[10-Q] Rocket Lab Corporation Quarterly Earnings Report
Filing Impact
Filing Sentiment
Form Type
10-Q
Rocket Lab (RKLB) posted Q2 FY25 revenue of $144.5 m, up 36% YoY, driven by 34% growth in Space Systems and 59% growth in Launch Services. Gross profit rose 71% to $46.4 m, lifting gross margin to 32.1% (vs 25.6%). Higher R&D (+66%) and SG&A (+31%) pushed the operating loss to $59.6 m and the net loss to $66.4 m (-$0.13 per share vs -$0.08).
Liquidity strengthened materially. Cash and cash equivalents more than doubled since year-end to $564 m; total liquidity (cash+securities) reached $749 m, buoyed by $397 m gross proceeds from an at-the-market equity program and a $25 m term-loan draw. Stockholders鈥� equity rose to $688 m despite continued losses, helped by the common-to-preferred share exchange and new capital. Convertible notes remain at $355 m face value, while contract liabilities increased to $223 m, reflecting sizable advance payments.
Operating momentum continues. Six-month revenue is $267 m (+34%), with backlog at $995 m鈥�58% expected to convert within a year. Segment mix is shifting: Space Systems now contributes 68% of revenue, though Launch Services margins improved. Operating cash burn widened to $77 m, and share count increased to 515 m average diluted shares. Management cites Neutron development, launch cadence, and cost controls as key focus areas.
Rocket Lab (RKLB) ha registrato nel Q2 FY25 ricavi per 144,5 milioni di dollari, in crescita del 36% su base annua, trainati da un aumento del 34% nei Sistemi Spaziali e del 59% nei Servizi di Lancio. Il profitto lordo 猫 salito del 71% a 46,4 milioni di dollari, portando il margine lordo al 32,1% (rispetto al 25,6%). L鈥檃umento delle spese in R&S (+66%) e SG&A (+31%) ha fatto crescere la perdita operativa a 59,6 milioni di dollari e la perdita netta a 66,4 milioni (-0,13 dollari per azione rispetto a -0,08).
La liquidit脿 si 猫 rafforzata significativamente. La liquidit脿 disponibile e equivalenti di cassa sono pi霉 che raddoppiati rispetto alla fine dell鈥檃nno, raggiungendo 564 milioni di dollari; la liquidit脿 totale (cassa + titoli) ha raggiunto 749 milioni, sostenuta da 397 milioni di dollari di proventi lordi da un programma di equity at-the-market e da un prelievo di 25 milioni di un prestito a termine. Il patrimonio netto degli azionisti 猫 salito a 688 milioni nonostante le perdite continue, grazie allo scambio di azioni ordinarie con azioni privilegiate e al nuovo capitale. Le obbligazioni convertibili restano a un valore nominale di 355 milioni, mentre le passivit脿 contrattuali sono aumentate a 223 milioni, riflettendo consistenti pagamenti anticipati.
Il momentum operativo continua. I ricavi a sei mesi sono pari a 267 milioni (+34%), con un backlog di 995 milioni鈥攊l 58% previsto per la conversione entro un anno. La composizione dei segmenti sta cambiando: i Sistemi Spaziali ora contribuiscono per il 68% dei ricavi, anche se i margini dei Servizi di Lancio sono migliorati. Il burn rate operativo di cassa si 猫 ampliato a 77 milioni, mentre il numero medio di azioni diluite 猫 salito a 515 milioni. La direzione indica lo sviluppo di Neutron, il ritmo dei lanci e il controllo dei costi come aree chiave di attenzione.
Rocket Lab (RKLB) report贸 ingresos en el Q2 FY25 de 144,5 millones de d贸lares, un aumento del 36% interanual, impulsado por un crecimiento del 34% en Sistemas Espaciales y del 59% en Servicios de Lanzamiento. La ganancia bruta aument贸 un 71% hasta 46,4 millones, elevando el margen bruto al 32,1% (frente al 25,6%). Los mayores gastos en I+D (+66%) y SG&A (+31%) llevaron la p茅rdida operativa a 59,6 millones y la p茅rdida neta a 66,4 millones (-0,13 d贸lares por acci贸n frente a -0,08).
La liquidez se fortaleci贸 significativamente. El efectivo y equivalentes de efectivo m谩s que se duplicaron desde fin de a帽o hasta 564 millones; la liquidez total (efectivo + valores) alcanz贸 749 millones, impulsada por 397 millones de ingresos brutos de un programa de acciones at-the-market y un pr茅stamo a plazo de 25 millones. El patrimonio de los accionistas aument贸 a 688 millones a pesar de las p茅rdidas continuas, ayudado por el intercambio de acciones comunes por preferentes y nuevo capital. Los bonos convertibles permanecen en 355 millones de valor nominal, mientras que los pasivos por contratos aumentaron a 223 millones, reflejando pagos anticipados considerables.
El impulso operativo contin煤a. Los ingresos a seis meses son de 267 millones (+34%), con una cartera de pedidos de 995 millones鈥攅l 58% se espera convertir en un a帽o. La mezcla de segmentos est谩 cambiando: Sistemas Espaciales ahora contribuye con el 68% de los ingresos, aunque los m谩rgenes de Servicios de Lanzamiento mejoraron. El consumo operativo de efectivo aument贸 a 77 millones, y el n煤mero promedio de acciones diluidas creci贸 a 515 millones. La gerencia destaca el desarrollo de Neutron, la cadencia de lanzamientos y el control de costos como 谩reas clave de enfoque.
搿滌紦霝�(RKLB)鞚� 2025 須岅硠鞐半弰 2攵勱赴 毵れ稖鞚� 鞝勲厔 雽�牍� 36% 歃濌皜頃� 1鞏� 4,450毵� 雼煬毳� 旮半頄堨溂氅�, 鞚措姅 鞖办＜ 鞁滌姢韰� 攵�氍胳澊 34%, 氚滌偓 靹滊箘鞀� 攵�氍胳澊 59% 靹膘灔頃� 瓴瓣臣鞛呺媹雼�. 齑濎澊鞚奠潃 71% 歃濌皜頃� 4,640毵� 雼煬搿�, 齑濎澊鞚惦鞚� 25.6%鞐愳劀 32.1%搿� 靸侅姽頄堨姷雼堧嫟. 鞐瓣惮臧滊皽牍�(R&D)鞕� 韺愲Г甏�毽箘(SG&A)臧� 臧侁皝 66%, 31% 歃濌皜頃橂┐靹� 鞓侅梾靻愳嫟鞚� 5,960毵� 雼煬, 靾滌啇鞁れ潃 6,640毵� 雼煬(-欤茧嫻 0.13雼煬, 鞚挫爠 -0.08雼煬)搿� 頇曤寑霅橃棃鞀惦媹雼�.
鞙犽彊靹彪弰 韥矊 臧曧檾霅橃棃鞀惦媹雼�. 順勱笀 氚� 順勱笀靹� 鞛愳偘鞚� 鞐半 雽�牍� 霊� 氚� 鞚挫儊 歃濌皜頃橃棳 5鞏� 6,400毵� 雼煬鞐� 雼枅鞙茧┌, 順勱笀瓿� 歃濌秾鞚� 頃╉暅 齑� 鞙犽彊靹膘潃 7鞏� 4,900毵� 雼煬鞐� 霃勲嫭頄堨姷雼堧嫟. 鞚措姅 鞁滌灔鞐愳劀 欤检嫕鞚� 氚滍枆頃� 頇曤炒頃� 3鞏� 9,700毵� 雼煬鞕� 2,500毵� 雼煬鞚� 鞛リ赴 雽�於� 鞚胳稖 雿曤秳鞛呺媹雼�. 欤检＜歆�攵勳潃 歆�靻嶌爜鞚� 靻愳嫟鞐愲弰 攵堦惮頃橁碃 氤错喌欤茧ゼ 鞖办劆欤茧 甑愴櫂頃橁碃 鞁犼窚 鞛愲掣 鞙犾瀰鞙茧 6鞏� 8,800毵� 雼煬搿� 歃濌皜頄堨姷雼堧嫟. 鞝勴櫂靷眲電� 3鞏� 5,500毵� 雼煬 鞎‰┐臧�毳� 鞙犾頃橁碃 鞛堨溂氅�, 瓿勳暯攵�毂勲姅 靹犼笁旮� 歃濌皜搿� 2鞏� 2,300毵� 雼煬搿� 電橃柎雮姷雼堧嫟.
鞖挫榿 氇韰�鞚� 瓿勳啀霅橁碃 鞛堨姷雼堧嫟. 6臧滌洈 毵れ稖鞚� 2鞏� 6,700毵� 雼煬(+34%)鞚措┌, 靾橃＜ 鞛旉碃電� 9鞏� 9,500毵� 雼煬搿� 鞚� 欷� 58%臧� 1雲� 鞚措偞鞐� 毵れ稖搿� 鞝勴櫂霅� 瓴冹溂搿� 鞓堨儊霅╇媹雼�. 靹戈犯毹柬姼 甑劚霃� 氤�頇� 欷戩澊氅�, 鞖办＜ 鞁滌姢韰� 攵�氍胳澊 毵れ稖鞚� 68%毳� 彀頃橂姅 氚橂┐, 氚滌偓 靹滊箘鞀� 攵�氍胳潣 毵堨霃� 臧滌劆霅橃棃鞀惦媹雼�. 鞓侅梾 順勱笀 靻岇鞚� 7,700毵� 雼煬搿� 頇曤寑霅橃棃瓿�, 頋劃 欤检嫕靾橂姅 韽夑窢 5鞏� 1,500毵� 欤茧 歃濌皜頄堨姷雼堧嫟. 瓴届榿歆勳潃 Neutron 臧滊皽, 氚滌偓 欤缄赴, 牍勳毄 甏�毽棎 欷戩爯鞚� 霊愱碃 鞛堧嫟瓿� 氚濏様鞀惦媹雼�.
Rocket Lab (RKLB) a enregistr茅 un chiffre d'affaires de 144,5 millions de dollars au T2 de l'exercice 2025, en hausse de 36 % sur un an, port茅 par une croissance de 34 % des Syst猫mes Spatiaux et de 59 % des Services de Lancement. Le b茅n茅fice brut a augment茅 de 71 % pour atteindre 46,4 millions de dollars, portant la marge brute 脿 32,1 % (contre 25,6 %). Une hausse des d茅penses en R&D (+66 %) et SG&A (+31 %) a entra卯n茅 une perte d'exploitation de 59,6 millions de dollars et une perte nette de 66,4 millions (-0,13 $ par action contre -0,08 $).
La liquidit茅 s'est nettement renforc茅e. Les liquidit茅s et 茅quivalents de tr茅sorerie ont plus que doubl茅 depuis la fin de l'ann茅e pour atteindre 564 millions de dollars ; la liquidit茅 totale (tr茅sorerie + titres) a atteint 749 millions, soutenue par 397 millions de produits bruts issus d'un programme d'actions at-the-market et un tirage de pr锚t 脿 terme de 25 millions. Les capitaux propres des actionnaires ont augment茅 脿 688 millions malgr茅 les pertes continues, aid茅s par l'茅change d'actions ordinaires contre des actions privil茅gi茅es et l'apport de nouveau capital. Les billets convertibles restent 脿 une valeur nominale de 355 millions, tandis que les passifs contractuels ont augment茅 脿 223 millions, refl茅tant d'importants paiements anticip茅s.
La dynamique op茅rationnelle se poursuit. Le chiffre d'affaires sur six mois s'茅l猫ve 脿 267 millions (+34 %), avec un carnet de commandes de 995 millions鈥�58 % devraient 锚tre convertis dans l'ann茅e. La r茅partition par segment 茅volue : les Syst猫mes Spatiaux contribuent d茅sormais 脿 68 % du chiffre d'affaires, bien que les marges des Services de Lancement se soient am茅lior茅es. La consommation de tr茅sorerie op茅rationnelle s'est accrue 脿 77 millions, et le nombre moyen d'actions dilu茅es a augment茅 脿 515 millions. La direction cite le d茅veloppement de Neutron, le rythme des lancements et le contr么le des co没ts comme axes prioritaires.
Rocket Lab (RKLB) meldete f眉r das 2. Quartal des Gesch盲ftsjahres 2025 einen Umsatz von 144,5 Mio. USD, ein Plus von 36 % im Jahresvergleich, getragen von einem Wachstum von 34 % im Bereich Raumfahrtsysteme und 59 % im Bereich Startdienste. Der Bruttogewinn stieg um 71 % auf 46,4 Mio. USD, wodurch die Bruttomarge auf 32,1 % (vorher 25,6 %) anstieg. H枚here F&E-Kosten (+66 %) und Vertriebs- und Verwaltungskosten (+31 %) f眉hrten zu einem operativen Verlust von 59,6 Mio. USD und einem Nettoverlust von 66,4 Mio. USD (-0,13 USD je Aktie gegen眉ber -0,08 USD).
Die Liquidit盲t hat sich deutlich verbessert. Zahlungsmittel und Zahlungsmittel盲quivalente haben sich seit Jahresende mehr als verdoppelt und betragen nun 564 Mio. USD; die gesamte Liquidit盲t (Barmittel + Wertpapiere) erreichte 749 Mio. USD, gest眉tzt durch 397 Mio. USD Bruttoerl枚se aus einem At-the-Market-Aktienprogramm und eine 25 Mio. USD Kreditaufnahme. Das Eigenkapital der Aktion盲re stieg trotz anhaltender Verluste auf 688 Mio. USD, unterst眉tzt durch den Umtausch von Stammaktien in Vorzugsaktien und neues Kapital. Wandelanleihen bleiben mit einem Nennwert von 355 Mio. USD konstant, w盲hrend die Vertragsverbindlichkeiten auf 223 Mio. USD anstiegen, was auf erhebliche Anzahlungen hinweist.
Der operative Schwung h盲lt an. Der Umsatz in sechs Monaten betr盲gt 267 Mio. USD (+34 %), mit einem Auftragsbestand von 995 Mio. USD 鈥� 58 % davon sollen innerhalb eines Jahres umgesetzt werden. Die Segmentstruktur ver盲ndert sich: Raumfahrtsysteme tragen jetzt 68 % zum Umsatz bei, w盲hrend die Margen im Bereich Startdienste verbessert wurden. Der operative Cash-Burn stieg auf 77 Mio. USD, und die durchschnittliche Anzahl der verw盲sserten Aktien erh枚hte sich auf 515 Mio. Das Management nennt die Entwicklung von Neutron, die Startfrequenz und die Kostenkontrolle als zentrale Schwerpunktbereiche.
Positive
- Revenue up 36% YoY, highlighting strong demand across both Launch Services and Space Systems.
- Gross margin expanded to 32.1%, a 650 bp improvement year over year.
- Liquidity bolstered to $749 m after a $397 m ATM offering, providing runway for Neutron and capex.
- Backlog of $995 m offers visibility, with 58% convertible within 12 months.
Negative
- Net loss widened to $66.4 m and operating loss to $59.6 m despite higher revenue.
- Operating cash burn of $77 m in H1 vs $16 m prior year indicates rising cash needs.
- Share dilution from 15 m ATM shares, 51 m preferred exchange and 195 m potential convert shares.
- R&D and SG&A up 46% YoY, outpacing revenue growth and delaying profitability.
Insights
TL;DR: Strong top-line growth and cash raise offset by widening losses and dilution鈥攐verall neutral.
Revenue and gross margin trends are encouraging, suggesting demand for both Space Systems components and Electron launches remains robust. The almost $500 m equity raise plus $564 m cash on hand secures funding for Neutron and caps near-term solvency risk. However, R&D and SG&A outpaced sales, and operating cash burn quadrupled YoY. The large ATM issuance, preferred exchange and potential 195 m share dilution from the 2029 converts materially increase the fully diluted share base. Investors must weigh revenue momentum and backlog visibility against execution risk on Neutron and the path to profitability.
TL;DR: Commercial demand solid but profitability still distant; cash runway now ample.
Electron lift rate and point-in-time revenue recognition drove Launch Services up 59% YoY, while recurring Space Systems work underpins over-time revenue. A $1 bn backlog underscores competitive positioning, yet R&D spend (45% of sales) shows Neutron and spacecraft platform development remain costly. Contract liabilities and customer financing suggest healthy pre-payments but also execution obligations. Convertible notes trade well above par, signaling market optimism, yet potential dilution is significant. Overall fundamentals are mixed: strategic growth prospects intact, financial profile loss-making.
Rocket Lab (RKLB) ha registrato nel Q2 FY25 ricavi per 144,5 milioni di dollari, in crescita del 36% su base annua, trainati da un aumento del 34% nei Sistemi Spaziali e del 59% nei Servizi di Lancio. Il profitto lordo 猫 salito del 71% a 46,4 milioni di dollari, portando il margine lordo al 32,1% (rispetto al 25,6%). L鈥檃umento delle spese in R&S (+66%) e SG&A (+31%) ha fatto crescere la perdita operativa a 59,6 milioni di dollari e la perdita netta a 66,4 milioni (-0,13 dollari per azione rispetto a -0,08).
La liquidit脿 si 猫 rafforzata significativamente. La liquidit脿 disponibile e equivalenti di cassa sono pi霉 che raddoppiati rispetto alla fine dell鈥檃nno, raggiungendo 564 milioni di dollari; la liquidit脿 totale (cassa + titoli) ha raggiunto 749 milioni, sostenuta da 397 milioni di dollari di proventi lordi da un programma di equity at-the-market e da un prelievo di 25 milioni di un prestito a termine. Il patrimonio netto degli azionisti 猫 salito a 688 milioni nonostante le perdite continue, grazie allo scambio di azioni ordinarie con azioni privilegiate e al nuovo capitale. Le obbligazioni convertibili restano a un valore nominale di 355 milioni, mentre le passivit脿 contrattuali sono aumentate a 223 milioni, riflettendo consistenti pagamenti anticipati.
