UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
Date of Report (date of earliest event reported)
(Exact name of registrant as specified in its charter)
| (State or other jurisdiction of incorporation or organization) | (Commission File Number) | (I.R.S. Employer Identification No.) | |||||||||
| (Address of Principal Executive Offices) | (Zip Code) | ||||||||||
(650 ) 564-7820
Registrant's telephone number, including area code
Stable Road Acquisition Corp.
| 1345 Abbot Kinney Blvd. Venice, California | |||||
| 2020 | 90291 | ||||
(Former name, former address and former fiscal year, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |||||
| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |||||
| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |||||
| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) | |||||
Securities registered pursuant to section 12(g) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||
The | ||||||||
The | ||||||||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☒
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02 Results of Operations and Financial Condition.
Item 7.01 Regulation FD Disclosure.
The following information is provided pursuant to Item 7.01 of Form 8-K, “Regulation FD Disclosure” and Item 2.02 of Form 8-K, “Results of Operations and Financial Condition.”
On November 9, 2021, Momentus Inc. (the "Company") issued a press release announcing its financial results for the third quarter ended September 30, 2021. In addition, the Company will be using a slide presentation during its earnings conference call. Copies of the press release and slide presentation are furnished as Exhibits 99.1 and 99.2, respectively, to this Current Report on Form 8-K and are incorporated herein by reference.
This information and the information contained in Exhibits 99.1 and 99.2 are furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, and shall not be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as may be expressly set forth by specific reference in any such filing, regardless of any general incorporation language in the filing.
The Company does not have, and expressly disclaims, any obligation to release publicly any updates or any changes in its expectations or any change in events, conditions, or circumstances on which any forward-looking statement is based.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| Exhibit Number | Exhibit Description | |||||||
| 99.1 | ||||||||
| 99.2 | ||||||||
| 104 | Cover Page Interactive Data File (formatted in Inline XBRL and contained in Exhibit 101 | |||||||
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| By: | /s/Jikun Kim | |||||||||||||
| Name: | Jikun Kim | |||||||||||||
| Dated: | November 9, 2021 | Title: | Chief Financial Officer | |||||||||||
| Exhibit 99.1 | |||||
Momentus Inc. Announces Third Quarter 2021 Financial Results
SAN JOSE, CA – November 9, 2021 – Momentus Inc. (NASDAQ: MNTS) (“Momentus” or the "Company”), a U.S. commercial space company that plans to offer transportation and other in-space infrastructure services, today announced its financial results for the third quarter ended September 30, 2021.
“During the third quarter, we took major steps toward our goal of providing the transportation and infrastructure services that will enable people, companies and industries to use space in exciting new ways,” said Momentus Chief Executive John Rood,. “We completed our Business Combination with Stable Road, resulting in the public listing of the Company's stock and a meaningful improvement in its liquidity position, added key staff to our executive leadership team and Board of Directors, continued to mature our product in advance of our inaugural mission, progressed on our vehicle fabrication and rigorous ground-testing efforts, settled all outstanding claims with SEC Enforcement, paving the way for us to de-SPAC, and made significant progress toward implementing our National Security Agreement.”
Third Quarter 2021 Business Highlights:
•Completed a business combination with Stable Road Acquisition Corporation, which effectively listed the company’s equity on the Nasdaq Global Select Markets stock exchange and bolstered the Company’s liquidity position to fund the next phase of its business plan.
•Added key defense and security experience to the executive leadership team including the addition of John C. Rood, former U.S. Under Secretary of Defense for Policy, as the Company’s new Chief Executive Officer as well as the additions of Paul Ney, former General Counsel for the Department of Defense as the Company’s new Chief Legal Officer, and Karen Plonty as the Company’s new Chief Security Officer.
•Reconstituted the Board of Directors for effective public company governance including the appointment of Victorino Mercado, former Assistant Secretary of Defense for Strategy, Plans, and Capabilities, as the Company’s new Security Director to oversee implementation of the National Security Agreement (NSA) that the Company signed with CFIUS in June.
•Made significant progress under new leadership toward NSA implementation. Of the 62 discrete compliance tasks required under the NSA, we have fully implemented the majority and have partially implemented the remaining items.
•Refocused product development strategy into actionable steps that will help build a foundation for the future. Step one is to bring our Vigoride vehicle to market as early as possible with the features and reliability we know our customers want. This will be closely followed by a focused expansion of our service offerings as we bring online a reusable version of Vigoride that we think will be able to effectively and economically support customer demands for payload hosting and in-orbit servicing.
•Completed the initial assembly and initial system-level functional testing of Vigoride 3 and drafted a plan to address anomalies uncovered by these tests. Remediation and planned rework of some components are ongoing, and the vehicle will soon enter system-level thermal vacuum testing, which is late-stage environmental testing that simulates the environment in space.
•Completed performance testing of latest-generation Microwave Electrothermal Thruster (MET) with life testing now underway. So far, the MET has performed as expected during these tests.
•Settled all obligations related to the previously-announced repurchase of our co-founders’ shares for $40 million.
•Settled all outstanding claims with SEC Enforcement. Subsequent to the close of the quarter, we have fully engaged with an independent compliance consultant as is required by our settlement agreement.
