 Class A Ordinary Shares per $1,000 principal amount of Secured Convertible Notes), subject to customary anti-dilution adjustments. The Company’s ability to settle conversions using the Company’s Class A Ordinary Shares is subject to CFIUS Approval (as defined in the Note Purchase Agreement). Unless this Note has been previously settled or converted in accordance with the other features mentioned within agreement, the entire outstanding principal balance and all unpaid accrued interest shall become fully due and payable on the Maturity Date, April 12, 2028. In the event of an asset sale by the Company (outside the ordinary course of business) or an insurance or condemnation event that results in net proceeds to the Company in excess of $2.0 million Nettar will be required to offer to prepay the Secured Convertible Notes up to the amount of such proceeds at par (unless such proceeds are used to purchase comparable assets within six months). In the event the Secured Convertible Notes are accelerated as a result of an event of default, Nettar must pay a pre-payment penalty equal to 5% of the greater of (i) the outstanding principal amount and (ii) the then-prevailing conversion value. In connection with a change of control of the Company (including delisting of the Company’s Class A Ordinary Shares), the holder has the right to require the Company to repurchase the Secured Convertible Notes for cash at a price equal to the greater of (i) 105% of the redemption value of the Secured Convertible Notes or (ii) 105% of the then-prevailing conversion value, plus accrued but unpaid interest thereon, as well as any other amounts owed (the “Put Price”). Nettar also has the right to repurchase or force-convert the Secured Convertible Notes in connection with a full acquisition of the Company at the Put Price. The Secured Convertible Notes contain certain restrictive covenants, including restrictions on (i) incurring indebtedness, subject to certain exceptions, (including the ability to issue additional Secured Convertible Notes; provided the aggregate principal outstanding amount does not exceed $50.0 million), (ii) creating certain liens, subject to certain exceptions, (iii) the payment of dividends or other restricted payments, (iv) the sale, transfer or otherwise conveyance of certain assets, subject to asset sale pre-payment described above, and (v) affiliate transactions. In connection with the offering, the Company also entered into (i) a side letter with the Purchaser, pursuant to which the Purchaser will be entitled to pre-emptive rights, in order to maintain its as-converted ownership percentage on the same basis as new capital raised and (ii) a registration rights agreement with the Purchaser, pursuant to which the Company agreed to register for resale the Class A Ordinary Shares issuable upon conversion of the Secured Convertible Notes. The Company has elected to measure its Secured Convertible Notes at fair value and accordingly recognized $2.4 million of debt issuance costs as incurred at the time of issuance in the Company’s Condensed Consolidated Statements of Operations and Comprehensive Loss. The Secured Convertible Notes had a fair value of $36.4 million compared to a principal amount of $30.0 million at June 30, 2024 . The Company presents changes in fair value of the Secured Convertible Notes during the period as follows: (1) changes in fair value attributable to the Company’s own credit risk are presented within Accumulated other comprehensive loss on the Condensed Consolidated Balance Sheets and as a component of Other comprehensive loss on the Condensed Consolidated Statements of Operations and Comprehensive Loss; and (2) other fair value changes are presented within Change in fair value of financial instruments on the Consolidated Statements of Operations and Comprehensive Loss. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2024 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Contingencies We may be named from time to time as a party to lawsuits arising in the ordinary course of business related to our sales, marketing, and the provision of our services and equipment. Litigation and contingency accruals are based on our assessment, including advice of legal counsel, regarding the expected outcome of litigation or other dispute resolution proceedings. If we determine that an unfavorable outcome is probable and can be reasonably assessed, we establish the necessary accruals. As of June 30, 2024 and December 31, 2023, we are not aware of any contingent liabilities that should be reflected in the Condensed Consolidated Financial Statements. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2024 | |
Accounting Policies [Abstract] | |
Basis of Presentation | The accompanying unaudited interim condensed consolidated financial statements as of June 30, 2024 and December 31, 2023 and for the six months ended June 30, 2024 |
Consolidation | The accompanying Condensed Consolidated Financial Statements include our accounts and those of our wholly owned subsidiaries. All intercompany accounts and transactions, including the intercompany portion of transactions with equity method investees, have been eliminated in consolidation. The Condensed Consolidated Financial Statements are presented in United States dollars (hereinafter “U.S. dollars” or “$”). |
Reclassification | Certain prior year amounts have been reclassified to conform to the current year presentation. |
Use of Estimates | Use of Estimates The preparation of the Condensed Consolidated Financial Statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent liabilities at the date of the financial statements, and the reported amounts of revenue and expenses during the reporting period. Significant estimates and assumptions reflected in these Condensed Consolidated Financial Statements include, but are not limited to, revenue recognition; determination of useful lives of property and equipment; valuation of warrant liabilities, earnout liabilities, stock options; and determination of income tax. We evaluate our estimates and assumptions on an ongoing basis. Actual results could differ from those estimates and such differences may be material to the Condensed Consolidated Financial Statements. |
Revenue Recognition | Revenue Recognition We recognize revenue in accordance with Topic 606, Revenue from contracts with customers. Revenue is recognized when a customer obtains control of promised goods or services. In addition, the standard requires disclosure of the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. The amount of revenue that is recorded reflects the consideration that we expect to receive in exchange for goods or services provided under such contracts. We apply the following five-step model in order to determine this amount: (i) identification of the promised goods in the contract; (ii) determination of whether the promised goods are performance obligations, including whether they are distinct in the context of the contract; (iii) measurement of the transaction price, including the constraint on variable consideration; (iv) allocation of the transaction price to the performance obligations; and (v) recognition of revenue when (or as) we satisfy each performance obligation. Our main revenue stream is from services. We recognize as revenues, the amount of the transaction price that is allocated to the respective performance obligation when or as the performance obligation is satisfied , either over time or a point in time. Revenue is recognized upon delivery for asset monitoring contracts in which performance obligations are satisfied at a point in time upon image delivery. The Company has determined