Cover Page
Cover Page - shares | 9 Months Ended | |
Sep. 30, 2021 | Nov. 09, 2021 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2021 | |
Document Period End Date | Sep. 30, 2021 | |
Document Fiscal Period Focus | Q3 | |
Entity Registrant Name | ROCKET LAB USA, INC. | |
Entity Central Index Key | 0001819994 | |
Entity File Number | 001-39560 | |
Entity Incorporation, State or Country Code | DE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 449,204,556 | |
Entity Address, State or Province | CA | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Entity Tax Identification Number | 98-1550340 | |
Entity Address, Address Line One | 3881 McGowen Street | |
Entity Address, City or Town | Long Beach | |
Entity Address, Postal Zip Code | 90808 | |
City Area Code | 714 | |
Local Phone Number | 465-5737 | |
Warrant [Member] | ||
Document Information [Line Items] | ||
Title of 12(b) Security | Redeemable warrants, each whole warrant exercisable for one share of common stock, $0.0001 par value | |
Trading Symbol | RKLBW | |
Security Exchange Name | NASDAQ | |
Common Stock [Member] | ||
Document Information [Line Items] | ||
Title of 12(b) Security | Common Stock, par value $0.0001 per share | |
Trading Symbol | RKLB | |
Security Exchange Name | NASDAQ |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Current assets: | ||
Cash and cash equivalents | $ 792,660 | $ 52,792 |
Accounts receivable, net | 13,336 | 2,730 |
Contract assets | 73 | 2,045 |
Inventories | 38,365 | 26,135 |
Prepaids and other current assets | 10,582 | 9,412 |
Total current assets | 855,016 | 93,114 |
Non-current assets: | ||
Property, plant and equipment, net | 54,859 | 49,832 |
Intangible asset, net | 9,892 | 11,349 |
Goodwill | 3,195 | 3,133 |
Right-of-use assets - operating leases | 25,379 | 26,902 |
Restricted cash | 1,129 | 1,141 |
Deferred income tax assets, net | 5,907 | 2,398 |
Total assets | 955,377 | 187,869 |
Current liabilities: | ||
Trade payables | 2,205 | 3,368 |
Accrued expenses | 7,219 | 6,571 |
Employee benefits payable | 5,652 | 4,582 |
Contract liabilities | 51,163 | 26,132 |
Current installments of long-term borrowings | 2,807 | |
Other current liabilities | 7,698 | 7,766 |
Total current liabilities | 76,744 | 48,419 |
Non-current liabilities: | ||
Long-term borrowings, excluding current installments | 96,616 | |
Non-current lease liabilities | 25,915 | 27,299 |
Public and private warrant liabilities | 81,984 | |
Other non-current liabilities | 3,899 | |
Total liabilities | 281,259 | 79,617 |
COMMITMENTS AND CONTINGENCIES (Note 15) | ||
Stockholders' equity (deficit): | ||
Common stock, value | 45 | |
Additional paid-in capital | 981,159 | 19,928 |
Accumulated deficit | (308,207) | (187,691) |
Accumulated other comprehensive income | 1,121 | 1,055 |
Total Stockholders' equity (deficit) | 674,118 | (166,708) |
Total liabilities, redeemable convertible preferred stock and Stockholders' equity (deficit) | $ 955,377 | 187,869 |
Series A Preferred Stock [Member] | ||
Redeemable convertible preferred stock | ||
Preferred stock, value | 5,500 | |
Series B Preferred Stock [Member] | ||
Redeemable convertible preferred stock | ||
Preferred stock, value | 21,503 | |
Series C Preferred Stock [Member] | ||
Redeemable convertible preferred stock | ||
Preferred stock, value | 16,471 | |
Series D Preferred Stock [Member] | ||
Redeemable convertible preferred stock | ||
Preferred stock, value | 73,364 | |
Series E preferred stock | ||
Redeemable convertible preferred stock | ||
Preferred stock, value | 137,622 | |
Series E 1 preferred stock | ||
Redeemable convertible preferred stock | ||
Preferred stock, value | $ 20,500 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Sep. 30, 2021 | Dec. 31, 2020 |
Common stock, par value (in Dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, share authorized | 2,500,000,000 | 416,744,314 |
Common stock, share issued | 449,039,446 | 78,410,162 |
Common stock, share outstanding | 449,039,446 | 78,410,162 |
Series A Preferred Stock [Member] | ||
Preferred shares, par value (in Dollars per share) | $ 0.0001 | $ 0.0001 |
Preferred shares, shares authorized | 0 | 62,496,074 |
Preferred shares, shares issued | 0 | 62,496,074 |
Preferred shares, shares outstanding | 0 | 62,496,074 |
Series B Preferred Stock [Member] | ||
Preferred shares, par value (in Dollars per share) | $ 0.0001 | $ 0.0001 |
Preferred shares, shares authorized | 0 | 108,599,827 |
Preferred shares, shares issued | 0 | 108,293,846 |
Preferred shares, shares outstanding | 0 | 108,293,846 |
Series C Preferred Stock [Member] | ||
Preferred shares, par value (in Dollars per share) | $ 0.0001 | $ 0.0001 |
Preferred shares, shares authorized | 0 | 44,394,177 |
Preferred shares, shares issued | 0 | 44,275,586 |
Preferred shares, shares outstanding | 0 | 44,275,586 |
Series D Preferred Stock [Member] | ||
Preferred shares, par value (in Dollars per share) | $ 0.0001 | $ 0.0001 |
Preferred shares, shares authorized | 0 | 24,012,173 |
Preferred shares, shares issued | 0 | 23,312,786 |
Preferred shares, shares outstanding | 0 | 23,312,786 |
Series E preferred stock | ||
Preferred shares, par value (in Dollars per share) | $ 0.0001 | $ 0.0001 |
Preferred shares, shares authorized | 0 | 39,575,426 |
Preferred shares, shares issued | 0 | 39,575,426 |
Preferred shares, shares outstanding | 0 | 39,575,426 |
Series E 1 preferred stock | ||
Preferred shares, par value (in Dollars per share) | $ 0.0001 | $ 0.0001 |
Preferred shares, shares authorized | 0 | 5,890,047 |
Preferred shares, shares issued | 0 | 5,890,047 |
Preferred shares, shares outstanding | 0 | 5,890,047 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations and Comprehensive Loss - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Revenues | $ 5,287 | $ 10,670 | $ 34,759 | $ 19,423 |
Cost of revenues | 17,738 | 12,555 | 43,337 | 27,186 |
Gross loss | (12,451) | (1,885) | (8,578) | (7,763) |
Operating expenses: | ||||
Research and development, net | 14,189 | 4,903 | 29,797 | 11,009 |
Selling, general and administrative | 25,655 | 6,057 | 39,347 | 17,378 |
Total operating expenses | 39,844 | 10,960 | 69,144 | 28,387 |
Operating loss | (52,295) | (12,845) | (77,722) | (36,150) |
Other income (expense): | ||||
Interest income (expense), net | (2,977) | (29) | (3,377) | 213 |
Gain (loss) on foreign exchange | 16 | (129) | (389) | (564) |
Change in fair value of liability classified warrants | (33,947) | (562) | (39,424) | (425) |
Other income (expense), net | (450) | (40) | (583) | 617 |
Total other income (expense), net | (37,358) | (760) | (43,773) | (159) |
Loss before income taxes | (89,653) | (13,605) | (121,495) | (36,309) |
Benefit for income taxes | 1,684 | 1,000 | 979 | 251 |
Net loss | (87,969) | (12,605) | (120,516) | (36,058) |
Other comprehensive income (loss), net of tax: | ||||
Foreign currency translation income (loss) | (1,008) | (263) | 66 | (630) |
Comprehensive loss | $ (88,977) | $ (12,868) | $ (120,450) | $ (36,688) |
Net loss per share attributable to Rocket Lab USA, Inc.: | ||||
Basic and diluted | $ (0.39) | $ (0.17) | $ (0.93) | $ (0.48) |
Weighted-average common shares outstanding | ||||
Basic and diluted | 228,266,647 | 76,053,044 | 129,232,016 | 74,754,779 |
Condensed Statements of Changes
Condensed Statements of Changes in Shareholders' Equity - USD ($) $ in Thousands | Total | Adjustment [Member] | Redeemable Convertible Preferred Stock [Member] | Redeemable Convertible Preferred Stock [Member]Adjustment [Member] | Common Stock [Member] | Common Stock [Member]Adjustment [Member] | Additional Paid-in Capital | Additional Paid-in CapitalAdjustment [Member] | Accumulated Deficit | Accumulated DeficitAdjustment [Member] | AOCI Attributable to Parent [Member] | AOCI Attributable to Parent [Member]Adjustment [Member] |
Balance at Beginning at Dec. 31, 2019 | $ (118,529) | $ (118,529) | $ 254,460 | $ 254,460 | $ 7 | $ 14,236 | $ 14,229 | $ (132,686) | $ (132,686) | $ (79) | $ (79) | |
Balance at Beginning (in Shares) at Dec. 31, 2019 | 30,680,373 | 277,953,717 | 8,076,275 | 73,168,297 | ||||||||
Retroactive application of Exchange Ratio | $ 7 | (7) | ||||||||||
Exercise of stock options | 5 | 5 | ||||||||||
Retroactive application of Exchange Ratio (Shares) | 247,273,344 | 65,092,022 | ||||||||||
Net loss | (14,247) | $ 7 | (14,247) | |||||||||
Exercise of stock options (in Shares) | 71,354 | |||||||||||
Stock-based compensation | 838 | 838 | ||||||||||
Other comprehensive income (loss) | (551) | (551) | ||||||||||
Balance Ending at Mar. 31, 2020 | (132,484) | $ 254,460 | 15,072 | (146,933) | (630) | |||||||
Balance Ending (in Shares) at Mar. 31, 2020 | 277,953,717 | 73,239,651 | ||||||||||
Balance at Beginning at Dec. 31, 2019 | (118,529) | (118,529) | $ 254,460 | $ 254,460 | $ 7 | 14,236 | 14,229 | (132,686) | (132,686) | (79) | (79) | |
Balance at Beginning (in Shares) at Dec. 31, 2019 | 30,680,373 | 277,953,717 | 8,076,275 | 73,168,297 | ||||||||
Net loss | (36,058) | |||||||||||
Balance Ending at Sep. 30, 2020 | (151,753) | $ 274,960 | $ 7 | 17,693 | (168,744) | (709) | ||||||
Balance Ending (in Shares) at Sep. 30, 2020 | 283,843,764 | 75,840,865 | ||||||||||
Balance at Beginning at Dec. 31, 2019 | (118,529) | (118,529) | $ 254,460 | $ 254,460 | $ 7 | 14,236 | 14,229 | (132,686) | (132,686) | (79) | (79) | |
Balance at Beginning (in Shares) at Dec. 31, 2019 | 30,680,373 | 277,953,717 | 8,076,275 | 73,168,297 | ||||||||
Exchange of preferred stock warrants for common stock warrants | 496 | |||||||||||
Balance Ending at Dec. 31, 2020 | (166,708) | (166,716) | $ 274,960 | $ 274,960 | $ 8 | 19,920 | 19,912 | (187,691) | (187,691) | 1,055 | 1,055 | |
Balance Ending (in Shares) at Dec. 31, 2020 | 31,330,513 | 283,843,764 | 8,654,869 | 78,410,162 | ||||||||
Balance at Beginning at Mar. 31, 2020 | (132,484) | $ 254,460 | 15,072 | (146,933) | (630) | |||||||
Balance at Beginning (in Shares) at Mar. 31, 2020 | 277,953,717 | 73,239,651 | ||||||||||
Exercise of stock options | 16 | 16 | ||||||||||
Net loss | (9,206) | $ 7 | (9,206) | |||||||||
Exercise of stock options (in Shares) | 23,827 | |||||||||||
Stock-based compensation | 1,086 | 1,086 | ||||||||||
Issuance of Series E-1redeemable preferred stock for cash | $ 20,500 | |||||||||||
Issuance of Series E-1redeemable preferred stock for cash (in Shares) | 5,890,047 | |||||||||||
Issuance of stock for acquisition (in Shares) | 2,470,814 | |||||||||||
Other comprehensive income (loss) | 184 | 184 | ||||||||||
Balance Ending at Jun. 30, 2020 | (140,404) | $ 274,960 | 16,174 | (156,139) | (446) | |||||||
Balance Ending (in Shares) at Jun. 30, 2020 | 283,843,764 | 75,734,292 | ||||||||||
Exercise of stock options | 329 | 329 | ||||||||||
Net loss | (12,605) | |||||||||||
Net loss | (12,605) | (12,605) | ||||||||||
Exercise of stock options (in Shares) | 106,573 | |||||||||||
Stock-based compensation | 1,190 | 1,190 | ||||||||||
Other comprehensive income (loss) | (263) | (263) | ||||||||||
Balance Ending at Sep. 30, 2020 | (151,753) | $ 274,960 | $ 7 | 17,693 | (168,744) | (709) | ||||||
Balance Ending (in Shares) at Sep. 30, 2020 | 283,843,764 | 75,840,865 | ||||||||||
Balance at Beginning at Dec. 31, 2020 | (166,708) | (166,716) | $ 274,960 | $ 274,960 | $ 8 | 19,920 | 19,912 | (187,691) | (187,691) | 1,055 | 1,055 | |
Balance at Beginning (in Shares) at Dec. 31, 2020 | 31,330,513 | 283,843,764 | 8,654,869 | 78,410,162 | ||||||||
Balance at Beginning at Dec. 31, 2020 | (166,716) | |||||||||||
Retroactive application of Exchange Ratio | $ 8 | (8) | ||||||||||
Exercise of stock options | 542 | 542 | ||||||||||
Retroactive application of Exchange Ratio (Shares) | 252,513,251 | 69,755,293 | ||||||||||
Net loss | (15,882) | (15,882) | ||||||||||
Exercise of stock options (in Shares) | 545,527 | |||||||||||
Stock-based compensation | 1,102 | 1,102 | ||||||||||
Other comprehensive income (loss) | 741 | 741 | ||||||||||
Balance Ending at Mar. 31, 2021 | (180,213) | $ 274,960 | $ 8 | 21,556 | (203,573) | 1,796 | ||||||
Balance Ending (in Shares) at Mar. 31, 2021 | 283,843,764 | 78,955,689 | ||||||||||
Balance at Beginning at Dec. 31, 2020 | (166,708) | $ (166,716) | $ 274,960 | $ 274,960 | $ 8 | 19,920 | $ 19,912 | (187,691) | $ (187,691) | 1,055 | $ 1,055 | |
Balance at Beginning (in Shares) at Dec. 31, 2020 | 31,330,513 | 283,843,764 | 8,654,869 | 78,410,162 | ||||||||
Balance at Beginning at Dec. 31, 2020 | (166,716) | |||||||||||
Net loss | (120,516) | |||||||||||
Balance Ending at Sep. 30, 2021 | $ 674,118 | $ 45 | 981,159 | (308,207) | 1,121 | |||||||
Balance Ending (in Shares) at Sep. 30, 2021 | 447,919,591 | 449,039,446 | ||||||||||
Balance at Beginning at Mar. 31, 2021 | $ (180,213) | $ 274,960 | $ 8 | 21,556 | (203,573) | 1,796 | ||||||
Balance at Beginning (in Shares) at Mar. 31, 2021 | 283,843,764 | 78,955,689 | ||||||||||
Exercise of stock options | 230 | 230 | ||||||||||
Net loss | (16,665) | (16,665) | ||||||||||
Exercise of stock options (in Shares) | 225,930 | |||||||||||
Stock-based compensation | 1,278 | 1,278 | ||||||||||
Other comprehensive income (loss) | 333 | 333 | ||||||||||
Balance Ending at Jun. 30, 2021 | (195,037) | $ 274,960 | $ 8 | 23,064 | (220,238) | 2,129 | ||||||
Balance Ending (in Shares) at Jun. 30, 2021 | 283,843,764 | 79,181,619 | ||||||||||
Exercise of stock options | 1,999 | 1,999 | ||||||||||
Net loss | (87,969) | (87,969) | ||||||||||
Exercise of stock options (in Shares) | 2,631,832 | |||||||||||
Stock-based compensation | 21,793 | 21,793 | ||||||||||
Exercise of preferred stock warrants | 6,514 | 6,514 | ||||||||||
Exercise of preferred stock warrants (in Shares) | 817,981 | |||||||||||
Exchange of preferred stock warrants for common stock warrants | 2,975 | 2,975 | ||||||||||
Conversion of redeemable convertible preferred stock to common stock (in Shares) | (284,661,745) | 284,661,745 | ||||||||||
Conversion of redeemable convertible preferred stock to common stock | 274,961 | $ (274,960) | $ 29 | 274,932 | ||||||||
Reverse recapitalization, net of transaction costs | 649,890 | $ 8 | 649,882 | |||||||||
Reverse recapitalization, net of transaction costs (in Shares) | 81,685,363 | |||||||||||
Common stock issued upon exercise of warrants (in Shares) | 878,887 | |||||||||||
Other comprehensive income (loss) | (1,008) | (1,008) | ||||||||||
Balance Ending at Sep. 30, 2021 | $ 674,118 | $ 45 | $ 981,159 | $ (308,207) | $ 1,121 | |||||||
Balance Ending (in Shares) at Sep. 30, 2021 | 447,919,591 | 449,039,446 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net loss | $ (120,516) | $ (36,058) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 7,410 | 6,400 |
Stock compensation expense | 24,173 | 3,114 |
Loss on disposal of assets | 63 | 574 |
Loss on debt extinguishment | 496 | |
Amortization of debt issuance costs and discount | 846 | |
Noncash lease expense | 1,479 | 1,215 |
Noncash expense associated with liability-classified warrants | 39,424 | 425 |
Deferred income taxes | (3,707) | (1,102) |
Changes in operating assets and liabilities: | ||
Accounts receivable | (10,601) | (2,659) |
Contract assets | 1,969 | 3,339 |
Inventories | (12,226) | (14,380) |