Il momentum operativo continua. I ricavi a sei mesi sono pari a 267 milioni (+34%), con un backlog di 995 milioni鈥攊l 58% previsto per la conversione entro un anno. La composizione dei segmenti sta cambiando: i Sistemi Spaziali ora contribuiscono per il 68% dei ricavi, anche se i margini dei Servizi di Lancio sono migliorati. Il burn rate operativo di cassa si 猫 ampliato a 77 milioni, mentre il numero medio di azioni diluite 猫 salito a 515 milioni. La direzione indica lo sviluppo di Neutron, il ritmo dei lanci e il controllo dei costi come aree chiave di attenzione.
Rocket Lab (RKLB) report贸 ingresos en el Q2 FY25 de 144,5 millones de d贸lares, un aumento del 36% interanual, impulsado por un crecimiento del 34% en Sistemas Espaciales y del 59% en Servicios de Lanzamiento. La ganancia bruta aument贸 un 71% hasta 46,4 millones, elevando el margen bruto al 32,1% (frente al 25,6%). Los mayores gastos en I+D (+66%) y SG&A (+31%) llevaron la p茅rdida operativa a 59,6 millones y la p茅rdida neta a 66,4 millones (-0,13 d贸lares por acci贸n frente a -0,08).
La liquidez se fortaleci贸 significativamente. El efectivo y equivalentes de efectivo m谩s que se duplicaron desde fin de a帽o hasta 564 millones; la liquidez total (efectivo + valores) alcanz贸 749 millones, impulsada por 397 millones de ingresos brutos de un programa de acciones at-the-market y un pr茅stamo a plazo de 25 millones. El patrimonio de los accionistas aument贸 a 688 millones a pesar de las p茅rdidas continuas, ayudado por el intercambio de acciones comunes por preferentes y nuevo capital. Los bonos convertibles permanecen en 355 millones de valor nominal, mientras que los pasivos por contratos aumentaron a 223 millones, reflejando pagos anticipados considerables.
El impulso operativo contin煤a. Los ingresos a seis meses son de 267 millones (+34%), con una cartera de pedidos de 995 millones鈥攅l 58% se espera convertir en un a帽o. La mezcla de segmentos est谩 cambiando: Sistemas Espaciales ahora contribuye con el 68% de los ingresos, aunque los m谩rgenes de Servicios de Lanzamiento mejoraron. El consumo operativo de efectivo aument贸 a 77 millones, y el n煤mero promedio de acciones diluidas creci贸 a 515 millones. La gerencia destaca el desarrollo de Neutron, la cadencia de lanzamientos y el control de costos como 谩reas clave de enfoque.
搿滌紦霝�(RKLB)鞚� 2025 須岅硠鞐半弰 2攵勱赴 毵れ稖鞚� 鞝勲厔 雽�牍� 36% 歃濌皜頃� 1鞏� 4,450毵� 雼煬毳� 旮半頄堨溂氅�, 鞚措姅 鞖办＜ 鞁滌姢韰� 攵�氍胳澊 34%, 氚滌偓 靹滊箘鞀� 攵�氍胳澊 59% 靹膘灔頃� 瓴瓣臣鞛呺媹雼�. 齑濎澊鞚奠潃 71% 歃濌皜頃� 4,640毵� 雼煬搿�, 齑濎澊鞚惦鞚� 25.6%鞐愳劀 32.1%搿� 靸侅姽頄堨姷雼堧嫟. 鞐瓣惮臧滊皽牍�(R&D)鞕� 韺愲Г甏�毽箘(SG&A)臧� 臧侁皝 66%, 31% 歃濌皜頃橂┐靹� 鞓侅梾靻愳嫟鞚� 5,960毵� 雼煬, 靾滌啇鞁れ潃 6,640毵� 雼煬(-欤茧嫻 0.13雼煬, 鞚挫爠 -0.08雼煬)搿� 頇曤寑霅橃棃鞀惦媹雼�.
鞙犽彊靹彪弰 韥矊 臧曧檾霅橃棃鞀惦媹雼�. 順勱笀 氚� 順勱笀靹� 鞛愳偘鞚� 鞐半 雽�牍� 霊� 氚� 鞚挫儊 歃濌皜頃橃棳 5鞏� 6,400毵� 雼煬鞐� 雼枅鞙茧┌, 順勱笀瓿� 歃濌秾鞚� 頃╉暅 齑� 鞙犽彊靹膘潃 7鞏� 4,900毵� 雼煬鞐� 霃勲嫭頄堨姷雼堧嫟. 鞚措姅 鞁滌灔鞐愳劀 欤检嫕鞚� 氚滍枆頃� 頇曤炒頃� 3鞏� 9,700毵� 雼煬鞕� 2,500毵� 雼煬鞚� 鞛リ赴 雽�於� 鞚胳稖 雿曤秳鞛呺媹雼�. 欤检＜歆�攵勳潃 歆�靻嶌爜鞚� 靻愳嫟鞐愲弰 攵堦惮頃橁碃 氤错喌欤茧ゼ 鞖办劆欤茧 甑愴櫂頃橁碃 鞁犼窚 鞛愲掣 鞙犾瀰鞙茧 6鞏� 8,800毵� 雼煬搿� 歃濌皜頄堨姷雼堧嫟. 鞝勴櫂靷眲電� 3鞏� 5,500毵� 雼煬 鞎‰┐臧�毳� 鞙犾頃橁碃 鞛堨溂氅�, 瓿勳暯攵�毂勲姅 靹犼笁旮� 歃濌皜搿� 2鞏� 2,300毵� 雼煬搿� 電橃柎雮姷雼堧嫟.
鞖挫榿 氇韰�鞚� 瓿勳啀霅橁碃 鞛堨姷雼堧嫟. 6臧滌洈 毵れ稖鞚� 2鞏� 6,700毵� 雼煬(+34%)鞚措┌, 靾橃＜ 鞛旉碃電� 9鞏� 9,500毵� 雼煬搿� 鞚� 欷� 58%臧� 1雲� 鞚措偞鞐� 毵れ稖搿� 鞝勴櫂霅� 瓴冹溂搿� 鞓堨儊霅╇媹雼�. 靹戈犯毹柬姼 甑劚霃� 氤�頇� 欷戩澊氅�, 鞖办＜ 鞁滌姢韰� 攵�氍胳澊 毵れ稖鞚� 68%毳� 彀頃橂姅 氚橂┐, 氚滌偓 靹滊箘鞀� 攵�氍胳潣 毵堨霃� 臧滌劆霅橃棃鞀惦媹雼�. 鞓侅梾 順勱笀 靻岇鞚� 7,700毵� 雼煬搿� 頇曤寑霅橃棃瓿�, 頋劃 欤检嫕靾橂姅 韽夑窢 5鞏� 1,500毵� 欤茧 歃濌皜頄堨姷雼堧嫟. 瓴届榿歆勳潃 Neutron 臧滊皽, 氚滌偓 欤缄赴, 牍勳毄 甏�毽棎 欷戩爯鞚� 霊愱碃 鞛堧嫟瓿� 氚濏様鞀惦媹雼�.
Rocket Lab (RKLB) a enregistr茅 un chiffre d'affaires de 144,5 millions de dollars au T2 de l'exercice 2025, en hausse de 36 % sur un an, port茅 par une croissance de 34 % des Syst猫mes Spatiaux et de 59 % des Services de Lancement. Le b茅n茅fice brut a augment茅 de 71 % pour atteindre 46,4 millions de dollars, portant la marge brute 脿 32,1 % (contre 25,6 %). Une hausse des d茅penses en R&D (+66 %) et SG&A (+31 %) a entra卯n茅 une perte d'exploitation de 59,6 millions de dollars et une perte nette de 66,4 millions (-0,13 $ par action contre -0,08 $).
La liquidit茅 s'est nettement renforc茅e. Les liquidit茅s et 茅quivalents de tr茅sorerie ont plus que doubl茅 depuis la fin de l'ann茅e pour atteindre 564 millions de dollars ; la liquidit茅 totale (tr茅sorerie + titres) a atteint 749 millions, soutenue par 397 millions de produits bruts issus d'un programme d'actions at-the-market et un tirage de pr锚t 脿 terme de 25 millions. Les capitaux propres des actionnaires ont augment茅 脿 688 millions malgr茅 les pertes continues, aid茅s par l'茅change d'actions ordinaires contre des actions privil茅gi茅es et l'apport de nouveau capital. Les billets convertibles restent 脿 une valeur nominale de 355 millions, tandis que les passifs contractuels ont augment茅 脿 223 millions, refl茅tant d'importants paiements anticip茅s.
La dynamique op茅rationnelle se poursuit. Le chiffre d'affaires sur six mois s'茅l猫ve 脿 267 millions (+34 %), avec un carnet de commandes de 995 millions鈥�58 % devraient 锚tre convertis dans l'ann茅e. La r茅partition par segment 茅volue : les Syst猫mes Spatiaux contribuent d茅sormais 脿 68 % du chiffre d'affaires, bien que les marges des Services de Lancement se soient am茅lior茅es. La consommation de tr茅sorerie op茅rationnelle s'est accrue 脿 77 millions, et le nombre moyen d'actions dilu茅es a augment茅 脿 515 millions. La direction cite le d茅veloppement de Neutron, le rythme des lancements et le contr么le des co没ts comme axes prioritaires.
Rocket Lab (RKLB) meldete f眉r das 2. Quartal des Gesch盲ftsjahres 2025 einen Umsatz von 144,5 Mio. USD, ein Plus von 36 % im Jahresvergleich, getragen von einem Wachstum von 34 % im Bereich Raumfahrtsysteme und 59 % im Bereich Startdienste. Der Bruttogewinn stieg um 71 % auf 46,4 Mio. USD, wodurch die Bruttomarge auf 32,1 % (vorher 25,6 %) anstieg. H枚here F&E-Kosten (+66 %) und Vertriebs- und Verwaltungskosten (+31 %) f眉hrten zu einem operativen Verlust von 59,6 Mio. USD und einem Nettoverlust von 66,4 Mio. USD (-0,13 USD je Aktie gegen眉ber -0,08 USD).
Die Liquidit盲t hat sich deutlich verbessert. Zahlungsmittel und Zahlungsmittel盲quivalente haben sich seit Jahresende mehr als verdoppelt und betragen nun 564 Mio. USD; die gesamte Liquidit盲t (Barmittel + Wertpapiere) erreichte 749 Mio. USD, gest眉tzt durch 397 Mio. USD Bruttoerl枚se aus einem At-the-Market-Aktienprogramm und eine 25 Mio. USD Kreditaufnahme. Das Eigenkapital der Aktion盲re stieg trotz anhaltender Verluste auf 688 Mio. USD, unterst眉tzt durch den Umtausch von Stammaktien in Vorzugsaktien und neues Kapital. Wandelanleihen bleiben mit einem Nennwert von 355 Mio. USD konstant, w盲hrend die Vertragsverbindlichkeiten auf 223 Mio. USD anstiegen, was auf erhebliche Anzahlungen hinweist.
Der operative Schwung h盲lt an. Der Umsatz in sechs Monaten betr盲gt 267 Mio. USD (+34 %), mit einem Auftragsbestand von 995 Mio. USD 鈥� 58 % davon sollen innerhalb eines Jahres umgesetzt werden. Die Segmentstruktur ver盲ndert sich: Raumfahrtsysteme tragen jetzt 68 % zum Umsatz bei, w盲hrend die Margen im Bereich Startdienste verbessert wurden. Der operative Cash-Burn stieg auf 77 Mio. USD, und die durchschnittliche Anzahl der verw盲sserten Aktien erh枚hte sich auf 515 Mio. Das Management nennt die Entwicklung von Neutron, die Startfrequenz und die Kostenkontrolle als zentrale Schwerpunktbereiche.
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
_________________________________________________________
FORM 10-Q
_________________________________________________________
(Mark One)
For the quarterly period ended June 30, 2025
OR
For the transition period from___________to
Commission File Number: 001-39560
_________________________________________________________
ROCKET LAB CORPORATION
(Exact Name of Registrant as Specified in its Charter)
_________________________________________________________
| (State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) | ||||
| (Address of principal executive offices) | (Zip Code) | ||||
Registrant’s telephone number, including area code: (714 ) 465-5737
_________________________________________________________
Securities registered or to be registered pursuant to Section 12(b) of the Act.
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||||||||
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 x No o
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 x No o
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
| x | Accelerated filer | o | ||||||||||||
| Non-accelerated filer | o | Smaller reporting company | ||||||||||||
| Emerging growth company | ||||||||||||||
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes o No x
As of August 4, 2025, the registrant had 479,355,713 shares of common stock, $0.0001 par value per share, outstanding.
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CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS
Certain statements in this Quarterly Report on Form 10-Q may constitute “forward-looking statements” for purposes of the federal securities laws. The information included in this Quarterly Report on Form 10-Q has been provided by us and our management, and such forward-looking statements include statements relating to the expectations, hopes, beliefs, intentions or strategies regarding the future of Rocket Lab Corporation (the “Company”) and its management team. In addition, any statements that refer to projections, forecasts or other characterizations of future events or circumstances, including any underlying assumptions, are forward-looking statements. The words “anticipate,” “believe,” “could,” “expect,” “intends,” “may,” “might,” “plan,” “potential,” “predict,” “project,” “should,” “will,” “would” and similar expressions may identify forward-looking statements, but the absence of these words does not mean that a statement is not forward-looking. The forward-looking statements contained in this Quarterly Report on Form 10-Q are based on current expectations and beliefs concerning future developments and their potential effects on Rocket Lab. There can be no assurance that future developments affecting us will be those that we have anticipated. These forward-looking statements involve a number of risks, uncertainties (some of which are beyond our control) or other assumptions that may cause actual results or performance to be materially different from those expressed or implied by these forward-looking statements. These risks and uncertainties include, but are not limited to, those factors described below and under the heading “Risk Factors.”
•Our ability to effectively manage future growth and achieve operational efficiencies;
•any inability of us to operate our Electron Launch Vehicle (“Electron”) at its anticipated launch rate, including due to any government action related to launch failure and our ability to operate, could adversely impact our business, financial condition and results of operations;
•our inability to develop our Neutron Launch Vehicle (“Neutron”) or significant delays in developing Neutron could adversely impact our business, financial condition and results of operations;
•our inability to utilize our launch pads at our private launch complex in Mahia, New Zealand or at NASA’s Wallops Flight Facility, at Wallops Island, Virginia with sufficient frequency to support our launch cadence and future related revenue growth expectations;
•our spacecraft, space systems or space system components failing to operate as intended could have a material adverse effect on our business, financial condition and results of operations;
•changes in the competitive and highly regulated industries in which we operate, variations in operating performance across competitors, changes in laws and regulations affecting our business and changes in our capital structure;
•changes in governmental policies, priorities, regulations, mandates or funding for programs in which we or our customers participate, which could negatively impact our business;
•changes in trade policies, including tariffs;
•loss of, or default by, one or more of our key customers or inability of customers to fund contractual commitments, which could result in a decline in future revenues, cancellation of contracted launches or space systems orders or termination or default of existing agreements;
•the inability to comply with, and costs associated with complying, any applicable regulations, and specifically, United States (“U.S.”) government contract regulations, which could result in loss of contract opportunities, contract modifications or termination, assessment of penalties and fines, and suspension or debarment from U.S. government contracting or subcontracting;
•success in retaining or recruiting, or changes required in, officers, key employees or directors, and our ability to attract and retain key personnel, including Sir Peter Beck, our President, Chief Executive Officer and Chairman;
•defects in or failure of our products to operate in the expected manner, including any launch failure, which could result in a loss of revenue, impact our business, prospects and profitability, increase our insurance rates and damage our reputation and ability to obtain future customers;
•inability or failure to protect intellectual property;
•disruptions in the supply of key raw materials or components used to produce our products or increases in prices of raw materials;
•the ability to implement our business plans, forecasts and other expectations, including the integration of recently acquired businesses, and to identify and realize additional opportunities;
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•the diversion of management’s attention and consumption of resources as a result of acquisitions of other companies and success in integrating and otherwise achieving the benefits of recent and potential acquisitions;
•our inability to effectively integrate or benefit from recently purchased assets or businesses;
•global inflation and interest rates;
•impacts of the wars in Ukraine, Israel, Iran or other global conflicts;
•fluctuations in foreign exchange rates;
•the risk of downturns in government and commercial launch services and spacecraft industries;
•our ability to anticipate changes in the markets for rocket launch services, mission services, spacecraft and spacecraft components;
•the inability or failure to comply with contractual requirements or covenants;
•failure to maintain adequate operational and financial resources or raise additional capital or generate sufficient cash flows;
•any significant disruption in or unauthorized access to our computer systems or those of third parties that we utilize in our operations, including those relating to cybersecurity or arising from cyber-attacks; and
•other factors detailed under the section of this Quarterly Report on Form 10-Q entitled “Risk Factors.”
Should one or more of these risks or uncertainties materialize, or should any of our assumptions prove incorrect, actual results may vary in material respects from those projected in these forward-looking statements. Some of these risks and uncertainties may in the future be amplified by a global crises and/or any response to such a crisis and there may be additional risks that we consider immaterial or which are unknown. It is not possible to predict or identify all such risks. We do not undertake any obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required under applicable securities laws.
You should read this Quarterly Report on Form 10-Q and the documents that we reference in this Quarterly Report on Form 10-Q and have filed with the Securities and Exchange Commission (the “SEC”) as exhibits to this Quarterly Report on Form 10-Q with the understanding that our actual future results, levels of activity, performance and events and circumstances may be materially different from what we expect. All forward-looking statements are qualified in their entirety by this cautionary statement.
You should also note that we may announce material business and financial information to our investors using our website (including at https://investors.rocketlabcorp.com), filings with the SEC, webcasts, press releases, and conference calls. We use these mediums, as well as our official corporate accounts on social media outlets such as X (formerly Twitter), Facebook, LinkedIn, Instagram, Bluesky and YouTube, to broadcast our launches and other significant events, and to communicate with the public about our company, our products, and other matters. It is possible that the information that we make available may be deemed to be material information. We therefore encourage investors and others interested in our company to review the information that we make available on our website and through our other official social media channels. The information contained on, or that can be accessed through, our website or our social media channels is not a part of this Quarterly Report on Form 10-Q.
