SPACE IS OPEN FOR BUSINESS - Investor Presentation - Rocket Lab

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SPACE IS OPEN FOR BUSINESS - Investor Presentation - Rocket Lab
Rocket Lab USA

SPACE IS
OPEN FOR
BUSINESS
Investor Presentation

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

2           Rocket Lab USA
SPACE IS OPEN FOR BUSINESS - Investor Presentation - Rocket Lab
FROM THE FOUNDER

                     Space has defined
                     some of humanity’s
                     greatest achievements,
                     and it continues
                     to shape our future.
                     I’m motivated by the enormous
                     impact we can have on Earth by making
                     it easier to get to space and to use it
                     as a platform for innovation, exploration,
                     and infrastructure. We go to space to
                     improve life on Earth.”

                     Peter J. Beck
                     Founder, CEO, Chief Engineer,
                     Adjunct Professor

3   Rocket Lab USA
SPACE IS OPEN FOR BUSINESS - Investor Presentation - Rocket Lab
Today’s
Presenters

ROCKET LAB                                                   VECTOR ACQUISITION CORPORATION

    Peter Beck                     Adam Spice                 Alex Slusky
    Founder, CEO, Chief Engineer   Chief Financial Officer    CEO, Vector Acquisition Corporation
                                                              CIO, Founder, and Managing Director, Vector Capital

4       Rocket Lab USA
SPACE IS OPEN FOR BUSINESS - Investor Presentation - Rocket Lab
Vector Capital
Overview

                       OUR PEDIGREE                              Our Value Add for Rocket Lab

                Tech-only Investment Fund                                Executing Accretive Acquisitions

                                                          $320M SPAC

                       25-Year Track Record                                 Sales, Operations, Strategy

HIGHLIGHTS

$3B+                            40+                             100+                       39%
Capital Under                   Investing and Operating         Tech Companies             Gross IRR Since
Management                      Professionals                   Acquired Since 1997        Inception

5     Rocket Lab USA
SPACE IS OPEN FOR BUSINESS - Investor Presentation - Rocket Lab
CONTENTS

SECTION                SECTION   SECTION         SECTION

01
Rocket Lab Overview
                       02
                       Launch
                                 03
                                 Space Systems
                                                 04
                                                 Transaction Overview
& Introduction                                   & Financials

6     Rocket Lab USA
SPACE IS OPEN FOR BUSINESS - Investor Presentation - Rocket Lab
SECTION

                                 01
                                 ROCKET LAB
                                 OVERVIEW &
                                 Introduction

7   Rocket Lab USA   Section 1
SPACE IS OPEN FOR BUSINESS - Investor Presentation - Rocket Lab
In the history of
              spaceflight, only two
              private companies have
              delivered regular and
              reliable access to orbit

                                 &

8   Rocket Lab USA   Section 1
SPACE IS OPEN FOR BUSINESS - Investor Presentation - Rocket Lab
Rocket lab
at a glance
A vertically integrated provider of small launch
services, satellites and spacecraft components

    Delivering end-to-end                                       IN UNDER 6 YEARS
    space solutions

         Launch: Proven rocket delivering dedicated access
         to orbit for 3+ years

         Space Systems: Manufacturing satellites and
         best-in-class heritage spacecraft components
                                                                18 97 3
                                                                Launches      Satellites   Launch
                                                                                                           2      ND
                                                                                                           Most frequently
                                                                                                                             2
                                                                                                                             Mission
                                                                                                                                              7
                                                                                                                                              Successful
                                                                to space      deployed     pads built      launched          control          missions
                                                                              to orbit                     U.S. rocket       centers          for USG
                                                                                                                                              customers
         Space Applications: Uniquely positioned to leverage
         launch and satellite capabilities and infrastructure
         to build and operate our own constellations

                                                                1
                                                                Strategic
                                                                              2
                                                                              Factories
                                                                                           1
                                                                                           of our own
                                                                                                           1
                                                                                                           Recovered
                                                                                                                             3
                                                                                                                             Interplanetary
                                                                                                                                              1
                                                                                                                                              Awarded
                                                                acquisition   built        satellites on   rocket            missions         propellant
                                                                                           orbit (+ more                     scheduled        depot mission
                                                                                           to come)                          (Moon, Mars,     on orbit for
                                                                                                                             Venus)           NASA

9       Rocket Lab USA   Section 1
SPACE IS OPEN FOR BUSINESS - Investor Presentation - Rocket Lab
Rocket Lab is way out in front

