false000178031200017803122024-08-142024-08-140001780312asts:ClassCommonStockParValue00001PerShareMember2024-08-142024-08-140001780312asts:WarrantsExercisableForOneShareOfClassCommonStockAtExercisePriceOf11.50Member2024-08-142024-08-14
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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Date of Report (Date of earliest event reported): August 14, 2024 |
AST SpaceMobile, Inc.
(Exact name of Registrant as Specified in Its Charter)
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Delaware |
001-39040 |
84-2027232 |
(State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
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Midland Intl. Air & Space Port 2901 Enterprise Lane |
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Midland, Texas |
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79706 |
(Address of Principal Executive Offices) |
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(Zip Code) |
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Registrant’s Telephone Number, Including Area Code: (432) 276-3966 |
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
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Title of each class
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Trading Symbol(s) |
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Name of each exchange on which registered
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Class A common stock, par value $0.0001 per share |
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ASTS |
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The Nasdaq Stock Market LLC |
Warrants exercisable for one share of Class A common stock at an exercise price of $11.50 |
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ASTSW |
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The Nasdaq Stock Market LLC |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth company ☒
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02. Results of Operations and Financial Condition.
On August 14, 2024, AST SpaceMobile, Inc. (“AST SpaceMobile” or the “Company”) issued a press release announcing financial results for the three and six months ended June 30, 2024. A copy of the press release is attached hereto as Exhibit 99.1.
The information included in this Item 2.02 and in Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (“Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as expressly set forth by specific reference in such a filing.
Item 7.01. Regulation FD Disclosure.
AST SpaceMobile is also furnishing a Second Quarter Business Update, dated August 14, 2024 (the “Presentation”), attached as Exhibit 99.2 to this Current Report on Form 8-K, which may be referred to on the Company’s second quarter 2024 conference call to be held on August 14, 2024. The Presentation will also be available on the Company’s website at www.ast-science.com.
The information included in this Item 7.01 and in Exhibit 99.2 shall not be deemed “filed” for purposes of Section 18 of the Exchange Act or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as expressly set forth by specific reference in such a filing.
Item 9.01 Financial Statements and Exhibits.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
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AST SpaceMobile, Inc. |
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Date: |
August 14, 2024 |
By: |
/s/ Andrew M. Johnson |
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Name: Andrew M. Johnson Title: Chief Financial Officer and Chief Legal Officer |
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PRESS RELEASE |
EXHIBIT 99.1 |
AST SpaceMobile Provides Business Update and Second Quarter 2024 Results
MIDLAND, TX, August 14, 2024 – AST SpaceMobile, Inc. (“AST SpaceMobile”) (NASDAQ: ASTS), the company building the first and only space-based cellular broadband network accessible directly by everyday smartphones, and designed for both commercial and government applications, is providing its business update for the second quarter ended June 30, 2024.
“We stand at a pivotal moment for AST SpaceMobile,” said Abel Avellan, Founder, Chairman and CEO of AST SpaceMobile. “The arrival of our first five commercial satellites at the launch site marks the culmination of years of relentless innovation and perseverance, in partnership with industry leaders like AT&T, Google, Verizon, Vodafone, and Rakuten, among others. The upcoming orbital launch is a significant step toward fulfilling our mission to eliminate dead zones and empower communities worldwide with space-based cellular broadband connectivity.”
Business Update
•First 5 commercial satellites on target for dedicated orbital launch in first half of September, each the largest-ever communications arrays to be deployed commercially in low Earth orbit
oFinal assembly and environmental testing completed successfully at AST SpaceMobile manufacturing facilities in Texas
oSatellites are now at Cape Canaveral preparing for launch vehicle integration ahead of a confirmed launch date
oSecured FCC approval with initial license for launch of first 5 commercial satellites
•Expanded the AST SpaceMobile commercial ecosystem, adding Verizon as strategic investor and customer, joining AT&T in the U.S.
