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What changed in Iridium Communications Inc.'s 10-K — 2024 vs 2025

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Paragraph-level year-over-year comparison of Iridium Communications Inc.'s 2024 and 2025 10-K annual filings, covering the Business, Risk Factors, Legal Proceedings, Cybersecurity, MD&A and Market Risk sections. Every new, removed and edited paragraph is highlighted side-by-side so you can see exactly what management changed in the 2025 report.

+479 added−458 removedSource: 10-K (2026-02-12) vs 10-K (2025-02-13)

Top changes in Iridium Communications Inc.'s 2025 10-K

479 paragraphs added · 458 removed · 374 edited across 8 sections

Item 1. Business

Business — how the company describes what it does

190 edited+50 added−28 removed143 unchanged
Biggest changeWe also offer Iridium Burst, our one-to-many global data broadcast service, which enables enterprises to send data to an unlimited number of devices anywhere in the world, even inside buildings, vehicles or aircraft. 17 Device Development and Manufacturing We contract with Cambridge Consulting Ltd. and other suppliers to develop our new products and services, with Benchmark Electronics Inc., or Benchmark, to manufacture most of our devices in a facility in Thailand, and with Verigon to manufacture a portion of our devices in the United States.
Biggest changeWe also offer Iridium Burst, our one-to-many global data broadcast service, which enables enterprises to send data to an unlimited number of devices anywhere in the world, even inside buildings, vehicles or aircraft. Iridium PNT ASIC We are developing a dedicated, miniature ASIC called the Iridium PNT ASIC that will deliver authenticated, pole-to-pole PNT capability.
This does not include revenue from the sale of equipment that may be ultimately purchased by U.S. or non-U.S. government agencies through third-party distributors, or airtime services purchased by U.S. or non-U.S. government agencies that are provided through our commercial gateway, as we lack specific visibility into these activities and the related revenue.
This does not include revenue from the sale of equipment that may ultimately be purchased by U.S. or non-U.S. government agencies through third-party distributors, or airtime services purchased by U.S. or non-U.S. government agencies that are provided through our commercial gateway, as we lack specific visibility into these activities and the related revenue.
We also provide engineering and support services to the U.S. government under a contract awarded by the Space Development Agency in May 2022 to General Dynamics Mission Systems, with Iridium as a subcontractor, which we refer to as the SDA contract.
We also provide engineering and support services to the U.S. government under a contract awarded by the Space Development Agency (SDA) in May 2022 to General Dynamics Mission Systems, with Iridium as a subcontractor, which we refer to as the SDA contract.
Internet of Things Services Our IoT services are designed to address the market need for a small and cost-effective solution for sending and receiving data, such as location, from fixed and mobile assets in remote locations to a central monitoring station.
Internet of Things (IoT) Services Our IoT services are designed to address the market need for a small and cost-effective solution for sending and receiving data, such as location, from fixed and mobile assets in remote locations to a central monitoring station.
Communications industry sectors include: • mobile satellite services, which provide customers with voice and data connectivity to mobile and fixed devices using ground facilities and networks of geostationary, or GEO, satellites operating in licensed L-band or S-band frequencies, which are located approximately 22,300 miles above the equator, medium earth orbit satellites, which orbit between approximately 6,400 and 10,000 miles above the earth’s surface, or low earth orbit, or LEO, satellites, such as those in our constellation, which orbit between approximately 300 and 1,000 miles above the earth’s surface; • very small aperture terminal, or VSAT, satellite services (previously referred to as fixed satellite services), which typically use GEO or LEO satellites operating in licensed Ka-band or Ku-band frequencies to provide customers with broadband communications links between fixed or moving points on or above the earth’s surface; and • terrestrial services, which use a network of land-based equipment, including switching centers and radio base stations, to provide wireless or wireline connectivity and are complementary to satellite services.
Communications industry sectors include: • mobile satellite services, which provide customers with voice and data connectivity to mobile and fixed devices using ground facilities and networks of geostationary Earth orbit (GEO) satellites operating in licensed L-band or S-band frequencies, which are located approximately 22,300 miles above the equator, medium Earth orbit satellites, which orbit between approximately 6,400 and 10,000 miles above the earth’s surface, or low Earth orbit (LEO) satellites, such as those in our constellation, which orbit between approximately 300 and 1,000 miles above the earth’s surface; • very small aperture terminal (VSAT) satellite services (previously referred to as fixed satellite services), which typically use GEO or LEO satellites operating in licensed Ka-band or Ku-band frequencies to provide customers with broadband communications links between fixed or moving points on or above the earth’s surface; and 4 • terrestrial services, which use a network of land-based equipment, including switching centers and radio base stations, to provide wireless or wireline connectivity and are complementary to satellite services.
Further, many enterprises and governments include mobile satellite services such as ours as part of their PACE (Primary/Alternate/Contingency/Emergency) plan, to maintain communications continuity in case of terrestrial communication network outages. • Public telephone infrastructure : Telecommunications service providers use our services to satisfy regulatory mandates and government expectations regarding the availability of communications services for rural populations currently not served by terrestrial infrastructure.
Further, many enterprises and governments include mobile satellite services such as ours as part of their PACE (Primary/Alternate/Contingency/Emergency) plan, to maintain communications continuity in case of terrestrial communication network outages. • Public telephone infrastructure : Telecommunications service providers use our services to satisfy regulatory mandates and government expectations regarding the availability of communications services for rural populations currently not 10 served by terrestrial infrastructure.
We expect that users in the corporate aviation market, and original equipment manufacturers, or OEMs, for business jets, will increase adoption of our services for in-flight passenger data communications using our network. • Rotary and general aviation applications : The Iridium network is uniquely suited to these sectors, as we have small antenna designs that work under rotor blades and enable installation on smaller general aviation platforms.
We expect that users in the corporate aviation market, and original equipment manufacturers (OEMs) for business jets, will increase adoption of our services for in-flight passenger data communications using our network. • Rotary and general aviation applications : The Iridium network is uniquely suited to these sectors, as we have small antenna designs that work under rotor blades and enable installation on smaller general aviation platforms.
We are also a major supplier for rotary aviation applications to end users in a number of markets, including medevac, law enforcement, oil and gas, and corporate work fleets. Companies such as Air Logistics, EagleMed and Air Evac Lifeteam rely on applications from our distributors for traditional voice communications, fleet tracking and management, and real-time flight diagnostics.
We are also a major supplier for rotary aviation applications to end users in a number of markets, including medevac, law enforcement, oil and gas, and corporate work fleets. Companies such as Air Logistics, EagleMed and Air Evac 12 Lifeteam rely on applications from our distributors for traditional voice communications, fleet tracking and management, and real-time flight diagnostics.
Our low-earth orbit (LEO), L-band network provides reliable, weather-resilient communications services to regions of the world where terrestrial wireless or wireline networks do not exist or are limited, including remote land areas, open ocean, airways, the polar regions, and regions where the telecommunications infrastructure has been affected by political conflicts or natural disasters.
Our low-Earth orbit (LEO), L-band network provides specialized, reliable, weather-resilient communications services to regions of the world where terrestrial wireless or wireline networks do not exist or are limited, including remote land areas, open ocean, airways, the polar regions, and regions where the telecommunications infrastructure has been affected by political conflicts or natural disasters.
As a result of authorizations by the U.S. Federal Aviation Administration, or FAA, and U.S. Federal Communications Commission, or FCC, for us to provide air traffic datalink communications, commercial operators are installing avionics that use the Iridium network on the flight deck to comply with international air navigation communications requirements to operate in oceanic and remote airspace, including polar regions.
As a result of authorizations by the U.S. Federal Aviation Administration (FAA) and U.S. Federal Communications Commission (FCC) for us to provide air traffic datalink communications, commercial operators are installing avionics that use the Iridium network on the flight deck to comply with international air navigation communications requirements to operate in oceanic and remote airspace, including polar regions.
For example, customers use Trimble Transportation’s solution to provide global communication to transportation assets, and the Department of Homeland Security’s Office of Enforcement and Removal uses Fleet Management Solutions’ IoT solution to transmit position, direction, speed and other data for management of its vehicle fleet. • Resource management : Our global coverage and data throughput capabilities support natural resource management applications, such as fisheries management systems.
For example, customers use Trimble Transportation’s solution to provide global communication to transportation assets, and the Department of Homeland Security’s Office of Enforcement and Removal uses Fleet Management Solutions’ IoT solution to transmit position, direction, speed and other data for management of its vehicle fleet. 13 • Resource management : Our global coverage and data throughput capabilities support natural resource management applications, such as fisheries management systems.
Our constellation is designed to provide significant coverage overlap for mitigation of service gaps from individual satellite outages, particularly at higher northern and southern latitudes. Each satellite in our constellation was designed with a high degree of on-board subsystem robustness, an on-board fault detection system, and isolation and recovery capabilities for safe and quick risk mitigation.
Our constellation is designed to provide significant coverage overlap for mitigation of service gaps from individual satellite outages, particularly at higher northern and southern latitudes. Each satellite in our constellation was designed with a high degree of on-board subsystem robustness, an on-board fault detection and routing system, and isolation and recovery capabilities for safe and quick risk mitigation.
Our ability to reposition our satellites provides us with operating flexibility and enhances our ability to maintain a commercially acceptable level of service. If a satellite should fail or become unusable, in most cases we will be able to reposition one of our in-orbit spare satellites to take over its functions within days, with minimal impact on our services.
Our ability to reposition our satellites provides us with operating flexibility and 20 enhances our ability to maintain a commercially acceptable level of service. If a satellite should fail or become unusable, in most cases we will be able to reposition one of our in-orbit spare satellites to take over its functions within days, with minimal impact on our services.
Fleet management companies, such as I.D. Systems, MiX Telematics International (Pty) Ltd, and Omnilink Tecnologia S/A, use our service to provide distance drivers with reliable communications to their dispatchers and their destinations to coordinate changing business needs, and our satellite network provides continuous communications coverage while they are in transit.
Fleet management companies, such as I.D. Systems, Inc., MiX Telematics International (Pty) Ltd, and Omnilink Tecnologia S.A., use our service to provide distance drivers with reliable communications to their dispatchers and their destinations to coordinate changing business needs, and our satellite network provides continuous communications coverage while they are in transit.
Seasonality Our business is subject to seasonal usage changes for commercial customers, and we expect it to be affected by similar seasonality going forward. March through October are typically the peak months for commercial voice traffic and related subscriber equipment sales, given the predominance of population and outdoor activity in the northern hemisphere.
Seasonality Our business is subject to seasonal usage changes for commercial customers, and we expect it to be affected by similar seasonality going forward. March through October are typically the peak months for commercial voice traffic and related 14 subscriber equipment sales, given the predominance of population and outdoor activity in the northern hemisphere.
Iridium offers Iridium Certus 100, Iridium Certus 200 and 16 Iridium Certus 700 services, supporting a portfolio of broadband and midband terminals through our partners to provide a range of capabilities at various price points. Terminals that are approved for the land mobile market include the Thales MissionLINK 700 and 200, BSN SkyLink 5100, NAL Research Quicksilver, and McQ CONNECT.
Iridium offers Iridium Certus 100, Iridium Certus 200 and Iridium Certus 700 services, supporting a portfolio of broadband and midband terminals through our partners to provide a range of capabilities at various price points. Terminals that are approved for the land mobile market include the Thales MissionLINK 700 and 200, BSN SkyLink 5100, NAL Research Quicksilver, and McQ CONNECT.
Based on Aireon’s business plan and restrictions under Aireon’s debt facility, we do not expect this redemption of our ownership interest to occur for several years. The Aireon Holdings LLC Agreement provides for Aireon Holdings to be managed by a board of directors consisting of 11 members, of which we have the right to nominate two directors.
Based on Aireon’s business plan and restrictions under Aireon’s debt facility, we do not expect this redemption of our ownership interest would occur for several years. The Aireon Holdings LLC Agreement provides for Aireon Holdings to be managed by a board of directors consisting of 11 members, of which we have the right to nominate two directors.
Telstra Corporation, for example, uses our services to provide communications services in some of Australia’s most remote locations. 9 Maritime We serve the commercial maritime market with a variety of products, including broadband terminals, embedded devices and handsets. This market includes merchant shipping, fishing, leisure and research vessels, and specialized watercraft.
Telstra Corporation, for example, uses our services to provide communications services in some of Australia’s most remote locations. Maritime We serve the commercial maritime market with a variety of products, including broadband terminals, embedded devices and handsets. This market includes merchant shipping, fishing, leisure and research vessels, and specialized watercraft.
In addition, we offer a secure satellite phone based on the Iridium Extreme, which we also developed with funding support from the U.S. government and which has been accredited by the National Security Agency, or NSA, to provide Type-1 encryption, enabling communications up to Top Secret from anywhere in the world.
In addition, we offer a secure satellite phone based on the Iridium Extreme, which we also developed with funding support from the U.S. government and which has been accredited by the National Security Agency (NSA), to provide Type-1 encryption, enabling communications up to Top Secret from anywhere in the world.
These extra features are provided in a handset that is even smaller than the Iridium 9555, weighing 8.7 ounces and offering up to four hours of talk time. An emergency response service provided by GEOS Travel Safety Group, or GEOS, is included with the purchase of the phone and airtime usage.
These extra features are provided in a handset that is even smaller than the Iridium 9555, weighing 8.7 ounces and offering up to four hours of talk time. An emergency response service provided by GEOS Travel Safety Group (GEOS) is included with the purchase of the phone and airtime usage.
We have licensed the Iridium Certus technology to a group of VAMs who have introduced products for the maritime and land mobile markets and are developing additional products for those markets as well as the aviation and government markets. Iridium Certus is designed for maritime operational and safety services, combining the benefits of L-band with broadband and truly global coverage.
We have licensed the Iridium Certus technology to a group of VAMs who have introduced products for the maritime and land mobile markets and are developing additional products for those markets as well as the aviation and government markets. 17 Iridium Certus is designed for maritime operational and safety services, combining the benefits of L-band with broadband and truly global coverage.
Our services are increasingly used in commercial and government aviation applications, principally by business jets, corporate and government helicopter fleets, specialized general aviation fleets, such as medevac companies and fire suppression fleets, and high-end personal aircraft. Our services are also employed by commercial airline operators for flight deck voice and data link services for aircraft operational and safety communications.
Our services are used in commercial and government aviation applications, principally by business jets, corporate and government helicopter fleets, specialized general aviation fleets, such as medevac companies and fire suppression fleets, and high-end personal aircraft. Our services are also employed by commercial airline operators for flight deck voice and data link services for aircraft operational and safety communications.
Aviation end users utilize our satellite communications services for: • Air traffic control communications and safety applications : The International Civil Aviation Organization, or ICAO, has approved standards and recommended practices allowing us to provide Aeronautical Mobile Satellite (Route) Service, or AMS(R)S, to commercial aircraft on long-haul routes.
Aviation end users utilize our satellite communications services for: • Air traffic control communications and safety applications : The International Civil Aviation Organization (ICAO) has approved standards and recommended practices allowing us to provide Aeronautical Mobile Satellite (Route) Service (AMS(R)S) to commercial aircraft on long-haul routes.
We are also able to benefit from the specialized expertise of our distributors, who continue to develop innovative and improved solutions and applications integrating our product and service offerings, providing us with an attractive platform to support our growth. Commercial Markets We view our commercial business as our primary source of long-term growth.
We are also able to benefit from the specialized expertise of our distributors, who continue to develop innovative and improved solutions and applications integrating our product and service offerings, providing us with an attractive platform to support our growth. Commercial We view our commercial business as our primary source of long-term growth.
The TPN sites then transmit and receive the traffic to and from the gateways, which in turn provide the interface to terrestrial-based networks such as the PSTN, a public land mobile network, or PLMN, and the internet. The use of a TPN allows grounding traffic at multiple locations within our ground network infrastructure.
The TPN sites then transmit and receive the traffic to and from the gateways, which in turn provide the interface to terrestrial-based networks such as the PSTN, a public land mobile network (PLMN) and the internet. The use of a TPN allows grounding traffic at multiple locations within our ground network infrastructure.
Three of our VARs—Collecte Localisation Satellites (CLS), MetOcean Telematics Limited and Ground Control Technologies UK Ltd —have developed applications for the fishing industry that enable regulatory compliance of fishing practices in a number of countries around the world. • Scientific data monitoring : The global coverage of our network supports many scientific data collection applications, including the Argo float program of the National Oceanic and Atmospheric Administration, or NOAA, the Global Ocean Observation project Challenger, operated by Rutgers University, and anti-poaching programs run by the 12 Smithsonian National Zoo & Conservation Institute, the Zoological Society of London, and Veterans Empowered to Protect African Wildlife, or VETPAW.
Three of our VARs—Collecte Localisation Satellites (CLS), MetOcean Telematics Limited and Ground Control Technologies UK Ltd —have developed applications for the fishing industry that enable regulatory compliance of fishing practices in a number of countries around the world. • Scientific data monitoring : The global coverage of our network supports many scientific data collection applications, including the Argo float program of the National Oceanic and Atmospheric Administration (NOAA), the Global Ocean Observation project Challenger, operated by Rutgers University, and anti-poaching programs run by the Smithsonian National Zoo & Conservation Institute, the Zoological Society of London, and Veterans Empowered to Protect African Wildlife (VETPAW).
Government organizations, including military and disaster response agencies, non-governmental organizations, and industrial operations and support teams depend on mobile and fixed voice and data satellite communications services on a regular basis. Businesses with global operations require reliable communications services when operating in remote locations around the 3 world.
Government organizations, including military and disaster response agencies, non-governmental organizations, and industrial operations and support teams depend on mobile and fixed voice and data satellite communications services on a regular basis. Businesses with global operations require reliable communications services when operating in remote locations around the world.
In exchange for these services, we typically charge service providers and VARs a monthly access fee per subscriber, as well as usage fees for airtime resources consumed by their respective subscribers. 13 Prepaid Mobile Voice Satellite Communications Services We also offer mobile voice services to service providers and VARs through prepaid plans.
In exchange for these services, we typically charge service providers and VARs a monthly access fee per subscriber, as well as usage fees for airtime resources consumed by their respective subscribers. Prepaid Mobile Voice Satellite Communications Services We also offer mobile voice services to service providers and VARs through prepaid plans.
As with our mobile voice and data offerings, we typically charge service providers and VARs a monthly access fee per subscriber as well as usage fees for data used by their respective subscribers. Broadband Data Services Our broadband data offering, Iridium Certus, was launched in January 2019.
As with our mobile voice and data offerings, we 15 typically charge service providers and VARs a monthly access fee per subscriber as well as usage fees for data used by their respective subscribers. Broadband Data Services Our broadband data offering, Iridium Certus, was launched in January 2019.
The two-way emergency 15 SOS button initiates a voice call and an emergency text message via SMS to GEOS, which then coordinates with local emergency responders. • Iridium Extreme PTT. The Iridium Extreme PTT enhances the Iridium Extreme with an intelligently designed push-to-talk mode, expanded speakerphone, reinforced PTT button, and extended capacity battery.
The two-way emergency SOS button initiates a voice call and an emergency text message via SMS to GEOS, which then coordinates with local emergency responders. • Iridium Extreme PTT. The Iridium Extreme PTT enhances the Iridium Extreme with an intelligently designed push-to-talk mode, expanded speakerphone, reinforced PTT button, and extended capacity battery.
With broadband services provided for the maritime, land-mobile and aviation industries and a midband service designed for maximum mobility, Iridium Certus offers the flexibility to scale device speeds, sizes and power requirements both up and down based on the needs of the end-user.
With broadband 2 services provided for the maritime, land-mobile and aviation industries and a midband service designed for maximum mobility, Iridium Certus offers flexibility to scale device speeds, sizes, and power requirements both up and down based on the needs of the end-user.
The IMO requires all vessels flagged by signatories to the International Convention for the Safety of Life at Sea, or SOLAS, over 300 gross tons and certain passenger vessels, irrespective of size, that travel in international waters to carry distress and safety terminals that provide GMDSS services.
The IMO requires all vessels flagged by signatories to the International Convention for the Safety of Life at Sea (SOLAS) over 300 gross tons and certain passenger vessels, irrespective of size, that travel in international waters to carry distress and safety terminals that provide GMDSS services.
We also provide PNT services to the U.S. government, delivering a resilient and diverse PNT signal over the Iridium constellation, to provide an alternative position, navigation and timing (APNT) capability. Our Products We offer a broad array of voice and data products that work worldwide.
We also provide PNT services to the U.S. government, delivering a resilient and diverse PNT signal over the Iridium constellation, to provide an alternative position, navigation and timing (APNT) capability. 16 Our Products We offer a broad array of voice and data products that work worldwide.
This system, together with our satellite crosslinks, enables communications that are not dependent on a ground station in the region where the end user is using our services. We operate our satellite constellation from our satellite network operations center, or SNOC, in Leesburg, Virginia.
This system, together with our satellite crosslinks, enables communications that are not dependent on a ground station in the region where the end user is using our services. We operate our satellite constellation from our satellite network operations center ( SNOC) in Leesburg, Virginia.