                                                                                                                                                                          ELECTRON LIFT-OFF
                                                                                                                                                                          LAUNCH COMPLEX 1
Uniquely compelling investment
opportunity in a generational space leader

                                                             › Unprecedented commercial investment and government expenditures are driving
     Large, Rapidly
                                                                rapid growth in the space economy
     Growing Market
                                                             › Market forecast to grow to $1.4T by 20301

     Pioneer with Commanding                                 › One of only two commercial companies delivering regular access to orbit
     Leadership Position                                     › Strong first-mover advantage in small launch category

                                                             › 18 launches since 2017 with cadence increasing
     Proven Business
                                                             › Rocket Lab-built satellites and components on orbit
     Execution
                                                             › Extensive launch and development facilities across U.S. and NZ

                                                             › Aggressive organic and inorganic expansion of Space Systems business
     Expanding Scope & Seizing
                                                             › Missions scheduled to the Moon and Mars for NASA
     Growth Opportunities
                                                             › Uniquely positioned to access expanding space applications TAM

                                                             › Current bookings for 2021 represent 90% of $69M forecast revenue (96% Y/Y growth)
     Attractive
                                                             › Forecast EBITDA positive in 2023 and cash flow positive in 2024
     Financial Model

                                                                                                                                                     MAHIA, NEW ZEALAND
                                                             › Forecast crossing $1B revenue in 2026

                                                                                                                                                     LAUNCH COMPLEX 1
                                                             › Peter Beck is a visionary in the space industry, leading Rocket Lab to a series of
     Successful Executive                                       industry-defining firsts
     Team Driving Innovation                                 › Adam Spice has public company CFO credentials and deep M&A experience
                                                             › Motivated and passionate team of 530 employees

10     Rocket Lab USA   Section 1   1 Wall Street Research
$350B+ TAM
forecast to grow

                                                                                                                          ROCKET LAB PRODUCTION COMPLEX
to $1.4T by 20301
Uniquely positioned to
exploit a growing market

                                                                                                                          PHOTON
1                                     2                                                   3
Launch                                SPACE SYSTEMS                                       SPACE APPLICATIONS
Electron & Neutron                    Photon                                              TAM ~$320B1
TAM ~$10B2                            TAM ~$20B2

› TAM growth driven                 › S
                                          ignificant growth in                           › Market growth driven
    by historic levels                   small satellite mega                                 by demand for space-
    of demand for                        constellations driven by                             based connectivity, Earth
    responsive small                     demand for commercial                                observation (including
    satellite launch                     Earth observation and                                synthetic aperture radar,
    and constellation                    telecom applications                                 electro-optical and RF)
    deployments                                                                               and other services
                                      › D
                                          oD focused on resiliency
› Small satellite                      of space infrastructure                          › Significant untapped
    constellations will                  and satellite constellation                          potential for value-added
    account for ~83%                     deployment and                                       services including data
    of all satellites                    replenishment                                        management & analytics
    launched by 20283                                                                         to support end
                                      › Increased focus from
                                                                                              customer insights

                                                                                                                                                          ELECTRON LIFT OFF
                                                                                                                                                          LAUNCH COMPLEX 1
                                          multiple governments on
                                          high value deep space
                                          planetary exploration and
                                          discovery missions

11       Rocket Lab USA   Section 1        1 Wall Street Research 2 Allied Market Research 3 Bryce Reports
WORLD LEADING
TECHNOLOGY
Large technology moat

                                                                                  AUCKLAND, NEW ZEALAND
                                                                                  PRODUCTION COMPLEX
     1   st
     3D printed
                              1       st
                              Electric-pump
                                               1   st
                                               Fully carbon
                                                                1   st
                                                                And only
     rocket engine            -fed rocket      composite        private orbital
                              engine           launch vehicle   launch site

                                                                                                                                   PHOTON ENCAPSULATION
                                                                                                          LAUNCH COMPLEX 1, 2020

                                                                                                                                   LAUNCH COMPLEX 1, 2020
     FIRST                    Unique           Only             FIRST

                                                                                                          ELECTRON LIFT-OFF
     Rocket that              Kick Stage       Reusable         Private
     converts to a            enabling         small launch     interplanetary
     satellite on orbit       in-space         vehicle          mission
                              transportation

12      Rocket Lab USA    Section 1
vertically integrated
space company
From raw material to orbit
                                                                                1   2

