BigBear.ai Holdings, Inc.

BigBear.ai Holdings, Inc. Q2 FY2021 earnings

BBAI

Quarter ended Jun 2021.

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Net income
-$1.7M

Summary

GigCapital4 spent the June 2021 quarter as a blank check company still hunting for a target. The Delaware entity was formed in December 2020 to acquire or merge with one or more businesses. It closed its initial public offering on February 11, 2021, selling 35,880,000 public units at $10.00 each for gross proceeds of $358,800,000, and the money sits in a trust account reserved for the eventual combination. The founder, GigAcquisitions4, LLC, holds 8,952,000 founder shares after a 1.2:1 stock split effected on February 8, 2021. No business combination had closed as of June 30, 2021.

The reported figures for the quarter ended June 30, 2021 show revenue of $36.3 million and gross profit of $9.2 million, a 25.2% gross margin. Six-month revenue reached $71.9 million with gross profit of $19.4 million, a 27.0% gross margin. Operating results stayed negative, with an operating loss of $1.5 million in the quarter, a -4.2% operating margin, and an operating loss of $2.1 million for the six months, a -3.0% margin. The net loss came to $1.7 million for the quarter and $2.4 million for the first half. Diluted loss per share was -$0.03 in the quarter and -$0.05 for the six months.

Cash generation remained negative. Operating cash flow was -$0.52 million in the quarter and -$1.60 million for the six months. Capital expenditures, disclosed as a positive amount for cash outflow, were $0.11 million in the quarter and $0.28 million year to date. Cash and marketable securities in the trust account reached $358,809,837 as of June 30, 2021, including $9,837 of interest earned, while $1,651,632 of cash sat outside the trust. Management expects those outside funds to cover operations for at least 24 months from the offering's close if no combination is completed. Interest earned in the trust account can be used to pay taxes.

Fixed costs are small but genuine. The company pays its founder $25,000 a month for office space, administrative services and secretarial support, a fee that started on February 9, 2021 and runs until a combination closes or the company liquidates. Annual franchise tax obligations are estimated at roughly $200,000, and income taxes will depend on what the trust earns. If due diligence and negotiation cost more than budgeted, outside financing may be needed, and the founder, officers, directors or their affiliates may lend money, with up to $1,500,000 of those loans convertible into post-combination units at $10.00 each. Trust assets are held in money market funds invested only in direct U.S. government obligations.

The main risks sit in the deal itself. Issuing common or preferred stock could dilute existing holders, subordinate common shareholders, or shift control, and the filing notes that a large issuance could limit the use of net operating loss carryforwards. Debt brings its own hazards, including default and foreclosure if post-combination revenue cannot service obligations, acceleration on covenant breaches, restrictions on raising additional capital, and reduced flexibility against industry or economic shifts. Heavy redemptions by public shareholders at closing would cut the cash available and could force more securities issuance or borrowing. The warrants are carried as a liability and remeasured at each balance sheet date, with fair value changes running through other expense, so reported earnings swing with the company's own equity value. As an emerging growth company, GigCapital4 has elected not to opt out of extended transition periods for new accounting standards.

Forecast

Management guidance

No forward guidance in this quarter's filings.

Reported figures

GAAP, from SEC filings
MetricQ2 FY2021Q1 FY2021QoQQ2 FY2020YoY
General & administrative$1.5M$595.1K+158.4%——
Operating income (loss)-$1.5M-$595.1K-158.4%——
Net income (loss)-$1.7M-$613.8K-183.7%——

Risks

HIGHCapital Structure

The filing states that issuing additional shares of common stock or creating classes of preferred stock during the initial business combination may significantly dilute investors who have no pre-emption rights, subordinate common holders, cause a change in control, impair net operating loss carryforwards, and adversely affect prevailing market prices for the common stock.

HIGHBusiness Combination

GigCapital4 is a blank check company that has neither engaged in operations nor generated revenues, and it states it may not complete its initial business combination or successfully raise capital. MD&A notes it may need additional financing if due diligence and negotiation costs exceed estimates or if it must redeem a significant number of public shares, and that founder loans of up to $1,500,000 may be drawn to fund operating and transaction costs.

MEDIUMWarrant Liability

The new risk factor added in this filing states that the 366,533 private warrants must be accounted for as a warrant liability at fair value because they become redeemable when held by someone other than the initial purchasers, with subsequent fair value changes recorded in earnings each reporting period. The company reported other expense from the change in fair value of warrant liability of $207,845 for the three months ended June 30, 2021 and $229,962 for the six months ended June 30, 2021, and the filing warns these fair value impacts may have an adverse effect on the market price of the common stock.

MEDIUMLeverage Risk

The company warns that incurring debt securities or significant indebtedness in connection with the initial business combination could result in default and foreclosure on assets, acceleration of obligations on covenant breach, inability to obtain additional financing or pay dividends, and increased vulnerability to adverse economic and industry conditions.

LOWLiquidity

As of June 30, 2021 the company held $1,651,632 of cash outside the Trust Account and $358,809,837 of cash and marketable securities in the Trust Account, and states the non-Trust proceeds should fund operations for at least 24 months from the Offering close only assuming no business combination is consummated. It expects to incur increased public company legal, financial reporting, accounting and auditing expenses plus due diligence costs.

Summary, forecast, risks and KPIs are extracted from BigBear.ai Holdings, Inc.'s SEC filings for Q2 FY2021 (10-Q / 10-K and the 8-K earnings release); GAAP figures in the summary are checked against the reported XBRL data. They can contain errors; the filings are authoritative. Processed Oct 2, 2026.