•Subsequent to the close of the quarter, we signed a Launch Services Agreement that reserves space for Vigoride on SpaceX’s Transporter 5 mission, which is targeted for June of 2022. While securing space on the manifest is an important step, our plan to launch in June remains subject to the receipt of licenses and other government approvals, and successful completion of our current efforts to get the system ready for flight.
Conference Call Information
Momentus Inc. will host a conference call to discuss the results at 2:00 p.m. Pacific Time (5:00 p.m. Eastern Time) today. To access the conference call, parties should dial (844) 646-2696 and enter the conference ID number 6765477 (international participants should dial +1 (918) 922-6901). The live audio webcast along with supplemental information will be accessible on the Company’s Investor Relations website at https://investors.momentus.space/events-and-presentations. A recording of the webcast will also be available following the conference call.
About Momentus Inc.
Momentus is a U.S. commercial space company that plans to offer in-space infrastructure services, including in-space transportation, hosted payloads and in-orbit services. Momentus believes it can make new ways of operating in space possible with its planned in-space transfer and service vehicles that will be powered by an innovative water plasma-based propulsion system that is under development. The Company anticipates flying its first two Vigoride vehicles to Low Earth Orbit on a third-party launch provider no earlier than June 2022, subject to receipt of appropriate government licenses, approvals and availability of slots on its launch provider's manifest, for which there is no assurance such licenses, approvals and availability will be received, if at all.
Forward-Looking Statements
This press release contains certain statements which may constitute “forward-looking statements” for purposes of the federal securities laws. Forward-looking statements include, but are not limited to, statements regarding Momentus or its management team’s expectations, hopes, beliefs, intentions or strategies regarding the future, projections, forecasts or other characterizations of future events or circumstances, including any underlying assumptions, and are not guarantees of future performance. The words “may,” “will,” “anticipate,” “believe,” “expect,” “continue,” “could,” “estimate,” “future,” “expect,” “intends,” “may,” “might,” “plan,” “possible,” “potential,” “aim,” “strive,” “predict,” “project,” “should,” “would” and similar expressions may identify forward-looking statements, but the absence of these words does not mean that a statement is not forward-looking.
Forward-looking statements are neither historical facts nor assurances of future performance. Instead, they are based only on our current beliefs, expectations and assumptions regarding the future of our business, future plans and strategies, projections, anticipated events and trends, the economy and other future conditions.
Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict and many of which are outside of Momentus’ control. Many factors could cause actual future events to differ materially from the forward-looking statements in this press release, including but not limited to:the ability of the Company to obtain licenses and government approvals for its missions, which are essential to its operations; the ability of the Company to effectively market and sell satellite transport services and planned in-orbit services; the ability of the Company to protect its intellectual property and trade secrets; the development of markets for satellite transport and in-orbit services; the ability of the Company to develop, test and validate its technology, including its water plasma propulsion technology; delays or impediments that the Company may face in the development, manufacture and deployment of next generation satellite transport systems; the ability of the Company to convert backlog or inbound inquiries into revenue; changes in applicable laws or regulations and extensive and evolving government regulations that impact operations and business, including export control license requirements; the ability to attract or maintain a qualified workforce with the required security clearances and requisite skills; level of product service or product or launch failures or delays that could lead customers to use competitors’ services; investigations, claims, disputes, enforcement actions, litigation and/or other regulatory or legal proceedings; the effects of the COVID-19 pandemic on the Company’s business; the Company’s ability to comply with the terms of its National Security Agreement and any related compliance measures instituted by the director who was approved by the CFIUS Monitoring Agencies (the “Security Director”); the possibility that the Company may be adversely affected by other economic, business, and/or competitive factors; and/or other risks and uncertainties included under the “Risk Factors” in the Proxy Statement/Prospectus filed by the Company on July 23, 2021, as such factors may be updated from time to time in our other filings with the Securities
and Exchange Commission (the "SEC"), accessible on the SEC’s website at www.sec.gov and the Investor Relations section of our website at investors.momentus.space. These filings identify and address other important risks and uncertainties that could cause the Company’s actual events and results to differ materially from those contained in the forward-looking statements. Forward-looking statements speak only as of the date they are made. Readers are cautioned not to put undue reliance on forward-looking statements, and, except as required by law, the Company assumes no obligation and does not intend to update or revise these forward-looking statements, whether as a result of new information, future events, or otherwise.
