CORRESP

New Providence Acquisition Corp. responded to SEC staff comments on its revised proxy statement for a business combination with AST SpaceMobile, clarifying disclosures about Class C voting rights, removing inapplicable forward-looking statement safe harbor language, and providing detailed justification for 10-year financial projections based on assumptions including 44 million subscribers by 2024 (0.6% of global population), revenue-sharing agreements with telecom operators covering 1.3 billion mobile subscribers, and a wholesale business-to-business-to-consumer model expected to deliver lower costs and higher EBITDA margins than comparable satellite communications companies. The company acknowledged significant forecasting risks inherent in projecting performance for a pre-revenue company over a decade and revised disclosure language to emphasize these uncertainties and caution investors accordingly.