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BUSINESS COMBINATIONS
 6 Months Ended
Jun. 30, 2026
Business Combination, Asset Acquisition, Transaction between Entities under Common Control, and Joint Venture Formation [Abstract]  
BUSINESS COMBINATIONS BUSINESS COMBINATIONS
Motiv
On May 26, 2026, the Company closed the acquisition of Motiv Space Systems, Inc. (“Motiv”) pursuant to an Equity Purchase Agreement (together with the ancillary documents thereto, the “Motiv Purchase Agreement”) by and among the Company, Motiv and certain other equity holders of Motiv, which provided for, among other things, the Company’s purchase and acquisition of all of the issued and outstanding equity interests of Motiv. The Motiv acquisition addresses a critical gap in the Company’s vertical integration strategy by bringing in-house costly and supply-constrained satellite components like solar array drive assemblies (SADAs) and other precision mechanisms and adding Mars-proven robotics capability for advanced planetary and national security missions.
Pursuant to the terms of the Motiv Purchase Agreement, all of the issued and outstanding equity interests of Motiv were purchased in exchange for aggregate consideration of $40,000 in cash, subject to adjustments at closing, plus up to $20,000 in potential additional post-closing earnout payments in common stock.
Acquisition Consideration
The following table presents the purchase consideration and the estimates of the preliminary fair value of the assets acquired and the liabilities assumed by the Company in the acquisition:
May 26, 2026
Cash consideration$38,885 
Contingent consideration5,654 
Purchase consideration$44,539 
Description
Cash and cash equivalents$3,867 
Accounts receivable2,020 
Contract assets2,590 
Inventories148 
Prepaids and other current assets340 
Property, plant and equipment3,137 
Intangible assets14,000 
Right-of-use assets - operating leases2,100 
Other non-current assets141 
Trade payables(299)
Employee benefits payable(3,631)
Contract liabilities(6,709)
Other current liabilities(680)
Non-current operating lease liabilities(1,460)
Identifiable net assets acquired15,564 
Goodwill28,975 
Total purchase price$44,539 
The following is a summary of preliminary identifiable intangible assets acquired and the related expected lives for the finite-lived intangible assets:
TypeEstimated Life in YearsFair Value
Developed technology17$13,300 
Backlog1.5700 
Total identifiable intangible assets acquired$14,000 
Goodwill of $28,975 was recorded for the Motiv acquisition, representing the excess of the purchase price over the fair value of the identifiable net assets. The goodwill has been allocated to the space systems operating segment, reflecting the strategic operations of this operating segment. Goodwill recognized primarily represents the future revenue and earnings potential and certain other assets which were acquired, but that do not meet the recognition criteria, such as assembled workforce. The goodwill is expected to be deductible for income tax purposes.
The Company’s condensed consolidated statements of operations for the three months ended June 30, 2026 include revenues and operating loss of $1,420 and $219, respectively, related to the Motiv acquisition.
Mynaric
On April 14, 2026, the Company completed the acquisition of 100% of the issued and outstanding ordinary shares of Mynaric AG (“Mynaric”), a stock corporation incorporated under the laws of Germany, thereby obtaining control. The acquisition strengthens the Company’s position as a leading provider of launch services, spacecraft manufacturing, and satellite components by adding high-performing laser optical communications technology. The acquisition addresses a critical supply chain constraint for satellite constellation operators and establishes the Company's first European footprint.
The Company paid an aggregate consideration value of $155,300 at the closing of the acquisition, consisting of a nominal cash payment and 2,277,002 shares of the Company’s common stock.
Acquisition Consideration
The following table presents the purchase consideration and the estimates of the preliminary fair value of the assets acquired and the liabilities assumed by the Company in the acquisition:
April 14, 2026
Fair value of common stock issued (1)
$160,802 
Purchase consideration$160,802 
Description
Cash and cash equivalents$1,304 
Accounts receivable8,591 
Inventories41,088 
Prepaids and other current assets17,862 
Property, plant and equipment31,192 
Intangible assets99,073 
Right-of-use assets - operating leases21,992 
Other non-current assets1,350 
Trade payables(10,466)
Accrued expenses(2,441)
Employee benefits payable(3,716)
Contract liabilities(69,081)
Other current liabilities(3,367)
Non-current operating lease liabilities(19,622)
Deferred income tax liabilities(8,905)
Other non-current liabilities(4,058)
Identifiable net assets acquired100,796 
Goodwill60,006 
Total purchase price$160,802 
_____________________________________
(1) The Company issued 2,277,002 shares of common stock, with the fair value determined based on the Company’s common stock closing price of $70.62 on April 13, 2026.
The following is a summary of preliminary identifiable intangible assets acquired and the related expected lives for the finite-lived intangible assets:
TypeEstimated Life in YearsFair Value
Developed technology11$51,996 
Customer relationships1232,439 
Trademarks and tradenames187,495 
Backlog17,143 
Total identifiable intangible assets acquired$99,073 
Goodwill of $60,006 was recorded for the Mynaric acquisition, representing the excess of the purchase price over the fair value of the identifiable net assets. The goodwill has been allocated to the space systems operating segment, reflecting the strategic operations of this operating segment. Goodwill recognized primarily represents the future revenue and earnings potential and certain other assets which were acquired, but that do not meet the recognition criteria, such as assembled workforce. The goodwill is not expected to be deductible for income tax purposes.