Third Quarter 2021 Financial Results
MOMENTUS INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(unaudited)
(in thousands, except per share data)
| Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||||||||||||
| 2021 | 2020 | 2021 | 2020 | ||||||||||||||||||||
Service revenue 1 | $ | 200 | $ | — | $ | 330 | $ | — | |||||||||||||||
Cost of revenue (decrease) 2 | (184) | — | (135) | — | |||||||||||||||||||
| Gross margin | 384 | — | 465 | — | |||||||||||||||||||
| Operating expenses: | |||||||||||||||||||||||
| Research and development expenses | 9,047 | 5,377 | 39,747 | 13,758 | |||||||||||||||||||
| Selling, general and administrative expenses | 12,057 | 4,056 | 35,802 | 7,478 | |||||||||||||||||||
| Total operating expenses | 21,104 | 9,433 | 75,549 | 21,236 | |||||||||||||||||||
| Loss from operations | (20,721) | (9,433) | (75,084) | (21,236) | |||||||||||||||||||
| Other income (expense): | |||||||||||||||||||||||
| Decrease (increase) in fair value of SAFE notes | 26,924 | (99,107) | 209,291 | (102,695) | |||||||||||||||||||
| Decrease (increase) in fair value of warrants | (2,712) | (1,324) | 9,826 | (1,317) | |||||||||||||||||||
| Interest income | — | 1 | 2 | 7 | |||||||||||||||||||
| Interest expense | (4,328) | (67) | (8,685) | (145) | |||||||||||||||||||
| SEC settlement | — | — | (7,000) | — | |||||||||||||||||||
Other income (expense) 3 | (4,778) | (993) | (4,965) | (942) | |||||||||||||||||||
| Total other income (expense) | 15,107 | (101,489) | 198,469 | (105,093) | |||||||||||||||||||
| Income (loss) before income taxes | (5,614) | (110,923) | 123,385 | (126,329) | |||||||||||||||||||
| Income tax provision | — | — | 1 | 1 | |||||||||||||||||||
| Net income ( loss) | $ | (5,614) | $ | (110,923) | $ | 123,384 | $ | (126,329) | |||||||||||||||
| Net income ( loss) per share, basic | $ | (0.09) | $ | (1.77) | $ | 2.06 | $ | (1.97) | |||||||||||||||
| Net income ( loss) per share, fully diluted | $ | (0.09) | $ | (1.77) | $ | 1.92 | $ | (1.97) | |||||||||||||||
| Weighted average shares outstanding, basic | 60,589,566 | 62,722,340 | 59,873,199 | 64,244,006 | |||||||||||||||||||
| Weighted average shares outstanding, fully diluted | 60,589,566 | 62,722,340 | 64,232,537 | 64,244,006 | |||||||||||||||||||
1 - Revenue recognized related to cancellations of customer contracts, resulting in the forfeiture of customer deposits
2 - The reduction of cost of revenue represents the reversal of a contingency recorded during the prior year for loss contracts related to free slots on future missions. During the three months ended September 30, 2021 the Company signed amendments or terminations with those customers such that the services will no longer be free of charge. The reversed contingency was offset by costs incurred related to one of the cancelled contracts.
3 - Other expenses during three months ended September 30, 2021 were due to the transaction costs allocated to the liability-classified warrant assumed in connection with the Business Combination. Other expense in the three months ended September 30, 2020 was due to banking fees related to SAFE financing raised during the period.
MOMENTUS INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands)
| September 30, 2021 | December 31, 2020 | ||||||||||
| (unaudited) | |||||||||||
| ASSETS | |||||||||||
| Current assets: | |||||||||||
| Cash and cash equivalents | $ | 178,059 | $ | 23,005 | |||||||
| Restricted cash, current | 820 | 100 | |||||||||
| Prepaids and other current assets | 10,408 | 4,508 | |||||||||
| Total current assets | 189,287 | 27,613 | |||||||||
| Property, machinery and equipment, net | 4,786 | 2,321 | |||||||||
| Intangible assets, net | 344 | 305 | |||||||||
| Operating right-of-use asset | 7,846 | 316 | |||||||||
| Deferred offering costs | — | 2,610 | |||||||||
| Restricted cash, non-current | 313 | 415 | |||||||||
| Other non-current assets | 3,065 | 2,740 | |||||||||
| Total assets | $ | 205,640 | $ | 36,320 | |||||||
| LIABILITIES AND SHAREHOLDERS’ EQUITY (DEFICIT) | |||||||||||
| Accounts payable | $ | 4,755 | $ | 1,863 | |||||||
| Accrued expenses | 6,733 | 3,064 | |||||||||
| Loan payable, current | 17,613 | — | |||||||||
| Contract liabilities, current | — | 1,914 | |||||||||
| Operating lease liability, current | 1,146 | 254 | |||||||||
| Other current liabilities | 5,066 | 220 | |||||||||
| Total current liabilities | 35,313 | 7,314 | |||||||||
| Contract liabilities, non-current | 1,554 | 711 | |||||||||
| Warrant liability | 33,254 | 3,206 | |||||||||
| SAFE notes | — | 314,440 | |||||||||
| Operating lease liability, non-current | 7,565 | 72 | |||||||||
| Other non-current liabilities | 437 | 49 | |||||||||
| Total liabilities | 78,122 | 325,792 | |||||||||
| Shareholders’ equity (deficit): | |||||||||||
| Common stock, $0.00001 par value; 250,000,000 shares authorized and 80,580,232 issued and outstanding as of September 30, 2021; 142,804,498 shares authorized and 62,510,690 issued and outstanding as of December 31, 2020 | 1 | 1 | |||||||||
| Additional paid-in capital | 333,471 | 39,866 | |||||||||
| Treasury Stock | — | — | |||||||||
| Accumulated deficit | (205,954) | (329,338) | |||||||||
| Total stockholders’ equity (deficit) | 127,518 | (289,472) | |||||||||
| Total liabilities and stockholders’ equity (deficit) | $ | 205,640 | $ | 36,320 | |||||||
MOMENTUS INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(unaudited)
(in thousands)
| Nine Months Ended September 30, | |||||||||||