that it provides a series of distinct services in which the customer simultaneously receives and consumes data, so therefore the Company recognizes revenue ratably over the subscription period. For Space Systems contracts, revenue is typically recognized at a point in time, upon delivery of equipment. The nature of our contracts does not currently give rise to variable consideration related to returns or refunds as those are not offered. We evaluate contracts with a minimum purchase commitment to determine whether we expect to be entitled to a breakage amount. We consider the requirements on constraining estimates variable consideration. The following factors are evaluated when assessing the increased likelihood of a significant revenue reversal: (i) the amount of consideration is highly susceptible to factors outside our influence or control (e.g., volatility in a market, judgment of action of third parties, weather conditions), (ii) uncertainty about the amount of consideration is not expected to be resolved for a long period of time, (iii) our experience with similar types of contracts is limited, or that experience has limited predictive value, (iv) we have a practice of either offering a broad range of price concessions or changing the payment terms and conditions of similar contracts in similar circumstances, and (v) the contract has a large number and broad range of possible consideration amounts. We exclude amounts collected on behalf of third parties, such as sales taxes, when determining transaction price. Contract liabilities consist of payments received from customers, or such consideration that is contractually due, in advance of providing the product or performing services. We generally do not enter into long-term financing arrangements or payment plans with customers. Although our business practice is not to enter into contracts with non-cash consideration, at times this may occur. In these instances, we determine the fair value of the non-cash consideration at contract inception and includes this value as part of the total arrangement consideration. In instances where we cannot reasonably estimate the fair value of the non-cash consideration, we will measure the consideration indirectly by reference to its stand-alone selling price of the goods promised to the customer in exchange for consideration. |
Fair Value Measurement | Fair Value Measurement Certain assets and liabilities are carried at fair value in accordance with U.S. GAAP. Valuation techniques used to measure fair value requires us to utilize observable and unobservable inputs. The hierarchy gives the highest priority to quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). Financial instruments carried at fair value are to be classified and disclosed in one of the following three levels of the fair value hierarchy, of which the first two are considered observable and the last is considered unobservable: • Level 1: Quoted prices in active markets for identical assets or liabilities. • Level 2: Valuation techniques for which the lowest level input that is significant to the fair value measurement is directly or indirectly observable. • Level 3: Valuation techniques for which the lowest level input that is significant to the fair value measurement is unobservable. Assets and liabilities recognized at fair value on a recurring basis in the Condensed Consolidated Financial Statements are re-assessed at the end of each reporting period to determine whether any transfers have occurred between levels in the hierarchy. |
Credit risk management | Credit risk management Credit risk is the risk that a counterparty fails to discharge an obligation to us. We are exposed to credit risk from financial assets including cash, cash equivalents and restricted cash held at banks, trade and other receivables. The credit risk is managed based on our credit risk management policies and procedures. Credit risk of any entity doing business with us is systematically analyzed, including aspects of a qualitative nature. The measurement and assessment of our total exposure to credit risk covers all financial instruments involving any counterparty risk. The credit risk in respect of cash balances held with banks and deposits with banks are managed via diversification of bank deposits and are only with major reputable financial institutions. |
Impairment of Assets | Impairment of Assets We assess potential impairments to long-lived assets whenever events or changes in circumstances indicate that the carrying amount may not be fully recoverable. An impairment is considered to exist if the total estimated future cash flows on an undiscounted basis are less than the carrying amount of the assets or asset group. We performed an impairment test as of June 30, 2024, due to our net loss for the period and concluded that the asset group is not impaired. Estimates of future cash flows are highly subjective judgments based on management’s experience and knowledge of the Company’s operations. These estimates can be significantly impacted by many factors, including changes in global economic conditions, operating costs, obsolescence of technology and competition. If estimates or underlying assumptions change in the future, we may be required to record impairment charges. If the fair value of an asset group is less than its carrying amount, then the carrying amount of the asset group would be reduced to its fair value. That reduction is an impairment loss that would be recognized in the Condensed Consolidated Statements of Operations and Comprehensive Loss. |
Equity Method Investments | Equity Method Investments We account for equity investments in which we have significant influence, but not a controlling financial interest, using the equity method of accounting. Under the equity method of accounting, investments are initially recorded at cost, less impairment, and subsequently adjusted to recognize our share of earnings or losses as a component of Other income (expense), net in the Condensed Consolidated Statements of Operations and Comprehensive Loss. Our equity method investments are required to be reviewed for impairment when it is determined there may be an other-than-temporary loss in value. We have not recorded any impairment losses related to our equity method investments during the period ended June 30, 2024. |
Stock-Based Compensation | Stock-Based Compensation We measure and recognize all stock-based compensation expense based on estimated fair values for all stock-based awards made to employees and non-employees. Compensation cost is recognized over the requisite service period for each separate tranche, as though each tranche of the award is, in substance, a separate award. The expense calculation includes estimated forfeiture rates, which have been developed based upon historical experience. The fair values for stock options are calculated using the Black-Scholes option pricing model using the following inputs: Expected term - The simplified method is used to calculate the expected term. Expected volatility - We determine the expected stock price volatility based on the historical volatilities of guideline companies from comparable industries. Expected dividend yield - We do not use a dividend rate due to the fact that we have never declared or paid cash dividends on the Company’s Ordinary Shares and we do not anticipate doing so in the foreseeable future. Risk-free interest rate - We base our interest rate on a treasury instrument for which the term is commensurate with the maximum expected life of the stock options. |