Prepaids and other current assets | (1,871) | (643) |
Trade payables | (4,497) | 2,809 |
Accrued expenses | 2,769 | (1,095) |
Employee benefits payables | 1,234 | 1,217 |
Contract liabilities | 25,031 | 17,772 |
Other current liabilities | (92) | (1,058) |
Non-current lease liabilities | (1,258) | (1,175) |
Other non-current liabilities | (3) | (110) |
Net cash used in operating activities | (49,877) | (21,415) |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Purchases of property, equipment and software | (11,447) | (17,777) |
Cash paid for acquisition, net of acquired cash | (12,208) | |
Net cash used in investing activities | (11,447) | (29,985) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Proceeds from the exercise of stock options | 2,790 | 369 |
Proceeds from long-term revolving line of credit | 15,000 | |
Proceeds from long-term secured term loan | 98,895 | |
Repayments on long-term revolving line of credit | (15,000) | |
Net Proceeds from issuance of Series E-1 Preferred Stock | 20,500 | |
Proceeds from Business Combination and PIPE Investment, net of transaction costs | 730,452 | |
Repurchase of shares and options from management | (30,358) | |
Net cash provided by financing activities | 801,779 | 20,869 |
Effect of exchange rate changes on cash and cash equivalents | (599) | (683) |
Net (decrease) increase in cash and cash equivalents and restricted cash | 739,856 | (31,214) |
Cash and cash equivalents, and restricted cash, beginning of period | 53,933 | 97,694 |
Cash and cash equivalents, and restricted cash, end of period | 793,789 | 66,480 |
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION: | ||
Cash paid for interest | 1,922 | |
Cash paid for income taxes | 1,765 | |
Unpaid purchases of property, equipment and software | 885 | 447 |
Unpaid transaction costs | 2,241 | |
Right-of-use assets obtained in exchange for new operating lease liabilities | 349 | $ 94 |
Warrants assumed as part of Business Combination | 48,149 | |
Prepaid expenses assumed as part of Business Combination | $ 186 |
DESCRIPTION OF THE BUSINESS
DESCRIPTION OF THE BUSINESS | 9 Months Ended |
Sep. 30, 2021 | |
DESCRIPTION OF THE BUSINESS | (1) DESCRIPTION OF THE BUSINESS Rocket Lab USA, Inc. (“Rocket Lab” and, together with its consolidated subsidiaries, the “Company,” “we,” “us” or “our”) is an end-to-end on-orbit on-orbit . On August 25, 2021 (the “Closing Date”), the Company consummated the previously announced merger pursuant to that certain Agreement and Plan of Merger, dated March 1, 2021, and amended by Amendment No. 1 thereto, dated May 7, 2021 and Amendment No. 2 thereto, dated June 25, 2021 (the “Merger Agreement”), by and among the Company (formerly known as Vector Acquisition Corporation (“Vector”)), Rocket Lab USA, Inc., (“Legacy Rocket Lab”)) and Prestige USA Merger Sub, Inc., a Delaware corporation and a wholly-owned subsidiary of Legacy Rocket Lab (“Merger Sub”). Vector filed a notice of deregistration and necessary accompanying documents with the Cayman Islands Registrar of Companies, and a certificate of incorporation and a certificate of corporate domestication with the Secretary of State of the State of Delaware, under which Vector was domesticated and continued as a Delaware corporation (the “Domestication”), changing its name to “Vector Acquisition Delaware Corporation” (“Vector Delaware”). As contemplated by the Merger Agreement, Merger Sub merged with and into Vector Delaware, with the separate corporate existence of Merger Sub ceasing and Vector Delaware being the surviving corporation and a wholly owned subsidiary of Legacy Rocket Lab (the “First Merger”) and immediately following the First Merger, Legacy Rocket Lab merged with and into Vector Delaware with Vector In connection with the closing of the Business Combination, the Company changed its name from Vector Acquisition Corporation to Rocket Lab USA, Inc. The “Post Combination Company” following the Business Combination is Rocket Lab USA, Inc. The Business Combination On August 25, 2021, the Company consummated the Business Combination. The following occurred upon the Closing: • The Company repurchased $40,000 of Legacy Rocket Lab Common Stock and options to purchase Legacy Rocket Lab Common Stock from certain members Rocket Lab management. Of the total repurchase amount of $ 40,000 • The remaining outstanding shares of Legacy Rocket Lab common stock and redeemable convertible preferred stock were exchanged for 362,188,208 • Holders of 968,617 shares of Vector Class A common stock properly exercised their right to have such shares redeemed for a full pro rata portion of the trust account holding the proceeds from Vector’s initial public offering, calculated as of two business days prior to the consummation of the Business Combination, which was approximately $10.00 per share, or $9,686 in the aggregate. The remaining 31,031,383 shares of Vector Class A common stock automatically converted to an equal number of shares of common stock in the Post Combination Company. • The 8,000,000 shares of Vector Class B common stock automatically converted to an equal number of shares of common stock in the Post Combination Company. • Vector warrants that were outstanding and unexercised converted into an equal number of warrants to purchase common stock of the Post Combination Company. • Pursuant to subscription agreements entered into in connection with the Merger Agreement (collectively, the “Subscription Agreements”), certain investors agreed to subscribe for an aggregate of 46,700,000 newly-issued shares of common stock in the Post Combination Company at a purchase price of $10.00 per share for an aggregate purchase price of $467,000 (the “PIPE Investment”). The PIPE Investment was consummated substantially concurrently with the closing of the Business Combination. In addition, if the closing price of the Post Combination Company common stock is equal to or greater than $20.00 for a period of at least 20 trading days out of 30 consecutive trading days during the period commencing on the 90th day following the Closing Date and ending on the 180th day following the Closing Date (the “Stock Price Target”), the holders of Legacy Rocket Lab’s equity securities, including options, warrants, restricted stock units and other rights to acquire stock of Legacy Rocket Lab, will be entitled to receive an aggregate of 32,150,757 additional shares of Post Combination Company Common Stock (the “Earnout Shares”), subject, in the case of holders of options, warrants, restricted stock units and other rights to acquire stock of Legacy Rocket Lab, to the terms of such options, warrants, restricted stock units and other rights. In evaluating the accounting treatment for the earnout, we have concluded that the earnout is not a liability under Accounting Standards Codification (“ASC”) 480, Distinguishing Liabilities from Equity Compensation—Stock Compensation Derivative and Hedging Immediately after giving effect to the Business Combination and the PIPE Financing, the following were outstanding: (i) 447,919,591 shares of Rocket Lab Common Stock, consisting of (a) 362,188,208 shares of Post Combination Company Common Stock issued to holders of Legacy Rocket Lab common stock and redeemable convertible preferred stock, (b) 31,031,383 shares issued to the holders of Vector’s Class A ordinary shares, which reflects the redemption of 968,617 Class A ordinary shares with respect to which holders exercised their redemption right, (c) 8,000,000 shares issued to the holders of Vector’s Class B ordinary shares, and (d) 46,700,000 shares of Post Combination Company Common Stock issued in the PIPE Investment; (ii) warrants to purchase 16,266,666 shares of Post Combination Company Common Stock at an exercise price of $11.50 per share issued upon conversion of the outstanding Vector warrants prior to the Business Combination; (iii) warrants to purchase 891,380 shares of Post Combination Company Common Stock attributable to Legacy Rocket Lab warrants prior to the Business Combination, which had a weighted average exercise price of approximately $0.29 per share, (iv) options to purchase 17,961,684 The following table reconciles the elements of the Business Combination to the Condensed Consolidated Statement of Cash Flows and the Condensed Consolidated Statement of Redeemable Convertible Preferred Stock and Stockholders’ Equity (Deficit) for the nine months ended September 30, 2021: Cash - Vector Trust and cash, net of redemptions $ 310,330 Cash - PIPE Investment 467,000 Less: transaction costs and advisory fees paid (46,878 ) Net proceeds from Rocket Lab Business Combination 730,452 Less: Accrued transaction costs (2,241 ) Plus: Prepaid expenses assumed as part of Business Combination 186 Less: Warrants assumed as part of Business Combination (48,149 ) Less: Repurchase of Management Shares (30,358 ) Reverse recapitalization, net of transaction costs $ 649,890 The Business Combination was accounted for as a reverse recapitalization in Business Combinations • Legacy Rocket Lab stockholders considered in the aggregate have a majority interest of voting power in the Post Combination Company. • Members of Legacy Rocket Lab’s board of directors comprise five of the six members of the Post Combination Company’s board of directors as of the closing of the Business Combination. • Legacy Rocket Lab’s senior management continue to compose the senior management of the Post Combination Company • The relative size and valuation of Legacy Rocket Lab compared to Vector. • Legacy Rocket Lab’s business comprises the ongoing operations of the Post Combination Company. In accordance with guidance applicable to these circumstances, the equity structure has been recast in all comparative periods up to the Closing Date to reflect the number of shares of the Company’s common stock, $0.0001 par value per share, issued to Legacy Rocket Lab’s stockholders in connection with the Business Combination. As such, the shares and corresponding capital amounts and earnings per share related to Legacy Rocket Lab redeemable convertible preferred stock, common stock, warrants, options, and restricted stock units prior to the Business Combination have been retroactively recast as shares reflecting the Exchange Ratio of 9.059659 established in the Business Combination. Post Combination Company common stock and warrants commenced trading on the Nasdaq Stock Market LLC (“Nasdaq”) under the symbols “RKLB” and “RKLBW,” respectively, on August 25, 2021. |
SIGNIFICANT ACCOUNTING POLICIES
SIGNIFICANT ACCOUNTING POLICIES | 9 Months Ended |
Sep. 30, 2021 | |
SIGNIFICANT ACCOUNTING POLICIES | (2) SIGNIFICANT ACCOUNTING POLICIES Principals of Consolidation and Basis of Presentation The accompanying unaudited condensed consolidated financial statements are presented in conformity with accounting standards generally accepted in the United States of America (“U.S. GAAP”) and the requirements of the U.S. Securities and Exchange Commission (“SEC”) for interim financial information and include the accounts of Rocket Lab USA, Inc. and its wholly owned subsidiaries after elimination of intercompany accounts and transactions. As permitted under those rules, certain footnotes or other financial information that are normally required by U.S. GAAP can be condensed or omitted. These condensed consolidated financial statements have been prepared on the same basis as the annual consolidated financial statements and, in the opinion of management, reflect all adjustments, consisting only of normal recurring adjustments, which are necessary for the fair statement of the Company’s financial information. These interim results are not necessarily indicative of the results to be expected for the fiscal year ending December 31, 2021, or for any other interim period or for any other future year. Emerging Growth Company The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act as modified by the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”), and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the independent registered public accounting firm attestation requirements of Section 404 of the Sarbanes-Oxley Act, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and stockholder approval of any golden parachute payments not previously approved. Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. On an ongoing basis, our management evaluates estimates and assumptions including those related to revenue recognition, contract costs, loss reserves, valuation of warrants and stock-based compensation and deferred tax valuation allowances. We based our estimates on historical data and experience, as well as various other factors that our management believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities. Actual results could differ from these estimates and assumptions. Equity Issuance Costs Certain transaction costs incurred in connection with the Merger Agreement that are direct and incremental to the Business Combination (see Note 1) have been recorded as a component of additional paid - Warrant Liability The Company accounts for the warrants assumed in connection with the Business Combination in accordance with the guidance contained in ASC 815-40, Derivatives and Hedging re-measurement Other Significant Accounting Policies There have been no other significant changes to the Company’s significant Note 2 - Significant Accounting Policies Notes to Consolidated Financial Statements as of and for the Years Ended December 31, 2019 and 2020” S-4 |
REVENUES
REVENUES | 9 Months Ended |
Sep. 30, 2021 | |
REVENUES | (3) REVENUES The Company disaggregates revenue by reportable segment and revenue recognition pattern, as it believes these categories best depict how the nature, timing and uncertainty of revenue and cash flows are affected by economic factors. The following tables provide information about disaggregated revenue and a reconciliation of the disaggregated revenue during the three and nine months ended September 30, 2021 and 2020: Three Months Ended Nine Months Ended Revenues by recognition model 2021 2020 2021 2020 Point-in-time $ 1,988 $ 10,670 $ 28,802 $ 18,331 Over-time 3,299 — 5,957 1,092 Total revenue by recognition model $ 5,287 $ 10,670 $ 34,759 $ 19,423 The timing of revenue recognition, billings, and cash collections results in billed accounts receivable, unbilled receivables (presented within Contract assets) and customer advances and deposits (presented within Contract liabilities) on the condensed consolidated balance sheets, where applicable. Amounts are generally billed as work progresses in accordance with agreed-upon milestones. These individual contract assets and liabilities are reported in a net position on a contract-by-contract The following table presents the balances related to enforceable contracts as of September 30, 2021 and December 31, 2020: September 30, December 31, Contract balances Accounts receivable $ 13,336 $ 2,730 Contract assets 73 2,045 Contract liabilities (51,163 ) (26,132 ) Changes in contract liabilities were as follows: Contract liabilities, at December 31, 2020 $ 26,132 Customer advances received 37,141 Recognition of unearned revenue (12,110 ) Contract liabilities, at September 30, 2021 $ 51,163 The revenue recognized from the contract liabilities consisted of the Company satisfying performance obligations during the normal course of business. The amount of revenue recognized from changes in the transaction price associated with performance obligations satisfied in prior years during the three and nine months ended September 30, 2021 and 2020 was not material. Remaining unsatisfied performance obligations represent the total dollar value of work to be performed on contracts awarded and in progress. The amount of remaining unsatisfied performance obligations increases with new contracts or additions to existing contracts and decreases as revenue is recognized on existing contracts. Contracts are included in the amount of remaining unsatisfied performance obligations when an enforceable agreement has been reached. Remaining unsatisfied performance obligations totaled $183,068 and $82,039 as of September 30, 2021 and December 31, 2020, respectively. Of the $ 183,068 |