 1                         2               5                  6

Rocket Lab HQ              inclair
                          S                Auckland           Mission Control
Space Systems             Interplanetary   Production         New Zealand
Mission Control U.S.      by Rocket Lab    Complex

                                                                                3   4

                                                                                5   6

 3                         4                7                 8

Global Tracking            aunch
                          L                 ropulsion Test
                                           P                   aunch
                                                              L
Systems                   Complex 2        Complex            Complex 1

13      Rocket Lab USA   Section 1
                                                                                7   8
PROVEN TEAM
     led by industry
     veterans

     EXECUTIVE LEADERSHIP

     Peter Beck                                 Adam Spice                             Shaun O’Donnell                Lachlan Matchett
     Founder, CEO, Chief Engineer               Chief Financial Officer                EVP – Global Operations        VP – Propulsion

     Shaun D’Mello                              Doug Sinclair                          Lars Hoffman                   Shane Fleming, VP – Global
     VP – Launch                                Space Systems Engineering Fellow       SVP – Global Launch Services   Commercial Launch Services

     Ehson Mosleh                               Richard French, Director – Business    Robbie Hurwitz                  Morgan Bailey
     Space Systems Chief Engineer               Development & Strategy Space Systems   Senior Legal Counsel            Head of Communications

14         Rocket Lab USA           Section 1
Our execution

                                                                                                                                                         MAHIA, NEW ZEALAND
                                                                                                                                                         ELECTRON LIFT-OFF
history
We do what we say we will do

Launch 6 YEARS
2014                            2018                                                                                                  2020
1st venture   NZ launch         1st flight     Factory built     First NRO    U.S. launch        Successful         4th most          Monthly launch
capital       site built        to orbit       to support 1      launch       site built         reuse mission      frequent          cadence into

                                                                                                                                                                              FIRST NASA MISSION
raised                                         rocket per week                                                      launcher in       2021
                                               production                                                           the world in
                                                                                                                    ‘19 & ‘20

                                                                                                                                                                              2018
Space Systems 1 YEAR
2019                                                                                                                                  2020
Photon program             Acquired Sinclair       Awarded             Awarded NASA         Developed      KSAT            First      Scheduled
announced                  Interplanetary          NASA CAPSTONE       propellant           multiple       partnership     Photon     missions to the
                                                   mission             depot mission        Rocket Lab                     launched   Moon (2021),
                                                   to the Moon         in LEO               satellite                                 Venus (2023) and
                                                                                            components                                Mars (2024)

                                                                                                                                                         PHOTON FIRST LIGHT
Space Applications 0.5 YEARS

                                                                                                                                                         NOVEMBER 2020
2020
First Rocket Lab            Positioned to provide
satellite on orbit          space data to the market

15       Rocket Lab USA      Section 1
SECTION

                                  02
                                  LAUNCH

16   Rocket Lab USA   Section 2
dedicated small
launch is critical
Not all space access is the same

     Rocket Lab delivers the first dedicated ride to orbit
     for small satellites, providing customers control
     over launch schedule and enabling tailored orbits
     that cannot be matched by large rocket rideshare

                                                                                  Launch                                 Frequent
                                                                                  On demand                              launch
                                                                                  Strategically critical for             132 launch slots every year
     Small satellites             More than 50%         Large rockets do not      military space resilience and          (more than all U.S. launch
     face costly delays           of small satellites   provide adequate          commercial constellation               sites combined)
     when flying                  launched in           control for many
                                                                                  replenishment
     rideshare on large           the past 5 years      small satellite orbital
     rockets due to low           were delayed from     destinations
     launch frequency             4 months to 2 years

                                                                                  Tailored                               SCHEDULE
                                                                                  orbits                                 CONTROL
                                                                                  Small satellite customers in control   Ability to control launch time
                                                                                  of exact orbits. Wide range of         down to the second
                                                                                  launch azimuths

17   Rocket Lab USA   Section 2
Meet
electron

                                                                                    LAUNCH COMPLEX 1
                                                                                                                                 Fairing

                                                                                    ELECTRON
SIGNIFICANT
                                                                                                                                 Payload
                                                                                                                                 plate

technology                                                                                                                       Kick stage

moats
                                                                                                                                 SECOND
                                                                                                                                 stage

                                                                                                                                 RUTHERFORD
                                                                                                                                 VACUUM ENGINE