| 2021 | 2020 | ||||||||||
| Cash flows from operating activities: | |||||||||||
| Net income (loss) | $ | 123,384 | $ | (126,329) | |||||||
| Adjustments to reconcile net income (loss) to net cash used in operating activities: | |||||||||||
| Depreciation and amortization | 768 | 419 | |||||||||
| Amortization of debt discount and issuance costs | 6,935 | 34 | |||||||||
| (Decrease) increase in fair value of warrants | (9,826) | 1,317 | |||||||||
| (Decrease) increase in fair value of SAFE notes | (209,291) | 102,695 | |||||||||
| Impairment of prepaid launch costs | 9,450 | — | |||||||||
| Stock-based compensation expense | 11,187 | 1,642 | |||||||||
| Changes in operating assets and liabilities: | |||||||||||
| Prepaids and other current assets | (15,350) | (4,873) | |||||||||
| Other non-current assets | (2,908) | 360 | |||||||||
| Accounts payable | 4,357 | 865 | |||||||||
| Accrued expenses | 4,546 | 1,061 | |||||||||
| Other current liabilities | 4,829 | 61 | |||||||||
| Contract liabilities | (1,071) | 1,681 | |||||||||
| Lease liability and right of use asset | 856 | — | |||||||||
| Other non-current liabilities | 5 | — | |||||||||
| Net cash used in operating activities | (72,129) | (21,068) | |||||||||
| Cash flows from investing activities: | |||||||||||
| Purchases of property, machinery and equipment | (2,835) | (1,245) | |||||||||
| Purchases of intangible assets | (16) | (99) | |||||||||
| Net cash used in investing activities | (2,852) | (1,345) | |||||||||
| Cash flows from financing activities: | |||||||||||
| Proceeds from issuance of SAFE notes | 30,853 | 44,650 | |||||||||
| Proceeds from issuance of loan payable | 25,000 | 2,458 | |||||||||
| Proceeds from exercise of stock options | 278 | 61 | |||||||||
| Payment of notes payable | — | (1,015) | |||||||||
| Payment of debt issuance costs | (144) | (37) | |||||||||
| Payment of warrant issuance costs | (31) | (1) | |||||||||
| Payment for share repurchase | (40,000) | — | |||||||||
| Proceeds from PIPE | 110,000 | — | |||||||||
| Proceeds from issuance of common stock upon Merger | 137,282 | — | |||||||||
| Payments for transaction costs | (32,585) | — | |||||||||
| Net cash provided by financing activities | 230,653 | 46,116 | |||||||||
| Increase in cash, cash equivalents and restricted cash | 155,672 | 23,704 | |||||||||
| Cash, cash equivalents and restricted cash, beginning of period | 23,520 | 13,002 | |||||||||
| Cash, cash equivalents and restricted cash, end of period | $ | 179,191 | $ | 36,706 | |||||||
| Supplemental disclosure of non-cash investing and financing activities | |||||||||||
| Issuance of common stock related to conversion of SAFE notes | $ | 136,001 | $ | — | |||||||
| Issuance of common stock related to exercise of warrant liabilities | $ | 7,001 | $ | — | |||||||
| Reclassification of deferred offering costs | $ | 6,203 | $ | — | |||||||
| Deferred offering costs in accounts payable and accrued expenses at period end | $ | — | $ | 979 | |||||||
| Assumption of merger warrants liability | $ | 31,225 | $ | — | |||||||
| Operating lease right-of-use assets in exchange for lease obligations | $ | 8,501 | $ | — | |||||||
| Supplemental disclosure of cash flow information | |||||||||||
| Cash paid for income taxes | $ | 1 | $ | 1 | |||||||
| Cash paid for interest | $ | 1,750 | $ | 84 | |||||||
Reclassifications
Certain reclassifications have been made to the prior year’s financial statements to conform to the current year’s presentation. None of the reclassifications have changed the total assets, liabilities, shareholders’ deficit, income, expenses or net losses previously reported.
Use of Non-GAAP Financial Measures (unaudited)
This press release references certain non-GAAP financial measures, including adjusted EBITDA, non-GAAP selling, general, and administrative expense and non-GAAP research and development expense. The Company defines adjusted EBITDA as earnings before interest expense, taxes, depreciation and amortization, stock-based compensation, and certain other items the Company believes are not indicative of its core operating performance. The Company defines non-GAAP selling, general, and administrative expenses and research and development expenses as those respective GAAP amounts, excluding stock-based compensation and non-recurring items not indicative of core operating performance None of these non-GAAP financial measures is a substitute for or superior to measures of financial performance prepared in accordance with generally accepted accounting principles in the United States (GAAP) and should not be considered as an alternative to any other performance measures derived in accordance with GAAP.
The Company believes that presenting these non-GAAP financial measures provides useful supplemental information to investors about the Company in understanding and evaluating its operating results, enhancing the overall understanding of its past performance and future prospects, and allowing for greater transparency with respect to key financial metrics used by its management in financial and operational-decision making. However, there are a number of limitations related to the use of non-GAAP measures and their nearest GAAP equivalents. For example, other companies may calculate non-GAAP measures differently, or may use other measures to calculate their financial performance, and therefore any non-GAAP measures the Company uses may not be directly comparable to similarly titled measures of other companies.
