Anterix Inc.

11/12/2025 | Press release | Distributed by Public on 11/12/2025 16:22

Quarterly Report for Quarter Ending September 30, 2025 (Form 10-Q)

Management's Discussion and Analysis of Financial Condition and Results of Operations
This discussion and analysis of the financial condition and results of operations of Anterix Inc. ("Anterix," the "Company", "we", "us", or "our") should be read in conjunction with our financial statements and notes thereto included in this Quarterly Report and the audited financial statements and notes thereto included in our 2025 Annual Report on Form 10-K for the year ended March 31, 2025, filed with the SEC on June 24, 2025. In addition to historical information, this discussion and analysis contains forward-looking statements that involve risks, uncertainties, and assumptions. Our actual results may differ materially from those anticipated in these forward-looking statements as a result of certain factors including, but not limited to, those identified or referenced in "Item 1A-Risk Factors" in Part II of this Quarterly Report. As a result, investors are urged not to place undue reliance on any forward-looking statements. Except as required by applicable law, we do not undertake any obligation to update forward-looking statements to reflect events or circumstances occurring after the date of this Quarterly Report.
Overview
Anterix Inc. is the utility industry's partner, empowering enhanced visibility, control and security for a modern grid. Our vision is to deliver secure, scalable solutions enabled by private wireless broadband connectivity, for the benefit of utilities and the communities that they serve. As the largest holder of licensed spectrum in the 900 MHz band (896-901/935-940 MHz) throughout the contiguous United States, plus Hawaii, Alaska and Puerto Rico, we are uniquely positioned to deliver solutions that support secure, resilient and customer-controlled operations. We are focused on commercializing our spectrum assets and expanding the benefits and solutions we offer to enable our targeted utility and critical infrastructure customers to deploy private broadband networks.
Refer to our 2025 Annual Report for a more complete description of the nature of our business, including details regarding the process and costs to secure our broadband licenses.
Results of Operations
A discussion and analysis of the primary factors contributing to our results of operations are presented below. The following tables summarize our results of operations and financial data for the three and six months ended September 30, 2025 and 2024. The following data should be read in conjunction with our Notes to the Unaudited Consolidated Financial Statements contained within this Quarterly Report.
Three months ended September 30, Six months ended September 30,
2025 2024 2025 2024
Spectrum revenue $ 1,552 $ 1,551 $ 2,970 $ 3,076
Operating expenses
General and administrative 8,398 11,397 18,847 24,248
Sales and support 1,449 1,357 2,942 3,207
Product development 1,212 1,776 2,332 3,526
Severance and other related charges 735 - 1,355 -
Depreciation and amortization 133 151 257 330
Operating expenses 11,927 14,681 25,733 31,311
Gain on exchange of intangible assets, net (59,602) - (93,518) (93)
Gain on sale of intangible assets, net (11,469) - (12,430) -
Loss from disposal of long-lived assets, net 21 - 29 -
Income (loss) from operations 60,675 (13,130) 83,156 (28,142)
Interest income 379 585 821 1,279
Other income - 9 - 25
Income (loss) before income taxes 61,054 (12,536) 83,977 (26,838)
Income tax expense
7,518 230 5,261 1,452
Net income (loss) $ 53,536 $ (12,766) $ 78,716 $ (28,290)
Summary
Our net income for the three months ended September 30, 2025 increased by approximately $66.3 million to $53.5 million from a net loss of $12.8 million for the three months ended September 30, 2024. The increase in net income was primarily due to the following:
•General and administrative expenses decreased by $3.0 million, or -26%, to $8.4 million for the three months ended September 30, 2025 from $11.4 million for the three months ended September 30, 2024. The decrease primarily resulted from $1.1 million lower professional services, $0.9 million headcount related costs, $0.7 million stock compensation expense, $0.2 million contract consulting fees and $0.1 million office related expenses.
•Product development expenses decreased by $0.6 million, or -32%, to $1.2 million for the three months ended September 30, 2025 from $1.8 million for the three months ended September 30, 2024. The decrease primarily resulted from $0.4 million lower contract consulting fees and $0.4 million IT related costs, partially offset by $0.2 million higher stock compensation expense.
•Severance and other related charges increased by $0.7 million, or 100%, to $0.7 million for the three months ended September 30, 2025 from zero for the three months ended September 30, 2024. The increase is primarily related to severance from workforce reductions as well as the retention of key employees.
