10-Q

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

As of August 8, 2024, the registrant had 204,355,515 shares of common stock, $0.0001 par value per share, outstanding.

The accompanying notes are an integral part of these condensed consolidated financial statements.

Condensed Consolidated Statements of Operations and Comprehensive Loss (Unaudited)

The accompanying notes are an integral part of these condensed consolidated financial statements.

The accompanying notes are an integral part of these condensed consolidated financial statements

The accompanying notes are an integral part of these condensed consolidated financial statements.

Note 1 Organization and Summary of Significant Accounting Policies

Organization and Business

Terran Orbital Corporation, together with its wholly-owned subsidiaries (the “Company”), is a leading manufacturer of satellite products primarily serving the aerospace and defense industries. The Company provides end-to-end satellite solutions by combining satellite design, production, launch planning, mission operations, and on-orbit support to meet the needs of its military, civil, and commercial customers. The Company has a foreign subsidiary based in Torino, Italy.

Beginning on March 28, 2022, the Company's common stock and public warrants began trading on the New York Stock Exchange (the “NYSE”) under the symbols “LLAP” and “LLAP WS,” respectively.

Basis of Presentation and Significant Accounting Policies

The condensed consolidated financial statements included herein are unaudited, but in the opinion of management, they include all adjustments, consisting of normal recurring adjustments, necessary to summarize fairly the Company’s financial position, results of operations, and cash flows for the interim periods presented. The interim results reported in these condensed consolidated financial statements should not be taken as indicative of results that may be expected for future interim periods or the full year. For a more comprehensive understanding of the Company and its interim results, these condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements for the years ended December 31, 2023 and 2022 included in its Annual Report on Form 10-K, which was filed with the United States (“U.S.”) Securities and Exchange Commission (the “SEC”) on April 1, 2024 (the “2023 Annual Report”). The condensed consolidated balance sheet as of December 31, 2023 included herein was derived from the audited consolidated financial statements as of that date but does not include all the footnote disclosures from the annual consolidated financial statements.

The condensed consolidated financial statements have been prepared in U.S. dollars in accordance with generally accepted accounting principles in the U.S. (“GAAP”) and include the accounts of Terran Orbital Corporation and its subsidiaries. All intercompany transactions have been eliminated. The Company’s accounting policies used in the preparation of these condensed consolidated financial statements do not differ from those used for the annual consolidated financial statements, unless otherwise noted. Certain prior period amounts have been reclassified to conform with current period presentation.

The Company evaluates and reports its segment information based on the manner in which its Chief Executive Officer, who is the chief operating decision maker (the “CODM”), evaluates performance and allocates resources. Accordingly, the Company reports its results as a single operating and reportable segment on a consolidated basis.

Going Concern

The condensed consolidated financial statements have been prepared in accordance with GAAP assuming the Company will continue as a going concern. The going concern assumption contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. However, substantial doubt about the Company’s ability to continue as a going concern exists.

As of July 31, 2024, the Company’s cash and cash equivalents balance was approximately $14.6 million which, without additional funding, will not be sufficient to meet its obligations within the next twelve months from the issuance of this quarterly report. In order to proceed with its business plan, the Company will need to pursue additional sources of capital, and there is no assurance that additional capital will be able to be obtained on favorable terms, if at all. Additionally, the Company may also incur substantial costs in pursuing future capital financing, including financial advisory and/or placement agent fees, legal fees, accounting fees, securities law compliance fees, distribution expenses and other costs in connection with any potential financing transaction, which could adversely affect the Company’s financial position. If the amount of capital the Company is able to raise from financing activities, together with cash generated from operations, is not sufficient to satisfy its capital needs (even to the extent that the Company reduces its operations), third parties may be reluctant to provide the services the Company needs in order to operate and the Company may be required to cease its operations, initiate insolvency proceedings or otherwise conduct a capital restructuring, divest its assets at unattractive prices or accept an offer to purchase the Company at a discount to its current market price of its outstanding shares, to the extent it receives such offer.