Our network design of 66 operational satellites uses an interlinked mesh architecture to transmit signals from satellite to satellite, which reduces the need for multiple local ground stations around the world, facilitates the global reach of our services, and increases 4 network redundancy.
Our network design of 66 operational satellites uses an interlinked mesh architecture to transmit signals from satellite to satellite, which reduces the need for multiple local ground stations around the world, facilitates the global reach of our services, and increases network redundancy.
In the future, we expect our IoT partners to develop new offerings with increased capabilities for various applications based on our Iridium Certus 9770 transceiver and the new Iridium Certus 9704 transceiver, with improved size, speed, power, and antenna characteristics.
In the future, we expect our IoT partners to develop new offerings with increased capabilities for various applications based on our Iridium Certus 9770 transceiver and the newer Iridium Certus 9704 transceiver, with improved size, speed, power, and antenna characteristics.
The table below sets forth the percentage of our revenue from the United States, Canada and all other countries for the last three years. No single country outside the United States and Canada represented more than 10% of our revenue for any of the periods indicated.
The table below sets forth the percentage of our revenue 19 from the United States, Canada and all other countries for the last three years. No single country outside the United States and Canada represented more than 10% of our revenue for any of the periods indicated.
Iridium Certus ® provides a platform for our partners to develop specialized broadband and midband (a term we use to describe services between our legacy 2.4 Kbps narrowband and our 128 Kbps and higher broadband offerings) applications on our network.
Iridium Certus ® provides a platform for our partners to develop specialized broadband and midband (a term we use to describe services between our legacy 2.4 Kbps narrowband and our 128 Kbps and higher speed broadband offerings) applications on our network.
Our use of spectrum is globally coordinated and recorded by, and subject to the frequency rules and regulations of, the International Telecommunication Union, or ITU. The ITU is the United Nations organization responsible for worldwide co-operation in the telecommunications sector.
Our use of spectrum is globally coordinated and recorded by, and subject to the frequency rules and regulations of, the International Telecommunication Union (ITU). The ITU is the United Nations organization responsible for worldwide co-operation in the telecommunications sector.
The LEO design of our satellite constellation produces minimal voice and data transmission delays compared to GEO systems due to the shorter distance our signals have to travel, and LEO systems typically have smaller antenna and power requirements.
The LEO design of our satellite constellation produces minimal voice and data transmission delays compared to GEO systems due to the shorter distance our signals have to travel, and LEO systems typically have smaller antenna and power requirements. • Our Spectrum.
Iridium PTT can be used via the Iridium Extreme PTT satellite phone or the Iridium 9523 PTT core transceiver, which gives our VAMs the ability to build Iridium PTT into existing land mobile, maritime and aviation communications platforms.
Iridium PTT can be used via the Iridium Extreme PTT satellite phone or the Iridium 9523 PTT core transceiver, which gives our VAMs the ability to build Iridium PTT into existing land mobile and aviation communications platforms.
The Ship Security and Alert Systems, or SSAS, and Long Range Identification Tracking, or LRIT, regulations were adopted by the International Maritime Organization, or IMO, to enhance maritime security in response to the threat from terrorism and piracy.
The Ship Security and Alert Systems (SSAS) and Long Range Identification Tracking (LRIT) regulations were adopted by the International Maritime Organization (IMO) to enhance maritime security in response to the threat from terrorism and piracy.
Land Mobile We are the leading provider of mobile satellite communications services to the land mobile sector, providing handset services to areas not served or inconsistently served by existing terrestrial communications networks.
Land Mobile We are a leading provider of mobile satellite communications services to the land mobile sector, providing handset services to areas not served or inconsistently served by existing terrestrial communications networks.
Service providers and VARs pay us in advance for defined blocks of airtime minutes with expiration periods in various configurations, generally ranging from 30 days to two years. These services are then generally sold to subscribers in the form of prepaid e-vouchers and scratch cards that enable subscribers to use our services on a per-minute basis.
Service providers and VARs pay us in advance for defined blocks of airtime minutes with expiration periods in various configurations, generally ranging from 30 days to two years. These services are then generally sold to subscribers in the form of prepaid e-vouchers that enable subscribers to use our services on a per-minute basis.
We believe that growth in the terrestrial wireless industry has increased awareness of the need and higher expectations for reliable mobile voice and data communications services.
We believe growth in the terrestrial wireless industry has increased awareness of the need and higher expectations for reliable mobile voice and data communications services.
We maintain our licenses with Motorola Solutions pursuant to several agreements, any of which can be terminated by Motorola Solutions upon the commencement by or against us of any 22 bankruptcy proceeding or other specified liquidation proceedings or upon our material failure to perform or comply with any provision of the agreement that remains uncured for a specified period of time following written notice from Motorola Solutions.
We maintain our licenses with Motorola Solutions pursuant to several agreements, any of which can be terminated by Motorola Solutions upon the commencement by or against us of any bankruptcy proceeding or other specified liquidation proceedings or upon our material failure to perform or comply with any provision of the agreements that remains uncured for a specified period of time following written notice from Motorola Solutions.
This allows member states to evaluate and approve our services for safety communications on flights in oceanic and remote airspace. The FAA has approved Iridium for use in the Future Air Navigation Services, or FANS, including Automatic Dependent Surveillance-Contract, or ADS-C, datalink communications and Controller-Pilot Data Link Communications, or CPDLC, with air traffic control.
This allows member states to evaluate and approve our services for safety communications on flights in oceanic and remote airspace. The FAA has approved Iridium for use in the Future Air Navigation System (FANS), including Automatic Dependent Surveillance-Contract (ADS-C) datalink communications and Controller-Pilot Data Link Communications (CPDLC) with air traffic control.
Government We are one of the leading providers of mobile satellite communications services to the U.S. government, principally the DoD. We provide mobile satellite products and services to all branches of the U.S. armed forces. Our voice products are used for a variety of primary and backup communications solutions, including tactical operations, logistical, administrative, morale and welfare, and emergency communications.
Government We are one of the leading providers of mobile satellite communications services to the U.S. government, principally the DoW. We provide mobile satellite products and services to all branches of the U.S. armed forces. Our voice products are used for a variety of primary and backup communications solutions, including tactical operations, logistical, administrative, morale and welfare, and emergency communications.
We believe that we can expand our target markets by developing and offering a broader range of products and services, including a wider array of cost- 5 effective and competitive broadband, midband, safety services, and IoT data services using our proprietary Iridium Certus technology to complement and expand on our legacy narrowband services.
We believe that we can expand our target markets by developing and offering a broader range of products and services, including a wider array of cost-effective and competitive midband, safety services, and IoT data services using our proprietary Iridium Certus technology to complement and expand on our legacy narrowband services.
In the future, we expect our value-added partners to develop new IoT solutions with increased capabilities based on our Iridium Certus 9770 and Iridium Certus 9704 transceivers and other IoT services we plan to provide in the future. Hosted Payload and Other Data Services Our Iridium satellites also host customer payloads.
In the future, we expect our value-added partners to develop new IoT solutions with increased capabilities based on our Iridium Certus 9770 and Iridium Certus 9704 transceivers and other IoT services we plan to provide in the future. Hosted Payload and Other Data Service Our Iridium satellites host customer payloads.
The U.S. government is our largest single customer, and we have provided airtime services to the U.S. government (particularly the DoD) since our inception. We believe the U.S. government views our encrypted handset, IoT devices, tactical radio services and other products as mission-critical services and equipment.
The U.S. government is our largest single customer, and we have provided airtime services to the U.S. government (particularly the DoW) since our inception. We believe the U.S. government views our encrypted handset, IoT devices, tactical radio services and other products as mission-critical services and equipment.
Like other Iridium services, STL is capable of service everywhere on the planet, helping secure critical infrastructure, data centers, 5G base stations and applications across the aviation, maritime, land mobile and IoT sectors. U.S.
Like other Iridium services, Iridium PNT is capable of service everywhere on the planet, helping secure critical infrastructure, data centers, 5G base stations and applications across the aviation, maritime, land mobile and IoT sectors. U.S.
We have representatives covering three regions around the world to better manage our 6 distributor relationships: the Americas, which includes North, South and Central America; Asia Pacific, which includes Australia and Asia; and Europe, which includes the Middle East, Africa and Russia.
We have representatives covering three regions around the world to better manage our 7 distributor relationships: the Americas, which includes North, South and Central America; Asia Pacific, which includes Australia and Asia; and Europe, which includes the Middle East, Africa and Russia.
We believe the unique interlinked mesh architecture of our constellation, combined with the global footprint of our satellites, distinguishes us from regional LEO satellite operators such as Globalstar and ORBCOMM, by allowing us to route voice and data transmissions to and from anywhere on the earth’s surface without the need for local ground infrastructure.
We believe the unique interlinked mesh architecture of our constellation, combined with the global footprint of our satellites, distinguishes us from regional LEO mobile satellite services (MSS) operators such as Globalstar and ORBCOMM by allowing us to route voice and data transmissions to and from anywhere on the earth’s surface without the need for local ground infrastructure.
Examples of these applications include cockpit voice and data solutions for use by the aviation sector and voice, data and tracking applications for industrial customers, such as Caterpillar Inc., the DoD, and other U.S. and foreign government agencies.
Examples of these applications include cockpit voice and data solutions for use by the aviation sector and voice, data and tracking applications for industrial customers, such as Caterpillar Inc., the DoW, and other U.S. and foreign government agencies.
Under our EMSS contract, we provide Iridium airtime services, including unlimited global standard and secure voice, paging, fax, Short Burst Data ® , or SBD ® , Iridium Burst ® , Router-Based Unrestricted Digital Interworking Connectivity Solutions (RUDICs) and DTCS services for an unlimited number of DoD and other federal government subscribers.
Under our EMSS contract, we provide Iridium airtime services, including unlimited global standard and secure voice, paging, fax, Short Burst Data ® (SBD ®) , Iridium Burst ® , Router-Based Unrestricted Digital Interworking Connectivity Solutions (RUDICs) and DTCS services for an unlimited number of DoW and other federal government subscribers.
Some of our competitors use GEO satellites, which orbit above the earth’s equator, limiting their visibility to far northern or southern latitudes and polar regions.
Some of our competitors use GEO satellites, which orbit above the earth’s equator, limiting their visibility in far northern or southern latitudes and polar regions.
The U.S. armed services, State Department, Department of Homeland Security, Federal Emergency Management Agency, or FEMA, Customs and Border Protection, and other U.S. government agencies, as well as other nations’ governmental agencies, use our voice and data services for a wide variety of applications.
Space Force. The U.S. armed services, State Department, Department of Homeland Security, Federal Emergency Management Agency (FEMA), Customs and Border Protection, and other U.S. government agencies, as well as other nations’ governmental agencies, use our voice and data services for a wide variety of applications.
We believe this business model reduces back-office complexities and costs and allows distributors to remain focused on revenue generation, while also providing incentives for distributors to focus on selling our commercial product and service portfolio and developing additional applications. 7 Government Markets We provide mission-critical mobile satellite products and services to all military branches of the DoD as well as to other U.S. government departments and agencies.
We believe this business model reduces back-office complexities and costs and allows distributors to remain focused on revenue generation, while also providing incentives for distributors to focus on selling our commercial product and service portfolio and developing additional applications. 8 Government We provide mission-critical mobile satellite products and services to all military branches of the DoW as well as to other U.S. government departments and agencies.
U.S. government usage and commercial IoT usage have been less subject to seasonal changes. Services and Products At December 31, 2024, we had approximately 2,460,000 billable subscribers worldwide. Our principal services are mobile satellite services, including mobile voice and data services, IoT services, hosted payload and other data services and engineering services.
U.S. government usage and commercial IoT usage have been less subject to seasonal changes. Services and Products At December 31, 2025, we had approximately 2,537,000 billable subscribers worldwide. Our principal services are mobile satellite services, including mobile voice and data services, IoT services, hosted payload and other data services, and engineering services.
These distributors often integrate our products and services with other complementary hardware and software and have developed a broad suite of applications using our products and services to target specific lines of business. We expect that demand for our services will increase as more applications are developed and deployed that utilize our technology.
These distributors often integrate our products and services with other complementary hardware and software and have developed a broad suite of applications using our products and services to target specific industries or business areas. We expect that demand for our services will increase as more applications are developed and deployed that utilize our technology.
A number of other VAMs have been licensed to create aviation terminals using Iridium Certus services, and we expect that additional Iridium Certus aviation products will become commercially available in 2025.
A number of other VAMs have been licensed to create aviation terminals using Iridium Certus services, and we expect that additional Iridium Certus aviation products will become commercially available in the future.
Year Ended December 31, 2024 2023 2022 Commercial voice traffic (minutes) 91 % 91 % 90 % Commercial data traffic (kilobytes) 94 % 96 % 95 % Our Network Our satellite network has an architecture of 66 operational LEO satellites in six orbital planes of eleven vehicles, each in nearly circular polar orbits, in addition to in-orbit spares and related ground infrastructure.
Year Ended December 31, 2025 2024 2023 Commercial voice traffic (minutes) 92 % 91 % 91 % Commercial data traffic (kilobytes) 96 % 94 % 96 % Our Network Our satellite network has an architecture of 66 operational LEO satellites in six orbital planes of eleven vehicles, each in nearly circular polar orbits, in addition to in-orbit spares and related ground infrastructure.
Under our agreements with Aireon, Aireon agreed to pay us fees of $200.0 million to host the ADS-B receivers on our satellites, of which they have paid us $110.5 million as of December 31, 2024. These fees are recognized over the estimated useful life of the satellites.
Under our agreements with Aireon, Aireon agreed to pay us fees of $200.0 million to host the ADS-B receivers on our satellites, of which they have paid us $126.5 million as of December 31, 2025. These fees are recognized over the estimated useful life of the satellites.
By offering mobile communications services with global voice and data coverage, mobile satellite service providers address the demand from businesses, governments and individuals for connectivity and reliability in locations not consistently served by wireline and wireless terrestrial networks.
By offering proprietary or standards-based mobile communications services with global voice and data coverage, mobile satellite service providers address the demand from businesses, governments and individuals for connectivity and reliability in locations not consistently served by wireline and wireless terrestrial networks.
Our unique satellite constellation provides true global and weather-resilient coverage, which enables our wide range of service offerings and empowers the development of new global products and services, as well as supporting Aireon’s aircraft tracking service and other hosted payload missions.
Our unique satellite constellation provides true global and weather-resilient coverage, which enables our wide range of service offerings and empowers the development of new global products and services, as well as supports Aireon ® aircraft tracking services and other hosted payload missions.
VARs and VAMs such as Flightcell International Limited, Garmin Services Inc., Honeywell International, Inc., SkyTrac Systems Limited, and Spider Tracks Limited incorporate Iridium products and services into their applications for these markets. 11 • Unmanned Aerial Vehicles (UAVs) : Our small antennas and system designs support a wide range of UAV platforms.
VARs and VAMs such as Flightcell International Limited, Garmin Services Inc., Honeywell International Inc., SkyTrac Systems Limited, and Spider Tracks Limited incorporate Iridium products and services into their applications for these markets. • Unmanned Aerial Vehicles (UAVs) : Our small antennas, low power and system architecture support a wide range of UAV platforms.
These types of multimode applications are adopted by end users who require the ability to regularly transfer data but operate in areas with inconsistent cellular coverage. We provide gap-filler coverage for these applications, allowing users to operate anywhere on the globe.
These hybrid applications are adopted by end users who require the ability to regularly transfer data but operate in areas with inconsistent cellular coverage. We provide gap-filler coverage for these applications, allowing users to operate anywhere on the globe.
We consider our employee relations to be good. Human Capital Resources Our employees are integral to our success. We must continue to identify, attract, develop, motivate, and retain highly skilled employees across many fields, and we use a variety of human capital measures in managing our business, including measures related to hiring, performance evaluations, retention and workforce demographics.
Human Capital Resources Our employees are integral to our success. We must continue to identify, attract, develop, motivate, and retain highly skilled employees across many fields, and we use a variety of human capital measures in managing our business, including measures related to hiring, performance evaluations, retention and workforce demographics.
Revenues from the SDA contract contributed to our higher engineering and support service revenue in 2023 and 2024, as well as associated expenses, compared to the prior years, and we expect that higher level of revenues and expenses to continue throughout the life of the SDA contract.
Revenues from the SDA contract contributed to our increasing engineering and support service revenue from 2023 to 2025, as well as associated expenses, compared to the prior years, and we expect that higher level of revenues and expenses to continue throughout the life of the SDA contract.
These VARs integrate our handsets, transceivers, high-speed data devices and SBD modems with other hardware and software to create packaged solutions for end users.
These VARs integrate our handsets, transceivers, data services devices and SBD modems with other hardware and software to create packaged solutions for end users.
In particular, we believe that broadband, midband and narrowband data services through Iridium Certus, resilient PNT services, and satellite IoT services, where we are engaging large, global enterprises as long-term customers for data and telematics solutions, represent our greatest opportunities for service revenue growth. • Expand our target markets through the development of new products and services.
In particular, we believe that data services through Iridium Certus, resilient PNT services, and satellite IoT services, where we are engaging large, global enterprises as long-term customers for data and telematics solutions, represent our greatest opportunities for service revenue growth. • Expand our target markets through the development of new products and services and evaluating complementary acquisitions.
We believe that working with VADs allows us to create new platforms for our products and services and increases our market opportunity while reducing our overall research and development, marketing, and support expenses. Our VADs include AeroAntenna Technology, Inc., AnsuR Technologies AS, ASIQ Pty Ltd. Crib Gogh Ltd, Ocean and Coastal Environment Sensing Inc., Rockwell Collins Inc. and two10degrees Limited.
We believe that working with VADs allows us to create new platforms for our products and services and increases our market opportunity while reducing our overall research and development, marketing, and support expenses. Our VADs include AnsuR Technologies AS, ASIQ Pty Ltd, Crib Gogh Ltd, and Ocean and Coastal Environment Sensing Inc.
GMDSS service using our 10 network became available in 2020, and our partners offer maritime terminals that include GMDSS service capabilities to vessel operators. In 2024, we announced GMDSS over Iridium Certus, adding Iridium GMDSS, as well as LRIT and SSAS, to the robust communication and safety capabilities of Iridium Certus.
GMDSS service using our network became available in 2020, and our partners offer maritime terminals that include GMDSS service capabilities to vessel operators. In 2024, we announced the extension of GMDSS using Iridium’s Certus platform, adding Iridium GMDSS, as well as LRIT and SSAS, to the robust communication and safety capabilities of Iridium Certus.
Time synchronization and location data play an important role in the global economy, particularly for major industries supported by critical infrastructure, such as financial services, telecommunications, cyber-security and transportation.
Time synchronization and location data play an important role in the global economy, particularly for major industries supported by critical infrastructure, such as financial services, telecommunications, cybersecurity, shipping, and transportation.
Our service providers include satellite service providers such as Marlink AS, Applied Satellite Technology Limited and Network Innovations, as well as some of the largest telecommunications companies in the world, including Telstra Limited, KDDI Corporation and Singapore Telecommunications Limited, or Singtel.
Our service providers include satellite service providers such as Marlink AS, Applied Satellite Technology Limited and Network Innovations Inc., as well as some of the largest telecommunications companies in the world, including Telstra Limited and KDDI Corporation.
Iridium also offers a suite of Iridium Edge ® finished IoT products designed to lower the barrier to adoption and speed time to market for customer applications.
Iridium also offers Iridium Edge ® finished IoT products designed to lower the barrier to adoption and speed time to market for customer applications.
We operate primarily under a multi-year, fixed-price contract with the U.S. government, which we refer to as our Enhanced Mobile Satellite Services, or EMSS, contract to provide specified satellite airtime services for an unlimited number of U.S. Department of Defense, or DoD, and other federal government subscribers.
We operate primarily under a multi-year, fixed-price contract with the U.S. government, which we refer to as our Enhanced Mobile Satellite Services (EMSS) contract to provide specified satellite airtime services for an unlimited number of U.S. Department of War (DoW) (previously referred to as the Department of Defense) and other federal government subscribers.
In 2024, we introduced additional Iridium Certus offerings that enable IoT applications to send more data, with greater security and natively delivered via cloud infrastructure.
In 2024, we introduced additional Iridium Certus offerings featuring Iridium Messaging Transport ® (IMT ® ) that enable IoT applications to send more data, with greater security and natively delivered via cloud infrastructure.
We are making our technology more accessible and cost-effective for our distribution partners to integrate by licensing our core technologies; by adding functionality, such as push-to-talk, or PTT, capability, which allows multiple users to participate in talk groups worldwide; by providing rugged, dependable devices and services; and by developing new services that take advantage of the capabilities of our global constellation. • Continued growth in services provided to the U.S. government.
We are also making our technology more accessible and cost-effective for our distribution partners to integrate by licensing our core technologies; by adding functionality, such as push-to-talk (PTT) capability, which allows multiple users to participate in talk groups worldwide; by providing rugged, dependable devices and services; and by developing new services that take advantage of the capabilities of our global constellation.