•Gain on exchange of intangible assets, net increased by $59.6 million, or 100%, to $59.6 million for the three months ended September 30, 2025 from zero for the three months ended September 30, 2024. During the three months ended September 30, 2025, we exchanged our narrowband licenses for broadband licenses in 99 counties. In connection with the exchange, we recorded an accounting cost basis of $74.4 million for the new broadband licenses and disposed of $14.8 million related to the value ascribed to the narrowband licenses we relinquished to The Federal Communications Commission (the "FCC") for those same 99 counties.
As a result, we recorded a $59.6 million non-monetary gain on exchange of intangible assets on our Consolidated Statements of Operations. During the three months ended September 30, 2024, we did not exchange our narrowband licenses for broadband licenses.
•Gain on sale of intangible assets, net increased by $11.5 million, or 100%, to $11.5 million for the three months ended September 30, 2025 from zero for the three months ended September 30, 2024. During the three months ended September 30, 2025, we transferred to Lower Colorado River Authority ("LCRA") 26 broadband licenses, and recorded a $11.5 million gain on sale of intangible assets on our Consolidated Statements of Operations. Refer to Note 5 Intangible Assetsin the Notes to the Consolidated Financial Statements for further discussion on the sale of intangible assets. During the three months ended September 30, 2024, we did not transfer any broadband licenses.
•Income tax expense increased by $7.3 million, or 3,169%, to $7.5 million for the three months ended September 30, 2025 from income tax expense of $0.2 million for the three months ended September 30, 2024. The increase primarily resulted from higher federal provisions of $2.1 million and state provisions of $5.2 million driven by the gain on sales and exchanges of intangible assets.
Our net income for the six months ended September 30, 2025 increased by approximately $107.0 million to $78.7 million from a net loss of $28.3 million for the six months ended September 30, 2024. The increase in net income was primarily due to the following:
•General and administrative expenses decreased by $5.4 million, or -22%, to $18.8 million for the six months ended September 30, 2025 from $24.2 million for the six months ended September 30, 2024. The decrease primarily resulted from $2.5 million lower headcount related costs, $1.6 million stock compensation expense, $1.0 million professional services, and $0.3 million contract consulting fees.
•Sales and support expense decreased by $0.3 million, or -8%, to $2.9 million for the six months ended September 30, 2025 from $3.2 million for the six months ended September 30, 2024. The decrease primarily resulted from $0.3 million lower professional services and $0.3 million headcount related costs, partially offset by $0.3 million higher contract consulting fees.
•Product development expenses decreased by $1.2 million, or -34%, to $2.3 million for the six months ended September 30, 2025 from $3.5 million for the six months ended September 30, 2024. The decrease primarily resulted from $1.0 million lower contract consulting fees and $0.7 million IT related costs, partially offset by $0.3 million higher stock compensation expense and $0.2 million headcount related costs.
•Severance and other related charges increased by $1.4 million, or 100%, to $1.4 million for the six months ended September 30, 2025 from zero for the six months ended September 30, 2024. The increase is primarily related to severance from workforce reductions as well as the retention of key employees.
•Gain on exchange of intangible assets, net increased by $93.4 million, or 100,457%, to $93.5 million for the six months ended September 30, 2025 from $0.1 million for the six months ended September 30, 2024. During the six months ended September 30, 2025, we exchanged our narrowband licenses for broadband licenses in 161 counties. In connection with the exchange, we recorded an accounting cost basis of $115.0 million for the new broadband licenses and disposed of $21.5 million related to the value ascribed to the narrowband licenses we relinquished to the FCC for those same 161 counties. As a result, we recorded a $93.5 million non-monetary gain on exchange of intangible assets on our Consolidated Statements of Operations. During the six months ended September 30, 2024, we exchanged a narrowband license for a broadband license in one county. In connection with the exchange, we recorded an accounting cost basis of $0.1 million for the new broadband license and relinquished to the FCC a narrowband license for the same one county with de minimis value. As a result, we recorded a $0.1 million non-monetary gain on exchange of intangible assets on our Consolidated Statements of Operations.
•Gain on sale of intangible assets, net increased by $12.4 million, or 100%, to $12.4 million for the six months ended September 30, 2025 from zero for the six months ended September 30, 2024. During the six months ended September 30, 2025, we transferred to LCRA and Oncor Electric Delivery Company LLC ("Oncor") 50 and three broadband licenses, respectively, and recorded a $12.4 million gain on sale of intangible assets on our Consolidated Statements of Operations. Refer to Note 5 Intangible Assetsin the Notes to the Consolidated Financial Statements for further discussion on the sale of intangible assets. During the six months ended September 30, 2024, we did not transfer any broadband licenses.