TERRAN ORBITAL CORPORATION

Notes to the Condensed Consolidated Financial Statements (Unaudited)

Additionally, the Company’s primary corporate debt agreements contain a covenant requiring the Company’s Consolidated Adjusted EBITDA (as defined in the underlying note agreements), on a trailing twelve month basis, to not be less than $0 by December 31, 2024, which date is the result of the original determination date on June 30, 2024 being extended by two fiscal quarters pursuant to contractual terms (the “EBITDA Financial Covenant”). The commencement of the EBITDA Financial Covenant may be further delayed by one quarter for every additional $25.0 million of net cash proceeds received from qualified equity issuances. If the Company is unable to comply with these financial covenants, the Company’s creditors may accelerate the principal and interest on the Company’s primary corporate indebtedness to be immediately due and payable. As of June 30, 2024, debt subject to the EBITDA Financial Covenant totaled $295.6 million with related accrued but unpaid interest of $2.1 million.

There is also uncertainty regarding the Company’s ability to meet its obligations and to comply with the EBITDA Financial Covenant for at least twelve months from the issuance of these consolidated financial statements. While the Company may be able to extend the EBITDA Financial Covenant beyond December 31, 2024 if able to issue of qualified equity, or if it is able to obtain waivers from its existing creditors to waive the EBITDA Financial Covenant, the Company cannot provide assurances that it will be successful in any attempts to issue qualified equity, and/or receive waivers to the EBITDA Financial Covenant. The Company’s inability to raise capital through qualified equity issuances, or receive waivers may negatively impact its ability to meet its obligations and to maintain compliance with the EBITDA Financial Covenant, which may have a material adverse impact on the Company’s financial condition.

The condensed consolidated financial statements do not include any adjustments to the amount and classification of assets and liabilities that may be necessary should the Company not continue as a going concern.

Use of Estimates

The preparation of the condensed consolidated financial statements in accordance with GAAP requires the Company to select accounting policies and make estimates that affect amounts reported in the condensed consolidated financial statements and the accompanying notes. The Company’s estimates are based on the relevant information available at the end of each period. Actual results could differ materially from these estimates under different assumptions or market conditions.

Cash and Cash Equivalents

Cash and cash equivalents consist of cash on hand and highly liquid investments with original maturities of three months or less from the time of purchase.

Accrued Expenses and Other Current Liabilities

Accrued expenses and other current liabilities consisted of the following as of the dates presented:


(in thousands)	June 30, 2024		December 31, 2023
Current warrant and derivative liabilities(1)	$	23,963	$	-
Payroll-related accruals		7,016		8,248
Current operating lease liabilities		1,705		1,505
Accrued interest		2,114		2,116
Other current liabilities		2,882		2,539
Accrued expenses and other current liabilities	$	37,680	$	14,408

(1) - Refer to Note 6 “Warrants and Derivatives” for further discussion.

Research and Development

Research and development includes materials, labor, and overhead attributable to the development of new products and solutions and significant improvements to existing products and solutions. Research and development costs are expensed as incurred and recognized in selling, general, and administrative expenses in the condensed consolidated statements of operations and comprehensive loss. Research and development expense was $3.9 million and $5.2 million during the three months ended June 30, 2024 and 2023, respectively, and $7.4 million and $12.7 million during the six months ended June 30, 2024 and 2023, respectively.

TERRAN ORBITAL CORPORATION

Notes to the Condensed Consolidated Financial Statements (Unaudited)

Concentration of Credit Risks

Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of cash and cash equivalents, accounts receivable, and contract assets.

The majority of the Company’s cash and cash equivalents are held at major financial institutions. Certain account balances exceed the Federal Deposit Insurance Corporation insurance limits of $250,000 per account. As a result, there is a concentration of credit risk related to amounts in excess of the insurance limits. The Company regularly monitors the financial stability of these financial institutions and believes that there is no exposure to any significant credit risk in cash and cash equivalents.

Concentrations of credit risk with respect to accounts receivable and contract assets are limited because a large portion of our balances are related to (i) reputable companies with significant financial resources or (ii) customer programs in which the U.S. Government is the ultimate customer.

A small number of customers and contracts historically have represented a significant portion of the Company's consolidated revenue. During the three months ended June 30, 2024 and 2023, Lockheed Martin Corporation (“Lockheed Martin”) represented approximately 69% and 84% of consolidated revenue, respectively, and Rivada Space Networks GmbH (“Rivada”) represented approximately 15% and 4% of consolidated revenue, respectively. During the six months ended June 30, 2024 and 2023, Lockheed Martin represented approximately 71% and 79% of consolidated revenue, respectively, and Rivada represented approximately 11% and 2% of consolidated revenue, respectively. There were no other individual customers who accounted for more than 10% of the Company’s revenue during these periods.