SINCLAIR BUSINESS COMBINATION
SINCLAIR BUSINESS COMBINATION | 9 Months Ended |
Sep. 30, 2021 | |
SINCLAIR BUSINESS COMBINATION | (4) SINCLAIR BUSINESS COMBINATION On April 28, 2020, the Company acquired 100% of the outstanding capital stock and voting interest of Sinclair Interplanetary (“Sinclair Interplanetary”), pursuant to a stock purchase agreement with Sinclair, dated March 6, 2020. The results of Sinclair’s operations have been included in the condensed consolidated financial statements since the acquisition close date. Sinclair Interplanetary is a leading provider of high-quality, flight-proven satellite hardware and is headquartered in Toronto, Canada. As a result of the acquisition, management expects to strengthen and expand the Company’s ability to become a one-stop-shop for customers who desire to design, build and launch a satellite. Acquisition Consideration The acquisition-date consideration transferred consisted of cash of $12,340. The following table presents estimates of the fair value of the assets acquired and the liabilities assumed by the Company in the acquisition: Description Amount Cash and cash equivalents $ 132 Accounts receivable 1,024 Inventories 718 Prepaids and other current assets 16 Property and equipment 380 Intangible assets, net 10,250 Right-of-use 94 Trade payables (143 ) Other current liabilities (2,494 ) Lease liabilities (94 ) Non-current (438 ) Identifiable net assets acquired 9,445 Goodwill 2,895 Total purchase price $ 12,340 The following is a summary of identifiable intangible Type Estimated Life in Years Fair Value Developed technology 7 $ 9,200 In-process N/A 100 Customer relationships 3 600 Backlog 0.7 50 Trademark and tradenames 3 100 Non-compete 4 200 Total identifiable intangible assets acquired $ 10,250 Goodwill of $2,895 was recorded for the Sinclair Interplanetary acquisition, representing the excess of the purchase price over the fair value of the identifiable net assets. Goodwill recognized primarily represents the future revenue and earnings potential and certain other assets which were acquired, but that do not meet the recognition criteria, such as assembled workforce. None of the goodwill is expected to be deductible for income tax purposes. Compensation Arrangements In connection with the Sinclair Interplanetary acquisition, the Company two-year two-year two-year Additionally, the Company agreed to issue to the seller of Sinclair Interplanetary an earnout of up to 1,915,357 additional shares of the Company’s common stock to be paid over a two-year one-year one-year make-up one-year one-year Due to the continuing employment requirement of the shares issued upon closing of the transaction and continuing employment requirement of the earnout shares, the costs associated with the shares are recognized as post-combination compensation expense recognized in research and development expenses in the condensed consolidated statements of operations and comprehensive loss. The fair value of this award is recognized based on the probability of the performance condition being met. The following table provides stock-based compensation expense recognized in conju n Three Months Ended Nine Months Ended Acquisition stock-based compensation 2021 2020 2021 2020 Shares issued in conjunction with the acquisition $ 350 $ 350 $ 1,051 $ 584 Earnout share achievement 1,041 — 1,223 — Total stock compensation related to the acquisition $ 1,391 $ 350 $ 2,274 $ 584 |
FAIR VALUE OF FINANCIAL INSTRUM
FAIR VALUE OF FINANCIAL INSTRUMENTS | 9 Months Ended |
Sep. 30, 2021 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE OF FINANCIAL INSTRUMENTS | (5) FAIR VALUE OF FINANCIAL INSTRUMENTS As of September 30, 2021 and December 31, 2020 the following financial assets and liabilities are measured at fair value on a recurring basis and are categorized using the fair value hierarchy as follows: September 30, 2021 Level 1 Level 2 Level 3 Total Assets: Cash equivalents: Money market accounts $ 757,776 $ — $ — $ 757,776 Total $ 757,776 $ — $ — $ 757,776 Liabilities: Other non-current Public and Private Warrants (Note 11) $ 81,984 $ — $ — $ 81,984 Total $ 81,984 $ — $ — $ 81,984 December 31, 2020 Level 1 Level 2 Level 3 Total Assets: Cash equivalents: Money market accounts $ 49,869 $ — $ — $ 49,869 Total $ 49,869 $ — $ — $ 49,869 Liabilities: Other non-current Warrants-preferred stock (Note 11) $ — $ — $ 3,899 $ 3,899 Total $ — $ — $ 3,899 $ 3,899 The estimated fair value amounts shown above are not necessarily indicative of the amounts that the Company would realize upon disposition, nor do they indicate the Company’s intent or ability to dispose of the financial instrument. There were no transfers between fair value measurement levels during the three and nine months ended September 30, 2021. The Company’s warrant liability as of September 30, 2021 includes public and private placement warrants that were originally issued by Vector, but which were transferred to the Company as part of the Closing of the Business Combination (the “Public Warrants” and “Private Warrants”, respectively, or together, the “Public and Private Warrants”). The Public and Private Warrants are recorded on the balance sheet at fair value. The carrying amount is subject to remeasurement at each balance sheet date. With each remeasurement, the carrying amount will be adjusted to fair value, with the change in fair value recognized in the Company’s consolidated statements of operations and comprehensive loss. Fair Value Measurements, The preferred stock warrants consisted of warrants to purchase Legacy Rocket Lab Series B, Series C and Series D preferred stock. On July 12, 2021, the holders of the warrants to purchase Legacy Rocket Lab Series C and Series D preferred stock exercised the warrants. In connection with the closing of the Business Combination, the warrants to purchase Legacy Rocket Lab Series B preferred stock were As of December 31, 2020, the fair value of the preferred stock warrants was estimated primarily using a combination of the guideline public company method, an income approach based on discounted estimated future cash flows, the probability-weighted expected return method and the option pricing method. Under these approaches, the value of the warrants was estimated for various future scenarios and then probability-weighted based on the likelihood of each future scenario. The estimates used in the valuation of the warrants are highly subjective in nature and involve a large degree of uncertainty. The valuation of the warrants is considered to be at Level 3 of the fair value hierarchy due to the need to use assumptions in the valuation that are both significant to the fair value measurement and unobservable. The change in the preferred stock warrant liabilities measured at fair value using level three unobservable inputs is as follows for the nine months ended September 30, 2021: Balance, at December 31, 2020 $ 3,899 Cost of warrants vesting during the period 352 Change in fair value included in earnings 5,238 Exercise of warrants to purchase Legacy Rocket Lab Series C and D preferred stock (6,514 ) Exchange of warrants to purchase Legacy Rocket Lab Series B preferred stock to common stock warrants (2,975 ) Balance, at September 30, 2021 $ — |
INVENTORIES
INVENTORIES | 9 Months Ended |
Sep. 30, 2021 | |
INVENTORIES | (6) INVENTORIES Inventories as of September 30, 2021 and December 31, 2020 consisted of the following: September 30, December 31, Raw materials $ 18,001 $ 14,023 Work in process 20,364 12,112 Total inventories $ 38,365 $ 26,135 |
PREPAIDS AND OTHER CURRENT ASSE
PREPAIDS AND OTHER CURRENT ASSETS | 9 Months Ended |
Sep. 30, 2021 | |
PREPAIDS AND OTHER CURRENT ASSETS | (7) PREPAIDS AND OTHER CURRENT ASSETS Prepaids and other current assets as of September 30, 2021 and December 31, 2020 consisted of the following: September 30, 2021 December 31, 2020 Prepaid expenses $ 8,777 $ 2,628 Government grant receivables — 5,870 Other current assets 1,805 914 Total prepaids and other current assets $ 10,582 $ 9,412 |
PROPERTY, PLANT AND EQUIPMENT,
PROPERTY, PLANT AND EQUIPMENT, NET | 9 Months Ended |
Sep. 30, 2021 | |
PROPERTY, PLANT AND EQUIPMENT, NET | (8) PROPERTY, PLANT AND EQUIPMENT, NET Property, plant and equipment, net, as of Sept e September 30, December 31, Buildings and improvements $ 24,799 $ 20,330 Machinery, equipment, vehicles and office furniture 24,608 23,755 Computer equipment, hardware and software 4,981 3,836 Launch site assets 8,793 7,582 Construction in process 12,488 10,177 Property, plant and equipment—gross 75,669 65,680 Less accumulated depreciation and amortization (20,810 ) (15,848 ) Property, plant and equipment—net $ 54,859 $ 49,832 Depreciation expense recorded in the condensed consolidated statements of operations and comprehensive loss during the three and nine months ended September 30, 2021 and 2020 Three Months Ended Nine Months Ended Depreciation expense 2021 2020 2021 2020 Cost of revenues $ 1,091 $ 1,134 $ 3,068 $ 3,075 Research and development 62 79 178 198 Selling, general and administrative 792 554 2,254 1,492 Total depreciation expense $ 1,945 $ 1,767 $ 5,500 $ 4,765 |
GOODWILL AND INTANGIBLE ASSETS,
GOODWILL AND INTANGIBLE ASSETS, NET | 9 Months Ended |
Sep. 30, 2021 | |
GOODWILL AND INTANGIBLE ASSETS, NET | (9) GOODWILL AND INTANGIBLE ASSETS, Goodwill The following table presents the changes in the carrying am o Balance at December 31, 2020 $ 3,133 Foreign currency translation adjustment 62 Balance at September 30, 2021 $ 3,195 Intangible Assets The components of intangible assets consisted of the following as of September 30, 2021: September 30, 2021 Gross Accumulated Net Carrying Finite-Lived Intangible Assets Developed Technology $ 10,156 $ (2,067 ) $ 8,089 Capitalized software 3,775 (2,819 ) 956 Customer relationships 662 (315 ) 347 Non-compete 221 (79 ) 142 Capitalized intellectual property 264 (74 ) 190 Trademarks and tradenames 110 (52 ) 58 Indefinite-Lived Intangible Assets In-process 110 — 110 Total $ 15,298 $ (5,406 ) $ 9,892 Amortization expense recorded in the condensed consolidated statements of operations and comprehensive loss during the three and nine months ended September 30, 2021 and 2020, respectively consisted of the following: Three months ended Nine months ended 2021 2020 2021 2020 Cost of revenues $ 116 $ 88 $ 352 $ 229 Research and development 368 6 1,111 18 Selling, general and administrative 134 874 447 1,387 Total amorti z $ 618 $ 968 $ 1,910 $ 1,634 The following table outlines the estimated future amortization expense related to intangible assets held as of September 30, 2021: 2021 (for the remaining period) $ 615 2022 2,161 2023 1,788 2024 1,612 2025 1,504 Thereafter 2,212 Total $ 9,892 |
LOAN AND SECURITY AGREEMENT
LOAN AND SECURITY AGREEMENT | 9 Months Ended |
Sep. 30, 2021 | |
LOAN AND SECURITY AGREEMENT | (10) LOAN AND SECURITY AGREEMENT Hercules Capital Secured Term Loan On June 10, 2021, the Company entered into a $100,000 secured term loan agreement with Hercules Capital, Inc. (the “Hercules Capital Secured Term Loan (ii) payment-in-kind non-financial under the Hercules Capital Secured Term Loan, of which $2,807 is classified as current in the Company’s condensed consolidated balance sheets, with the remainder classified as long-term borrowing. As of September 30, 2021, the Company had no availability under the Hercules Capital Secured Term Loan. In connection with the $100,000 Hercules Capital Secured Term Loan Revolving Line and Term Loan Line On December 23, 2020, the Company entered into a Loan and Security Agreement “(the Loan and Security Agreement”) with Silicon Valley Bank (“SVB”) for a maximum of $35,000 in financing and issued SVB warrants to purchase 121,689 shares of common stock at a price of $1.28 per share (see Note 11). The $35,000 could be drawn upon utilizing the Revolving Line and Term Loan Line (the “Revolving Line and Term Loan Line”) subject to certain terms and conditions. On May 13, 2021, the Company borrowed $15,000 as a Term Loan advance under its Loan and Security Agreement. On June 10, 2021, the Company repaid the $15,000 as a Term Loan advance under its Loan and Security Agreement upon funding of the Hercules Capital Secured Term Loan and the Revolving Line was closed. |
WARRANTS
WARRANTS | 9 Months Ended |
Sep. 30, 2021 | |