Unless the context requires otherwise, references in this Quarterly Report to “Rocket Lab,” “Company,” “we,” “us” and “our” refer to Rocket Lab Corporation and our subsidiaries.
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ROCKET LAB CORPORATION AND SUBSIDIARIES
FORM 10-Q
June 30, 2025
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| Page | ||||||||
PART I. | FINANCIAL INFORMATION | 5 | ||||||
Item 1. | Condensed Consolidated Financial Statements | 5 | ||||||
Condensed Consolidated Balance Sheets as of June 30, 2025 (unaudited) and December 31, 2024 | 5 | |||||||
Condensed Consolidated Statements of Operations and Comprehensive Loss (Unaudited) for the Three and Six Months Ended June 30, 2025 and 2024 | 6 | |||||||
Condensed Consolidated Statements of Changes in Stockholders’ Equity (Unaudited) for the Three and Six Months Ended June 30, 2025 and 2024 | 7 | |||||||
Condensed Consolidated Statements of Cash Flows (Unaudited) for the Six Months Ended June 30, 2025 and 2024 | 8 | |||||||
Notes to Condensed Consolidated Financial Statements (Unaudited) | 9 | |||||||
Item 2. | Management’s Discussion and Analysis of Financial Condition and Results of Operations | 25 | ||||||
Item 3. | Quantitative and Qualitative Disclosures About Market Risk | 36 | ||||||
Item 4. | Controls and Procedures | 36 | ||||||
PART II. | OTHER INFORMATION | 37 | ||||||
Item 1. | Legal Proceedings | 37 | ||||||
Item 1A. | Risk Factors | 37 | ||||||
Item 2. | Unregistered Sales of Equity Securities | 37 | ||||||
Item 3. | Defaults Upon Senior Securities | 37 | ||||||
Item 4. | Mine Safety Disclosures | 37 | ||||||
Item 5. | Other Information | 37 | ||||||
Item 6. | Exhibits | 38 | ||||||
Signatures | 39 | |||||||
4
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PART I. FINANCIAL INFORMATION
ITEM 1. CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
ROCKET LAB CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
AS OF JUNE 30, 2025 AND DECEMBER 31, 2024
(unaudited; in thousands, except share and per share values)
| June 30, 2025 (unaudited) | December 31, 2024 | ||||||||||
| Assets | |||||||||||
| Current assets: | |||||||||||
| Cash and cash equivalents | $ | $ | |||||||||
| Marketable securities, current | |||||||||||
| Accounts receivable, net | |||||||||||
| Contract assets | |||||||||||
| Inventories | |||||||||||
| Prepaids and other current assets | |||||||||||
| Total current assets | |||||||||||
| Non-current assets: | |||||||||||
| Property, plant and equipment, net | |||||||||||
| Intangible assets, net | |||||||||||
| Goodwill | |||||||||||
| Right-of-use assets - operating leases | |||||||||||
| Right-of-use assets - finance leases | |||||||||||
| Marketable securities, non-current | |||||||||||
| Restricted cash | |||||||||||
| Deferred income tax assets, net | |||||||||||
| Other non-current assets | |||||||||||
| Total assets | $ | $ | |||||||||
| Liabilities and Stockholders’ Equity | |||||||||||
| Current liabilities: | |||||||||||
| Trade payables | $ | $ | |||||||||
| Accrued expenses | |||||||||||
| Employee benefits payable | |||||||||||
| Contract liabilities | |||||||||||
| Current installments of long-term borrowings | |||||||||||
| Other current liabilities | |||||||||||
| Total current liabilities | |||||||||||
| Non-current liabilities: | |||||||||||
| Convertible senior notes, net | |||||||||||
| Long-term borrowings, net, excluding current installments | |||||||||||
| Non-current operating lease liabilities | |||||||||||
| Non-current finance lease liabilities | |||||||||||
| Deferred tax liabilities | |||||||||||
| Other non-current liabilities | |||||||||||
| Total liabilities | |||||||||||
| COMMITMENTS AND CONTINGENCIES (Note 14) | |||||||||||
| Stockholders’ equity: | |||||||||||
Preferred stock, $ | |||||||||||
Common stock, $ | |||||||||||
Treasury stock, at cost; shares: | |||||||||||
| Additional paid-in capital | |||||||||||
| Accumulated deficit | ( | ( | |||||||||
| Accumulated other comprehensive income (loss) | ( | ||||||||||
| Total stockholders’ equity | |||||||||||
| Total liabilities and stockholders’ equity | $ | $ | |||||||||
The accompanying notes are an integral part of these condensed consolidated financial statements.
5
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ROCKET LAB CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS
FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 2025 AND 2024
(unaudited; in thousands, except share and per share data)
| Three Months Ended June 30, | Six Months Ended June 30, | ||||||||||||||||||||||
| 2025 | 2024 | 2025 | 2024 | ||||||||||||||||||||
| Revenues: | |||||||||||||||||||||||
| Product revenues | $ | $ | $ | $ | |||||||||||||||||||
| Service revenues | |||||||||||||||||||||||
| Total revenues | |||||||||||||||||||||||
| Cost of revenues: | |||||||||||||||||||||||
| Cost of product revenues | |||||||||||||||||||||||
| Cost of service revenues | |||||||||||||||||||||||
| Total cost of revenues | |||||||||||||||||||||||
| Gross profit | |||||||||||||||||||||||
| Operating expenses: | |||||||||||||||||||||||
| Research and development, net | |||||||||||||||||||||||
| Selling, general and administrative | |||||||||||||||||||||||
| Total operating expenses | |||||||||||||||||||||||
| Operating loss | ( | ( | ( | ( | |||||||||||||||||||
| Other income (expense): | |||||||||||||||||||||||
| Interest expense, net | ( | ( | ( | ( | |||||||||||||||||||
| (Loss) gain on foreign exchange | ( | ( | ( | ||||||||||||||||||||
| Other (expense) income, net | ( | ( | |||||||||||||||||||||
| Total other (expense) income, net | ( | ( | ( | ||||||||||||||||||||
| Loss before income taxes | ( | ( | ( | ( | |||||||||||||||||||
| (Provision) benefit for income taxes | ( | ( | |||||||||||||||||||||
| Net loss | $ | ( | $ | ( | $ | ( | $ | ( | |||||||||||||||
| Other comprehensive loss, net of tax: | |||||||||||||||||||||||
| Foreign currency translation gain (loss) | ( | ||||||||||||||||||||||
| Unrealized (loss) gain on available-for-sale marketable securities | ( | ( | |||||||||||||||||||||
| Comprehensive loss | $ | ( | $ | ( | $ | ( | $ | ( | |||||||||||||||
| Net loss per share attributable to Rocket Lab Corporation: | |||||||||||||||||||||||
| Basic and diluted | $ | ( | $ | ( | $ | ( | $ | ( | |||||||||||||||
| Weighted-average common shares outstanding: | |||||||||||||||||||||||
| Basic and diluted | |||||||||||||||||||||||
The accompanying notes are an integral part of these condensed consolidated financial statements.
6
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ROCKET LAB CORPORATION, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY
FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 2025 AND 2024
(unaudited; in thousands, except share and per share data)
| Preferred Stock | Common Stock | Treasury Stock | Additional Paid-In Capital | Accumulated Deficit | Accumulated Other Comprehensive Income (Loss) | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Shares | Amount | Shares | Amount | Shares | Amount | Total | |||||||||||||||||||||||||||||||||||||||||||||||||||||
| December 31, 2024 | $ | $ | $ | $ | $ | ( | $ | ( | $ | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Net loss | — | — | — | — | — | — | — | ( | — | ( | |||||||||||||||||||||||||||||||||||||||||||||||||
| Issuance of common stock under equity plans | — | — | — | — | — | — | — | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Stock-based compensation | — | — | — | — | — | — | — | — | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Issuance of common stock under ATM Equity Offering, net of issuance costs | — | — | — | — | — | — | |||||||||||||||||||||||||||||||||||||||||||||||||||||
| Preferred Stock Exchange | — | ( | ( | — | — | — | — | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Other comprehensive income | — | — | — | — | — | — | — | — | |||||||||||||||||||||||||||||||||||||||||||||||||||
| March 31, 2025 | ( | ( | ( | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Net loss | — | — | — | — | — | — | — | ( | — | ( | |||||||||||||||||||||||||||||||||||||||||||||||||
| Issuance of common stock under equity plans | — | — | — | — | — | — | |||||||||||||||||||||||||||||||||||||||||||||||||||||
| Stock-based compensation | — | — | — | — | — | — | — | — | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Issuance of common stock under ATM Equity Offering, net of issuance costs | — | — | — | — | — | — | |||||||||||||||||||||||||||||||||||||||||||||||||||||
| Preferred Stock conversion | ( | — | — | — | — | — | — | — | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Other comprehensive income | — | — | — | — | — | — | — | — | |||||||||||||||||||||||||||||||||||||||||||||||||||
| June 30, 2025 | $ | $ | ( | $ | $ | $ | ( | $ | $ | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Preferred Stock | Common Stock | Treasury Stock | Additional Paid-In Capital | Accumulated Deficit | Accumulated Other Comprehensive Income (Loss) | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Shares | Amount | Shares | Amount | Shares | Amount | Total | |||||||||||||||||||||||||||||||||||||||||||||||||||||
| December 31, 2023 | $ | $ | $ | $ | $ | ( | $ | $ | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Net loss | — | — | — | — | — | — | — | ( | — | ( | |||||||||||||||||||||||||||||||||||||||||||||||||
| Issuance of common stock under equity plans | — | — | — | — | — | — | — | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Stock-based compensation | — | — | — | — | — | — | — | — | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Purchase of capped calls | — | — | — | — | — | — | ( | — | — | ( | |||||||||||||||||||||||||||||||||||||||||||||||||
| Other comprehensive loss | — | — | — | — | — | — | — | — | ( | ( | |||||||||||||||||||||||||||||||||||||||||||||||||
| March 31, 2024 | ( | ( | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Net loss | — | — | — | — | — | — | — | ( | — | ( | |||||||||||||||||||||||||||||||||||||||||||||||||
| Issuance of common stock under equity plans | — | — | — | — | — | — | |||||||||||||||||||||||||||||||||||||||||||||||||||||
| Stock-based compensation | — | — | — | — | — | — | — | — | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Issuance of common stock for acquisition | — | — | — | — | — | — | — | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Other comprehensive income | — | — | — | — | — | — | — | — | |||||||||||||||||||||||||||||||||||||||||||||||||||
| June 30, 2024 | $ | $ | $ | $ | $ | ( | $ | ( | $ | ||||||||||||||||||||||||||||||||||||||||||||||||||
The accompanying notes are an integral part of these condensed consolidated financial statements.
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ROCKET LAB CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE SIX MONTHS ENDED JUNE 30, 2025 AND 2024
(unaudited; in thousands)
| For the Six Months Ended June 30, | |||||||||||
| 2025 | 2024 | ||||||||||
| CASH FLOWS FROM OPERATING ACTIVITIES: | |||||||||||
| Net loss | $ | ( | $ | ( | |||||||
| Adjustments to reconcile net loss to net cash used in operating activities: | |||||||||||
| Depreciation and amortization | |||||||||||
| Stock-based compensation expense | |||||||||||
| Loss (gain) on disposal of assets | ( | ||||||||||
| Loss on extinguishment of long-term debt | |||||||||||
| Amortization of debt issuance costs and discount | |||||||||||
| Noncash lease expense | |||||||||||
| Change in the fair value of contingent consideration | ( | ||||||||||
| Accretion of marketable securities purchased at a discount | ( | ( | |||||||||
| Deferred income taxes | |||||||||||
| Changes in operating assets and liabilities: | |||||||||||
| Accounts receivable, net | ( | ( | |||||||||
| Contract assets | ( | ||||||||||
| Inventories | ( | ||||||||||
| Prepaids and other current assets | ( | ( | |||||||||
| Other non-current assets | ( | ||||||||||
| Trade payables | ( | ||||||||||
| Accrued expenses | |||||||||||
| Employee benefits payables | ( | ||||||||||
| Contract liabilities | |||||||||||
| Other current liabilities | |||||||||||
| Non-current lease liabilities | ( | ( | |||||||||
| Other non-current liabilities | |||||||||||
| Net cash used in operating activities | ( | ( | |||||||||
| CASH FLOWS FROM INVESTING ACTIVITIES: | |||||||||||
| Purchases of property, equipment and software | ( | ( | |||||||||
| Proceeds on disposal of assets, net | |||||||||||
| Purchases of marketable securities | ( | ( | |||||||||
| Maturities of marketable securities | |||||||||||
| Sale of marketable securities | |||||||||||
| Net cash used in investing activities | ( | ( | |||||||||
| CASH FLOWS FROM FINANCING ACTIVITIES: | |||||||||||
| Proceeds from ATM Equity Offering | |||||||||||
| Issuance costs related to ATM Equity Offering | ( | ||||||||||
| Proceeds from the exercise of stock options | |||||||||||
| Proceeds from Employee Stock Purchase Plan | |||||||||||
| Proceeds from sale of employees restricted stock units to cover taxes | |||||||||||
| Minimum tax withholding paid on behalf of employees for restricted stock units | ( | ( | |||||||||
| Purchase of capped calls related to issuance of convertible senior notes | ( | ||||||||||
| Proceeds from issuance of convertible senior notes | |||||||||||
| Proceeds from secured term loan | |||||||||||
| Repayments on secured term loan | ( | ( | |||||||||
| Payment of debt issuance costs | ( | ( | |||||||||
| Finance lease principal payments | ( | ( | |||||||||
| Net cash provided by financing activities | |||||||||||
| Effect of exchange rate changes on cash and cash equivalents | ( | ||||||||||
| Net increase in cash and cash equivalents and restricted cash | |||||||||||
| Cash and cash equivalents, and restricted cash, beginning of period | |||||||||||
| Cash and cash equivalents, and restricted cash, end of period | $ | $ | |||||||||
| SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION: | |||||||||||
| Cash paid for interest | $ | $ | |||||||||
| Cash paid for income taxes | |||||||||||
| SUPPLEMENTAL DISCLOSURE OF NONCASH INVESTING AND FINANCING ACTIVITIES: | |||||||||||
| Unpaid purchases of property, equipment and software | |||||||||||
| Right-of-use assets obtained in exchange for new operating lease liabilities | |||||||||||
| Issuance of common stock for payment of accrued bonus | |||||||||||
| Accrued issuance costs in connection with ATM Equity Offering | |||||||||||
| Common stock issued in acquisition, at fair value | |||||||||||
The accompanying notes are an integral part of these condensed consolidated financial statements.
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ROCKET LAB CORPORATION AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
AS OF JUNE 30, 2025 AND DECEMBER 31, 2024 AND FOR THE
THREE AND SIX MONTHS ENDED JUNE 30, 2025 AND 2024
(unaudited; in thousands, except share and per share data)
1.DESCRIPTION OF THE BUSINESS
Rocket Lab Corporation (“Rocket Lab” and, together with its consolidated subsidiaries, the “Company,” “we,” “us” or “our”) is an end-to-end space company with an established track record of mission success headquartered in Long Beach, California and is the parent company for several wholly owned operating subsidiaries located in the United States, New Zealand, Canada and Australia. We deliver reliable launch services, spacecraft design services, spacecraft components, spacecraft manufacturing and other spacecraft and on-orbit management solutions that make it faster, easier and more affordable to access space. We operate one of the only private orbital launch ranges in the world, located in Mahia, New Zealand, enabling a unique degree of operational flexibility and control of customer launch manifests and mission assurance. While our business has historically been centered on the development of small-class launch vehicles and related sale of launch services, we are currently innovating in the areas of medium-class launch vehicles and launch services, space systems design and manufacturing, on-orbit management solutions, and space data applications.
Merger and Consummation of Holding Company Reorganization
2.SIGNIFICANT ACCOUNTING POLICIES
Principals of Consolidation and Basis of Presentation
Use of Estimates
The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting period.
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Other Significant Accounting Policies
There have been no significant changes to the Company’s significant accounting policies during the six months ended June 30, 2025, except for an update of an accounting policy with respect to Revenue Recognition. Refer to Note 2 - Significant Accounting Policies disclosed in the “Notes to Consolidated Financial Statements” in the Company’s Form 10-K for the year ended December 31, 2024, as filed with the SEC on February 27, 2025, as amended by Form 10-K/A filed with the SEC on April 30, 2025.
Revenue Recognition
Generally, launch services revenue is recognized at a point-in-time when control transfers upon intentional ignition of the launch or where successful delivery milestones are applicable, such as upon delivery of the spacecraft to the specified orbit. However, launch services revenue is recognized over-time when it is determined that there is no alternative use for a launch vehicle, due to significant economic losses to direct the asset for another use or contractual limitations, and the Company has an enforceable right to payment for the services performed to date including a reasonable profit.
For launch service revenue recognized over-time, the Company uses an input method, based on costs incurred relative to total estimated costs at completion, to estimate the percentage of completion. The estimation requires judgment and is subject to many variables including but not limited to actual progress and costs incurred, labor productivity, changes in cost and availability of materials.
Recent Accounting Pronouncements
In December 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures (“ASU 2023-09”), which focuses on the rate reconciliation and income taxes paid. ASU 2023-09 requires a public business entity (“PBE”) to disclose, on an annual basis, a tabular rate reconciliation using both percentages and currency amounts, further disaggregated out into specified categories with certain reconciling items further broken out by nature and jurisdiction to the extent those items exceed a specified threshold. In addition, all entities are required to disclose income taxes paid, net of refunds received, disaggregated by federal, state/local, and foreign jurisdictions, and further by individual jurisdiction if the amount is at least 5% of total income tax payments, net of refunds received. For PBEs, the new standard is effective for annual periods beginning after December 15, 2024, with early adoption permitted. An entity may apply the amendments in ASU 2023-09 prospectively by providing the revised disclosures for the period ending December 31, 2025 and continuing to present the pre-ASU 2023-09 disclosures for the prior periods, or may apply the amendments retrospectively by providing the revised disclosures for all period presented. The Company is currently assessing the potential impact of adopting ASU 2023-09 on its financial statements.
