Surf Air Mobility Inc 8-K, filed Nov 5, 2026
Surf Air Mobility Inc. (SRFM)
About this 8-K
Surf Air Mobility Inc filed this 8-K on November 5, 2026.
Surf Air Mobility reported third-quarter revenue of $36.5 million, up 25%, and a $6.7 million Adjusted EBITDA loss, improved 32%, while full-year 2026 Adjusted EBITDA loss guidance worsened to $35 million to $32 million from $30 million to $25 million. AI summary
Items reported
- Item 2.02: Financial results
- Item 9.01: Financial statements and exhibits
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported):
(Exact name of registrant as specified in its charter)
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(State or other jurisdiction |
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(Commission File Number) |
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(IRS Employer |
(Address of principal executive offices, including zip code)
Registrant’s telephone number, including area code:
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(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
Title of Each Class: |
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Trading Symbol(s) |
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Name of Each Exchange on Which Registered: |
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
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.
Item 2.02 Results of Operations and Financial Condition
On November 5, 2026, Surf Air Mobility Inc. (the “Company”) issued a press release announcing the Company’s financial results for the quarter ended September 30, 2026. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K, and is incorporated herein by reference.
The information in this Item 2.02, including Exhibit 99.1, are furnished herewith and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (“Exchange Act”), or otherwise subject to the liabilities of that section, nor shall they be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
Exhibit Number |
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Exhibit Title or Description |
99.1 |
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104 |
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Cover Page Interactive Data File (embedded within the Inline XBRL) |
1
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Report to be signed on its behalf by the undersigned hereunto duly authorized.
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SURF AIR MOBILITY INC. |
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Date: November 5, 2026 |
By: |
/s/ Jason Secore |
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Name: |
Jason Secore |
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Title: |
Chief Financial Officer |
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Exhibit 99.1
Surf Air Mobility Reports Third Quarter 2026 Financial Results, Meeting Revenue and Adjusted EBITDA Guidance
Third Quarter Revenue of $36.5 Million, Within Guidance, and an Increase of 25% Compared to the Third Quarter 2025, and the Highest in Company’s History
Third Quarter Adjusted EBITDA Loss of $6.7 Million, Within Guidance, and a 32% Improvement Compared to the Third Quarter 2025, and the Best Adjusted EBITDA in Company’s History
Surf On Demand Business Revenue Grew to a Record $19 Million, an increase of 121% Compared to the Third Quarter 2025
Commercially Launched OperatorOS, With Five Contracts Signed to Date
Company Issues Fourth Quarter 2026 Guidance
LOS ANGELES, CA - November 5, 2026 - Surf Air Mobility Inc. (NYSE: SRFM) ("Surf Air Mobility" or the "Company"), a leading air mobility platform, today reported financial results for the third quarter ended September 30, 2026, and provided a progress update for the Company’s SurfOS software, Surf On Demand, and airline operations businesses.
Deanna White, Chief Executive Officer of Surf Air Mobility, said: "The third quarter was the highest revenue and best Adjusted EBITDA quarter in Surf Air Mobility's history, with revenue and Adjusted EBITDA within guidance. We are now in the Expansion Phase of our Transformation Plan, and we made progress on each of its priorities: commercializing SurfOS, scaling Surf On Demand, and expanding airline profitability. These results reflect our shift from an airline-centric company to a technology-powered air mobility platform."
Q3 2026 Financial Results
Revenue
Net Loss
Net loss was $20.4 million for the third quarter of 2026, compared to $27.2 million in the prior year period, a 25% improvement. Net loss included investment in R&D for technology initiatives, stock-based compensation, transaction costs and other non-recurring items.
Adjusted EBITDA
Q3 2026 Business Highlights
SurfOS Software
Surf On Demand
Airline Operations
Electrification
Corporate
Balance Sheet and Financing
Jason Secore, Chief Financial Officer of Surf Air Mobility, said: "Our results reflect growth in Surf On Demand's profitable revenue and expanding airline margins. Our priority is to maximize long-term shareholder value by investing in our most profitable and fastest-growing businesses, while continuing to narrow our Adjusted EBITDA loss, improving free cash flow conversion, and funding growth from a stronger balance sheet."