WARRANTS | (11) WARRANTS Equity Classified Common Stock Warrants During December 2020, in connection with the Loan and Security During 2016, the Company issued warrants to acquire 463,710 shares of common stock at an exercise price of approximately $0.09 per share at any given time during a period of ten years beginning on the instrument’s issuance date. The estimated fair value of these warrants was $23 at issuance, reflected as equity in the consolidated balance sheet as of December 31, 2020 within additional paid-in The warrants were classified as equity in accordance with ASC 480, Distinguishing Liabilities from Equity On September 10, 2021, all 585,399 warrants were exercised on a net share basis, which resulted in the holders of the warrants receiving 575,840 shares of common stock. Liability Classified Preferred Stock Warrants During 2015, the Company issued warrants to acquire 305,981 shares of Legacy Rocket Lab Series B Preferred Stock at an exercise price of approximately $0.20 per share at any given time during a period of ten years beginning on the instrument’s issuance date. The fair value of the warrants was $1,466 as of December 31, 2020. In connection with the Business Combination, these warrants were exchanged for warrants to acquire 305,981 shares of common stock at an exercise price of approximately $0.20 per share. Immediately prior to the exchange, the warrants were adjusted to current fair value of $2,975. On September 10, 2021, all 305,981 common stock warrants were exercised on a net share basis, which resulted in the holders of the warrants receiving 303,047 shares of common stock. During 2016, the Company issued warrants to acquire 118,591 shares and 699,388 shares of Legacy Rocket Lab Series C and D Preferred Stock, respectively, at an exercise price of $0.25 and $2.10 per share, respectively, as a sales incentive for entering into a development agreement with a current customer. The warrants vest as certain milestones within the development agreement are achieved and cost associated with the vesting of the warrants is recognized as a reduction in revenues within the condensed consolidated statements of operations and comprehensive loss as the related revenue is recognized. The cost associated with the remeasurement of the vested warrants to fair value is recognized within other (expense) income, net within the condensed consolidated statements of operations and comprehensive loss. As of December 31, 2020, warrants to purchase 86,973 shares of Legacy Rocket Lab Series C Preferred Stock and 512,885 shares of Legacy Rocket Lab Series D Preferred Stock were vested. The fair value of the vested warrants was $2,433 as of December 31, 2020. On July 12, 2021, all of the warrants to purchase Legacy Rocket Lab Series C and D Preferred Stock were exercised into shares of Legacy Rocket Lab Series C and D Preferred Stock. The fair value of the warrants was $6,514 immediately prior to their exercise. The proceeds of the exercise of the warrants are reflected as equity in the condensed consolidated balance sheet as of September 30, 2021 within additional paid-in As of December 31, 2020, and for the period prior to their exchange for common stock warrants or exercise, the above warrants to purchase Legacy Rocket Lab preferred stock were classified as liabilities in accordance with ASC 480, Distinguishing Liabilities from Equity paid-in Public and Private Warrants As part of the closing of the Business Combination, the Company assumed Public Warrants and Private Warrants to purchase up to 10,666,666 shares and 5,600,000 shares of common stock of the Post Combination Company, respectively, which are exercisable at $11.50 per share. Public Warrants may only be exercised for a whole number of shares. No fractional shares will be issued upon exercise of the Public Warrants. The Public Warrants bec a , one year from the closing of the Vector IPO. The Public Warrants will expire Redemption of warrants when the price per common share equals or exceeds $18.00. Once the warrants become exercisable, the Company may redeem the outstanding warrants (except as described with respect to the Private Warrants): • in whole and not in part; • at a price of $ 0.01 • upon a minimum of 30 • if, and only if, the closing price of the common shares equals or exceeds $ 18.00 a 30-trading Redemption of warrants when the price per common share equals or exceeds $10.00. Once the warrants become exercisable, the Company may redeem the outstanding warrants (except as described with respect to the Private Warrants): • in whole and not in part: • at a price of $0.10 per warrant upon a minimum of 30 days’ prior written notice of redemption provided that holders will be able to exercise their warrants on a cashless basis prior to redemption and receive that number of shares set forth in the warrant agreement determined based on the redemption date and the fair market value of the common shares; • if, and only if, the closing price of the common shares equals or exceeds $10.00 per share (as adjusted) for any 20 trading days within the 30-trading • if the closing price of the common shares for any 20 trading days within a 30-trading If the Company calls the Public Warrants for redemption, as described above under the heading “ Redemption of warrants when the price per common share equals or exceeds $10.00 common The Private Warrants are identical to the Public Warrants, except that the Private Warrants and the common shares issuable upon the exercise of the Private Warrants were not transferable, assignable or salable until 30 days after the Business be non-redeemable, Redemption of warrants when the price per common share equals or exceeds $10.00 As of September 30, 2021, the Public and Private Warrants are classified as liabilities in accordance with ASC 815, Derivatives and Hedging |
CAPITALIZATION
CAPITALIZATION | 9 Months Ended |
Sep. 30, 2021 | |
CAPITALIZATION | (12) CAPITALIZATION Common Stock The holder of each share of common stock has the right to one vote for each share and is entitled to notice of any stockholders’ meeting and to vote upon certain events. Redeemable Convertible Preferred Stock Series A Preferred Stock, Series B Preferred Stock, Series C Preferred Stock, Series D Preferred Stock, Series E Preferred Stock and Series E-1 The dividend rate and issue price of Preferred Stock, par value of $0.0001, as of December 31, 2020 were as follows: Preferred Stock Dividend Issue Series A $ 0.01 $ 0.09 Series B $ 0.01 $ 0.20 Series C $ 0.02 $ 0.37 Series D $ 0.19 $ 3.15 Series E $ 0.21 $ 3.48 Series E-1 $ 0.21 $ 3.48 Upon the Closing of the Business Combination, the outstanding shares of Preferred Stock were converted into shares of common stock of the Post Combination Company at the Exchange Ratio of 9.059659. |
STOCK-BASED COMPENSATION
STOCK-BASED COMPENSATION | 9 Months Ended |
Sep. 30, 2021 | |
STOCK-BASED COMPENSATION | (13) STOCK-BASED COMPENSATION Equity Incentive Plans The Company has a single active equity incentive plan, the Rocket Lab 2021 Stock Option and Incentive Plan (the “2021 Plan”), with the objective of attracting and retaining available employees and directors by providing stock-based and other performance-based compensation. The 2021 Plan provides for the grant of equity awards to officers, employees, directors and other key employees as well as service providers which include incentive stock options, non-qualified Prior to the Business Combination, the Company maintained the Rocket Lab 2013 Stock Option and Grant Plan (the “2013 Plan”). The 2013 Plan was terminated in connection with the consummation of the Business Combination, and accordingly, no shares are available for future issuance under the 2013 Plan following the Closing Date. Upon the consummation of the Business Combination, all outstanding stock options under the 2013 Plan, whether vested or unvested, were converted into options to purchase a number of shares of common stock of the Post Combination Company based on the Exchange Ratio, with a corresponding adjustment to the exercise price such that there was no change to the aggregate exercise price for the options. Similarly, upon consummation of the Business Combination, all outstanding restricted stock units under the 2013 Plan, whether vested or unvested, were converted into a number of restricted stock units of the Post Combination Company based on the Exchange Ratio. The 2013 Plan will continue to govern outstanding awards granted thereunder. Total stock-based compensation recorded related to the 2013 Plan in the condensed consolidated statements of operations and comprehensive loss during the three and nine months ended September 30, 2021 and 2020, respectively, consisted of the following: Three Months Ended Nine Months Ended Stock-based compensation 2021 2020 2021 2020 Cost of revenues $ 7,937 $ 359 $ 8,541 $ 1,075 Research and development 5,967 413 6,934 834 Selling, general and administrative 7,889 418 8,698 1,205 Total stock-based compensation expense $ 21,793 $ 1,190 $ 24,173 $ 3,114 Options Options issued to all optionees under the 2013 Plan vest over four years from the date of issuance (or earlier vesting start date, as determined by the board of directors) as follows: 25% on the first anniversary of date of grant and the remaining vest monthly over the remaining vesting term. As of September 30, 2021, total estimated unrecognized stock compensation expense related to unvested options granted under the 2013 Plan was $1,923, which is expected to be recognized over the next year. Performance-based Restricted Stock Units Performance-based restricted stock units issued under the 2013 Plan are subject to both a time-based service vesting condition and a performance-based vesting condition, both of which must be satisfied before the restricted stock units will be deemed vested. The time-based service vesting condition is generally satisfied over a period of approximately four years as the employees provide service. The performance-based vesting condition is only satisfied upon a sale event (e.g., (i) liquidation of the Company, (ii) sale of all or substantially all of the assets of the Company, (iii) a merger, reorganization or consolidation pursuant to which the holders of the Company’s outstanding voting power immediately prior to such transaction do not own a majority of the outstanding voting power of the surviving or resulting entity) or the Company’s initial public offering. As of September 30, 2021, upon consummation of the Business Combination, it became probable that the Management Redemption In connection with the Business Combination, the Company modified 498,177 shares of common stock and vested options to purchase 558,769 shares of common stock held by certain members of management and obtained through stock-based compensation arrangements to provide for cash redemption, which resulted in a change from equity to liability classification for these shares and options. The Company redeemed these shares and options on August 25, 2021 for $10,000. The Company recognized the redemption amount in excess of the amounts previously recognized within additional paid - - 2,989,088 30,000 - |
LEASES
LEASES | 9 Months Ended |
Sep. 30, 2021 | |
LEASES | (14) LEASES The Company has operating leases for properties, vehicles and equipment. The Company’s leases have remaining lease terms of one year to eighteen years, some of which include options to extend the lease term, and some of which include options to terminate the lease prior to the end of the agreed upon lease term. For purposes of calculating lease liabilities, lease terms include options to extend or terminate the lease when it is reasonably certain that the Company will exercise such options. There have been no material changes in the Company’s lease portfolio since December 31, 2020. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 9 Months Ended |
Sep. 30, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | (15) COMMITMENTS AND CONTINGENCIES Litigation and Claims The Company is, and from time to time may be, a party to claims and legal proceedings generally incidental to its business that are principally covered under contracts with its customers and insurance policies. In the opinion of management, there are no legal matters or claims likely to have a material adverse effect on the Company’s financial position, results of operations or cash flows. Other Commitments The Company has commitments under its lease obligations (see Note 14). Contingencies The Company records a contingent liability when it is both probable that a loss has been incurred, and the amount can be reasonably estimated. If these estimates and assumptions change or prove to be incorrect, it could have a material impact on the Company’s condensed consolidated financial statements. Contingencies are inherently unpredictable, and the assessments of the value can involve a series of complex judgments about future events and can rely heavily on estimates and assumptions. On May 23, 2016, the Company entered into a launch services agreement with a customer to provide three commercial dedicated launches which would deliver the customer’s payloads over the period of 2017 through 2020. Per the terms of the agreement, each dedicated launch shall have a firm fixed price below current launch vehicle costs. During the year ended December 31, 2018, the Company determined that it was probable that the costs to provide the services as stipulated by the launch services agreement would exceed the fixed firm price of each launch. As such, the Company recorded a provision for contract loss for these three dedicated launches. During the year ended December 31, 2020, one of the three launches occurred. On April 21, 2021, the launch services agreement was amended, resulting in one additional launch and the potential for price increases on the second and third launches dependent on the customer’s desired payload configuration. The provision for contract losses outstanding as of September 30, 2021 related to the remaining three remaining launches is |
INCOME TAXES
INCOME TAXES | 9 Months Ended |
Sep. 30, 2021 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | (16) INCOME TAXES Income tax benefit and the effective tax rate for the three and nine months ended September 30, 2021 and 2020 were as follows: Three Months Ended Nine Months Ended September 30, September 30, 2021 2020 2021 2020 Income tax benefit $ 1,684 $ 1,000 $ 979 $ 251 Effective tax rate (1.9 )% (7.4 )% (0.8 )% (0.7 )% The tax provisions for the three and nine months ended September 30, 2021 and 2020 were computed using the estimated effective tax rates applicable to each of the domestic and international taxable jurisdictions for the full year. The Company’s tax rate is subject to management’s quarterly review and revision, as necessary. The annual effective tax rate was lower than the federal statutory rate due primarily to a full valuation allowance in the United States and partially offset by recurring items such as foreign taxes based on local country statutory rates, the effect of stock-based compensation, and foreign withholding taxes, as well as by discrete items that may occur in any given year but are not consistent from year to year. On March 11, 2021, the President signed the American Rescue Plan Act of 2021 into law. The new law provides extensive and varied stimulus relief meant to mitigate the impact of COVID-19. On March 27, 2020, the Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”) was signed into law. The CARES Act provided numerous tax provisions and other stimulus measures, including temporary changes regarding the prior and future utilization of net operating losses, temporary changes to the prior and future limitations on interest deductions, temporary suspension of certain payment requirements for the employer portion of Social Security taxes, the creation of certain refundable employee retention credits, and technical corrections from prior tax legislation for tax depreciation of certain qualified improvement property. These and other provisions of the CARES Act are not expected to have a material impact on the Company’s income tax expense and effective tax rate. On December 27, 2020, the United States enacted the Consolidated Appropriations Act of 2021 (“CAA”). The CAA includes provisions extending certain CARES Act provisions and adds coronavirus relief, tax and health extenders. The Company will continue to evaluate the impact of the CAA on its financial statements in 2021 and beyond. The Company is not currently under examination by the IRS, foreign or state and local tax authorities. Due to the net operating loss (“NOL”) carryforwards, the Company remains subject to examination for U.S. federal and state jurisdictions for all years beginning with the year ended March 31, 2016. The Company’s foreign subsidiaries are generally subject to examination within four years from the end of the tax year during which the tax return was filed. No significant changes in the Company’s unrecognized tax benefits are expected to occur within the next 12 months. |
