Rocket Lab SPAC Presentation Deck
TRANSACTION OVERVIEW
35
> Fully diluted pro forma enterprise value
of $4.1B, representing 5.4x 2025E
revenue of $749M
› Existing Rocket Lab shareholders will
receive 82% of the pro forma equity
> Transaction will result in $745M of cash
to the balance sheet to fund growth
> Funded by a combination of cash in
Vector's trust account and PIPE proceeds
Rocket Lab USA
Section 4
Sources
Existing Rocket Lab Shareholders
Vector SPAC Cash in Trust¹
PIPE Equity²
Rocket Lab Existing Cash³
Total Sources
Uses
Existing Rocket Lab Shareholders
Cash to Balance Sheet
Cash to Existing Shareholders
Estimated Fees & Expenses
Total Uses
$M
3,960
320
467
48
$4,795
$M
3,960
745
40
50
$4,795
Pro Forma Valuation
Share Price at Closing
PF Shares Outstanding (M) 4,5,6
Equity Value ($M)
(-) PF Net Cash ($M)6
Enterprise Value ($M)
Pro Forma Ownership5
SPAC Sponsor
<2%
SPAC Investors
7%
PIPE Investors
10%
$10.00
482.7
$4,827
(745)
$4,082
Existing
Rocket Lab
Shareholders
82%
1 Assumes no redemptions from existing public shareholders. 2 Assumes 46.7M shares issued at $10.00 per share. 3 $48M of cash and cash equivalents estimate for March 31, 2021
4 Pro forma share count includes 396.0M shares to be issued to existing Rocket Lab shareholders or potentially issuable to holders of vested and unvested stock options, other equity awards and other contingent obligations of Rocket Lab,
46.7M shares to PIPE investors, 32.OM shares to SPAC investors, and 8.0M shares to SPAC sponsor. Assumes new shares issued at $10.00
5 Share count excludes: i) 10.7M public warrants (strike price of $11.50 and redeemable at $18.00 / share); ii) 5.6M Sponsor warrants (with strike price of $11.50); iii) existing shareholder earnout shares equal to 8% of Common Stock held by the existing
shareholders at closing (composed of a single tranche with target price of $20.00 per share and vested if stock trades at or above $20.00 for any 20 of 30 days occurring between 90 and 180 days post close).
6 Assumes 4.0M shares otherwise issuable to existing Rocket Lab shareholders are redeemed at $10.00 per shareView entire presentation