Cover Page - shares |
9 Months Ended | |
|---|---|---|
Sep. 30, 2021 |
Nov. 10, 2021 |
|
| Document Information [Line Items] | ||
| Document Type | 10-Q/A | |
| Amendment Flag | true | |
| Entity Registrant Name | SPIRE GLOBAL, INC. | |
| Entity Central Index Key | 0001816017 | |
| Document Period End Date | Sep. 30, 2021 | |
| Document Fiscal Year Focus | 2021 | |
| Document Fiscal Period Focus | Q3 | |
| Document Quarterly Report | true | |
| Document Transition Report | false | |
| Entity File Number | 001-39493 | |
| Entity Incorporation, State or Country Code | DE | |
| Entity Tax Identification Number | 85-1276957 | |
| Entity Address, Address Line One | 8000 Towers Crescent Drive | |
| Entity Address, Address Line Two | Suite 1225 | |
| Entity Address, City or Town | Vienna | |
| Entity Address, State or Province | VA | |
| Entity Address, Postal Zip Code | 22182 | |
| City Area Code | 202 | |
| Local Phone Number | 301-5127 | |
| Current Fiscal Year End Date | --12-31 | |
| Entity Current Reporting Status | Yes | |
| Entity Filer Category | Non-accelerated Filer | |
| Entity Small Business | true | |
| Entity Emerging Growth Company | true | |
| Entity Ex Transition Period | false | |
| Entity Shell Company | false | |
| Entity Interactive Data Current | Yes | |
| Amendment Description | EXPLANATORY NOTE Spire Global, Inc. (the “Company”) is filing this Amendment No. 1 on Form 10-Q/A (“Form 10-Q/A”) to its Quarterly Report on Form 10-Q for the period ended September 30, 2021 (the “Original Form 10-Q”), as originally filed with the U.S. Securities and Exchange Commission (the “SEC”) on November 10, 2021, to amend and restate the Original Form 10-Q as further described below. As disclosed in the Company’s Current Report on Form 8-K, as filed with the SEC on October 25, 2022, the Company is restating its previously issued unaudited condensed consolidated financial statements as of and for the three and nine months ended September 30, 2021. Subsequent to the filing of the Original Form 10-Q, the Company discovered that an incorrect number had been used in the calculation of the fair value of the contingent earnout liability following the consummation of the reverse capitalization transaction on August 16, 2021. As a result, the Company’s contingent earnout liability was understated by approximately $3.3 million as of September 30, 2021. For the three and nine months ended September 30, 2021, the loss recorded on the change in fair value of contingent earnout liability, total other income (expense), net, loss before income taxes, and net loss were each understated by approximately $23.4 million for each period. Basic and diluted net loss per share was understated by $0.34 and by $0.63 for the three and nine months ended September 30, 2021, respectively. As a result of the error, the Company’s previously issued unaudited condensed consolidated financial statements as of and for the three and nine months ended September 30, 2021 were materially misstated and are being restated in this Form 10-Q/A. This Form 10-Q/A is presented as of the filing date of the Original Form 10-Q, does not reflect events occurring after that date, and does not modify or update disclosures in any way other than as required to reflect the restatement described below. Accordingly, this Form 10-Q/A should be read in conjunction with the Company’s filings with the SEC subsequent to the date on which the Company filed the Original Form 10-Q. This Form 10-Q/A sets forth the Original Form 10-Q in its entirety, as amended to reflect the restatement. Among other things, forward-looking statements made in the Original Form 10-Q have not been revised to reflect events that occurred or facts that became known to the Company after the filing of the Original Form 10-Q, and such forward-looking statements should be read in their historical context. The following items have been amended as a result of the restatement: Part I, Item 1, “Financial Statements”, Part I, Item 2, “Management’s Discussion and Analysis of Financial Condition and Results of Operations”, Part I, Item 4, “Controls and Procedures”, and Part II, Item 1A, “Risk Factors.” In accordance with applicable SEC rules, this Form 10-Q/A includes an updated signature page and certifications of the Company’s Chief Executive Officer and Chief Financial Officer in Exhibits 31.1, 31.2 and 32.1 as required by Rule 12b-15. Refer to Note 2, “Summary of Significant Accounting Policies,” of the Notes to Condensed Consolidated Financial Statements of this Form 10-Q/A for additional information and for the summary of the accounting impacts of the restatement of the Company’s condensed consolidated financial statements. The Company has concluded its disclosure controls and procedures as of September 30, 2021 remained ineffective due to the unremediated material weaknesses previously disclosed in Part I, Item 4 “Controls and Procedures” of the Original Form 10-Q, as well as the identification of an additional material weakness in internal control over financial reporting related to the error discussed above. See additional disclosure included in Part 1, Item 4 of this Form 10-Q/A. | |
| Common Class A [Member] | ||
| Document Information [Line Items] | ||
| Title of 12(b) Security | Class A common stock, par value of $0.0001 per share | |
| Trading Symbol | SPIR | |
| Security Exchange Name | NYSE | |
| Entity Common Stock, Shares Outstanding | 133,830,621 | |
| Common Class B [Member] | ||
| Document Information [Line Items] | ||
| Entity Common Stock, Shares Outstanding | 12,058,614 | |
| Warrant [Member] | ||
| Document Information [Line Items] | ||
| Title of 12(b) Security | Warrants, each whole warrant exercisable for one share of Class A common stock at an exercise price of $11.50 per share | |
| Trading Symbol | SPIR.WS | |
| Security Exchange Name | NYSE | |
| Entity Common Stock, Shares Outstanding | 18,099,992 |