In November 2024, the FASB issued ASU No. 2024-03, Disaggregation of Income Statement Expenses (DISE) (“ASU 2024-03”), which requires disclosures about specific types of expenses included in the expense captions presented on the face of the income statement as well as disclosures about selling expenses. The new guidance is effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027. The amendments in ASU 2024-03 will be applied prospectively with the option for retrospective application and early adoption is permitted. The Company is assessing the potential impact of adopting ASU 2024-03 on its financial statements.
3.REVENUES
The following table provides information about revenue by recognition model during the three and six months ended June 30, 2025 and 2024:
| Three Months Ended June 30, | ||||||||||||||||||||||||||||||||||||||
| 2025 | 2024 | |||||||||||||||||||||||||||||||||||||
| Revenues by recognition model | Launch Services | Space Systems | Total | Launch Services | Space Systems | Total | ||||||||||||||||||||||||||||||||
| Point-in-time | $ | $ | $ | $ | $ | $ | ||||||||||||||||||||||||||||||||
| Over-time | ||||||||||||||||||||||||||||||||||||||
| Total revenue by recognition model | $ | $ | $ | $ | $ | $ | ||||||||||||||||||||||||||||||||
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| Six Months Ended June 30, | ||||||||||||||||||||||||||||||||||||||
| 2025 | 2024 | |||||||||||||||||||||||||||||||||||||
| Revenues by recognition model | Launch Services | Space Systems | Total | Launch Services | Space Systems | Total | ||||||||||||||||||||||||||||||||
| Point-in-time | $ | $ | $ | $ | $ | $ | ||||||||||||||||||||||||||||||||
| Over-time | ||||||||||||||||||||||||||||||||||||||
| Total revenue by recognition model | $ | $ | $ | $ | $ | $ | ||||||||||||||||||||||||||||||||
The timing of revenue recognition, billings, and cash collections results in billed accounts receivable, unbilled receivables (presented within contract assets) and customer advances and deposits (presented within contract liabilities) on the condensed consolidated balance sheets, where applicable. Amounts are generally billed as work progresses in accordance with agreed-upon milestones. These individual contract assets and liabilities are reported in a net position on a contract-by-contract basis on the condensed consolidated balance sheets at the end of each reporting period.
The following table presents the balances related to enforceable contracts as of June 30, 2025 and December 31, 2024:
| June 30, 2025 | December 31, 2024 | ||||||||||
| Contract balances | |||||||||||
| Accounts receivable, net | $ | $ | |||||||||
| Contract assets | |||||||||||
| Contract liabilities | ( | ( | |||||||||
Changes in contract liabilities for the three months ended June 30, 2025 were as follows:
| Contract liabilities, at March 31, 2025 | $ | ||||
| Customer advances received or billed, net | |||||
| Recognition of unearned revenue | ( | ||||
| Contract liabilities, at June 30, 2025 | $ | ||||
Changes in contract liabilities for the six months ended June 30, 2025 were as follows:
| Contract liabilities, at December 31, 2024 | $ | ||||
| Customer advances received or billed, net | |||||
| Recognition of unearned revenue | ( | ||||
| Contract liabilities, at June 30, 2025 | $ | ||||
The revenue recognized from the contract liabilities consisted of the Company satisfying performance obligations during the normal course of business.
The net amount of revenue recognized in the aggregate from changes in the transaction price or estimated costs to complete associated with performance obligations satisfied in prior years during the three and six months ended June 30, 2025 and 2024 was not material. However, during the three months ended June 30, 2025, the Company recorded a downward adjustment to revenue of $6,421 related to an individual contract. This cumulative catch-up adjustment resulted from a change in the estimated costs to complete the contract.
Backlog
The Company’s backlog represents the estimated transaction prices on performance obligations to the Company’s customers for which work remains to be performed. The amount of backlog increases with new contracts or additions to existing contracts and decreases as revenue is recognized on existing contracts. Contracts are included in the amount of backlog when an enforceable agreement has been reached. Remaining backlog totaled $995,410 as of June 30, 2025, of which approximately 58 % is expected to be recognized within 12 months, with the remaining 42 % to be recognized beyond 12 months.
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Concentration of Credit Risk and Significant Customers
As of June 30, 2025, the Company’s customers that accounted for 10% or more of the total accounts receivable, net, were as follows:
| June 30, 2025 | |||||
| Commercial customer | % | ||||
| Dynetics, Inc. | % | ||||
For the six months ended June 30, 2025, the Company’s customer that accounted for 10% or more of the total revenue, was:
| Six Months Ended June 30, 2025 | |||||
| Government customer | % | ||||
Customer Financing
In connection with the signing of two separate multi-launch agreements with commercial customers, the Company entered into subordinated loan and security agreements. The commercial customers may choose to have certain milestone payments financed under the terms of the subordinated loan and security agreements. The receivables will bear no interest until the initial launch dates passes, after which interest will accrue at a fixed rate of 10.8 % or 12.6 %, based on the commercial customer. Principal and interest payments will be made over 12 quarterly payments from the launch date.
As of June 30, 2025 and December 31, 2024, the Company had $8,700 and $4,200 customer financing receivable in prepaids and other currents assets, respectively and $14,704 and $15,567 customer financing receivable in other non-current assets, respectively, on the condensed consolidated balance sheets. Customer financing interest income for the three and six months ended June 30, 2025 was $497 and $877 , respectively. Customer financing interest income for the three and six months ended June 30, 2024 was $229 and $481 , respectively.
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4.CASH AND CASH EQUIVALENTS AND MARKETABLE SECURITIES
Cash and cash equivalents and marketable securities consisted of the following as of June 30, 2025 and December 31, 2024:
| June 30, 2025 | December 31, 2024 | ||||||||||
| Cash and cash equivalents | $ | $ | |||||||||
| Marketable securities, current | |||||||||||
| Marketable securities, non-current | |||||||||||
| Total cash and cash equivalents and marketable securities | $ | $ | |||||||||
As of June 30, 2025, cash equivalents and marketable securities consisted of the following:
| Amortized Cost | Gross Unrealized Gains | Gross Unrealized Losses | Fair Value | Cash Equivalents | Marketable Securities | ||||||||||||||||||||||||||||||
| Money market accounts | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||||
| Certificates of deposit | ( | ||||||||||||||||||||||||||||||||||
| Commercial paper | ( | ||||||||||||||||||||||||||||||||||
| Corporate debt securities | ( | ||||||||||||||||||||||||||||||||||
| Yankee bonds | ( | ||||||||||||||||||||||||||||||||||
| U.S. Treasury securities | ( | ||||||||||||||||||||||||||||||||||
| Mortgage- and asset-backed securities | |||||||||||||||||||||||||||||||||||
| Total | $ | $ | $ | ( | $ | $ | $ | ||||||||||||||||||||||||||||
The following table presents the Company’s marketable securities with unrealized losses by investment category and the length of time the marketable securities have been in a continuous loss position as of June 30, 2025:
| In Loss Position for Less than 12 Months | |||||||||||||||||||||||||||||||||||
| Fair Value | Unrealized Losses | ||||||||||||||||||||||||||||||||||
| Certificates of deposit | $ | $ | ( | ||||||||||||||||||||||||||||||||
| Commercial paper | ( | ||||||||||||||||||||||||||||||||||
| Corporate debt securities | ( | ||||||||||||||||||||||||||||||||||
| Yankee bonds | ( | ||||||||||||||||||||||||||||||||||
| U.S. Treasury securities | ( | ||||||||||||||||||||||||||||||||||
| Total | $ | $ | ( | ||||||||||||||||||||||||||||||||
The Company has not observed a significant deterioration in credit quality of these securities, which are highly rated with moderate to low credit risk. Declines in value are largely attributable to current global economic conditions. The securities continue to make timely principal and interest payments, and the fair values are expected to recover as they approach maturity. The Company does not intend to sell the securities, and it is not more likely than not that the Company will be required to sell the securities, before the respective recoveries of their amortized cost bases, which may be maturity. As of June 30, 2025, the Company had not recognized an allowance for credit losses on any marketable securities in an unrealized loss position.
The following table summarizes the contractual maturities of the Company’s cash equivalents and marketable securities as of June 30, 2025:
| Amortized Cost | Fair Value | ||||||||||
| Due within one year | $ | $ | |||||||||
| Due within one to two years | |||||||||||
| Total | $ | $ | |||||||||
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5.FAIR VALUE OF FINANCIAL INSTRUMENTS
As of June 30, 2025 and December 31, 2024 the following financial assets and liabilities are measured at fair value on a recurring basis and are categorized using the fair value hierarchy as follows:
| June 30, 2025 | |||||||||||||||||||||||
| Level 1 | Level 2 | Level 3 | Total | ||||||||||||||||||||
| Assets: | |||||||||||||||||||||||
| Cash equivalents: | |||||||||||||||||||||||
| Money market accounts | $ | $ | $ | $ | |||||||||||||||||||
| U.S. Treasury securities | |||||||||||||||||||||||
| Commercial paper | |||||||||||||||||||||||
| Marketable securities, current: | |||||||||||||||||||||||
| Certificates of deposit | |||||||||||||||||||||||
| Commercial paper | |||||||||||||||||||||||
| Corporate debt securities | |||||||||||||||||||||||
| Yankee bonds | |||||||||||||||||||||||
| U.S. Treasury securities | |||||||||||||||||||||||
| Marketable securities, non-current | |||||||||||||||||||||||
| Corporate debt securities | |||||||||||||||||||||||
| U.S. Treasury securities | |||||||||||||||||||||||
| Mortgage- and asset-backed securities | |||||||||||||||||||||||
| Total | $ | $ | $ | $ | |||||||||||||||||||
| December 31, 2024 | |||||||||||||||||||||||
| Level 1 | Level 2 | Level 3 | Total | ||||||||||||||||||||
| Assets: | |||||||||||||||||||||||
| Cash equivalents: | |||||||||||||||||||||||
| Money market accounts | $ | $ | $ | $ | |||||||||||||||||||
| Marketable securities, current: | |||||||||||||||||||||||
| Certificates of deposit | |||||||||||||||||||||||
| Commercial paper | |||||||||||||||||||||||
| Corporate debt securities | |||||||||||||||||||||||
| Yankee bonds | |||||||||||||||||||||||
| U.S. Treasury securities | |||||||||||||||||||||||
| Mortgage- and asset-backed securities | |||||||||||||||||||||||
| Marketable securities, non-current | |||||||||||||||||||||||
| Corporate debt securities | |||||||||||||||||||||||
| Yankee bonds | |||||||||||||||||||||||
| U.S. Treasury securities | |||||||||||||||||||||||
| Mortgage- and asset-backed securities | |||||||||||||||||||||||
| Total | $ | $ | $ | $ | |||||||||||||||||||
The estimated fair value amounts shown above are not necessarily indicative of the amounts that the Company would realize upon disposition, nor do they indicate the Company’s intent or ability to dispose of the financial instrument.
There were no transfers between fair value measurement levels during the six months ended June 30, 2025.
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Convertible Senior Notes
6.INVENTORIES
Inventories as of June 30, 2025 and December 31, 2024 consisted of the following:
| June 30, 2025 | December 31, 2024 | ||||||||||
| Raw materials | $ | $ | |||||||||
| Work in process | |||||||||||
| Finished goods | |||||||||||
| Total inventories | $ | $ | |||||||||
7.PREPAIDS AND OTHER CURRENT ASSETS
Prepaids and other current assets as of June 30, 2025 and December 31, 2024 consisted of the following:
| June 30, 2025 | December 31, 2024 | ||||||||||
| Prepaid expenses and deposits | $ | $ | |||||||||
| Government grant receivables | |||||||||||
| Customer financing receivables | |||||||||||
| Other current assets | |||||||||||
| Total prepaids and other current assets | $ | $ | |||||||||
8.PROPERTY, PLANT AND EQUIPMENT, NET
Property, plant and equipment, net, as of June 30, 2025 and December 31, 2024 consisted of the following:
| June 30, 2025 | December 31, 2024 | ||||||||||
| Buildings and improvements | $ | $ | |||||||||
| Machinery, equipment, vehicles and office furniture | |||||||||||
| Computer equipment, hardware and software | |||||||||||
| Launch site assets | |||||||||||
| Construction in process | |||||||||||
| Property, plant and equipment—gross | |||||||||||
| Less accumulated depreciation and amortization | ( | ( | |||||||||
| Property, plant and equipment—net | $ | $ | |||||||||
Depreciation expense recorded in the condensed consolidated statements of operations and comprehensive loss during the three and six months ended June 30, 2025 and 2024 consisted of the following:
| Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||||||||||||||||
| Depreciation expense | 2025 | 2024 | 2025 | 2024 | ||||||||||||||||||||||
| Cost of revenues | $ | $ | $ | $ | ||||||||||||||||||||||
| Research and development, net | ||||||||||||||||||||||||||
| Selling, general and administrative | ||||||||||||||||||||||||||
| Total depreciation expense | $ | $ | $ | $ | ||||||||||||||||||||||
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9.GOODWILL AND INTANGIBLE ASSETS, NET
Goodwill
The carrying amount of goodwill for the Space Systems reportable segment was $71,020
Intangible Assets
The components of intangible assets consisted of the following as of June 30, 2025 and December 31, 2024:
| June 30, 2025 | |||||||||||||||||
| Gross Carrying Amount | Accumulated Amortization | Net Carrying Amount | |||||||||||||||
| Finite-Lived Intangible Assets | |||||||||||||||||
| Developed technology | $ | $ | ( | $ | |||||||||||||
| Capitalized software | ( | ||||||||||||||||
| Customer relationships | ( | ||||||||||||||||
| Trademarks and tradenames | ( | ||||||||||||||||
| Backlog | ( | ||||||||||||||||
| Other | ( | ||||||||||||||||
| Indefinite-Lived Intangible Assets | |||||||||||||||||
| In-process technology | — | ||||||||||||||||
| Total | $ | $ | ( | $ | |||||||||||||
| December 31, 2024 | |||||||||||||||||
| Gross Carrying Amount | Accumulated Amortization | Net Carrying Amount | |||||||||||||||
| Finite-Lived Intangible Assets | |||||||||||||||||
| Developed technology | $ | $ | ( | $ | |||||||||||||
| Capitalized software | ( | ||||||||||||||||
| Customer relationships | ( | ||||||||||||||||
| Trademarks and tradenames | ( | ||||||||||||||||
| Backlog | ( | ||||||||||||||||
| Other | ( | ||||||||||||||||
| Indefinite-Lived Intangible Assets | |||||||||||||||||
| In-process technology | — | ||||||||||||||||
| Total | $ | $ | ( | $ | |||||||||||||
Amortization expense recorded in the condensed consolidated statements of operations and comprehensive loss during the three and six months ended June 30, 2025 and 2024, respectively consisted of the following:
| Three Months Ended June 30, | Six Months Ended June 30, | ||||||||||||||||||||||
| 2025 | 2024 | 2025 | 2024 | ||||||||||||||||||||
| Cost of revenues | $ | $ | $ | $ | |||||||||||||||||||
| Research and development, net | |||||||||||||||||||||||
| Selling, general and administrative | |||||||||||||||||||||||
| Total amortization expense | $ | $ | $ | $ | |||||||||||||||||||
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The following table outlines the estimated future amortization expense related to intangible assets held as of June 30, 2025:
| 2025 (for the remaining period) | $ | ||||
| 2026 | |||||
| 2027 | |||||
| 2028 | |||||
| 2029 | |||||
| Thereafter | |||||
| Total | $ | ||||
10.LOAN AGREEMENTS
Indenture and Notes
On February 6, 2024, the Company issued $355,000 aggregate principal amount of its 4.250 % Convertible Senior Notes due 2029 (the “Notes”). The Notes were issued pursuant to, and are governed by, an indenture (the “Indenture”), dated as of February 6, 2024, between the Company and U.S. Bank Trust Company, National Association, as trustee (the “Trustee”).
The Notes are the Company’s senior, unsecured obligations and are (i) equal in right of payment with the Company’s existing and future senior, unsecured indebtedness; (ii) senior in right of payment to the Company’s future indebtedness that is expressly subordinated to the Notes in right of payment; (iii) effectively subordinated to the Company’s existing and future secured indebtedness, including borrowings under its equipment financing agreement, to the extent of the value of the collateral securing that indebtedness; and (iv) structurally subordinated to all existing and future indebtedness and other liabilities, including trade payables, and (to the extent the Company is not a holder thereof) preferred equity, if any, of the Company’s subsidiaries.
The Notes accrue interest at a rate of 4.250 % per annum, payable semi-annually in arrears on February 1 and August 1 of each year, beginning on August 1, 2024. The Notes mature on February 1, 2029, unless earlier converted, redeemed or repurchased. Before November 1, 2028, noteholders have the right to convert their Notes only during the following circumstances: (i) during any calendar quarter (and only during such calendar quarter) if the last reported sale price of the Company’s common stock exceeds 130 % of the conversion price for each of at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on, and including, the last trading day of the immediately preceding calendar quarter, (ii) during the five consecutive business day period after any 10 consecutive trading day period, or the measurement period, in which the trading price per $1 principal amount of Notes for each trading day of the measurement period was less than 98 % of the product of the last reported sale price of the Company’s common stock and the applicable conversion rate on each such trading day, (iii) upon the occurrence of certain corporate events or distributions specified in the Indenture or (iv) if the Company calls such Notes for redemption. From and after November 1, 2028, noteholders may convert their Notes at any time at their election until the close of business on the second scheduled trading day immediately before the maturity date. The Company will settle conversions by paying or delivering, as applicable, cash, shares of its common stock or a combination of cash and shares of its common stock, at the Company’s election. The initial conversion rate is 195.1029 shares of common stock per $1 principal amount of Notes, which represents an initial conversion price of approximately $5.13 per share of common stock. The conversion rate and conversion price are subject to customary adjustments upon the occurrence of certain events. In addition, if certain corporate events that constitute a “Make-Whole Fundamental Change” (as defined in the Indenture) occur, then the conversion rate will, in certain circumstances, be increased for a specified period of time. As of June 30, 2025, the holder of the Notes have the right to convert between July 1, 2025 and September 30, 2025 because the Company’s common stock price exceeded the applicable conversion price by 130 % for the specified period of time during the quarter ended June 30, 2025.
