NextGen Aquisition Corp Stockholders Approve
Business Combination with Virgin Orbit
28 DECEMBER, 2021
NextGen Acquisition Corp.
II stockholders today approved the
previously-announced business combination with Vieco
USA, Inc., the parent company of Virgin Orbit
(“Virgin Orbit” or the “Company”), at a special
meeting of stockholders held today. A Form 8-K
disclosing the full voting results is expected to be
filed with the Securities and Exchange Commission.
Also today, NextGen and the
Virgin Group announced that the minimum cash
condition required for the merger to be completed
has been satisfied, which will provide Virgin Orbit
with growth capital to continue its rapid ramp-up in
commercial space launch. The closing of the business
combination is expected to occur before the end of
December 2021, subject to the expected satisfaction
or waiver of all closing conditions. Upon the
closing of the business combination, the combined
company will be named “Virgin Orbit Holdings, Inc.”
and its common stock is expected to be listed on the
NASDAQ under the new ticker symbol “VORB”.
“We’re on track to end December
with Virgin Orbit as a publicly traded company – a
fantastic way to celebrate and cap an incredible
year that started with delivering a dozen satellites
for its first customer, NASA, into their target
orbit in January,” said Sir Richard Branson, founder
of Virgin Orbit. “Thanks to Dan and his world-class
team, along with the support of our partners at
NextGen and other investors, Virgin Orbit is well
positioned to continue revolutionizing satellite
launch and building unrivalled space technology that
we believe will positively change the world. With a
diverse and global customer base, it is the only
launch company that can go anytime, from anywhere,
to any orbit. With the company preparing for a third
consecutive successful launch in January, I’m
thrilled to support Virgin Orbit as it becomes a
publicly traded business and builds on the
incredible successes that we’ve seen this year.”
Dan Hart, Chief Executive
Officer of Virgin Orbit, commented, “This marks
another major milestone for Virgin Orbit in a year
that has seen us prove our technology and place
satellites successfully into orbit for commercial
enterprises, the US government, and for our allies.
The capital raised through this transaction combined
with our new access to the public markets, will
enable us to scale rocket manufacturing and extend
our space solutions business and product development
while we continue to expand globally through key
partnerships with customers worldwide. We have a
world class team that has become known for their
creativity and skill for design and advanced
manufacturing. We look forward to driving enduring
shareholder value by delivering unrivaled mobility
of launch and space access, and exciting space
solutions services.”
“The space economy is
developing rapidly, and Virgin Orbit is extremely
well-positioned to benefit as the industry grows in
the years to come noted George Mattson and Gregory
Summe, the Co-Founders of NextGen. “The company’s
differentiated technology drives huge benefits to
customers in the national security, civil, and
commercial markets around the world. We are excited
to help Virgin Orbit progress into the next chapter
of its exciting journey as a public company.”
The transaction is expected to
raise approximately $228 million in gross proceeds,
including $68M from trust proceeds and $160 million
from a fully committed PIPE led by strategic and
institutional investors including Boeing and AE
Industrial Partners, in addition to existing Virgin
Orbit investors Virgin Group and Mubadala Investment
Company. and members of NextGen’s Sponsor.
The expected closing of the
business combination comes at the end of a busy year
for Virgin Orbit that saw the company deliver its
first customer satellites to orbit, achieving a 100%
mission success rate for customers including NASA,
the US Department of Defense, the Royal Netherlands
Air Force, and Polish company SatRevolution. Two of
those customers – the US Department of Defense and
SatRevolution – are again participating in the
upcoming Above the Clouds launch, joined by Spire
Global, Inc (NYSE: SPIR), which joined the manifest
in December, a demonstration of the LauncherOne
system’s flexibility and responsiveness. Virgin
Orbit recently completed its final pre-launch
rehearsal for that flight, with the launch window
scheduled to open on January 12, 2022.
Additionally, in the past four
months alone, Virgin Orbit has made announcements
with the Southwest Research Institute, ANA Holdings,
Astroscale, SatRevolution, Hypersat, Horizon
Technologies, and Arqit Quantum (NASDAQ: ARQQ). For
these customers and others with forthcoming
announcements, Virgin Orbit expects to launch dozens
of rockets in total, conducting missions ranging
from space debris mitigation to exploration and from
environmental monitoring to national security.
In serving those and other
customers, Virgin Orbit plans to make use of an
expanding network of international spaceports. First
among them is Spaceport Cornwall in the United
Kingdom, where Virgin Orbit executives met with
Prime Minister Boris Johnson as part of the G7
Summit in June; the first LauncherOne mission from
Cornwall, expected in 2022, is expected to be the
first ever launch from the British Isles. The
company was also selected by the Brazilian Space
Agency (Agência Espacial Brasileira; AEB) and
Brazilian Air Force (Força Aérea Brasileira, FAB)
earlier this year to bring orbital launch capability
to Brazil. Adding to the global scope of the
program, ANA HOLDINGS INC., the owners of Japan’s
largest airline, announced in November that it has
entered into a memorandum of understanding with
Virgin Orbit to procure twenty flights of the
LauncherOne rocket and to lead the effort to provide
funds and support for those orbital missions to
launch from Japan’s Oita Prefecture.
2021 also saw Virgin Orbit
unveil its work in Space Solutions. By selectively
investing with constellation partners, the Company
is compiling a cross-cutting suite of end-to-end,
value-added services for Earth Observation and the
Internet of Things (IoT) applications, using the
“Satellites as a Service” model to serve markets
including national security, ship management,
aviation, pipeline monitoring, intelligent
agriculture, and more, helping improve efficiency
across some of the world’s biggest industries. As
part of this strategy, Virgin Orbit has recently
announced investments in innovative satellite
companies such as quantum encryption company Arqit
(NASDAQ: ARQQ), marine intelligence company Horizons
Technologies, and geospatial analytics company
HyperSat. The company has also announced commercial
partnerships with BigBear.ai and Redwire to develop
and enhance its next generation space solutions
offerings.