                                                                                                        ELECTRON ON LAUNCH PAD
                                                                                                                                 INTERSTAGE

97                       1st                   132                 180

                                                                                                        LAUNCH COMPLEX 1
Satellites               Carbon                Launch              3D printed
deployed to              composite             opportunities       engines
orbit to date            orbital launch        every year          delivered                                                     FIRST STAGE

                         vehicle in            across 3            to space
                         the world             launch pads

Powered by the           Unique Kick Stage     Designed for        Tailored for

                                                                                   PRODUCTION COMPLEX
world’s first 3D         standard with every   manufacturability   satellites up
printed and electric-    launch to provide     and reliability     to 300 kg
pump-fed rocket          industry-leading                          (660 pounds)
engine technology,       precision and                             payload class                                                 Power Pack

                                                                                   ELECTRON
backed by a growing      flexibility
IP portfolio and
patent filings                                                                                                                   9x Rutherford
                                                                                                                                 Sea Level Engines

18      Rocket Lab USA   Section 2
2nd most frequently
launched rocket
in the U.S.
                                                                                                                                5

1    SPACEX                       2   ROCKET LAB   MAY
                                                   2017
                                                          JANUARY
                                                            2018
                                                                    NOVEMBER
                                                                      2018
                                                                               DECEMBER
                                                                                 2018
                                                                                           MARCH
                                                                                            2019
                                                                                                                                                                 MAY
                                                                                                                                                                 2019

4th most frequent
launcher globally
                                                   JUNE   AUGUST    OCTOBER    DECEMBER   JANUARY                                                                JUNE
                                                   2019    2019       2019       2019       2020                                                                 2020

1    CHINA                        4   ROCKET LAB
2    RUSSIA                       5   EUROPE
3    SPACEX                       6   JAPAN

                                                                                                                                             S
                                                                                                                                                 y

                                                                                                              s

                                                                                                                                                 n
                                                                                                     in

                                                                                                                                                     s
                                                                                                          g

                                                                                                                                                     pe
                                                                                                n ight be

                                                                                                                                                         cti
                                                                                                                                                     Strive |
                                                                                           l' s

                                                                                                                                                     X-
                                                                                                      w
                                                                                                              o

                                                                                                                                                     α
                                                                                                                  e
                                                                                                                      Th

19   Rocket Lab USA   Section 2
                                                                                                                           ro                b
                                                                                                                                c ke t l a

                                                   JULY   AUGUST    OCTOBER    NOVEMBER   DECEMBER                                                              JANUARY
                                                   2020    2020      2020        2020       2020                                                                  2021
only two private companies
are delivering regular and
reliable access to orbit

                                                                                              Rocket Lab
                                                                                              scaled
                                                                                              to a
     Rocket Lab is the
                                                                                              monthly
     Small Launch LEADER                                                                      launch
                        Successful      Satellites                    Capital    In-house     cadence
                                                                                              faster
      Company             Orbital       Delivered                      Raised     Satellite
                        Launches         to Orbit                     to Date1    Program

      Rocket Lab             16               97                       $275M                  than any
                                                                                              OTHER
                                                                                              commercial
      Virgin Orbit            1               9                           $1B

        Firefly              0                0                       ~$210M                  launch
       Relativity            0                0                       ~$685M
                                                                                              provider
         Astra               0                0                        $100M

20     Rocket Lab USA    Section 2   1 PitchBook, Press, Investor Materials
Our customers
18 missions, 97 satellites deployed                                                     ~50%
                                                                                        COMMERCIAL
for more than 20 organizations

         2 Missions                     1 Mission    1 Mission    2 Missions

     1 Mission (upcoming)               1 Mission    3 Missions   1 Mission

         4 Missions                     2 Missions   3 Missions   1 Mission

          1 Mission                     1 Mission    1 Mission    2 Missions

                                                                               ~20%
                                                                                CIVIL
                                                                                                     ~30%
                                                                                                     DEFENSE

         2 Missions                     1 Mission    2 Missions   2 Missions

21       Rocket Lab USA     Section 2
STATE OF THE ART
MANUFACTURING

                                                                                                                                                      AUCKLAND, NEW ZEALAND
                                                                                                                                                      PRODUCTION COMPLEX
      Production facilities capable of
      producing a rocket every week