A reconciliation of adjusted EBITDA to net loss for the three months September 30, 2021, September 30, 2020, and June 30, 2021, respectively, are set forth below:
| Three Months Ended | |||||||||||||||||
| (in thousands) | September 30, 2021 | September 30, 2020 | June 30, 2021 | ||||||||||||||
| Net Income (Loss) | $ | (5,614) | $ | (110,923) | $ | 64,327 | |||||||||||
| Income tax expense | — | — | 1 | ||||||||||||||
| Interest income | — | (1) | (1) | ||||||||||||||
| Interest expense | 4,328 | 67 | 3,389 | ||||||||||||||
| Depreciation & amortization | 320 | 156 | 249 | ||||||||||||||
| EBITDA | (966) | (110,701) | 67,965 | ||||||||||||||
| (Decrease) increase in fair value of SAFE notes | (26,924) | 99,107 | (100,803) | ||||||||||||||
| (Decrease) increase in fair value of warrants | 2,712 | 1,324 | (4,454) | ||||||||||||||
| SEC settlement | — | — | 7,000 | ||||||||||||||
| Transaction costs allocated to warrant liability | 4,780 | — | — | ||||||||||||||
| Investment banking fees related to SAFE financing | — | 1,005 | — | ||||||||||||||
| Prepaid launch deposit impairment | — | — | 8,700 | ||||||||||||||
| SEC and CFIUS legal expenses | 2,188 | — | 3,514 | ||||||||||||||
| Severance and other related expenses | — | — | 156 | ||||||||||||||
| Stock-based compensation | 3,075 | 1,374 | 2,344 | ||||||||||||||
| Adjusted EBITDA | $ | (15,136) | $ | (7,892) | $ | (15,578) | |||||||||||
A reconciliation of selling, general, and administrative expenses to non-GAAP selling, general, and administrative expenses for the three months ended September 30, 2021, September 30, 2020, and June 30, 2021, respectively, are set forth below:
| Three Months Ended | |||||||||||||||||
| (in thousands) | September 30, 2021 | September 30, 2020 | June 30, 2021 | ||||||||||||||
| Selling, general, and administrative expenses | $ | 12,057 | $ | 4,056 | $ | 9,740 | |||||||||||
| Stock-based compensation | $ | 3,023 | $ | 1,339 | $ | 2,278 | |||||||||||
| SEC and CFIUS legal expenses | $ | 2,188 | $ | — | $ | 3,514 | |||||||||||
| Severance and other related expenses | $ | — | $ | — | $ | 76 | |||||||||||
| Non-GAAP selling, general, administration expenses | $ | 6,846 | $ | 2,717 | $ | 3,872 | |||||||||||
A reconciliation of research and development expenses to non-GAAP research and development expenses for the three months ended September 30, 2021, September 30, 2020, and June 30, 2021, respectively, are set forth below:
| Three Months Ended | |||||||||||||||||
| (in thousands) | September 30, 2021 | September 30, 2020 | June 30, 2021 | ||||||||||||||
| Research and development expenses | $ | 9,047 | $ | 5,377 | $ | 20,794 | |||||||||||
| Prepaid launch deposit impairment | $ | — | $ | — | $ | 8,700 | |||||||||||
| Stock-based compensation | $ | 52 | $ | 34 | $ | 66 | |||||||||||
| Severance and other related expenses | $ | — | $ | — | $ | 80 | |||||||||||
| Non-GAAP Research and development expenses | $ | 8,995 | $ | 5,343 | $ | 11,948 | |||||||||||
_______________
For media inquiries:
press@momentus.space
For investor relations inquiries:
investors@momentus.space
November 9, 2021Copyright 2021. Momentus Inc. Not Export Controlled. Any use, reproduction, or distribution without the express consent of Momentus is strictly prohibited. Q3 2021 Financial Results Presentation
Copyright 2021. Momentus Inc. Not Export Controlled. Any use, reproduction, or distribution without the express consent of Momentus is strictly prohibited. This presentation contains certain statements which may constitute “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Exchange Act of 1934. Forward-looking statements include, but are not limited to, statements regarding SRAC’s, Momentus’ or their respective management teams’ expectations, hopes, beliefs, intentions or strategies regarding the future, projections, forecasts or other characterizations of future events or circumstances, including any underlying assumptions, and are not guarantees of future performance. The words “may,” “will,” “anticipate,” “believe,” “expect,” “continue,” “could,” “estimate,” “future,” “expect,” “intends,” “may,” “might,” “plan,” “possible,” “potential,” “aim,” “strive,” “predict,” “project,” “should,” “would” and similar expressions may identify forward-looking statements, but the absence of these words does not mean that a statement is not forward-looking. Many factors could cause actual future events to differ materially from the forward-looking statements in this presentation, including but not limited to the factors, risks and uncertainties included under the “Risk Factors” in the Proxy Statement/Prospectus filed by the Company on July 23, 2021, as such factors may be updated from time to time in our other filings with the Securities and Exchange Commission (the "SEC"), accessible on the SEC’s website at www.sec.gov and the Investor Relations section of our website at investors.momentus.space. These filings identify and address other important risks and uncertainties that could cause the Company’s actual events and results to differ materially from those contained in the forward-looking statements. Forward-looking statements speak only as of the date they are made. Readers are cautioned not to put undue reliance on forward-looking statements, and, except as required by law, the Company assumes no obligation and does not intend to update or revise these forward-looking statements, whether as a result of new information, future events, or otherwise. The technology underlying our anticipated service offerings is still in the process of being developed, and has not been fully tested or validated in space. Our ability to execute on our business plan is dependent on the successful development and commercialization of our technologies. Development of space technologies is extremely complex, time consuming, and expensive, and there can be no assurance that our predicted theoretical and ground-based results will translate into operational space vehicles that operate within the parameters we expect, or at all. Our first launch with customers is currently anticipated to occur as early as June 2022, subject to receipt of licenses and government approvals, and successful completion of our current efforts to get the system ready for flight. Prior planned launches were cancelled due to not receiving required licenses and other governmental approvals and other factors, and we can offer no assurances that our first launch will occur in June 2022 or that we will ever receive the required licenses and other governmental approvals.