Foreign Currencies | Foreign Currencies The financial position and results of operations of certain of our foreign subsidiaries are measured using the local currency as the functional currency. Revenues and expenses of these subsidiaries have been translated into U.S. dollars at average exchange rates prevailing during the period. Assets and liabilities of these subsidiaries have been translated at the exchange rates as of the balance sheet date. Translation gains and losses are recorded in accumulated other comprehensive loss. |
Leases | Leases We determine if a contract is a lease or contains a lease at inception. On the lease commencement date, we recognize a right-of-use (“ROU”) asset and lease liability related to operating type leases. The cost of ROU assets includes the amount of lease liabilities recognized, initial direct costs incurred, and lease payments made at or before the commencement date less any lease incentives received. Operating lease liabilities are recorded based on the present value of the future lease fixed payments. In determining the present value of future lease payments, we use our incremental borrowing rate applicable to the economic environment and the duration of the lease based on the information available at the commencement date as the majority of leases do not provide an implicit rate. For real estate and equipment contracts, we generally account for the lease and non-lease components as a single lease component. In assessing the lease term, we include options to renew only when we are reasonably certain that such option(s) will be exercised; a determination which is at our sole discretion. Variable lease payments are recognized as expenses in the period incurred. For leases with an initial term of 12 months or less, we have elected to not record an ROU asset and lease liability. We record lease expense on a straight-line basis over the shorter of the lease term and estimated useful lives of the assets, beginning on the commencement date. We remeasure and reallocate the consideration in a lease when there is a modification of the lease that is not accounted for as a separate contract. The lease liability is remeasured when there is a change in the lease term or in the assessment of whether we will exercise a lease option. We assess ROU assets for impairment in accordance with our long-lived asset impairment policy. We account for lease agreements with contractually required lease and non-lease components on a combined basis. Lease payments made for cancellable leases, variable amounts that are not based on an observable index and lease agreements with an original duration of less than 12 months are recorded directly to lease expense. |
Accounts Receivable and Allowance for Doubtful Accounts | Accounts Receivable and Allowance for Credit Losses Trade accounts receivable are stated at the amount owed by the customer, net of allowances for estimated credit losses, discounts, returns and rebates. We measure the allowance for credit losses based on the estimated loss. In calculating an allowance for credit losses, we use our historical experience, external indicators, forward-looking information and an aging method. Generally, we assess collectability of trade accounts receivable on a collective basis as they possess shared credit risk characteristics, which have been grouped based on the days past due. For certain customers that have a large percentage of our total accounts receivable, we analyze them on a specific basis to determine expected collectability. |
Cash, Cash Equivalents | Cash and cash equivalents include deposits in banks and short-term (original maturities of three months or less at the time of purchase), highly liquid investments that are readily convertible to known amounts of cash with a maturity of three months or less at the time of purchase. |
Restricted Cash | Restricted cash, including amounts in Other non-current assets, represents amounts pledged as guarantees for sales and lease agreements as contractually required. |
Recent Accounting Standards Not Yet Adopted | Recent Accounting Standards Not Yet Adopted In November 2023, the FASB issued ASU No. 2023-07, Segment Reporting (Topic 280)—Improvements to Reportable Segment Disclosures, which aims to improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses. In addition, the amendments in the ASU enhance interim disclosure requirements, clarify circumstances in which an entity can disclose multiple segment measures of profit or loss, provide new segment disclosure requirements for entities with a single reportable segment, and contain other disclosure requirements. The ASU applies to all public entities that are required to report segment information in accordance with ASC 280, and is effective for fiscal years beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. The Company is evaluating its impact and will implement this standard for year-ended reporting as of and for the year ended December 31, 2024 and interim reporting starting in 2025. In December 2023, the FASB issued ASU No. 2023-09, Income Taxes (Topic 740)—Improvements to Income Tax Disclosures, which include improvements to income tax disclosures by requiring (1) consistent categories and greater disaggregation of information in the rate reconciliation and (2) income taxes paid disaggregated by jurisdiction. This ASU also includes certain other amendments to better align disclosures with Regulation S-X and to remove disclosures no longer considered cost beneficial or relevant. This ASU is effective for public entities for annual periods beginning after December 15, 2024, with earlier or retrospective application permitted. The amendments in this ASU should be applied prospectively for annual financial statements not yet issued or made available for issuance. The Company is evaluating its impact and will implement this standard for year-ended reporting as of and for the year ended December 31, 2024. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Accounting Policies [Abstract] | |
Schedule of Allowance for Credit Losses | The following table shows the activity in the allowance for credit losses for the six months ended June 30, 2024 and 2023 : Six Months Ended June 30, 2024 2023 Allowance for credit losses as of beginning of period $ 126 $ 3,237 Provision 47 63 Recoveries collected (59) — Allowance for credit losses as of end of period $ 114 $ 3,300 |
Schedule of Cash and Cash Equivalents | June 30, December 31, Cash and cash equivalents $ 25,605 $ 23,476 Restricted cash included in Other non-current assets 1,174 1,127 Total cash, cash equivalents and restricted cash $ 26,779 $ 24,603 |
Schedule of Restrictions on Cash and Cash Equivalents | June 30, December 31, Cash and cash equivalents $ 25,605 $ 23,476 Restricted cash included in Other non-current assets 1,174 1,127 Total cash, cash equivalents and restricted cash $ 26,779 $ 24,603 |
Schedule of Cash Flow, Supplemental Disclosures | Cash Flow Information Six Months Ended June 30, 2024 2023 Cash paid during the period for: Income tax, net of refunds $ 1,974 $ 174 Interest $ 11 $ 3 |
Revenue from Contracts with C_2
Revenue from Contracts with Customers (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Disaggregation of Revenue | Information about our revenue by business line is as follows: Six Months Ended June 30, 2024 2023 Revenue by business line Asset Monitoring $ 5,148 $ 2,360 Constellation as a Service (“CaaS”) 824 824 Space Systems 857 — Total Revenue $ 6,829 $ 3,184 Information about our revenue by timing is as follows: Six Months Ended June 30, 2024 2023 Revenue by timing Over time $ 1,680 $ 823 Point-in time 5,149 2,361 Total revenue $ 6,829 $ 3,184 Information about the Company’s revenue by geography is as follows: Six Months Ended June 30, 2024 2023 Revenue by geography (1) Asia Pacific $ 1,565 $ 269 Europe 1,081 993 North America 4,179 1,879 South America 4 43 Total revenue $ 6,829 $ 3,184 (1) Revenue by geography is based on the geographical location of the customer. |
