v3.26.3
ACQUISITIONS
 9 Months Ended
Sep. 30, 2026
Business Combination, Asset Acquisition, Transaction between Entities under Common Control, and Joint Venture Formation [Abstract]  
ACQUISITIONS ACQUISITIONS
Astrobotic Technology, Inc.
On July 10, 2026, the Company acquired 100% of the equity securities of Astrobotic Technology, Inc. ("Astrobotic") for $275.4 million in consideration, which was comprised of $96.1 million in cash, $63.1 million in equity and $116.2 million in contingent consideration. Astrobotic is a key strategic acquisition in the Company's strategic lunar initiative.
During the three months ended September 30, 2026 and subsequent to the closing of the acquisition, $69.5 million of the contingent consideration was settled in $38.2 million of cash and $31.3 million of equity. The fair value of the remaining earnout liability balance as of September 30, 2026 was estimated using probability-weighted discounted cash flow models with significant inputs that are not observable in the market and thus represent a Level 3 fair value measurement. The maximum contingent consideration payable remaining as of September 30, 2026 from the Company to Astrobotic is $59.3 million.
During the three and nine months ended September 30, 2026, the Company expensed as incurred acquisition-related costs of approximately $2.4 million related to Astrobotic. These costs were not included in the total purchase consideration paid by the Company and are included in selling, general, and administrative within its condensed consolidated statements of operations.
The following table presents the net sales and net loss from Astrobotic included in the Company’s condensed consolidated statements of operations during the three and nine months ended September 30, 2026:
Astrobotic
Net sales$31,204 
Net loss$1,783 
Supplemental Pro Forma Information - Astrobotic
The financial information in the table below summarizes the combined results of operations, on a pro forma basis, as though the business combination had occurred as of the earliest period presented. The unaudited pro forma financial information is presented for informational purposes only and are not necessarily indicative of future results of operations or results that might have been achieved had the acquisition been consummated as of January 1, 2025.
The following unaudited pro forma summary presents consolidated information as if the business combination had occurred on January 1, 2025.
Three Months Ended September 30, 2026Voyager
Astrobotic		Pro Forma Combined Condensed
Net sales$88,715 $969 $89,684 
Net loss $55,680 $378 $56,058 
Nine Months Ended September 30, 2026VoyagerAstrobotic Pro Forma Combined Condensed
Net sales$176,707 $12,343 $189,050 
Net loss$146,153 $77,669 $223,822 
Three Months Ended September 30, 2025VoyagerAstroboticPro Forma Combined Condensed
Net sales$39,587 $14,032 $53,619 
Net loss$16,273 $97 $16,370 
Nine Months Ended September 30, 2025VoyagerAstroboticPro Forma Combined Condensed
Net sales$119,768 $34,023 $153,791 
Net loss$74,593 $6,326 $80,919 
The unaudited pro forma combined condensed financial information during the three and nine months ended September 30, 2026 were adjusted to include depreciation and amortization adjustments of $0.3 million and $5.9 million, respectively to reflect the adjustment to property, plant, and equipment depreciation and amortization expense from the acquired developed technology and customer relationships. The unaudited pro forma combined condensed financial information during the three and nine months ended September 30, 2025 were adjusted to include depreciation and amortization adjustments of $2.8 million and $8.5 million, respectively, to reflect these same adjustments.
Provisional Fair Values of the Assets and Liabilities - Astrobotic Acquisition
The following table presents the provisional fair values of the assets acquired and liabilities assumed by the Company through the acquisition of Astrobotic as of the acquisition date:
Astrobotic
ASSETS
Cash and cash equivalents$16,080 
Accounts receivable860 
Contract assets710 
Advanced payments, current6,000 
Prepaid expenses and other current assets4,026 
Property and equipment36,495 
Operating lease right-of-use assets487 
Intangible assets121,400 
Goodwill(1)
213,639 
Other assets147 
TOTAL ASSETS399,844 
LIABILITIES
Accounts payable707 
Contract liabilities47,590 
Operating lease liabilities23 
Accrued expenses and other current liabilities23,563 
Operating lease liabilities, non-current464 
Contract liabilities, non-current15,312 
Deferred tax liabilities2,804 
Other long-term liabilities33,989 
TOTAL LIABILITIES124,452 
Net assets acquired$275,392 
__________________
(1)The acquired goodwill represents synergies with the Company’s Defense and Space Technologies segment. None of the goodwill acquired is tax deductible for Astrobotic.
As a result of acquired, existing revenue contracts, in which current estimate of consideration expected to be received is less than the current estimate of total costs, a $53.9 million loss provision was assumed as part of the acquisition. Of which, $19.9 million is within Accrued expenses and other current liabilities and $34.0 million is within Other long-term liabilities presented in the table above.
Class and Estimated Useful Life of Intangible Assets - Astrobotic Acquisition
The following table presents the class and estimated useful life of the intangible assets acquired during the nine months ended September 30, 2026 via the Astrobotic acquisition:
Asset ClassAmountUseful Life
Customer relationships $42,800 9 years
Developed technology $78,600 10 years
ExoTerra Resource, LLC
On October 24, 2025, the Company acquired 100% of the equity securities of ExoTerra Resource, LLC (“ExoTerra”) for $93.4 million in consideration, which was comprised of $69.4 million in cash, $10.8 million in equity, $7.4 million in contingent consideration and $5.8 million in post-closing net working capital adjustments. The $5.8 million in post-closing net working capital adjustments was settled and paid during the three months ended March 31, 2026. ExoTerra aims to reduce the cost of space exploration by developing affordable technologies that minimize spacecraft mass, including high efficiency propulsion, miniaturization, In Situ resource utilization and reusable infrastructure. ExoTerra develops systems and technologies that solve the needs of micro-satellite constellations in the space industry. ExoTerra is consolidated into the Company’s Defense and Space Technologies reporting segment.