The table below presents individual customers who accounted for more than 10% of the Company’s combined accounts receivable, net of allowance for credit losses, and contract assets, net of allowance for credit losses, as of the dates presented:



	June 30, 2024	December 31, 2023
Customer A	86%	82%
Customer B	0%	12%
Total	86%	94%

Recently Issued Accounting Pronouncements

Financial Accounting Standards Board (“FASB”) Accounting Standards Update (“ASU”) 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, improves reportable segment disclosure requirements primarily by enhancing disclosures about significant segment expenses. The guidance, among other requirements, also enhances interim disclosures, clarifies circumstances in which an entity can disclose multiple segment measures of profit or loss, and provides new segment disclosure requirements for entities with a single reportable segment. The guidance is effective for annual periods beginning after December 15, 2023 and interim periods within annual periods beginning after December 15, 2024. This guidance should be applied retrospectively to all periods presented. Early adoption is permitted. The Company is currently evaluating the impact of this guidance.

ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, focuses on improvements to income tax disclosures, primarily related to the rate reconciliation and income tax paid information. The guidance also includes certain other amendments to improve the effectiveness of income tax disclosures. The guidance is effective for annual periods beginning after December 15, 2024. This guidance should be applied prospectively, with retrospective application also a permitted option. Early adoption is permitted. The Company is currently evaluating the impact of this guidance

Note 2 Revenue and Receivables

The Company applies the following five steps in order to recognize revenue from contracts with customers: (i) identify the contract(s) with a customer; (ii) identify the performance obligation(s) in the contract; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligation(s) in the contract; and (v) recognize revenue when (or as) the entity satisfies a

TERRAN ORBITAL CORPORATION

Notes to the Condensed Consolidated Financial Statements (Unaudited)

performance obligation. The Company only applies the five-step model to contracts when it is probable that the entity will collect the consideration it is entitled to in exchange for the goods or services it transfers to the customer.

At contract inception, the Company assesses whether the goods or services promised within the contract represent a performance obligation. A performance obligation is a promise in a contract to transfer a distinct good or service to the customer. For contracts with multiple performance obligations, the Company allocates the contract’s transaction price to each performance obligation on a relative basis using the best estimate of the stand-alone selling price of each performance obligation, which is estimated using the expected-cost-plus-margin approach. Generally, the Company’s contracts with customers are structured such that the customer has the option to purchase additional goods or services. Customer options to purchase additional goods or services do not represent a separate performance obligation as the prices for such options reflect the stand-alone selling prices for the additional goods or services. Contracts are generally priced on a firm-fixed price basis, cost-plus fee basis, or time and materials basis.

The Company recognizes the transaction price allocated to the respective performance obligation as revenue as the performance obligation is satisfied. The majority of the Company's contracts with customers relate to the creation of specialized assets that do not have alternative use and entitle the Company to an enforceable right to payment for performance completed to date. Accordingly, the Company generally measures progress towards the satisfaction of a performance obligation over time using the cost-to-cost input method.

Payments for costs not yet incurred or for costs incurred in anticipation of providing a good or service under a contract with a customer in the future are included in prepaid expenses and other current assets on the condensed consolidated balance sheets.

Estimate-at-Completion

The recognition of revenue over time using the cost-to-cost input method is dependent on the Company’s cost estimate-at-completion (“EAC”), which is subject to many variables and requires significant judgment. EAC represents the total estimated cost-at-completion and is comprised of direct material, direct labor, and manufacturing overhead applicable to a performance obligation. There is a company-wide standard and periodic EAC process in which the Company reviews the progress and execution of outstanding performance obligations. As part of this process, the Company reviews information including, but not limited to, any outstanding key contract matters, progress towards completion and the related program schedule, identified risks and opportunities and the related changes in estimates of revenues and costs. The risks and opportunities include the Company’s judgment about the ability and cost to achieve the schedule (e.g., the number and type of milestone events), technical requirements (e.g., a newly-developed product versus a mature product) and other contract requirements. The Company must make assumptions and estimates regarding labor productivity and availability, the complexity of the work to be performed, the availability of materials, the length of time to complete the performance obligation (e.g., to estimate increases in wages and prices for materials and related support cost allocations), execution by subcontractors, the availability and timing of funding from customers and overhead cost rates, among other variables.