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Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

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Biggest changeOur gateways and operations center may also experience service shutdowns or periods of reduced service in the future as a result of equipment failures, delays in deliveries, or regulatory issues. Any such failure would impede our ability to provide service to our customers. Our customized hardware and software may be difficult and expensive to service, upgrade or replace.
Biggest changeOur ground operations may be disrupted as a result of, among other things, natural disasters, extreme weather, power outages, equipment failures, software issues, cyber or physical attack or sabotage, delays in deliveries, or regulatory issues, any of which could cause service shutdowns or periods of reduced service. Any such disruption would impede our ability to provide service to our customers.
In addition, any major business combination or similar strategic transaction may require significant additional financing, and our ability to obtain such financing may be restricted by the credit agreement governing our currently outstanding term loan with various lenders administered by Deutsche Bank AG, or the Term Loan .
In addition, any major business combination or similar strategic transaction may require significant additional financing, and our ability to obtain such financing may be restricted by the credit agreement governing our currently outstanding term loan with various lenders administered by Deutsche Bank AG (Term Loan) .
Our ability to utilize U.S. net operating loss carryforwards and other tax attributes may be limited if we experience an “ownership change” under Section 382 of the Internal Revenue Code of 1986, as amended, or the Code, which generally occurs if one or more stockholders or groups of stockholders who own at least 5% of our common stock increase their ownership in the aggregate by more than 50% over their lowest ownership percentage within a rolling period that begins on the later of three years prior to the testing date and the date of the last ownership change.
Our ability to utilize U.S. net operating loss carryforwards and other tax attributes may be limited if we experience an “ownership change” under Section 382 of the Internal Revenue Code of 1986, as amended (Code), which generally occurs if one or more stockholders or groups of stockholders who own at least 5% of our common stock increase their ownership in the aggregate by more than 50% over their lowest ownership percentage within a rolling period that begins on the later of three years prior to the testing date and the date of the last ownership change.
Factors affecting the trading price of our common stock may include: • failure in the performance of our satellites; • actual or anticipated variations in our operating results, including termination or expiration of one or more of our key contracts, or a change in sales levels under one or more of our key contracts; • failure of Aireon to successfully carry out its business plan or obtain expected financing; • failure to comply with the terms of the credit agreement governing our Term Loan; • sales of a large number of shares of our common stock or the perception that such sales may occur; • the dilutive effect of outstanding stock options and other equity awards; 33 • changes in financial estimates by industry analysts, or our failure to meet or exceed any such estimates, or changes in the recommendations of any industry analysts that elect to follow our common stock or the common stock of our competitors; • impairment of intangible assets; • actual or anticipated changes in economic, political or market conditions, such as recessions or international currency fluctuations; • actual or anticipated changes in the regulatory environment affecting our industry; • changes in the market valuations of our competitors; • low trading volume; and • announcements by our competitors regarding significant new products or services or significant acquisitions, strategic partnerships, divestitures, joint ventures or other strategic initiatives.
Factors affecting the trading price of our common stock may include: • failure in the performance of our satellites; • actual or anticipated variations in our operating results, including termination or expiration of one or more of our key contracts, or a change in sales levels under one or more of our key contracts; • failure of Aireon to successfully carry out its business plan or obtain expected financing; • failure to comply with the terms of the credit agreement governing our Term Loan; • sales of a large number of shares of our common stock or the perception that such sales may occur; • the dilutive effect of outstanding stock options and other equity awards; • changes in financial estimates by industry analysts, or our failure to meet or exceed any such estimates, or changes in the recommendations of any industry analysts that elect to follow our common stock or the common stock of our competitors; • impairment of assets; • actual or anticipated changes in economic, political or market conditions, such as recessions or international currency fluctuations; • actual or anticipated changes in the regulatory environment affecting our industry; • changes in the market valuations of our competitors; • low trading volume; and • announcements by our competitors regarding significant new products or services or significant acquisitions, strategic partnerships, divestitures, joint ventures or other strategic initiatives.
We may be negatively affected by global economic conditions. Our operations and performance depend significantly on worldwide economic conditions. Uncertainty about global economic conditions poses a risk as individual consumers, businesses and governments may postpone spending in response to tighter credit, negative financial news, declines in income or asset values, or budgetary constraints.
We may be negatively affected by global economic conditions. Our operations and performance depend significantly on worldwide economic conditions. Uncertainty about global economic conditions poses a risk as individual consumers, businesses and governments may postpone spending in response to tighter 33 credit, negative financial news, declines in income or asset values, or budgetary constraints.
If other countries permit similar terrestrial use of L-band spectrum in the 1.6 GHz band, the performance of our system may be subject to interference there as well. If the FCC revokes, modifies or fails to renew our licenses, or fails to grant a new license or modification, our ability to operate will be harmed or eliminated.
If other countries permit similar terrestrial use of L-band spectrum in the 1.6 GHz band, the performance of our system may be subject to interference there as well. 36 If the FCC revokes, modifies or fails to renew our licenses, or fails to grant a new license or modification, our ability to operate will be harmed or eliminated.
For example, numerous U.S. states have adopted consumer privacy laws that give residents expanded rights to 35 access and delete their personal information, opt out of certain personal information sharing, and receive detailed information about how their personal information is used by requiring companies to provide new disclosures to consumers and provide such consumers new ways to opt out of certain sales of personal information.
For example, numerous U.S. states have adopted consumer privacy laws that give residents expanded rights to access and delete their personal information, opt out of certain personal information sharing, and receive detailed information about how their personal information is used by requiring companies to provide new disclosures to consumers and provide such consumers new ways to opt out of certain sales of personal information.
Although we do not incur any direct cash costs related to the failure of a single satellite, if a satellite fails, we record an impairment charge in our statement of operations to reduce the remaining net book value of that satellite to zero, and any such impairment charges could depress our net income for the period in which the failure occurs.
Although we do not incur any direct cash costs related to the failure of a single satellite, if a satellite fails, we record an impairment charge in our statement of operations to reduce the remaining net book value of that satellite to zero, and any such impairment charges could reduce our net income for the period in which the failure occurs.
In the EU, the European Commission enacted the General Data Protection Regulation, or GDPR, which since 2018 has imposed more stringent EU data protection requirements and provided for greater penalties for noncompliance. In addition, the interpretation of privacy and data protection laws and regulations regarding the collection, storage, transmission, use and disclosure of such information in some jurisdictions remains unclear.
In the EU, the European Commission enacted the General Data Protection Regulation (GDPR), which since 2018 has imposed more stringent EU data protection requirements and provided for greater penalties for noncompliance. In addition, the interpretation of privacy and data protection laws and regulations regarding the collection, storage, transmission, use and disclosure of such information in some jurisdictions remains unclear.
Any of these developments could limit, delay or otherwise interfere with our ability to construct gateways or other infrastructure or network solutions around the world. 36 Export control, sanctions, security and emergency services regulations in the United States and other countries may affect our ability to operate our system and to expand into new markets.
Any of these developments could limit, delay or otherwise interfere with our ability to construct gateways or other infrastructure or network solutions around the world. Export control, sanctions, security and emergency services regulations in the United States and other countries may affect our ability to operate our system and to expand into new markets.
Based on Aireon’s current business plan and restrictions under Aireon’s debt facility, we do not expect this redemption of our ownership interest to occur for several years. Aireon’s business model requires expansion of its customer base to achieve its projected financial results, which may not occur when projected or at all.
Based on Aireon’s current business plan and restrictions under Aireon’s debt facility, we do not expect this redemption of our ownership interest to occur for several years. 29 Aireon’s business model requires expansion of its customer base to achieve its projected financial results, which may not occur when projected or at all.
Any substitute intellectual property or technology may 27 also be costly to develop and integrate, or could have lower quality or performance standards, which would adversely affect the quality of our devices and services. In connection with the development of new devices and services, we may be required to obtain additional intellectual property rights from third parties.
Any substitute intellectual property or technology may also be costly to develop and integrate, or could have lower quality or performance standards, which would adversely affect the quality of our devices and services. In connection with the development of new devices and services, we may be required to obtain additional intellectual property rights from third parties.
Furthermore, our current fixed rate cap ends in November 2026, and we may not be able to maintain the same interest rate cap level, which could result in a significant increase in our interest payments. • Our leverage level could make it more difficult for us to satisfy our obligations to our lenders, resulting in possible defaults on and acceleration of such indebtedness. • Our leverage level could place us at a competitive disadvantage compared to any competitors that have less debt or comparable debt at more favorable interest rates and that, as a result, may be better positioned to withstand economic downturns. • Our consolidated indebtedness has the general effect of reducing our flexibility to react to changing business and economic conditions insofar as they affect our financial condition .
Furthermore, our current fixed rate cap ends in November 2026, and we do not expect to be able to maintain the same interest rate cap level, which could result in a significant increase in our interest payments. • Our leverage level could make it more difficult for us to satisfy our obligations to our lenders, resulting in possible defaults on and acceleration of such indebtedness. • Our leverage level could place us at a competitive disadvantage compared to any competitors that have less debt or comparable debt at more favorable interest rates and that, as a result, may be better positioned to withstand economic downturns. • Our consolidated indebtedness has the general effect of reducing our flexibility to react to changing business and economic conditions insofar as they affect our financial condition .
In addition, our distributors may not comply with the laws and regulatory requirements in their local jurisdictions, which could limit their ability to market or sell our products and services. If our distributors develop 28 faulty or poorly performing products using our technology or services, we may be subject to claims, and our reputation could be harmed.
In addition, our distributors may not comply with the laws and regulatory requirements in their local jurisdictions, which could limit their ability to market or sell our products and services. If our distributors develop faulty or poorly performing products using our technology or services, we may be subject to claims, and our reputation could be harmed.
Spectrum values historically have been volatile, which could cause the value of our business to fluctuate. Our business plan is evolving, and it may in the future include forming strategic partnerships to maximize value for our spectrum, network assets and combined service offerings in the United States and internationally.
Spectrum values historically have been volatile, which could cause the value of our business to fluctuate. Our business plan is evolving, and it may in the future include forming strategic partnerships to maximize the value of our spectrum, network assets and combined service offerings in the United States and internationally.
While the FCC’s decision to approve Ligado Network’s waiver included conditions designed to protect satellite services that use L-band 34 spectrum from harmful interference, these conditions may prove inadequate, resulting in harmful interference with our satellites and devices. These petitions remain pending.
While the FCC’s decision to approve Ligado Network’s waiver included conditions designed to protect satellite services that use L-band spectrum from harmful interference, these conditions may prove inadequate, resulting in harmful interference with our satellites and devices. These petitions remain pending.
The loss or consolidation of any of these distributors, or a decrease in the level of effort expended by any of them to promote our products and services, could reduce the distribution of our products and services as well as the development of new products and applications, which would negatively affect our revenue.
The loss or consolidation of any of these distributors, or a decrease in the level of effort expended by any 31 of them to promote our products and services, could reduce the distribution of our products and services as well as the development of new products and applications, which would negatively affect our revenue.
Treasury Department’s Office of Foreign Assets Control relating to transactions involving entities sanctioned by the United States, and (iii) the U.S. State Department’s Office of Defense Trade Controls relating to satellite launch and to our support of Space Development Agency operations outside the United States.
Treasury Department’s Office of Foreign Assets Control relating to transactions involving entities sanctioned by the United States, and (iii) the U.S. State Department’s Directorate of Defense Trade Controls relating to satellite launch and to our support of Space Development Agency operations outside the United States.
Our ability to successfully implement our business plan will also depend on a number of other factors, including: • our ability to maintain the health, capacity and control of our satellite constellation; • the level of market acceptance and demand for our products and services; • our ability to introduce innovative new products and services that satisfy market demand; • our ability to expand our business using our existing spectrum resources both in the United States and internationally; • our ability to sell our products and services in additional countries; • our ability to comply with applicable regulatory requirements, both in the United States and internationally; • our ability to maintain our relationship with U.S. government customers, particularly the DoD; • the ability of our distributors to market and distribute our products, services and applications effectively and their continued development of innovative and improved solutions and applications for our products and services; • the effectiveness of our competitors in developing and offering similar services and products; and • our ability to maintain competitive prices for our products and services and to control our costs.
Our ability to successfully implement our business plan will also depend on a number of other factors, including: • our ability to maintain the health, capacity and control of our satellite constellation; • the level of market acceptance and demand for our products and services; • our ability to introduce innovative new products and services that satisfy market demand; • our ability to expand our business using our existing spectrum resources both in the United States and internationally; • our ability to sell our products and services in additional countries; • our ability to comply with applicable regulatory requirements, both in the United States and internationally; • our ability to maintain our relationship with U.S. government customers, particularly the DoW; • the ability of our distributors to market and distribute our products, services and applications effectively and their continued development of innovative and improved solutions and applications for our products and services; 28 • the effectiveness of our competitors in developing and offering similar services and products; and • our ability to maintain competitive prices for our products and services and to control our costs.
We could face direct expenses related to a variety of enforcement actions, government investigations, or litigation, and an interruption to our business and adverse publicity because of such enforcement actions, government investigations, or litigation.
We could face direct expenses related to a variety of enforcement actions, government investigations, or litigation, and an interruption to our business and adverse publicity because of such 37 enforcement actions, government investigations, or litigation.
In addition, the determination of our provision for income taxes and other tax liabilities requires significant judgment, including transactions and calculations where the ultimate tax determination is uncertain.
In addition, the determination of our provision for income taxes and other tax 39 liabilities requires significant judgment, including transactions and calculations where the ultimate tax determination is uncertain.
Risks associated with the potential expansion of our international operations include: • difficulties in penetrating new markets due to established and entrenched competitors; • difficulties in developing products and services that are tailored to the needs of local customers; • lack of local acceptance or knowledge of our products and services; • lack of recognition of our products and services; • unavailability of, or difficulties in establishing, relationships with distributors; • significant investments, including the development and deployment of dedicated gateways, as some countries require physical gateways within their jurisdiction to connect the traffic coming to and from their territory; • instability of international economies and governments; • effects of a global pandemic, such as COVID-19, including on international economies, supply chains and travel; • changes in laws and policies affecting trade and investment in other jurisdictions, including tariffs; • exposure to varying legal standards, including data privacy, security and intellectual property protection in other jurisdictions; • difficulties in obtaining required regulatory authorizations; • difficulties in enforcing legal rights in other jurisdictions; • local domestic ownership requirements; • requirements that operational activities be performed in-country; • changing and conflicting national and local regulatory requirements; • foreign currency exchange rates and exchange controls; and 30 • ongoing compliance with the U.S.
Risks associated with the potential expansion of our international operations include: • difficulties in penetrating new markets due to established and entrenched competitors; • difficulties in developing products and services that are tailored to the needs of local customers; • lack of local acceptance or knowledge of our products and services; 32 • lack of recognition of our products and services; • unavailability of, or difficulties in establishing, relationships with distributors; • significant investments, including the development and deployment of dedicated gateways, as some countries require physical gateways within their jurisdiction to connect the traffic coming to and from their territory; • instability of international economies and governments; • effects of a global pandemic, including on international economies, supply chains and travel; • changes in laws and policies affecting trade and investment in other jurisdictions, including tariffs; • exposure to varying legal standards, including data privacy, security and intellectual property protection in other jurisdictions; • difficulties in obtaining required regulatory authorizations; • difficulties in enforcing legal rights in other jurisdictions; • local domestic ownership requirements; • requirements that operational activities be performed in-country; • changing and conflicting national and local regulatory requirements; • foreign currency exchange rates and exchange controls; and • ongoing compliance with the U.S.
If we are not able to suitably service, upgrade or replace our equipment, our ability to provide our services and therefore to generate revenue could be harmed. Rapid and significant technological changes in the satellite communications industry may impair our competitive position and require us to make significant additional capital expenditures.
If we are not able to suitably service, upgrade or replace our equipment, our ability to provide our services and therefore to generate revenue could be harmed. Ongoing and significant technological changes in the satellite communications industry may impair our competitive position and require us to make significant additional capital expenditures.
The rules and regulations of these U.S. and foreign authorities may change, and such authorities may adopt regulations that limit or restrict our current or future operations or expand those of our competitors, including our orbital debris mitigation obligations. Such authorities may also make changes in the licenses of our competitors that affect our spectrum.
The rules and regulations of these U.S. and international authorities may change, and such authorities may adopt regulations that limit or restrict our current or future operations or expand those of our competitors, including our orbital debris mitigation obligations. Such authorities may also make changes in the licenses of our competitors that affect our spectrum.
We depend on the continued service of key managerial and technical personnel and personnel with security clearances, as well as our ability to continue to attract and retain highly qualified personnel. We compete for such personnel with other companies, government entities, academic institutions and other organizations.
We depend on the continued service and institutional knowledge of key managerial and technical personnel and personnel with security clearances, as well as our ability to continue to attract and retain highly qualified personnel. We compete for such personnel with other companies, government entities, academic institutions and other organizations.
Our ownership and operation of a satellite communications system and the sale of products that operate on that system are subject to significant regulation in the United States, including by the FCC, the U.S. Department of Commerce and others, and in foreign jurisdictions by similar local authorities.
Our ownership and operation of a satellite communications system and the sale of products that operate on that system are subject to significant regulation in the United States, including by the FCC, the U.S. Department of Commerce and others, and in international jurisdictions by similar local authorities.
While we believe we comply with applicable standards for radio frequency emissions and power and do not believe that there is valid scientific evidence that use of our devices poses a health risk, courts or governmental agencies could determine 37 otherwise.
While we believe we comply with applicable standards for radio frequency emissions and do not believe that there is valid scientific evidence that use of our devices poses a health risk, courts or governmental agencies could determine otherwise.
In-orbit failure of a satellite or temporary outage of a service or a satellite may result from various causes, including component failure, loss of power or fuel, inability to control positioning of the satellite, solar or other astronomical events, including solar radiation and flares, and space debris.
In-orbit failure of a satellite or temporary outage of a service or a satellite may result from various causes, including component failure, software issues, loss of power or fuel, inability to control positioning of the satellite, solar or other astronomical events, including solar radiation and flares, and space debris.
We can offer no assurance that we will be able to obtain such intellectual property rights on commercially reasonable terms or at all. If we are unable to obtain such intellectual property rights on commercially reasonable terms, we may not be able to develop some new devices and services.
We can offer no assurance that we will be able to obtain such intellectual property rights on commercially reasonable terms or at all. If we are unable to obtain such intellectual property rights on commercially reasonable terms, we may not be able to develop certain new devices and services.
Our current policy has a one-year term, which expires on December 8, 2025, and excludes coverage for all third-party damages relating to the 2009 collision of our satellite with a non-operational Russian satellite.
Our current policy has a one-year term, which expires on December 8, 2026, and excludes coverage for all third-party damages relating to the 2009 collision of our satellite with a non-operational Russian satellite.
For us to keep up with technological changes and remain competitive, we have made and may continue to make significant research and development and capital expenditures, including capital to design and launch new products and services over the short to medium term, and, over the longer term, the acquisition of additional spectrum, satellites, launch vehicles and other network resources to support continued growth.
For us to keep up with technological changes and remain competitive, we have made and expect to continue to make significant research and development and capital expenditures, including capital to design and launch new products and services over the short to medium term, and, over the longer term, the potential acquisition of additional spectrum, new satellites, launch vehicles and other network resources to support continued growth.
As we and our distributors expand our offerings to include more consumer-oriented devices, we are more likely to be subject to product liability claims, recalls or litigation, which could adversely affect our business and financial performance.
As we and our distributors expand our offerings, including more consumer-oriented devices, we are more likely to be subject to product liability claims, recalls or litigation, which could adversely affect our business and financial performance.
Some of the hardware and software we use in operating our gateways is significantly customized and tailored to meet our requirements and specifications and could be difficult and expensive to service, upgrade or replace.
Some of the hardware and software we use in operating our gateways is significantly customized and tailored to meet our requirements and specifications and can be difficult and expensive to service, upgrade or replace.
As part of its reorganization, it intends to execute an agreement to lease and potentially transfer its satellites, ground assets and L-band spectrum to AST SpaceMobile, Inc (retaining Ligado’s ability to deploy ATC subject to resolution of its litigation with the U.S. government).
As part of its reorganization, it executed an agreement to lease and potentially transfer its satellites, ground assets and L-band spectrum to AST SpaceMobile, Inc (retaining Ligado’s ability to deploy ATC subject to resolution of its litigation with the U.S. government).
Our agreements with U.S. government customers, particularly the DoD, which represent a significant portion of our revenue, are subject to termination and renewal.
Our agreements with U.S. government customers, particularly the DoW, which represent a significant portion of our revenue, are subject to termination and renewal.
Although satellite communications services and terrestrial communications services are not perfect substitutes, the two compete in some markets and for some services. Consumers generally perceive terrestrial wireless voice communication products and services as cheaper and more convenient than those that are satellite-based. Many of our terrestrial competitors have greater resources, wider name recognition and newer technologies than we do.
Although satellite communications services and terrestrial communications services are not entirely interchangeable, the two compete in some markets and for some services. Consumers generally perceive terrestrial wireless voice communication products and services as cheaper and more convenient than those that are satellite-based. Many of our terrestrial competitors have greater resources, wider name recognition and newer technologies than we do.
The outcomes of the litigation and the bankruptcy may impact the outcome of the pending petitions for reconsideration before the FCC and the ability of Ligado or a lessee to implement ATC or direct-to-device services that may affect the performance of our network.
The outcomes of the litigation and the bankruptcy may impact the outcome of the pending petitions for reconsideration before the FCC and the ability of Ligado or a lessee to implement ATC or D2D services that may affect the performance of our network.
If any of our suppliers were to terminate its relationship with us, we may not be able to find a replacement supplier in a timely manner, at an acceptable price or at all.
If any of our suppliers terminate their relationship with us, we may not be able to find a replacement supplier in a timely manner, at an acceptable price or at all.
Ligado’s implementation of ATC or direct-to-device services, whether on its own or by leasing its spectrum to a third party, may affect the performance of our system for customers of our existing and future services.
Ligado’s implementation of ATC or D2D services, whether on its own or by leasing its spectrum to a third party, may affect the performance of our system for customers of our existing and future services.
Our failure to effectively manage the expansion of our portfolio of products and services could impede our ability to execute our business plan, and we may experience increased costs or disruption in our operations. In order to achieve the substantial future revenue growth we have projected, we must develop and market new products and services.
Our failure to effectively manage the expansion of our portfolio of products and services could impede our ability to execute our business plan, and we may experience increased costs or disruption in our operations. To achieve future revenue growth, we must develop and market new products and services.
In each of the years 2022 through 2024, revenue from our operations in Russia, all of which was service revenue, represented approximately 2% of our total revenue. Our sales in Russia are conducted in rubles and then translated to U.S. dollars in our financial results.
In each of the years 2023 through 2025, revenue from our operations in Russia, all of which was service revenue, represented approximately 2% of our total revenue. Our sales in Russia are conducted in rubles and then translated to U.S. dollars in our financial results.
The value of the ruble has fluctuated substantially since the invasion, which may affect our reported revenues. As a result of these factors, we expect revenue from our operations in Russia to be variable and difficult to predict.
The value of the ruble has been volatile since the invasion, which may affect our reported revenues. As a result of these factors, we expect revenue from our operations in Russia to be variable and difficult to predict.
Wireless devices’ radio frequency emissions are the subject of regulation and litigation concerning their environmental effects, which includes alleged health and safety risks. As a result, we may be subject to new regulations, demand for our services may decrease, and we could face liability based on alleged health risks.
Wireless devices’ radio frequency emissions are the subject of regulation and litigation concerning their environmental effects, which includes alleged health and safety risks. As a result, we may be subject to new regulations and we could face liability based on alleged health risks.
We estimate that commercial data traffic originating outside the United States accounted for 94% and 96% of total commercial data traffic for the years ended December 31, 2024 and 2023, respectively, while commercial voice traffic originating outside the United States accounted for 91% of total commercial voice traffic for each of the years ended December 31, 2024 and 2023.
We estimate that commercial data traffic originating outside the United States accounted for 96% and 94% of total commercial data traffic for the years ended December 31, 2025 and 2024, respectively, while commercial voice traffic originating outside the United States accounted for 92% and 91% of total commercial voice traffic for the years ended December 31, 2025 and 2024, respectively.
Although we maintain inventories of some spare parts, it nonetheless may be difficult, expensive or impossible to obtain replacement parts for the hardware due to a limited number of those parts being manufactured to our requirements and specifications.
Although we maintain inventories of some spare parts, it nonetheless may be difficult, expensive or impossible to obtain replacement parts for the hardware due to a limited number of those parts being manufactured to our requirements and specifications, if they are at all.
The trading price of our common stock might also decline in reaction to events that affect other companies in our industry even if these events do not directly affect us.
The trading price of our common stock might also decline in reaction to events that affect other companies in our industry even if these events do not directly affect us, or may be volatile.
Our two largest commercial distributors, Marlink Group and Garmin, together represented approximately 10% of our revenue for the year ended December 31, 2024, and our ten largest distributors represented, in the aggregate, 30% of our revenue for the year ended December 31, 2024.
Our two largest commercial distributors, Marlink Group and Garmin, together represented approximately 10% of our revenue for the year ended December 31, 2025, and our ten largest distributors represented, in the aggregate, 28% of our revenue for the year ended December 31, 2025.
In addition, we may in the future choose or be required to further limit or cease operations in Russia entirely, in which case we will no longer receive any revenue from those operations. We could also incur significant expenses as a result of the process of shutting down operations in Russia.
In addition, we may in the future choose or be required to further limit or cease operations in Russia entirely, in which case we would no longer receive any revenue from these operations, and could incur significant expenses as a result of the process of shutting down operations in Russia.
In addition, industry consolidation could hurt us by increasing the scale or scope of our competitors, thereby making it more difficult for us to compete. We depend on third parties to market and sell our products and services, and their inability to do so effectively could impair our revenue and our reputation.
In addition, industry consolidation could negatively affect our competitive position us by increasing the scale or scope of our competitors, thereby making it more difficult for us to compete in various market segments. We depend on third parties to market and sell our products and services, and their inability to do so effectively could impair our revenue and our reputation.
For example, we are working to enable satellite messaging and emergency services directly in smartphones and other devices using our services, which may dramatically increase the number of devices that use our services. These services and devices aimed at individual consumers, such as location-based services, emergency services, satellite handsets, smartphones, and personal locator devices, may contain design and manufacturing defects.
We are working to enable satellite messaging and emergency services directly in smartphones and other devices using our services, which may dramatically increase the number of devices that use our services. Our services and devices using our services, such as location-based services, emergency services, satellite handsets, smartphones, and personal locator devices, may contain design and manufacturing defects.
Due to our U.S. and international business activities, certain of these enacted and proposed changes to the taxation of our activities could increase our worldwide effective tax rate, which in turn could harm our financial position and results of operations.
Due to our U.S. and international business activities, certain of these enacted and proposed changes to the taxation of our activities could increase our worldwide effective tax rate, which in turn could harm our financial position and results of operations. Item 1B. Unresolved Staff Comments None.
Through our distributors, we offer several services and devices aimed at individual consumers, and we and our distributors continue to introduce additional services and devices for use with our services.
Through our distributors, we offer several services and devices aimed at individual consumers, and we and our distributors continue to introduce additional services and devices for use with our services, including additional aviation safety and PNT services.
The satellite communications industry is subject to rapid advances and innovations in technology. We face competition from companies using new technologies and new satellite systems, including a significant number of new entrants who are developing or have announced a wide array of technologies, some of which compete directly with one or more of our existing or planned products and services.
The satellite communications industry is subject to ongoing technological advancement and innovation. We face competition from companies using new technologies and new satellite systems, including a significant number of new entrants who are developing or have announced a wide array of technologies, some of which compete directly with one or more of our existing or planned products and services.
In addition, our business plan contemplates updating or replacing some of the hardware and software in our network as technology advances, but the complexity of our requirements and specifications may present us with technical and operational challenges that complicate or otherwise make it expensive or infeasible to carry out such upgrades and replacements.
In addition, we expect to update or replace some of the hardware and software in our network as technology advances, but the complexity of our requirements and specifications may present us with technical and operational challenges that complicate or otherwise make it expensive or infeasible to carry out such upgrades and replacements.
The U.S. government, through a dedicated gateway owned and operated by the DoD, has been and continues to be, directly and indirectly, our largest customer, representing 27% and 25% of our revenue for the years ended December 31, 2024 and 2023, respectively.
The U.S. government, through a dedicated gateway owned and operated by the DoW, has been and continues to be, directly and indirectly, our largest customer, representing 29% and 28% of our revenue for the years ended December 31, 2025 and 2024, respectively.
For example, we may face competition for our services in the United States from service providers with ancillary terrestrial component, or ATC, authorities who are designing a satellite operating business and a terrestrial component around their spectrum holdings, or from service providers developing satellite direct to terrestrial phone capabilities.
In addition, we may face competition for our services in the United States from service providers with ancillary terrestrial component (ATC) authorities who are designing a satellite operating business and a terrestrial component around their spectrum holdings.
We may also be subject to government audits and to review and approval of our policies, procedures and internal controls for compliance with procurement regulations and other applicable laws.
As a government contractor, we are also subject to government audits and to review and approval of our policies, procedures and internal controls for compliance with procurement regulations and other applicable laws.
During this time, our customers would be unable to use those services, and we could suffer a loss of revenue and harm to our reputation. When operating on our backup facility, any further failure could leave us unable to offer services for an extended period.
During this time, our customers would be unable to use those services, and we could suffer a loss of revenue and harm to our reputation. When operating on our backup facility, any further failure could leave us unable to offer services for an extended period. Our customized hardware and software may be difficult and expensive to service, upgrade or replace.
We provide satellite communications services in Russia through two local subsidiaries employing 36 people and authorized Russian service providers, using a dedicated gateway in Russia. As a result of Russia’s invasion of Ukraine in February 2022, we ceased shipments of equipment to Russia and made other adjustments to our operations in light of U.S. and international sanctions.
We provide satellite communications services in Russia through two local subsidiaries employing approximately 40 people and authorized Russian service providers, using a dedicated gateway in Russia. As a result of Russia’s invasion of Ukraine in February 2022, we adjusted our operations to comply with U.S. and international sanctions.
Any such suspension or debarment or other sanction could have an adverse effect on our business. In addition, if we are unable to comply with security clearance requirements, we may be unable to perform these contracts or compete for other projects of this nature, which could adversely affect our revenue.
In addition, if we are unable to comply with security clearance requirements, we may be unable to perform these contracts or compete for other projects of this nature, which could adversely affect our revenue.
In addition, changing and conflicting national and local regulatory requirements may cause us to be in compliance with local requirements in one country, while not being in compliance with the laws and regulations of another.
As new laws and regulations are issued, we may be required to modify our business plans or operations. In addition, changing and conflicting national and local regulatory requirements may cause us to be in compliance with local requirements in one country, while not being in compliance with the laws and regulations of another.
Changes to trade policy by the U.S. or foreign governments, including tariff and customs regulations, could increase our costs, cause delays or cause us to evaluate alternative sourcing, all of which could adversely impact our operations. 29 Even if we are able to replace or supplement sole source or other component suppliers, there could be a substantial period of time in which our products would not be available; any new relationship may involve higher costs and delays in development and delivery, and we may encounter technical challenges in successfully replicating the manufacturing processes.
Even if we are able to replace or supplement sole source or other component suppliers, there could be a substantial period of time in which our products would not be available; any new relationship may involve higher costs and delays in development and delivery, and we may encounter technical challenges in successfully replicating the manufacturing processes.
Countries are not obligated to grant requested amendments or waivers, and there can be no assurance that relevant authorities will not suspend or revoke our licenses or take other legal actions to attempt to enforce the requirements of their respective jurisdictions.
Countries are not obligated to grant requested amendments or waivers, and there can be no assurance that relevant authorities will not suspend or revoke our licenses or take other legal actions to attempt to enforce the requirements of their respective jurisdictions. 38 These U.S. and foreign obligations and regulations may limit or delay our ability to offer products and services in a particular country.
Persons who circumvent security measures could wrongfully access and obtain or use information on our network or cause service interruptions, delays or malfunctions in our devices, services or operations, any of which could harm our reputation, cause demand for our products and services to fall, and compromise our ability to pursue our business plans.
Unauthorized access or use of 27 information on our network, or the networks of our distributors, partners, vendors and customers, could result in material service interruptions, delays or malfunctions in our devices, services or operations, any of which could materially harm our reputation, cause demand for our products and services to fall, and compromise our ability to pursue our business plans.
Further, a large number of such failures could shorten the expected life of our constellation, which would increase our depreciation expense, or require us to replace our constellation sooner than currently planned, either of which would increase our projected capital expenditures.
Further, a large number of such failures could shorten the expected life of our constellation, which would increase our depreciation expense, or require us to replace our constellation sooner than currently planned, which would increase our projected capital expenditures. 26 If our ground operations were to be disrupted, we may experience interruptions in our ability to provide service to our customers.
New technology could render our system obsolete or less competitive by satisfying customer demand in more attractive ways or through the introduction of incompatible standards. Particular technological developments that could adversely affect us include the deployment by our competitors of new satellites with greater power, flexibility, efficiency or capabilities than ours, as well as continuing improvements in terrestrial wireless technologies.
Particular technological developments that could adversely affect us include the deployment by our competitors of new satellites and satellite constellations with greater power, flexibility, efficiency or capabilities than ours, as well as continuing improvements in terrestrial wireless technologies.
We expect the secure transmission of confidential information over public networks to continue to be a critical element of our ability to compete for business, manage our risks, and protect our customers and our reputation. Our network and those of our third-party service providers and our customers may be vulnerable to unauthorized access, computer attacks, viruses and other security problems.
We expect the secure transmission of confidential information over public networks to continue to be a critical element of our ability to compete for business, manage our risks, and protect our customers and our reputation.
We provide the majority of our services to the U.S. government pursuant to our EMSS, SDA, and ECS3 contracts. We entered into these contracts in September 2019, May 2022, and March 2024, respectively.
We provide the majority of our services to the U.S. government pursuant to our EMSS, SDA, ECS3 and SITH contracts. We entered into these contracts in September 2019, May 2022, March 2024 and August 2025, respectively. The EMSS contract continues through September 2026 with one six-month extension option exercisable at the election of the U.S. government.
We operate our satellite constellation from our satellite network operations center in 24 Leesburg, Virginia. If we are unable to use our primary commercial gateway in Tempe, it could take us from one to eight hours to switch operations to our backup facility for most services, and potentially longer for some services.
If we were unable to use our primary commercial gateway in Tempe, we expect it could take us up to several hours to switch operations to our backup facility for most services, and potentially longer for some services.
U.S. government budget and policy decisions, including with respect to defense spending, are based on changing government priorities and objectives, which are driven by numerous factors, including administration changes, geopolitical events and macroeconomic conditions, and are beyond our control. If the U.S. government terminates any or all of these agreements, we would lose a significant portion of our revenue.
U.S. government budget and policy decisions, including with respect to defense spending, are based on government priorities and objectives, which are subject to change and are driven by numerous factors, including administration changes, geopolitical events and macroeconomic conditions, and are beyond our control.
Failure to effectively manage the expansion of our portfolio of products and services in a cost-effective manner could result in declines in product and service quality and customer satisfaction, disruption of our operations, or increased costs, any of which would reduce our ability to increase our profitability.
Failure to effectively manage the expansion of our portfolio of products and services in a cost-effective manner could result in declines in product and service quality and customer satisfaction, disruption of our operations, or increased costs, any of which would reduce our ability to increase our profitability. 30 We could lose market share and revenue as a result of increasing competition from companies in the wireless communications industry, including cellular and other satellite operators, and from the extension of land-based communications services.
Any such finding could reduce our revenue and profitability and expose us and other communications service providers or device sellers to litigation, which, even if frivolous or unsuccessful, could be costly to defend. If consumers’ health concerns over radio frequency emissions increase, they may be discouraged from using wireless handsets or other wireless consumer devices.
Any such finding could reduce our revenue and profitability and expose us and other communications service providers or device sellers to litigation, which, even if frivolous or unsuccessful, could be costly to defend.
If we do not comply with the terms of a contract or with regulations or statutes, we could be subject to downward contract price adjustments or refund obligations or could be assessed civil and criminal penalties or be debarred or suspended from obtaining future contracts for a specified period.
If we are found to be non-compliant with the terms of a contract, or an applicable regulation, statute or executive order, we could be subject to downward contract price adjustments or refund obligations, assessed civil and criminal penalties, or debarred or suspended from obtaining future contracts for a specified period, among other potential negative consequences.
We may not be successful in growing the PNT business as we have projected, which could harm our financial condition and results of operations. To the extent we pursue additional strategic transactions, we also may not be successful in integrating the acquired business or otherwise deriving the expected benefit from the transaction.
To the extent we pursue additional strategic transactions, we also may not be successful in integrating the acquired business or otherwise deriving the expected benefit from the transaction.
These security incidents could have a significant effect on our systems, devices and services, including system failures and delays that could limit network availability, which could harm our business and our reputation and result in substantial liability. 25 Our satellites may collide with space debris or another spacecraft, which could adversely affect the performance of our constellation.
A successful security incident affecting us, our systems, devices or services could have a material adverse effect on our operations or financial results or reputation and result in substantial liability. Our satellites may collide with space debris or another spacecraft, which could adversely affect the performance of our constellation.
The market price of our common stock may be volatile. The trading price of our common stock may be subject to substantial fluctuations.
The market price of our common stock may be volatile and the value of our common stock may decline. The trading price of our common stock has recently been subject to substantial fluctuations in response to various factors and may continue to be volatile.
Conducting and expanding our operations outside the United States creates numerous risks, which may harm our operations and compromise our ability to expand our international operations. We have significant operations outside the United States.
Our Russian operations also pose a reputational risk if certain government or commercial customers object to our current business in Russia. Conducting and expanding our operations outside the United States creates numerous risks, which may harm our operations and compromise our ability to expand our international operations. We have significant operations outside the United States.
The U.S. government may terminate these agreements, in whole or in part, at any time for its convenience. Our relationship with the U.S. government is also subject to the overall U.S. government policies, budget and appropriation decisions and processes.
Our relationship with the U.S. government is also subject to the overall U.S. government policies, budget and appropriation decisions and processes.
The unexpected loss or interruption of the services of such 31 personnel could compromise our ability to effectively manage our operations, execute our business plan and meet our strategic objectives. Risks related to our capital structure We have a considerable amount of debt, which may limit our ability to fulfill our obligations and/or to obtain additional financing.
The unexpected loss or interruption of the services of such personnel could compromise our ability to effectively manage our operations, execute our business plan and meet our strategic objectives.
Increased scrutiny of the satellite industry and the impact of regulation, as well as changes in our financial performance and unfavorable conditions in the capital markets could result in credit agencies reexamining our credit ratings. A downgrade in our credit ratings could restrict or discontinue our ability to access capital markets at attractive rates and increase our borrowing costs.
Increased scrutiny of the satellite industry and the impact of regulation, as well as changes in the competitive landscape, our financial performance and unfavorable market conditions could result in credit agencies reexamining our credit ratings.