Estes Energetics
On November 19, 2025, the Company acquired 100% of the equity securities of Estes Energetics (“Estes”) for $64.1 million in consideration, which was comprised of $54.6 million in cash and $9.5 million in equity. Estes designs and manufactures energetics and propulsion materials critical to U.S. defense and space systems. Estes is vertically integrated in the production of energetics, propulsion materials, and critical chemical compounds supporting missile defense, tactical munitions and space propulsion. Estes is consolidated into the Company’s Defense and Space Technologies reporting segment.
During the year ended December 31, 2025, the Company expensed as incurred acquisition-related costs of approximately $3.5 million related to ExoTerra and Estes. These costs were not included in the total purchase consideration paid by the Company and are included in selling, general, and administrative within its consolidated statements of operations. During the three and nine months ended September 30, 2026, the Company expensed as incurred immaterial acquisition-related costs.
Provisional Fair Values of the Assets and Liabilities - ExoTerra & Estes Acquisitions
The purchase price allocations for the Company’s acquisitions during 2025 are preliminary and subject to adjustment as the estimates, assumptions, valuations, and other analyses have not yet been finalized. The following table presents the provisional fair values of the assets acquired and liabilities assumed by the Company through the acquisitions of ExoTerra and Estes as of their respective acquisition dates:
ExoTerraEstes
ASSETS
Cash and cash equivalents$1,612 $3,216 
Accounts receivable2,191 2,252 
Contract assets9,504 859 
Inventories970 1,455 
Prepaid expenses and other current assets2,622 122 
Property and equipment6,240 12,716 
Operating lease right-of-use assets6,366 3,286 
Intangible asset - Trade name2,200 2,100 
Intangible asset - Customer relationships3,400 15,000 
Intangible asset - Developed technology19,100 15,700 
Goodwill(1)
57,290 28,276 
Other assets223 — 
TOTAL ASSETS111,718 84,982 
LIABILITIES
Accounts payable1,393 259 
Contract liabilities7,657 5,558 
Operating lease liabilities631 602 
Accrued expenses and other current liabilities2,903 3,707 
Operating lease liabilities, non-current5,735 2,684 
Deferred tax liabilities— 7,432 
Other long-term liabilities— 590 
TOTAL LIABILITIES18,319 20,832 
Net assets acquired$93,399 $64,150 
__________________
(1)The acquired goodwill represents synergies with the Company’s Defense and Space Technologies segment. All of the goodwill acquired is tax deductible for ExoTerra, as the tax basis of goodwill exceeds the acquired goodwill. None of the goodwill acquired is tax deductible for Estes.
Class and Estimated Useful Life of Intangible Assets - ExoTerra & Estes Acquisitions
The following table presents the class and estimated useful life of the intangible assets acquired during the year ended December 31, 2025 via the ExoTerra and Estes acquisitions:
Asset ClassExoTerraEstes
Trade name2 years20 years
Customer relationships5 years
4 to 10 years
Developed technology6 years20 years
ElectroMagnetic Systems, Inc.
On August 6, 2025, the Company acquired 100% of the equity securities of ElectroMagnetic Systems, Inc. (“EMSI”) for $32.7 million in consideration, which was comprised of $27.0 million in cash and $5.7 million in Class A common stock. EMSI is a radar AI software company serving high-priority U.S. defense and intelligence missions. EMSI specializes in synthetic aperture radar (“SAR”) exploitation using proprietary AI/ML models and synthetic training data pipelines. As of the acquisition date, EMSI was consolidated into the Company’s Defense and National Security reporting segment. The total fair value for the purchase was attributed to tangible assets of $3.9 million, intangible assets of $9.6 million, inclusive of $5.4 million for developed technology and $3.8 million for customer relationships/backlog, and goodwill of $21.6 million, offset by liabilities assumed of $2.4 million. The intangible assets are expected to be amortized over two to ten years. The acquired goodwill represents synergies with the Company’s Defense and Space Technologies reporting segment. This acquisition was not considered material, individually or in the aggregate to the Company’s condensed consolidated financial statements or segment results. As a result, no pro forma information has been provided.
Optical Physics Company
On May 2, 2025, the Company acquired 100% of the equity securities of Optical Physics Company (“OPC”) for $9.5 million in consideration, which was comprised of $6.7 million in cash, $1.0 million in Common stock and $1.8 million in contingent consideration. OPC provides competencies in building high precision optics; opto-mechanical assemblies and associated electronics, computer interfacing, signal acquisition and signal processing. OPC is consolidated into the Company’s Defense and Space Technologies reporting segment.. The total fair value for the purchase was attributed to tangible assets of $2.1 million, intangible assets of $5.5 million and goodwill of $4.0 million, offset by liabilities assumed of $2.1 million. All intangible assets are expected to be amortized over five years. This acquisition was not considered material, individually or in the aggregate to the Company’s condensed consolidated financial statements or segment results. As a result, no pro forma information has been provided. None of the goodwill acquired is tax deductible.