oStrategic investment by Verizon brings $100 million financial commitment, including $65 million of commercial prepayments and $35 million of convertible notes
oAlong with AT&T, which signed a definitive commercial agreement in May, enables nationwide ~100% geographical coverage target of the continental U.S. on premium 850 MHZ low-band spectrum
oContinue to advance discussions with additional strategic partners, following the blueprint of commercial prepayments alongside commercial agreements
•First 5 commercial satellites capable of U.S. nationwide non-continuous service with 5,600+ cells in premium low-band spectrum
oExpect initial nationwide, non-continuous service to be available with AT&T and Verizon beta test users following in-orbit service activation over the coming months
oCoverage and service to increase as satellite constellation is expanded with Block 2 satellites
•ASIC chip tape-out phase completed with TSMC, expected to support up to 10x improvement of processing bandwidth per satellite
oAST5000 ASIC is a novel, custom and low-power architecture developed over five years and approximately $45 million of development cost
•Initial Block 2 BlueBird planning and production of 17 satellites underway at AST SpaceMobile manufacturing facilities in Texas
oApproximately 95% vertically integrated for manufacturing of satellite components and subsystems, for which we own or license the IP and control the manufacturing process
•Expanded U.S. Government relationship with initial in-orbit testing and additional early-stage contract awards to one of our prime contractors
oSuccessful initial in-orbit and ground tests for non-communications applications, reflected in completed contractual milestones and revenue
oAdditional U.S. Government contract awards in recent months, with outlook for additional and larger sized contract awards
Second Quarter 2024 Financial Highlights
•As of June 30, 2024, we had cash, cash equivalents, and restricted cash of $287.6 million. We have additional liquidity of $51.5 million in gross proceeds available to draw under the Senior Secured Credit Facility, subject to certain conditions and approvals
•Total operating expenses for the second quarter of 2024 were $63.9 million, including $29.3 million of depreciation and amortization and stock-based compensation expense. This represents an increase of $7.9 million as compared to $56.0 million in the first quarter of 2024, due to a $5.6 million increase in general and administrative costs, a $1.7 million increase in engineering services costs, a $0.4 million increase in depreciation and amortization expense, and a $0.2 million increase in research and development costs
•Total Adjusted operating expenses for the second quarter of 2024 were $34.6 million, an increase of $3.5 million as compared to $31.1 million in the first quarter of 2024, due to a $2.0 million increase in Adjusted general and administrative costs, a $1.3 million increase in Adjusted engineering services costs and a $0.2 million increase in research and development costs(1)
•As of June 30, 2024, we have incurred approximately $347.5 million of gross capitalized property and equipment costs and accumulated depreciation and amortization of $99.3 million. The capitalized costs include costs of satellite materials for BlueBird satellites, advance launch payments, BlueWalker 3 satellite, assembly and integration facilities including assembly and test equipment, and ground antennas
(1) See reconciliation of Adjusted operating expenses to Total operating expenses, Adjusted engineering services costs to Engineering services costs and Adjusted general and administrative costs to General and administrative costs in the tables accompanying this press release.
Non-GAAP Financial Measures
We refer to certain non-GAAP financial measures in this press release, including Adjusted operating expenses, Adjusted engineering services costs and Adjusted general and administrative costs. We believe these non-GAAP financial measures are useful measures across time in evaluating our operating performance as we use these measures to manage the business, including in preparing our annual operating budget and financial projections. These non-GAAP financial measures that have no standardized meaning prescribed by U.S. GAAP, and therefore have limits in their usefulness to investors. Because of the non-standardized definitions, these measures may not be comparable to the calculation of similar measures of other companies and are presented solely to provide investors with useful information to more fully understand how management assesses performance. These measures are not, and should not be viewed as, a substitute for their most directly comparable GAAP measures. Reconciliation of non-GAAP financial measures and the most directly comparable GAAP financial measures are included in the tables accompanying this press release.
Conference Call Information
AST SpaceMobile will hold a quarterly business update conference call at 5:00 p.m. (Eastern Time) on Wednesday, August 14, 2024. The call will be accessible via a live webcast on the Events page of AST SpaceMobile’s Investor Relations website at https://ast-science.com/investors/. An archive of the webcast will be available shortly after the call.
About AST SpaceMobile
AST SpaceMobile is building the first and only global cellular broadband network in space to operate directly with standard, unmodified mobile devices based on our extensive IP and patent portfolio, and designed for both commercial and government applications. Our 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. For more information, follow AST SpaceMobile on YouTube, X (Formerly Twitter), LinkedIn and Facebook. Watch this video for an overview of the SpaceMobile mission.
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,” “would,” “potential,” “projects,” “predicts,” “continue,” or “should,” or, in each case, their negative or other variations or comparable terminology. 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 could 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 of the launch of the Block 1 Bluebird 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 SpaceMobile’s ability to invest in growth initiatives; (ii) the negotiation of definitive agreements with mobile network operators relating to the SpaceMobile Service that would supersede preliminary agreements and memoranda of understanding and the ability to enter into commercial agreements with other parties or government entities; (iii) the ability of AST SpaceMobile to grow and manage growth profitably and retain its key employees and AST SpaceMobile’s responses to actions of its competitors and its ability to effectively compete; (iv) changes in applicable laws or regulations; (v) the possibility that AST SpaceMobile may be adversely affected by other economic, business, and/or competitive factors; (vi) the outcome of any legal proceedings that may be instituted against AST SpaceMobile; and (vii) other risks and uncertainties indicated in the Company’s filings with the Securities and Exchange Commission (SEC), including those in the Risk Factors section of AST SpaceMobile’s Form 10-K filed with the SEC on April 1, 2024.
