To Our Fellow Shareholders: Our mission is simple: keeping folks connected to the people and things they love. Whether you’re catching a flight at JFK, grabbing a train at the World Trade Center, or cheering on your favorite team at Soldier Field, Boingo is there with fast, secure, and easy connectivity. Boingo leads the way in delivering wireless innovation—whether through the licensed spectrum of a distributed antenna system (‘‘DAS’’), the unlicensed spectrum of a Wi-Fi hotspot, or the shared spectrum of a Citizens Broadband Radio Service (‘‘CBRS’’) installation. This innovation led to another record-setting year for Boingo. We delivered an all-time high of $263.8 million in revenue for the year, which represents a 5.2% increase over 2018. Adjusted EBITDA was $82.6 million.1 Our success is the result of focused execution against our strategy: leveraging the exploding growth of mobile data by securing wireless rights to large venues and monetizing those rights with unique products and services. In 2019, three key products drove our growth: DAS, military and Wi-Fi offload. I’d like to share a few highlights about each and demonstrate why we remain confident that Boingo is in the right place, at the right time, with the right strategy to continue delivering results. DAS Momentum Continues The exponential growth of mobile data continues to drive a shift from the carriers’ traditional ‘‘coverage’’ model—where a large network of cell towers was built for vast geographic coverage—to a ‘‘density’’ model—where capacity is placed closer to the end consumer through small cell technologies. DAS networks are one way that carriers can efficiently improve coverage in venues with high population density, like airports and stadiums. Boingo has built DAS networks for nearly 20 years and we pioneered the ‘‘neutral host’’ concept. In 2019, we launched 15 new DAS venues, including Louis Armstrong New Orleans International Airport, Portland International Airport and Hilo International Airport, bringing our total of live venues to 73. We have another 61 DAS venues in backlog, including the MTA Long Island Rail Road and Grand Central Terminal Eastside Access projects in New York City, which we expect to be the largest DAS deployments in Boingo’s history. Today, with 38,100 DAS nodes live and another 11,700 in backlog, we believe that makes Boingo the largest provider of indoor DAS networks in the world. Military: Service Expanded, Commitment Extended Through our long-term contracts with the Army, Air Force, Marines, and Federal Law Enforcement Training Centers, Boingo has the unique opportunity to deploy a wide number of products and services on bases around the globe. These include retail service, Wi-Fi offload, small cells, and macro cell towers. Our offering for service members, called Boingo Broadband, provides high-speed Internet and IPTV to bases and training centers around the world. We’re unique in that we require no equipment, no installation appointment, and no truck roll, so getting signed up is a snap. Plus, the service works on any base where Boingo is deployed, which means keeping the service when a customer moves is as simple as logging in at the new base. In 2019, we were pleased to sign a 15-year contract extension with the Army and Air Force Exchange. This extension not only permits us to provide the Boingo service through 2038, it enables us to add coverage to support new beds and common areas on existing bases, as well as expand to other bases. Wi-Fi Offload: Wireless Development of the Decade Wi-Fi offload continues to be an important way that we partner with the carriers to help solve the insatiable growth of mobile data traffic. In fact, FierceWireless named Wi-Fi offload the second most significant wireless development of the last decade. Boingo helped pioneer Wi-Fi offload with the very first commercial deployment in 2014—so it was extremely gratifying to see how important this technology has become, and how important a role Boingo has played in its success. 1 Please see discussion of Adjusted EBITDA and related reconciliation of net loss attributable to common stockholders to Adjusted EBITDA in footnote 1 to ‘‘Selected Financial Data’’ in Part II, Item 6 of the accompanying Form 10-K for the fiscal year ended December 31, 2019. Multifamily Opportunities In 2018, we expanded into the multifamily market, largely as a result of our success with our military offering. We launched 13 new properties in 2019, bringing the total number of properties under management to 238. REITs and developers know how crucial it is for their properties to have a best-in-class wireless solution as high-speed Internet is now recognized as a top amenity for multifamily properties. Boingo brings significant value in this regard given our deep knowledge in the space and high-quality network solutions. Unlike cable operators, we can provide service globally, which is an important attribute for the larger, global builders and property managers. We are also a proven technology leader they can rely on to help future- proof their wireless solution. As evidence of this leadership, we were proud to be awarded the ‘‘Residential Broadband Internet Solution Provider of the Year’’ in the 2019 Mobile Breakthrough Awards. Beyond the Numbers Beyond our solid financial performance, I want to recognize a couple of honors Boingo received in 2019. Boingo topped the list of Ookla’s latest ‘‘Fastest Airport Wi-Fi’’ report. Ookla, the industry’s recognized authority on internet speed tests, reported that airports where Boingo manages and operates the Wi-Fi service made up half of the top 40 U.S. airports with the fastest Wi-Fi. In fact, four of those ranked in the top five. Travelers themselves also applauded Boingo. For the 10th time in a row, Boingo was awarded with the Global Traveler’s Award for ‘‘Best Wi-Fi Service,’’ underscoring our commitment to innovation and keeping pace with travelers’ growing mobile demands. Aligned for Growth Part of Boingo’s continued success has always been our ability to pivot, to remain nimble, as markets and technology evolve. At the end of 2019, we made the decision to realign the Company so that our management and employees will be focused primarily on managing our key business of i) providing services to the wireless carriers, ii) generating business on military bases, and iii) growing our multifamily business, in addition to managing the profitability of our legacy business including retail, advertising, and Comes with Boingo. By narrowing our focus and investment in the core areas of our business, and focusing on profitability from our legacy products, we expect to be able to improve efficiencies while driving focused execution on the opportunities ahead of us. The 5G Decade We believe Boingo is well-positioned to be a significant beneficiary of the evolving wireless ecosystem for years to come. The seemingly insatiable growth of mobile data traffic will help fuel the growth of the 5G revolution. Boingo’s long-term wireless rights in key strategic venues, our nearly 20 years of experience pioneering neutral-host networks, and our deep relationships with the carriers puts us in a unique position to deliver the next generation of convergence. The strength of our business is evident, yet our mission remains the same—connecting you to the people and things you love. On behalf of the Board of Directors, the executive team, and the incredible team of employees who made another record-setting year possible, thank you for your investment and ongoing support. 30MAR201902464162 Mike Finley Chief Executive Officer and Member of the Board UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ፤ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2019 OR អ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-35155 BOINGO WIRELESS, INC. (Exact name of registrant as specified in its charter) Delaware 95-4856877 (State of other jurisdiction of (I.R.S. Employer incorporation or organization) Identification Number) 10960 Wilshire Blvd., 23rd Floor Los Angeles, California 90024 (Address of principal executive offices, Zip Code) (310) 586-5180 (Registrant’s telephone number, including area code) Securities registered pursuant to Section 12(b) of the Act: Common Stock, $0.0001 par value WIFI The Nasdaq Stock Market LLC (Title of each class) (Trading symbol) (Name of each exchange on which registered) Securities registered pursuant to Section 12(g) of the Act: None Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes អ No ፤ Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Act. Yes អ No ፤ Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports); and (2) has been subject to such filing requirements for the past 90 days. Yes ፤ No អ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ፤ No អ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company.