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Item 1C. Cybersecurity

Cybersecurity — threats and controls disclosure

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Biggest changeOur chief information officer is also responsible for approving budgets, helping prepare for cybersecurity incidents, approving cybersecurity processes and reviewing security assessments and other security-related reports. Our cybersecurity incident response and vulnerability management processes are designed to escalate certain cybersecurity incidents to members of management depending on the circumstances.
Biggest changeOur chief information officer is responsible for hiring appropriate personnel and helping to integrate cybersecurity risk considerations into our overall risk management strategy and communicating key priorities to relevant personnel. Our chief information officer is also responsible for approving budgets, helping prepare for cybersecurity incidents, approving cybersecurity processes and reviewing security assessments and other security-related reports.
As part of this program, we typically conduct risk assessments for certain IT vendors on an annual basis, including, for example, using security assessment measures such as a security questionnaire, perform a review of the vendor’s own security program, audits, and vulnerability scans.
As part of this program, we typically conduct risk assessments for certain IT vendors on an annual basis, including, for example, using security assessment measures such as a security questionnaire, performing a review of the vendor’s own security program, audits, and vulnerability scans.
The board also has access to various reports, summaries or presentations related to cybersecurity threats, risk and mitigation. 40
The board also has access to various reports, summaries or presentations related to cybersecurity threats, risk and mitigation. 41
The third parties we engage in this effort generally consist of threat intelligence service providers; cybersecurity consultants and software providers; penetration testing firms; monitoring services; forensic investigators; and other professional services firms, including legal counsel.
These teams use several methods to do this, including manual and automated tools, internal and external threat assessments, and internal and external vulnerability assessments. The third parties we engage in this effort generally consist of threat intelligence service providers; cybersecurity consultants and software providers; penetration testing firms; monitoring services; forensic investigators; and other professional services firms, including legal counsel.
For a description of the primary risks from cybersecurity threats that may materially affect our business and how they may do so, see Part I, Item 1A.
While we maintain cybersecurity insurance, it may not be adequate to cover the costs related to cybersecurity incidents we experience. For a description of the primary risks from cybersecurity threats that may materially affect our business and how 40 they may do so, see Part I, Item 1A.
Risk Factors in this Annual Report on Form 10-K, including “— Our networks and those of our third-party service providers may be vulnerable to cybersecurity risks.” Governance Our board of directors addresses cybersecurity risk management as part of its general oversight function. The board oversees our cybersecurity risk management processes, including oversight and mitigation of risks from cybersecurity threats.
Risk Factors in this Annual Report on Form 10-K, including “— Cyberattacks and other security threats and disruptions could have a material adverse effect on our business.” Governance Our Board of Directors addresses cybersecurity risk management as part of its general oversight function. The board oversees our cybersecurity risk management processes, including oversight and mitigation of risks from cybersecurity threats.
Our incident response and vulnerability management processes include reporting by management to the board of directors for certain cybersecurity incidents.
Members of this committee work with our incident response team to help mitigate and remediate cybersecurity incidents of which they are notified. Our incident response and vulnerability management processes include reporting by management to the Board of Directors for certain cybersecurity incidents.
Information regarding cyber incidents is reported at the monthly meeting of the management security committee or sooner if warranted. Members of this committee work with our incident response team to help mitigate and remediate cybersecurity incidents of which they are notified.
Our cybersecurity incident response and vulnerability management processes are designed to escalate certain cybersecurity incidents to members of management depending on the circumstances. Information regarding cyber incidents is reported at the monthly meeting of the management security committee or sooner if warranted.
In addition to our chief information officer, our internal management security committee includes our chief executive officer, chief financial officer, chief operations officer and chief legal officer, as well as others within our organization in information technology roles. 39 Our chief information officer is responsible for hiring appropriate personnel and helping to integrate cybersecurity risk considerations into our overall risk management strategy and communicating key priorities to relevant personnel.
In addition to our chief information officer, our internal management security committee includes our chief executive officer, chief financial officer, chief operations officer and chief legal officer, as well as others within our organization in information technology roles.
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These teams use a number of methods to do this, including manual and automated tools, internal and external threat assessments, and internal and external vulnerability assessments.
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Despite these measures, we may not be successful in preventing, mitigating or recovering from a cybersecurity incident, which could have a material adverse effect on our operations or financial results or reputation. While we maintain cybersecurity insurance, it may not be adequate to cover the costs related to cybersecurity incidents we experience.

Item 2. Properties

Properties — owned and leased real estate

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Biggest changeProperties The following table describes the facilities we own or lease: Location Country Approximate Square Feet Facilities Owned/Leased McLean, Virginia USA 30,600 Corporate Headquarters Leased Chandler, Arizona USA 197,000 Technical Support Center, Distribution Center, Warehouse and Satellite Teleport Network Facility Leased Leesburg, Virginia USA 40,000 Satellite Network Operations Center Owned Tempe, Arizona USA 31,000 System Gateway and Satellite Teleport Network Facility Owned Building on Leased Land Chandler, Arizona USA 24,000 Operations Office Space Leased Fairbanks, Alaska USA 4,000 Satellite Teleport Network Facility Owned Svalbard Norway 1,800 Satellite Teleport Network Facility Owned Building on Leased Land Izhevsk, Udmurtia Russia 8,785 System Gateway and Satellite Teleport Network Facility Leased Punta Arenas Chile 3,200 Satellite Teleport Network Facility Owned Building on Leased Land
Biggest changeProperties The following table describes the significant facilities we own or lease: Location Country Approximate Square Feet Facilities Owned/Leased McLean, Virginia USA 30,600 Corporate Headquarters (1) Leased McLean, Virginia USA 55,200 New Corporate Headquarters Leased Chandler, Arizona USA 197,000 Technical Support Center, Distribution Center, Warehouse and Satellite Teleport Network Facility Leased Leesburg, Virginia USA 40,000 Satellite Network Operations Center Owned Tempe, Arizona USA 31,000 System Gateway and Satellite Teleport Network Facility Owned Building on Leased Land Chandler, Arizona USA 24,000 Operations Office Space Leased Reston, Virginia USA 7,300 Office Space Leased Fairbanks, Alaska USA 4,000 Satellite Teleport Network Facility Owned Svalbard Norway 1,800 Satellite Teleport Network Facility Owned Building on Leased Land Izhevsk, Udmurtia Russia 8,785 System Gateway and Satellite Teleport Network Facility Leased Punta Arenas Chile 3,200 Satellite Teleport Network Facility Owned Building on Leased Land (1) Our current corporate headquarters lease ends in April 2026.

