Filed
by Stable Road Acquisition Corp. pursuant to Rule 425
under
the Securities Act of 1933
and
deemed filed pursuant to Rule 14a-12
under
the Securities Exchange Act of 1934
Subject
Company: Stable Road Acquisition Corp. (File No. 001-39128)
Momentus
Announces Strategic Security Hires
Victorino
Mercado and Karen Plonty to lead Company’s security and compliance programs
SANTA
CLARA, Calif.--(BUSINESS WIRE)--Momentus Inc. ("Momentus" or the "Company"), a U.S. commercial space company that
plans to offer transportation and other in-space infrastructure services, today announced that it has appointed Victorino Mercado to
its board of directors as the Security Director and Karen Plonty as its Chief Security Officer.
In
their roles, Mercado and Plonty have responsibility for overseeing compliance with the Company's National Security Agreement and implementing
and overseeing the Company’s operational security programs. Mercado will serve on the Momentus board of directors and the board
of directors of the combined Company following the Company’s proposed business combination with Stable Road Acquisition Corp. (“Stable
Road”), where he will act as the primary liaison between the board of directors and the monitoring agencies for the Committee on
Foreign Investment in the United States (“CFIUS”).
“Vic
and Karen have unique expertise and we look forward to working with them as they shape our security and compliance efforts,” said
Momentus interim Chief Executive Officer Dawn Harms.
Mercado
served as Assistant Secretary of Defense for Strategy, Plans, and Capabilities from July 2019 to January 2021, after being confirmed
by the U.S. Senate. In this role, he was a principal advisor to the Department on national security and defense strategies, and the plans
and future capability investments required to implement the strategies. Prior to serving in the Department of Defense as a senior defense
civilian, Mercado served 35 years in the U.S. Navy and retired as a two-star Admiral. He held a
number of senior operational and staff positions, including Director, Maritime Operations of the U.S. Pacific Fleet; Director, Assessments
Division in the Office of the Chief of Naval Operations; and Commander, Carrier Strike Group Eight. One of Mercado’s shore tours
was with the Navy’s engineering and acquisition community as the command, control, communications and intelligence warfare systems
engineering manager for the AEGIS Program Manager. He brings a rich background in security from the tactical to the strategic level.
“I
am extremely pleased to join the Momentus team, and look forward to working with company leadership, the CFIUS monitoring agencies, and
the Third Party Monitors to implement the National Security Agreement and build a strong security foundation for the company to flourish,”
said Mercado.
Plonty
has implemented security and compliance programs in
China, India, Europe, and the Americas for companies operating under mitigation agreements with CFIUS. She has over 35 years of experience
with global technology and telecommunications companies leading international compliance programs, improving the security and reliability
of the U.S. communications infrastructure, and developing wireless and optical communications systems.
Before
joining Momentus, Plonty was the Security Officer and Director of U.S. National Security Compliance at HCL Technologies. Previously,
she was the Technical Compliance Officer at Alcatel-Lucent, where she led the implementation and technical oversight of Alcatel-Lucent’s
worldwide U.S. national security compliance program.
“The
commercial space industry is critical to U.S. national security and U.S. economic security,” said Plonty. “I look forward
to working with Vic to build a strong security and compliance program at Momentus.”
Forward
Looking Statements
This
press release may contain a number of “forward-looking statements”. Forward-looking statements include statements about Momentus’s
compliance with the National Security Agreement and compliance efforts. These forward-looking statements are based on Stable Road’s
and Momentus’ management’s current expectations, estimates, projections and beliefs, as well as a number of assumptions concerning
future events. When used in this press release, the words “estimates,” “projected,” “expects,” “anticipates,”
“forecasts,” “plans,” “intends,” “believes,” “seeks,” “may,”
“will,” “should,” “future,” “propose” and variations of these words or similar expressions
(or the negative versions of such words or expressions) are intended to identify forward-looking statements.