•Interest income decreased by $0.5 million, or -36%, to $0.8 million for the six months ended September 30, 2025 from $1.3 million for the six months ended September 30, 2024. The decrease was primarily attributable to a lower average cash balance during the period and lower interest rates.
•Income tax expense increased by $3.8 million, or 262%, to $5.3 million for the six months ended September 30, 2025 from income tax expense of $1.5 million for the six months ended September 30, 2024. The increase primarily resulted from higher federal provisions of $2.1 million and state provisions of $1.7 million driven by the gain on sales and exchanges of intangible assets.
Liquidity and Capital Resources
Our principal source of liquidity is our cash and cash equivalents generated from customer contract proceeds. At September 30, 2025, we had cash and cash equivalents of $39.1 million.
We believe our cash and cash equivalents on hand, along with contracted proceeds from customers, will be sufficient to meet our financial obligations through at least 12 months from the date of this Quarterly Report. As noted above, our future capital requirements will depend on a number of factors, including among others, future customer contracts, the costs and timing of our spectrum retuning activities, spectrum acquisitions and the Anti-Windfall Payments to the U.S. Treasury, our operating activities, any cash proceeds we generate through our commercialization activities, our ability to timely deliver broadband licenses to our customers in accordance with our contractual obligations and our obligation to refund payments or pay penalties if we do not meet our commercial obligations. The repurchase of shares of our common stock under our share repurchase program would also reduce our available cash and cash equivalents. We deploy this capital at our determined pace based on several key ongoing factors, including customer demand, market opportunity, and offsetting income from spectrum leases. We cannot reasonably estimate any potential impact to our results of operations, commercialization efforts and financial condition arising from changes to our macroeconomic, legal or regulatory environment, including potential legislation affecting the energy or utility industry, the telecommunications environment, or supply chains. We are actively managing our business to maintain our cash flow and believe that we currently have adequate liquidity. To implement our business plans and initiatives, however, we may need to raise additional capital. We cannot predict with certainty the exact amount or timing for any future capital raises. See "Risk Factors" in Item 1A of Part II of this Quarterly Report for a reference to the risks and uncertainties that could cause our costs to be more than we currently anticipate and/or our revenue and operating results to be lower than we currently anticipate. If required, we intend to raise additional capital through debt or equity financing or through some other financing arrangement. However, we cannot be sure that additional financing will be available if and when needed, or that, if available, we can obtain financing on terms favorable to our stockholders and to us. Any failure to obtain financing when required will have a material adverse effect on our business, operating results, financial condition and liquidity.
Cash Flows from Operating, Investing and Financing Activities
Six months ended September 30,
(in thousands) 2025 2024
(Unaudited) (Unaudited)
Net cash used in operating activities
$ (1,736) $ (5,009)
Net cash used in investing activities $ (3,269) $ (10,945)
Net cash used in financing activities $ (1,549) $ (1,433)
Net cash used in operating activities
Our principal source of cash provided by operating activities is our customer contract proceeds in the form of advanced payments. For spectrum lease agreements, we record these advanced payments as deferred revenue on our Consolidated Balance Sheets and recognize revenue over the term of the lease, which is typically 20 to 30 years. For spectrum sale agreements, we record advanced payments as a contingent liability on our Consolidated Balance Sheets and derecognize this liability upon closing of the sale along with recording a gain or loss on sale. In addition, our cash flows reflect a non-cash gain or loss on disposal of intangible assets for the difference in cost basis as we exchange narrowband licenses for broadband licenses. We expect net cash provided by (used in) operating activities to be affected by the progress on our customer agreements as well as changes in other operating assets and liabilities. The following represents our changes in net cash used in operating activities for the six months ended September 30, 2025 and 2024.
Net cash used in operating activities was approximately $1.7 million for the six months ended September 30, 2025. The net cash used in operating activities for the six months ended September 30, 2025 was primarily due to the following:
•$78.7 million increase related to our operating income, which includes a reduction of $98.7 million of non-cash items primarily driven by the gain on exchange of intangible assets of $93.5 million and the gain on sale of $12.4 million. Refer to the Results of Operations;
•$5.7 million increase in deferred revenue due to $4.9 million cash proceeds from Tampa Electric Company ("TECO"), $3.8 million cash proceeds from Xcel Energy related to our 900 MHz Broadband Spectrum contracts partially offset by $3.0 million in revenue recognition in connection with the delivery of cleared 900 MHz Broadband Spectrum; and
•$7.4 million increase in contingent liability primarily related to the LCRA and Oncor Agreements.