Item 3. Legal Proceedings

Legal Proceedings — active lawsuits and investigations

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Biggest changeItem 3. Legal Proceedings Neither we nor any of our subsidiaries are currently subject to any material legal proceeding, nor, to our knowledge, is any material legal proceeding threatened against us or any of our subsidiaries. Item 4. Mine Safety Disclosures Not applicable. 41 PART II
Biggest changeItem 3. Legal Proceedings Neither we nor any of our subsidiaries are currently subject to any material legal proceeding, nor, to our knowledge, is any material legal proceeding threatened against us or any of our subsidiaries. Item 4. Mine Safety Disclosures Not applicable. 42 PART II

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

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Biggest changeOur liability related to dividends on common stock was $2.5 million and $1.3 million as of December 31, 2024 and 2023, respectively. We currently expect that comparable cash dividends will continue to be paid in the future, although future dividends will depend on our earnings, capital requirements, financial conditions and other factors considered relevant by the Board.
Biggest changeWe currently expect that comparable cash dividends will continue to be paid in the future, although future dividends will depend on our earnings, capital requirements, financial conditions and other factors considered relevant by the Board. 43 Stock Price Performance Graph The graph below compares the cumulative total return of our common stock from December 31, 2020 through December 31, 2025, with the comparable cumulative return of three indices, the S&P 500 Index, the Dow Jones Industrial Average Index and the Nasdaq Telecommunications Index.
Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities Our common stock is currently listed on the Nasdaq Global Select Market under the symbol “IRDM.” As of February 7, 2025, there were 130 holders of record of our common stock.
Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities Our common stock is currently listed on the Nasdaq Global Select Market under the symbol “IRDM.” As of February 6, 2026, there were 131 holders of record of our common stock.
The following stock price performance graph shall not be deemed to be “filed” for purposes of Section 18 of the Exchange Act, nor shall this information be incorporated by reference into any future filing under the Securities Act or the Exchange Act or any other document, except to the extent that we specifically incorporate it by reference into such filing or document. 43 Issuer Purchases of Equity Securities The following table presents our monthly share repurchases for the quarter ended December 31, 2024: Period (a) Total number of shares purchased (b) Average price paid per share (c) Total number of shares purchased as part of publicly announced plans or programs (d) Maximum dollar value of shares that may yet be purchased under the plans or programs October 1-31 1,756,195 $29.98 1,756,195 $499.6 million November 1-30 1,594,591 $29.16 1,594,591 $453.1 million December 1-31 763,884 $29.85 763,884 $430.3 million Total 4,114,670 $29.65 4,114,670 $430.3 million In July 2023, our board of directors authorized a share repurchase program of up to $400.0 million through December 31, 2025, and in September 2024, our board of directors authorized an additional share repurchase program of up to $500.0 million through December 31, 2027.
The following stock price performance graph shall not be deemed to be “filed” for purposes of Section 18 of the Exchange Act, nor shall this information be incorporated by reference into any future filing under the Securities Act or the Exchange Act or any other document, except to the extent that we specifically incorporate it by reference into such filing or document. 44 Issuer Purchases of Equity Securities The following table presents our monthly share repurchases for the quarter ended December 31, 2025: Period (a) Total number of shares purchased (b) Average price paid per share (c) Total number of shares purchased as part of publicly announced plans or programs (d) Maximum dollar value of shares that may yet be purchased under the plans or programs October 1-31 — $— — $245.3 million November 1-30 — $— — $245.3 million December 1-31 — $— — $245.3 million Total — $— — $245.3 million Since initiating share repurchases in February 2021, our Board of Directors has authorized the repurchase of an aggregate of $1,500.0 million of our common stock, including a share repurchase program announced in September 2024, to repurchase up to $500.0 million through December 31, 2027.
In May 2024, August 2024 and December 2024, our Board of Directors approved dividends of $0.14 per share of common stock, which were paid on June 28, September 30 and December 31, 2024 to stockholders of record as of June 14, September 13 and December 16, 2024, respectively. We made total dividend payments of $64.7 million during 2024.
In July 2025 and December 2025, our Board of Directors approved dividends of $0.15 per share of common stock, which were paid on September 30, 2025 and December 31, 2025 to stockholders of record as of September 15, 2025 and December 15, 2025, respectively. We made total dividend payments of $62.9 million during 2025.
In February 2024, our Board of Directors approved a dividend of $0.13 per share of common stock, which was paid on March 29 to stockholders of record as of March 15.
In March 2025 and May 2025, our Board of Directors approved dividends of $0.14 per share of common stock, which were paid on March 31, 2025 and June 30, 2025 to stockholders of record as of March 17, 2025 and June 13, 2025, respectively.
Removed
The Board of Directors plans to increase the quarterly dividend to $0.15 per share starting with the third quarter 2025 dividend. 42 Stock Price Performance Graph The graph below compares the cumulative total return of our common stock from December 31, 2019 through December 31, 2024, with the comparable cumulative return of three indices, the S&P 500 Index, the Dow Jones Industrial Average Index and the Nasdaq Telecommunications Index.
Added
Our liability related to dividends on common stock was $3.5 million and $2.5 million as of December 31, 2025 and 2024, respectively.
Removed
Since initiating share repurchases in February 2021, our board has authorized the repurchase of an aggregate $1,500.0 million of our common stock, including the programs referenced above. All shares included in the table above were purchased under this authorization in open market transactions.
Added
During the fourth quarter of 2025, we paused share repurchases under the current program. Item 6. [Reserved].
Removed
Amounts reported in the table above do not include commissions incurred or excise taxes payable in connection with the repurchases. Item 6. [Reserved].