NET LOSS PER SHARE
NET LOSS PER SHARE | 9 Months Ended |
Sep. 30, 2021 | |
Earnings Per Share [Abstract] | |
NET LOSS PER SHARE | (17) NET LOSS PER SHARE Basic net loss per share is computed by dividing net loss attributable to common stockholders by the weighted the two-class method Diluted net loss per share is computed by dividing net loss attributable to common stockholders by the weighted average number of common and dilutive common equivalent shares outstanding for the period using the treasury-stock method or the as-converted method, two-class The following table summarizes the computation of basic and diluted net loss per share attributable to common stockholders of the Company for the three and nine months ended September 30, 2021 and 2020: Three Months September 30, Nine Months September 30 , 2021 2020 2021 2020 Numerator Net loss attributable to common stockholders-basic and diluted $ (87,969 ) $ (12,605 ) $ (120,516 ) $ (36,058 ) Denominator Weighted average common shares outstanding-basic and diluted 228,266,647 76,053,044 129,232,016 74,754,779 Net loss per share attributable to common stockholders-basic and diluted $ (0.39 ) $ (0.17 ) $ (0.93 ) $ (0.48 ) The following equity shares were excluded from the calculation of diluted net loss per share attributable to common stockholders because their effect would have been anti-dilutive: September 30, 2021 2020 Legacy Rocket Lab preferred stock — 283,843,764 Legacy Rocket Lab preferred stock warrants — 1,123,959 Legacy Rocket Lab common stock warrants — 463,710 Stock options and restricted stock units 29,248,916 28,963,503 Public and Private Warrants 16,266,666 — |
SEGMENTS
SEGMENTS | 9 Months Ended |
Sep. 30, 2021 | |
Segment Reporting [Abstract] | |
Segments | (18) SEGMENTS The Company reports segment information based on the “management” approach. The management approach designates the internal reporting used by management for making decisions and assessing performance as the source of the Company’s reportable segments. The Company manages its business primarily based upon two operating segments, Launch Services and Space Systems. Each of these operating segments represents a reportable segment. Launch Services provides launch services to customer on a dedicated mission or ride share basis. Space Systems is comprised of spacecraft engineering, program management, satellite components, spacecraft manufacturing and mission operations. Although many of the Company’s contracts with customers contain elements of Space Systems and Launch Services, each reporting segment is managed separately to better align with customer’s needs and the Company’s growth plans. The Company evaluates the performance of its reportable segments based on gross profit. For contracts with customers that contain both Space Systems and Launch Services elements, revenues for each reporting segment are generally allocated based upon the overall costs incurred for each of the reporting segments in comparison to total overall costs of the contract. The following table shows information by re p Three Months Ended September 30, 2021 2021 2020 2020 Launch Space Launch Space Revenues $ 1,123 $ 4,164 $ 9,765 $ 905 Cost of revenues 16,521 1,217 11,907 648 Gross profit (loss) $ (15,398 ) $ 2,947 $ (2,142 ) $ 257 Nine Months Ended September 30, 2021 2021 2020 2020 Launch Space Systems Launch Space Systems Revenues $ 25,202 $ 9,557 $ 18,225 $ 1,198 Cost of revenues 40,216 3,121 26,414 772 Gross profit (loss) $ (15,014 ) $ 6,436 $ (8,189 ) $ 426 Management does not regularly review either reporting segment’s total assets or operating expenses. This is because in general, the Company’s long-lived assets, facilities, and equipment are shared by each reporting segment. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 9 Months Ended |
Sep. 30, 2021 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | (19) RELATED PARTY TRANSACTIONS There are three members of our board of directors that are affiliated with three separate entities that are invested in our common stock, two of which individually hold greater Co-Sale Series E-1 Series E-1 Series E-1 As of September 30, 2021 and December 31, 2020, there are no amounts due to or from related parties. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 9 Months Ended |
Sep. 30, 2021 | |
Subsequent Events | (20) SUBSEQUENT EVENTS Business Acquisition On October 12, 2021 the Company completed the acquisition of Advanced Solutions, Inc. (“ASI”). ASI is an engineering company that develops flight software, simulation systems and guidance, navigation and control (“GNC”) systems. ASI’s customers include agencies within the Defense Department, Air Force, NASA, other aerospace prime contractors, commercial spacecraft developers and space startups. ASI will be part of the Company’s Space Systems operating segment and continue to serve its current customers and support the Company’s Photon missions, satellite components, and space and ground software capabilities. The transaction qualifies as an acquisition of a business and will be accounted for as a business combination. The Company purchased 100% of the issued and outstanding equity interests of ASI for aggregate consideration of $40,000, subject to customary adjustments at closing for cash, working capital, transaction expenses and indebtedness, and amounts placed in escrow. The purchase agreement also includes an additional potential earn out payment of up to $5,500 based on achievement of certain performance metrics for the business in its fiscal year ending December 31, 2021. The Company has not yet completed the initial purchase price allocation for this acquisition, including obtaining all of the information required for the valuation of the acquired intangible assets, goodwill, assets and liabilities assumed, due to the timing of the close of the transaction. Probable Acquisition On November 15, 2021, the Company entered into an Agreement and Plan of Merger (the “PSC Merger Agreement”), by and among the Company, Platinum Merger Sub, Inc. (“PSC Merger Sub”), Planetary Systems Corporation (“PSC”), and Michael Whalen as shareholder representative, which provides for, among other things, the merger of PSC Merger Sub with and into PSC, with PSC being the surviving corporation of the merger and a direct, wholly owned subsidiary of the Company. Pursuant to the terms of the PSC Merger Agreement, all of the issued and outstanding shares of PSC will be cancelled in exchange for aggregate consideration of up to approximately $ 42,000 |
SIGNIFICANT ACCOUNTING POLICI_2
SIGNIFICANT ACCOUNTING POLICIES (Policies) | 9 Months Ended |
Sep. 30, 2021 | |
Principals of Consolidation and Basis of Presentation | Principals of Consolidation and Basis of PresentationThe accompanying unaudited condensed consolidated financial statements are presented in conformity with accounting standards generally accepted in the United States of America (“U.S. GAAP”) and the requirements of the U.S. Securities and Exchange Commission (“SEC”) for interim financial information and include the accounts of Rocket Lab USA, Inc. and its wholly owned subsidiaries after elimination of intercompany accounts and transactions. As permitted under those rules, certain footnotes or other financial information that are normally required by U.S. GAAP can be condensed or omitted. These condensed consolidated financial statements have been prepared on the same basis as the annual consolidated financial statements and, in the opinion of management, reflect all adjustments, consisting only of normal recurring adjustments, which are necessary for the fair statement of the Company’s financial information. These interim results are not necessarily indicative of the results to be expected for the fiscal year ending December 31, 2021, or for any other interim period or for any other future year. |
Emerging Growth Company | Emerging Growth Company The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act as modified by the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”), and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the independent registered public accounting firm attestation requirements of Section 404 of the Sarbanes-Oxley Act, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and stockholder approval of any golden parachute payments not previously approved. Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. On an ongoing basis, our management evaluates estimates and assumptions including those related to revenue recognition, contract costs, loss reserves, valuation of warrants and stock-based compensation and deferred tax valuation allowances. We based our estimates on historical data and experience, as well as various other factors that our management believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities. Actual results could differ from these estimates and assumptions. |
Equity Issuance Costs | Equity Issuance Costs Certain transaction costs incurred in connection with the Merger Agreement that are direct and incremental to the Business Combination (see Note 1) have been recorded as a component of additional paid - |
Other Significant Accounting Policies | Other Significant Accounting Policies There have been no other significant changes to the Company’s significant Note 2 - Significant Accounting Policies Notes to Consolidated Financial Statements as of and for the Years Ended December 31, 2019 and 2020” S-4 |
Warrant Liability | Warrant Liability The Company accounts for the warrants assumed in connection with the Business Combination in accordance with the guidance contained in ASC 815-40, Derivatives and Hedging re-measurement |
Description Of Business Combin
Description Of Business Combination (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Accounting Standards Update and Change in Accounting Principle [Abstract] | |
Summary of reconciles the elements of the business combination to the condensed consolidated statement | The following table reconciles the elements of the Business Combination to the Condensed Consolidated Statement of Cash Flows and the Condensed Consolidated Statement of Redeemable Convertible Preferred Stock and Stockholders’ Equity (Deficit) for the nine months ended September 30, 2021: Cash - Vector Trust and cash, net of redemptions $ 310,330 Cash - PIPE Investment 467,000 Less: transaction costs and advisory fees paid (46,878 ) Net proceeds from Rocket Lab Business Combination 730,452 Less: Accrued transaction costs (2,241 ) Plus: Prepaid expenses assumed as part of Business Combination 186 Less: Warrants assumed as part of Business Combination (48,149 ) Less: Repurchase of Management Shares (30,358 ) Reverse recapitalization, net of transaction costs $ 649,890 |
REVENUES (Tables)
REVENUES (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Reconciliation of Disaggregation of Revenue | The following tables provide information about disaggregated revenue and a reconciliation of the disaggregated revenue during the three and nine months ended September 30, 2021 and 2020: Three Months Ended Nine Months Ended Revenues by recognition model 2021 2020 2021 2020 Point-in-time $ 1,988 $ 10,670 $ 28,802 $ 18,331 Over-time 3,299 — 5,957 1,092 Total revenue by recognition model $ 5,287 $ 10,670 $ 34,759 $ 19,423 |
Balances Related to Enforceable Contracts | The following table presents the balances related to enforceable contracts as of September 30, 2021 and December 31, 2020: September 30, December 31, Contract balances Accounts receivable $ 13,336 $ 2,730 Contract assets 73 2,045 Contract liabilities (51,163 ) (26,132 ) |
Changes in Contract Liabilities | Changes in contract liabilities were as follows: Contract liabilities, at December 31, 2020 $ 26,132 Customer advances received 37,141 Recognition of unearned revenue (12,110 ) Contract liabilities, at September 30, 2021 $ 51,163 |
SINCLAIR BUSINESS COMBINATION (
SINCLAIR BUSINESS COMBINATION (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Estimates Fair Value of Assets Acquired and Liabilities Assumed | The following table presents estimates of the fair value of the assets acquired and the liabilities assumed by the Company in the acquisition: Description Amount Cash and cash equivalents $ 132 Accounts receivable 1,024 Inventories 718 Prepaids and other current assets 16 Property and equipment 380 Intangible assets, net 10,250 Right-of-use 94 Trade payables (143 ) Other current liabilities (2,494 ) Lease liabilities (94 ) Non-current (438 ) Identifiable net assets acquired 9,445 Goodwill 2,895 Total purchase price $ 12,340 |
Summary of Identifiable Intangible Assets Acquired and Related Expected Lives for the Finite-Lived Intangible Assets | The following is a summary of identifiable intangible Type Estimated Life in Years Fair Value Developed technology 7 $ 9,200 In-process N/A 100 Customer relationships 3 600 Backlog 0.7 50 Trademark and tradenames 3 100 Non-compete 4 200 Total identifiable intangible assets acquired $ 10,250 |
Summary of Stock Based Compensation Expense | The following table provides stock-based compensation expense recognized in conju n Three Months Ended Nine Months Ended Acquisition stock-based compensation 2021 2020 2021 2020 Shares issued in conjunction with the acquisition $ 350 $ 350 $ 1,051 $ 584 Earnout share achievement 1,041 — 1,223 — Total stock compensation related to the acquisition $ 1,391 $ 350 $ 2,274 $ 584 |
FAIR VALUE OF FINANCIAL INSTR_2
FAIR VALUE OF FINANCIAL INSTRUMENTS (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Summary of Financial Assets and Liabilities Measured at Fair Value on a Recurring Basis | As of September 30, 2021 and December 31, 2020 the following financial assets and liabilities are measured at fair value on a recurring basis and are categorized using the fair value hierarchy as follows: September 30, 2021 Level 1 Level 2 Level 3 Total Assets: Cash equivalents: Money market accounts $ 757,776 $ — $ — $ 757,776 Total $ 757,776 $ — $ — $ 757,776 Liabilities: Other non-current Public and Private Warrants (Note 11) $ 81,984 $ — $ — $ 81,984 Total $ 81,984 $ — $ — $ 81,984 December 31, 2020 Level 1 Level 2 Level 3 Total Assets: Cash equivalents: Money market accounts $ 49,869 $ — $ — $ 49,869 Total $ 49,869 $ — $ — $ 49,869 Liabilities: Other non-current Warrants-preferred stock (Note 11) $ — $ — $ 3,899 $ 3,899 Total $ — $ — $ 3,899 $ 3,899 |
Summary of Warrant Liabilities Measured at Fair Value | The change in the preferred stock warrant liabilities measured at fair value using level three unobservable inputs is as follows for the nine months ended September 30, 2021: Balance, at December 31, 2020 $ 3,899 Cost of warrants vesting during the period 352 Change in fair value included in earnings 5,238 Exercise of warrants to purchase Legacy Rocket Lab Series C and D preferred stock (6,514 ) Exchange of warrants to purchase Legacy Rocket Lab Series B preferred stock to common stock warrants (2,975 ) Balance, at September 30, 2021 $ — |