Net cash used in operating activities was approximately $5.0 million for the six months ended September 30, 2024. The net cash used in operating activities for the six months ended September 30, 2024 was primarily due to the following:
•$28.3 million decrease related to our operating loss, which includes $10.2 million of non-cash items. Refer to the Results of Operations;
•$1.5 million decrease in accounts payable and accrued expenses primarily due to annual bonus payments;
•$4.4 million increase in deferred revenue due to $7.5 million cash proceeds from Ameren Corporation related to our 900 MHz Broadband Spectrum contract partially offset by $3.1 million in revenue recognition in connection with the delivery of cleared 900 MHz Broadband Spectrum; and
•$10.0 million increase in contingent liability related to the Oncor Agreement.
Net cash used in investing activities
Our principal outflow of cash used in investing activities is our purchases of intangible assets, including refundable deposits, retuning costs and swaps, which represent our spectrum clearing efforts as we work toward the conversion from narrowband to broadband spectrum. The purchases of intangible assets may be offset by current period cash proceeds from the sale of intangible assets, with a potential non-cash derecognition of the contingent liability for any proceeds received and recognized in operating activities in a prior period. Payments received in the current period are reflected as investing activities on the Consolidated Statements of Cash Flows upon the sale of intangible assets. We expect net cash provided by (used in) investing activities to be affected by the timing of our spectrum clearing efforts and the closing of our sale transactions and the related transfer of broadband licenses. The following represents our changes in net cash used in investing activities for the six months ended September 30, 2025 and 2024.
Net cash used in investing activities was $3.3 million and $10.9 million for the six months ended September 30, 2025 and 2024, respectively. For the six months ended September 30, 2025, net cash used in investing activities was primarily from $17.1 million payments made to acquire, swap or retune wireless licenses in markets across the United States, partially offset by $13.9 million related to the proceeds from sale of spectrum. For the six months ended September 30, 2024, net cash used in investing activities was from $10.9 million payments made to acquire, swap or retune wireless licenses in markets across the United States.
Net cash used in financing activities
Our principal outflow of cash used in financing activities is a result of our equity transactions, including repurchases of common stock and taxes and fees associated with the issuance of restricted stock awards, offset by proceeds from stock options exercised in the period. We expect net cash used in financing activities to be affected by the timing of future equity transactions including the timing of our repurchases of common stock. The following represents our changes in net cash used in financing activities for the six months ended September 30, 2025 and 2024.
Net cash used in financing activities was $1.5 million and $1.4 million for the six months ended September 30, 2025 and 2024, respectively. For the six months ended September 30, 2025, net cash used in financing activities was primarily for the repurchase of common stock of $1.0 million, payments of withholding tax on net issuance of restricted stock of $0.7 million, partially offset by the proceeds from stock option exercises of $0.2 million. For the six months ended September 30, 2024, net cash used in financing activities was primarily for the repurchase of common stock of $2.0 million, payments of withholding tax on net issuance of restricted stock of $1.4 million, partially offset by the proceeds from stock option exercises of $2.0 million.
Material Cash Requirements
Our future capital requirements will depend on many factors, including: costs and time related to the commercialization of our spectrum assets; and our ability to sign customer contracts and generate revenues from the license or transfer of any broadband licenses we secure; our ability to timely deliver broadband licenses and clear spectrum to our customers in accordance with our contractual obligation; any requirement to refund payments or pay penalties if we do not satisfy our contractual obligations; the timeline and costs to acquire broadband licenses pursuant to the Report and Order, including the costs to acquire additional spectrum, the costs related to retuning, or swapping spectrum held by 900 MHz site-based licensees in the broadband segment that is required under section 90.621(b) to be protected by a broadband licensee with a base station at any location within the county, or any 900 MHz geographic-based Specialized Mobile Radio licensee in the broadband segment whose license area completely or partially overlaps the county, and the costs of paying Anti-Windfall Payments.