Item 7. Management's Discussion & Analysis

Management's Discussion & Analysis (MD&A) — revenue / margin commentary

67 edited+25 added−14 removed21 unchanged
Biggest changeSee Note 2 to the consolidated financial statements included in this report for further detail on the impact of this change. 48 Comparison of Our Results of Operations for the Years Ended December 31, 2024 and 2023 Year Ended December 31, % of Total Revenue % of Total Revenue Change ($ In thousands) 2024 2023 Dollars Percent Revenue: Service revenue Commercial $ 508,618 61 % $ 478,454 61 % $ 30,164 6 % Government 106,296 13 % 106,000 13 % 296 0 % Total service revenue 614,914 74 % 584,454 74 % 30,460 5 % Subscriber equipment 91,416 11 % 105,136 13 % (13,720) (13) % Engineering and support services 124,352 15 % 101,133 13 % 23,219 23 % Total revenue 830,682 100 % 790,723 100 % 39,959 5 % Operating expenses: Cost of services (exclusive of depreciation and amortization) 178,140 22 % 158,710 20 % 19,430 12 % Cost of subscriber equipment 52,427 6 % 66,410 8 % (13,983) (21) % Research and development 28,422 3 % 20,269 3 % 8,153 40 % Selling, general and administrative 168,182 20 % 143,706 18 % 24,476 17 % Depreciation and amortization 203,127 25 % 320,000 41 % (116,873) (37) % Total operating expenses 630,298 76 % 709,095 90 % (78,797) (11) % Operating income 200,384 24 % 81,628 10 % 118,756 145 % Other expense: Interest expense, net (91,134) (11) % (90,387) (11) % (747) 1 % Other income, net 534 0 % 4,012 1 % (3,478) (87) % Total other expense (90,600) (11) % (86,375) (10) % (4,225) 5 % Income (loss) before income taxes and equity in net earnings of affiliates 109,784 13 % (4,747) 0 % 114,531 2,413 % Income tax (expense) benefit (12,259) (1) % 26,251 3 % (38,510) (147) % Gain (loss) on equity method investments 15,251 2 % (6,089) (1) % 21,340 350 % Net income $ 112,776 14 % $ 15,415 2 % $ 97,361 632 % 49 Commercial Service Revenue Year Ended December 31, 2024 2023 Change Revenue Billable Subscribers (1) ARPU (2) Revenue Billable Subscribers (1) ARPU (2) Revenue Billable Subscribers ARPU (Revenue in millions and subscribers in thousands) Commercial services: Voice and data $ 226.1 415 $ 46 $ 219.2 408 $ 45 $ 6.9 7 $ 1 IoT data 166.2 1,887 $ 7.70 141.0 1,709 $ 7.45 25.2 178 $ 0.25 Broadband (3) 56.1 16.6 $ 282 57.9 16.7 $ 305 (1.8) (0.1) $ (23) Hosted payload and other data 60.2 N/A 60.3 N/A (0.1) N/A Total commercial services $ 508.6 2,319 $ 478.4 2,134 $ 30.2 185 (1) Billable subscriber numbers are shown as of the end of the respective period.
Biggest changeSee Note 2 to the consolidated financial statements included in this report for further detail on the impact of this change. 47 Comparison of Our Results of Operations for the Years Ended December 31, 2025 and 2024 Year Ended December 31, % of Total Revenue % of Total Revenue Change ($ In thousands) 2025 2024 Dollars Percent Revenue: Service revenue Commercial $ 525,923 60 % $ 508,618 61 % $ 17,305 3 % Government 108,035 13 % 106,296 13 % 1,739 2 % Total service revenue 633,958 73 % 614,914 74 % 19,044 3 % Subscriber equipment 81,109 9 % 91,416 11 % (10,307) (11) % Engineering and support services 156,592 18 % 124,352 15 % 32,240 26 % Total revenue 871,659 100 % 830,682 100 % 40,977 5 % Operating expenses: Cost of services (exclusive of depreciation and amortization) 197,577 23 % 178,140 22 % 19,437 11 % Cost of subscriber equipment 50,426 6 % 52,427 6 % (2,001) (4) % Research and development 19,758 2 % 28,422 3 % (8,664) (30) % Selling, general and administrative 157,711 18 % 168,182 20 % (10,471) (6) % Depreciation and amortization 210,207 24 % 203,127 25 % 7,080 3 % Total operating expenses 635,679 73 % 630,298 76 % 5,381 1 % Operating income 235,980 27 % 200,384 24 % 35,596 18 % Other expense: Interest expense, net (88,252) (10) % (91,134) (11) % 2,882 (3) % Other income (expense), net (2,915) 0 % 534 0 % (3,449) (646) % Total other expense (91,167) (10) % (90,600) (11) % (567) 1 % Income before income taxes and equity in net earnings of affiliates 144,813 17 % 109,784 13 % 35,029 32 % Income tax expense (27,618) (4) % (12,259) (1) % (15,359) 125 % Gain (loss) on equity method investments (2,823) 0 % 15,251 2 % (18,074) (119) % Net income $ 114,372 13 % $ 112,776 14 % $ 1,596 1 % 48 Commercial Service Revenue Year Ended December 31, 2025 2024 Change Revenue Billable Subscribers (1) ARPU (2) Revenue Billable Subscribers (1) ARPU (2) Revenue Billable Subscribers ARPU (Revenue in millions and subscribers in thousands) Commercial services: Voice and data $ 232.2 402 $ 47 $ 226.1 415 $ 46 $ 6.1 (13) $ 1 IoT data 181.4 1,998 $ 7.78 166.2 1,887 $ 7.70 15.2 111 $ 0.08 Broadband (3) 50.7 16.1 $ 259 56.1 16.6 $ 282 (5.4) (0.5) $ (23) Hosted payload and other data 61.6 N/A 60.2 N/A 1.4 N/A Total commercial services $ 525.9 2,416 $ 508.6 2,319 $ 17.3 97 (1) Billable subscriber numbers are shown as of the end of the respective period.
We provide voice and data communications services to businesses, the U.S. and foreign governments, non-governmental organizations and consumers via our satellite network, which has an architecture of 66 operational satellites with in-orbit spares and related ground infrastructure. We utilize an interlinked mesh architecture to route traffic across the satellite constellation using radio frequency crosslinks between satellites.
We provide voice and data communications services to businesses, U.S. and foreign governments, non-governmental organizations and consumers via our satellite network, which has an architecture of 66 operational satellites with in-orbit spares and related ground infrastructure. We utilize an interlinked mesh architecture to route traffic across the satellite constellation using radio frequency crosslinks between satellites.
Material Trends and Uncertainties Our industry and customer base have historically grown as a result of: • demand for remote and reliable mobile communications services; • a growing number of new products and services and related applications; • a broad wholesale distribution network with access to diverse and geographically dispersed niche markets; • increased demand for communications services by disaster and relief agencies and emergency first responders; • improved data transmission speeds for mobile satellite service offerings; • regulatory mandates requiring the use of mobile satellite services; • a general reduction in prices of mobile satellite services and subscriber equipment; and 46 • geographic market expansion through the ability to offer our services in additional countries.
Material Trends and Uncertainties Our industry and customer base have historically grown as a result of: • demand for remote and reliable mobile communications services; • a growing number of new products and services and related applications; • a broad wholesale distribution network with access to diverse and geographically dispersed niche markets; • increased demand for communications services by disaster and relief agencies and emergency first responders; • improved data transmission speeds for mobile satellite service offerings; • regulatory mandates requiring the use of mobile satellite services; • a general reduction in prices of mobile satellite services and subscriber equipment; and • geographic market expansion through the ability to offer our services in additional countries.
The Revolving Facility bears interest at an annual rate of SOFR plus 2.25% (but without a SOFR floor) if and as drawn, with no original issue discount, a commitment fee of 0.5% per year on the undrawn amount, which is reduced to 0.375% if we have a consolidated first lien net leverage ratio, as defined in the Credit Agreement, of less than 3.5 to 1.
The Revolving Facility bears interest at an annual rate of SOFR plus 2.5% (but without a SOFR floor) if and as drawn, with no original issue discount, a commitment fee of 0.5% per year on the undrawn amount, which is reduced to 0.375% if we have a consolidated first lien net leverage ratio, as defined in the Credit Agreement, of less than 3.5 to 1.
The Term Loan has been repriced on several occasions, most recently in June 2024, and currently bears interest at an annual rate equal to the Secured Overnight Financing Rate, or SOFR, plus 2.25%, with a 0.75% SOFR floor. We typically select a one-month interest period, with the result that interest is calculated using one-month SOFR.
The Term Loan has been repriced on several occasions, most recently in June 2024, and currently bears interest at an annual rate equal to the Secured Overnight Financing Rate (SOFR) plus 2.25%, with a 0.75% SOFR floor. We typically select a one-month interest period, with the result that interest is calculated using one-month SOFR.
The preparation of these financial statements requires the use of estimates and judgments that affect the reported amounts of assets, liabilities, revenue and expenses, and related disclosure of contingent assets and liabilities. On an ongoing basis, we evaluate our estimates, including those related to revenue recognition, income taxes, useful lives of property and equipment, loss contingencies, and other estimates.
GAAP). The preparation of these financial statements requires the use of estimates and judgments that affect the reported amounts of assets, liabilities, revenue and expenses, and related disclosure of contingent assets and liabilities. On an ongoing basis, we evaluate our estimates, including those related to revenue recognition, income taxes, useful lives of property and equipment, loss contingencies, and other estimates.
We provide airtime and airtime support to U.S. government and other authorized customers pursuant to our Enhanced Mobile Satellite Services, or EMSS, contract. Under the terms of this agreement, which we entered into in September 2019, authorized customers utilize specified Iridium airtime services provided through the U.S. government’s dedicated gateway.
We provide airtime and airtime support to U.S. government and other authorized customers pursuant to our Enhanced Mobile Satellite Services (EMSS) contract. Under the terms of this agreement, which we entered into in September 2019, authorized customers utilize specified Iridium airtime services provided through the U.S. government’s dedicated gateway.
If actual results are not consistent with our estimates and assumptions, this may result in material changes to our income tax provision. 47 Property and Equipment Property and equipment are stated at cost, less accumulated depreciation and amortization. Property and equipment are depreciated or amortized over their estimated useful lives.
If actual results are not consistent with our estimates and assumptions, this may result in material changes to our income tax provision. Property and Equipment Property and equipment are stated at cost, less accumulated depreciation and amortization. Property and equipment are depreciated or amortized over their estimated useful lives.
Due to the refinancing of the Term Loan in 2023, we incurred third-party financing costs of $15.9 million, of which $14.7 million was expensed. These costs are included within interest expense on the consolidated statements of operations and comprehensive income (loss).
Due to the refinancing of the Term Loan in 2023, we incurred third-party financing costs of $15.9 million, of which $14.7 million was expensed. These costs are included within interest expense on the consolidated statements of operations and comprehensive income.
(2) Average monthly revenue per unit, or ARPU, is calculated by dividing revenue in the respective period by the average of the number of billable subscribers at the beginning of the period and the number of billable subscribers at the end of the period and then dividing the result by the number of months in the period.
(2) Average monthly revenue per unit (ARPU) is calculated by dividing revenue in the respective period by the average of the number of billable subscribers at the beginning of the period and the number of billable subscribers at the end of the period and then dividing the result by the number of months in the period.
Our low-earth orbit, L-band satellite network provides reliable, weather-resilient communications services to regions of the world where terrestrial wireless or wireline networks do not exist or are limited, including remote land areas, open ocean, airways, the polar regions and regions where the telecommunications infrastructure has been affected by political conflicts or natural disasters.
Our low-Earth orbit, L-band satellite network provides reliable, weather-resilient communications services to regions of the world where terrestrial wireless or wireline networks do not exist or are limited, including remote land areas, open ocean, airways, the polar regions and regions where the telecommunications infrastructure has been compromised by political conflicts or natural disasters.
The Cap provides us the right to receive payment from the counterparty if one-month SOFR exceeds 1.436%. We began paying a fixed monthly premium based on an annual rate of 0.31% for the Cap in December 2021. The Cap carried a notional amount of $1.0 billion as of December 31, 2024 and 2023.
The Cap provides us the right to receive payment from the counterparty if one-month SOFR exceeds 1.436%. We began paying a fixed monthly premium based on an annual rate of 0.31% for the Cap in December 2021. The Cap carried a notional amount of $1.0 billion as of December 31, 2025 and 2024.
The Credit Agreement provides for specified exceptions, including baskets measured as a percentage of trailing 45 twelve months of earnings before interest, taxes, depreciation and amortization, or EBITDA, and unlimited exceptions in the case of incurring indebtedness and liens and making investments, dividend payments, and payments of subordinated indebtedness, based on achievement and maintenance of specified leverage ratios.
The Credit Agreement provides for specified exceptions, including baskets measured as a percentage of trailing twelve months of earnings before interest, taxes, depreciation and amortization (EBITDA), and unlimited exceptions in the case of incurring indebtedness and liens and making investments, dividend payments, and payments of subordinated indebtedness, based on achievement and maintenance of specified leverage ratios.
If our current estimates change in future periods, the impact on the deferred tax assets and liabilities may change correspondingly. See Note 13 to our consolidated financial statements for more detail on the individual items impacting our effective tax rate for the years.
If our current estimates change in future periods, the impact on the deferred tax assets and liabilities may change correspondingly. See Note 12 to our consolidated financial statements for more detail on the individual items impacting our effective tax rate for the years.
See Note 7 to our consolidated financial statements included in this report for further discussion of our derivative financial instruments. Total Interest on Debt and Loss on Extinguishment Total interest incurred includes amortization of deferred financing fees and capitalized interest.
See Note 7 to our consolidated financial statements included in this report for further discussion of our derivative financial instruments. Total Interest on Debt Total interest incurred includes amortization of deferred financing fees and capitalized interest.
Management’s Discussion and Analysis of Financial Condition and Results of Operations A discussion regarding our financial condition and results of operations for the year ended December 31, 2023 compared to the year ended December 31, 2022 can be found in Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” of our Annual Report on Form 10-K for the year ended December 31, 2023, as filed with the SEC on February 15, 2024.
Management’s Discussion and Analysis of Financial Condition and Results of Operations A discussion regarding our financial condition and results of operations for the year ended December 31, 2024 compared to the year ended December 31, 2023 can be found in Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” of our Annual Report on Form 10-K for the year ended December 31, 2024, as filed with the SEC on February 13, 2025.
Cost of services (exclusive of depreciation and amortization) increased by $19.4 million, or 12%, for the year ended December 31, 2024 compared to the prior year, primarily as a result of increased work under certain government projects, including the SDA contract, as noted above.
Cost of services (exclusive of depreciation and amortization) increased by $19.4 million, or 11%, for the year ended December 31, 2025 compared to the prior year, primarily as a result of increased work under certain government projects, including the SDA contract, as noted above.
This unique architecture minimizes the need for ground facilities to support the constellation, which facilitates the global reach of our services and allows us to offer services in countries and regions where we have no physical presence.
This unique architecture minimizes the need for ground facilities to support the constellation, which facilitates the global reach of our services and allows us to offer services in countries and regions where we have no physical presence. In 2024, we acquired Satelles, Inc.
We have a diverse customer base, including end users in land-mobile, Internet of Things, or IoT, maritime, aviation and government. We recognize revenue primarily from the provision of services and the sale of equipment. Service revenue represented 74% of total revenue for each of the years ended December 31, 2024 and 2023.
We have a diverse customer base, including end users in land-mobile, Internet of Things (IoT), maritime, aviation and government. We recognize revenue primarily from the provision of services and the sale of equipment. Service revenue represented 73% and 74% of total revenue for the years ended December 31, 2025 and 2024, respectively.
We expect engineering and support service revenue to be higher in 2025 than in 2024.
We expect engineering and support service revenue to be higher in 2026 than in 2025.
These distributors often integrate our products and services with other complementary hardware and software and have developed a broad suite of applications for our products and services targeting specific lines of business. At December 31, 2024, we had approximately 2,460,000 billable subscribers worldwide, an increase of 181,000, or 8%, from approximately 2,279,000 billable subscribers at December 31, 2023.
These distributors often 45 integrate our products and services with other complementary hardware and software and have developed a broad suite of applications for our products and services targeting specific lines of business. At December 31, 2025, we had approximately 2,537,000 billable subscribers worldwide, an increase of 77,000, or 3%, from approximately 2,460,000 billable subscribers at December 31, 2024.
Interest is paid monthly on the last business day of the month. Principal payments, payable quarterly, equal $18.3 million per annum, which is one percent of the full principal amount of the Term Loan, with the remaining principal due upon maturity.
Interest is paid monthly on the last business day of the month. Principal payments, payable quarterly, equal $18.3 million per annum (one percent of the full principal amount of the Term Loan following the additional Term Loan amounts borrowed in 2024), with the remaining principal due upon maturity.
For each quarter through March 2024, our Board of Directors declared and paid a quarterly cash dividend in the amount of $0.13 per share of common stock. Beginning in June 2024, the Board of Directors increased the quarterly cash dividend to $0.14 per share of common stock for each quarter through December 2024.
For each quarter through March 2024, our Board of Directors declared and paid a quarterly cash dividend in the amount of $0.13 per share of common stock.
Total interest incurred during the years ended December 31, 2024, 2023 and 2022 was $102.8 million, $102.3 million and $72.1 million, respectively. Interest incurred includes amortization of deferred financing fees of $2.7 million, $4.0 million and $4.8 million for the years ended December 31, 2024, 2023 and 2022, respectively.
Total interest incurred (net of the Cap) during the years ended December 31, 2025, 2024 and 2023 was $98.1 million, $102.8 million and $102.3 million, respectively. Interest incurred includes amortization of deferred financing fees of $2.9 million, $2.7 million and $4.0 million for the years ended December 31, 2025, 2024 and 2023, respectively.
Gain (Loss) on Equity Method Investments For the year ended December 31, 2024, our gain on equity method investments was $15.3 million, compared to a loss of $6.1 million in the prior year.
Gain (Loss) on Equity Method Investments For the year ended December 31, 2025, our loss on equity method investments was $2.8 million, compared to a gain of $15.3 million in the prior year.
Government Service Revenue Year Ended December 31, 2024 2023 Change Revenue Billable Subscribers (1) Revenue Billable Subscribers (1) Revenue Billable Subscribers (Revenue in millions and subscribers in thousands) Government service revenue $ 106.3 141 $ 106.0 145 $ 0.3 (4) (1) Billable subscriber numbers shown are at the end of the respective period.
Government Service Revenue Year Ended December 31, 2025 2024 Change Revenue Billable Subscribers (1) Revenue Billable Subscribers (1) Revenue Billable Subscribers (Revenue in millions and subscribers in thousands) Government service revenue $ 108.0 121 $ 106.3 141 $ 1.7 (20) (1) Billable subscriber numbers shown are at the end of the respective period.
We believe the acquisition of Satelles’s business could generate substantial growth in our service revenue, as well as incremental equipment and engineering services revenue over the coming years from both government and commercial customers.
We believe this acquisition has the potential to generate substantial growth in our service revenue, as well as incremental equipment and engineering services revenue over the coming years from both government and commercial customers.
Nonetheless, we face a number of challenges and uncertainties in operating our business, including: • our ability to maintain the health, capacity, control and level of service of our satellites; • our ability to develop and launch new and innovative products and services; • changes in general economic, business and industry conditions, including the effects of currency exchange rates; • our reliance on a single primary commercial gateway and a primary satellite network operations center; • competition from other mobile satellite service providers and, to a lesser extent, from the expansion of terrestrial-based cellular phone systems and related pricing pressures; • market acceptance of our products; • regulatory requirements in existing and new geographic markets; • challenges associated with global operations, including as a result of conflicts in or affecting markets in which we operate; • rapid and significant technological changes in the telecommunications industry; • our ability to generate sufficient internal cash flows to repay our debt; • reliance on our wholesale distribution network to market and sell our products, services and applications effectively; • reliance on a global supply chain, including single-source suppliers for the manufacture of most of our subscriber equipment and for some of the components required in the manufacture of our end-user subscriber equipment and our ability to purchase component parts that are periodically subject to shortages resulting from surges in demand, natural disasters or other events, including a global pandemic, such as COVID-19; and • reliance on a few significant customers, particularly agencies of the U.S. government, for a substantial portion of our revenue, as a result of which the loss or decline in business with any of these customers may negatively impact our revenue and collectability of related accounts receivable.
Nonetheless, we face a number of challenges and uncertainties in operating our business, including: • our ability to maintain the health, capacity, control and level of service of our satellites; • our ability to develop and launch new and innovative products and services; • changes in general economic, business and industry conditions, including the effects of currency exchange rates; • our reliance on a single primary commercial gateway and a primary satellite network operations center; • increased competition or potential competition from other satellite service providers, including SpaceX following its recently announced plans to acquire a significant amount of spectrum enabling global D2D services, and, to a lesser extent, from the expansion of terrestrial-based cellular phone systems and related pricing pressures; • market acceptance of our products; • regulatory requirements in existing and new geographic markets; • challenges associated with global operations, including as a result of conflicts in or affecting markets in which we operate; • rapid and significant technological changes in the telecommunications industry, including announced plans for global satellite D2D broadband services; • our ability to generate sufficient internal cash flows to repay our debt; • reliance on our wholesale distribution network to market and sell our products, services and applications effectively; • reliance on a global supply chain, including single-source suppliers for the manufacture of most of our subscriber equipment and for some of the components required in the manufacture of our end-user subscriber equipment and our ability to purchase component parts that are periodically subject to shortages resulting from surges in demand, natural disasters or other events, including a global pandemic; and • reliance on a few significant customers, particularly agencies of the U.S. government, for a substantial portion of our revenue, as a result of which the loss or decline in business with any of these customers may negatively impact our revenue and collectability of related accounts receivable, including as a result of an extended government shutdown or the use of continuing resolutions. 46 Critical Accounting Policies and Estimates The discussion and analysis of our financial condition and results of operations is based upon our consolidated financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States (U.S.
The Credit Agreement contains other customary representations and warranties, affirmative and negative covenants, and events of default. The Credit Agreement restricts our ability to incur liens, engage in mergers or asset sales, pay dividends, repay subordinated indebtedness, incur indebtedness, make investments and loans, and engage in other transactions as specified in the Credit Agreement.
The Credit Agreement restricts our ability to incur liens, engage in mergers or asset sales, pay dividends, repay subordinated indebtedness, incur indebtedness, make investments and loans, and engage in other transactions as specified in the Credit Agreement.
Engineering and Support Service Revenue Year Ended December 31, 2024 2023 Change (In millions) Commercial $ 7.3 $ 11.0 $ (3.7) Government 117.0 90.1 26.9 Total $ 124.3 $ 101.1 $ 23.2 Engineering and support service revenue increased by $23.2 million, or 23%, for the year ended December 31, 2024 compared to the prior year primarily due to the increased work under certain government projects, predominantly the contract awarded by the Space Development Agency, or the SDA, offset in part by decreases in commercial engineering projects.
Engineering and Support Service Revenue Year Ended December 31, 2025 2024 Change (In millions) Commercial $ 7.6 $ 7.3 $ 0.3 Government 149.0 117.0 32.0 Total $ 156.6 $ 124.3 $ 32.3 Engineering and support service revenue increased by $32.3 million, or 26%, for the year ended December 31, 2025 compared to the prior year, primarily due to the increased work under certain government projects, predominantly the contract awarded by the Space Development Agency (SDA).
