- Vote today, with instructions provided by your broker. Every
stockholder vote is important.
- For assistance with voting your shares, please contact New
Providence’s proxy solicitors, Morrow Sodali at (877) 787-9239 or
Okapi Partners at (844) 343-2623.
New Providence Acquisition Corp. (“New Providence”) (NASDAQ:
NPA, NPAUU and NPAWW) encourages all stockholders to vote in favor
of the proposed business combination (the “Business Combination”)
with AST & Science, LLC (“AST SpaceMobile”) and related
proposals in advance of the April 1, 2021 virtual special
stockholder meeting.
Stockholders that owned shares as of the March 1, 2021 record
date are urged to vote, even if they no longer own shares.
Every vote is important.
New Providence’s board of directors recommends stockholders
vote “FOR” the Business Combination and “FOR” all of the related
proposals described in the proxy statement.
Voting online or by telephone are the easiest ways to vote:
Vote Online (Highly Recommended): Follow the instructions
provided by your broker, bank or other nominee on the Voting
Instruction Form (“VIF”). This form was mailed to the address on
record with your broker and also emailed if you elected electronic
notification. You will need your voting control number which is
included on the VIF to vote online.
Vote by Telephone: Follow the instructions provided by
your broker, bank or other nominee on the VIF mailed (or emailed)
to you. You will need your voting control number which is included
on the VIF to vote via automated telephone service.
For assistance with voting your shares, please contact either of
New Providence’s proxy solicitors:
- Morrow Sodali: (877) 787-9239 (toll-free) / (289) 695-3075
(international) / NPA.info@investor.morrowsodali.com
- Okapi Partners: (844) 343-2623 (toll-free) / (212) 297-0720
(international)/ info@okapipartners.com
Stockholders can view New Providence Acquisition Corp.’s proxy
statement here: www.cstproxy.com/npa-corp/2021.
About New Providence Acquisition Corp.
New Providence Acquisition Corp. is 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), each unit
consisting of one of the Company’s Class A ordinary shares and
one-half warrant, each whole warrant enabling the holder thereof to
purchase one Class A ordinary share at a price of $11.50 per share.
New Providence’s securities are quoted on the Nasdaq stock exchange
under the ticker symbols NPA, NPAUU and NPAWW.
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 and LinkedIn.
Additional Information
NPA filed a definitive proxy statement with the U.S. Securities
and Exchange Commission (the “SEC”) in connection with the proposed
Business Combination, and has mailed the definitive proxy statement
and other relevant documents to its stockholders. This
communication does not contain all the information that should be
considered concerning the Business Combination. It is not intended
to provide the basis for any investment decision or any other
decision in respect to the proposed Business Combination. NPA’s
stockholders and other interested persons are advised to read the
definitive proxy statement in connection with NPA’s solicitation of
proxies for the Special Meeting to be held to approve the Business
Combination as these materials will contain important information
about AST and NPA and the proposed the Business Combination.
The definitive proxy statement has been mailed to the stockholders
of NPA as of the record date established for voting at the Special
Meeting. Such stockholders will also be able to obtain copies of
the proxy statement, without charge, at the SEC’s website at
http://www.sec.gov.
Participants in the Solicitation
NPA, New Providence Acquisition Management LLC and their
respective directors, executive officers, other members of
management, and employees, under SEC rules, may be deemed to be
participants in the solicitation of proxies of NPA’s stockholders
in connection with the Business Combination. Investors and
security holders may obtain more detailed information regarding the
names and interests in the Business Combination of NPA’s directors
and officers in NPA’s filings with the SEC, including NPA’s Annual
Report on Form 10-K for the fiscal year ended December 31, 2020,
which was filed with the SEC on March 1, 2021, and such information
and names of AST’s directors and executive officers are in the
proxy statement of NPA for the Business Combination.
Stockholders can obtain copies of NPA’s filings with the SEC,
without charge, at the SEC’s website at www.sec.gov.
AST and its directors and executive officers may also be deemed
to be participants in the solicitation of proxies from NPA’s
stockholders in connection with the Business Combination. A list of
the names of such directors and executive officers and information
regarding their interests in the Business Combination are included
in the definitive proxy statement for the Business Combination when
available.
No Offer or Solicitation
This communication 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 Business Combination
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, and otherwise in accordance with
applicable law.
Forward-Looking Statements
This communication includes “forward-looking statements” that
are not historical facts and involve risks and uncertainties that
could cause actual results to differ materially from those expected
and projected. All statements, other than statements of historical
fact contained in this communication including, without limitation,
statements regarding NPA’s financial position, business strategy
and the plans and objectives of management for future operations;
anticipated financial impacts of the Business Combination; the
satisfaction of the closing conditions to the Business Combination;
and the timing of the completion of the Business Combination, are
forward-looking statements. Words such as “expect,” “believe,”
“anticipate,” “intend,” “estimate,” “seek” and variations and
similar words and expressions are intended to identify such
forward-looking statements. Such forward-looking statements relate
to future events or future performance, but reflect management’s
current beliefs, based on information currently available.
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 NPA’s and AST’s control and are difficult to predict.
Factors that may cause such differences include, but are not
limited to: (i) the occurrence of any event, change or other
circumstances that could give rise to the termination of the Equity
Purchase Agreement or could otherwise cause the Business
Combination to fail to close; (ii) the outcome of any legal
proceedings that may be instituted against NPA and AST following
the execution of the Equity Purchase Agreement and the Business
Combination; (iii) any inability to complete the Business
Combination, including due to failure to obtain approval of the
stockholders of NPA or other conditions to closing in the Equity
Purchase Agreement; (iv) the receipt of an unsolicited offer from
another party for an alternative business transaction that could
interfere with the Business Combination; (v) the inability to
maintain the listing of the shares of common stock of the
post-acquisition company on The Nasdaq Stock Market following the
Business Combination; (vi) the risk that the Business Combination
disrupts current plans and operations as a result of the
announcement and consummation of the Business Combination; (vii)
the ability to recognize the anticipated benefits of the Business
Combination, which may be affected by, among other things,
competition, the ability of the combined company to grow and manage
growth profitably and retain its key employees; (viii) costs
related to the Business Combination; (ix) changes in applicable
laws or regulations; (x) the possibility that AST or the combined
company may be adversely affected by other economic, business,
and/or competitive factors; and (xi) other risks and uncertainties
indicated in the proxy statement, including those under the section
entitled “Risk Factors”, and in NPA’s other filings with the
SEC.
NPA cautions that the foregoing list of factors is not
exclusive. NPA 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 NPA’s Annual Report on Form 10-K filed with the SEC.
NPA’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, NPA disclaims any intention or
obligation to update or revise any forward-looking statements
whether as a result of new information, future events or
otherwise.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20210318005292/en/
Michael Bowen +1 (203) 682-8299
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