Financial Outlook
Surf Air Mobility is providing guidance for the fourth quarter, reaffirming revenue guidance for the full year 2026, and modifying Adjusted EBITDA guidance for the full year 2026:
Fourth Quarter 2026
Full Year 2026
The Company expects airline Adjusted EBITDA to improve further in the fourth quarter.
Conference Call
Surf Air Mobility will host a conference call today at 5:00pm ET. Interested parties can register in advance to listen to the webcast here or can find a link on the 'Events & Presentations' section of our investor relations website.
Alternatively, listeners may dial into the call as follows:
United States (Local): +1 585 542 9983
United States (Toll-Free): +1 833 461 5787
International Dial-Ins
Meeting ID: 999 843 121
Forward-Looking Statements
This Press Release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding Surf Air Mobility’s profitability and future financial results and its ability to achieve its business objectives. Readers of this release should be aware of the speculative nature of forward-looking statements. These statements are based on the beliefs of the Company’s management as well as assumptions made by and information currently available to the Company and reflect the Company’s current views concerning future events. As such, they are subject to risks and uncertainties that could cause actual results or events to differ materially from those expressed or implied by such forward-looking statements. Such risks and uncertainties include, among many others: Surf Air Mobility’s ability to anticipate the future needs of the air mobility market; Surf Air Mobility’s future ability to pay contractual obligations and liquidity will depend on operating performance, cash flow and ability to secure adequate financing; the dependence on third-party partners and suppliers for the components and collaboration in Surf Air Mobility’s development of its advanced air mobility software platform, and any interruptions, disagreements or delays with those partners and suppliers; the inability to execute business objectives and growth strategies successfully or sustain Surf Air Mobility’s growth; the inability of Surf Air Mobility’s customers to pay for Surf Air
Mobility’s services; the inability of Surf Air Mobility to obtain additional financing or access the capital markets to fund its ongoing operations on acceptable terms and conditions; the outcome of any legal proceedings that might be instituted against Surf Air Mobility, the risks associated with Surf Air Mobility’s obligations to comply with applicable laws, government regulations and rules and standards of the New York Stock Exchange; and general economic conditions. These and other risks are discussed in detail in the periodic reports that the Company files with the SEC, and investors are urged to review those periodic reports and the Company’s other filings with the SEC, which are accessible on the SEC’s website at www.sec.gov, before making an investment decision. The Company assumes no obligation to update its forward-looking statements except as required by law.
Footnotes
Use of Non-GAAP Financial Measures: Surf Air Mobility uses Adjusted EBITDA to identify and target operational results which is beneficial to management and investors in evaluating operational effectiveness. Adjusted EBITDA is a supplemental measure of Surf Air Mobility’s performance that is not required by, or presented in accordance with, U.S. GAAP. Adjusted EBITDA is not a measurement of Surf Air Mobility’s financial performance under U.S. GAAP and should not be considered as an alternative to net income (loss) or any other performance measure derived in accordance with U.S. GAAP. Surf Air Mobility’s calculation of this non-GAAP financial measure may differ from similarly titled non-GAAP measures, if any, reported by other companies. This non-GAAP financial measure should not be considered in isolation from, or as a substitute for, financial information prepared in accordance with U.S. GAAP.
Non-GAAP financial measures have limitations in their usefulness to investors because they have no standardized meaning prescribed by GAAP and are not prepared under any comprehensive set of accounting rules or principles. In addition, non-GAAP financial measures may be calculated differently from, and therefore may not be directly comparable to, similarly titled measures used by other companies.
Surf Air Mobility presents Adjusted EBITDA because it considers this measure to be an important supplemental measure of its performance and believes it is frequently used by securities analysts, investors, and other interested parties in the evaluation of companies in its industry. Management believes that investors’ understanding of Surf Air Mobility’s performance is enhanced by including this non-GAAP financial measure as a reasonable basis for comparing its ongoing results of operations.