INVENTORIES (Tables)
INVENTORIES (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Schedule of Inventory | Inventories as of September 30, 2021 and December 31, 2020 consisted of the following: September 30, December 31, Raw materials $ 18,001 $ 14,023 Work in process 20,364 12,112 Total inventories $ 38,365 $ 26,135 |
PREPAIDS AND OTHER CURRENT AS_2
PREPAIDS AND OTHER CURRENT ASSETS (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Schedule of Prepaids and Other Current Assets | Prepaids and other current assets as of September 30, 2021 and December 31, 2020 consisted of the following: September 30, 2021 December 31, 2020 Prepaid expenses $ 8,777 $ 2,628 Government grant receivables — 5,870 Other current assets 1,805 914 Total prepaids and other current assets $ 10,582 $ 9,412 |
PROPERTY, PLANT AND EQUIPMENT_2
PROPERTY, PLANT AND EQUIPMENT, NET (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Schedule of Property Plant and Equipment, Net | Property, plant and equipment, net, as of Sept e September 30, December 31, Buildings and improvements $ 24,799 $ 20,330 Machinery, equipment, vehicles and office furniture 24,608 23,755 Computer equipment, hardware and software 4,981 3,836 Launch site assets 8,793 7,582 Construction in process 12,488 10,177 Property, plant and equipment—gross 75,669 65,680 Less accumulated depreciation and amortization (20,810 ) (15,848 ) Property, plant and equipment—net $ 54,859 $ 49,832 Depreciation expense recorded in the condensed consolidated statements of operations and comprehensive loss during the three and nine months ended September 30, 2021 and 2020 Three Months Ended Nine Months Ended Depreciation expense 2021 2020 2021 2020 Cost of revenues $ 1,091 $ 1,134 $ 3,068 $ 3,075 Research and development 62 79 178 198 Selling, general and administrative 792 554 2,254 1,492 Total depreciation expense $ 1,945 $ 1,767 $ 5,500 $ 4,765 |
GOODWILL AND INTANGIBLE ASSET_2
GOODWILL AND INTANGIBLE ASSETS, NET (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Schedule of Changes in the Carrying Amount of Goodwill | The following table presents the changes in the carrying am o Balance at December 31, 2020 $ 3,133 Foreign currency translation adjustment 62 Balance at September 30, 2021 $ 3,195 |
Components of Intangible Assets | The components of intangible assets consisted of the following as of September 30, 2021: September 30, 2021 Gross Accumulated Net Carrying Finite-Lived Intangible Assets Developed Technology $ 10,156 $ (2,067 ) $ 8,089 Capitalized software 3,775 (2,819 ) 956 Customer relationships 662 (315 ) 347 Non-compete 221 (79 ) 142 Capitalized intellectual property 264 (74 ) 190 Trademarks and tradenames 110 (52 ) 58 Indefinite-Lived Intangible Assets In-process 110 — 110 Total $ 15,298 $ (5,406 ) $ 9,892 |
Summary of Amortization expense | Amortization expense recorded in the condensed consolidated statements of operations and comprehensive loss during the three and nine months ended September 30, 2021 and 2020, respectively consisted of the following: Three months ended Nine months ended 2021 2020 2021 2020 Cost of revenues $ 116 $ 88 $ 352 $ 229 Research and development 368 6 1,111 18 Selling, general and administrative 134 874 447 1,387 Total amorti z $ 618 $ 968 $ 1,910 $ 1,634 |
Schedule of Estimated Future Amortization Expense Related to Finite Intangible Assets | The following table outlines the estimated future amortization expense related to intangible assets held as of September 30, 2021: 2021 (for the remaining period) $ 615 2022 2,161 2023 1,788 2024 1,612 2025 1,504 Thereafter 2,212 Total $ 9,892 |
CAPITALIZATION (Tables)
CAPITALIZATION (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Schedule of Temporory Equity | The dividend rate and issue price of Preferred Stock, par value of $0.0001, as of December 31, 2020 were as follows: Preferred Stock Dividend Issue Series A $ 0.01 $ 0.09 Series B $ 0.01 $ 0.20 Series C $ 0.02 $ 0.37 Series D $ 0.19 $ 3.15 Series E $ 0.21 $ 3.48 Series E-1 $ 0.21 $ 3.48 |
STOCK-BASED COMPENSATION (Table
STOCK-BASED COMPENSATION (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Schedule of Stock-based Compensation Recorded in Consolidated Statements of Operations and Comprehensive Loss | Total stock-based compensation recorded related to the 2013 Plan in the condensed consolidated statements of operations and comprehensive loss during the three and nine months ended September 30, 2021 and 2020, respectively, consisted of the following: Three Months Ended Nine Months Ended Stock-based compensation 2021 2020 2021 2020 Cost of revenues $ 7,937 $ 359 $ 8,541 $ 1,075 Research and development 5,967 413 6,934 834 Selling, general and administrative 7,889 418 8,698 1,205 Total stock-based compensation expense $ 21,793 $ 1,190 $ 24,173 $ 3,114 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Income Tax Disclosure [Abstract] | |
Schedule Of Income Tax Expense And The Effective Tax Rate | Income tax benefit and the effective tax rate for the three and nine months ended September 30, 2021 and 2020 were as follows: Three Months Ended Nine Months Ended September 30, September 30, 2021 2020 2021 2020 Income tax benefit $ 1,684 $ 1,000 $ 979 $ 251 Effective tax rate (1.9 )% (7.4 )% (0.8 )% (0.7 )% |
NET LOSS PER SHARE (Tables)
NET LOSS PER SHARE (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Summary of Basic and Diluted net Loss Per Share Attributable to Common Stockholders | The following table summarizes the computation of basic and diluted net loss per share attributable to common stockholders of the Company for the three and nine months ended September 30, 2021 and 2020: Three Months September 30, Nine Months September 30 , 2021 2020 2021 2020 Numerator Net loss attributable to common stockholders-basic and diluted $ (87,969 ) $ (12,605 ) $ (120,516 ) $ (36,058 ) Denominator Weighted average common shares outstanding-basic and diluted 228,266,647 76,053,044 129,232,016 74,754,779 Net loss per share attributable to common stockholders-basic and diluted $ (0.39 ) $ (0.17 ) $ (0.93 ) $ (0.48 ) |
Summary of Diluted Net Loss Per Share Attributable to Common Stockholders | The following equity shares were excluded from the calculation of diluted net loss per share attributable to common stockholders because their effect would have been anti-dilutive: September 30, 2021 2020 Legacy Rocket Lab preferred stock — 283,843,764 Legacy Rocket Lab preferred stock warrants — 1,123,959 Legacy Rocket Lab common stock warrants — 463,710 Stock options and restricted stock units 29,248,916 28,963,503 Public and Private Warrants 16,266,666 — |
SEGMENTS (Tables)
SEGMENTS (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Segment Reporting [Abstract] | |
Summary of Information by Reportable Segment | The following table shows information by re p Three Months Ended September 30, 2021 2021 2020 2020 Launch Space Launch Space Revenues $ 1,123 $ 4,164 $ 9,765 $ 905 Cost of revenues 16,521 1,217 11,907 648 Gross profit (loss) $ (15,398 ) $ 2,947 $ (2,142 ) $ 257 Nine Months Ended September 30, 2021 2021 2020 2020 Launch Space Systems Launch Space Systems Revenues $ 25,202 $ 9,557 $ 18,225 $ 1,198 Cost of revenues 40,216 3,121 26,414 772 Gross profit (loss) $ (15,014 ) $ 6,436 $ (8,189 ) $ 426 |
Description Of The Business - S
Description Of The Business - Summary of Reconciles the Elements of the Business Combination to the Condensed Consolidated Statement (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2021 | Jul. 12, 2021 | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Cash | $ 310,330 | |
Less: transaction costs and advisory fees paid | (46,878) | |
Net proceeds from Rocket Lab Business Combination | 730,452 | |
Less: Accrued transaction costs | (2,241) | |
Plus: Prepaid expenses assumed as part of Business Combination | 186 | |
Less: Warrants assumed as part of Business Combination | (48,149) | $ (6,514) |
Less: Repurchase of Management Shares | (30,358) | |
Reverse recapitalization, net of transaction costs | 649,890 | |
Pipe Investment [Member] | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Cash | $ 467,000 |
Description Of The Business - A
Description Of The Business - Additional Information (Detail) | Aug. 25, 2021USD ($)$ / sharesshares | Sep. 30, 2021USD ($)$ / sharesshares | Jun. 30, 2021USD ($)shares | Mar. 31, 2021USD ($)shares | Sep. 30, 2020USD ($)shares | Jun. 30, 2020USD ($)shares | Mar. 31, 2020USD ($)shares | Sep. 30, 2021USD ($)$ / sharesshares | Dec. 31, 2020$ / sharesshares | Dec. 31, 2019shares |
Description Of The Business [Line Items] | ||||||||||
Stock repurchased during period, value | $ | $ 30,358,000 | |||||||||
Preferred stock, convertible, conversion ratio | $ / shares | $ 9.059659 | |||||||||
Exercise of stock options | $ | $ 1,999,000 | $ 230,000 | $ 542,000 | $ 329,000 | $ 16,000 | $ 5,000 | ||||
Shares, outstanding | 447,919,591 | 447,919,591 | ||||||||
Common stock shares, issued | 449,039,446 | 449,039,446 | 78,410,162 | |||||||
Common stock, par value | $ / shares | $ 0.0001 | $ 0.0001 | $ 0.0001 | |||||||
Stockholders' equity note, stock split, exchange ratio | 9.059659 | |||||||||
Share Price Equal or Exceeds Twenty Rupees per dollar [Member] | ||||||||||
Description Of The Business [Line Items] | ||||||||||
Share price | $ / shares | $ 20 | $ 20 | ||||||||
Stock issued during period, shares, acquisitions | 32,150,757 | |||||||||
Share Price Equal or Exceeds Twenty Rupees per dollar [Member] | Minimum [Member] | ||||||||||
Description Of The Business [Line Items] | ||||||||||
Number of consecutive trading days for determining share price | 20 days | |||||||||
Share Price Equal or Exceeds Twenty Rupees per dollar [Member] | Maximum [Member] | ||||||||||
Description Of The Business [Line Items] | ||||||||||
Number of trading days for determining share price | 30 days | |||||||||
Post Combination Company [Member] | ||||||||||
Description Of The Business [Line Items] | ||||||||||
Share price | $ / shares | $ 10 | |||||||||
Stock issued during period, shares, new issues | 46,700,000 | |||||||||
Common stock shares, issued | 46,700,000 | 46,700,000 | ||||||||
Vector Warrants [Member] | ||||||||||
Description Of The Business [Line Items] | ||||||||||
Number of securities called by each warrant or right | 16,266,666 | 16,266,666 | ||||||||
Exercise price of warrants or rights | $ / shares | $ 11.50 | $ 11.50 | ||||||||
Legacy Rocket Lab warrants [Member] | ||||||||||
Description Of The Business [Line Items] | ||||||||||
Number of securities called by each warrant or right | 891,380 | 891,380 | ||||||||
Exercise price of warrants or rights | $ / shares | $ 0.29 | $ 0.29 | ||||||||
Legacy Rocket Lab Common Stock [Member] | ||||||||||
Description Of The Business [Line Items] | ||||||||||
Shares issued | 362,188,208 | 362,188,208 | ||||||||
Legacy Rocket Lab Common Stock [Member] | Post Combination Company [Member] | ||||||||||
Description Of The Business [Line Items] | ||||||||||
Stock repurchased during period, value | $ | $ 40,000,000 | |||||||||
Share-based compensation arrangement by share-based payment award | 10,000 | |||||||||
Share-based payment arrangement, plan modification, incremental cost | $ | $ 9,642,000 | |||||||||
Post Combination Company Common Stock [Member] | Legacy Rocket Lab Options [Member] | ||||||||||
Description Of The Business [Line Items] | ||||||||||
Share-based compensation arrangement by share-based payment award | 17,961,684 | |||||||||
Share-based compensation arrangement by share-based payment award, per share weighted average price of shares purchased | $ / shares | $ 1.04 | $ 1.04 | ||||||||
Number of options vested | 14,253,283 | |||||||||
Post Combination Company Common Stock [Member] | Restricted Stock Units (RSUs) [Member] | ||||||||||
Description Of The Business [Line Items] | ||||||||||
Share-based compensation arrangement by share-based payment award, equity instruments other than options, vested in period | 14,903,640 | |||||||||
Share-based compensation arrangement by share-based payment award, maximum number of shares per employee | 4,065,304 | |||||||||
Number of shares issued under share-based payment arrangement. | 1,915,356 | |||||||||
Common Class A [Member] | ||||||||||
Description Of The Business [Line Items] | ||||||||||
Share price | $ / shares | $ 18 | $ 18 | ||||||||
Shares issued | 31,031,383 | 31,031,383 | ||||||||
Stock redeemed or called during period, shares | 968,617 | |||||||||
Common Class A [Member] | Post Combination Company [Member] | ||||||||||
Description Of The Business [Line Items] | ||||||||||
Number of share options exercised during the current period. | 968,617 | |||||||||
Share price | $ / shares | $ 10 | |||||||||
Exercise of stock options | $ | $ 9,686,000 | |||||||||
Conversion of stock, shares converted | 31,031,383 | |||||||||
Common Class B [Member] | ||||||||||
Description Of The Business [Line Items] | ||||||||||
Shares issued | 8,000,000 | 8,000,000 | ||||||||
Common Class B [Member] | Post Combination Company [Member] | ||||||||||
Description Of The Business [Line Items] | ||||||||||
Conversion of stock, shares converted | 8,000,000 | |||||||||
Redeemable Convertible Preferred Stock [Member] | ||||||||||
Description Of The Business [Line Items] | ||||||||||
Shares, outstanding | 283,843,764 | 283,843,764 | 283,843,764 | 283,843,764 | 277,953,717 | 31,330,513 | 30,680,373 | |||
Redeemable Convertible Preferred Stock [Member] | Legacy Rocket Lab Common Stock [Member] | Post Combination Company [Member] | ||||||||||
Description Of The Business [Line Items] | ||||||||||
Convertible preferred stock, shares issued upon conversion | 362,188,208 | |||||||||
Preferred stock, convertible, conversion ratio | $ / shares | $ 9.059659 |
Revenue - Reconciliation of Dis
Revenue - Reconciliation of Disaggregation of Revenue (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Disaggregation of Revenue [Line Items] | ||||
Total revenue by recognition model | $ 5,287 | $ 10,670 | $ 34,759 | $ 19,423 |
Point-in-time | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue by recognition model | 1,988 | $ 10,670 | 28,802 | 18,331 |
Over time | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue by recognition model | $ 3,299 | $ 5,957 | $ 1,092 |
Revenue - Balances Related to E
Revenue - Balances Related to Enforceable Contracts (Detail) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Contract balances | ||
Accounts receivable | $ 13,336 | $ 2,730 |
Contract assets | 73 | 2,045 |
Contract liabilities | $ (51,163) | $ (26,132) |
Revenue - Changes in Contract L
Revenue - Changes in Contract Liabilities (Detail) $ in Thousands | 9 Months Ended |
Sep. 30, 2021USD ($) | |
Disaggregation of Revenue [Line Items] | |
Contract liabilities, beginning of year | $ 26,132 |
Customer advances received | 37,141 |
Recognition of unearned revenue | (12,110) |
Contract liabilities, end of year | $ 51,163 |
Revenue - Additional Informatio
Revenue - Additional Information (Detail) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2021 | Dec. 31, 2020 | |
