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Get filing alertsRocket Lab to acquire Iridium Communications for $8B in cash-and-stock deal
Filed June 29, 2026 · Period ending June 28, 2026 · ~1 min read
Key Changes
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Rocket Lab signed definitive agreement to acquire Iridium for $54/share ($27 cash + stock with collar), valuing Iridium at $8B enterprise value and combining launch/manufacturing with global satellite network serving 2.55M subscribers.
Item 1.01 — Entry into a Material Definitive Agreement verify on EDGAR → -
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Stock consideration uses collar: Iridium holders receive 0.40 RKLB shares if RKLB ≤$67.50, floating ratio between $67.50-$112.50, or 0.24 shares if RKLB ≥$112.50, capping dilution while protecting Iridium downside.
Item 1.01 — Entry into a Material Definitive Agreement verify on EDGAR → -
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Rocket Lab secured $3.6B committed bridge loan from Deutsche Bank and Wells Fargo to fund cash portion; company will use balance sheet cash plus additional debt/equity financing sources.
Item 1.01 — Entry into a Material Definitive Agreement verify on EDGAR → -
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Iridium generated $871.7M revenue and $495M OEBITDA (57% margin) in 2025, adding material recurring cash flow to Rocket Lab's launch and manufacturing operations.
Exhibit 99.1 view on EDGAR → -
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Deal requires Iridium shareholder approval and regulatory clearances including FCC license transfer; expected close mid-2027. Iridium owes $223.6M termination fee if it accepts superior proposal or board withdraws recommendation.
Item 1.01 — Entry into a Material Definitive Agreement verify on EDGAR →
Summary
Rocket Lab announced a transformational $8 billion acquisition of Iridium Communications, combining its launch and satellite manufacturing capabilities with Iridium's 66-satellite global communications constellation and L-band spectrum rights.
Each Iridium share will receive $27 cash plus Rocket Lab stock determined by a collar mechanism (0.24 to 0.40 shares depending on Rocket Lab's trading price), with the stock component protecting both parties from extreme price movements. Rocket Lab has secured a $3.6 billion committed bridge facility from Deutsche Bank and Wells Fargo and will raise additional debt and equity to fund the cash portion.
The deal materially reshapes Rocket Lab's business model, adding $872 million in recurring revenue and $495 million in OEBITDA (57% margin) from Iridium's 2.55 million subscribers across voice, data, IoT, aviation, and maritime services. The acquisition creates a vertically integrated space company controlling launch, satellite production, and end-to-end communications services with globally coordinated LEO spectrum. For Rocket Lab shareholders, this represents significant near-term dilution (the stock portion could issue 30-50 million shares depending on the collar outcome) and substantial new debt, offset by immediate scale, recurring cash flow, and entry into high-margin communications markets. The transaction requires Iridium shareholder approval and regulatory clearances including FCC license transfer, with closing expected mid-2027.
Section-by-Section Diff
Event · Item 1.01 — Entry into a Material Definitive Agreement
Item 1.01 — Entry into a Material Definitive Agreement filed; see Key Changes for terms.
Added in current filing · verify on EDGAR →
On June 28, 2026, Rocket Lab Corporation, a Delaware corporation (“Rocket Lab”), entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Iridium Communications Inc., a Delaware corporation (“Iridium”), Ion Merger Sub I, Inc., a Delaware corporation and an indirect wholly owned subsidiary of Rocket Lab (“Merger Sub I”) and Ion Merger Sub II, LLC, a Delaware limited liability company and an indirect wholly owned subsidiary of Rocket Lab (“Merger Sub II”). ... at the effective time of the First Merger (the “First Effective Time”) each issued and outstanding share of common stock of Iridium, par value $0.001 per share (“Iridium Common Stock”), other than as specified in the Merger Agreement, will be converted into the right to receive (i) $27.00 in cash (the “Cash Consideration”) and (ii) a number of shares (the “Stock Consideration” and, together with the Cash Consideration, the “Merger Consideration”) of Rocket Lab’s common stock, par value $0.0001 per share (“Rocket Lab Common Stock”), equal to the Exchange Ratio (as defined below), in each case without interest.
