ORANGE COUNTY, Calif.--()--Virgin Galactic Holdings, Inc. (NYSE: SPCE) (“Virgin Galactic” or the “Company”) today announced that it has entered into a sales agreement under which it may offer and sell shares of its common stock (the “Shares”) having an aggregate offering price of up to $300 million from time to time pursuant to an “at the market” program (the “ATM Program”).

The Company intends to use the net proceeds from any sales of its common stock under the ATM Program to further accelerate the development and production of its next-generation spaceflight fleet, including an additional mothership and third and fourth Delta Class spaceships. The Company may also use a portion of any net proceeds for general corporate purposes, including working capital and general and administrative matters.

Any sales under the ATM Program will be through Jefferies LLC, as sales agent, by any method permitted by law deemed to be an “at the market offering” as defined in Rule 415 of the Securities Act of 1933, as amended, including by means of ordinary brokers’ transactions, to or through a market maker, directly on or through any national securities exchange or facility thereof, a trading facility of a national securities association, an alternative trading system or any other market venue, in the over-the-counter market, in privately negotiated transactions or through a combination of any such methods. Sales may be made at prevailing market prices at the time of the sale, at prices related to prevailing market prices or at negotiated prices and, as a result, sales prices may vary.

The ATM Program will be made pursuant to the Company’s shelf registration statement on Form S-3 (File No. 333-272826) filed with the SEC on June 22, 2023. Prospective investors should read the prospectus contained in the registration statement and the prospectus supplement relating to the ATM Program (including the documents incorporated by reference therein) for more complete information about the Company and the ATM Program, including the risks associated with investing. Copies of the prospectus supplement and related prospectus may be obtained from Jefferies LLC at Jefferies LLC, Attn: Equity Syndicate Prospectus Department, 520 Madison Avenue, New York, New York 10022, by telephone at (877) 821-7388 or by email at Prospectus_Department@Jefferies.com. You may also obtain these documents free of charge when they are available by visiting EDGAR on the SEC’s website at www.sec.gov.

There can be no assurance that the Company will sell any shares under the ATM Program. The timing of any sales and the number of shares sold, if any, will depend on a variety of factors to be determined by the Company.

This press release shall not constitute an offer to sell or a solicitation of an offer to buy, nor will there be any sale of these securities, in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction. Any offer, solicitation or sale will be made only by means of the prospectus supplement and the accompanying prospectus.

About Virgin Galactic

Virgin Galactic is an aerospace and space travel company, pioneering human spaceflight for private individuals and researchers with its advanced air and space vehicles. Scale and profitability are driven by next generation vehicles capable of bringing humans to space at an unprecedented frequency with an industry-leading cost structure. You can find more information at https://www.virgingalactic.com/.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. All statements contained in this press release, other than statements of historical fact, should be considered forward-looking statements, including without limitation statements regarding the ATM Program and the use of proceeds of sales, if any, under the ATM Program. These statements are based on management’s current assumptions, are neither promises nor guarantees, and involve known and unknown risks, uncertainties and other important factors that may cause the Company’s actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. For factors that could cause actual results to differ materially from the forward-looking statements in this press release, please see the risks and uncertainties identified under the heading “Risk Factors” in the prospectus supplement for the ATM Program and the Company’s Annual Report on Form 10-K for the year ended December 31, 2023 and subsequently filed reports on Form 10-Q and 8-K, as such factors may be updated from time to time in our other filings with the SEC, accessible on the SEC’s website at www.sec.gov and the Investor Relations section of our website at www.virgingalactic.com. While we may elect to update such forward-looking statements at some point in the future, we disclaim any obligation to do so, even if subsequent events cause our views to change.