We are obligated under certain lease agreements for office space with lease terms expiring on various dates from June 30, 2027 through January 31, 2029, which includes a three to ten-year lease extension for our corporate headquarters. We have also entered into multiple lease agreements for tower space related to our spectrum holdings. These lease expiration dates range from October 31, 2025 to June 26, 2032. Total estimated payments for these lease agreements are approximately $5.5 million (exclusive of real estate taxes, utilities, maintenance and other costs borne by us). We also have an obligation to clear the tower site locations, for which we recorded an asset retirement obligation (the "ARO"). Total estimated payments as a result of the ARO is approximately $0.2 million. In addition to the lease payments and ARO for our tower site locations, we entered into agreements with several third parties in multiple U.S. markets to acquire, retune or swap wireless licenses for cash consideration. As of September 30, 2025, our total estimated future payments for these agreements with incumbents are approximately $37.9 million.
Guaranties
In October 2022, we entered into an agreement with Xcel Energy Services Inc. ("Xcel Energy") providing Xcel Energy dedicated long-term usage of our 900 MHz Broadband Spectrum for a term of 20 years throughout Xcel Energy's service territory in eight states (the "Xcel Energy Agreement"). In connection with Xcel Energy Agreement, we entered into a guaranty agreement, under which we guaranteed the delivery of the relevant 900 MHz Broadband Spectrum and the associated broadband licenses in Xcel Energy's service territory in eight states along with other commercial obligations. In the event of default or non-delivery of the specific territory's 900 MHz Broadband Spectrum, we are required to refund payments we have received. In addition, to the extent we have performed any obligations, our liability and remaining obligations under the Xcel Energy Agreement will extend only to the remaining unperformed obligations. We recorded $70.9 million in deferred revenue in connection with the prepayments received as of September 30, 2025. We commenced delivery of the relevant cleared 900 MHz Broadband Spectrum and the associated broadband leases in the first quarter of fiscal year 2024 and will continue through 2029. As of September 30, 2025, the maximum potential liability of future undiscounted payments under this agreement is approximately $64.1 million, reflecting a reduction in liability due to the obligations performed to date.
In June 2025, we entered into an agreement to retune and acquire wireless licenses for approximately $28.0 million. In connection with this agreement, we entered into a guaranty agreement with the incumbent, under which we guaranteed the payment and performance of all obligations under the agreement to the incumbent in the event of default. In addition, to the extent the Company has performed any obligations under the agreement, our liability and remaining obligations will extend only to the remaining obligations. As of September 30, 2025, the maximum potential liability of future undiscounted payments under this agreement is approximately $22.5 million.
Share Repurchase Program
In September 2023, our Board authorized the 2023 Share Repurchase Program (the "2023 Share Repurchase Program") pursuant to which we may repurchase up to $250.0 million of our common stock on or before September 21, 2026. We may repurchase shares of our common stock via the open market and/or privately negotiated transactions. Repurchases will be made in accordance with applicable securities laws and may be effected pursuant to Rule 10b5-1 trading plans. The manner, timing and amount of any share repurchases will be determined by us based on a variety of factors, including proceeds from customer contracts, the timing of which is unpredictable, as well as general business and market conditions, our capital position, and other strategic considerations. The 2023 Share Repurchase Program does not obligate us to repurchase any particular amount of our common stock.
The Inflation Reduction Act of 2022, which was enacted into law on August 16, 2022, imposed a nondeductible 1% excise tax on the net value of certain stock repurchases made after December 31, 2022. For the six months ended September 30, 2025, we had no excise tax expense. For the six months ended September 30, 2024, excise tax expense was approximately $0.1 million.
The following table presents the share repurchase activity for the three and six months ended September 30, 2025 and 2024 (in thousands, except per share data):
Three months ended September 30, Six months ended September 30,
2025 2024 2025 2024
Number of shares repurchased and retired 43 - 43 63
Average price paid per share* $ 22.94 $ - $ 22.94 $ 32.47
Total cost to repurchase $ 990 $ - $ 990 $ 2,027
*Average price paid per share includes costs associated with the repurchases, excluding excise taxes associated with the share repurchases
As of September 30, 2025, $226.7 million is remaining under the 2023 Share Repurchase Program.
Off-balance sheet arrangements
As of September 30, 2025 and March 31, 2025, we did not have and do not have any relationships with unconsolidated entities or financial partnerships that were established for the purpose of facilitating off-balance sheet arrangements, as defined in the rules and regulations of the SEC.
Anterix Inc. published this content on November 12, 2025, and is solely responsible for the information contained herein. Distributed via Edgar on November 12, 2025 at 22:22 UTC. If you believe the information included in the content is inaccurate or outdated and requires editing or removal, please contact us at [email protected]