Firefly Aerospace Inc. (FLY)
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M&A Announcement

Oct 5, 2025

Operator

Ladies and gentlemen, thank you for standing by. My name is Michelle, and I'll be your conference operator today. Welcome to the conference call announcing Firefly Aerospace's intent to acquire SciTec, Incorporated. As a reminder, this call is being recorded. I will now turn the call over to Michael Sheetz, Firefly's Director of Investor Relations. Michael, you may begin.

Michael Sheetz
Director of Investor Relations, Firefly

Thank you, Michelle. Good evening, all. Thank you for joining our call to discuss the announcement that Firefly entered into an agreement to acquire SciTec. Joining me today is Firefly CEO, Jason Kim. Before we begin, I'd like to remind everyone that today's discussion may contain forward-looking statements within the meaning of federal securities laws. These statements are subject to risks and uncertainties that could cause actual results to differ materially. For a discussion of these risks, please refer to the documents we file with the SEC. All forward-looking statements made today are based on management's current expectations as of this call and, except as required by law, Firefly undertakes no obligation to update them. With this being an informational call announcing the acquisition, there will not be a Q&A session at the end.

We will provide updates as required in our SEC filings, and we'll discuss the proposed transaction again when we hold our conference call to discuss the third-quarter financial results in November. Now, I'll turn the call over to Jason.

Jason Kim
CEO, Firefly

Thank you, Michael. At Firefly, our launch, land, and orbit capabilities propel our vision to field advanced space systems at scale that are sensing data, turning that data into decision-quality information, and then seamlessly delivering that to our customers, whether it be national security, space exploration, or commercial missions. We have proven every space hardware element of the ecosystem needed to unlock that vision. Our diverse product line has completed some of the most challenging missions in space, with rockets launched in response to 24-hour timelines and spacecraft that orbited the Earth and landed on the Moon. I also need to take a moment to address last week's Alpha incident. While the test of the first stage at our private facility did not have the outcome we wanted, this is why we conduct these tests on the ground before flight.

I have full confidence in our Alpha team to return to flight safely. We will have more information to share in the weeks ahead, and we'll provide a go-forward plan for Alpha in a separate update. Today is about how we're bolstering our four revenue-generating product lines through our intent to acquire SciTec. As part of our M&A strategy, we have a stringent process in place which helps us assess inorganic growth opportunities that enhance our existing products and align with our culture. As we outlined during our historic IPO this summer, adding software capabilities is a key part of Firefly's strategic growth and diversification plan. SciTec is an exceptional company that brings game-changing, proven software applications and big data processing elements that bolster Firefly's proven hardware elements. To provide an analogy for this situation, Firefly's hardware is the smartphone, while SciTec's software is the apps on that smartphone.

Together, we go further. SciTec brings operational defense software applications and big data processing. They have state-of-the-art facilities and data servers with classified support from the U.S. Department of Defense, intelligence community, and commercial customers. SciTec is differentiated from other defense software companies through its industry-leading multi-phenomenology expertise. Their capabilities include AI and machine learning operations for data exploitation, mature target detection, characterization, and custody to support missile warning and threat tracking, intelligence surveillance and reconnaissance, automated data fusion and reporting, cloud-native command and control, and remote sensing simulation and analysis. SciTec has more than four decades of experience supporting high-stakes ground and onboard mission data processing. This work has been done for blue-chip defense contractors and government customers, including the Missile Defense Agency, the U.S. Air Force, the U.S. Space Force, and the National Reconnaissance Office.

Just a few weeks ago, the SciTec team successfully completed the second operational acceptance of the U.S. Space Force's Future Operationally Resilient Ground Evolution processing program of record, also known as FORGE. This advanced and operational defense program for the United States is the brains of our nation's multi-orbit missile warning and tracking architecture. SciTec rapidly processes vast amounts of data from satellites across all orbits, from LEO to MEO to GEO, to deliver high-quality mission-critical information to our warfighter to defend against missile threats. Together, Firefly with SciTec will be able to provide the $175 billion Golden Dome program opportunity with comprehensive end-to-end capabilities. We can launch and deliver space-based interceptors, launch surrogate targets and hypersonic tests, and integrate data processing from a network of sensors.

This closes the fire control loop with an integrated network of interceptors, essentially filling the missing link for the air and missile defense shield for the U.S. homeland. In other words, SciTec is well-positioned to provide the fire control and common ground elements for Golden Dome. And it doesn't stop there. Today, data processing is done largely on the ground, as spacecraft send back information that only becomes insights after returning to Earth. But the future is a hybrid of ground and on-orbit data processing to provide new categories of services that improve life on Earth and support missions to the Moon and Mars. SciTec can support opportunities such as space domain awareness missions. SciTec's capabilities and applications enhance Firefly's electric spacecraft, as well as our Blue Ghost missions to the Moon. I would be remiss if I didn't mention our strong cultural fit.

SciTec brings a highly technical workforce of over 475 employees made up largely of PhDs and software developers, and 90% who have security clearances. Their mission focus, rapid innovation, and willingness to accomplish bold missions is a perfect fit with our Firefly's and can help accelerate our software vertical integration on our rockets and spacecraft. Not to mention, SciTec provides a growing and robust revenue stream that would further diversify Firefly. I've witnessed SciTec's impressive capabilities firsthand, partnering with them on highly successful programs in my previous roles. I know SciTec delivers on their commitments on cost and schedule with an innovative culture and like-mindedness to Firefly. Whether it's national security or space exploration, the customers of both Firefly and SciTec ask us to support the boldest missions that keep America first in space. This acquisition fast-tracks Firefly to support the most critical programs for our nation.

As a former veteran, I am extremely proud of how Firefly's planned acquisition of SciTec can protect and defend our nation. Subject to regulatory approvals and customary conditions, Firefly intends to close the approximately $855 million acquisition before year-end with $300 million in cash and $555 million in equity at a share price of $50. We intend to fund the cash for this acquisition via a mix of cash on Firefly's balance sheet and our credit facility. After closing, SciTec will be a Firefly subsidiary operating under its current business model led by CEO Jim Lazowski, who will report to me. Together, we will be a first-of-a-kind, full-service hardware and software company creating new categories in space. We are unlocking the future today. Thank you.

Operator

That concludes today's conference call. You may now disconnect.

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