When a conversion notice is received, the Company has the option to pay or deliver cash, shares of the Company’s common stock, or a combination thereof. Since the issuance of the Notes, the Company has not received a notice from the holders. As of June 30, 2025, the Company cannot be required to settle the Notes in cash and has the intent and ability to settle in common stock, therefore, the Notes were classified as non-current liabilities on the Company’s consolidated balance sheet.
As of June 30, 2025, there was $355,000 outstanding under the Notes, before unamortized discount and debt issuance costs of $8,534 . As of June 30, 2025, the effective interest rate under the Notes was 5.0 %.
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Capped Call Transactions
In connection with the pricing of the Notes, on February 1, 2024 and February 2, 2024, the Company entered into privately negotiated capped call transactions (the “Capped Call Transactions”) with certain financial institutions. Collectively, the Capped Call Transactions cover, subject to customary adjustments, the number of shares of common stock initially underlying the Notes. The cost of the Capped Call Transactions was $43,168 . The Capped Call Transactions are expected generally to reduce or offset the potential dilution to the Company’s common stock upon exercise of the Notes and/or the Company’s election to offset the cash payments the Company is required to make in excess of the principal amount of the Notes upon conversion of the Notes in the event that the market price per share of the Company’s common stock is greater than the strike price of the Capped Call Transactions (which initially corresponds to the initial conversion price of the Notes and is subject to certain adjustments under the terms of the Capped Call Transactions), with such reduction and/or offset subject to a cap based on the cap price of the Capped Call Transactions. The Capped Call Transactions have an initial cap price of $8.04 per share of the Company’s common stock, which represents a premium of 100 % over the last reported sale price of the Company's common stock on February 1, 2024.
The Capped Call Transactions do not meet the criteria for separate accounting as a derivative as they are indexed to the Company’s stock. The premiums paid for the Capped Call Transactions have been included as a net reduction to additional paid-in capital within shareholders’ equity.
Trinity Master Equipment Financing Agreement
On December 29, 2023 (the “Effective Date”), the Company and certain of its subsidiaries (the “Subsidiaries”, together with the Company, the “Borrowers”), entered into a Master Equipment Financing Agreement (the “Trinity Loan Agreement”) with Trinity Capital, Inc., a Maryland corporation (the “Lender”) to provide financing for certain equipment and other property (the “Equipment”). The Trinity Loan Agreement provides that the Lender shall provide equipment financing in the aggregate of up to $120,000 (the “Conditional Commitment”), with advances (“Draws”) to be made as follows: (i) $70,000 on the Effective Date (the “Effective Date Draw”); and (ii) $40,000 to be drawn on the Effective Date (the “Blanket Lien Draw”), with each of the Effective Date Draw and Blanket Lien Draw payable over sixty (60 30,000 to be drawn in not more than three advances of at least $10,000 each at the Borrowers’ option no later than the date that is 18 months after the Effective Date; and (y) $20,000 to be drawn at Borrower’s option between January 1, 2025 and June 30, 2025, subject to customary conditions.
The Company repaid an existing term loan with the proceeds from the Trinity Loan Agreement and Blanket Lien Draw. The monthly payment factors under the Trinity Loan Agreement and Blanket Lien Draw have a term of sixty (60 0.022266 . In connection with the Trinity Loan Agreement, the Company issued warrants to Lender to acquire 728,835 shares of the Company’s common stock at an exercise price of $4.87 per share.
On February 8, 2024, the Company paid off all obligations under the Blanket Lien Draw in the amount of $38,778 , which includes principal, unpaid interest and legal fees, resulting in a loss on extinguishment of debt of $1,330 for the six months ended June 30, 2024.
On March 20, 2025, the Company made a draw of $25,000 under the Trinity Loan Agreement (the “March 2025 Draw”). This March 2025 Draw has a term of sixty (60 ) months and a rate factor of 0.022266 .
As of June 30, 2025, there was $72,073 outstanding under the Trinity Loan Agreement, before unamortized discount and debt issuance and end of term costs of $1,850 , of which $16,503 is classified as current installments of long-term borrowings in the Company’s condensed consolidated balance sheets, with the remainder classified as long-term borrowings, net, excluding current installments. As of June 30, 2025, the effective interest rate under the Trinity Loan Agreement was 15.7 %. The Company is required to pay end of term charges of $700 and $250 upon repayment of the Effective Date Draw and the March 2025 Draw, respectively.
The future principal payments under the Trinity Loan Agreement as of June 30, 2025 were as follows:
| 2025 (for the remaining period) | $ | ||||
| 2026 | |||||
| 2027 | |||||
| 2028 | |||||
| 2029 | |||||
| Thereafter | |||||
| Total | $ | ||||
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11.STOCKHOLDERS’ EQUITY
Preferred Stock
The Company entered into an exchange agreement dated December 3, 2024 with The Equatorial Trust (the “Trust”), a family trust established by Sir Peter Beck (“Sir Peter”), the Company’s Founder, President, Chief Executive Officer and Chairman, to exchange (the “Preferred Stock Exchange”) 50,951,250 shares of the Company’s common stock into 50,951,250 shares of the Company’s Series A Convertible Participating Preferred Stock, $0.0001 par value per share (the “Preferred Stock”). On January 7, 2025, the Preferred Stock Exchange was consummated (the “Closing”) and the Company filed the Certificate of Designation for the Preferred Stock (the “Certificate of Designation”) with the Secretary of State of the State of Delaware, which became effective upon filing. At the Closing, the Company issued 50,951,250 shares of Preferred Stock to the Trust. On June 17, 2025, the Trust converted 5,000,000 one -for-one basis in accordance with the Certificate of Designation.
The common stock exchanged in the Preferred Stock Exchange were reacquired at no cost and held in treasury stock until they are reissued or retired. The fair value of the Preferred Stock issued was determined to be equal to the fair value of the common stock exchanged.
The Preferred Stock has the rights and restrictions set forth in a Certificate of Designation. Each share of Preferred Stock is convertible at any time at the option of the holder of the Preferred Stock (a “Holder”) into a number of shares of Common Stock at the then-applicable conversion rate (the “Conversion Rate”). In addition, each share of Preferred Stock automatically converts into a number of shares of Common Stock at the Conversion Rate upon the earliest to occur of (a) a transfer of such share (other than to a Permitted Transferee), (b) the first date on which Sir Peter no longer serves as (i) the Chief Executive Officer of the Company or (ii) such other executive officer position of the Company as approved by the Board, (c) Sir Peter’s death or permanent disability, or (d) the first date on which the outstanding shares of Preferred Stock no longer represent a minimum beneficial ownership by Sir Peter of five percent. A “Permitted Transferee” is defined in the Certificate of Designation and includes Sir Peter and his controlled affiliates. The Preferred Stock is not redeemable by the Company at any time.
The Certificate of Designation also provides that for so long as any shares of Preferred Stock are outstanding, the Holders, voting exclusively and as a separate class, will be entitled to designate and elect at least one individual to serve on the Board as a director (a “Preferred Stock Director”). In the event the Board increases its size to more than 10 members, the Holders are entitled to designate and elect, voting exclusively and as a separate class, one or more additional Preferred Stock Directors in order to maintain the right to elect ten percent of the total number of authorized directorships, rounded up to the nearest whole number. The right to designate a Preferred Stock Director is nontransferable.
Upon any liquidation, dissolution or winding-up of the Company, whether voluntary or involuntary, after the satisfaction in full of the Company’s debts and the payment of any liquidation preference ranking senior to the Preferred Stock, Holders are entitled to receive an amount equal to $0.0001 per share of Preferred Stock. Following the payment of the full amount of the liquidation preference in respect of all outstanding shares of Preferred Stock, Holders participate pari passu with the holders of the Common Stock (on an as-if-converted-to-Common-Stock basis) in the net assets of the Company.
The Preferred Stock is not entitled to any scheduled dividend payments. Holders will be entitled to receive dividends on shares of Preferred Stock equal (on an as-if-converted-to-common-stock basis) to, and in the same form as dividends actually paid on, all or substantially all of the shares of common stock when, as and if such dividends (other than dividends in the form of common stock) are paid on shares of the common stock, subject to certain exceptions specified in the Certificate of Designation.
The Preferred Stock will have the right to vote on all matters submitted for a vote of the holders of the common stock, voting together as a single class with the common stock. Each Holder will be entitled to cast a number of votes per share equal to the number of shares of common stock into which a share of Preferred Stock is convertible. In addition, the Company may not, without the affirmative vote of the Holders of a majority of the then outstanding shares of Preferred Stock: (a) alter, amend or repeal any provision of the Company’s certificate of incorporation if it would alter or change the powers, preferences or special rights of the Preferred Stock so as to affect them adversely, (b) alter or amend the Certificate of Designation, or (c) increase the authorized number of shares of Preferred Stock or authorize the issuance of additional shares of Preferred Stock.
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At-The-Market Offering
On March 11, 2025, the Company entered into an ATM Equity Offering Sales Agreement (the “Sales Agreement”) with BofA Securities, Inc., Cantor Fitzgerald & Co., Stifel, Nicolaus & Company, Incorporated and TD Securities (USA) LLC (collectively, the “Sales Agents”), pursuant to which the Company may offer and sell, from time to time, shares of its common stock, par value $0.0001 per share (the “Shares”) having an aggregate offering price of up to $500,000 through the Sales Agents, acting as its agents, or directly to the Sales Agents, acting as principal (the “ATM Equity Offering”).
As of June 30, 2025, the Company had sold 15,142,133 shares of common stock and generating $396,647 in gross proceeds, before deducting $9,584 in underwriting discounts, commissions and other expenses.
12.STOCK-BASED COMPENSATION
Equity Incentive Plans
The Company has a single active equity incentive plan, the Rocket Lab 2021 Stock Option and Incentive Plan (the “2021 Plan”), with the objective of attracting and retaining available employees and directors by providing stock-based and other performance-based compensation. The Rocket Lab 2013 Stock Option and Grant Plan (the “2013 Plan”) was terminated, but outstanding awards granted thereunder remain governed by it. The 2021 Plan provides for the grant of equity awards to officers, employees, directors and other key employees as well as service providers which include incentive stock options, non-qualified stock options, restricted stock awards, unrestricted stock awards, restricted stock units or any combination of the foregoing any of which may be performance based, as determined by the Company’s Compensation Committee. An aggregate of 59,875,000 shares were initially reserved for the issuance of awards under the 2021 Plan. The number of shares reserved for issuance under the 2021 Plan automatically increases each January 1, beginning on January 1, 2022, by 5 % of the outstanding number of shares of common stock on the immediately preceding December 31, or such lesser amount as determined by the plan administrator. The Company was authorized to issue up to 108,900,079 shares of common stock as equity awards to participants under the 2021 Plan as of June 30, 2025. There were 92,065,152 shares of common stock available for grant as of June 30, 2025.
Total stock-based compensation recorded in the condensed consolidated statements of operations and comprehensive loss during the three and six months ended June 30, 2025 and 2024 consisted of the following:
| Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||||||||||||||||
| Stock-based compensation | 2025 | 2024 | 2025 | 2024 | ||||||||||||||||||||||
| Cost of revenues | $ | $ | $ | $ | ||||||||||||||||||||||
| Research and development, net | ||||||||||||||||||||||||||
| Selling, general and administrative | ||||||||||||||||||||||||||
| Total stock-based compensation expense | $ | $ | $ | $ | ||||||||||||||||||||||
Options
Options issued to all optionees under the 2013 Plan vested over four years from the date of issuance (or earlier vesting start date, as determined by the board of directors) as follows: 25 % on the first anniversary of date of grant and the remaining vest monthly over the remaining vesting term. All options had vested as of June 30, 2025.
Restricted Stock Units
During the six months ended June 30, 2025 and 2024, the Company granted 1,104,778 and 13,684,650 restricted stock units, respectively, to certain key employees pursuant to the 2021 Plan. The time-based service vesting condition is generally satisfied over periods of approximately four years
As of June 30, 2025, the total unrecognized compensation expense related to unvested performance-based restricted stock units granted under the 2013 Plan and 2021 Plan was $111,186 and will be recognized upon vesting.
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2021 Employee Stock Purchase Plan
In August 2021, the 2021 Employee Stock Purchase Plan (the “2021 ESPP”) was approved to reserve 9,980,000 shares of common stock for issuance for awards in accordance with the terms of the 2021 ESPP. In addition, the number of shares reserved for issuance will ultimately increase on January 1 of each year from 2022 to 2031 by the lesser of (i) 9,980,000 shares of common stock, (ii) 1 % of the number of shares of common stock outstanding as of the close of business on the immediately preceding December 31 or (iii) the number of common stock shares as determined by the Company’s board of directors. The purpose of the 2021 ESPP is to enable eligible employees to use payroll deductions to purchase shares of common stock and thereby acquire an interest in the Company. Eligible employees are offered shares through a 12-month offering period, which consists of two consecutive 6-month purchase periods. Employees may purchase a limited amount of shares of our stock at a discount of up to 15 % of the lesser of the fair market value at the beginning of the offering period or the end of each 6-month purchase period.
13.LEASES
The Company has operating and finance leases for properties, vehicles and equipment. The Company’s leases have remaining lease terms of less than one year to twenty-five years , some of which include options to extend the lease term, and some of which include options to terminate the lease prior to the end of the agreed upon lease term. For purposes of calculating lease liabilities, lease terms include options to extend or terminate the lease when it is reasonably certain that the Company will exercise such options.
14.COMMITMENTS AND CONTINGENCIES
Litigation and Claims
The Company is, and from time to time may be, a party to claims and legal proceedings generally incidental to its business that are principally covered under contracts with its customers and insurance policies. In the opinion of management, there are no legal matters or claims likely to have a material adverse effect on the Company’s financial position, results of operations or cash flows.
Other Commitments
The Company has commitments under its lease obligations (see Note 13).
Contingencies
The Company records a contingent liability when it is both probable that a loss has been incurred, and the amount can be reasonably estimated. If these estimates and assumptions change or prove to be incorrect, it could have a material impact on the Company’s condensed consolidated financial statements. Contingencies are inherently unpredictable, and the assessments of the value can involve a series of complex judgments about future events and can rely heavily on estimates and assumptions.
In connection with the acquisition of SolAero Holdings, Inc. in January 2022, the Company assumed a contract with a customer to provide solar panel module at a fixed price. The Company determined that it was probable that the costs to complete the solar panel modules as stipulated by the contract would exceed the fixed firm price of the solar panel modules.
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15.INCOME TAXES
Income tax provision and the effective tax rate for the three and six months ended June 30, 2025 and 2024 were as follows:
| Three Months Ended June 30, | Six Months Ended June 30, | ||||||||||||||||||||||
| 2025 | 2024 | 2025 | 2024 | ||||||||||||||||||||
| (Provision) benefit for income taxes | $ | ( | $ | $ | ( | $ | |||||||||||||||||
| Effective tax rate | ( | % | % | ( | % | % | |||||||||||||||||
The tax provisions for the three and six months ended June 30, 2025 and 2024 were computed using the estimated effective tax rates projected to be applicable for domestic and international taxable jurisdictions for the full year as adjusted for discrete items arising during each quarter.
The effective tax rate differs from the federal statutory rate due primarily to a full valuation allowance against our US deferred tax assets, as well as the impact of discrete items that may occur in any given year but which are not consistent from year-to-year.
Due to net operating loss (“NOL”) carryforwards, the U.S. federal and state returns are open to examination by the Internal Revenue Service and state jurisdictions for all years beginning with the year ended March 31, 2016. Our foreign subsidiaries are generally subject to examination within four years from the end of the tax year during which the tax return was filed.
During the quarter ended June 30, 2025, the Company concluded an income tax audit by the Canada Revenue Agency for the years ended December 31, 2021 and December 31, 2022. The audit was finalized with no adjustments and no additional tax liability. As a result, no changes were made to the Company’s previously recorded income tax provisions, and no provision for additional income taxes was required. There were no open income tax audits as of June 30, 2025.
The Company does not anticipate significant changes to occur to its uncertain tax positions within the next 12 months.
16.NET LOSS PER SHARE
Common Stock
The holder of each share of common stock has the right to one vote for each share and is entitled to notice of any stockholders’ meeting and to vote upon certain events.
Preferred Stock
The holder of the Preferred Stock has similar rights and characteristics to common stock and for the purposes of the calculation of earnings per share, the Preferred Stock is treated as common stock.
Earnings Per Share Calculation
Basic net loss per share is computed by dividing net loss attributable to common stockholders by the weighted average number of common shares outstanding during each period.
Diluted net loss per share is computed by dividing net loss attributable to common stockholders by the weighted average number of common and dilutive common equivalent shares outstanding for the period using the treasury-stock method and the if-converted method, whichever is more dilutive. Potentially dilutive shares are comprised of restricted stock units, stock options and shares underlying our convertible senior notes. For the three and six months ended June 30, 2025 and 2024, there is no difference in the number of shares used to calculate basic and diluted shares outstanding due to the Company’s net loss and potentially dilutive shares being anti-dilutive.