Disaggregation of Revenue [Line Items] | ||
Remaining unsatisfied performance obligations | $ 183,068 | $ 82,039 |
Revenue recognized description | approximately 52% is expected to be recognized within 12 months, with the remaining 48% to be recognized beyond 12 months. |
Sinclair Business Combinations
Sinclair Business Combinations - Additional Information (Detail) - USD ($) $ in Thousands | 9 Months Ended | |||
Sep. 30, 2021 | Dec. 31, 2020 | Apr. 28, 2020 | Dec. 31, 2019 | |
Business Acquisition [Line Items] | ||||
Goodwill | $ 3,195 | $ 3,133 | $ 0 | |
Sinclair Interplanetary [Member] | ||||
Business Acquisition [Line Items] | ||||
Percentage of outstanding capital stock and voting interest acquired | 100.00% | |||
Cash consideration transferred | 12,340 | |||
Goodwill | $ 2,895 | |||
Common stock shares issued to seller upon closing of acquisition | 2,470,814 | |||
Contingent earnout shares to be issued | 1,915,357 | |||
Business acquisition contingent earnout period | 2 years | |||
Sinclair Interplanetary [Member] | First One Year Period Based on Revenue and Gross Margin [Member] | Minimum [Member] | ||||
Business Acquisition [Line Items] | ||||
Contingent earnout shares to be issued | 0 | |||
Sinclair Interplanetary [Member] | First One Year Period Based on Revenue and Gross Margin [Member] | Maximum [Member] | ||||
Business Acquisition [Line Items] | ||||
Contingent earnout shares to be issued | 957,679 | |||
Sinclair Interplanetary [Member] | Second One Year Period Based on Revenue and Gross Margin [Member] | Minimum [Member] | ||||
Business Acquisition [Line Items] | ||||
Contingent earnout shares to be issued | 0 | |||
Sinclair Interplanetary [Member] | Second One Year Period Based on Revenue and Gross Margin [Member] | Maximum [Member] | ||||
Business Acquisition [Line Items] | ||||
Contingent earnout shares to be issued | 957,678 |
Sinclair Business Combination_2
Sinclair Business Combinations - Estimates Fair Value of Assets Acquired and Liabilities Assumed (Detail) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Business Acquisition [Line Items] | |||
Prepaids and other current assets | $ 186 | ||
Goodwill | 3,195 | $ 3,133 | $ 0 |
Sinclair Interplanetary [Member] | |||
Business Acquisition [Line Items] | |||
Cash and cash equivalents | 132 | ||
Accounts receivable | 1,024 | ||
Inventories | 718 | ||
Prepaids and other current assets | 16 | ||
Property and equipment | 380 | ||
Intangible assets, net | 10,250 | ||
Right-of-use assets | 94 | ||
Trade payables | (143) | ||
Other current liabilities | (2,494) | ||
Lease liabilities | (94) | ||
Non-current deferred tax liabilities | (438) | ||
Identifiable net assets acquired | 9,445 | ||
Goodwill | 2,895 | ||
Total purchase price | $ 12,340 |
Sinclair Business Combination_3
Sinclair Business Combinations - Summary of Identifiable Intangible Assets Acquired and Related Expected Lives for the Finite-Lived Intangible Assets (Detail) - Sinclair Interplanetary [Member] $ in Thousands | 9 Months Ended |
Sep. 30, 2021USD ($) | |
Business Acquisition [Line Items] | |
Total identifiable intangible assets acquired | $ 10,250 |
Developed Technology [Member] | |
Business Acquisition [Line Items] | |
Estimated Life in Years | 7 years |
Total identifiable intangible assets acquired | $ 9,200 |
In-process Technology [Member] | |
Business Acquisition [Line Items] | |
Total identifiable intangible assets acquired | $ 100 |
Customer Relationships [Member] | |
Business Acquisition [Line Items] | |
Estimated Life in Years | 3 years |
Total identifiable intangible assets acquired | $ 600 |
Backlog [Member] | |
Business Acquisition [Line Items] | |
Estimated Life in Years | 8 months 12 days |
Total identifiable intangible assets acquired | $ 50 |
Trademark and Tradenames [Member] | |
Business Acquisition [Line Items] | |
Estimated Life in Years | 3 years |
Total identifiable intangible assets acquired | $ 100 |
Noncompete Agreement [Member] | |
Business Acquisition [Line Items] | |
Estimated Life in Years | 4 years |
Total identifiable intangible assets acquired | $ 200 |
Sinclair Business Combination_4
Sinclair Business Combinations - Summary of Stockbased Compensation Expense Recognized in Conjunction with the Sinclair Interplanetary Acquisition (Details) - USD ($) $ in Thousands | Aug. 25, 2021 | Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 |
Schedule of Stockbased Compensation Expense Recognized in Conjunction with Business Acquisition [Line Items] | |||||
Allocated share based compensation | $ 9,642 | $ 21,793 | $ 1,190 | $ 24,173 | $ 3,114 |
Sinclair Interplanetary [Member] | |||||
Schedule of Stockbased Compensation Expense Recognized in Conjunction with Business Acquisition [Line Items] | |||||
Allocated share based compensation | 1,391 | 350 | 2,274 | 584 | |
Stock Issued in conjunction with the Acquisition [Member] | Sinclair Interplanetary [Member] | |||||
Schedule of Stockbased Compensation Expense Recognized in Conjunction with Business Acquisition [Line Items] | |||||
Allocated share based compensation | 350 | $ 350 | 1,051 | $ 584 | |
Earnout Share Achievement [Member] | Sinclair Interplanetary [Member] | |||||
Schedule of Stockbased Compensation Expense Recognized in Conjunction with Business Acquisition [Line Items] | |||||
Allocated share based compensation | $ 1,041 | $ 1,223 |
Fair Value Of Financial Instr_3
Fair Value Of Financial Instruments - Additional Information (Detail) - USD ($) | Sep. 30, 2021 | Aug. 25, 2021 | Jul. 12, 2021 |
Fair Value Measurements [Line Items] | |||
Warrants and rights outstanding | $ 48,149,000 | $ 6,514,000 | |
Public Warrants [Member] | |||
Fair Value Measurements [Line Items] | |||
Exercise price of warrants or rights | $ 5.04 | $ 2.96 | |
Warrants and rights outstanding | $ 48,149,000 | ||
Private Placement Warrants [Member] | |||
Fair Value Measurements [Line Items] | |||
Warrants and rights outstanding | $ 81,984,000 |
Fair Value Of Financial Instr_4
Fair Value Of Financial Instruments - Summary of Financial Assets and Liabilities Measured at Fair Value on a Recurring Basis (Detail) - USD ($) $ in Thousands | Sep. 30, 2021 | Jul. 12, 2021 | Dec. 31, 2020 |
Liabilities: | |||
Warrants and rights outstanding | $ 48,149 | $ 6,514 | |
Warrants-preferred stock (Note 11) | 0 | $ 3,899 | |
Fair Value, Recurring [Member] | |||
Cash equivalents: | |||
Money market accounts | 757,776 | 49,869 | |
Total | 757,776 | 49,869 | |
Liabilities: | |||
Warrants-preferred stock (Note 11) | 3,899 | ||
Total | 81,984 | 3,899 | |
Fair Value, Recurring [Member] | Public and Private Warrants [Member] | |||
Liabilities: | |||
Warrants and rights outstanding | 81,984 | ||
Fair Value, Recurring [Member] | Level 1 [Member] | |||
Cash equivalents: | |||
Money market accounts | 757,776 | 49,869 | |
Total | 757,776 | 49,869 | |
Liabilities: | |||
Total | 81,984 | ||
Fair Value, Recurring [Member] | Level 1 [Member] | Public and Private Warrants [Member] | |||
Liabilities: | |||
Warrants and rights outstanding | 81,984 | ||
Fair Value, Recurring [Member] | Level 2 [Member] | |||
Cash equivalents: | |||
Money market accounts | 0 | ||
Total | 0 | ||
Liabilities: | |||
Total | 0 | ||
Fair Value, Recurring [Member] | Level 2 [Member] | Public and Private Warrants [Member] | |||
Liabilities: | |||
Warrants and rights outstanding | 0 | ||
Fair Value, Recurring [Member] | Level 3 [Member] | |||
Cash equivalents: | |||
Money market accounts | 0 | ||
Total | 0 | ||
Liabilities: | |||
Warrants-preferred stock (Note 11) | 3,899 | ||
Total | 0 | $ 3,899 | |
Fair Value, Recurring [Member] | Level 3 [Member] | Public and Private Warrants [Member] | |||
Liabilities: | |||
Warrants and rights outstanding | $ 0 |
Fair Value Of Financial Instr_5
Fair Value Of Financial Instruments - Summary of Warrant Liabilities Measured at Fair Value (Detail) $ in Thousands | 9 Months Ended |
Sep. 30, 2021USD ($) | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Abstract] | |
Beginning balance | $ 3,899 |
Cost of warrants vesting during the period | 352 |
Change in fair value included in earnings | 5,238 |
Exercise of warrants to purchase Legacy Rocket Lab Series C and D preferred stock | (6,514) |
Exchange of warrants to purchase Legacy Rocket Lab Series B preferred stock to common stock warrants | (2,975) |
Ending balance | $ 0 |
Inventories - Schedule of Inven
Inventories - Schedule of Inventory (Detail) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Inventory Disclosure [Line Items] | ||
Raw materials | $ 18,001 | $ 14,023 |
Work in process | 20,364 | 12,112 |
Total inventories | $ 38,365 | $ 26,135 |
Prepaid and Other Current Asset
Prepaid and Other Current Assets - Schedule of Prepaid and Other Current Assets (Detail) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Prepaid expenses | $ 8,777 | $ 2,628 |
Government grant receivables | 0 | 5,870 |
Other current assets | 1,805 | 914 |
Total prepaids and other current assets | $ 10,582 | $ 9,412 |
Property, Plant and Equipment_3
Property, Plant and Equipment, Net - Schedule of Property, Plant and Equipment, Net (Detail) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 75,669 | $ 65,680 |
Less accumulated depreciation and amortization | (20,810) | (15,848) |
Property, plant and equipment, net | 54,859 | 49,832 |
Buildings and Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 24,799 | 20,330 |
Machinery, Equipment, Vehicles And Office Furniture [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 24,608 | 23,755 |
Computer Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 4,981 | 3,836 |
Launch Site Assets [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 8,793 | 7,582 |
Construction In Process [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 12,488 | $ 10,177 |
Property, Plant and Equipment_4
Property, Plant and Equipment, Net - Schedule of Depreciation Expense (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Property, Plant and Equipment [Line Items] | ||||
Total depreciation expense | $ 1,945 | $ 1,767 | $ 5,500 | $ 4,765 |
Cost of revenues [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Total depreciation expense | 1,091 | 1,134 | 3,068 | 3,075 |
Research and development, net | ||||
Property, Plant and Equipment [Line Items] | ||||
Total depreciation expense | 62 | 79 | 178 | 198 |
Selling, general and administrative | ||||
Property, Plant and Equipment [Line Items] | ||||
Total depreciation expense | $ 792 | $ 554 | $ 2,254 | $ 1,492 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets, Net - Schedule of Changes in the Carrying Amount of Goodwill (Detail) $ in Thousands | 9 Months Ended |
Sep. 30, 2021USD ($) | |
Goodwill [Line Items] | |
Balance at December 31, 2020 | $ 3,133 |
Foreign currency translation adjustment | 62 |
Balance at June 30, 2021 | $ 3,195 |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets, Net - Components of Intangible Assets (Detail) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Disclosure Of Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 15,298 | |
Accumulated Amortization | (5,406) | |
Net Carrying Amount | 9,892 | $ 11,349 |
In Process Research and Development [Member] | ||
Disclosure Of Intangible Assets [Line Items] | ||
Gross Carrying Amount | 110 | |
Accumulated Amortization | 0 | |
Net Carrying Amount | 110 | |
Developed Technology [Member] | ||
Disclosure Of Intangible Assets [Line Items] | ||
Gross Carrying Amount | 10,156 | |
Accumulated Amortization | (2,067) | |
Net Carrying Amount | 8,089 | |
Capitalized Software [Member] | ||
Disclosure Of Intangible Assets [Line Items] | ||
Gross Carrying Amount | 3,775 | |
Accumulated Amortization | (2,819) | |
Net Carrying Amount | 956 | |
Customer Relationships [Member] | ||
Disclosure Of Intangible Assets [Line Items] | ||
Gross Carrying Amount | 662 | |
Accumulated Amortization | (315) | |
Net Carrying Amount | 347 | |
Non-compete agreement [Member] | ||
Disclosure Of Intangible Assets [Line Items] | ||
Gross Carrying Amount | 221 | |
Accumulated Amortization | (79) | |
Net Carrying Amount | 142 | |
Capitalized Intellectual Property [Member] | ||
Disclosure Of Intangible Assets [Line Items] | ||
Gross Carrying Amount | 264 | |
Accumulated Amortization | (74) | |
Net Carrying Amount | 190 | |
Trademark and Tradenames [Member] | ||
Disclosure Of Intangible Assets [Line Items] | ||
Gross Carrying Amount | 110 | |
Accumulated Amortization | (52) | |
Net Carrying Amount | $ 58 |
Goodwill and Intangible Asset_5
Goodwill and Intangible Assets, Net - Summary of Amortization Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Finite-Lived Intangible Assets [Line Items] | ||||
Amortization of Intangible Assets | $ 618 | $ 968 | $ 1,910 | $ 1,634 |
Cost of revenues [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Amortization of Intangible Assets | 116 | 88 | 352 | 229 |
Research and Development [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Amortization of Intangible Assets | 368 | 6 | 1,111 | 18 |
Selling, General and Administrative [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Amortization of Intangible Assets | $ 134 | $ 874 | $ 447 | $ 1,387 |
Goodwill and Intangible Asset_6
Goodwill and Intangible Assets, Net - Schedule of Estimated Future Amortization Expense Related to Finite Intangible Assets (Detail) $ in Thousands | Sep. 30, 2021USD ($) |
Finite-Lived Intangible Assets [Line Items] | |
2021 | $ 615 |
2022 | 2,161 |
2023 | 1,788 |
2024 | 1,612 |
2025 | 1,504 |
Thereafter | 2,212 |
Total | $ 9,892 |
Loan and Security Agreement - A
Loan and Security Agreement - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | Jun. 10, 2021 | Sep. 30, 2021 | May 13, 2021 | Dec. 31, 2020 | Dec. 23, 2020 | Dec. 31, 2016 |
Shares Issued And Outstanding [Line Items] | ||||||
Loan and security agreement, maximum amount | $ 100,000 | $ 35,000 | ||||
Term loan facility, initial facility charge | $ 1,000 | |||||
Term loan facility, end of term charge upon repayment of the loan | 3,250 | |||||
Long-term borrowings, excluding current installments | $ 96,616 | |||||
Term Loan Facility [Member] | ||||||
Shares Issued And Outstanding [Line Items] | ||||||
Loan agreement maturity date | Jun. 1, 2024 | |||||
Description of outstanding principal of term loan facility | The outstanding principal bears (i) cash interest at the greater of (a) 8.15% or (b) 8.15% plus the prime rate minus 3.25% and (ii) payment-in-kind interest of 1.25% which is accrued and added to the outstanding principal balance. | |||||
Repayment of term loan advance | $ 15,000 | $ 15,000 | ||||
Term loan advance | $ 15,000 | |||||
Long-term borrowings, excluding current installments | $ 99,423 | |||||
Common Stock [Member] | ||||||
Shares Issued And Outstanding [Line Items] | ||||||
Warrants issued | 121,689 | 121,689 | 463,710 | |||
Warrants exercise price | $ 1.28 | $ 1.28 | $ 0.09 |
Warrants - Additional Informati
Warrants - Additional Information (Detail) - USD ($) | Sep. 10, 2021 | Aug. 25, 2021 | Sep. 30, 2021 | Sep. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Jul. 12, 2021 | Dec. 23, 2020 | Dec. 31, 2016 |
Class of Warrant or Right [Line Items] | |||||||||
Fair value of warrants | $ 2,433,000 | ||||||||
