Filings
545 filings found
| Date | Type | Summary | |
|---|---|---|---|
| 2021-04-01 | 8-K | New Providence Acquisition Corp. stockholders voted on April 1, 2021 to approve the merger with AST & Science LLC, with overwhelming support including approval of the business combination agreement, Nasdaq listing, charter amendments, board elections, and employee compensation plans. The transaction was expected to close on or around April 6, 2021, with AST SpaceMobile's common stock and warrants beginning trading on Nasdaq under symbols ASTS and ASTW on April 7, 2021. Only 8,460 shares valued at less than $100,000 were redeemed in connection with the special meeting. | r/ASTS |
| 2021-03-26 | DEFA14A | New Providence Acquisition Corp. filed supplemental disclosures to its proxy statement regarding its proposed business combination with AST & Science LLC to create AST SpaceMobile, Inc., following three shareholder lawsuits and demand letters alleging incomplete disclosures. The company clarified ownership structure post-closing, noting existing AST equityholders would hold 94% voting power with $230 million in PIPE investment and no stockholder redemptions, while current NPA shareholders would hold 6% voting power. NPA denied the legal claims were meritorious but made the supplemental disclosures voluntarily to avoid litigation costs and delays, with the special stockholder meeting scheduled for April 1, 2021. | r/ASTS |
| 2021-03-26 | 8-K | New Providence Acquisition Corp. filed supplemental disclosures to its proxy statement ahead of an April 1, 2021 stockholder vote on its planned merger with AST & Science LLC to form AST SpaceMobile, Inc., voluntarily adding clarifications about ownership stakes to avoid litigation costs despite asserting the original disclosures were legally sufficient. Under the deal terms with $230 million in PIPE investment and no stockholder redemptions, existing AST equityholders would hold 94% of voting power while current NPA shareholders would hold 6% post-closing. The company faced three shareholder lawsuits and demand letters alleging incomplete disclosures in the preliminary proxy materials but denied the allegations had merit. | r/ASTS |
| 2021-03-18 | DEFA14A | New Providence Acquisition Corp. is soliciting stockholder votes for a proposed business combination with AST SpaceMobile, a space-based cellular broadband company, with voting scheduled for an April 1, 2021 virtual stockholder meeting and the company's board recommending approval of the merger and related proposals. New Providence raised $230 million in its September 2019 IPO and AST SpaceMobile aims to build the first space-based cellular network to operate with standard mobile devices to serve five billion mobile subscribers globally. The filing provides voting instructions and contact information for proxy solicitors while cautioning that forward-looking statements involve significant risks including potential failure to obtain stockholder approval, legal challenges, and inability to complete the combination or maintain Nasdaq listing. | r/ASTS |
| 2021-03-15 | DEFA14A | New Providence Acquisition Corp. scheduled a special stockholder meeting for April 1, 2021, to approve its business combination with AST SpaceMobile, a space-based cellular broadband company aiming to provide connectivity to underserved mobile subscribers globally. Stockholders previously approved extending the business combination deadline from March 15, 2021 to June 15, 2021, and upon closing, AST SpaceMobile's stock is expected to trade on NASDAQ under ticker symbol "ASTS." | r/ASTS |
| 2021-03-12 | DEFA14A | AST & Science announced it reached 1,000 patent claims covering its space-based cellular broadband network technology, with patents protecting satellite architecture, energy efficiency, deployment, and communication protocols across critical global jurisdictions. The company is proceeding with its planned merger with New Providence Acquisition Corp., a SPAC that raised $230 million in its September 2019 IPO, to become publicly listed as AST SpaceMobile on Nasdaq under ticker ASTS. AST aims to eliminate connectivity gaps for 5 billion mobile subscribers and bring broadband to approximately half the world's unconnected population through partnerships with major operators including Vodafone, Rakuten, and American Tower. | r/ASTS |
| 2021-03-12 | DEFM14A | New Providence Acquisition Corp., a blank check SPAC, merged with AST & Science LLC in a business combination that created AST SpaceMobile, Inc., with existing AST equityholders retaining approximately 94% of voting power through super-voting Class C shares while NPA stockholders received roughly 6% post-deal. The transaction was funded by approximately $462 million in gross proceeds from NPA's trust account and a $230 million private investment in public equity (PIPE) from third-party investors, with the combined entity to be listed on Nasdaq under ticker "ASTS." | r/ASTS |
