Annual report [Section 13 and 15(d), not S-K Item 405]

Long-Term Debt

v3.26.1
Long-Term Debt
12 Months Ended
Dec. 31, 2025
Debt Disclosure [Abstract]  
Long-Term Debt
7.
Long-Term Debt

As of December 31, 2025, the Company did not have any long-term debt. As of December 31, 2024, long-term debt consisted of the following (in thousands):

 

 

December 31,

 

 

2024

 

Blue Torch term loan

 

$

98,446

 

Other

 

 

4,618

 

Total long-term debt

 

 

103,064

 

Less: Debt issuance costs

 

 

(4,510

)

Less: Current portion of long-term debt

 

 

(93,936

)

Non-current portion of long-term debt

 

$

4,618

 

The Company recorded interest expense, including amortization of deferred issuance costs from long-term debt, of $7.4 million and $20.3 million for the years ended December 31, 2025 and 2024, respectively.

Blue Torch Credit Agreement

On June 13, 2022, the Company, as borrower, and Spire Global Subsidiary, Inc. and Austin Satellite Design, LLC, as guarantors, entered into a financing agreement (the “Blue Torch Financing Agreement”) with Blue Torch Finance LLC, a Delaware limited liability company (“Blue Torch”), as administrative agent and collateral agent, and certain lenders (the “Lenders”). The Blue Torch Financing Agreement provided for, among other things, a term loan facility in an aggregate principal amount of up to $120.0 million (the “Blue Torch Credit Facility”).

The $120.0 million term loan was available and drawn at closing, of which $19.7 million was placed in an escrow account by Blue Torch with such amount released upon the Company achieving certain metrics related to annualized recurring revenue and a total annualized recurring revenue leverage ratio. These metrics were achieved and the $19.7 million was released from the escrow account and delivered to the Company in February 2023. The term loan accrued interest at a floating rate based, at the

Company’s election, on either a reference rate or a 3-month Term Secured Overnight Financing Rate (“SOFR”) (subject to a 1.0% floor), plus an interest rate margin of 7.0% for reference rate borrowings and 8.0% for 3-month Term SOFR borrowings, plus an incremental Term SOFR margin of 0.26161%. The Company elected the Term SOFR rate. Principal on the term loan was only payable at maturity and interest on the term loan was due and payable quarterly for Term SOFR borrowings.

On April 25, 2025, the Company used a portion of the proceeds from the Maritime Transaction to pay in full all outstanding obligations under the Blue Torch Financing Agreement, which was terminated in connection with the payment. The total amount paid to Blue Torch, including outstanding principal, exit fees, termination penalties, applicable premiums, and accrued interest was approximately $108.6 million. The Company recognized a $10.5 million loss on extinguishment of debt in the consolidated statements of operations for the year ended December 31, 2025.

Government Loan

The Company assumed an interest free loan agreement with the SIF upon the Acquisition which was recorded at an amount equal to the proceeds received. Any amount outstanding under this loan would have been repayable in 15 annual payments beginning February 28, 2026, and would have had a stated interest rate of zero. On April 25, 2025, the Company repaid all obligations under the SIF loan agreement. The Company recognized $1.5 million as a loss on extinguishment of debt in the consolidated statements of operations for the year ended December 31, 2025 upon the repayment of the SIF loan. The SIF loan agreement balance was $0 and $4.6 million, which was included in other long-term liabilities in the consolidated balance sheets as of December 31, 2025 and 2024, respectively.