Space Is Open for Business
Total Page:16
File Type:pdf, Size:1020Kb
Rocket Lab USA SPACE IS OPEN FOR BUSINESS Investor Presentation March 2021 rocketlabusa.com DISCLAIMER AND FORWARD LOOKING STATEMENTS This presentation (this “Presentation”) was based on Vector’s and Rocket Lab’s current are not undertaking any obligation to update and unanticipated events may occur that non-GAAP measures to compare Rocket statement, the proxy statement/prospectus prepared for informational purposes only expectations and beliefs concerning future or revise any forward-looking statements could affect results. Therefore, actual results Lab’s performance to that of prior periods and all other relevant documents filed or that to assist interested parties in making their developments and their potential effects on whether as a result of new information, future achieved during the periods covered by the for trend analyses and for budgeting and will be filed with the SEC by Rocket Lab and own evaluation of the proposed transaction Vector, Rocket Lab or any successor entity events or otherwise. projections may vary and may vary materially planning purposes. Not all of the information Vector through the website maintained by (the “Transaction”) between Vector of the Transaction. Many factors could cause All rights to the trademarks, copyrights, from the projected results. Inclusion of the necessary for a quantitative reconciliation the SEC at www.sec.gov. Acquisition Corporation Inc. (“Vector”, “we”, actual future events to differ materially logos and other intellectual property listed prospective financial information in this of these forward-looking non-GAAP The documents filed by Vector with the or “our”) and Rocket Lab USA, Inc. (“Rocket from the forward-looking statements in herein belong to their respective owners and presentation should not be regarded as financial measures to the most directly SEC also may be obtained free of charge Lab”). This Presentation is for discussion this presentation, including but not limited Vector’s or Rocket Lab’s use thereof does not a representation by any person that the comparable GAAP financial measures is upon written request to Vector Acquisition purposes only and does not constitute an to: (i) the risk that the Transaction may not imply an affiliation with, or endorsement by results contained in the prospective financial available without unreasonable efforts at Corporation, One Market Street, Steuart offer to purchase nor a solicitation of an be completed in a timely manner or at all, the owners of such trademarks, copyrights, information are indicative of future results or this time. Specifically, Rocket Lab does not Tower, 23rd Floor, San Francisco, CA 94105. offer to sell shares of Vector, Rocket Lab or which may adversely affect the price of logos and other intellectual property. Solely will be achieved. provide such quantitative reconciliation The documents filed by Rocket Lab with the any successor entity of the Transaction, nor Vector’s securities, (ii) the failure to satisfy for convenience, trademarks and trade This Presentation contains statistical data, due to the inherent difficulty in forecasting SEC also may be obtained free of charge shall there be any sale of securities in any the conditions to the consummation of the names referred to in this Presentation may estimates and forecasts that are based and quantifying certain amounts that are upon written request to Rocket Lab USA, jurisdiction in which such offer, solicitation, Transaction, including the adoption of the appear with the ® or ™ symbols, but such on independent industry publications or necessary for such reconciliations, including Inc., 3881 McGowen Street, Long Beach, or sale would be unlawful prior to registration Agreement and Plan of Merger by the references are not intended to indicate, other publicly available information. This net income (loss), accelerated depreciation CA 90808. or qualification under the securities laws of shareholders of Vector, (iii) the occurrence in any way, that such names and logos are information involves many assumptions and variations in effective tax rate. any such jurisdiction. This Presentation is not of any event, change or other circumstance Participants in the Solicitation. Rocket Lab, trademarks or registered trademarks of and limitations and you are cautioned not This Presentation relates to a proposed Vector and their respective directors and intended to form the basis of any investment that could give rise to the termination of the Vector. to give undue weight to these estimates. transaction between Rocket Lab and Vector. decision by the recipient and does not Agreement and Plan of Merger, (iv) the executive officers may be deemed to be Use of Projections. The financial and We have not independently verified the This Presentation does not constitute an participants in the solicitation of proxies constitute investment, tax or legal advice. effect of the announcement or pendency accuracy or completeness of the data offer to sell or exchange, or the solicitation of No representation, express or implied, is or of the Transaction on Rocket Lab’s business operating forecasts and projections from Vector’s shareholders in connection contained herein represent certain estimates that has been contained in these industry an offer to buy or exchange, any securities, with the proposed transaction. A list of the will be given by Vector, Rocket Lab or their relationships, operating results and business publications and other publicly available nor shall there be any sale of securities respective affiliates and advisors generally, (v) risks that the Transaction of Rocket Lab as of the date thereof. Neither names of such directors, executive officers, Vector’s nor Rocket Lab’s independent public information. Accordingly, none of Vector, in any jurisdiction in which such offer, other members of management, and as to the accuracy or completeness of the disrupts current plans and operations of Rocket Lab nor their respective affiliates sale or exchange would be unlawful prior information contained herein, or any other Rocket Lab, (vi) changes in the competitive accountants have examined, reviewed or employees, and information regarding their compiled the forecasts or projections and, and advisors makes any representations as to registration or qualification under the interests in the business combination will written or oral information made available and highly regulated industries in which to the accuracy or completeness of these securities laws of any such jurisdiction. in the course of an evaluation of the Rocket Lab plans to operate, variations in accordingly, neither expresses an opinion be contained in Vector’s filings with the SEC, or other form of assurance with respect data. This Presentation contains references Vector and Rocket Lab intend to file a including Vector’s Quarterly Report on Form Transaction. operating performance across competitors, to Rocket Lab’s achievements compared to registration statement on Form S-4 with the changes in laws and regulations affecting thereto. Furthermore none of Vector, Rocket 10-Q for the fiscal quarter ended September This Presentation provided by Vector and Lab nor their respective management teams other companies, including being the first U.S. Securities and Exchange Commission 30, 2020, which was filed with the SEC on Rocket Lab may contain certain “forward- Rocket Lab’s business and changes in the to achieve certain milestones. All of such (the “SEC”), which will include a document combined capital structure, (vii) the ability can give any assurance that the forecasts November 16, 2020, and such information looking statements” within the meaning or projections contained herein accurately references are based on the belief of Rocket that serves as a joint prospectus and proxy and names of Rocket Lab’s directors of the Private Securities Litigation Reform to implement business plans, forecasts and Lab’s management based on ubliclyavailable statement, referred to as a proxy statement/ other expectations after the completion represents Rocket Lab’s future operations and executive officers will also be in the Act of 1995, Section 27A of the Securities or financial conditions. Such information information known to Rocket Lab’s prospectus. A proxy statement/prospectus Registration Statement on Form S-4 to be Act 1933, as amended, and Section 21E of of the Transaction, and identify and realize management. will be sent to all Rocket Lab and Vector additional opportunities, and (viii) the risk is subject to a wide variety of significant filed with the SEC by Rocket Lab and Vector, the Securities Exchange Act of 1934, as business, economic and competitive risks Non-GAAP Financial Measures. The financial shareholders. Rocket Lab and Vector will which will include the proxy statement of amended, including statements regarding of downturns in the commercial launch also file other documents regarding the services, satellite and spacecraft industry. and uncertainties, including but not limited information and data contained in this Vector Additional information regarding the Vector’s, Rocket Lab’s on their management to those set forth in the second paragraph Presentation is unaudited and does not proposed transaction with the SEC. Before interests of such potential participants in teams’ expectations, hopes, beliefs, There can be no assurance that the future making any voting decision, investors and developments affecting Vector, Rocket Lab above that could cause actual results to conform to Regulation S-X promulgated the