Unaudited Condensed Consolidated Balance Sheets as of September 30, 2026 and December 31, 2025:
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September 30, 2026 |
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December 31, |
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Assets: |
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Current assets: |
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Cash |
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$ |
10,719 |
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$ |
12,672 |
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Accounts receivable, net |
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4,973 |
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3,929 |
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Prepaid expenses and other current assets |
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14,432 |
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14,320 |
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Total current assets |
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30,124 |
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30,921 |
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Restricted cash |
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287 |
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10,091 |
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Property and equipment, net |
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60,396 |
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45,595 |
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Intangible assets, net |
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17,876 |
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20,067 |
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Operating lease right-of-use assets |
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13,426 |
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12,510 |
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Finance lease right-of-use assets |
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587 |
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809 |
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Other assets |
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11,975 |
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11,688 |
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Total assets |
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$ |
134,671 |
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$ |
131,681 |
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Liabilities and Shareholders’ Deficit: |
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Current liabilities: |
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Accounts payable |
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$ |
19,151 |
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$ |
18,437 |
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Accrued expenses and other current liabilities |
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41,572 |
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47,702 |
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Deferred revenue |
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22,434 |
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17,924 |
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Current maturities of long-term debt, including $12,449 and $0 measured at fair value at September 30, 2026 and December 31, 2025, respectively |
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24,598 |
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2,712 |
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Operating lease liabilities, current |
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3,885 |
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3,636 |
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Finance lease liabilities, current |
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280 |
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277 |
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SAFE notes at fair value, current |
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3 |
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5 |
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Convertible notes at fair value, current |
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15,198 |
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42,274 |
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Due to related parties, current |
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61 |
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643 |
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Total current liabilities |
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127,182 |
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133,610 |
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Long-term liabilities: |
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Long-term debt, net of current maturities, including $12,450 and $0 measured at fair value at September 30, 2026 and December 31, 2025, respectively |
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34,306 |
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14,389 |
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Convertible notes at fair value, long term |
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— |
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25,183 |
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Operating lease liabilities, long term |
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9,761 |
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8,714 |
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Finance lease liabilities, long term |
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463 |
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670 |
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Due to related parties, long term |
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5,100 |
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100 |
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Other long-term liabilities |
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3,320 |
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3,872 |
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Total liabilities |
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$ |
180,132 |
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$ |
186,538 |
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Commitments and contingencies: |
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Shareholders’ deficit: |
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Preferred Stock, $0.0001 par value; 50,000,000 shares authorized; 0 shares issued and outstanding at September 30, 2026 and December 31, 2025 |
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— |
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— |
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Common stock, $0.0001 par value; 800,000,000 shares authorized as of both September 30, 2026 and December 31, 2025; 134,892,456 shares and 73,082,025 shares issued and outstanding as of September 30, 2026 and December 31, 2025, respectively |
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13 |
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7 |
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Additional paid-in capital |
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811,288 |
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733,135 |
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Accumulated deficit |
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(856,762 |
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(787,999 |
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Total shareholders’ deficit |
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$ |
(45,461 |
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$ |
(54,857 |
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Total liabilities and shareholders’ deficit |
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$ |
134,671 |
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$ |
131,681 |
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Unaudited Condensed Consolidated Statements of Operations for the Three and Nine Months Ended September 30, 2026 and 2025: (in thousands, except share and per share data):
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Three Months Ended September 30, |
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Nine Months Ended September 30, |
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2026 |
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2025 |
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2026 |
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2025 |
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Revenue |
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$ |
36,456 |
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$ |
29,172 |
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$ |
91,578 |
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$ |
80,109 |
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Operating expenses: |
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Cost of revenue, exclusive of depreciation and amortization |
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33,485 |
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27,662 |
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88,878 |
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76,696 |
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Technology and development |
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1,428 |
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2,327 |
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5,654 |
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8,012 |
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Sales and marketing |
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2,417 |
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2,060 |
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7,519 |
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5,214 |
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General and administrative |
