AST SpaceMobile, Inc. (NASDAQ: ASTS) (“AST SpaceMobile” or the
“Company”), the company building the first and only space-based
cellular broadband network accessible directly by standard mobile
phones, today announced that it completed its business combination
with New Providence Acquisition Corp. ("New Providence"). New
Providence’s stockholders approved the business combination on
April 1, 2021. Beginning on April 7, 2021, AST SpaceMobile’s Class
A common stock and warrants will start trading on Nasdaq under the
ticker symbols “ASTS” and “ASTSW”, respectively.
AST SpaceMobile’s unique service offering is backed by an
extensive IP portfolio and addresses a $1 trillion global mobile
wireless services market. Once deployed, its services will
eliminate connectivity gaps faced by at least five billion mobile
subscribers and bring cellular broadband to approximately half of
the world’s population who remain unconnected, in collaboration
with world-class mobile network operators and wireless
infrastructure companies, including Vodafone Group (“Vodafone”),
Rakuten and American Tower.
AST SpaceMobile has unveiled plans to launch, in partnership
with Vodafone, the first phase of its space-based mobile network in
2023 to transform coverage for the 49 largest countries in the
equatorial region; announced its 1,000th patent and patent pending
claim in a testament to the Company’s commitment to innovation and
discovery; and announced expanded appointments to its Board of
Directors.
“Completing this transaction and becoming a public company is
not only a testament to the strength of our technology, partners
and our team, but also affirms the power of our mission to provide
connectivity from space to every mobile phone around the world,”
said Abel Avellan, Chairman and Chief Executive Officer of AST
SpaceMobile. “We are uniquely positioned to leverage our
ground-breaking technologies to deliver affordable, accessible
coverage to hundreds of millions of people. As a result of this
transaction, we believe we are fully funded and prepared to execute
phase one of our commercial launch and bring coverage to 49
countries in the equatorial region with a total population of
approximately 1.6 billion people.”
AST SpaceMobile received $462 million in gross proceeds from the
transaction, consisting of New Providence’s approximately $232
million cash in trust and approximately $230 million from a PIPE
investment, including investments from Rakuten, Vodafone, American
Tower, UBS O’Connor. The Company had no debt on the balance sheet
at closing.
“With its innovative and patented technology solution, built-in
access to 1.3 billion people through some of the world’s largest
cellular operators, and efficient business model that enables
worldwide expansion, we believe AST SpaceMobile is poised for
significant and sustainable growth as a public company,” said Alex
Coleman, Chairman of New Providence. “We are pleased to support AST
SpaceMobile’s mission to achieve global cellular broadband
connectivity and believe it is ideally positioned to capitalize on
a unique market opportunity that will deliver compelling value to
customers and investors over the long term.”
Barclays acted as financial advisor and capital markets advisor
to AST SpaceMobile. Barclays and Deutsche Bank Securities Inc.
acted as placement agents to New Providence in connection with the
PIPE offering. Deutsche Bank Securities Inc. and BTIG LLC acted as
financial and capital markets advisors to New Providence. Latham
& Watkins LLP and Foley & Lardner LLP acted as legal
counsel to AST SpaceMobile, and Kirkland & Ellis LLP acted as
legal counsel to New Providence.
About AST SpaceMobile
AST SpaceMobile is building the first, and only, space-based
cellular broadband network to operate directly with standard,
unmodified mobile devices based on its extensive IP and patent
portfolio. AST SpaceMobile’s team of engineers and space scientists
are on a mission to eliminate the connectivity gaps faced by
today’s five billion mobile subscribers and finally bring broadband
to the billions who remain unconnected. Follow AST SpaceMobile on
Twitter @AST_SpaceMobile, LinkedIn, and for an overview on the
SpaceMobile mission, view this video.
About New Providence Acquisition
Corp.
New Providence Acquisition Corp. was a blank check company
formed for the purpose of effecting a merger, share exchange, asset
acquisition, stock purchase, reorganization or similar business
combination with one or more businesses. In September 2019, New
Providence Acquisition Corp. consummated a $230 million initial
public offering of 23 million units (reflecting the underwriters’
exercise of their over-allotment option in full).
Forward-Looking Statements
This communication contains “forward-looking statements” that
are not historical facts, and involve risks and uncertainties that
could cause actual results of AST SpaceMobile to differ materially
from those expected and projected. These forward-looking statements
can be identified by the use of forward-looking terminology,
including the words “believes,” “estimates,” “anticipates,”
“expects,” “intends,” “plans,” “may,” “will,” “potential,”
“projects,” “predicts,” “continue,” or “should,” or, in each case,
their negative or other variations or comparable terminology. These
forward-looking statements include, without limitation, statements
concerning AST SpaceMobile’s expectations with respect to future
performance and market size and anticipated financial impacts of
the Business Combination.
These forward-looking statements involve significant risks and
uncertainties that could cause the actual results to differ
materially from the expected results. Most of these factors are
outside AST SpaceMobile’s control and are difficult to predict.
Factors that may cause such differences include, but are not
limited to: (i) expectations regarding AST SpaceMobile’s strategies
and future financial performance, including AST’s future business
plans or objectives, expected functionality of the SpaceMobile
Service, anticipated timing and level of deployment of satellites,
anticipated demand and acceptance of mobile satellite services,
prospective performance and commercial opportunities and
competitors, the timing of obtaining regulatory approvals, ability
to finance its research and development activities, commercial
partnership acquisition and retention, products and services,
pricing, marketing plans, operating expenses, market trends,
revenues, liquidity, cash flows and uses of cash, capital
expenditures, and AST’s ability to invest in growth initiatives;
(ii) the inability to maintain the listing of AST SpaceMobile’s
shares of common stock on The Nasdaq Stock Market; (iii) the risk
that the consummation of the Business Combination disrupts current
plans and operations; (iv) the ability to recognize the anticipated
benefits of the Business Combination, which may be affected by,
among other things, competition, the ability of AST SpaceMobile to
grow and manage growth profitably and retain its key employees; (v)
changes in applicable laws or regulations; (vi) the possibility
that AST SpaceMobile may be adversely affected by other economic,
business, and/or competitive factors; (vii) the outcome of any
legal proceedings that may be instituted against AST SpaceMobile
concerning the Business Combination; and (viii) other risks and
uncertainties indicated in the proxy statement, including those
under the section entitled “Risk Factors” in the Definitive Proxy
Statement relating to the Business Combination, and in the
Company’s other filings with the SEC.
AST SpaceMobile cautions that the foregoing list of factors is
not exclusive. AST SpaceMobile cautions readers not to place undue
reliance upon any forward-looking statements, which speak only as
of the date made. For information identifying important factors
that could cause actual results to differ materially from those
anticipated in the forward-looking statements, please refer to the
Risk Factors section of the Definitive Proxy Statement relating to
the Business Combination. AST SpaceMobile’s securities filings can
be accessed on the EDGAR section of the SEC’s website
at www.sec.gov. Except as expressly required by applicable
securities law, AST SpaceMobile disclaims any intention or
obligation to update or revise any forward-looking statements
whether as a result of new information, future events or
otherwise.
Investor Contact:Michael
Boweninvestors@ast-science.com +1
(203) 682-8299
Media Contact:Brandyn
Bissingerpress@ast-science.com+1
866 845 6521
A video accompanying this announcement is available
at: https://www.globenewswire.com/NewsRoom/AttachmentNg/3636f787-fb9b-4c41-a0a7-c015a4f03595
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