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Merger communication

✓ VerifiedRocket Lab terminated its $3.6 billion bridge debt commitment for the Iridium acquisition after raising about $1.944 billion through its ATM Program and securing $1.775 billion of term loans under an amended Iridium credit agreement.

Summary

  • Rocket Lab formally terminated its 364-day senior secured bridge term loan facility of $3.6 billion in full on September 15, 2026, prior to the effectiveness of Consent and Amendment No. 4.
  • As of September 15, 2026, Rocket Lab had raised approximately $1.944 billion in gross proceeds through the sale of approximately 29.3 million Shares under its ATM Program.
  • Consent and Amendment No. 4 to the Existing Iridium Credit Agreement provides that the Transaction will not constitute a Change of Control and allows term loans to remain outstanding after closing.
  • The amendment increases the term loan interest rate to SOFR plus a margin of 2.50% to 3.00% or base rate plus 1.50% to 2.00%, based on Rocket Lab's credit ratings, effective only upon closing.
  • The amendment adds an exit fee of 1.00% of term loans prepaid after the first anniversary of closing and a prepayment premium of 1.00% in the case of a repricing transaction.
  • Net ATM proceeds, the Amended Iridium Credit Agreement, and other cash will be sufficient to pay the anticipated cash payments required to complete the Iridium acquisition.
Bridge facility terminated
$3.6 billion
From the filing for Bridge facility terminated
a 364-day senior secured bridge term loan facility in an aggregate principal amount of $3.6 billion (the "Bridge Debt Commitment")
ATM gross proceeds raised
approximately $1.944 billion
From the filing for ATM gross proceeds raised
Rocket Lab had raised approximately $1.944 billion in gross proceeds, before commissions and expenses, through the sale of approximately 29.3 million Shares under the ATM Program
Shares sold under ATM
approximately 29.3 million Shares
From the filing for Shares sold under ATM
through the sale of approximately 29.3 million Shares under the ATM Program
Amended Iridium term loans
$1.775 billion
From the filing for Amended Iridium term loans
the $1.775 billion of term loans available under the Amended Iridium Credit Agreement upon the consummation of the Transaction
Bridge termination date
September 15, 2026
From the filing for Bridge termination date
The Bridge Debt Commitment was formally terminated in full on September 15, 2026 prior to the effectiveness of the Consent and Amendment No. 4
New SOFR margin
2.50% to 3.00%
From the filing for New SOFR margin
SOFR plus an interest rate margin that ranges from 2.50% to 3.00%
Exit fee
1.00% of term loans prepaid
From the filing for Exit fee
provide for an exit fee, which applies after the first anniversary of the closing of the Transaction, in an amount equal to 1.00% of term loans prepaid
Merger Agreement date
June 28, 2026
From the filing for Merger Agreement date
Agreement and Plan of Merger (the "Merger Agreement"), dated as of June 28, 2026, with Iridium

Rocket Lab replaced its bridge loan financing for the Iridium acquisition with equity proceeds and amended term loans, and removed the change-of-control trigger that would have required repaying Iridium's existing debt at closing.

Filed
Sep 15, 2026
Accepted
2026-09-15 06:47Z
Accession no.
0001753926-26-001771
Size
77 KB