Copyright 2021. Momentus Inc. Not Export Controlled. Any use, reproduction, or distribution without the express consent of Momentus is strictly prohibited. • Signed National Security Agreement (NSA) with the U.S. government to alleviate concerns about our co-founders and repurchased all of the co-founders’ equity at a big discount to market value. • Added key defense and security experience to the executive leadership team and reconstituted the Board of Directors for effective public company governance. • Under new leadership, made meaningful progress toward NSA implementation. • Settled all outstanding claims with SEC Enforcement. • Completed business combination with Stable Road, bolstering liquidity to fund next phase of business plan. • Completed the initial assembly and initial system-level functional testing of Vigoride 3 and drafted a plan to address anomalies uncovered by these tests. Remediation and planned rework of some components are ongoing, and the vehicle will soon enter system-level thermal vacuum testing. • Completed performance testing of latest-generation thruster with life testing now underway. • On October 20, we signed a Launch Services Agreement that reserves space for Vigoride on SpaceX’s Transporter 5 mission, which is targeted for June 20221. 1. While securing space on the manifest is an important step, our plan to launch in June remains subject to the receipt of licenses and other government approvals, and successful completion of our current efforts to get the system ready for flight.
Copyright 2021. Momentus Inc. Not Export Controlled. Any use, reproduction, or distribution without the express consent of Momentus is strictly prohibited. • ACHIEVING OUR VISION REQUIRES A CLEAR OBJECTIVE WITH SPECIFIC ACTIONS. • Objective: Continuously advance our technology to become an industry leader providing the transportation and in-space infrastructure services for the burgeoning new space economy. Elements 1. Focus resources to get to market as soon as possible: Bring expendable Vigoride to market rapidly with features and reliability that we know our customers want. 2. Expand services and achieve re-usability to reduce costs: Bring online a reusable version of Vigoride that we expect will be able to effectively and economically support demand for payload hosting and in-orbit servicing. 3. Scale up from Vigoride and broaden service offerings and capabilities: Complete development of new vehicles (e.g., Ardoride) to support missions beyond LEO like lunar missions with much larger payloads. 4. Advance our technology: Continue to innovate and advance our technology so we can deliver our services in the most reliable, economical and accessible way. 5. Attract, develop, and retain a highly skilled and motivated workforce: Key to building and maintaining a competitive advantage.
Copyright 2021. Momentus Inc. Not Export Controlled. Any use, reproduction, or distribution without the express consent of Momentus is strictly prohibited. WITH SIGNIFICANT SPACE & DEFENSE EXPERIENCE
Copyright 2021. Momentus Inc. Not Export Controlled. Any use, reproduction, or distribution without the express consent of Momentus is strictly prohibited. • • ‒ – hub and spoke model for space transport, providing last mile delivery in partnership with key launch providers. ‒ – services that significantly decrease the cost of developing, launching and maintaining satellites. ‒ – maintaining, repairing and refueling satellites in orbit. • with potential to significantly reduce costs. • Founded in 2017 in Santa Clara, California. 1. Backlog is presented as of September 30, 2021 and includes firm as well as optionable contracts. In general, customers have the right to cancel their contracts with the understanding that they will forgo their deposits and other payments.
Copyright 2020. Momentus Inc. Proprietary & Confidential. Not Export Controlled. Any use, reproduction, or distribution without the express consent of Momentus is strictly prohibited. If you are not the intended recipient, please immediately delete this document and any associated communications. Copyright 2021. o entus Inc. Not Export Controlled. Any use, repr duction, or istrib tion without the express consent of Mome tus is strictly prohibited. Momentus plans to make access to space significantly more affordable by combining rideshare launch with low-cost last mile delivery. Arriving in space atop large reusable rockets like the Falcon 9, our transfer vehicles are being designed to carry customers' satellites to very specific, custom orbits. Our vehicles will initially be expendable, but we are also developing a reusable version that is more economical. 4) Transfer vehicle deorbits or refuels and returns to initial orbit for reuse. ROCKET: FALCON-9, NEW GLENN, ETC. MOMENTUS TRANSFER VEHICLE CUSTOMERS' SATELLITES 3) Transfer vehicle delivers satellites to custom, final orbits 2) Transfer vehicle carrying satellites separates from the rocket 1) Rocket carries transfer vehicle with satellites to the initial orbit
Copyright 2020. Momentus Inc. Proprietary & Confidential. Not Export Controlled. Any use, reproduction, or distribution without the express consent of Momentus is strictly prohibited. If you are not the intended recipient, please immediately delete this document and any associated communications. Copyright 2021. o entus Inc. Not Export Controlled. Any use, repr duction, or istrib tion without the express consent of Mome tus is strictly prohibited. Rideshare on large rocket and travel last mile with Vigoride transfer vehicle Rideshare to initial orbit and transfer with own propulsion system to final orbit Dedicated small rocket launch to final orbit Price estimates for small satellites ++ +
Copyright 2021. Momentus Inc. Not Export Controlled. Any use, reproduction, or distribution without the express consent of Momentus is strictly prohibited. 0 500 1,000 1,500 2018 2020 2022 2024 Smallsat to LEO TAM, ($M) $40B 2018 $30B $20B $10B 0 Source: Stratistics SPACE TRANSPORTATION MARKET 2020 2022 2024 2026 9 Source: Northern Sky Research
Copyright 2021. Momentus Inc. Not Export Controlled. Any use, reproduction, or distribution without the express consent of Momentus is strictly prohibited.