Based on the results of the periodic EAC process, any adjustments to revenue, cost of sales, and the related impact to gross profit are recognized on a cumulative catch-up basis in the period they become known. These adjustments may result from positive program performance, and may result in an increase in gross profit during the performance of individual performance obligations, if it is determined the Company will be successful in mitigating risks surrounding the technical, schedule and cost aspects of those performance obligations or realizing related opportunities. Likewise, these adjustments may result in a decrease in gross profit if it is determined the Company will not be successful in mitigating these risks or realizing related opportunities. A significant change in one or more of these estimates could affect the profitability of one or more of the Company’s performance obligations.

Contract modifications often relate to changes in contract specifications and requirements. Contract modifications are considered to exist when the modification either creates new or changes the existing enforceable rights and obligations. Most of the Company’s contract modifications are for goods or services that are not distinct from the existing contract due to the significant integration service provided in the context of the contract and are accounted for as if they were part of that existing contract. The effect of a contract modification on the transaction price, and the measure of progress for the performance obligation to which it relates, is recognized as an adjustment to revenue either as an increase in or a reduction of revenue on a cumulative catch-up basis.

Some of the Company’s long-term contracts contain award fees, incentive fees, or other provisions that can either increase or decrease the transaction price. These variable amounts generally are awarded upon achievement of certain performance metrics, program milestones or cost targets and can be based upon customer discretion. Variable consideration is estimated at the most likely amount to

TERRAN ORBITAL CORPORATION

Notes to the Condensed Consolidated Financial Statements (Unaudited)

which the Company is expected to be entitled. Estimated amounts are included in the transaction price to the extent it is probable that a significant reversal of cumulative revenue recognized will not occur when the uncertainty associated with the variable consideration is resolved. Estimates of variable consideration and determination of whether to include estimated amounts in the transaction price are based largely on an assessment of the Company’s anticipated performance and all information (historical, current, and forecasted) that is reasonably available. The unfunded portion of enforceable contracts are accounted for as variable consideration.

For contracts in which the U.S. Government is the ultimate customer, the Company follows U.S. Government procurement and accounting standards in assessing the allowability and the allocability of costs to contracts. Due to the significance of the judgments and estimation processes, it is likely that materially different amounts could be recorded if different assumptions were used or if the underlying circumstances were to change. The Company monitors the consistent application of its critical accounting policies and compliance with contract accounting. Business operations personnel conduct periodic contract status and performance reviews. When adjustments in estimated contract revenues or costs are determined, any material changes from prior estimates are included in earnings in the current period. Also, regular and recurring evaluations of contract cost, scheduling and technical matters are performed by Company personnel who are independent from the business operations personnel performing work under the contract. Costs incurred and allocated to contracts with the U.S. Government are subject to audit by the Defense Contract Audit Agency for compliance with regulatory standards.

Disaggregation of Revenue

Below is a summary of the Company’s accounting by type of revenue:

•

Mission Support: Mission support services primarily relate to the integrated design, manufacture, and assembly of satellites for customers.

•

Launch Support: Launch support services relate to the assistance the Company provides in the process of launching a satellite into space by identifying and securing launch opportunities with launch providers as well as coordinating and managing the activities leading up to the launch event on behalf of customers.

•

Operations: Operations relates to the management, operations, and communication of information of satellites that are on-orbit on behalf of a customer.

•

Studies, Design and Other: Studies, design and other services primarily relate to professional engineering feasibility studies and preliminary design services for customers.

The following tables present the Company’s disaggregated revenue by offering and customer type for the periods presented:


	Three Months Ended June 30,					Six Months Ended June 30,
(in thousands)	2024		2023			2024		2023
Mission support	$	28,534	$	31,546		$	52,705	$	58,136
Launch support		63		(59	)		550		1,028
Operations		894		175			1,927		369
Studies, design and other		896		570			2,440		897
Revenue	$	30,387	$	32,232		$	57,622	$	60,430

TERRAN ORBITAL CORPORATION

Notes to the Condensed Consolidated Financial Statements (Unaudited)


	Three Months Ended June 30,				Six Months Ended June 30,
(in thousands)	2024		2023		2024		2023
U.S. Government contracts
Fixed price	$	21,638	$	25,924	$	41,438	$	47,476
Cost-plus fee and other		522		1,675		695		3,363
		22,160		27,599		42,133		50,839