| 2021-03-12 | 8-K | New Providence Acquisition Corp. held its annual stockholder meeting on March 12, 2021, with 68.6% voting participation, and shareholders approved all four proposals including the re-election of Timothy Gannon as director, ratification of Marcum LLP as independent auditor, an amendment to extend the business combination deadline, and authorization for meeting adjournment if needed. The Extension Amendment Proposal passed with 19.6 million votes in favor against 89,714 opposed, indicating strong shareholder support for extending the timeline to complete a merger transaction. | r/ASTS |
| 2021-03-11 | UPLOAD | Annual report to shareholders (PDF document). View the original document for full content. | r/ASTS |
| 2021-03-05 | CORRESP | New Providence Acquisition Corp. submitted revisions to the operating agreement and stockholders agreement for its merger with AST SpaceMobile in response to SEC staff comments, clarifying that cash redemption provisions are funded by specific offerings with net proceeds capped at redemption amounts, that any unfunded redemptions must settle in equity, and establishing that board nominees and the Redemption Election Committee approval process have enhanced governance requirements. The amendments address SEC concerns about cash limitation mechanics, redemption settlement procedures, and committee oversight in the SPAC merger structure. | r/ASTS |
| 2021-03-04 | DEFA14A | New Providence Acquisition Corp. is soliciting stockholder votes for a March 12, 2021 annual meeting to approve a charter extension that would delay the deadline for completing its business combination with AST SpaceMobile from March 15, 2021 to June 15, 2021, requiring approval from at least 65% of outstanding common shares. AST SpaceMobile is developing the first space-based cellular broadband network to provide mobile connectivity to underserved populations globally, having originated from New Providence's September 2019 initial public offering that raised $230 million. The filing emphasizes the importance of stockholder participation and provides contact information for proxy voting assistance, while cautioning that various risks could prevent the transaction from closing successfully. | r/ASTS |
| 2021-03-02 | PRER14A | New Providence Acquisition Corp. agreed to merge with AST & Science LLC in a deal that will create AST SpaceMobile, a satellite company providing cellular broadband to standard smartphones, with the combined entity raising approximately $462 million in gross proceeds including a $230 million PIPE investment. Following the transaction, existing AST equityholders will control roughly 94% of voting power while current NPA stockholders will hold approximately 6%, with AST founder Abel Avellan maintaining approximately 88% voting control through supervoting Class C shares and board chairmanship rights. The transaction is conditioned on stockholder approval and includes various governance agreements, a tax receivable arrangement where SpaceMobile pays 85% of tax savings to prior owners, and a public listing on Nasdaq under ticker "ASTS." | r/ASTS |
| 2021-03-02 | DEFA14A | AST SpaceMobile announced an expanded board of directors ahead of closing its merger with New Providence Acquisition Corp., adding senior executives from American Tower, Vodafone, Rakuten, and KKR to complement existing leadership. The company plans to build and launch 20 production satellites by early 2023 to provide cellular broadband service to equatorial regions covering 1.6 billion people, with Vodafone as a strategic technology partner. Upon closing, AST SpaceMobile will trade on Nasdaq under the ticker symbol ASTS and aims to eliminate connectivity gaps for the world's 5 billion mobile subscribers and bring broadband to approximately half the global population currently unconnected. | r/ASTS |
| 2021-03-01 | 10-K | New Providence Acquisition Corp., a blank-check company, entered into an equity purchase agreement in December 2020 to merge with AST & Science LLC, a satellite designer and manufacturer building a space-based cellular broadband network for direct mobile connectivity. The company had $232.2 million in its trust account as of December 31, 2020 and secured $230 million in private investment commitments from institutional investors to fund the transaction, with the combined entity to be renamed AST SpaceMobile, Inc. upon closing. | r/ASTS |