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The following table summarizes the computation of basic and diluted net loss per share attributable to common stockholders of the Company for the three and six months ended June 30, 2025 and 2024:
| Three Months Ended June 30, | Six Months Ended June 30, | ||||||||||||||||||||||
| 2025 | 2024 | 2025 | 2024 | ||||||||||||||||||||
| Numerator | |||||||||||||||||||||||
| Net loss attributable to common stockholders-basic and diluted | $ | ( | $ | ( | $ | ( | $ | ( | |||||||||||||||
| Denominator | |||||||||||||||||||||||
| Weighted average common shares outstanding-basic and diluted | |||||||||||||||||||||||
| Net loss per share attributable to stockholders-basic and diluted | $ | ( | $ | ( | $ | ( | $ | ( | |||||||||||||||
The following equity shares were excluded from the calculation of diluted net loss per share attributable to common stockholders because their effect would have been anti-dilutive:
| June 30, | |||||||||||
| 2025 | 2024 | ||||||||||
| Stock options and restricted stock units | |||||||||||
| Common stock warrants | |||||||||||
| Shares underlying our convertible senior notes | |||||||||||
17.SEGMENTS
The Company’s Chief Operating Decision Maker reviews financial information presented based on a management approach for the purposes of making operating decisions, assessing financial performance and allocating resources. The Company manages its business primarily based upon two operating segments, launch services and space systems. Each of these operating segments represents a reportable segment. Launch Services provides launch and launch related services to customers on a dedicated mission or ride share basis. Space systems is predominately comprised of spacecraft components and spacecraft manufacturing. Although some of the Company’s contracts with customers contain elements of space systems and launch services, each reporting segment is managed separately to better align with customer’s needs and the Company’s growth plans. For contracts with customers that contain both space systems and launch services elements, revenues for each reporting segment are generally allocated based upon the overall costs incurred for each of the reporting segments in comparison to total overall costs of the contract. The following table shows information by reportable segment for the three and six months ended June 30, 2025 and 2024:
| Three Months Ended June 30, | |||||||||||||||||||||||
| 2025 | 2024 | ||||||||||||||||||||||
| Launch Services | Space Systems | Launch Services | Space Systems | ||||||||||||||||||||
| Revenues | $ | $ | $ | $ | |||||||||||||||||||
| Cost of revenues | |||||||||||||||||||||||
| Gross profit | $ | $ | $ | $ | |||||||||||||||||||
| Six Months Ended June 30, | |||||||||||||||||||||||
| 2025 | 2024 | ||||||||||||||||||||||
| Launch Services | Space Systems | Launch Services | Space Systems | ||||||||||||||||||||
| Revenues | $ | $ | $ | $ | |||||||||||||||||||
| Cost of revenues | |||||||||||||||||||||||
| Gross profit | $ | $ | $ | $ | |||||||||||||||||||
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The following table shows information by reportable segment by products and services for the three and six months ended June 30, 2025 and 2024:
| Three Months Ended June 30, | |||||||||||||||||||||||
| 2025 | 2024 | ||||||||||||||||||||||
| Launch Services | Space Systems | Launch Services | Space Systems | ||||||||||||||||||||
| Products: | |||||||||||||||||||||||
| Revenues | $ | $ | $ | $ | |||||||||||||||||||
| Cost of revenues | |||||||||||||||||||||||
| Gross profit | $ | $ | $ | $ | |||||||||||||||||||
| Services: | |||||||||||||||||||||||
| Revenues | $ | $ | $ | $ | |||||||||||||||||||
| Cost of revenues | |||||||||||||||||||||||
| Gross profit | $ | $ | $ | $ | |||||||||||||||||||
| Six Months Ended June 30, | |||||||||||||||||||||||
| 2025 | 2024 | ||||||||||||||||||||||
| Launch Services | Space Systems | Launch Services | Space Systems | ||||||||||||||||||||
| Products: | |||||||||||||||||||||||
| Revenues | $ | $ | $ | $ | |||||||||||||||||||
| Cost of revenues | |||||||||||||||||||||||
| Gross profit | $ | $ | $ | $ | |||||||||||||||||||
| Services: | |||||||||||||||||||||||
| Revenues | $ | $ | $ | $ | |||||||||||||||||||
| Cost of revenues | |||||||||||||||||||||||
| Gross profit | $ | $ | $ | $ | |||||||||||||||||||
Management does not regularly review either reporting segment’s total assets or operating expenses. This is because in general, the Company’s long-lived assets, facilities, and equipment are shared by each reporting segment.
18.RELATED PARTY TRANSACTIONS
On January 7, 2025, the Preferred Stock Exchange was consummated and the Company filed the Certificate of Designation with the Secretary of State of the State of Delaware, which became effective upon filing. At the Closing, the Company issued 50,951,250 shares of Preferred Stock to the Trust. On June 17, 2025, the Trust converted 5,000,000
19.SUBSEQUENT EVENTS
Tax Legislation
On July 4, 2025, the One Big Beautiful Bill Act (the “OBBB”) was enacted. Key income tax-related provisions of the OBBB include repeal of mandatory capitalization of domestic research and development expenditures under Internal Revenue Code Section 174 (reinstating full expensing beginning in 2025) and revisions to international tax regimes, among other provisions. The Company is currently evaluating the impact of these provisions, the impact of which will depend on the Company’s facts and anticipated guidance from the U.S. Department of the Treasury.
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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.
The following discussion and analysis provides information that management believes is relevant to an assessment and understanding of our condensed consolidated results of operations and financial condition. You should read this discussion and analysis in conjunction with the unaudited condensed consolidated financial statements and notes thereto included elsewhere in this Quarterly Report on Form 10-Q. For additional context with which to understand our financial condition and results of operations, see the audited consolidated financial statements and accompanying notes contained therein as of December 31, 2024 and 2023 and related notes in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024 as filed with the SEC on February 27, 2025, as amended by Form 10-K/A filed April 30, 2025 (our “Form 10-K”). Certain amounts may not foot due to rounding. Certain information in this discussion and analysis or set forth elsewhere in this Quarterly Report on Form 10-Q contains forward-looking statements that involve numerous risks and uncertainties, including, but not limited to, those described under the sections entitled “Cautionary Note Regarding Forward-Looking Statements” and Part II, Item 1A. “Risk Factors” included in this Quarterly Report on Form 10-Q and under the heading “Risk Factors” in our Form 10-K. We assume no obligation to update any of these forward-looking statements. Actual results may differ materially from those contained in any forward-looking statements.
Overview
Rocket Lab is an end-to-end space company with an established track record of mission success. We deliver reliable launch services, spacecraft design services, spacecraft components, spacecraft manufacturing and other spacecraft and on-orbit management solutions that make it faster, easier and more affordable to access space.
While our business has historically been centered on the development of small-class launch vehicles and the related sale of launch services, we are currently innovating in the areas of medium-class launch vehicles and launch services, space systems design and manufacturing, on-orbit management solutions, and space data applications. Each of these initiatives addresses a critical component of the end-to-end solution and our value proposition for the space economy:
•Launch Services is the design, manufacture, and launch of orbital rockets to deploy payloads to various Earth orbits and interplanetary destinations.
•Space Systems is the design and manufacture of spacecraft components and spacecraft program management services, space data applications and mission operations.
Electron is our orbital small launch vehicle that was designed from the ground up to accommodate a high launch rate business model to meet the growing and dynamic needs of our customers for small launch services. Since its maiden launch in 2017, Electron has become the leading small spacecraft launch vehicle delivering over 200 spacecraft to orbit for government and commercial customers across 64 successful missions through June 30, 2025. In 2024, Electron was the second most frequently orbital launched rocket by companies operating in the United States and the second most frequent orbital launcher globally. Our launch services program has seen us develop many industry-leading innovations, including 3D printed electric turbo-pump rocket engines, fully carbon composite first stage fuel tanks, a private orbital launch complex, a rocket stage that can be configured to convert into a highly capable spacecraft on orbit, and the potential ability to successfully recover a stage from space, providing a path to reusability.
In March 2021, we announced plans to develop our reusable-ready medium-capacity Neutron launch vehicle that will increase the payload capacity of our space launch vehicles to approximately 15,000 kg for expendable launches to low Earth orbit and lighter payloads for reusable configurations and into higher orbits. Neutron will be tailored for commercial and U.S. government constellation launches and ultimately configurable for and capable of human space flight, enabling us to provide crew and cargo resupply to space stations. Neutron will also provide a dedicated service to orbit for larger civil, defense and commercial payloads that need a high level of schedule control and high-flight cadence. We expect to be able to leverage Electron’s flight heritage across various vehicle subsystems designs, launch complexes and ground station infrastructure.
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Our space systems initiatives are supported by the design and manufacture of our spacecraft family along with a range of components, software and services for spacecraft, including reaction wheels, star trackers, radios, separation systems, solar solutions, command and control spacecraft software, high voltage space grade battery solutions, and additional products in development to serve a wide variety of sub-system functions. We entered this market with our acquisition of leading spacecraft components manufacturer Sinclair Interplanetary, and have since expanded our market participation with the acquisitions of Planetary Systems Corporation, SolAero Technologies Corp. and aerospace software firm Advanced Solutions, Incorporated. Each of these strategic acquisitions brought incremental vertically-integrated capabilities for our own spacecraft family and also enabled Rocket Lab to deliver high-volume manufacturing of critical spacecraft components and software solutions at scale prices to the broader spacecraft merchant market. Our spacecraft family, which are configurable for a range of low Earth orbit, medium Earth orbit, geosynchronous orbit and interplanetary missions enable us to offer an end-to-end mission solution encompassing launch, full spacecraft manufacturing, ground services and mission operations to provide customers with streamlined access to orbit with Rocket Lab as a single mission partner.
Recent Developments
GEOST
On May 22, 2025, Rocket Lab USA Inc., a Delaware corporation (“Rocket Lab USA”) entered into a Stock Purchase Agreement (the “GEOST Purchase Agreement”), by and among the Rocket Lab USA, LightRidge Solutions Holdings LP (“LightRigde Solutions”), and LightRidge Interco Solutions Holdings, Inc. (“LightRidge Interco”), which provides for, among other things, Rocket Lab USA’s purchase and acquisition of all of the issued and outstanding shares of common stock of LightRidge Interco, the owner of GEOST LLC ( “GEOST”). On May 23, 2025, pursuant to the Purchase Agreement, the Company executed a joinder to become party thereto.
Pursuant to the terms of the Purchase Agreement, all of the issued and outstanding shares of LightRidge Interco will be purchased in exchange for aggregate consideration of $275.0 million, consisting of up to approximately $125.0 million in cash and up to approximately $150.0 million in shares of our common stock, $0.0001 par value, subject in each case to customary adjustments at closing, including for cash, working capital, transaction expenses and indebtedness (the “Transaction”). Additionally, the Purchase Agreement provides for up to $50.0 million in potential additional post-closing cash earnout payments to LightRidge Solutions tied to revenue targets of the GEOST business for 2026 and 2027. Our common stock issuable as stock consideration in the Transaction will be valued based on the closing trading price reported on the Nasdaq Capital Market on the trading day immediately prior to the closing date, subject to a base price floor closing condition of each party.
The Purchase Agreement contains representations, warranties, covenants and closing conditions from and for the benefit of each of us and LightRidge Solutions that are customary for transactions of this kind. We have also agreed to file a resale registration statement with respect to our common stock issued in the Transaction on the closing date of the transaction, subject to certain customary exceptions and requirements. We have also agreed to customary selling securityholder indemnities with respect to such registration rights. The Transaction is expected to close in the second half of 2025.
Impact of Tariffs
Beginning in early April 2025, there has been a significant shift in United States (“U.S.”) trade policy, characterized by increased tariffs and the introduction of new tariffs that could affect our supply chain and business operations. While much of our production is completed in the U.S. and many of our suppliers are located within and source their supply from within the U.S., we obtain some of our supplies from sources outside of the U.S. and certain of our consolidated subsidiaries are headquartered outside of the U.S. as well. Although some of these tariffs have been temporarily suspended or reduced, certain tariffs remain in effect, and some may be reinstated following the temporary suspension period currently articulated by the U.S., and as such tariffs could have a material adverse impact on our business, our results of operations and our cash flow. The extent of the impact of these tariffs will depend on various factors, including the specific products affected, the duration and amount of the tariffs the rates imposed by the U.S. and any reciprocal tariffs implemented by countries in which we operate or source goods, and our ability to manage increased costs. While we plan to implement measures to mitigate the effects of tariffs and other trade policy changes, such as negotiating with suppliers, adjusting our supply chain, and exploring cost-saving initiatives, our capacity to do so may be constrained by operational and supply chain limitations, particularly in the short term. To date, our business has not been materially impacted by this shift in U.S. trade policy and, to the extent we are able, we plan to continue to implement strategies to mitigate any potential impact of any new or ongoing tariffs or further shifts in U.S. trade policy.
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Key Factors Affecting Our Performance
Ability to timely develop and successfully deploy Neutron launch vehicle
Our future results will depend on the success of the development and commercial acceptance of our Neutron medium-capacity launch vehicle. While we have made significant progress across Neutron’s structures and infrastructure to date, including engine testing and initial production execution, the commercial development of a new launch vehicle is inherently time consuming and involves numerous risks throughout the engineering and manufacturing development cycle, any of which could create delays in reaching the initial launch and future launches of the completed vehicle. In addition, even if we succeed in developing Neutron consistent with our targeted timeline, we could be unsuccessful in developing the ability to produce these launch vehicles in quantities and with the necessary quality manufacturing system that ensures each vehicle and engines perform as required. Any delay in the production of the Neutron launch vehicle or in our ability to produce these launch vehicles at our expected rate of production and with a reliable quality management system could have a material impact on customer acceptance as well as our future revenue, financial condition and results of operations. Additionally, delays or setbacks in Neutron development may require more research, development and capital expenditures than we currently anticipate, which could adversely affect our liquidity and capital resources in future periods.
Ability to sell additional launch services, space systems service and spacecraft components to new and existing customers
Our results will be impacted by our ability to sell our launch services, space systems services, and spacecraft components to new and existing customers. We have successfully launched Electron 64 times delivering over 200 spacecraft to orbit, including one suborbital launch, through June 30, 2025. We have flight hardware and spacecraft that have flown on over 1,800 missions, including legacy missions enabled by Sinclair Interplanetary (acquired April 2020), Advanced Solutions, Incorporated (acquired October 2021), Planetary Systems Corporation (acquired November 2021) and SolAero Technologies Corp. (acquired January 2022). Our growth opportunity is dependent on our ability to expand our addressable launch services market with larger volumetric and higher mass payload capabilities of our in-development medium-capacity Neutron launch vehicle, which will address large commercial and government constellation launch opportunities. Our growth opportunity is also dependent on our ability to win spacecraft constellation missions and expand our portfolio of strategic spacecraft components. Our ability to sell additional products to existing customers is a key part of our success, as follow-on purchases indicate customer satisfaction and decrease the likelihood of competitive substitution. To sell additional products and services to new and existing customers, we will need to continue to invest significant resources in our products and services.
Ability to improve profit margins and scale our business
We intend to continue to invest in initiatives to improve our operating leverage and significantly ramp production. We believe continued reduction in costs and an increase in production volumes will enable the cost of launch vehicles to decline and improve our gross margins. Our ability to achieve our production-efficiency objectives could be negatively impacted by a variety of factors including, among other things, lower-than-expected facility utilization rates, manufacturing and production cost overruns, increased purchased material costs and unexpected supply-chain quality issues or interruptions.
Government expenditures and private enterprise investment into the space economy
Government expenditures and private enterprise investment has fueled the growth in our target markets. We expect the continued availability of government expenditures and private investment for our customers to help fund purchases of our products and services will remain. This is an important factor in our company’s growth prospects.
Key Metrics and Select Financial Data
We monitor the following key financial and operational metrics that assist us in evaluating our business, measuring our performance, identifying trends and making strategic decisions.
Launch Vehicle Build-Rate and Launch Cadence
We built approximately 12 Electron launch vehicles in 2022, approximately 11 Electron launch vehicles in 2023 and approximately 14 Electron launch vehicles in 2024. We built approximately 12 Electron launch vehicles through the six months ended June 30, 2025. We launched nine Electron vehicles in 2022, ten Electron vehicles in 2023 and 16 Electron vehicles in 2024. We have launched ten Electron vehicles through the six months ended June 30, 2025. Growth rates between launches and total launch service revenue are not perfectly correlated because our total revenue is affected by other variables, such as the revenue per launch, which can vary considerably based on factors such as unique orbit and insertion requirements, payload handling needs, launch location, time sensitivity of mission completion and other factors.
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Revenue Growth
Three Months Ended June 30, 2025 and 2024
We generated $144.5 million and $106.3 million in revenue for the three months ended June 30, 2025 and 2024, respectively, representing a year-on-year increase in revenue of approximately 36%. This year-on-year increase resulted from space systems revenue growth of $21.0 million, primarily driven by satellite manufacturing, and an increase in launch revenue of $17.3 million. Launch revenue growth was due to a higher launch cadence with five Electron launch missions completed in the three months ended June 30, 2025, versus four launch missions completed in the three months ended June 30, 2024, revenue recognized on over-time Electron launch missions and a higher revenue per launch on point-in-time Electron launch missions.
Six Months Ended June 30, 2025 and 2024
We generated $267.1 million and $199.0 million in revenue for the six months ended June 30, 2025 and 2024, respectively, representing a year-on-year increase in revenue of approximately 34%. This year-on-year increase resulted from space systems revenue growth of $47.9 million, primarily driven by satellite manufacturing, and an increase in launch revenue of $20.2 million. Launch revenue growth was due to a higher launch cadence with ten Electron launch missions completed in the six months ended June 30, 2025, versus eight launch missions completed in the six months ended June 30, 2024 and revenue recognized on over-time Electron launch missions, partially offset by a lower revenue per launch on point-in-time Electron launch missions.
Revenue and Cost Value Per Launch
Revenue value per launch represents the average revenue per launch contract attributable to point-in-time launches that occurred during a period. Revenue value per launch can be a useful metric to provide insight into general competitiveness and price sensitivity in the marketplace. Revenue value per launch can vary considerably, based on factors such as unique orbit and insertion requirements, payload handling needs, launch location, time sensitivity of mission completion and other factors, and as such may not provide absolute clarity with regards to pricing and competitive dynamics in the marketplace.
