Filings
564 filings found
| Date | Type | Summary | |
|---|---|---|---|
| 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 |
| 2021-02-04 | SC 13G/A | Millennium Management and affiliated entities reduced their beneficial ownership stake in New Providence Acquisition Corp. to 118,115 shares, representing 0.5% of the Class A Common Stock outstanding as of December 31, 2020, falling below the five percent threshold that triggers enhanced disclosure requirements. The ownership includes 39,200 shares of Class A Common Stock and 78,915 units, with each unit convertible into additional shares through warrant exercises upon completion of the company's initial business combination. | r/ASTS |
| 2021-01-27 | CORRESP | New Providence Acquisition Corp. responded to SEC staff comments on its preliminary proxy statement for a planned business combination with AST SpaceMobile, addressing disclosures about the combined company's controlled ownership structure, the Up-C structure giving founder Avellan majority voting control, and complex Class B and Class C share mechanics. The company revised financial projections to include material assumptions and clarified that AST has generated no revenues to date and does not expect SpaceMobile Service revenues until 2023, while also explaining the service will work with standard mobile phones without requiring device manufacturer agreements. Additionally, the company amended the AST operating agreement to establish an independent Redemption Election Committee to control how noncontrolling interests are settled, thereby classifying them as permanent rather than temporary equity. | r/ASTS |
| 2021-01-27 | PRER14A | New Providence Acquisition Corp. agreed to merge with AST & Science LLC, a satellite broadband company, in a deal that would create AST SpaceMobile, Inc. and result in NPA stockholders owning approximately 16% of the combined company while AST's existing equityholders would own 94%, with the transaction backed by $230 million in committed private investments and requiring NPA to maintain at least $250 million in cash and $5 million in tangible assets at closing. The merged company would operate as an umbrella partnership structure with AST holding substantially all operating assets, and would pursue a global direct mobile broadband network via low Earth orbit satellites accessible through standard smartphones, pending stockholder approval of seven proposals including the business combination, charter amendments, and incentive plans. | r/ASTS |
| 2021-01-26 | PRE 14A | New Providence Acquisition Corp. entered into an equity purchase agreement in December 2020 to merge with AST & Science LLC, a space communications company, but determined it lacked sufficient time to complete the transaction before its March 15, 2021 deadline. The company is seeking stockholder approval to extend the business combination deadline to June 15, 2021, with approximately $232 million held in trust and public shareholders entitled to redeem their shares at roughly $10.09 per share regardless of their vote. If the extension is not approved or the deal fails to close by the extended deadline, the company will liquidate and return the trust funds to public shareholders after winding down operations. | r/ASTS |
| 2021-01-25 | DEFA14A | New Providence Acquisition Corp. is seeking stockholder approval for a business combination with AST SpaceMobile, a satellite-based mobile wireless service provider that has secured major partnerships including a binding agreement with Vodafone covering 24 markets with a 50/50 revenue share arrangement, and a memorandum of understanding with AT&T to deploy 168 satellites across the continental United States, Hawaii, Puerto Rico, and Mexico. The filing outlines AST's strategy to provide satellite-based mobile coverage through these partnerships while noting significant risks and uncertainties surrounding completion of the business combination, regulatory approvals, and the company's ability to execute its satellite deployment and commercialization plans. | r/ASTS |
| 2021-01-19 | UPLOAD | Annual report to shareholders (PDF document). View the original document for full content. | r/ASTS |