Schedule of Contract with Customer, Contract Asset, Contract Liability, and Receivable | Amounts included in Contract liabilities are as follows: June 30, December 31, 2024 2023 Non-current $ 1,000 $ 1,000 Current 2,829 3,728 Total $ 3,829 $ 4,728 |
Schedule of Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction | The following table represents the total transaction price for the remaining performance obligations as of June 30, 2024 related to non-cancellable contracts longer than 12 months in duration that is expected to be recognized over future periods. Within 1 Year Years 1-2 Years 2-3 Thereafter Remaining performance obligations $ 10,113 $ 6,087 $ 2,500 $ — |
Warrant Liabilities (Tables)
Warrant Liabilities (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Other Liabilities Disclosure [Abstract] | |
Schedule Of Warrant Liability | Liberty Warrants and Liberty Advisory Fee Warrant PIPE Warrant $8.63 Warrants Total Warrants As of December 31, 2023 $ 2,017 $ 97 $ 681 $ 2,795 Change in fair value of financial instruments (933) (41) (226) (1,200) As of June 30, 2024 $ 1,084 $ 56 $ 455 $ 1,595 |
Earnout Liability (Tables)
Earnout Liability (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Earnout Liability [Abstract] | |
Schedule of Earnout Liability | Sponsor Earnout As of December 31, 2023 $ 419 Change in fair value of financial instruments (206) As of June 30, 2024 $ 213 |
Schedule of Assumptions used in the Valuation | Assumptions used in the valuation are as follows: June 30, 2024 December 31, 2023 Expected term (in years) 2.57 3.07 Dividend yield (%) — % — % Expected volatility 80.5 % 64.0 % Risk-free interest rate 4.6 % 4.0 % Expected number of shares 1,775,962 1,775,962 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment | Property and equipment, net consists of the following: Estimated Useful June 30, December 31, 2023 Satellites and other equipment 3-5 $ 70,815 $ 68,184 Satellites under construction Not applicable 16,653 17,506 Leasehold improvements 5-10 7,743 7,624 Other property and equipment 3-10 4,328 4,241 Total property and equipment 99,539 97,555 Less: Accumulated depreciation (62,416) (56,425) Property and equipment, net $ 37,123 $ 41,130 Information related to the Company’s property and equipment and operating lease ROU assets by geography is as follows: June 30, December 31, Uruguay $ 33,692 $ 36,428 Argentina 437 807 Spain 771 861 Netherlands 4,251 5,896 Other countries 187 333 Total (1) (2) (3) $ 39,338 $ 44,325 (1) Non-current assets include property and equipment, net and operating lease right-of-use assets. (2) Presentation in the table is based on the geographic location of the entity that holds the assets. (3) We do not have any non-current assets in the country of incorporation of the holding company. |
Additional Financial Statemen_2
Additional Financial Statement Information (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Prepaid and Other Current Assets | Prepaid Expenses and Other Current Assets June 30, December 31, 2024 2023 Prepaid expenses and other current assets Prepaid expenses $ 3,844 $ 1,737 Advances to suppliers 154 197 Other current assets 346 239 Total $ 4,344 $ 2,173 |
Schedule of Accrued Expenses and Other Liabilities | Accrued Expenses and Other Liabilities June 30, December 31, 2024 2023 Accrued expenses and other liabilities Payroll and benefits payable 1,302 1,490 Other taxes payable 1,428 2,882 Other 501 526 Total $ 3,231 $ 4,898 Total current $ 2,730 $ 4,372 Total non-current $ 501 $ 526 |
Schedule of Finance Costs, Net and Other Financial Income (Expense) | Finance Costs, net Six Months Ended June 30, 2024 2023 Finance income (expense), net Interest expense $ (11) $ (3) Other finance costs (55) (65) Interest income 577 1,150 Total $ 511 $ 1,082 |
Income Tax (Tables)
Income Tax (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Income Tax Disclosure [Abstract] | |
Schedule of Components of Income Tax Expense (Benefit) | The components of income tax expense were as follows: Six Months Ended June 30, 2024 2023 Loss before income tax $ (31,491) $ (27,727) Provision for income tax $ 1,788 $ 2,124 Effective tax rate (5.7 %) (7.7 %) |
Schedule of Unrecognized Tax Benefits Roll Forward | A reconciliation of the beginning and ending amounts of our gross unrecognized tax benefits is as follows: Six Months Ended June 2024 Balance at January 1, 2024 $ (1,073) Increases (decreases) in tax positions related to prior periods (256) Balance at June 30, 2024 $ (1,329) |
Stock-based Compensation (Table
Stock-based Compensation (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Share-Based Payment Arrangement [Abstract] | |
Schedule of Share-Based Payment Arrangement, Option, Activity | A summary of stock option activity for the six months ended June 30, 2024 was as follows: Number Weighted-Average Exercise Price Weighted-Average Remaining Contractual Term (years) Intrinsic Value (in thousands) Balance as of December 31, 2023 4,909,302 $1.55 5.58 $3,393 Forfeited (103,812) 4.10 Exercised (80,357) 0.68 Expired (22,809) 2.19 Outstanding at June 30, 2024 4,702,325 $1.49 5.05 $ 636 Exercisable at June 30, 2024 4,517,989 $1.39 4.97 $ 636 |
Schedule of Share-Based Payment Arrangement, Restricted Stock Unit, Activity | A summary of RSU activity for the six months ended June 30, 2024 is as follows: Number of RSUs Intrinsic value (in thousands) Outstanding unvested RSUs at December 31, 2023 3,229,915 Granted during the year 1,792,798 Forfeited during the year (1,021,199) Vested during the year (1) (984,261) Outstanding unvested RSUs at June 30, 2024 3,017,253 $ 3,138 (1) The issuance of Class A Ordinary Shares was deferred, as elected by the grantees, for 264,516 RSUs that vested during the six months ended June 30, 2024. |
Schedule of Stock-Based Compensation Expense | Total employee and non-employee stock-based compensation expense for the six months ended June 30, 2024 and 2023 was classified in the Condensed Consolidated Statements of Operations and Comprehensive Loss as follows: Six Months Ended June 30, 2024 2023 General and administrative expenses $ 1,049 $ 1,830 Research and development expenses 31 621 Other operating expenses 178 390 Total $ 1,258 $ 2,841 |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | Basic and diluted net loss per share attributable to holders of Ordinary Shares is calculated as follows: Six Months Ended June 30, 2024 2023 Net loss attributable to holders of Ordinary Shares $ (33,279) $ (29,851) Basic weighted-average Ordinary Shares outstanding 90,504,845 89,326,172 Basic net loss per share for the period attributable to holders of Ordinary Shares $ (0.37) $ (0.33) Effect of dilutive securities: Dilutive numerator $ (33,279) $ (29,851) Diluted weighted-average Ordinary Shares outstanding 90,504,845 89,326,172 Diluted net loss per share for the period attributable to holders of Ordinary Shares $ (0.37) $ (0.33) |
Fair Value Measurements and F_2
Fair Value Measurements and Financial Instruments (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Fair Value Disclosures [Abstract] | |