                                                                                                           LONG BEACH, U.S.
                                                                                                           PRODUCTION HQ
     R&D and                Extensive           ll production
                                               A                 ~90% vertically
     manufacturing          automation incl.   scaling           integrated. Engines,
     facilities across      3D printing and    investments and   vehicle structures,
     the U.S., NZ           custom robotic     infrastructure    avionics, guidance
     and Canada             processing.        complete          sets and flight
                            Largest robotic                      termination
                            machining center                     hardware

                                                                                        LONG BEACH, U.S.
                                                                                        PRODUCTION HQ
                            in the Southern                      produced
                            Hemisphere                           in-house

                                                                                                                              PRODUCTION COMPLEX
22   Rocket Lab USA      Section 2
                                                                                                                              AUCKLAND, NEW ZEALAND
Unrivaled launch
infrastructure
3 launch pads across 2 countries

                                                                                       MAHIA, NEW ZEALAND
                                                                                       LAUNCH COMPLEX 1
Launch Complex 1
New Zealand
Launch Complex 2
Virginia, U.S.

132 launch slots                      Critical national         Dedicated
annually (more than                   infrastructure asset      integration and
all U.S. ranges                       for U.S. government       control facilities
combined)                             customers

                                                                                                            LAUNCH COMPLEX 2
World’s only                          24-hr rapid call-up       The only bilateral
private, FAA-                         launch for defense        treaty that allows
licensed orbital                      needs and constellation   U.S. launch vehicles

                                                                                                            VIRGINIA, U.S.
launch site                           replenishment             to launch outside
                                                                of the U.S.

23       Rocket Lab USA   Section 2
REUSABILITY
THE KEY TO LAUNCH FREQUENCY

                                                                                       ELECTRON RECOVERY TESTING
                                                                                       NOVEMBER 2020
     Electron is the only reusable
     orbital-class small rocket

     One of only two             Components        Enables         First re-flight
     companies to                from first        higher launch   of a full booster
     successfully bring          recovered         frequency       scheduled
     back an orbital-            booster already   without         for 2022
     class booster               scheduled for     expanding
     from space                  re-flight         production

                                                                                                                   MID-AIR CAPTURE
                                                                                                                   MARCH 2020
24   Rocket Lab USA       Section 2
Small Launch
was the beginning
The market needs a
constellation LAUNCHER

     83%                                                 of the small satellites
                                                         launched by 2028 will be
                                                         constellation missions1

                                                                                            Example: Telesat Lightspeed broadband constellation2

                                                                                            1                      2                     3            4

                                                                       8t
     There is currently
     no commercial
                                      Constellation
                                      satellites need to be
                                                                     An analysis of large
                                                                     constellations         220                    20                    11           7.7
     medium lift class                launched in batches            points to an 8-ton     Satellites             Different             SATELLITES   TONS
     launch vehicle to                to different orbital           class rocket as the    need launch            orbital planes        per plane    per launch
     meet this demand                 planes. Large rockets          ideal lift capacity
                                                                                            (700kg each)           required
                                      don’t solve this

25   Rocket Lab USA       Section 2      1 Euroconsult                                      2 Space News
Next Step:                                                                                                                                      63M

NEUTRON                                                                                           98%
NEW ROCKET DEVELOPMENT                                                                            ELECTRON &
                                                                                                 NEUTRON CLASS
8-Ton PAYLOAD CAPACITY

     › Rocket Lab solved small launch with Electron                                                                                             40M
                                                                                                 Rocket Lab
     ›N
       eutron solves medium launch                                                                can lift
                                                                                                 98% of all
                                                                                                 satellites
                                                                                                  forecast
                                                                                                 to launch
                                                                                                  through
                                                                                                    20291

     Tailored for                    Highly disruptive lower                Direct
     commercial and                  costs by leveraging                    alternative                                              N
     DoD constellation               Electron’s heritage,                   to SpaceX                                                e
     launches                        launch sites and                       Falcon 9
                                                                                                                                     u
                                                                                                   2%
                                     architecture
                                                                                                                                     t          18M
                                                                                                                                     r
                                                                                                    OTHER                            o
                                                                                                    CLASS             E
                                                                                                                      l
                                                                                                                      e
                                                                                                                                     n
                                                                                                                      c
                                                                                                                      t
                                                                                                                      r

     Capable of human                 eusable-ready
                                     R                                      ~$200M development                        o
                                                                                                                      n

     space flight and                platform after                         program. First
     crew resupply                   test program                           launch 2024
     to the ISS                      completion
                                                                                                                  ELECTRON        NEUTRON             SPaceX, FALCon 9
                                                                                                                 (SMALL LIFT)   (MEDIUM LIFT)           (LARGE LIFT)