Foreign government contracts


Delaware		98-1572314
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)
	6800 Broken Sound Parkway NW, Suite 200 Boca Raton, FL 33487 (561) 988-1704
	(Address of principal executive offices, including zip code, Registrant's telephone number, including area code)


Title of each class	Trading Symbols	Name of each exchange on which registered
Common stock, par value $0.0001 per share	LLAP	New York Stock Exchange
Preferred Stock Purchase Rights		New York Stock Exchange
Warrants to purchase one share of common stock, each at an exercise price of $11.50 per share	LLAP WS	New York Stock Exchange


		Page

PART I.	FINANCIAL INFORMATION

Item 1.	Financial Statements	1
	Condensed Consolidated Balance Sheets (Unaudited)	1
	Condensed Consolidated Statements of Operations and Comprehensive Loss (Unaudited)	2
	Condensed Consolidated Statements of Shareholders' Deficit (Unaudited)	3
	Condensed Consolidated Statements of Cash Flows (Unaudited)	5
	Notes to the Condensed Consolidated Financial Statements (Unaudited)	6
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	25
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	38
Item 4.	Controls and Procedures	38

PART II.	OTHER INFORMATION

Item 1.	Legal Proceedings	39
Item 1A.	Risk Factors	39
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	40
Item 3.	Defaults Upon Senior Securities	40
Item 4.	Mine Safety Disclosures	40
Item 5.	Other Information	40
Item 6.	Exhibits	43
Signatures		44


	June 30, 2024			December 31, 2023
Assets:
Cash and cash equivalents	$	30,589		$	71,663
Accounts receivable, net of allowance for credit losses of $15 and $182 as of June 30, 2024 and December 31, 2023, respectively		4,218			14,735
Contract assets, net		31,720			21,390
Inventory		37,727			33,348
Prepaid expenses and other current assets		21,457			14,843
Total current assets		125,711			155,979
Property, plant, and equipment, net		47,659			46,449
Other assets		15,449			17,885
Total assets	$	188,819		$	220,313
Liabilities and shareholders' deficit:
Current portion of long-term debt	$	13,011		$	11,740
Accounts payable		23,086			22,850
Contract liabilities		138,093			103,924
Reserve for anticipated losses on contracts		502			977
Accrued expenses and other current liabilities		37,680			14,408
Total current liabilities		212,372			153,899
Long-term debt		187,383			171,033
Warrant and derivative liabilities		10,549			34,462
Other liabilities		17,253			18,555
Total liabilities		427,557			377,949
Commitments and contingencies (Note 12)
Shareholders' deficit:
Preferred stock - authorized 50,000,000 shares of $0.0001 par value; zero issued and outstanding as of June 30, 2024 and December 31, 2023		-			-
Common stock - authorized 600,000,000 shares of $0.0001 par value; issued and outstanding shares of 203,527,577 and 199,413,917 as of June 30, 2024 and December 31, 2023, respectively		20			20
Additional paid-in capital		362,713			355,144
Accumulated deficit		(601,633	)		(513,011	)
Accumulated other comprehensive income		162			211
Total shareholders' deficit		(238,738	)		(157,636	)
Total liabilities and shareholders' deficit	$	188,819		$	220,313


	Three Months Ended June 30,						Six Months Ended June 30,
	2024			2023			2024			2023
Revenue	$	30,387		$	32,232		$	57,622		$	60,430
Cost of sales		27,565			31,430			60,956			61,027
Gross profit (loss)		2,822			802			(3,334	)		(597	)
Selling, general, and administrative expenses		28,539			28,732			56,847			61,262
Loss from operations		(25,717	)		(27,930	)		(60,181	)		(61,859	)
Interest expense, net		14,607			11,729			28,303			22,663
Change in fair value of warrant and derivative liabilities		(4,993	)		(11,486	)		50			(2,031	)
Other (income) expense		(4	)		(26	)		(15	)		83
Loss before income taxes		(35,327	)		(28,147	)		(88,519	)		(82,574	)
Provision for (benefit from) income taxes		51			(17	)		103			1
Net loss		(35,378	)		(28,130	)		(88,622	)		(82,575	)
Other comprehensive loss, net of tax:
Foreign currency translation adjustments		(12	)		(43	)		(49	)		(23	)
Total comprehensive loss	$	(35,390	)	$	(28,173	)	$	(88,671	)	$	(82,598	)