Schedule of Assets and Liabilities at Fair Value | The following tables provide the fair value measurement hierarchy of the Company’s assets and liabilities: As of June 30, 2024 Fair value measurement using Financial instruments Quoted prices Significant Significant $8.63 Warrants liability $ 455 $ — $ — PIPE Warrant liability — — 56 Liberty Warrants and Liberty Advisory Fee Warrant liability — — 1,084 Total Warrant Liabilities $ 455 $ — $ 1,140 Sponsor Earnout Liability $ — $ — $ 213 Secured Convertible Notes $ — $ — $ 36,430 As of December 31, 2023 Fair value measurement using Financial instruments Quoted prices Significant Significant $8.63 Warrants liability $ 681 $ — $ — PIPE Warrant liability — — 97 Liberty Warrants and Liberty Advisory Fee Warrant liability — — 2,017 Total Warrant Liabilities $ 681 $ — $ 2,114 Sponsor Earnout Liability $ — $ — $ 419 |
Schedule of Changes in the Fair Value of Level 3 Liabilities | Changes in the fair value of Level 3 liabilities during the six months ended June 30, 2024 and 2023 were as follows: Liberty Warrants and Liberty Advisory Fee Warrant PIPE Warrant Sponsor Earnout Secured Convertible Notes At January 1, 2023 $ 6,191 $ 311 $ 1,353 $ — Remeasurement (gain)/loss (1) (3,852) (202) (849) — At June 30, 2023 $ 2,339 $ 109 $ 504 $ — At January 1, 2024 $ 2,017 $ 97 $ 419 $ — Issues — — — 30,000 Remeasurement (gain)/loss (1) (933) (41) (206) 6,430 At June 30, 2024 $ 1,084 $ 56 $ 213 $ 36,430 (1) Recognized in the Condensed Consolidated Statements of Operations and Comprehensive Loss for the six months ended June 30, 2024 and 2023, respectively. |
Secured Convertible Notes (Tabl
Secured Convertible Notes (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | There was no debt as of December 31, 2023. Debt as of June 30, 2024 is as follows: June 30, Secured Convertible Notes $ 36,430 Less: Current portion — Total non-current debt $ 36,430 |
Nature of the Business and Ba_2
Nature of the Business and Basis of Presentation (Details) | 3 Months Ended | 6 Months Ended | ||||
Apr. 12, 2024 USD ($) | Jun. 30, 2024 USD ($) $ / shares | Jun. 30, 2024 USD ($) segment $ / shares | Jun. 30, 2023 USD ($) | Dec. 31, 2023 USD ($) $ / shares | Jan. 26, 2022 $ / shares | |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||
Common stock, par value (in usd per share) | $ / shares | $ 0.0001 | $ 0.0001 | $ 0.0001 | |||
Number of operating segments | segment | 1 | |||||
Retained earnings (accumulated deficit) | $ 317,112,000 | $ 317,112,000 | $ 283,833,000 | |||
Net cash used in operating activities | 23,891,000 | $ 26,313,000 | ||||
Cash and cash equivalents | 25,605,000 | 25,605,000 | $ 23,476,000 | |||
Convertible Debt | Secured Convertible Notes | ||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||
Debt instrument, face amount | $ 30,000,000 | 30,000,000 | $ 30,000,000 | |||
Proceeds from issuance of secured notes | $ 27,600,000 | $ 27,600,000 | ||||
Variable rate (as a percent) | 6.50% | |||||
Debt instrument interest rate in event of default (as a percent) | 0.040 | |||||
Maximum amount outstanding allowed | $ 50,000,000 | |||||
Convertible Debt | Maximum | Secured Convertible Notes | ||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||
Debt instrument, face amount | $ 50,000,000 | |||||
Common Class A | ||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||
Common stock, par value (in usd per share) | $ / shares | $ 0.0001 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Narrative (Details) - USD ($) $ in Thousands | 6 Months Ended | |||
Jun. 30, 2024 | Dec. 31, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Concentration Risk [Line Items] | ||||
Total revenue | $ 6,829 | $ 3,184 | ||
Foreign currency transaction gains | 2,200 | 2,000 | ||
Lease, cost | $ 1,100 | $ 1,300 | ||
Three customers | Accounts Receivable | Credit Concentration Risk | ||||
Concentration Risk [Line Items] | ||||
Concentration risk, percentage | 65% | |||
Three customers | Revenue Benchmark | Customer Concentration Risk | ||||
Concentration Risk [Line Items] | ||||
Concentration risk, percentage | 10% | |||
Total revenue | $ 4,600 | |||
Two customers | Accounts Receivable | Credit Concentration Risk | ||||
Concentration Risk [Line Items] | ||||
Concentration risk, percentage | 78% | |||
Two customers | Revenue Benchmark | Customer Concentration Risk | ||||
Concentration Risk [Line Items] | ||||
Concentration risk, percentage | 10% | |||
Total revenue | $ 2,600 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Schedule of Allowance for Credit Loss (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
Accounts Receivable, Allowance for Credit Loss [Roll Forward] | ||
Allowance for credit losses as of beginning of period | $ 126 | $ 3,237 |
Provision | 47 | 63 |
Recoveries collected | (59) | 0 |
Allowance for credit losses as of end of period | $ 114 | $ 3,300 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Schedule of Cash, Cash Equivalents and Restricted Cash (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 | Jun. 30, 2023 | Dec. 31, 2022 |
Accounting Policies [Abstract] | ||||
Cash and cash equivalents | $ 25,605 | $ 23,476 | ||
Restricted cash included in Other non-current assets | 1,174 | 1,127 | ||
Total cash, cash equivalents and restricted cash | $ 26,779 | $ 24,603 | $ 43,126 | $ 77,792 |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies - Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
Accounting Policies [Abstract] | ||
Income tax, net of refunds | $ 1,974 | $ 174 |
Interest | $ 11 | $ 3 |
Revenue from Contracts with C_3
Revenue from Contracts with Customers - Narrative (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
Revenue from Contract with Customer [Abstract] | ||
Revenue | $ 6,829 | $ 3,184 |
Contract with customer, liability, revenue recognized | $ 3,300 | $ 100 |
Revenue from Contract with Cust
Revenue from Contract with Customers - Revenue by Business Line (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
Disaggregation of Revenue [Line Items] | ||
Total revenue | $ 6,829 | $ 3,184 |
Asset Monitoring | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue | 5,148 | 2,360 |
Constellation as a Service (“CaaS”) | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue | 824 | 824 |
Space Systems | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue | $ 857 | $ 0 |
Revenue from Contracts with C_4
Revenue from Contracts with Customers - Schedule of Revenue Amounts were Recognized Over Time and Point-in-Time (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
Disaggregation of Revenue [Line Items] | ||
Total revenue | $ 6,829 | $ 3,184 |
Over time | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue | 1,680 | 823 |
Point-in time | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue | $ 5,149 | $ 2,361 |
Revenue from Contracts with C_5
Revenue from Contracts with Customers - Schedule of Revenue by Geography (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
Disaggregation of Revenue [Line Items] | ||
Total revenue | $ 6,829 | $ 3,184 |
Asia Pacific | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue | 1,565 | 269 |
Europe | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue | 1,081 | 993 |
North America | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue | 4,179 | 1,879 |
South America | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue | $ 4 | $ 43 |
Revenue from Contracts with C_6
Revenue from Contracts with Customers - Schedule of Contract Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Revenue from Contract with Customer [Abstract] | ||
Non-current | $ 1,000 | $ 1,000 |
Current | 2,829 | 3,728 |
Total | $ 3,829 | $ 4,728 |
Revenue from Contracts with C_7
Revenue from Contracts with Customers - Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction (Details) $ in Thousands | Jun. 30, 2024 USD ($) |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-07-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, amount | $ 10,113 |
Revenue, remaining performance obligation, expected timing of satisfaction, period | 6 months |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, amount | $ 6,087 |