Rocket Lab signed a definitive merger agreement to acquire Iridium Communications, a satellite communications company. Each Iridium share will receive $27 in cash plus a variable number of Rocket Lab shares determined by a collar mechanism. The stock portion ranges from 0.24 to 0.40 Rocket Lab shares depending on Rocket Lab's stock price at closing. This represents a major strategic acquisition combining Rocket Lab's launch and space systems capabilities with Iridium's global satellite network.
Added in current filing · verify on EDGAR →
The “Exchange Ratio” will be the following: (i) if the Rocket Lab Common Stock Price (as defined below) is equal to or less than $67.50, then the Exchange Ratio will be 0.4000; (ii) if the Rocket Lab Common Stock Price is greater than $67.50 but less than $112.50, then the Exchange Ratio will be the quotient obtained by dividing $27.00 by the Rocket Lab Common Stock Price, rounded to four decimal places; and (iii) if the Rocket Lab Common Stock Price is equal to or greater than $112.50, then the Exchange Ratio will be 0.2400. “Rocket Lab Common Stock Price” is defined as the volume weighted average price per share of Rocket Lab Common Stock on the Nasdaq Global Select Market for the period of the ten consecutive trading days ending on and including the second full trading day prior to the First Effective Time.
The stock consideration includes a collar that protects both parties from extreme price movements. If Rocket Lab's stock trades at or below $67.50, Iridium shareholders receive 0.40 shares per Iridium share. Between $67.50 and $112.50, the ratio floats to maintain $27 of stock value. Above $112.50, the ratio floors at 0.24 shares. This structure caps Rocket Lab's dilution while providing Iridium shareholders downside protection on the equity component.
Added in current filing · verify on EDGAR →
In connection with the Merger Agreement, Rocket Lab entered into a commitment letter, as well as related fee letters with Deutsche Bank Securities Inc., Wells Fargo Bank, National Association and Wells Fargo Securities, LLC and Deutsche Bank AG New York Branch, pursuant to which Deutsche Bank AG New York Branch and Wells Fargo Bank, National Association have committed to provide, subject to the terms and conditions thereof, a 364-day senior secured bridge term loan facility in an aggregate principal amount of $3,600.0 million.
Rocket Lab secured a $3.6 billion bridge loan commitment from Deutsche Bank and Wells Fargo to fund the cash portion of the acquisition. This 364-day senior secured facility ensures Rocket Lab has the financial resources to close the transaction. The company will likely refinance this bridge loan with permanent financing before or shortly after closing.
Show 1 minor / wording change
Added in current filing · verify on EDGAR →
In connection with the Merger Agreement, on June 28, 2026, each of Iridium’s directors, in their capacity as stockholders of Iridium, entered into a Support Agreement with Rocket Lab (the “Iridium Support Agreement”) pursuant to which each such stockholder agreed, during the term of the Iridium Support Agreement, to vote the Iridium Common Stock owned by such director (i) in favor of adoption of the Merger Agreement, including the Transaction, (ii) against any alternative acquisition proposal, and (iii) against any other action or agreement that is intended, or would reasonably be expected, to materially impede, interfere with or delay the Transaction or the other transactions contemplated by the Merger Agreement. The stockholders subject to the Iridium Support Agreement beneficially own in the aggregate approximately 1.6% of the outstanding shares of Iridium Common Stock as of June 24, 2026.
All Iridium directors signed voting agreements committing their shares (collectively 1.6% of outstanding stock) to support the merger and vote against competing proposals. These agreements terminate if the merger agreement ends, if the deal terms are materially worsened for Iridium shareholders, or if Iridium's board withdraws its recommendation.
Event · Item 7.01 — Regulation FD Disclosure
Rocket Lab announces execution of merger agreement with Iridium, to be effected via stock-for-stock transaction subject to shareholder approval.
Added in current filing · verify on EDGAR →
On June 29, 2026, Rocket Lab and Iridium issued a joint press release announcing execution of the Merger Agreement.
Rocket Lab has entered into a definitive merger agreement with Iridium Communications. The transaction will be structured as a stock-for-stock merger requiring Iridium shareholder approval and regulatory clearances. Rocket Lab will file a Form S-4 registration statement containing a proxy statement/prospectus for the transaction.
Added in current filing · verify on EDGAR →
In connection with the proposed transaction, Rocket Lab will file with the SEC a Registration Statement on Form S-4 that includes the proxy statement of Iridium that will also constitute a prospectus of Rocket Lab. When the proxy statement/prospectus is finalized, it will be sent to the stockholders of Iridium seeking their approval of certain transaction-related proposals.