These sources are expected to meet our short-term and long-term liquidity needs, including annual payments for (i) required principal and interest on the Term Loan, which we expect to be $33.1 million inclusive of the mandatory excess cash flow prepayment in 2025, and, based on the current interest rate, approximately $96.0 million, respectively, (ii) capital expenditures, of approximately $90.0 million in 2025 and moderating through the end of the decade, (iii) working capital, (iv) potential share repurchases, and (v) anticipated cash dividend payments to holders of our common stock.
These sources are expected to meet our short-term and long-term liquidity needs, including annual payments for (i) required principal and interest on the Term Loan, which we expect to be $3.4 million, and, based on the current interest rate, approximately $85.0 million, respectively, (ii) capital expenditures in 2026 will be consistent with 2025, (iii) working capital, (iv) potential share repurchases, and (v) anticipated cash dividend payments to holders of our common stock.
With respect to the Revolving Facility, we are required to maintain a consolidated first lien net leverage ratio of no greater than 6.25 to 1 if more than 35% of the Revolving Facility has been drawn, or subject to letter of credit exposure. As of December 31, 2024, the aggregate exposure under the Revolving Facility was less than 35%.
Our Term Loan contains no financial maintenance covenants. With respect to the Revolving Facility, we are required to maintain a consolidated first lien net leverage ratio of no greater than 6.25 to 1 if more than 35% of the Revolving Facility has been drawn, or subject to letter of credit exposure.
Commercial IoT revenue increased $25.2 million, or 18%, compared to the prior year, driven by a 10% increase in IoT billable subscribers primarily in users of personal communications devices, and a new contract with a large customer executed in the first quarter of 2024.
Commercial IoT revenue increased $15.2 million, or 9%, compared to the prior year, driven primarily by a 6% increase in IoT billable subscribers and an increase in a contract with a large customer previously executed in the first quarter of 2024.
The decrease in income tax benefit is primarily related to the net impact of (i) pre-tax book income in the current year compared to pre-tax book loss in the prior year, (ii) a decrease in estimated R&D credits, (iii) an increased stock compensation tax expense, and (iv) a tax benefit for the Foreign Derived Intangible Income deduction.
The increase in income tax expense is primarily related to the net impact of (i) an increase in pre-tax book income in the current year compared to the prior year, (ii) a decrease in estimated research and development credits, (iii) an increase in state deferred tax expense, (iv) a decrease in tax benefit from the Foreign Derived Intangible Income deduction, and (v) a decrease in tax expense from nondeductible executive compensation.
The gain in 2024 primarily reflects the acquisition of Satelles, as we recorded a $19.8 million gain on our pre-acquisition equity method investment in Satelles, offset in part by the portion of losses recorded on other equity method investments. The prior year reflects the portion of losses recorded on equity method investments, including Satelles, during the period.
The change is primarily the result of the acquisition of Satelles in 2024, upon which we recorded a $19.8 million gain on our pre-acquisition equity method investment in Satelles, offset in part by the portion of losses recorded on other equity method investments.
Overview of Our Business We are engaged primarily in providing mobile voice and data communications services using a constellation of orbiting satellites. We are the only commercial provider of communications services offering true global coverage, connecting people, organizations and assets to and from anywhere, in real time.
Overview of Our Business We are a leading provider of global voice, data and positioning, navigation and timing (PNT) satellite services and are the only commercial provider of communications services offering true global coverage, connecting people, organizations and assets to and from anywhere, in real time.
We expect our capital expenditures to be $90.0 million in 2025 and moderate through the end of the decade. 53 Cash Flows from Financing Activities Net cash used in financing activities for the year ended December 31, 2024 decreased $156.6 million compared to the prior year period primarily due to the additional $325.0 million in borrowings under the Term Loan, offset in part by increased repurchases of our common stock.
Cash Flows from Financing Activities Net cash used in financing activities for the year ended December 31, 2025 increased $129.4 million compared to the prior year period, primarily due to the additional $325.0 million in borrowings under the Term Loan in the prior year, offset in part by decreased repurchases of our common stock in the current year. U.S.
See Note 12 to our consolidated financial statements included in this annual report. 44 We sell our products and services to commercial end users through a wholesale distribution network, encompassing approximately 110 service providers, 310 value-added resellers, or VARs, and 85 value-added manufacturers, or VAMs, who either sell directly to the end user or indirectly through other service providers, VARs or dealers.
We sell our products and services to commercial end users through a wholesale distribution network, encompassing approximately 120 service providers, 310 value-added resellers (VARs), and 90 value-added manufacturers (VAMs), which either sell directly to the end user or indirectly through other service providers, VARs or dealers.
Contractual Obligations As of December 31, 2024, we held non-cancelable purchase obligations of approximately $9.3 million for inventory purchases with Benchmark, our primary third-party equipment supplier. Our purchase obligations, all of which are due during 2025, decreased $12.2 million from the end of 2023 primarily due to recovery from supply chain constraints.
Contractual Obligations As of December 31, 2025, we held non-cancelable purchase obligations of approximately $8.4 million for inventory purchases with Benchmark, our primary third-party equipment supplier. Our purchase obligations, all of which are due during 2026, remained relatively consistent, decreasing $0.9 million from the end of 2024.
Cash Flows from Investing Activities Net cash used in investing activities for the year ended December 31, 2024 increased $97.1 million from the prior year period primarily as a result of our acquisition of Satelles on April 1, 2024, offset in part by a decrease in capital expenditures compared to the prior year.
Cash Flows from Investing Activities Net cash used in investing activities for the year ended December 31, 2025 decreased $80.3 million from the prior year period primarily as a result of our acquisition of Satelles in 2024, offset in part by an increase in capital expenditures, including costs associated with Iridium NTN Direct, compared to the prior year.
Cost of subscriber equipment decreased $14.0 million, or 21%, for the year ended December 31, 2024 compared to the prior year period primarily due to the decrease in volume of device sales, as described above, and decreased inventory component costs.
Cost of subscriber equipment decreased $2.0 million, or 4%, for the year ended December 31, 2025 compared to the prior year period, primarily due to the decrease in volume of device sales, as described above, offset in part by an increase in inventory reserves associated with revaluation and obsolescence.
The maturity date of the Term Loan is in September 2030. During the year ended December 31, 2024, we borrowed an additional $325.0 million under our Term Loan, comprised of $125.0 million on March 25, 2024 and $200.0 million on July 30, 2024.
During the year ended December 31, 2024, we borrowed an additional $325.0 million under our Term Loan, comprised of $125.0 million on March 25, 2024, issued at a price equal to 99.875% of its face value, and $200.0 million on July 30, 2024, issued at 99.0% of its face value.
This amount was repaid with the expansion of the Term Loan in July 2024, and there were no amounts outstanding under the Revolving Facility as of December 31, 2024. The remaining proceeds from the July 2024 additional Term Loan have been used for general corporate purposes, including share repurchases.
In April 2024, we drew $50.0 million on our Revolving Facility for general corporate purposes, including the funding of repurchases of our common stock. This amount was repaid with the expansion of the Term Loan in July 2024, and there were no amounts outstanding under the Revolving Facility as of December 31, 2024.
As of December 31, 2024, we reported an aggregate balance of $1,807.7 million in borrowings under the Term Loan, before $16.9 million of net deferred financing costs, for a net principal balance of $1,790.9 million outstanding in our consolidated balance sheet. Our Revolving Facility was undrawn as of December 31, 2024. Our Term Loan contains no financial maintenance covenants.
As of December 31, 2025, we reported an aggregate balance of $1,774.7 million in borrowings under the Term Loan, before $14.2 million of net deferred financing costs, for a net principal balance of $1,760.5 million outstanding in our consolidated balance sheet.
Cash Flows - Comparison of the Years Ended December 31, 2024 and 2023 The following table shows our consolidated cash flows: Year Ended December 31, Statement of Cash Flows 2024 2023 Change (in thousands) Net cash provided by operating activities $ 375,955 $ 314,913 $ 61,042 Net cash used in investing activities $ (180,603) $ (83,487) $ (97,116) Net cash used in financing activities $ (170,481) $ (327,052) $ 156,571 Cash Flows from Operating Activities Net cash provided by operating activities for the year ended December 31, 2024 increased $61.0 million from the prior year.
Cash Flows - Comparison of the Years Ended December 31, 2025 and 2024 The following table shows our consolidated cash flows: Year Ended December 31, Statement of Cash Flows 2025 2024 Change (in thousands) Net cash provided by operating activities $ 400,073 $ 375,955 $ 24,118 Net cash used in investing activities $ (100,280) $ (180,603) $ 80,323 Net cash used in financing activities $ (299,910) $ (170,481) $ (129,429) Cash Flows from Operating Activities Net cash provided by operating activities for the year ended December 31, 2025 increased $24.1 million from the prior year.
Interest capitalized during the years ended December 31, 2024, 2023 and 2022 was $5.0 million, $5.1 million and $2.6 million, respectively. As of December 31, 2024 and 2023, accrued interest on the Term Loan was $0.3 million and $1.0 million, respectively.
Interest capitalized during the years ended December 31, 2025, 2024 and 2023 was $4.6 million, $5.0 million and $5.1 million, respectively. As of December 31, 2025 and 2024, accrued interest on the Term Loan was $0.3 million and $1.0 million, respectively. U.S. Government A significant portion of our revenues and cash flow are derived from U.S. government contracts.
The proceeds from the March 2024 additional Term Loan were used for the acquisition of Satelles on April 1, 2024. In April 2024, we drew down $50.0 million on our Revolving Facility for general corporate purposes, including the funding of repurchases of our common stock.
In the first half of 2025, we drew $50.0 million under our Revolving Facility for general corporate purposes, all of which was repaid in December 2025, and there were no amounts outstanding as of December 31, 2025. The proceeds from the March 2024 additional Term Loan were used for the acquisition of Satelles on April 1, 2024.
Billable subscriber and ARPU data is not applicable for hosted payload and other data service revenue items. (3) Commercial broadband consists of Iridium OpenPort and Iridium Certus broadband services. For the year ended December 31, 2024, total commercial service revenue increased $30.2 million, or 6%, primarily as a result of increases in IoT and voice and data services revenue.
For the year ended December 31, 2025, total commercial service revenue increased $17.3 million, or 3%, primarily as a result of increases in IoT data, voice and data and hosted payload and other data service revenue, offset in part by a decrease in broadband.
The additional amounts borrowed are fungible with the original $1,500.0 million, and have the same maturity date, interest rate and other terms. The additional $125.0 million was issued at a price equal to 99.875% of its face value, while the additional $200.0 million was issued at a price equal to 99.0% of its face value.
The additional amounts borrowed are fungible with the original $1,500.0 million, and have the same maturity date, interest rate and other terms.
Our effective tax rate was approximately 11.2% for the year ended December 31, 2024 compared to 553.0% for the prior year.
Income Tax Expense For the year ended December 31, 2025, our income tax expense was $27.6 million, compared to $12.3 million for the prior year. Our effective tax rate was approximately 19.1% for the year ended December 31, 2025 compared to 11.2% for the prior year.
Time synchronization and location data play an important role in the global economy, particularly for major industries supported by critical infrastructure, such as financial services, telecommunications, cyber-security and transportation.
(Satelles), a provider of highly secure, satellite-based PNT services that complement and protect GPS and other Global Navigation Satellite System reliant systems. Time synchronization and location data play an important role in the global economy, particularly for major industries supported by critical infrastructure, such as financial services, telecommunications, cybersecurity and transportation.
Seasonality Our results of operations have been subject to seasonal usage changes for commercial customers, and we expect that our results will be affected by similar seasonality going forward. March through October are typically the peak months for commercial voice services revenue and related subscriber equipment sales.
March through October are typically the peak months for commercial voice services revenue and related subscriber equipment sales. U.S. government revenue and commercial IoT revenue have been less subject to seasonal usage changes.
The Revolving Facility has a maturity date in September 2028. See Note 6 to the consolidated financial statements included in this annual report for further discussion of our Term Loan and Revolving Facility.
See Note 6 to 52 the consolidated financial statements included in this annual report for further discussion of our Term Loan and Revolving Facility. Derivative Financial Instruments In July 2021, we entered into an interest rate cap agreement (“Cap”) that began in December 2021.
Our mandatory excess cash flow prepayment, as specified in the Credit Agreement, was $28.6 million as of December 31, 2024. This amount is scheduled to be paid in 2025 and will be applied towards our required quarterly principal payments. As such, it was classified under current short-term secured debt in our consolidated balance sheet as of December 31, 2024.
The Company’s mandatory excess cash flow prepayment, as specified in the Credit Agreement, was $28.6 million as of December 31, 2024. This amount was paid in May 2025. As a result, no quarterly principal payment was required for the last three quarters of 2025, and no quarterly principal payment will be required for the first three quarters of 2026.
Commercial voice and data revenue increased $6.9 million, or 3%, from the prior year primarily due to an increase in billable subscribers. Commercial broadband revenue decreased $1.8 million, or 3%, compared to the prior year, due to a decrease in ARPU reflecting the increased prevalence of usage of our service as a companion service.
Commercial voice and data revenue increased $6.1 million, or 3%, from the prior year, primarily due to increased ARPU from price increases in the third quarter of 2025.
Revenue for the year ended December 31, 2024 rose slightly reflecting a contractual step up in the EMSS contract on September 15, 2024. 50 Subscriber Equipment Revenue Subscriber equipment revenue decreased $13.7 million, or 13%, to $91.4 million for the year ended December 31, 2024 compared to the prior year, primarily due to a decrease in the volume of handset sales, offset in part by an increase in Short Burst Data sales.
We have begun discussions with the U.S. government on a new EMSS contract, which we expect to enter into later in 2026 or in 2027, prior to expiration. 49 Subscriber Equipment Revenue Subscriber equipment revenue decreased $10.3 million, or 11%, to $81.1 million for the year ended December 31, 2025 compared to the prior year, primarily due to a decrease in the volume of handset sales and in Short Burst Data device sales, offset in part by an increase in Certus device sales.
As of December 31, 2024, our total cash and cash equivalents balance was $93.5 million, up from $71.9 million as of December 31, 2023. The increase was principally the result of additional Term Loan borrowings in 2024, offset in part by an increase in share repurchases.
As of December 31, 2025, our total cash and cash equivalents balance was $96.5 million, up from $93.5 million as of December 31, 2024.
We expect that depreciation expense will generally remain in line with 2024 depreciation expense for the remainder of the estimated useful lives. Other Expense Interest Expense, net Interest expense, net, for the year ended December 31, 2024 was $91.1 million, compared to $90.4 million for the prior year.
Other Expense Interest Expense, net Interest expense, net, for the year ended December 31, 2025 was $88.3 million, compared to $91.1 million for the prior year.
The Credit Agreement permits repayment, prepayment, and repricing transactions. We were in compliance with all covenants under the Credit Agreement as of December 31, 2024. Derivative Financial Instruments In July 2021, we entered into an interest rate cap agreement, or the Cap, that began in December 2021.
As of December 31, 2025, the Company was below the specified leverage ratio and therefore the mandatory prepayment sweep was not required. The Credit Agreement permits repayment, prepayment and repricing transactions. We were in compliance with all covenants under the Credit Agreement as of December 31, 2025.
At December 31, 2024, we had $1.8 billion of indebtedness, consisting exclusively of amounts outstanding under the Term Loan, 52 the terms of which are described above under the section captioned “Term Loan.” We have additional borrowing available to us under our Revolving Facility of $100.0 million at December 31, 2024.
Liquidity and Capital Resources Our primary sources of liquidity are cash provided by operations, cash and cash equivalents and our Revolving Facility. At December 31, 2025, we had approximately $1.8 billion of indebtedness, consisting of amounts outstanding under the Term Loan, the terms of which are described below.
The improvement primarily resulted from the decrease in depreciation expense, an increase in revenues, and the gain on equity method investments, as noted above, offset in part by an increase in income taxes and an increase in operating expenses other than depreciation.
Net Income Net income was $114.4 million for the year ended December 31, 2025, compared to $112.8 million during the prior year. The change in net income primarily resulted from the increase in operating income, primarily driven by increased revenues, offset in part by the change in the equity method investments and an increase in income taxes, as noted above.
The fee is not based on subscribers or usage, allowing an unlimited number of users access to these services.
The service fee under the EMSS contract is fixed at $110.5 million per year for the remainder of the term and is not based on subscribers or usage, allowing an unlimited number of users access to these services. Revenue for the year ended December 31, 2025 increased slightly reflecting contractual step ups in the EMSS contract.
Term Loan and Revolving Facility On September 20, 2023, pursuant to a credit agreement (or, as amended to date, the Credit Agreement), we refinanced our previously existing term loan resulting in borrowing of $1,500.0 million, or the Term Loan, issued at a price equal to 99.75%, and an accompanying $100.0 million revolving loan, or the Revolving Facility.
While we generated greater cash flows from operations, and used less cash for share repurchases in 2025 than in 2024, these factors were offset in part by increased capital expenditures. 51 Term Loan and Revolving Facility Pursuant to a credit agreement (as amended to date, the “Credit Agreement”), we previously entered into a term loan totaling $1,500.0 million (the “Term Loan”), issued at a price equal to 99.75%, and an accompanying $100.0 million revolving loan (the “Revolving Facility”).
Research and Development Research and development expenses increased by $8.2 million, or 40%, for the year ended December 31, 2024 compared to the prior year period based on increased spending by Satelles since its acquisition and other device-related features for our network, including Project Stardust, which is our multi-year project to develop Iridium NTN DirectSM, our standards-based Narrowband-Internet of Things (NB-IoT) and Non-Terrestrial Network (NB-NTN) messaging and SOS capabilities for smartphones, tablets, cars and related consumer applications.
Research and Development Research and development expenses decreased by $8.7 million, or 30%, for the year ended December 31, 2025 compared to the prior year period based on decreased spending on device-related features for our network.
Selling, General and Administrative Selling, general and administrative expenses that are not directly attributable to the sale of services or products include sales and marketing costs as well as employee-related expenses (such as salaries, wages, and benefits), legal, finance, information technology, facilities, billing and customer care expenses. 51 Selling, general and administrative expenses increased by $24.5 million, or 17%, for the year ended December 31, 2024, primarily due to personnel costs from increased headcount and related costs, including higher employee stock-based compensation expense, increased expense from Satelles and related acquisition costs and certain costs that were previously recorded in cost of services, offset in part by a decrease in regulatory fees, decreased spending related to our channel partner conference which was held in the first quarter of the prior year and a decrease in stock appreciation rights expense in the current year resulting from a decrease in our stock valuation between the years.
Selling, General and Administrative Selling, general and administrative expenses that are not directly attributable to the sale of services or products include sales and marketing costs as well as employee-related expenses (such as salaries, wages, and benefits), legal, finance, information technology, facilities, billing and customer care expenses.
The prior year balance was primarily the result of a one-time customer contractual settlement which resulted in recognition of $3.5 million of other income in the fourth quarter of 2023. Income Tax Benefit (Expense) For the year ended December 31, 2024, our income tax expense was $12.3 million, compared to income tax benefit of $26.3 million for the prior year.
Other Income (Expense), net Other expense, net, was $2.9 million for the year ended December 31, 2025, compared to other income, net of $0.5 million for the prior year, primarily as the result of changes in foreign currency exchange rates.
While we expect to continue the regular cash dividend program, any future dividends declared will be at the discretion of our Board of Directors and will depend, among other factors, upon our results of operations, financial condition and cash requirements, as well as such other factors our Board of Directors deems relevant.
We currently expect that comparable cash dividends will 53 continue to be paid in the future, although future dividends will depend on our earnings, capital requirements, financial conditions and other factors considered relevant by the Board.
Removed
In 2024, we acquired Satelles, Inc., or Satelles, a provider of highly secure, satellite-based position, navigation and timing (PNT) services that complement and protect GPS and other Global Navigation Satellite System, or GNSS, reliant systems.
Added
Billable subscriber and ARPU data is not applicable for hosted payload and other data service revenue items. (3) Commercial broadband consists of Iridium OpenPort and Iridium Certus broadband services.
Removed
Critical Accounting Policies and Estimates The discussion and analysis of our financial condition and results of operations is based upon our consolidated financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States, or U.S. GAAP.
Added
Hosted payload and other service revenue increased $1.4 million, or 2%, compared to the prior year, primarily due to increases in PNT and other broadcast data revenue, partially offset by decreases in other data service contracts.
Removed
Hosted payload and other service revenue decreased $0.1 million, reflecting the quarterly year-over-year decrease due to the change in the estimated useful lives of our satellites made in the fourth quarter of 2023, offset in part by increases in other data service revenue including Satelles revenue.
Added
These increases were offset in part by a decrease in commercial broadband revenue of $5.4 million, or 10%, compared to the prior year, primarily due to a decrease in ARPU reflecting the increased prevalence of use of lower-priced companion plans in the current year period and non-recurring revenue recognition of $1.4 million in the prior year period.
Removed
The overall decrease was is in line with our previously announced expectations, as we returned to more normal levels after the supply chain disruptions due to the pandemic. We expect equipment revenue in 2025 to be in line with 2024.
Added
The EMSS contract expires in September 2026, although based on federal acquisition regulations, the government has the ability to unilaterally extend for an additional six months.
Removed
Depreciation and Amortization Depreciation and amortization expense decreased by $116.9 million, or 37%, for the year ended December 31, 2024, compared to the prior year, primarily due to the change in estimated useful lives of our satellites during the fourth quarter of 2023 and the write-off of our final ground spare, that resulted in accelerated depreciation of $37.5 million in the second quarter of 2023.
Added
We expect equipment revenue in 2026 to be in line with 2025.
Removed
Interest expense, net in the current year reflects the higher average outstanding debt balance, offset in part by a $9.1 million decrease in repricing fees and the reduced interest rate in the current year. Other Income, net Other income, net, was $0.5 million for the year ended December 31, 2024, compared to $4.0 million for the prior year.
Added
Selling, general and administrative expenses decreased by $10.5 million, or 6%, for the year ended December 31, 2025, primarily due to lower equity compensation costs, partially offset by increased professional fees and spend related to our channel partner conference held in March 2025. 50 Depreciation and Amortization Depreciation and amortization expense increased by $7.1 million, or 3%, for the year ended December 31, 2025, compared to the prior year, due to increased depreciation resulting from on-orbit spares launched in the second quarter of 2023 being placed into service in 2025 and being depreciated.
Removed
Net Income Net income was $112.8 million for the year ended December 31, 2024, compared to $15.4 million during the prior year.