Revenue, remaining performance obligation, expected timing of satisfaction, period | 2 years |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2026-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, amount | $ 2,500 |
Revenue, remaining performance obligation, expected timing of satisfaction, period | 2 years |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2027-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, amount | $ 0 |
Revenue, remaining performance obligation, expected timing of satisfaction, period |
Warrant Liabilities - Schedule
Warrant Liabilities - Schedule of Warrants (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2024 USD ($) | |
Warrant Liability [Roll Forward] | |
Beginning balance | $ 2,795 |
Change in fair value of financial instruments | (1,200) |
Ending Balance | 1,595 |
Liberty Warrants and Liberty Advisory Fee Warrant | |
Warrant Liability [Roll Forward] | |
Beginning balance | 2,017 |
Change in fair value of financial instruments | (933) |
Ending Balance | 1,084 |
PIPE Warrant | |
Warrant Liability [Roll Forward] | |
Beginning balance | 97 |
Change in fair value of financial instruments | (41) |
Ending Balance | 56 |
$8.63 Warrants | |
Warrant Liability [Roll Forward] | |
Beginning balance | 681 |
Change in fair value of financial instruments | (226) |
Ending Balance | $ 455 |
Warrant Liabilities - Narrative
Warrant Liabilities - Narrative (Details) - USD ($) $ / shares in Units, $ in Thousands | 6 Months Ended | ||||
Jun. 30, 2024 | Dec. 31, 2023 | Jan. 25, 2022 | Jan. 24, 2022 | Jan. 18, 2022 | |
Derivative [Line Items] | |||||
Warrant liability | $ 1,595 | $ 2,795 | |||
Liberty Warrants and Liberty Advisory Fee Warrant | |||||
Derivative [Line Items] | |||||
Warrant liability | $ 1,084 | 2,017 | $ 30,900 | ||
Liberty Warrants and Liberty Advisory Fee Warrant | Class A Ordinary Shares | |||||
Derivative [Line Items] | |||||
Number of securities called by warrants or rights (in shares) | 5,000,000 | ||||
Warrant price (in usd per share) | $ 10 | ||||
Purchase of price | $ 150,000 | ||||
Liberty Warrants and Liberty Advisory Fee Warrant | Class A Ordinary Shares | |||||
Derivative [Line Items] | |||||
Number of securities called by warrants or rights (in shares) | 15,000,000 | ||||
Warrant price (in usd per share) | $ 15 | ||||
Liberty Advisory Fee Warrant | Class A Ordinary Shares | |||||
Derivative [Line Items] | |||||
Warrant price (in usd per share) | $ 10 | ||||
Purchase of warrants, shares (in shares) | $ 2,500 | ||||
PIPE Warrant | |||||
Derivative [Line Items] | |||||
Warrant liability | $ 56 | 97 | $ 1,300 | ||
$8.63 Warrants | |||||
Derivative [Line Items] | |||||
Warrant price (in usd per share) | $ 8.63 | $ 8.63 | $ 11.50 | ||
Warrant liability | $ 455 | $ 681 | |||
Warrant liability, initial fair value | $ 4,900 | ||||
Warrant redemption (in usd per share) | $ 13.50 | $ 18 | |||
$8.63 Warrants | CF V Sponsor | |||||
Derivative [Line Items] | |||||
Class of warrant or right, exercisable period after closing date (in days) | 30 days | ||||
Warrants and rights outstanding, term (in years) | 5 years | ||||
SPAC Public Warrants | CF V Sponsor | |||||
Derivative [Line Items] | |||||
Warrants issued (in shares) | 8,333,333 | ||||
SPAC Private Placement Warrants | CF V Sponsor | |||||
Derivative [Line Items] | |||||
Warrants issued (in shares) | 200,000 | ||||
Forward Purchase Contract Warrant | CF V Sponsor | |||||
Derivative [Line Items] | |||||
Warrants, unissued (in shares) | 333,333 |
Earnout Liability - Earnout Lia
Earnout Liability - Earnout Liability (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2024 USD ($) | |
Earnout Liability [Roll Forward] | |
Beginning balance | $ 419 |
Ending balance | 213 |
Sponsor Earnout | |
Earnout Liability [Roll Forward] | |
Beginning balance | 419 |
Change in fair value of financial instruments | (206) |
Ending balance | $ 213 |
Earnout Liability - Narrative (
Earnout Liability - Narrative (Details) | 6 Months Ended | ||
Jan. 25, 2022 | Jun. 30, 2024 day trading_day $ / shares shares | Dec. 31, 2023 shares | |
Earnout Liability [Line Items] | |||
Expected number of shares(in shares) | shares | 1,775,962 | 1,775,962 | |
CF V Sponsor | Sponsor Earnout | |||
Earnout Liability [Line Items] | |||
Contingent consideration, threshold trading days | trading_day | 10 | ||
Contingent consideration, threshold consecutive trading days | day | 20 | ||
CF V Sponsor | Sponsor Earnout | Trigger Price One | |||
Earnout Liability [Line Items] | |||
Earnout period, trigger price (in usd per share) | $ 12.50 | ||
CF V Sponsor | Sponsor Earnout | Trigger Price Two | |||
Earnout Liability [Line Items] | |||
Earnout period, trigger price (in usd per share) | 15 | ||
CF V Sponsor | Sponsor Earnout | Trigger Price Three | |||
Earnout Liability [Line Items] | |||
Earnout period, trigger price (in usd per share) | $ 20 | ||
CF V Sponsor | Sponsor Earnout | Common Class A | |||
Earnout Liability [Line Items] | |||
Earnout period | 5 years | ||
Contingent consideration (in shares) | shares | 1,869,000 | ||
Percentage of forfeiture escrow shares retired and cancelled (as a percent) | 30% |
Earnout Liability - Valuation A
Earnout Liability - Valuation Assumptions (Details) - shares | Jun. 30, 2024 | Dec. 31, 2023 |
Earnout Liability [Abstract] | ||
Expected term (in years) | 2 years 6 months 25 days | 3 years 25 days |
Dividend yield (%) | 0% | 0% |
Expected volatility | 80.50% | 64% |
Risk-free interest rate | 4.60% | 4% |
Expected number of shares(in shares) | 1,775,962 | 1,775,962 |
Property and Equipment - Schedu
Property and Equipment - Schedule of Property and Equipment, Net (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 99,539 | $ 97,555 |
Less: Accumulated depreciation | (62,416) | (56,425) |
Property and equipment, net | 37,123 | 41,130 |
Satellites and other equipment | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 70,815 | 68,184 |
Satellites and other equipment | Minimum | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, useful life | 3 years | |
Satellites and other equipment | Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, useful life | 5 years | |
Satellites under construction | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 16,653 | 17,506 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 7,743 | 7,624 |
Leasehold improvements | Minimum | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, useful life | 5 years | |
Leasehold improvements | Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, useful life | 10 years | |
Other property and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 4,328 | $ 4,241 |
Other property and equipment | Minimum | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, useful life | 3 years | |
Other property and equipment | Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, useful life | 10 years |
Property and Equipment - Sche_2
Property and Equipment - Schedule of Geographic Location (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Non-current assets by geography | ||
Property, plant, equipment, and operating lease ROU assets | $ 39,338 | $ 44,325 |
Uruguay | ||
Non-current assets by geography | ||
Property, plant, equipment, and operating lease ROU assets | 33,692 | 36,428 |
Argentina | ||
Non-current assets by geography | ||
Property, plant, equipment, and operating lease ROU assets | 437 | 807 |
Spain | ||
Non-current assets by geography | ||
Property, plant, equipment, and operating lease ROU assets | 771 | 861 |
Netherlands | ||
Non-current assets by geography | ||
Property, plant, equipment, and operating lease ROU assets | 4,251 | 5,896 |