The Company’s condensed consolidated statements of operations for the three months ended June 30, 2026 include revenues and operating loss of $13,195 and $13,245, respectively, related to the Mynaric acquisition.
GEOST
In August 2025, the Company closed the acquisition of GEOST LLC ( “GEOST”) pursuant to a Stock Purchase Agreement (the “GEOST Purchase Agreement”), by and among Rocket Lab USA, LightRidge Solutions Holdings LP ("LightRidge Solutions"), and LightRidge Interco Solutions Holdings, Inc. (“LightRidge Interco”), which provided for, among other things, the Company’s purchase and acquisition of all of the issued and outstanding shares of common stock of LightRidge Interco, the owner of GEOST.
Pursuant to the terms of the GEOST Purchase Agreement, all of the issued and outstanding shares of LightRidge Interco were purchased in exchange for aggregate consideration of $275,000, consisting of approximately $125,000 in cash and 3,057,588 shares of common stock, subject in each case to customary adjustments at closing, including for cash, working capital, transaction expenses and indebtedness. Additionally, the GEOST Purchase Agreement provides for up to $50,000 in potential additional post-closing cash earnout payments to LightRidge Solutions tied to revenue targets of the GEOST business for 2026 and 2027.
Acquisition Consideration
The following table presents the purchase consideration and the estimates of the preliminary fair value of the assets acquired and the liabilities assumed by the Company in the acquisition:
August 12, 2025
Cash consideration$136,178 
Fair value of common stock issued (1)
137,653 
Contingent consideration (2)
18,258 
Purchase consideration$292,089 
Description
Cash and cash equivalents$1,280 
Accounts receivable3,196 
Contract assets787 
Inventories402 
Prepaids and other current assets1,079 
Property, plant and equipment4,267 
Intangible assets183,300 
Right-of-use assets - operating leases6,553 
Other non-current assets424 
Trade payables(2,467)
Accrued expenses(142)
Employee benefits payable(3,407)
Contract liabilities(842)
Other current liabilities(1,340)
Non-current operating lease liabilities(5,256)
Deferred income tax liabilities(31,997)
Identifiable net assets acquired155,837 
Goodwill136,252 
Total purchase price$292,089 
_____________________________________
(1) The Company issued 3,057,588 shares of common stock, with the fair value determined based on the Company’s common stock closing price of $45.02 on August 11, 2025.
(2) The contingent consideration, to be paid in cash, was classified as a liability and included in other non-current liabilities on the condensed consolidated balance sheets. To estimate the fair value of the contingent consideration liability, management valued the earn-out based on the likelihood of reaching certain revenue targets. At the acquisition date, the fair value of the contingent consideration payable was measured based on a Monte Carlo simulation utilizing projections about future performance. Significant inputs at acquisition include revenue volatility of 29%, discount rate of 10% and projected financial information.
The following is a summary of preliminary identifiable intangible assets acquired and the related expected lives for the finite-lived intangible assets:
TypeEstimated Life in YearsFair Value
Developed technology10$172,300 
Backlog511,000 
Total identifiable intangible assets acquired$183,300 
Goodwill of $136,252 was recorded for the GEOST acquisition, representing the excess of the purchase price over the fair value of the identifiable net assets. The goodwill has been allocated to the space systems operating segment, reflecting the strategic operations of this operating segment. Goodwill recognized primarily represents the future revenue and earnings potential and certain other assets which were acquired, but that do not meet the recognition criteria, such as assembled workforce. The majority of goodwill is not expected to be deductible for income tax purposes.
Measurement Period
During the measurement period (a period not to exceed 12 months from acquisition date), the Company will continue to obtain information to assist in determining the fair value of net assets acquired, which could differ materially from those preliminary estimates. Specifically, the Company is evaluating outstanding matters, including but not limited to, legal contingencies, other receivables, tax-related items and other assets. Measurement period adjustments, if applicable, were applied in the reporting period in which the adjustment amounts were determined. Measurement period adjustments for the three and six months ended June 30, 2026 did not have a material impact.
Unaudited Pro Forma Information
The unaudited consolidated financial information summarized in the following table gives effect to the GEOST, Mynaric and Motiv acquisitions assuming they occurred on January 1, 2025. These unaudited consolidated pro forma operating results do not assume any impact from revenue, cost or other operating synergies that are expected as a result of the acquisitions. These unaudited consolidated pro forma operating results are presented for illustrative purposes only and are not indicative of the operating results that would have been achieved had the acquisition occurred on January 1, 2025, nor does the information project results for any future period.
Three Months Ended June 30,Six Months Ended June 30,
2026202520262025
Total revenues$237,842 $173,064 $455,880 $313,875 
Net loss$(55,043)$(82,520)$(118,883)$(168,135)