Weighted-average shares outstanding
Basic and diluted		203,477,086			156,502,662			202,459,647			150,316,749

Net loss per share
Basic and diluted	$	(0.17	)	$	(0.18	)	$	(0.44	)	$	(0.55	)


	☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934


Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated filer	☒	Smaller reporting company	☒
Emerging growth company	☒


	Three Months Ended June 30, 2024
	Common Stock
	Shares		Amount		Additional Paid-in Capital		Accumulated Deficit			Accumulated Other Comprehensive Income			Total Shareholders' Deficit
Balance as of March 31, 2024		201,279,662	$	20	$	358,981	$	(566,255	)	$	174		$	(207,080	)
Net loss		-		-		-		(35,378	)		-			(35,378	)
Other comprehensive loss, net of tax		-		-		-		-			(12	)		(12	)
Share-based compensation		-		-		3,651		-			-			3,651
Settlement of vested restricted stock units		2,127,340		-		-		-			-			-
Exercise of equity-classified warrants		10,000		-		15		-			-			15
Exercise of stock options		63,125		-		4		-			-			4
Other		47,450		-		62		-			-			62
Balance as of June 30, 2024		203,527,577	$	20	$	362,713	$	(601,633	)	$	162		$	(238,738	)


	Three Months Ended June 30, 2023
	Common Stock
	Shares		Amount		Additional Paid-in Capital		Accumulated Deficit			Accumulated Other Comprehensive Income			Total Shareholders' Deficit
Balance as of March 31, 2023		144,680,223	$	14	$	280,095	$	(415,613	)	$	179		$	(135,325	)
Net loss		-		-		-		(28,130	)		-			(28,130	)
Other comprehensive income, net of tax		-		-		-		-			(43	)		(43	)
Issuance of common stock, net of issuance costs		16,000,000		2		10,724		-			-			10,726
Issuance of warrants, net of issuance costs		-		-		23,398		-			-			23,398
Share-based compensation		-		-		3,589		-			-			3,589
Settlement of vested restricted stock units		484,886		-		-		-			-			-
Exercise of equity-classified warrants		3,965,000		1		-		-			-			1
Exercise of stock options		59,425		-		65		-			-			65
Balance as of June 30, 2023		165,189,534	$	17	$	317,871	$	(443,743	)	$	136		$	(125,719	)


	Six Months Ended June 30, 2024
	Common Stock
	Shares		Amount		Additional Paid-in Capital		Accumulated Deficit			Accumulated Other Comprehensive Income			Total Shareholders' Deficit
Balance as of December 31, 2023		199,413,917	$	20	$	355,144	$	(513,011	)	$	211		$	(157,636	)
Net loss		-		-		-		(88,622	)		-			(88,622	)
Other comprehensive loss, net of tax		-		-		-		-			(49	)		(49	)
Share-based compensation		-		-		7,467		-			-			7,467
Settlement of vested restricted stock units		3,962,145		-		-		-			-			-
Exercise of stock options		94,065		-		25		-			-			25
Exercise of equity-classified warrants		10,000		-		15		-			-			15
Other		47,450		-		62		-			-			62
Balance as of June 30, 2024		203,527,577	$	20	$	362,713	$	(601,633	)	$	162		$	(238,738	)


	Six Months Ended June 30, 2023
	Common Stock
	Shares		Amount		Additional Paid-in Capital		Accumulated Deficit			Accumulated Other Comprehensive Income			Total Shareholders' Deficit
Balance as of December 31, 2022		142,503,771	$	14	$	269,574	$	(361,168	)	$	159		$	(91,421	)
Net loss		-		-		-		(82,575	)		-			(82,575	)
Other comprehensive income, net of tax		-		-		-		-			(23	)		(23	)
Issuance of common stock, net of issuance costs		16,000,000		2		10,724		-			-			10,726
Issuance of warrants, net of issuance costs		-		-		23,398		-			-			23,398
Share-based compensation		-		-		13,755		-			-			13,755
Settlement of vested restricted stock units		2,150,219		-		-		-			-			-
Exercise of equity-classified warrants		3,965,000		1		-		-			-			1
Exercise of stock options		570,544		-		420		-			-			420
Balance as of June 30, 2023		165,189,534	$	17	$	317,871	$	(443,743	)	$	136		$	(125,719	)