Copyright 2020. Momentus Inc. Proprietary & Confidential. Not Export Controlled. Any use, reproduction, or distribution without the express consent of Momentus is strictly prohibited. If you are not the intended recipient, please immediately delete this document and any associated communications. Copyright 2021. o entus Inc. Not Export Controlled. Any use, repr duction, or istrib tion without the express consent of Mome tus is strictly prohibited. HOSTED PAYLOAD MOMENTUS TRANSFER VEHICLE Our transfer vehicles are being designed to move customers' payloads to a specific orbit and stay connected to provide continual power, orbit keeping, orientation and communication for the mission duration.
Copyright 2020. Momentus Inc. Proprietary & Confidential. Not Export Controlled. Any use, reproduction, or distribution without the express consent of Momentus is strictly prohibited. If you are not the intended recipient, please immediately delete this document and any associated communications. Copyright 2021. o entus Inc. Not Export Controlled. Any use, repr duction, or istrib tion without the express consent of Mome tus is strictly prohibited. Next-generation Momentus reusable vehicles are being designed to perform proximity maneuvers, docking and refueling, and equipped with robotic arms. They are anticipated to be well-suited for a wide range of in-orbit services. Re-positioning Life Extension Refueling & Repairing Deorbiting
Copyright 2021. Momentus Inc. Not Export Controlled. Any use, reproduction, or distribution without the express consent of Momentus is strictly prohibited. C0DR PDR CDR Unit Qual Sys Pre-Env TVAC Vibe Sys Post- Env Cust. Int. LV Int. Launch Complete Complete Complete Complete Nov. 15 In Process
Copyright 2021. Momentus Inc. Not Export Controlled. Any use, reproduction, or distribution without the express consent of Momentus is strictly prohibited. SRAC Sponsor 6% SRAC public stockholders 16% PIPE (excluding sponsor) 11% Existing Momentus holders 67% 1. Includes 55.9m Momentus rollover shares, 9.5m PIPE shares, 1.5m sponsor co-investment shares, 3.2m SPAC sponsor shares (2.6m founder shares and 0.6m private placement units) and 13.7m SPAC investors’ shares. Sources Liquidation of SRAC trust $137.3M PIPE Equity $110.0M Total sources $247.3M Uses Cash to balance sheet $174.7M Repurchase of co-founders’ shares $40.0M Transaction-related expenses $32.6M Total uses $247.3M
Copyright 2021. Momentus Inc. Not Export Controlled. Any use, reproduction, or distribution without the express consent of Momentus is strictly prohibited. • Non-restricted cash and cash equivalents of approximately $178 million as of September 30, 2021. • Gross debt of approximately $26.5M, consisting of a loan and note outstanding. • Revenue totaled $200 thousand, generated from deposit forfeiture upon cancellation of a contract for customer convenience. • Cost of sales was a credit of approximately $184 thousand, related to the reversal of historical contract loss provisions. • Gross profit was approximately $384 thousand. • Loss before tax and net loss were approximately $5.6 million. • Adjusted EBITDA was negative $15.1 million. • Adjusted EBITDA excludes stock-based compensation expense, non-recurring costs related to the Stable Road transaction and certain legal matters, and net mark-to-market gains and losses on warrant and SAFE note liabilities. • Refer to appendix for reconciliation with equivalent GAAP quantities.