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12,237 |
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11,200 |
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29,784 |
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34,173 |
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Depreciation and amortization |
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2,851 |
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2,423 |
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7,858 |
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7,012 |
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Total operating expenses |
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52,418 |
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45,672 |
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139,693 |
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131,107 |
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Operating loss |
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$ |
(15,962 |
) |
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$ |
(16,500 |
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$ |
(48,115 |
) |
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$ |
(50,998 |
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Other income (expense): |
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Changes in fair value of financial instruments carried at fair value, net |
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$ |
(3,239 |
) |
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$ |
(7,415 |
) |
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$ |
(13,646 |
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$ |
(9,772 |
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Interest expense |
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(2,258 |
) |
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(3,255 |
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(4,721 |
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(10,916 |
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Gain on extinguishment of debt |
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— |
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— |
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— |
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39 |
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Other expense, net |
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1,052 |
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(105 |
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(2,412 |
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(2,209 |
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Total other expense, net |
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$ |
(4,445 |
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$ |
(10,775 |
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$ |
(20,779 |
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$ |
(22,858 |
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Loss before income taxes |
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(20,407 |
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(27,275 |
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(68,894 |
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(73,856 |
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Income tax benefit |
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39 |
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62 |
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131 |
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179 |
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Net loss |
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$ |
(20,368 |
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$ |
(27,213 |
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$ |
(68,763 |
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$ |
(73,677 |
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Net loss per share applicable to common shareholders, basic and diluted |
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$ |
(0.16 |
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$ |
(0.64 |
) |
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$ |
(0.69 |
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$ |
(2.74 |
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Weighted-average number of common shares used in net loss per share applicable to common shareholders, basic and diluted |
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125,243,614 |
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42,430,909 |
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100,328,425 |
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26,850,694 |
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Unaudited Non-GAAP Financial Measures; Reconciliation of Net Loss to Adjusted EBITDA for the Three and Nine Months Ended September 30, 2026 and 2025 (in thousands):
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Three-Months Ended September 30, |
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Nine-Months Ended September 30, |
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2026 |
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2025 |
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2026 |
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2025 |
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Net Loss |
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(20,368 |
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(27,213 |
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(68,763 |
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(73,677 |
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Addback: |
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Depreciation and amortization |
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2,851 |
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2,423 |
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7,858 |
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7,012 |
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Interest expense |
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2,258 |
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3,255 |
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4,721 |
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10,916 |
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Income tax expense (benefit) |
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(39 |
) |
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(62 |
) |
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(131 |
) |
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(179 |
) |
Stock-based compensation expense (1) |
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1,684 |
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2,268 |
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5,815 |
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7,957 |
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Changes in fair value of financial instruments (2) |
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3,239 |
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7,415 |
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13,646 |
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9,772 |
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Gain on extinguishment of debt |
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- |
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- |
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- |
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(39 |
) |
Transaction costs (3) |
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645 |
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- |
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2,253 |
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- |
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Incentive plan accruals (4) |
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- |
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938 |
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(425 |
) |
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938 |
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Restructuring costs and other (5) |
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3,009 |
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1,109 |
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5,474 |
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3,540 |
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Adjusted EBITDA |
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(6,721 |
) |
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(9,867 |
) |
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(29,552 |
) |
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(33,760 |
) |
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(1) Represents non-cash expenses related to equity-based compensation programs, which vary from period to period depending on various factors including the timing, number, and the valuation of awards. |
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(2) Represents fluctuations in the fair value of financial instruments carried at fair value. The fair values of the convertible notes, derivative instruments, and liability classified warrants were based on the values of the notes, warrants, and derivatives modelled using third party participant assumptions. |
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(3)Represents direct, uncapitalized, costs associated with the closing of debt and equity transactions, including accounting, legal, and advisory costs. |
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(4)Represents accruals and reversals of amounts under short-term incentive plans, for which the achievement of adjusted EBITDA metrics is a consideration. |
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(5)Represents identified costs specific to the Company’s Transformation Plan, inclusive of the relocation of the Company's operations center, the exiting of certain EAS routes, and the restructuring of the Company's operations, as well as losses on the disposal of owned aircraft and finance charges associated with non-debt payables. |
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