The merger requires Rocket Lab to register shares with the SEC via Form S-4, and Iridium stockholders must vote to approve the transaction. The proxy statement/prospectus will contain detailed terms and financial information about the deal. Until the S-4 becomes effective, Rocket Lab cannot issue the merger consideration shares.
Added in current filing · verify on EDGAR →
on June 29, 2026, Rocket Lab and Iridium released a joint investor presentation, which includes supplemental information about the proposed transaction. A copy of the joint investor presentation is attached hereto and furnished herewith as Exhibit 99.2.
The companies released a joint investor presentation providing supplemental details about the merger rationale, expected benefits, and transaction structure. This presentation is furnished as Exhibit 99.2 to the 8-K and provides additional context beyond the press release.
Event · Exhibit 99.1
Added in current filing · view on EDGAR →
Under the terms of the transaction, Iridium stockholders will receive $27.00 in cash and a number of shares of Rocket Lab common stock calculated pursuant to an exchange ratio (subject to a collar) for each share of Iridium common stock outstanding at the closing. The collar is banded from $67.50 to $112.50.
Iridium stockholders will receive $27.00 cash plus Rocket Lab shares per Iridium share, with the stock component subject to a collar mechanism banded between $67.50 and $112.50 per Rocket Lab share. This structure provides Iridium shareholders with both immediate cash and ongoing equity participation in the combined entity.
Added in current filing · view on EDGAR →
As part of the transaction, Rocket Lab has received commitments for a $3.6 billion 364-day senior secured bridge term loan facility from Deutsche Bank and Wells Fargo. Rocket Lab intends to fund the cash component of the transaction through a combination of cash from its balance sheet and other debt and equity financing sources.
Rocket Lab secured a $3.6 billion 364-day senior secured bridge loan commitment from Deutsche Bank and Wells Fargo to help finance the acquisition. The company plans to fund the cash portion using balance sheet cash combined with additional debt and equity financing sources, indicating substantial near-term capital raising activity.
Added in current filing · view on EDGAR →
The transaction has been unanimously approved by the boards of directors of Iridium and Rocket Lab. Moreover, each director of Iridium holding shares of Iridium common stock has entered into a voting agreement to support the transaction.
Both boards unanimously approved the transaction, and all Iridium directors holding shares have signed voting agreements to support the deal, reducing execution risk from internal opposition. The transaction remains subject to Iridium stockholder approval and regulatory clearances.
Event · Exhibit 99.2
Added in current filing · view on EDGAR → · paraphrased
$871M 2025 Revenue $495M 2025 OEBITDA ... 57% 2025 OEBITDA Margin ... 2.55M Subscribers
Iridium generated $871 million in revenue and $495 million in operational EBITDA (57% margin) in 2025, serving 2.55 million subscribers across its global satellite network. The acquisition brings Rocket Lab immediate recurring revenue and strong cash flow from an established communications business.
Added in current filing · view on EDGAR → · paraphrased
Transaction completion expected mid-2027, subject to the satisfaction of customary closing conditions (including approval of Iridium stockholders and required regulatory approvals). Transaction has been unanimously approved by the boards of directors of Iridium and Rocket Lab.
Both boards have unanimously approved the transaction, which is expected to close mid-2027 pending Iridium stockholder approval and regulatory clearances. The deal requires customary closing conditions to be satisfied.
Added in current filing · view on EDGAR → · paraphrased
Combines Rocket Lab's launch capability and satellite manufacturing with Iridium's global satellite communications network and rare spectrum. Rocket Lab becomes a fully-integrated, self-launching, tier-1 space power, delivering critical communications capability to millions of users worldwide. ... Instant access to global coverage, creating the preeminent platform for defense-grade satellite voice and emergency tracking. ... Provides globally-coordinated LEO spectrum rights that support consistent, reliable coverage and mission-critical communications services.
The acquisition transforms Rocket Lab into a vertically integrated space company with launch, satellite manufacturing, and global communications services. Iridium's L-band spectrum rights and 66-satellite constellation provide immediate global coverage and entry into communications markets, enabling Rocket Lab to expand into positioning, IoT, aviation, maritime, and direct-to-device services.
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Figures/quotes linked to EDGAR · Narrative written by AI · Jul 15, 2026 · How we verify