Three Months Ended June 30, 2025 and 2024
In the three months ended June 30, 2025 and 2024, our revenue value per launch was $7.9 million and $7.1 million, respectively. Meanwhile, cost per launch for the three months ended June 30, 2025 and 2024 was $5.0 million and $5.4 million, respectively. Revenue and cost per launch can fluctuate depending on customer mix and mission type.
Six Months Ended June 30, 2025 and 2024
In the six months ended June 30, 2025 and 2024, our revenue value per launch was $7.5 million and $7.7 million, respectively. Meanwhile, cost per launch for the six months ended June 30, 2025 and 2024 was $5.3 million and $5.7 million, respectively. Revenue and cost per launch can fluctuate depending on customer mix and mission type.
Backlog
Backlog represents future revenues that we would recognize in connection with the completion of all contracts and purchase orders that have been entered into by our customers but have not yet been fulfilled, excluding any customer options for future products or services that have not yet been exercised. Contracts for launch services and spacecraft builds typically include termination rights that may be exercised by customers upon advanced notice and payment of a specified termination fee. Our backlog decreased from $1,067.0 million as of December 31, 2024 to $995.4 million as of June 30, 2025, of which $585.8 million is related to space systems and $409.6 million is related to launch services. The decrease was primarily a result of recognizing revenue on contracts during the period, partially offset by continued bookings during the period.
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Components of Results of Operations
Revenue
Our revenues are derived from a combination of long-term fixed price contracts for launch services and spacecraft builds, and purchase order based spacecraft components sales. Revenues from long-term contracts are recognized using either the “point-in-time” or “over-time” method of revenue recognition. Point-in-time revenue recognition results in cash payments being initially accrued to the balance sheet as deferred revenue as contractual milestones are accomplished and then recognized as revenue once the final contractual obligation is completed. Over-time revenue recognition is generally based on an input measure of progress based on costs incurred compared to estimated total costs at completion. Each project has a contractual revenue value and an estimated cost. The over-time revenue is recognized based on the percentage of the total project cost that has been realized.
Estimating future revenues and associated costs and profit is a process requiring a high degree of management judgment, including management’s assumptions regarding our future operational performance as well as general economic conditions. Frequently, the period of performance of a contract extends over a long period of time and, as such, revenue recognition and our profitability from a particular contract may be affected to the extent that estimated costs to complete are revised, delivery schedules are delayed, performance-based milestones are not achieved or progress under a contract is otherwise impeded. Accordingly, our recorded revenues and operating profit from period to period can fluctuate significantly depending on when the point-in-time or over-time contractual obligations are achieved. In the event cost estimates indicate a loss on a contract, the total amount of such loss is recorded in the period in which the loss is first estimated.
Cost of Revenues
Cost of revenues consists primarily of direct material and labor costs, manufacturing overhead, freight expense, depreciation and amortization and other personnel-related expenses, which include salaries, bonuses, benefits and stock-based compensation expense, directly associated with generating revenues. We expect our cost of revenues to increase in absolute dollars in future periods as we sell more launch services and space systems. As we grow into our current capacity and execute on cost-reduction initiatives, we expect our cost of revenues as a percentage of revenue to decrease over time.
Because direct labor costs and manufacturing overhead comprise a significant portion of cost of revenues, increasing our production rate resulting in greater absorption of these costs is our most critical cost reduction initiative. Increasing our production rate is a cross-functional effort involving sales and business development, manufacturing, engineering, supply chain and finance.
Operating Expenses
Our operating expenses consist of research and development and selling, general and administrative expenses.
Research and Development, net
Research and development, net expense consists primarily include labor, prototype, professional services, materials, facilities and depreciation expense. We intend to continue to make significant investments in developing new products and enhancing existing products, including but not limited to our medium capacity Neutron launch vehicle, Electron’s first stage recovery, and spacecraft features and capabilities, as well as expanding our portfolio of spacecraft components and subsystems. Research and development expense will be variable relative to the number of products that are in development, validation or testing. However, we expect it to decline as a percentage of total revenue over time.
Selling, General and Administrative
Selling, general and administrative expenses consist primarily of personnel-related expenses for our sales, marketing, supply chain, finance, legal, human resources and administrative personnel, as well as the costs of customer service, information technology, risk management and related insurance, travel, allocated overhead and other marketing, communications and administrative expenses. We also expect to further invest in our corporate infrastructure and incur additional expenses associated with operating as a public company, including increased legal and accounting costs, investor relations and compliance costs. As a result, we expect that selling, general and administrative expenses will increase in absolute dollars in future periods but decline as a percentage of total revenue over time.
Interest Income (Expense), Net
Interest income (expense), net consists primarily of interest expense incurred on debt and interest income earned on our cash and cash equivalents, short-term investments balances and marketable securities.
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Gain (Loss) on Foreign Exchange
Gain (loss) on foreign exchange relates to currency fluctuations that generate foreign exchange gains or losses on invoices denominated in currencies other than the United States Dollar.
Results of Operations
Comparison of the Three Months Ended June 30, 2025 and 2024
The following table sets forth our consolidated statements of operations information and data as a percentage of revenue for the three months ended June 30, 2025 and 2024 (in thousands, except percentages):
| Three Months Ended June 30, | |||||||||||||||||||||||
| 2025 | 2024 | ||||||||||||||||||||||
| $ | % | $ | % | ||||||||||||||||||||
| Revenues | $ | 144,498 | 100.0 | % | $ | 106,251 | 100.0 | % | |||||||||||||||
| Cost of revenues | 98,110 | 67.9 | % | 79,089 | 74.4 | % | |||||||||||||||||
| Gross profit | 46,388 | 32.1 | % | 27,162 | 25.6 | % | |||||||||||||||||
| Operating expenses: | |||||||||||||||||||||||
| Research and development, net | 66,134 | 45.8 | % | 39,912 | 37.6 | % | |||||||||||||||||
| Selling, general and administrative | 39,893 | 27.6 | % | 30,524 | 28.7 | % | |||||||||||||||||
| Total operating expenses | 106,027 | 73.4 | % | 70,436 | 66.3 | % | |||||||||||||||||
| Operating loss | (59,639) | (41.3) | % | (43,274) | (40.7) | % | |||||||||||||||||
| Other income (expense): | |||||||||||||||||||||||
| Interest expense, net | (2,371) | (1.6) | % | (824) | (0.8) | % | |||||||||||||||||
| Loss on foreign exchange | (489) | (0.3) | % | (286) | (0.3) | % | |||||||||||||||||
| Other (expense) income, net | (977) | (0.7 | %) | 1,893 | 1.8 | % | |||||||||||||||||
| Total other (expense) income, net | (3,837) | (2.6 | %) | 783 | 0.7 | % | |||||||||||||||||
| Loss before income taxes | (63,476) | (43.9) | % | (42,491) | (40.0) | % | |||||||||||||||||
| (Provision) benefit for income taxes | (2,938) | (2.0) | % | 860 | 0.8 | % | |||||||||||||||||
| Net loss | $ | (66,414) | (45.9) | % | $ | (41,631) | (39.2) | % | |||||||||||||||
Revenues
| Three Months Ended June 30, | ||||||||||||||||||||||||||
| (in thousands, except percentages) | 2025 | 2024 | $ Change | % Change | ||||||||||||||||||||||
| Revenues | $ | 144,498 | $ | 106,251 | $ | 38,247 | 36 | % | ||||||||||||||||||
Revenue increased by $38.2 million, or 36%, for the three months ended June 30, 2025 as compared to the three months ended June 30, 2024. Space systems revenue was $97.9 million for the three months ended June 30, 2025, an increase of $21.0 million, or 27%, primarily due to spacecraft manufacturing growth. Launch Services revenue was $46.6 million for the three months ended June 30, 2025, an increase of $17.3 million, or 59%, primarily due to a higher launch cadence with five Electron launch missions completed in the three months ended June 30, 2025, versus four launch missions completed in the three months ended June 30, 2024, revenue recognized on over-time Electron launch missions and a higher revenue on point-in-time Electron launch missions in the three months ended June 30, 2025.
Cost of Revenues
| Three Months Ended June 30, | ||||||||||||||||||||||||||
| (in thousands, except percentages) | 2025 | 2024 | $ Change | % Change | ||||||||||||||||||||||
| Cost of revenues | $ | 98,110 | $ | 79,089 | $ | 19,021 | 24 | % | ||||||||||||||||||
Cost of revenues increased by $19.0 million, or 24%, for the three months ended June 30, 2025 as compared to the three months ended June 30, 2024. Space systems cost of revenue was $65.7 million for the three months ended June 30, 2025, an increase of $8.2 million, or 14%, primarily due to spacecraft manufacturing growth. Launch Services cost of revenues was $32.4 million in the three months ended June 30, 2025, an increase of $10.8 million, or 50%, primarily due to cost of revenues recognized on over-time Electron launch missions and a higher launch cadence.
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Research and Development, Net
| Three Months Ended June 30, | ||||||||||||||||||||||||||
| (in thousands, except percentages) | 2025 | 2024 | $ Change | % Change | ||||||||||||||||||||||
| Research and development, net | $ | 66,134 | $ | 39,912 | $ | 26,222 | 66 | % | ||||||||||||||||||
Research and development expense increased by $26.2 million, or 66%, for the three months ended June 30, 2025 as compared to the three months ended June 30, 2024, primarily due to Neutron development progress, increased staff and staff related expenses as a result of hiring and prototype spend focused on expanding our spacecraft and spacecraft components product portfolio.
Selling, General and Administrative
| Three Months Ended June 30, | ||||||||||||||||||||||||||
| (in thousands, except percentages) | 2025 | 2024 | $ Change | % Change | ||||||||||||||||||||||
| Selling, general and administrative | $ | 39,893 | $ | 30,524 | $ | 9,369 | 31 | % | ||||||||||||||||||
Selling, general and administrative expense increased by $9.4 million, or 31%, for the three months ended June 30, 2025 as compared to the three months ended June 30, 2024, primarily due to increased staff and staff related expenses to support revenue growth and increased transaction expenses related to managing an active acquisition pipeline.
Interest Expense, Net
| Three Months Ended June 30, | ||||||||||||||||||||||||||
| (in thousands, except percentages) | 2025 | 2024 | $ Change | % Change | ||||||||||||||||||||||
| Interest expense, net | $ | (2,371) | $ | (824) | $ | (1,547) | 188 | % | ||||||||||||||||||
Interest expense, net of interest income increased by $1.5 million, or 188%, for the three months ended June 30, 2025 as compared to the three months ended June 30, 2024, primarily due to an increase of interest expense from our convertible senior notes and a reduced balance in interest-bearing accounts.
Loss on Foreign Exchange
| Three Months Ended June 30, | ||||||||||||||||||||||||||
| (in thousands, except percentages) | 2025 | 2024 | $ Change | % Change | ||||||||||||||||||||||
| Loss on foreign exchange | $ | (489) | $ | (286) | $ | (203) | 71 | % | ||||||||||||||||||
Loss on foreign exchange increased by $0.2 million, or 71%, for the three months ended June 30, 2025 as compared to the three months ended June 30, 2024, primarily due to fluctuations on the foreign exchange rates of the New Zealand Dollar and Canadian Dollar as compared to the U.S. Dollar.
Other (Expense) Income, Net
| Three Months Ended June 30, | ||||||||||||||||||||||||||
| (in thousands, except percentages) | 2025 | 2024 | $ Change | % Change | ||||||||||||||||||||||
| Other (expense) income, net | $ | (977) | $ | 1,893 | $ | (2,870) | (152 | %) | ||||||||||||||||||
Other expense increased by $2.9 million, or 152%, for the three months ended June 30, 2025 as compared to the three months ended June 30, 2024, primarily due to a loss on disposal of assets for the three months ended June 30, 2025.
(Provision) benefit for Income Taxes
| Three Months Ended June 30, | ||||||||||||||||||||||||||
| (in thousands, except percentages) | 2025 | 2024 | $ Change | % Change | ||||||||||||||||||||||
| (Provision) benefit for income taxes | $ | (2,938) | $ | 860 | $ | (3,798) | (442) | % | ||||||||||||||||||
We recorded income tax expense of $2.9 million for the three months ended June 30, 2025 and income tax benefit of $0.9 million for the three months ended June 30, 2024. The effective tax rate was (4.6)% for the three months ended June 30, 2025, compared to 2.0% for the three months ended June 30, 2024. The effective tax rate differs from the federal statutory rate due primarily to a full valuation allowance against our U.S. deferred tax assets.
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Comparison of the Six Months Ended June 30, 2025 and 2024
The following table sets forth our consolidated statements of operations information and data as a percentage of revenue for the six months ended June 30, 2025 and 2024 (in thousands, except percentages):
| Six Months Ended June 30, | |||||||||||||||||||||||
| 2025 | 2024 | ||||||||||||||||||||||
| $ | % | $ | % | ||||||||||||||||||||
| Revenues | $ | 267,067 | 100.0 | % | $ | 199,018 | 100.0 | % | |||||||||||||||
| Cost of revenues | 185,432 | 69.4 | % | 147,682 | 74.2 | % | |||||||||||||||||
| Gross profit | 81,635 | 30.6 | % | 51,336 | 25.8 | % | |||||||||||||||||
| Operating expenses: | |||||||||||||||||||||||
| Research and development, net | 121,243 | 45.4 | % | 78,416 | 39.4 | % | |||||||||||||||||
| Selling, general and administrative | 79,219 | 29.7 | % | 59,273 | 29.8 | % | |||||||||||||||||
| Total operating expenses | 200,462 | 75.1 | % | 137,689 | 69.2 | % | |||||||||||||||||
| Operating loss | (118,827) | (44.5) | % | (86,353) | (43.4) | % | |||||||||||||||||
| Other income (expense): | |||||||||||||||||||||||
| Interest expense, net | (4,957) | (1.9) | % | (1,722) | (0.9) | % | |||||||||||||||||
| (Loss) gain on foreign exchange | (623) | (0.2) | % | 25 | — | % | |||||||||||||||||
| Other (expense) income, net | (498) | (0.2 | %) | 1,304 | 0.7 | % | |||||||||||||||||
| Total other expense, net | (6,078) | (2.3 | %) | (393) | (0.2 | %) | |||||||||||||||||
| Loss before income taxes | (124,905) | (46.8) | % | (86,746) | (43.6) | % | |||||||||||||||||
| (Provision) benefit for income taxes | (2,125) | (0.8) | % | 855 | 0.4 | % | |||||||||||||||||
| Net loss | $ | (127,030) | (47.6) | % | $ | (85,891) | (43.2) | % | |||||||||||||||
Revenues
| Six Months Ended June 30, | ||||||||||||||||||||||||||
| (in thousands, except percentages) | 2025 | 2024 | $ Change | % Change | ||||||||||||||||||||||
| Revenues | $ | 267,067 | $ | 199,018 | $ | 68,049 | 34 | % | ||||||||||||||||||
Revenue increased by $68.0 million, or 34%, for the six months ended June 30, 2025 as compared to the six months ended June 30, 2024. Space systems revenue was $184.8 million for the six months ended June 30, 2025, an increase of $47.9 million, or 35%, primarily due to spacecraft manufacturing growth. Launch Services revenue was $82.2 million for the six months ended June 30, 2025, an increase of $20.2 million, or 32%, primarily due to a higher launch cadence with ten Electron launch missions completed in the six months ended June 30, 2025, versus eight launch missions completed in the six months ended June 30, 2024 and revenue recognized on over-time Electron launch missions, partially offset by a lower revenue on point-in-time Electron launch missions in the six months ended June 30, 2025.
Cost of Revenues
| Six Months Ended June 30, | ||||||||||||||||||||||||||
| (in thousands, except percentages) | 2025 | 2024 | $ Change | % Change | ||||||||||||||||||||||
| Cost of revenues | $ | 185,432 | $ | 147,682 | $ | 37,750 | 26 | % | ||||||||||||||||||
Cost of revenues increased by $37.8 million, or 26%, for the six months ended June 30, 2025 as compared to the six months ended June 30, 2024. Space systems cost of revenue was $124.6 million for the six months ended June 30, 2025, an increase of $22.8 million, or 22%, primarily due to spacecraft manufacturing growth. Launch Services cost of revenues was $60.8 million in the six months ended June 30, 2025, an increase of $14.9 million, or 32%, primarily due to a higher launch cadence and cost of revenues recognized on over-time Electron launch missions.
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Research and Development, Net
| Six Months Ended June 30, | ||||||||||||||||||||||||||
| (in thousands, except percentages) | 2025 | 2024 | $ Change | % Change | ||||||||||||||||||||||
| Research and development, net | $ | 121,243 | $ | 78,416 | $ | 42,827 | 55 | % | ||||||||||||||||||
Research and development expense increased by $42.8 million, or 55%, for the six months ended June 30, 2025 as compared to the six months ended June 30, 2024, primarily due to Neutron development progress, increased staff and staff related expenses as a result of hiring and prototype spend focused on expanding our spacecraft and spacecraft components product portfolio.
Selling, General and Administrative
| Six Months Ended June 30, | ||||||||||||||||||||||||||
| (in thousands, except percentages) | 2025 | 2024 | $ Change | % Change | ||||||||||||||||||||||
| Selling, general and administrative | $ | 79,219 | $ | 59,273 | $ | 19,946 | 34 | % | ||||||||||||||||||
Selling, general and administrative expense increased by $19.9 million, or 34%, for the six months ended June 30, 2025 as compared to the six months ended June 30, 2024, primarily due to increased staff and staff related expenses to support revenue growth and increased transaction expenses related to managing an active acquisition pipeline.
Interest Expense, Net
| Six Months Ended June 30, | ||||||||||||||||||||||||||
| (in thousands, except percentages) | 2025 | 2024 | $ Change | % Change | ||||||||||||||||||||||
| Interest expense, net | $ | (4,957) | $ | (1,722) | $ | (3,235) | 188 | % | ||||||||||||||||||
Interest expense, net of interest income increased by $3.2 million, or 188%, for the six months ended June 30, 2025 as compared to the six months ended June 30, 2024, primarily due to an increase of interest expense from our convertible senior notes and a reduced balance in interest-bearing accounts.