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Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Market Risk — interest-rate, FX, commodity exposure

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Biggest changeAccordingly, although the Revolving Facility bears interest at SOFR plus 2.25%, without a SOFR floor, if and as drawn, we are not currently exposed to fluctuations in interest rates with respect to our Revolving Facility. Financial instruments that potentially subject us to concentrations of credit risk consist primarily of cash and cash equivalents, as well as accounts receivable.
Biggest changeAccordingly, although the Revolving Facility bears interest at SOFR plus 2.5%, without a SOFR floor, if and as drawn, we are currently not exposed to fluctuations in interest rates with respect to our Revolving Facility. Financial instruments that potentially subject us to concentrations of credit risk consist primarily of cash and cash equivalents, as well as accounts receivable.
Accordingly, we have been and continue to be subject to interest rate fluctuations. Our Cap began in December 2021, which manages our exposure to interest rate movements on a notional amount of $1.0 billion of our Term Loan. In 2024, the Cap provided the right for us to receive payment from the counterparty if one-month SOFR exceeded 1.436%.
Accordingly, we have been and continue to be subject to interest rate fluctuations. Our Cap began in December 2021, which manages our exposure to interest rate movements on a notional amount of $1.0 billion of our Term Loan. In 2025, the Cap provided the right for us to receive payment from the counterparty if one-month SOFR exceeded 1.436%.
For every SOFR increase of 25 basis points above the level of the Cap, we expect our annual interest expense to increase by an additional $2.0 million related to the unhedged portion of the Term Loan. As of December 31, 2024, our Revolving Facility was undrawn.
For every SOFR increase of 25 basis points above the level of the Cap, we expect our annual interest expense to increase by an additional $2.0 million related to the unhedged portion of the Term Loan. As of December 31, 2025, our Revolving Facility was undrawn.
Accounts receivable are due from both domestic and international customers. We perform credit evaluations of our customers’ financial condition and record reserves to provide for estimated credit losses. Accounts payable are owed to both domestic and international vendors. 54
Accounts receivable are due from both domestic and international customers. We perform credit evaluations of our customers’ financial condition and record reserves to provide for estimated credit losses. Accounts payable are owed to both domestic and international vendors. 55
(See Note 7 to the financial statements included in this report for further details on the changes to the Cap.) The interest rate was above the level of the Cap for the full year 2024.
(See Note 7 to the financial statements included in this report for further details on the changes to the Cap.) The interest rate was above the level of the Cap for the full year 2025.
Item 7A. Quantitative and Qualitative Disclosures About Market Risk We had an outstanding aggregate balance of $1,807.7 million under the Term Loan as of December 31, 2024. Under our Term Loan, we pay interest at an annual rate equal to SOFR plus 2.25%, with a 0.75% SOFR floor.
Item 7A. Quantitative and Qualitative Disclosures About Market Risk We had an outstanding aggregate balance of $1,774.7 million under the Term Loan as of December 31, 2025. Under our Term Loan, we pay interest at an annual rate equal to SOFR plus 2.25%, with a 0.75% SOFR floor.

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