Warrants and rights outstanding | $ 48,149,000 | $ 48,149,000 | $ 6,514,000 | ||||||
Estimated fair value of warrants | $ 2,975,000 | $ 496,000 | |||||||
Common Stock Warrants [Member] | |||||||||
Class of Warrant or Right [Line Items] | |||||||||
Warrants issued | 585,399 | ||||||||
Number of securities called by warrants or rights | 585,399 | ||||||||
Class of warrants and rights issued during the period | 575,840 | ||||||||
Preferred Stock Warrants [Member] | |||||||||
Class of Warrant or Right [Line Items] | |||||||||
Warrants exercise price | $ 0.20 | ||||||||
Class of warrants and rights issued during the period | 303,047 | ||||||||
Class of warrant or right, outstanding | 305,981 | ||||||||
Exercise price of warrants or rights | $ 0.20 | ||||||||
Warrants and rights outstanding | $ 2,975,000 | ||||||||
Estimated fair value of warrants | $ 1,466,000 | ||||||||
Public Warrants [Member] | |||||||||
Class of Warrant or Right [Line Items] | |||||||||
Warrants exercise price | $ 2.96 | $ 5.04 | $ 5.04 | ||||||
Exercise price of warrants or rights | $ 2.96 | $ 5.04 | $ 5.04 | ||||||
Warrants and rights outstanding | $ 48,149,000 | ||||||||
Number of securities called by each warrant or right | 0 | ||||||||
Class of warrant or right, date from which warrants or rights exercisable | Sep. 29, 2021 | ||||||||
Warrants and rights outstanding, term | 5 years | ||||||||
Private Placement Warrants [Member] | |||||||||
Class of Warrant or Right [Line Items] | |||||||||
Warrants and rights outstanding | $ 81,984,000 | $ 81,984,000 | |||||||
Series C Preferred Stock [Member] | |||||||||
Class of Warrant or Right [Line Items] | |||||||||
Warrants issued | 118,591 | ||||||||
Warrants exercise price | $ 0.25 | ||||||||
Warrants to purchase vested | 86,973 | ||||||||
Number of securities called by warrants or rights | 118,591 | ||||||||
Exercise price of warrants or rights | $ 0.25 | ||||||||
Series D Preferred Stock [Member] | |||||||||
Class of Warrant or Right [Line Items] | |||||||||
Warrants issued | 699,388 | ||||||||
Warrants exercise price | $ 2.10 | ||||||||
Warrants to purchase vested | 512,885 | ||||||||
Number of securities called by warrants or rights | 699,388 | ||||||||
Exercise price of warrants or rights | $ 2.10 | ||||||||
Common Class A [Member] | |||||||||
Class of Warrant or Right [Line Items] | |||||||||
Excess per share | $ 18 | $ 18 | |||||||
Warrants for redemption description | Redemption of warrants when the price per common share equals or exceeds $18.00. Once the warrants become exercisable, the Company may redeem the outstanding warrants (except as described with respect to the Private Warrants): • in whole and not in part; • at a price of $0.01 per warrant; • upon a minimum of 30 days’ prior written notice of redemption to each warrant holder; and • if, and only if, the closing price of the common shares equals or exceeds $18.00 per share (as adjusted) for any 20 trading days within a 30-trading day period ending three trading days before the Company sends the notice of redemption to the warrant holders. | ||||||||
Common Class A [Member] | Private Placement [Member] | |||||||||
Class of Warrant or Right [Line Items] | |||||||||
Warrants for redemption description | Redemption of warrants when the price per common share equals or exceeds $10.00. Once the warrants become exercisable, the Company may redeem the outstanding warrants (except as described with respect to the Private Warrants): • in whole and not in part: • at a price of $0.10 per warrant upon a minimum of 30 days’ prior written notice of redemption provided that holders will be able to exercise their warrants on a cashless basis prior to redemption and receive that number of shares set forth in the warrant agreement determined based on the redemption date and the fair market value of the common shares; • if, and only if, the closing price of the common shares equals or exceeds $10.00 per share (as adjusted) for any 20 trading days within the 30-trading day period ending three trading days before the Company sends the notice of redemption to the warrant holders; and • if the closing price of the common shares for any 20 trading days within a 30-trading day period ending on the third trading day prior to the date on which the Company sends the notice of redemption to the warrant holders is less than $18.00 per share (as adjusted), the Private Warrants must also be concurrently called for redemption on the same terms as the outstanding Public Warrants, as described above. | ||||||||
Warrant exercise price per share | $ 10 | ||||||||
Common Stock [Member] | |||||||||
Class of Warrant or Right [Line Items] | |||||||||
Warrants issued | 121,689 | 121,689 | 463,710 | ||||||
Warrants exercise price | $ 1.28 | $ 1.28 | $ 0.09 | ||||||
Fair value of warrants | $ 23,000 | ||||||||
Number of securities called by warrants or rights | 121,689 | 121,689 | 463,710 | ||||||
Class of warrants and rights issued during the period | 305,981 | ||||||||
Exercise price of warrants or rights | $ 1.28 | $ 1.28 | $ 0.09 | ||||||
Common Stock [Member] | Public Warrants [Member] | |||||||||
Class of Warrant or Right [Line Items] | |||||||||
Warrants and rights outstanding | $ 10,666,666,000 | ||||||||
Common Stock [Member] | Private Placement Warrants [Member] | |||||||||
Class of Warrant or Right [Line Items] | |||||||||
Warrants exercise price | 11.50 | 11.50 | |||||||
Exercise price of warrants or rights | $ 11.50 | $ 11.50 | |||||||
Warrants and rights outstanding | $ 5,600,000,000 |
Capitalization - Additional Inf
Capitalization - Additional Information (Detail) - $ / shares | 9 Months Ended | |
Sep. 30, 2021 | Dec. 31, 2020 | |
Schedule of Capitalization, Equity [Line Items] | ||
Preferred stock, convertible, conversion ratio | $ 9.059659 | |
Redeemable Convertible Preferred Stock [Member] | ||
Schedule of Capitalization, Equity [Line Items] | ||
Temporary equity, par value | $ 0.0001 |
Capitalization - Schedule of Te
Capitalization - Schedule of Temporary Equity (Detail) | 12 Months Ended |
Dec. 31, 2020$ / shares | |
Series A Preferred Stock [Member] | |
Schedule of Capitalization, Equity [Line Items] | |
Dividend Rate | $ 0.01 |
Issue Price | 0.09 |
Series B Preferred Stock [Member] | |
Schedule of Capitalization, Equity [Line Items] | |
Dividend Rate | 0.01 |
Issue Price | 0.20 |
Series C Preferred Stock [Member] | |
Schedule of Capitalization, Equity [Line Items] | |
Dividend Rate | 0.02 |
Issue Price | 0.37 |
Series D Preferred Stock [Member] | |
Schedule of Capitalization, Equity [Line Items] | |
Dividend Rate | 0.19 |
Issue Price | 3.15 |
Series E Preferred stock {Member} | |
Schedule of Capitalization, Equity [Line Items] | |
Dividend Rate | 0.21 |
Issue Price | 3.48 |
Series E-1 Preferred Stock [Member] | |
Schedule of Capitalization, Equity [Line Items] | |
Dividend Rate | 0.21 |
Issue Price | $ 3.48 |
Stock-Based Compensation - Sche
Stock-Based Compensation - Schedule of Stock-Based Compensation Statements (Detail) - USD ($) $ in Thousands | Aug. 25, 2021 | Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 |
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||||
Total stock-based compensation expense | $ 9,642 | $ 21,793 | $ 1,190 | $ 24,173 | $ 3,114 |
Cost of revenues [Member] | |||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||||
Total stock-based compensation expense | 7,937 | 359 | 8,541 | 1,075 | |
Research and development, net | |||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||||
Total stock-based compensation expense | 5,967 | 413 | 6,934 | 834 | |
Selling, general and administrative | |||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||||
Total stock-based compensation expense | $ 7,889 | $ 418 | $ 8,698 | $ 1,205 |
Stock-based Compensation - Addi
Stock-based Compensation - Additional Information (Detail) - USD ($) $ in Thousands | Aug. 25, 2021 | Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Options vesting period | 4 years | ||||
Options vesting on first anniversary of date of grant, percentage | 25.00% | ||||
Unrecognized stock compensation expense | $ 1,923 | $ 1,923 | |||
Options granted expected to be recognized period | 4 years | ||||
Stock-based compensation expense related to shares issued in conjunction with the acquisition | $ 9,642 | 21,793 | $ 1,190 | $ 24,173 | $ 3,114 |
Stock-based compensation | $ 359 | $ 19,880 | |||
Maximum [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Common Stock, Shares Held in Employee Trust, Shares | 2,989,088 | ||||
APIC, Share-based Payment Arrangement, ESPP, Increase for Cost Recognition | $ 30,000 | ||||
Common Stock [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based compensation arrangement by share-based payment award, plan modification shares | 498,177 | ||||
Share-based compensation arrangement by share-based payment award | 558,769 | ||||
Stock redeemed or called during period, value | $ 10,000 | ||||
Two Thousand Twenty One Plan [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Sale of aggregate, shares | 59,875,000 | 59,875,000 | |||
Share-based compensation arrangement by share-based payment award, purchase price of common stock, percent | 5.00% | ||||
Shares available for grant | 0 | 0 | |||
Performance-Based Restricted Stock Units (RSUs) [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Unrecognized compensation expense | $ 22,352 | $ 22,352 |
Leases - Additional Information
Leases - Additional Information (Detail) - Properties,Vehicles and Equipment [Member] | Sep. 30, 2021 |
Minimum [Member] | |
Operating Leased Assets [Line Items] | |
Lessee, Operating Lease, Remaining Lease Term | 1 year |
Maximum [Member] | |
Operating Leased Assets [Line Items] | |
Lessee, Operating Lease, Remaining Lease Term | 18 years |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) $ in Thousands | Sep. 30, 2021USD ($) |
Loss Contingencies [Line Items] | |
Provision for contract loss | $ 4,066 |
Income Taxes - Schedule Of Inco
Income Taxes - Schedule Of Income Tax Expense And The Effective Tax Rate (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Income Tax Disclosure [Abstract] | ||||
Income tax benefit | $ 1,684 | $ 1,000 | $ 979 | $ 251 |
Effective tax rate | (1.90%) | (7.40%) | (0.80%) | (0.70%) |
Net Loss Per Share - Summary of
Net Loss Per Share - Summary of Basic and Diluted Net Loss Per Share Attributable to Common Stockholders (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Earnings Per Share Basic And Diluted [Line Items] | ||||||||
Net loss attributable to common stockholders-basic and diluted | $ (87,969) | $ (16,665) | $ (15,882) | $ (12,605) | $ (9,206) | $ (14,247) | $ (120,516) | $ (36,058) |
Denominator | ||||||||
Weighted average common shares outstanding-basic and diluted | 228,266,647 | 76,053,044 | 129,232,016 | 74,754,779 | ||||
Net loss per share attributable to common stockholders-basic and diluted | $ (0.39) | $ (0.17) | $ (0.93) | $ (0.48) |
Net Loss Per Share - Summary _2
Net Loss Per Share - Summary of Diluted Net Loss Per Share Attributable to Common Stockholders (Detail) - shares | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Legacy Rocket Lab Preferred Stock [Member] | ||
Dilutive Securities Included And Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Equity shares | 283,843,764 | |
Legacy Rocket Lab Preferred Stock Warrants [Member] | ||
Dilutive Securities Included And Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Equity shares | 1,123,959 | |
Legacy Rocket Lab Common Stock Warrants [Member] | ||
Dilutive Securities Included And Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Equity shares | 463,710 | |
Stock Options And Restricted Stock Units [Member] | ||
Dilutive Securities Included And Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Equity shares | 29,248,916 | 28,963,503 |
Public and Private Warrants [Member] | ||
Dilutive Securities Included And Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Equity shares | 16,266,666 |
Segments - Additional Informati
Segments - Additional Information (Detail) | 9 Months Ended |
Sep. 30, 2021Segment | |
Segment Reporting Information [Line Items] | |
Number of operating segments | 2 |
Segments - Summary of Informati
Segments - Summary of Information by Reportable Segment (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Sales Information [Line Items] | ||||
Cost of revenues | $ 17,738 | $ 12,555 | $ 43,337 | $ 27,186 |
Gross profit | (12,451) | (1,885) | (8,578) | (7,763) |
Launch Services [Member] | ||||
Sales Information [Line Items] | ||||
Revenues | 1,123 | 9,765 | 25,202 | 18,225 |
Cost of revenues | 16,521 | 11,907 | 40,216 | 26,414 |
Gross profit | (15,398) | (2,142) | (15,014) | (8,189) |
Space Systems [Member] | ||||
Sales Information [Line Items] | ||||
Revenues | 4,164 | 905 | 9,557 | 1,198 |
Cost of revenues | 1,217 | 648 | 3,121 | 772 |
Gross profit | $ 2,947 | $ 257 | $ 6,436 | $ 426 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Detail) - USD ($) $ in Thousands | May 18, 2020 | Sep. 14, 2018 | Sep. 30, 2021 | Dec. 31, 2020 |
Related Party Transactions (Details) [Line Items] | ||||
Beneficial ownership percentage | 5.00% | |||
Related party transaction, due from (to) related party | $ 0 | $ 0 | ||
Series E preferred stock | ||||
Related Party Transactions (Details) [Line Items] | ||||
Aggregate shares | 39,575,426 | |||
Issuance of redeemable preferred stock, value | $ 137,739 | |||
Series E 1 preferred stock | ||||
Related Party Transactions (Details) [Line Items] | ||||
Issuance of redeemable preferred stock, share | 5,890,047 | |||
Issuance of redeemable preferred stock, value | $ 20,500 | |||
Affiliated Entity [Member] | Series E preferred stock | ||||
Related Party Transactions (Details) [Line Items] | ||||
Issuance of redeemable preferred stock, share | 3,028,345 | |||
Issuance of redeemable preferred stock, value | $ 10,539 | |||
Affiliated Entity [Member] | Series E 1 preferred stock | ||||
Related Party Transactions (Details) [Line Items] | ||||
Issuance of redeemable preferred stock, share | 1,292,931 | |||
Issuance of redeemable preferred stock, value | $ 4,499 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Detail) - Subsequent Event [Member] - USD ($) $ in Thousands | Nov. 15, 2021 | Dec. 31, 2021 | Oct. 12, 2021 |
Advanced Solutions, Inc [Member] | |||
Subsequent Event [Line Items] | |||
Percentage of issued and outstanding equity inerests acquired | 100.00% | ||
Aggregate purchase consideraiton | $ 40,000 | ||
Additional potential earn out payment amount based on achievement of certain performance metrics | $ 5,500 | ||
Common Stock [Member] | Platinum Merger Sub, Inc Planetary Systems Corporation and Michael Whalen [Member] | PSC Merger Agreement [Member] | |||
Subsequent Event [Line Items] | |||
Payments to Acquire Businesses, Gross | $ 42,000 | ||
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares | 1,720,841 | ||
Performance based earnout [Member] | Platinum Merger Sub, Inc Planetary Systems Corporation and Michael Whalen [Member] | PSC Merger Agreement [Member] | |||
Subsequent Event [Line Items] | |||
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares | 956,023 |