Other countries | ||
Non-current assets by geography | ||
Property, plant, equipment, and operating lease ROU assets | $ 187 | $ 333 |
Additional Financial Statemen_3
Additional Financial Statement Information - Schedule of Prepaid and Other Current Assets (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Prepaid expenses and other current assets | ||
Prepaid expenses | $ 3,844 | $ 1,737 |
Advances to suppliers | 154 | 197 |
Other current assets | 346 | 239 |
Total | $ 4,344 | $ 2,173 |
Additional Financial Statemen_4
Additional Financial Statement Information - Schedule of Accrued Expenses and Other Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Accrued expenses and other liabilities | ||
Payroll and benefits payable | $ 1,302 | $ 1,490 |
Other taxes payable | 1,428 | 2,882 |
Other | 501 | 526 |
Total | 3,231 | 4,898 |
Total current | 2,730 | 4,372 |
Total non-current | $ 501 | $ 526 |
Additional Financial Statemen_5
Additional Financial Statement Information - Schedule of Finance Costs, net and Other Financial Income (Expense) (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Interest expense | $ (11) | $ (3) |
Other finance costs | (55) | (65) |
Interest income | 577 | 1,150 |
Total | $ 511 | $ 1,082 |
Income Tax - Schedule of Compon
Income Tax - Schedule of Components of Income Tax Expense (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
Income Tax Disclosure [Abstract] | ||
Loss before income tax | $ (31,491) | $ (27,727) |
Provision for income tax | $ 1,788 | $ 2,124 |
Effective tax rate | (5.70%) | (7.70%) |
Income Tax - Schedule of Unreco
Income Tax - Schedule of Unrecognized Tax Benefits Roll Forward (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2024 USD ($) | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |
Beginning balance | $ (1,073) |
Increases (decreases) in tax positions related to prior periods | (256) |
Ending balance | $ (1,329) |
Stock-based Compensation - Narr
Stock-based Compensation - Narrative (Details) - USD ($) $ / shares in Units, $ in Millions | 6 Months Ended | ||
Dec. 31, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
2015 Share Plan | |||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||
Granted during the year (in shares) | 0 | ||
Equity Incentive Plan | |||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||
Granted during the year (in shares) | 0 | 0 | |
Share-Based Payment Arrangement, Option | |||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||
Unrecognized stock-based compensation cost | $ 0.2 | ||
Unrecognized stock-based compensation cost, period for recognition (in years) | 4 months 24 days | ||
Share-Based Payment Arrangement, Option | 2015 Share Plan | |||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||
Award vesting period (in years) | 4 years | ||
Term of award (in years) | 10 years | ||
Restricted Stock Units (RSUs) | |||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||
Weighted-average exercise price of RSUs (in usd per share) | $ 1.68 | ||
Share-based payment arrangement, shares withheld for tax withholding obligation (in shares) | 210,637 | ||
Share-Based Compensation Arrangement By Share-Based Payment Award Non-Option Equity Instruments, Vested But Not Yet Issued | 859,101 | ||
Unrecognized stock-based compensation cost | $ 2.9 | ||
Unrecognized stock-based compensation cost, period for recognition (in years) | 1 year 8 months 12 days | ||
Restricted Stock Units (RSUs) | Common Class A | |||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||
Shares vested and deferred (in shares) | 264,516 |
Stock-based Compensation - Sche
Stock-based Compensation - Schedule of Share-Based Payment Arrangement, Option, Activity (Details) - USD ($) $ / shares in Units, $ in Thousands | 6 Months Ended | ||
Jun. 30, 2024 | Dec. 31, 2023 | Jun. 30, 2024 | |
Number of Options | |||
Beginning balance (in shares) | 4,909,302 | ||
Forfeited during the year (in shares) | (103,812) | ||
Exercised during the year (in shares) | (80,357) | ||
Expired during the year (in shares) | (22,809) | ||
Ending balance (in shares) | 4,702,325 | 4,909,302 | 4,702,325 |
Exercisable (in shares) | 4,517,989 | 4,517,989 | |
Weighted-Average Exercise Price | |||
Beginning balance (in usd per share) | $ 1.55 | ||
Forfeited during the year (in usd per share) | 4.10 | ||
Exercised during the year (in usd per share) | 0.68 | ||
Expired during the year (in usd per share) | 2.19 | ||
Ending balance (in usd per share) | $ 1.49 | $ 1.55 | 1.49 |
Exercisable, weighted average exercise price (in usd per share) | $ 1.39 | $ 1.39 | |
Weighted-Average Remaining Contractual Term (years) | |||
Weighted average remaining contractual life of outstanding options (in years) | 5 years 18 days | 5 years 6 months 29 days | |
Exercisable, weighted average remaining contractual life of outstanding options (in years) | 4 years 11 months 19 days | ||
Intrinsic value, outstanding | $ 636 | $ 3,393 | $ 636 |
Exercisable, intrinsic value | $ 636 | $ 636 |
Stock-based Compensation - Sc_2
Stock-based Compensation - Schedule of RSU Activity (Details) - Restricted Stock Units (RSUs) $ in Thousands | 6 Months Ended |
Jun. 30, 2024 USD ($) shares | |
Number of RSUs | |
Beginning balance (in shares) | 3,229,915 |
Granted during the year (in shares) | 1,792,798 |
Forfeited during the year (in shares) | (1,021,199) |
Vested during the year (in shares) | (984,261) |
Ending balance (in shares) | 3,017,253 |
Intrinsic value | |
Intrinsic value, outstanding | $ | $ 3,138 |
Stock-based Compensation - Sc_3
Stock-based Compensation - Schedule of Stock-Based Compensation Expense (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Stock-based compensation | $ 1,258 | $ 2,841 |
General and administrative expenses | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Stock-based compensation | 1,049 | 1,830 |
Research and development expenses | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Stock-based compensation | 31 | 621 |
Other operating expenses | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Stock-based compensation | $ 178 | $ 390 |
Net Loss Per Share (Details)
Net Loss Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 6 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
Earnings Per Share [Abstract] | ||
Net loss attributable to holders of Ordinary Shares | $ (33,279) | $ (29,851) |
Basic weighted-average ordinary shares outstanding (in shares) | 90,504,845 | 89,326,172 |
Basic net loss per share for the period attributable to holders of ordinary shares (in usd per share) | $ (0.37) | $ (0.33) |
Effect of dilutive securities: | ||
Dilutive numerator (in shares) | $ (33,279) | $ (29,851) |
Diluted weighted-average ordinary shares outstanding (in shares) | 90,504,845 | 89,326,172 |
Diluted net loss per share for the period attributable to holders of ordinary shares (in usd per share) | $ (0.37) | $ (0.33) |
Fair Value Measurements and F_3
Fair Value Measurements and Financial Instruments - Fair Value Measurement Hierarchy (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 | Jan. 25, 2022 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Warrant liability | $ 1,595 | $ 2,795 | |
$8.63 Warrants [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Warrant liability | 455 | 681 | |
PIPE Warrant liability | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Warrant liability | 56 | 97 | $ 1,300 |
Quoted prices in active markets (Level 1) | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Warrant liability | 455 | 681 | |
Sponsor earnout liability | 0 | 0 | |
Secured Convertible Notes | 0 | ||
Quoted prices in active markets (Level 1) | $8.63 Warrants [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Warrant liability | 455 | 681 | |