26   Rocket Lab USA      Section 2   1 Euroconsult, Northern Sky Research
SECTION

                                  03
                                  SPACE
                                  SYsTEMS

27   Rocket Lab USA   Section 3
Space Systems
MANDATE

     1           Satellites

                                                              PHOTON PATHFINDER 1
                 as a Service

                                                              AUGUST 2020
                 From LEO constellations to high-complexity
                 deep space and interplanetary missions

     2           Satellite
                 COMPONENTS
                 Anything that goes to space should have
                 a Rocket Lab logo on it

     3           SPACE
                 APPLICATIONS

                                                                                    PHOTON - CAPSTONE
                 Uniquely positioned to access expanding
                 space applications TAM

                                                                                    AUGUST 2020
28   Rocket Lab USA   Section 3
SATELLITES AS A SERVICE

PHOTON:
LOW EARTH ORBIT

                                                                                                                   PHOTON FIRST LIGHT MISSION
     Customers no longer have to build their own satellite.
     They can buy a launch, satellite, ground services and

                                                                                                                   AUGUST 2020
     on-orbit management in a turn-key package

     Operational Photon             Every time Rocket Lab       Forms the satellite
     satellite is on orbit          launches a customer         platform for our
     now and functioning            mission, Photon is a free   own constellations
     flawlessly                     “stowaway” satellite

                                                                                      PHOTON FIRST LIGHT MISSION
     Awarded NASA                   Strong market uptake        Unique ability to
     propellant depot               in satellite as a service   control schedule

                                                                                      AUGUST 2020
     mission                        model across USG and        and costs
                                    commercial customers

29   Rocket Lab USA     Section 3
spacecraft AS A SERVICE

PHOTON:
Interplanetary

                                                                                                 FOR NASA CAPSTONE LUNAR MISSION 2021
                                                                                                 PHOTON INTERPLANETARY SPACECRAFT
     Rocket Lab goes everywhere in the solar system.
     Interplanetary Photon is a high-energy stage capable
     of going to the Moon, planets, asteroids and beyond

         1
     No other small,              Photons can fly    Strong market
     high-performance             on Electron or     traction to date
     platform currently           any other rocket   with multiple

                                                                        UPCOMING VENUS MISSION
     in the market                                   NASA deep space
                                                     missions

                                                                        2023
30   Rocket Lab USA   Section 3
interplanetary missions
Missions awarded and spacecraft developed

     first to                                                 DISRUPTING                                         Displacing
     the moon                                                 THE MARKET                                         LEGACY SPACE

                                                              VENUS
MOON

                                                                                                                 MARS
                         Awarded NASA                                  Rocket Lab’s Private                               mission
                         CAPSTONE mission                              mission to Venus to                                to Mars
                         to the moon                                   search for life
                                                                                                                          Launching 2024
                         Launching 2021                                Launching 2023
                                                                                                                          The mission will see Photon deliver
                         As a precursor for Gateway, a                 Rocket Lab will provide both the rocket            a science payload to Mars to study
                         Moon-orbiting outpost that is part            and spacecraft - international research            the planet's atmosphere
                         of NASA’s Artemis program,                    team will provide the probe and
                         CAPSTONE will help reduce risk                science instrument
                         for future spacecraft

31      Rocket Lab USA        Section 3
Satellite
Components
Mission-critical components for
small and mega constellations

                                                                                         Solar Panels             Reaction Wheels

      Everything that goes to space should have a
      Rocket Lab logo on it

     Secures supply                 Strengthened by           Disruptive high-          Torque Rods         Fibre Optic Network Switches
     chain for Rocket               the acquisition of        volume manufacturing
     Lab-built satellites           Sinclair Interplanetary   of critical satellite
     and spacecraft                 in 2020                   components at
                                                              scale prices

     Awarded contract to            Growing demand from
     supply reaction wheels         mega constellations
     to mega constellation

                                                                                      Satellite Batteries          Star Trackers

32   Rocket Lab USA     Section 3
Uniquely positioned
                                  to create a new
                                  multi-billion-dollar
                                  business vertical

                                               Rocket Lab is in a unique position to
                                               complete the final move up the value chain to
                                               provide data and services to the market by
                                               leveraging Electron, Neutron, and Photon,
                                               further unlocking the ~$1.4T TAM1 by 2030