These
forward-looking statements are not guarantees of future performance, conditions or results, and involve a number of known and unknown
risks, uncertainties, assumptions and other important factors, many of which are outside Stable Road’s or Momentus’ management’s
control, that could cause actual results to differ materially from the results discussed in the forward-looking statements. These risks,
uncertainties, assumptions and other important factors include, but are not limited to: the inability of the parties to successfully
or timely consummate the proposed business combination, including the risk that any required regulatory approvals are not obtained, are
delayed or are subject to unanticipated conditions that could adversely affect the combined company or the expected benefits of the proposed
business combination or that the approval of the stockholders of Stable Road or Momentus is not obtained; failure to realize the anticipated
benefits of the proposed business combination; risks relating to the uncertainty of the projected financial information with respect
to Momentus; risks related to the ability of customers to cancel contracts for convenience; risks related to compliance with the National
Security Agreement; risks related to the rollout of Momentus’ business and the timing of expected business milestones; the effects
of competition on Momentus’ future business; level of product service or product or launch failures that could lead customers to
use competitors’ services; developments and changes in laws and regulations, including increased regulation of the space transportation
industry; the impact of significant investigative, regulatory or legal proceedings; the amount of redemption requests made by Stable
Road’s public stockholders; the ability of Stable Road or the combined company to issue equity or equity-linked securities in connection
with the proposed business combination or in the future; changes in domestic and foreign business, market, financial, political and legal
conditions; and other risks and uncertainties indicated from time to time in the definitive proxy statement/consent solicitation statement/prospectus
relating to the proposed business combination, including those under “Risk Factors” therein, and other documents filed or
to be filed with the SEC by Stable Road. You are cautioned not to place undue reliance upon any forward-looking statements, which speak
only as of the date made.
Forward-looking
statements included in this press release speak only as of the date of this press release. Except as required by law, neither Stable
Road nor Momentus undertakes any obligation to update or revise its forward-looking statements to reflect events or circumstances after
the date of this release. Additional risks and uncertainties are identified and discussed in the Stable Road’s reports filed with
the SEC and available at the SEC’s website at www.sec.gov.
Additional
Information and Where to Find It
In
connection with the proposed transaction contemplated by the merger agreement between Stable Road and Momentus (the “Proposed Transaction”),
Stable Road filed with the SEC a registration statement on Form S-4 (the “Registration Statement”) that includes a proxy
statement of Stable Road, a consent solicitation statement of Momentus and prospectus of Stable Road, and each party will file other
documents with the SEC regarding the Proposed Transaction. The Registration Statement was declared effective by the SEC on July 22, 2021
and the definitive proxy statement/consent solicitation statement/prospectus has been filed with the SEC and mailed to Stable Road’s
stockholders as of the record date for the special meeting of stockholders. STABLE ROAD’S STOCKHOLDERS AND OTHER INTERESTED PERSONS
ARE ADVISED TO READ THE REGISTRATION STATEMENT AND THE DEFINITIVE PROXY STATEMENT/CONSENT SOLICITATION STATEMENT/PROSPECTUS WHICH FORMS
A PART OF THE REGISTRATION STATEMENT, AS WELL AS ANY AMENDMENTS THERETO BECAUSE THEY CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED
TRANSACTION. Stable Road’s stockholders may also obtain copies of the proxy statement/consent solicitation statement/prospectus,
and all other relevant documents filed or that will be filed with the SEC in connection with the Proposed Transaction, without charge,
once available, at the SEC’s website at http://www.sec.gov or by directing a request to: Stable Road Capital LLC, James Norris,
CPA, Chief Financial Officer, 1345 Abbot Kinney Blvd., Venice, CA 90291; Tel: 310-956-4919; james@stableroadcapital.com.
Participants
in the Solicitation
Stable
Road, Momentus and certain of their respective directors, executive officers and other members of management and employees may be deemed
participants in the solicitation of proxies of Stable Road’s stockholders in connection with the Proposed Transaction. STABLE ROAD’S
STOCKHOLDERS AND OTHER INTERESTED PERSONS MAY OBTAIN, WITHOUT CHARGE, MORE DETAILED INFORMATION REGARDING THE DIRECTORS AND OFFICERS
OF STABLE ROAD IN ITS ANNUAL REPORT ON FORM 10-K/A FOR THE FISCAL YEAR ENDED DECEMBER 31, 2020, WHICH WAS FILED WITH THE SEC ON JUNE
10, 2021. INFORMATION REGARDING THE PERSONS WHO MAY, UNDER SEC RULES, BE DEEMED PARTICIPANTS IN THE SOLICITATION OF PROXIES TO STABLE
ROAD’S STOCKHOLDERS IN CONNECTION WITH THE PROPOSED TRANSACTION AND OTHER MATTERS TO BE VOTED AT THE PROPOSED TRANSACTION SPECIAL
MEETING ARE SET FORTH IN THE DEFINITIVE PROXY STATEMENT/CONSENT SOLICITATION STATEMENT/PROSPECTUS. Additional information regarding the
interests of participants in the solicitation of proxies in connection with the Proposed Transaction is included in the Registration
Statement that Stable Road has filed with the SEC.
No
Offer or Solicitation
This
press release is for informational purposes only and is neither an offer to purchase, nor a solicitation of an offer to sell, subscribe
for or buy any securities or the solicitation of any vote in any jurisdiction pursuant to the Proposed Transaction or otherwise, nor
shall there be any sale, issuance or transfer or securities in any jurisdiction in contravention of applicable law. No offer of securities
shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended.
Contacts
investors@momentus.space
press@momentus.space
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