Spire Global Files Form S-3 Shelf Registration Statement

Rhea-AI Summary

Spire Global, Inc. (NYSE: SPIR) has filed an S-3 shelf registration statement with the SEC, allowing it to issue various securities totaling up to $180 million. This includes an ATM offering for up to $85 million of Class A common stock. Although the registration statement is filed, it has not yet taken effect, meaning the securities cannot be sold or offered until then. Potential investors are advised to review the related prospectus available on the SEC’s website for complete information.

Positive

• Potential to raise up to $180 million through diverse security offerings.
• Includes an ATM offering prospectus for $85 million, enhancing liquidity options.

Negative

• The registration has not yet become effective, delaying potential fundraising.
• Dilution risk for existing shareholders if new stock is issued.

VIENNA, Va.--(BUSINESS WIRE)-- Spire Global, Inc. (NYSE: SPIR) (“Spire” or “the Company”), a leading global provider of space-based data, analytics and space services, today announced that it has filed an S-3 shelf registration statement with the Securities and Exchange Commission (“the SEC”). When declared effective by the SEC, Spire may from time to time issue various types of securities, including Class A common stock, preferred stock, depository shares, debt securities and/or warrants, up to an aggregate amount of $180 million in one or more offerings. The registration statement also includes an “at-the-market” (“ATM”) offering prospectus supplement that would allow for the sale of up to $85 million of the Company’s Class A common stock that may be issued and sold under an equity distribution agreement.

The registration statement has been filed with the SEC, but has not yet become effective. These securities may not be sold nor may offers to buy be accepted under the Form S-3 registration statement prior to the time the Form S-3 registration statement becomes effective. Potential investors should read the prospectus forming part of the registration statement, and the prospectus supplement relating to the ATM offering and other documents the company has filed with the SEC for more complete information about Spire and the ATM offering program. You may obtain copies of the prospectus supplement and accompanying prospectus without charge by visiting the SEC’s website at www.sec.gov.

This press release does not constitute an offer to sell or a solicitation of an offer to buy, nor may there be any sale of Spire’s Class A common stock or other securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to the effectiveness of the registration statement with the SEC and registration or qualification under the securities law of any state or jurisdiction.

About Spire Global, Inc.

Spire (NYSE: SPIR) is a leading global provider of space-based data, analytics and space services, offering access to unique datasets and powerful insights about Earth from the ultimate vantage point so that organizations can make decisions with confidence, accuracy, and speed. Spire uses one of the world’s largest multi-purpose satellite constellations to source hard to acquire, valuable data and enriches it with predictive solutions. Spire then provides this data as a subscription to organizations around the world so they can improve business operations, decrease their environmental footprint, deploy resources for growth and competitive advantage, and mitigate risk. Spire gives commercial and government organizations the competitive advantage they seek to innovate and solve some of the world’s toughest problems with insights from space. Spire has offices in San Francisco, Boulder, Washington DC, Ontario, Glasgow, Oxfordshire, Luxembourg, and Singapore.

Safe Harbor Statement

This communication contains “forward-looking statements” within the meaning of the “safe harbor” provisions of the United States Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by the use of words such as “estimate,” “plan,” “project,” “forcast,” “intend,” “will,” “shall,” “expect,” “anticipate,” “believe,” “seek,” “target,” “continue,” “could,” “may,” “might,” “possible,” “potential,” “predict” or other similar expressions that predict or indicate future events or trends that are not statements of historical matters. These forward-looking statements include, but are not limited to, statements regarding plans and expectations with respect to the registration statement on Form S-3 and any potential future offering or capital raises, including the ATM offering. These statements are based on various assumptions, whether or not identified in this communication, and on the current expectations of the Company’s management. These forward-looking statements are not intended to serve as, and must not be relied on by an investor as, a guarantee, an assurance, or a definitive statement of fact or probability. Actual circumstances or events are difficult or impossible to predict and may differ from these forward-looking statements. Many actual events and circumstances are beyond the control of the Company. These forward-looking statements are subject to a number of risks and uncertainties, including those factors discussed under the heading “Risk Factors” in Part II, Item 1A of the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2022, as well as other documents the company has filed or will file with the Securities and Exchange Commission. If any of these risks materialize or the Company’s assumptions prove incorrect, actual results could differ materially from the results implied in these forward-looking statements. There may be additional risks that the Company currently does not know or that the Company currently believes are immaterial that could also cause actual results to differ from those contained in the forward-looking statements. In addition, forward-looking statements reflect the Company’s expectations, plans or forecasts of future events and views as of the date of this communication. The Company anticipates that subsequent events and developments will cause the Company’s assessment to change. Spire undertakes no obligation, and does not intend, to update the information contained in this press release, except as required by law. These forward-looking statements should not be relied upon as representing the Company’s assessment as of any date subsequent to the date of this communication. Accordingly, undue reliance should not be placed upon the forward-looking statements.

View source version on businesswire.com: https://www.businesswire.com/news/home/20220914005983/en/

For Media:

Hillary Yaffe

Head of Communications

Hillary.Yaffe@spire.com



For Investors:

Benjamin Hackman

Head of Investor Relations

Benjamin.Hackman@spire.com

Source: Spire Global, Inc.

FAQ

What is the purpose of Spire Global's recent SEC filing?

Spire Global filed an S-3 registration statement to issue up to $180 million in various securities, allowing for fundraising.

How much can Spire raise through its at-the-market offering?

Spire can raise up to $85 million through the at-the-market offering included in the S-3 registration.

Is Spire's SEC registration statement effective?

No, the registration statement has been filed but is not yet effective, meaning securities cannot be sold yet.

What types of securities can Spire issue under the S-3 registration?

Spire can issue Class A common stock, preferred stock, debt securities, and warrants among others.