                                                           Rocket Lab’s in-house launch and space systems
                                                           capabilities provide significant competitive
                                                           advantages in the space applications market

33   Rocket Lab USA   Section 3   1 Wall Street Research
SECTION

                                  04
                                  Transaction
                                  Overview &
                                  Financials

34   Rocket Lab USA   Section 4
Transaction overview

     ›F
       ully diluted pro forma enterprise value                Sources                                                                                               $M                   Pro Forma Valuation
      of $4.1B, representing 5.4x 2025E
                                                               Existing Rocket Lab Shareholders                                                                 3,960                     Share Price at Closing                                                                      $10.00
      revenue of $749M
                                                               Vector SPAC Cash in Trust1                                                                          320                    PF Shares Outstanding (M) 4, 5, 6                                                             482.7
     ›E
       xisting Rocket Lab shareholders will
      receive 82% of the pro forma equity                      PIPE Equity2                                                                                        467                    Equity Value ($M)                                                                          $4,827

     ›T
       ransaction will result in $745M of cash                Rocket Lab Existing Cash3                                                                              48                  (-) PF Net Cash ($M)6                                                                         (745)
      to the balance sheet to fund growth                      Total Sources                                                                                 $4,795                       Enterprise Value ($M)                                                                     $4,082
     ›F
       unded by a combination of cash in
      Vector’s trust account and PIPE proceeds
                                                               Uses                                                                                                  $M                   Pro Forma Ownership5

                                                               Existing Rocket Lab Shareholders                                                                 3,960                            SPAC Sponsor
FINANCIAL MODEL SUMMARY

                                                                                     Historical and projected revenue
     › Current bookings for 2021 represent
        90% of forecast revenue1                                                          Space Systems ($M)
                                                                                                                                                                                                                                                                          $1,571

                                                                                          Launch ($M)
     ›E
       xisting customer relationships,
      frequency of repeat business and active
      opportunity pipeline of ~$2.2B provide
      confidence in long-term plan                                                                                                                                                                                                                    $1,159               $656

                                                                                                                                                                                                                                                        $501
          Current Active Pipeline
                       Sum: ~$2.2B
                                                                                                                                                                                                                                   $749

                                                                                                                                                                                                                                   $350
                                                                                                                                                                                                               $450
                          $1.2B      Launch                                                                                                                                                                                                                                 $915

                                                                                                                                                                                            $267                $218                                   $658
                          $447M      Space Systems
                                                                                                                                                                        $176                                                       $399
                                                                                                                                                                                            $126
                                     Bundled Launch
                           $386M
                                     + Photon                                                                                                        $69                          $61                           $232
                                                                                                             $48                 $35                          $20                            $141
                            $181M    Components                                         $13.5                                             $2                                      $115
                                                                                                                                          $33                 $49
                                                                                        2018                2019              2020E2               2021E              2022E               2023E               2024E               2025E               2026E               2027E

                                                      1 Reflects approximately $16M reduction in estimated 2021 revenue recognition due to rescheduling by a US Government customer of two dedicated launches that had been scheduled for August of 2021, into January/February of 2022,
                                                         due to delays from their satellite bus partner. Concurrently with the rescheduling, the customer informed Rocket Lab that it had awarded the Company an additional dedicated launch for 2022, which increased Rocket Lab’s total backlog
36    Rocket Lab USA   Section 4                         by approximately $8.5M
                                                      2 Total cumulative billings associated with launches completed in 2018, 2019 and 2020 were approximately $7M, $34M and $39M, respectively. Total cumulative billings for launches to be conducted in 2021 are expected to be $59M
FINANCIAL MODEL SUMMARY

                                                     Historical and projected adjusted EBITDA ($M)
     ›A
       djusted EBITDA breakeven is                                                                                                                                                                                          $505
      expected in 2023E with significant
                                                                                                                                                                                                           $340
      EBITDA ramp thereafter as the
      company scales operations                                                                                                                                                          $168
                                                                                                                                                                       $119
                                                                      ($32)            ($24)            ($36)            ($48)             ($20)       $26

                                                                      2018             2019            2020E             2021E            2022E       2023E           2024E             2025E             2026E             2027E
                                                    Adjusted
                                                    EBITDA          (238%)            (49%)            (102%)            (69%)              (11%)      10%              26%               22%               29%                  32%
                                                    Margin