| 2021-02-26 | CORRESP | New Providence Acquisition Corp responded to SEC staff comments regarding its planned merger with AST SpaceMobile by clarifying governance provisions for the Redemption Election Committee, which will control how non-controlling interests are redeemed, and by adopting additional restrictions limiting any cash redemptions to proceeds from new equity offerings rather than existing company assets. The company modified its operating agreement to ensure that if the Redemption Election Committee cannot act within the required timeframe, redemptions must be settled in shares, and it emphasized that these structural protections allow non-controlling interests to be classified as permanent equity rather than temporary equity on the balance sheet. | r/ASTS |
| 2021-02-25 | UPLOAD | Annual report to shareholders (PDF document). View the original document for full content. | r/ASTS |
| 2021-02-16 | SC 13G/A | RP Investment Advisors LP and RP Select Opportunities Master Fund Ltd. filed an amendment on February 16, 2021 to report that they have ceased to beneficially own more than five percent of New Providence Acquisition Corp.'s Class A Common Stock as of December 31, 2020, reducing their ownership stake below the five percent reporting threshold. The filers stated the securities were not acquired or held for purposes of controlling the issuer and were held purely as investments. | r/ASTS |
| 2021-02-16 | 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. | r/ASTS |
| 2021-02-16 | PRER14A | New Providence Acquisition Corp., a blank check company, agreed to merge with AST & Science LLC in a deal that will create AST SpaceMobile, Inc., with the combined entity going public on Nasdaq under ticker "ASTS." The transaction values AST at approximately $462 million in gross proceeds (assuming no stockholder redemptions) and includes $230 million in committed private investment from PIPE investors, with existing AST founders retaining approximately 88% voting control through super-voting Class C shares while current NPA public shareholders will own roughly 6% post-closing. The deal requires NPA stockholder approval of seven proposals including charter amendments establishing the multi-class voting structure, and public shareholders retain redemption rights to exit before closing at approximately $10.09 per share based on September 2020 trust account balances. | r/ASTS |
| 2021-02-12 | SC 13G | Magnetar Financial and affiliated entities held 1,514,943 shares of New Providence Acquisition Corp. as of December 31, 2020, representing 6.59% ownership across multiple Magnetar investment funds. The shares were acquired in the ordinary course of business without intent to change or influence control of the issuer. | r/ASTS |
| 2021-02-12 | SC 13G/A | Karpus Investment Management filed an amended Schedule 13G on February 12, 2021, reporting that it has ceased to be a beneficial owner of more than five percent of New Providence Acquisition Corp.'s common stock, reducing its ownership to zero shares with no voting or dispositive power. The filing indicates this change occurred as of December 31, 2020, and Karpus certifies the securities were not held for purposes of controlling the issuer. | r/ASTS |
| 2021-02-12 | SC 13G/A | EJF Capital and affiliated entities, controlled by Emanuel J. Friedman, reported beneficial ownership of 2,548,575 shares of Class A Common Stock in New Providence Acquisition Corp., representing approximately 11.1% of the outstanding class as of December 31, 2020. The reporting group holds shared voting and dispositive power over these shares but acquired them without intent to change or influence control of the issuer. | r/ASTS |
| 2021-02-11 | DEF 14A | New Providence Acquisition Corp. sought stockholder approval to extend its deadline for completing a business combination with AST & Science LLC from March 15, 2021 to June 15, 2021, with approximately $232 million held in trust as of December 31, 2020. Public shareholders could redeem their shares at approximately $10.09 per share regardless of their vote on the extension, while the company warned that failure to complete a business combination by the extended deadline would trigger liquidation and return of trust funds to investors. | r/ASTS |
| 2021-02-11 | SC 13G/A | Barclays entities disclosed beneficial ownership of 976,924 shares representing approximately 3.38% of New Providence Acquisition Corp. (the SPAC that later became AST SpaceMobile) as of December 31, 2020, held across multiple Barclays subsidiaries with sole voting and dispositive power. The filing certifies that these securities were acquired in the ordinary course of business and were not acquired to influence control of the issuer. | r/ASTS |
| 2021-02-10 | UPLOAD | Annual report to shareholders (PDF document). View the original document for full content. | r/ASTS |