Copyright 2021. Momentus Inc. Not Export Controlled. Any use, reproduction, or distribution without the express consent of Momentus is strictly prohibited. 16
Copyright 2021. Momentus Inc. Not Export Controlled. Any use, reproduction, or distribution without the express consent of Momentus is strictly prohibited. 18 2021 2020 2021 2020 Service revenue $ 200 $ - $ 330 $ - Cost of revenue (184) - (135) - Gross margin 384 - 465 - Operating expenses: Research and development expenses 9,047 5,377 39,747 13,758 Selling, general and administrative expenses 12,057 4,056 35,802 7,478 Total operating expenses 21,104 9,433 75,549 21,236 Loss from operations (20,721) (9,433) (75,084) (21,236) Other income (expense): Decrease (increase) in fair value of SAFE notes 26,924 (99,107) 209,291 (102,695) Decrease (increase) in fair value of warrants (2,712) (1,324) 9,826 (1,317) Interest income 0 1 2 7 Interest expense (4,328) (67) (8,685) (145) SEC settlement - - (7,000) - Other income (expense) (4,778) (993) (4,965) (942) Total other income (expense) 15,107 (101,489) 198,469 (105,093) Income (loss) before income taxes (5,614) (110,923) 123,385 (126,329) Income tax provision - - 1 1 Net income ( loss) $ (5,614) $ (110,923) $ 123,384 $ (126,329) Net income ( loss) per share, basic $ (0.09) $ (1.77) $ 2.06 $ (1.97) Net income ( loss) per share, fully diluted $ (0.09) $ (1.77) $ 1.92 $ (1.97) Weighted average shares outstanding, basic 60,589,566 62,722,340 59,873,199 64,244,006 Weighted average shares outstanding, fully diluted 60,589,566 62,722,340 64,232,537 64,244,006 Three Months Ended September 30, Nine Months Ended September 30,
Copyright 2021. Momentus Inc. Not Export Controlled. Any use, reproduction, or distribution without the express consent of Momentus is strictly prohibited. 19 September 30, 2021 Decembter 31, 2020 (unaudited) ASSETS Current assets: Cash and cash equivalents $ 178,059 $ 23,005 Restricted cash, current 820 100 Prepaids and other current assets 10,408 4,508 Total current assets 189,287 27,613 Property, machinery and equipment, net 4,786 2,321 Intangible assets, net 344 305 Operating right-of-use asset 7,846 316 Deferred offering costs - 2,610 Restricted cash, non-current 313 415 Other non-current assets 3,065 2,740 Total assets $ 205,640 $ 36,320 September 30, 2021 Decembter 31, 2020 (unaudited) LIABILITIES AND SHAREHOLDERS’ EQUITY (DEFICIT) Accounts payable $ 4,755 $ 1,863 Accrued expenses 6,733 3,064 Loan payable, current 17,613 - Contract liabilities, current - 1,914 Operating lease liability, current 1,146 254 Other current liabilities 5,066 220 Total current liabilities 35,313 7,314 Contract liabilities, non-current 1,554 711 Warrant liability 33,254 3,206 SAFE notes - 314,440 Operating lease liability, non-current 7,565 72 Other non-current liabilities 437 49 Total liabilities 78,122 325,792 Shareholders’ equity (deficit): Common stock 1 1 Additional paid-in capital 333,471 39,866 Accumulated deficit (205,954) (329,338) Total shareholders’ deficit 127,518 (289,472) Total Liabilities and Shareholders’ Deficit $ 205,640 $ 36,320
Copyright 2021. Momentus Inc. Not Export Controlled. Any use, reproduction, or distribution without the express consent of Momentus is strictly prohibited. 20 2021 2020 Cash flows from operating activities: Net income (loss) $ 123,384 $ (126,329) Adjustments to reconcile net income (loss) to net cash used in operating activities: - - Depreciation and amortization 768 419 Amortization of debt discount and issuance costs 6,935 34 Increase in fair value of warrants (9,826) 1,317 Increase in fair value of SAFE notes (209,291) 102,695 Impairment of prepaid launch costs 9,450 - Stock-based compensation expense 11,187 1,642 Changes in operating assets and liabilities: - - Prepaids and other current assets (15,350) (4,873) Other non-current assets (2,908) 360 Accounts payable 4,357 865 Accrued expenses 4,546 1,061 Other current liabilities 4,829 61 Contract liabilities (1,071) 1,681 Lease liability and right of use asset 856 0 Other non-current liabilities 5 - Net cash used in operating activities (72,129) (21,068) Nine Months Ended September 30, 2021 2020 Cash flows from investing activities: Purchase of property, machinery and equipment (2,835) (1,245) Purchases of intangible assets (16) (99) Net cash used in investing activities (2,852) (1,345) Cash flows from financing activities: Proceeds from issuance of SAFE notes 30,853 44,650 Proceeds from issuance of loan payable 25,000 2,458 Proceeds from exercise of stock options 278 61 Payment of notes payable - (1,015) Payment of debt issuance costs (144) (37) Payment of warrant issuance costs (31) (1) Payment for share repurchase (40,000) - Proceeds from PIPE 110,000 - Proceeds from issuance of common stock upon Merger 137,282 - Payments for transaction costs (32,585) - Net cash provided by financing activities 230,653 46,116 Increase in cash and cash equivalents 155,672 23,704 Cash and cash equivalents, beginning of period 23,520 13,002 Cash and cash equivalents, end of period $ 179,191 $ 36,706 Nine Months Ended September 30,
Copyright 2021. Momentus Inc. Not Export Controlled. Any use, reproduction, or distribution without the express consent of Momentus is strictly prohibited. ▪ SAFE note fair value increases (decreases) are related to mark to market estimates. ▪ Warrant fair value increases (decreases) are related to mark to market estimates.
Copyright 2021. Momentus Inc. Not Export Controlled. Any use, reproduction, or distribution without the express consent of Momentus is strictly prohibited. ▪ Prepaid launch deposit impairment charge relates to the forfeiture of deposits paid to SpaceX for 2021 launch services.