Quoted prices in active markets (Level 1) | PIPE Warrant liability | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Warrant liability | 0 | 0 | |
Quoted prices in active markets (Level 1) | Liberty Warrants and Liberty Advisory Fee Warrant liability | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Warrant liability | 0 | 0 | |
Significant observable inputs (Level 2) | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Warrant liability | 0 | 0 | |
Sponsor earnout liability | 0 | 0 | |
Secured Convertible Notes | 0 | ||
Significant observable inputs (Level 2) | $8.63 Warrants [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Warrant liability | 0 | 0 | |
Significant observable inputs (Level 2) | PIPE Warrant liability | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Warrant liability | 0 | 0 | |
Significant observable inputs (Level 2) | Liberty Warrants and Liberty Advisory Fee Warrant liability | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Warrant liability | 0 | 0 | |
Significant unobservable inputs (Level 3) | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Warrant liability | 1,140 | 2,114 | |
Sponsor earnout liability | 213 | 419 | |
Secured Convertible Notes | 36,430 | ||
Significant unobservable inputs (Level 3) | $8.63 Warrants [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Warrant liability | 0 | 0 | |
Significant unobservable inputs (Level 3) | PIPE Warrant liability | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Warrant liability | 56 | 97 | |
Significant unobservable inputs (Level 3) | Liberty Warrants and Liberty Advisory Fee Warrant liability | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Warrant liability | $ 1,084 | $ 2,017 |
Fair Value Measurements and F_4
Fair Value Measurements and Financial Instruments - Narrative (Details) $ in Millions | 6 Months Ended | ||
Jun. 30, 2024 USD ($) | Dec. 31, 2023 | Jun. 30, 2024 USD ($) | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |||
Time to expiry (in years) | 2 years 6 months 25 days | 3 years 25 days | |
Volatility (in percent) | 80.50% | 64% | |
Risk free rate of return (in percent) | 4.60% | 4% | |
Secured Convertible Notes | Convertible Debt | |||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |||
Notes debt | $ 6.4 | $ 6.4 | |
Secured Convertible Notes | Convertible Debt | Measurement Input, Credit Spread | Minimum | |||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |||
Convertible debt, measurement input | 0.2567 | 0.2567 | |
Secured Convertible Notes | Convertible Debt | Measurement Input, Credit Spread | Maximum | |||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |||
Convertible debt, measurement input | 0.3817 | 0.3817 | |
Secured Convertible Notes | Convertible Debt | Measurement Input, Price Volatility | |||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |||
Convertible debt, measurement input | 0.60 | 0.60 | |
Secured Convertible Notes | Convertible Debt | Measurement Input, Risk Free Interest Rate | |||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |||
Convertible debt, measurement input | 0.045 | 0.045 | |
PIPE Warrant | |||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |||
Time to expiry (in years) | 2 years 7 months 6 days | ||
Volatility (in percent) | 80.50% | ||
Risk free rate of return (in percent) | 4.60% | ||
Sponsor Earnout | |||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |||
Time to expiry (in years) | 2 years 7 months 6 days | ||
Volatility (in percent) | 80.50% | ||
Risk free rate of return (in percent) | 4.60% | ||
Liberty Warrants and Liberty Advisory Fee Warrant | |||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |||
Time to expiry (in years) | 2 years 7 months 6 days | ||
Volatility (in percent) | 80.20% | ||
Risk free rate of return (in percent) | 4.60% |
Fair Value Measurements and F_5
Fair Value Measurements and Financial Instruments - Reconciliation of Level 3 Fair Value Measurements of Financial Instruments (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
Warrant Liability | Liberty Warrants and Liberty Advisory Fee Warrant | ||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Beginning balance | $ 2,017 | $ 6,191 |
Issues | 0 | |
Remeasurement (gain)/loss | (933) | (3,852) |
Ending balance | 1,084 | 2,339 |
Warrant Liability | PIPE Warrant liability | ||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Beginning balance | 97 | 311 |
Issues | 0 | |
Remeasurement (gain)/loss | (41) | (202) |
Ending balance | 56 | 109 |
Sponsor Earnout | ||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Beginning balance | 419 | 1,353 |
Issues | 0 | |
Remeasurement (gain)/loss | (206) | (849) |
Ending balance | 213 | 504 |
Borrowings | ||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Beginning balance | 0 | 0 |
Issues | 30,000 | |
Remeasurement (gain)/loss | 6,430 | 0 |
Ending balance | $ 36,430 | $ 0 |
Related Parties - Narrative (De
Related Parties - Narrative (Details) - USD ($) $ in Thousands | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Dec. 31, 2023 | |
Schedule of Equity Method Investments [Line Items] | |||
Accounts payable | $ 9,475 | $ 7,935 | |
CF&Co , | Common Class A | |||
Schedule of Equity Method Investments [Line Items] | |||
Subsidiary, ownership percentage, noncontrolling owner | 5% | ||
Equity method investee | |||
Schedule of Equity Method Investments [Line Items] | |||
Accounts payable | $ 800 | $ 300 | |
Related Party | Convertible Debt | |||
Schedule of Equity Method Investments [Line Items] | |||
Fee paid | 900 | ||
Purchases From OS | |||
Schedule of Equity Method Investments [Line Items] | |||
Acquire equity method investments | $ 500 | $ 1,400 |
Secured Convertible Notes - Sch
Secured Convertible Notes - Schedule of Debt (Details) $ in Thousands | Jun. 30, 2024 USD ($) |
Debt Instrument [Line Items] | |
Less: Current portion | $ 0 |
Total non-current debt | 36,430 |
Convertible Debt | Secured Convertible Notes | |
Debt Instrument [Line Items] | |
Total debt | $ 36,430 |
Secured Convertible Notes - Nar
Secured Convertible Notes - Narrative (Details) | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2024 USD ($) | Apr. 12, 2024 USD ($) shares $ / shares | Jun. 30, 2024 USD ($) | Jun. 30, 2024 USD ($) | Jun. 30, 2023 USD ($) | Dec. 31, 2023 USD ($) | |
Debt Instrument [Line Items] | ||||||
Debt issuance costs as incurred | $ 2,397,000 | $ 0 | ||||
Secured Convertible Notes at fair value | $ 36,430,000 | $ 36,430,000 | 36,430,000 | $ 0 | ||
Common Class A | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, convertible, number of shares | shares | 833 | |||||
Convertible Debt | Secured Convertible Notes | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, face amount | $ 30,000,000 | $ 30,000,000 | 30,000,000 | 30,000,000 | ||
Proceeds from issuance of secured notes | $ 27,600,000 | 27,600,000 | ||||
Variable rate (as a percent) | 6.50% | |||||
Debt variable rate at end of period (as a percent) | 11.70% | |||||
Debt instrument interest rate in event of default (as a percent) | 0.040 | |||||
Maximum amount outstanding allowed | $ 50,000,000 | |||||
Debt instrument, convertible, conversion price (in usd per share) | $ / shares | $ 1.20 | |||||
Debt instrument, covenant proceeds from sale of assets | $ 2,000,000 | |||||
Debt instrument, pre-payment penalty percentage | 0.05 | |||||
Debt instrument, redemption price, percentage | 105% | |||||
Debt issuance costs as incurred | 2,400,000 | |||||
Secured Convertible Notes at fair value | $ 36,400,000 | $ 36,400,000 | $ 36,400,000 | |||
Convertible Debt | Maximum | Secured Convertible Notes | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, face amount | $ 50,000,000 |