Rocket Lab Corporation Equity Distribution Agreement

Rocket Lab Corporation has entered into an Equity Distribution Agreement with multiple sales agents, including BofA Securities, Inc., BTIG, LLC, and others, allowing for the offer and sale of its common stock up to an aggregate offering price of $1,000,000,000. The agreement also includes provisions for forward sale agreements, where the company may engage in forward transactions with entities like BofA Securities, Inc. and Goldman Sachs & Co. LLC. These transactions involve the sale of shares to forward purchasers, with the company potentially receiving proceeds at a future settlement date. The agreement details two types of forward transactions: Initially Priced Forward Transactions and Collared Forward Transactions, each with specific pricing and settlement mechanisms. The shares will be offered and sold under a shelf registration statement on Form S-3. The agreement contains standard representations, warranties, and conditions, and can be terminated by either party with written notice. The company has provided assurances regarding the accuracy of its filings, compliance with regulations, and the validity of its stock and agreements.