                                                     Historical and projected UFCF ($M)1
     ›S
        ignificant free cash flow generation
       driven by adjusted EBITDA growth
                                                                                                                                                                                                                             $465
       and minimal maintenance capital
       expenditure                                                                                                                                                                                          $311
                                                                                                                                                                                         $149
                                                                                                                                                                        $97
                                                                      ($47)            ($40)            ($45)             ($76)            ($73)      ($11)

                                                                      2018              2019            2020E             2021E            2022E      2023E           2024E             2025E             2026E             2027E

37    Rocket Lab USA   Section 4                Note: Adjustments to EBITDA include share-based compensation, foreign exchange gains or losses, and     1U
                                                                                                                                                          nlevered free cash flow is defined as adjusted EBITDA minus capital
                                                non-recurring losses, including the impact of retaining employees during COVID-19 shutdowns              expenditures minus increases in working capital
highly compelling OPPORTUNITY

                                                                                                                                                                                                                                  $74.0
     › R
         ocket Lab represents a unique
        opportunity for public investors to
        invest in the market-leading small
        launch and space systems company

                                                                                                                                                                    $4.1
                                                                                                                       $3.2
                                                 $2.3                              $2.2
                                                                                   $1.2                                $2.1
             = TEV ($B)

         = Current TEV ($B)

     Total payload deployment                                                                                                                                                                                                  DATA NOT
     revenue to date1                            $0                                 $0                                 $0                                         $105M                                                        AVAILABLE

     Successful launches
     with payloads deployed                       0                                  0                                  0                                            16                                                            106

     1st successful commercial                  N/A                                N/A                                 N/A                                         2018                                                          2009
     launch (year)

38   Rocket Lab USA       Section 4   Note: Market Data as of 2/26/2021 Source: Company Filings, Bloomberg, FactSet, Press Reports   1 Assumes peer revenues are recognized at launch. For Rocket Lab includes 2018, 2019, 2020E and January 2021E
valuation and operational benchmarking

                                                                                      Leading Technology SPACs                                                                                                                                                    SPACE SPACs
                                 TEV ($B):   $4.1           $8.6                        $8.8                       $23.6                         $3.4                       $4.4                                                    $8.4                  $1.4                $3.2                   $2.2              $2.1
      TEV / 2025E Revenue

                                                                                                                                                                                                                                   18.0x
                                                                                                           MEDIAN: 7.4X                                                                                                                                                    MEDIAN: 2.1x
                                                            11.6x
                                                                                        8.9x                        7.4x
                                             5.4x                                                                                                6.6x
                                                                                                                                                                            1 .7x                                                                         2.5x                 2.1x                   1.1x            0.8x

                                                                                                       1                            2                                                   1                                                         3                    1               1                     1                1

     Revenue CAGR                            67.6%        149.8%                       68.6%                     807.2%4                        36.9%                     75.0%                                                    38.6%                56.5%                142.1%                  81.0%           280.8%
     (2023-2025E)
      TEV / 2025E EBITDA (adj)

                                                                                                           MEDIAN: 29.3x                                                                                                                                               MEDIAN: 4.6x
                                                           101.8x
                                                                                                                                                                                                                                   44.3x
                                                                                       30.7x                       29.3x
                                             24.3x                                                                                              19.9x
                                                                                                                                                                             8.1x
                                                                                                                                                                                                                                                          5.6x                4.6x                   1.8x             0.8x
                                                                          1                                                     2                                                       1                                                         3                    1               1                         1            1

     EBITDA (adj)
                                             22.4%          8.7%                       37.8%                      25.2%5                       32.9%                      21.0%                                                   40.6%6                44.7%                46.2%                   61.3%           97.5%
     margin (2025E)

                                                         Note: Market data as of 2/26/2021. For SPAC transactions that have closed, TEV is based on latest available filing. For SPAC transactions announced but not yet closed, TEV is based on the investor presentation or latest S-1 available
39   Rocket Lab USA                          Section 4   (1) ChargePoint, Proterra, BlackSky, Astra, Momentus and AST SpaceMobile have been announced but not yet closed. (2) QuantumScape represents 2027E multiple. (3) Virgin Galactic represents 2024E multiple
                                                         (4) QuantumScape represents 2025E –2027E revenue CAGR. (5) QuantumScape represents 2027E EBITDA margin. (6) Virgin Galactic represents 2024E EBITDA margin. Source: FactSet, Wall Street Research, Public Filings
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