(Loss) Gain on Foreign Exchange
| Six Months Ended June 30, | ||||||||||||||||||||||||||
| (in thousands, except percentages) | 2025 | 2024 | $ Change | % Change | ||||||||||||||||||||||
| (Loss) gain on foreign exchange | $ | (623) | $ | 25 | $ | (648) | (2,592 | %) | ||||||||||||||||||
Loss on foreign exchange increased by $0.6 million, or 2,592%, for the six months ended June 30, 2025 as compared to the six months ended June 30, 2024, primarily due to fluctuations on the foreign exchange rates of the New Zealand Dollar and Canadian Dollar as compared to the U.S. Dollar.
Other (Expense) Income, Net
| Six Months Ended June 30, | ||||||||||||||||||||||||||
| (in thousands, except percentages) | 2025 | 2024 | $ Change | % Change | ||||||||||||||||||||||
| Other (expense) income, net | $ | (498) | $ | 1,304 | $ | (1,802) | (138 | %) | ||||||||||||||||||
Other expense increased by $1.8 million, or 138%, for the six months ended June 30, 2025 as compared to the six months ended June 30, 2024, primarily due to a loss on disposal of assets for the six months ended June 30, 2025.
(Provision) benefit for Income Taxes
| Six Months Ended June 30, | ||||||||||||||||||||||||||
| (in thousands, except percentages) | 2025 | 2024 | $ Change | % Change | ||||||||||||||||||||||
| (Provision) benefit for income taxes | $ | (2,125) | $ | 855 | $ | (2,980) | (349) | % | ||||||||||||||||||
We recorded income tax expense of $2.1 million for the six months ended June 30, 2025 and income tax benefit of $0.9 million for the six months ended June 30, 2024. The effective tax rate was (1.7)% for the six months ended June 30, 2025, compared to 1.0% for the six months ended June 30, 2024. The effective tax rate differs from the federal statutory rate due primarily to a full valuation allowance against our U.S. deferred tax assets.
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Liquidity and Capital Resources
Since inception, we have funded our operations with proceeds from sales of our capital stock, convertible senior notes, term note debt, equipment financing, research and development grant proceeds, and cash flows from the sale of our products and services. As of June 30, 2025, we had $564.1 million of cash and cash equivalents and $185.2 million of marketable securities. Our primary requirements for liquidity and capital are for investment in new products and technologies, the expansion of existing manufacturing facilities, working capital, debt service, acquisitions of complementary businesses, products or technologies and general corporate needs. Historically, these cash requirements have been met through the net proceeds we received through private sales of equity securities and convertible senior notes, borrowings under our credit and equipment financing facilities, net proceeds received in our business combination, net proceeds received from our ATM Equity Offering and payments received from customers.
We believe that our existing cash and cash equivalents and payments from customers will be sufficient to meet our working capital and capital expenditure needs for at least the next twelve months, although we may choose to take advantage of opportunistic capital raising or refinancing transactions at any time primarily for the purposes noted above. We will continue to invest in increasing production and expanding our product offerings through acquisitions.
Material Cash Requirements
As of June 30, 2025, we had outstanding $427.1 million in aggregate principal amount of indebtedness under our convertible senior notes and equipment financing agreement, of which $16.5 million was scheduled to become due in the following twelve months. As of June 30, 2025, our total minimum lease payments was $124.0 million, of which $15.3 million is due in the following twelve months. For details regarding our indebtedness and lease obligations at June 30, 2025, refer to Note 10, Loan Agreements, and Note 13, Leases, to our consolidated financial statements included elsewhere in this Quarterly Report on Form 10-Q.
Our capital expenditures for the six months ended June 30, 2025 were $60.7 million. Our future capital requirements will depend on many factors, including our launch cadence, traction in the market with our space systems offerings, the expansion of sales and marketing activities, the timing and extent of spending to support product development efforts, the introduction of new and enhanced products, the continuing market adoption of our products, the timing and extent of additional capital expenditures to invest in existing and new office spaces and the number of acquisitions of complementary businesses, products or technologies we pursue, if any. We may be required to seek additional equity or debt financing or we may choose to take advantage of opportunistic capital raising or financing transactions primarily for the purposes noted above. In the event that we require additional financing, we may not be able to raise such financing on terms acceptable to us or at all. If we are unable to raise additional capital or generate cash flows necessary to expand our operations and invest in continued product innovation, we may not be able to compete successfully, which would harm our business, operations and financial condition.
Additionally, we expect our capital and operating expenditures will increase significantly in connection with ongoing activities as we:
•increase our investment in marketing, advertising, sales and distribution infrastructure for our existing and future products and services;
•develop additional new products and enhancements to existing products;
•obtain, maintain and improve our operational, financial and management performance;
•hire additional personnel;
•obtain, maintain, expand and protect our intellectual property portfolio; and
•continue to operate as a public company.
Indebtedness
As of June 30, 2025, there was $355.0 million outstanding under our 4.250% Convertible Senior Notes due 2029 (the “Convertible Notes”), before unamortized discount and debt issuance costs of $8.5 million. In addition, as of June 30, 2025, there was $72.1 million outstanding under the Trinity Loan Agreement, before unamortized discount and debt issuance and end of term costs of $1.9 million.
See Note 10 of Item 1 for additional information on our outstanding loan agreements.
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Cash Flows
The following table summarizes our cash flows for the periods presented:
| Six Months Ended June 30, | |||||||||||
| (in thousands) | 2025 | 2024 | |||||||||
| Net cash provided by (used in): | |||||||||||
| Operating activities | $ | (77,467) | $ | (15,588) | |||||||
| Investing activities | (36,022) | (63,097) | |||||||||
| Financing activities | 406,048 | 256,943 | |||||||||
| Effect of exchange rate changes | 1,127 | (141) | |||||||||
| Net increase in cash, cash equivalents, and restricted cash | $ | 293,686 | $ | 178,117 | |||||||
Cash Flows from Operating Activities
Net cash used in operating activities was $77.5 million for the six months ended June 30, 2025 and consisted of $127.0 million in net loss, $61.7 million in non-cash activities and $12.2 million in cash used by operating assets and liabilities. Included in the non-cash activities are $37.2 million in stock-based compensation expense and $17.5 million in depreciation and amortization. Included in the cash used by operating assets and liabilities are $25.3 million in accounts receivable, net, $18.0 million in prepaids and other current assets, $11.5 million in inventories, offset by cash provided in operating assets and liabilities including $11.9 million in other non-current assets, $11.2 million in contract assets, $11.1 million in trade payables and $7.2 million in contract liabilities.
Cash Flows from Investing Activities
Cash used in investing activities for the six months ended June 30, 2025 of $36.0 million was primarily driven by $60.7 million of capital equipment and infrastructure investments, partially offset by net cash provided by maturities, purchases and sales of marketable securities of $24.6 million.
Cash Flows from Financing Activities
Cash provided by financing activities for the six months ended June 30, 2025 of $406.0 million was primarily related to $387.2 million of net proceeds from the issuance of common stock under the ATM Equity Offering and $24.7 million of net proceeds from a draw under the Trinity Loan Agreement, partially offset by $11.2 million of repayments under the Trinity Loan Agreement.
Critical Accounting Policies and Estimates
There have been no material changes to our critical accounting policies and estimates as disclosed in our audited financial statements included in our Form 10-K.
Off-Balance Sheet Arrangements
We did not have during the periods presented, and we do not currently have, any off-balance sheet arrangements, as defined under applicable SEC rules.
Guarantor Information
In connection with the Reorganization, on May 23, 2025, the Company, Rocket Lab USA and U.S. Bank Trust Company, National Association (the “Trustee”) entered a first supplemental indenture (the “Supplemental Indenture”) to the indenture, dated as of February 6, 2024, between Rocket Lab USA and the Trustee (the “Indenture”), governing the Convertible Notes in order to (i) provide for subsequent conversions of the Convertible Notes in the manner set forth in Section 5.09 of the Indenture, (ii) provide for subsequent adjustments to the Conversion Rate pursuant to Section 5.05(A) of the Indenture in a manner consistent with Section 5.09 of the Indenture, (iii) provide for the full and unconditional guarantee of the obligations of Rocket Lab USA under the Convertible Notes and the Indenture and (iv) make such other changes as are appropriate to preserve the economic interests of the holders and to give effect to the provisions of Section 5.09(A) of the Indenture.
As of June 30, 2025, there was $355.0 million aggregate principal amount of issued and outstanding convertible senior notes of Rocket Lab USA that are fully and unconditionally guaranteed by the Company. Accordingly, pursuant to Rule 3-10 of Regulation S-X, separate consolidated financial statements of Rocket Lab USA have not been presented. As permitted under Rule 13-01(a)(4)(vi) of Regulation S-X, we have excluded summarized financial information for Rocket Lab USA because the assets, liabilities and results of operations of Rocket Lab USA are not materially different than the corresponding amounts in the Company’s consolidated financial statements.
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Item 3. Quantitative and Qualitative Disclosures About Market Risk
We are exposed to market risks in the ordinary course of our business. Market risk represents the risk of loss that may impact our financial position due to adverse changes in financial market prices and rates. Our market risk exposure is primarily the result of fluctuations in foreign currency exchange rates and interest rates and inflation. In addition, we are subject to broader market risk that is created by the global market disruptions and uncertainties resulting from macroeconomic challenges, geopolitical events, tariffs, trade and other international disputes.
Foreign Currency Exchange Risk
Our reporting currency is the U.S. dollar, and the functional currency of each of our subsidiaries is either its local currency or the U.S. dollar. The assets and liabilities of each of our subsidiaries are translated into U.S. dollars at exchange rates in effect at each balance sheet date and operations accounts are translated using the average exchange rate for the relevant period. Increases or decreases in the relative value of the U.S. dollar to other currencies may positively or negatively affect revenue and other operating results as expressed in U.S. dollars. Foreign currency translation adjustments are accounted for as a component of accumulated other comprehensive income (loss) within stockholders’ equity. Gains or losses due to transactions in foreign currencies are reflected in the condensed consolidated statements of operations under the line item “Loss on foreign exchange.” Materially all of our revenues are denominated in U.S. dollars and we have not engaged in the hedging of foreign currency risk to date, although we may choose to do so in the future. As such, a 10% or greater move in exchange rates versus the U.S. dollar could have a material impact on our financial results and position.
Interest Rate Risk
As of June 30, 2025, we had cash and cash equivalents of $564.1 million, comprised primarily of operating accounts and money market instruments and $185.2 million invested in marketable securities, comprised of commercial paper, corporate debt securities, bank certificates of deposit, U.S. Treasury bills and notes and asset backed securities. We do not enter into investments for trading or speculative purposes and have not used any derivative financial instruments to manage our interest rate risk exposure.
Impact of Inflation
We do not believe that inflation has had a material effect on our business, results of operations, or financial condition. Nonetheless, if our costs were to become subject to significant inflationary pressures it could diminish our margin thereby limiting our profits, especially if we are not able to fully offset such higher costs. Our inability or failure to do so could harm our business, financial condition, and results of operations.
Item 4. Controls and Procedures
Evaluation of Disclosure Controls and Procedures
We maintain “disclosure controls and procedures,” as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act that are designed to ensure that information required to be disclosed in the reports that we file or submit under the Exchange Act is (1) recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms and (2) accumulated and communicated to our management, including our principal executive and principal financial officer, as appropriate to allow timely decisions regarding required disclosure.
As required by paragraph (b) of Rules 13a-15 and 15d-15 under the Exchange Act, our management, with the participation of our principal executive officer and principal financial officer, evaluated the effectiveness of our disclosure controls and procedures as of the end of the period covered by this Quarterly Report on Form 10-Q. Based upon such evaluation, our principal executive officer and principal financial officer have concluded that our disclosure controls and procedures were effective as of June 30, 2025.
Changes in Internal Control over Financial Reporting
During the period covered by this Quarterly Report on Form 10-Q, there were no changes in the our internal control over financial reporting (“ICFR”) identified in connection with the evaluation required by paragraph (d) of Rules 13a-15 or 15d-15 of the Exchange Act that has materially affected, or is reasonably likely to materially affect, the Company’s ICFR.
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PART II. OTHER INFORMATION
Item 1. Legal Proceedings
From time to time, we may become involved in litigation relating to claims arising from the ordinary course of business. Our management believes that there are currently no claims or actions pending against us, the ultimate disposition of which could have a material adverse effect on our results of operations or financial condition.
Item 1A. Risk Factors
There have been no material changes from the risk factors previously disclosed in Part I, Item 1A of our Annual Report on Form 10-K and Part II, Item 1A of our Quarterly Report on Form 10-Q for the period ended March 31, 2025, as filed with the SEC on May 8, 2025.
Item 2. Recent Sales of Unregistered Securities and Use of Proceeds
None.
Item 3. Defaults Upon Senior Securities
None.
Item 4. Mine Safety Disclosures
None.
Item 5. Other Information
During the three months ended June 30, 2025, the Company’s Chief Executive Officer, Sir Peter Beck, through the Equatorial Trust, a family trust settled in part by Sir Peter Beck, entered into Rule 10b5-1 trading plan (a “Rule 10b5-1 Trading Plan”) to sell shares of the Company’s common stock subject to any applicable volume limitations.
The table below provides certain information regarding such director’s Rule 10b5-1 Trading Plan.
| Name | Title | Plan Date | Earliest Selling Start Date | Maximum Shares That May Be Sold Under the Plan | Plan Expiration Date | ||||||||||||||||||||||||||||||
| September 15, 2025 | |||||||||||||||||||||||||||||||||||
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Item 6. Exhibits
| Exhibit Number | Description | |||||||
| 3.1 | Amended and Restated Certificate of Incorporation of Rocket Lab Corporation (incorporated by reference to Exhibit 3.1 to Rocket Lab USA, Inc.’s Current Report on Form 8-K12B filed on May 23, 2025). | |||||||
| 3.2 | Amended and Restated Bylaws of Rocket Lab Corporation (incorporated by reference to Exhibit 3.2 to Rocket Lab USA, Inc.’s Current Report on Form 8-K12B filed on May 23, 2025). | |||||||
| 3.3 | Certificate of Designations of Series A Convertible Participating Preferred Stock of the Registrant (incorporated by reference to Exhibit 3.3 to Rocket Lab USA, Inc.’s Current Report on Form 8-K12B filed on May 23, 2025). | |||||||
| 4.1 | Description of Securities (incorporated by reference to Exhibit 4.1 to Rocket Lab USA, Inc.’s Current Report on Form 8-K12B filed on May 23, 2025). | |||||||
| 4.2 | First Supplemental Indenture, dated May 23, 2025, by and between Rocket Lab Corporation and U.S. Bank Trust Company, National Association, a national banking association, as trustee (incorporated by reference to Exhibit 4.2 to Rocket Lab USA, Inc.’s Current Report on Form 8-K12B filed on May 23, 2025). | |||||||
| 10.1^ | Stock Purchase Agreement, dated May 22, 2025, by and among Rocket Lab USA, Inc., LightRidge Solutions Holdings LP, and LightRidge Interco Solutions Holdings, Inc. | |||||||
| 10.2 | Joinder to Stock Purchase Agreement, dated May 23, 2025, by and among Rocket Lab Corporation, Rocket Lab USA, Inc., LightRidge Solutions Holdings LP, and LightRidge Interco Solutions Holdings, Inc. | |||||||
| 31.1* | Certification of Principal Executive Officer pursuant to Exchange Act rules 13a-14 or 15d-14. | |||||||
| 31.2* | Certification of Principal Financial Officer pursuant to Exchange Act rules 13a-14 or 15d-14. | |||||||
| 32.1*† | Certification of Principal Executive Officer and Principal Financial Officer pursuant to Exchange Act rules 13a-14(b) or 15d-14(b) and 18 U.S.C. Section 1350. | |||||||
| 101.INS* | Inline XBRL Instance Document (the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document) | |||||||
| 101.SCH* | Inline XBRL Taxonomy Extension Schema With Embedded Linkbase Documents | |||||||
| 104* | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101) | |||||||
_____________________________________
*Filed herewith.
†The certification furnished in Exhibit 32.1 hereto is deemed to be furnished with this Quarterly Report on Form 10-Q and will not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, except to the extent that the Registrant specifically incorporates it by reference.
^ Certain portions of this exhibit (indicated by “[***]”) have been omitted in compliance with Regulation S-K Item 601(b)(10)(iv) as the Company determined the omitted information (i) is not material and (ii) is the type that the Company customarily and actually treats as private or confidential.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
| ROCKET LAB CORPORATION | ||||||||
August 7, 2025 | By: | /s/ Peter Beck | ||||||
| Peter Beck | ||||||||
| President, Chief Executive Officer and Chairman | ||||||||
| (Principal Executive Officer) | ||||||||
August 7, 2025 | By: | /s/ Adam Spice | ||||||
| Adam Spice | ||||||||
| Chief Financial Officer | ||||||||
| (Principal Financial and Accounting Officer) | ||||||||
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Source:
FAQ
How much revenue did Rocket Lab (RKLB) generate in Q2 2025?
The company reported $144.5 million in total revenue, up 36% year over year.
What is Rocket Lab鈥檚 current cash balance?
Cash and cash equivalents stood at $564 million as of June 30 2025; total liquidity including securities is $749 million.
Did Rocket Lab improve its gross margin?
Yes, gross margin increased to 32.1% in Q2 2025 from 25.6% in Q2 2024.
What is the size of Rocket Lab鈥檚 backlog?
Backlog was $995 million, with roughly 58% expected to be recognized within 12 months.
How much dilution could arise from the 2029 convertible notes?
At the current 195.1029 conversion ratio, the $355 m notes could add about 69 million shares if fully converted.
Why did stockholders鈥� equity increase despite losses?
Equity rose to $688 m mainly due to the $397 m ATM equity raise and the common-to-preferred share exchange.
Rocket Lab Usa Inc
NASDAQ:RKLB
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21.45B
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Aerospace & Defense
Guided Missiles & Space Vehicles & Parts
United States
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