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 in AST SpaceMobile’s Form 10-K filed with the SEC on April 1, 2024. 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:
Scott Wisniewski
investors@ast-science.com
Media Contact:
Allison
Eva Murphy Ryan
917-547-7289
ASTSpaceMobile@allisonpr.com
Second Quarter Financial Results
AST SPACEMOBILE, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)
(Dollars in thousands, except share data)
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As of |
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June 30, 2024 |
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December 31, 2023 |
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ASSETS |
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Current assets: |
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Cash and cash equivalents |
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$ |
285,085 |
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$ |
85,622 |
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Restricted cash |
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2,482 |
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2,475 |
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Prepaid expenses |
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7,359 |
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4,591 |
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Other current assets |
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20,233 |
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14,194 |
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Total current assets |
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315,159 |
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106,882 |
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Non-current assets: |
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Property and equipment, net |
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248,162 |
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238,478 |
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Operating lease right-of-use assets, net |
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12,344 |
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13,221 |
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Other non-current assets |
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3,972 |
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2,311 |
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TOTAL ASSETS |
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$ |
579,637 |
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$ |
360,892 |
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LIABILITIES AND STOCKHOLDERS' EQUITY |
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Current liabilities: |
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Accounts payable |
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$ |
12,175 |
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$ |
20,575 |
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Accrued expenses and other current liabilities |
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13,653 |
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23,926 |
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Contract liabilities |
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21,780 |
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- |
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Current operating lease liabilities |
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1,517 |
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1,468 |
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Current portion of long-term debt |
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258 |
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252 |
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Total current liabilities |
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49,383 |
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46,221 |
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Non-current liabilities: |
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Warrant liabilities |
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77,886 |
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29,960 |
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Non-current operating lease liabilities |
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10,952 |
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11,900 |
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Long-term debt, net |
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199,546 |
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59,252 |
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Total liabilities |
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337,767 |
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147,333 |
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Commitments and contingencies |
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Stockholders' Equity: |
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Class A Common Stock, $.0001 par value; 800,000,000 shares authorized; 148,751,110 and 90,161,309 shares issued and outstanding as of June 30, 2024 and December 31, 2023, respectively. |
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15 |
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9 |
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Class B Common Stock, $.0001 par value; 200,000,000 shares authorized; 39,747,447 and 50,041,757 shares issued and outstanding as of June 30, 2024 and December 31, 2023, respectively. |
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4 |
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5 |
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Class C Common Stock, $.0001 par value; 125,000,000 shares authorized; 78,163,078 shares issued and outstanding as of June 30, 2024 and December 31, 2023, respectively. |
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8 |
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8 |
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Additional paid-in capital |
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427,096 |
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288,404 |
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Accumulated other comprehensive income |
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52 |
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227 |
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Accumulated deficit |
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(281,942 |
) |
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(189,662 |
) |
Noncontrolling interest |
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96,637 |
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114,568 |
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Total stockholders' equity |
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241,870 |
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213,559 |
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TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY |
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$ |
579,637 |
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$ |
360,892 |
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AST SPACEMOBILE, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
(Dollars in thousands, except share and per share data)
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For the Three Months Ended June 30, |
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For the Six Months Ended June 30, |
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2024 |
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2023 |
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2024 |
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2023 |
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Revenues |
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$ |
900 |
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$ |
- |
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$ |
1,400 |
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$ |
- |
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Operating expenses: |
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Engineering services costs |
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21,202 |
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22,813 |
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40,719 |
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39,296 |
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General and administrative costs |
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17,839 |
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10,221 |
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30,126 |
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20,078 |
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Research and development costs |
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4,460 |
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10,921 |
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8,711 |
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27,302 |
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Depreciation and amortization |
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20,392 |
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14,115 |
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40,336 |
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15,848 |
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Total operating expenses |
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63,893 |
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58,070 |
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119,892 |
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102,524 |
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Other income (expense): |
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(Loss) gain on remeasurement of warrant liabilities |
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(66,140 |
) |
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6,475 |
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(47,926 |
) |
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13,973 |
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Interest (expense) income, net |
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(2,238 |
) |
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1,724 |
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(4,460 |
) |
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3,816 |
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Other income (expense), net |
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252 |
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(507 |
) |
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250 |
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(10,743 |
) |
Total other income (expense), net |
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(68,126 |
) |
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7,692 |
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(52,136 |
) |
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7,046 |
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Loss before income tax (expense) benefit |
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(131,119 |
) |
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(50,378 |
) |
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(170,628 |
) |
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(95,478 |
) |
Income tax (expense) benefit |
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(231 |
) |
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|
789 |
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(526 |
) |
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|
673 |
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Net loss before allocation to noncontrolling interest |
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(131,350 |
) |
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(49,589 |
) |
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(171,154 |
) |
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(94,805 |
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Net loss attributable to noncontrolling interest |
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(58,800 |
) |
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(31,181 |
) |
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|
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(78,874 |
) |
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|
(60,079 |
) |
Net loss attributable to common stockholders |
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$ |
(72,550 |
) |
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$ |
(18,408 |
) |
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$ |
(92,280 |
) |
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$ |
(34,726 |
) |
Net loss per share attributable to holders of Class A Common Stock |
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Basic and diluted |
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$ |
(0.51 |
) |
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$ |
(0.24 |
) |
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|
$ |
(0.70 |
) |
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$ |
(0.47 |
) |
Weighted-average shares of Class A Common Stock outstanding |
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Basic and diluted |
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141,185,500 |
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75,640,650 |
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|
|
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131,316,319 |
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73,753,412 |
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AST SPACEMOBILE, INC.
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (UNAUDITED)
(Dollars in thousands)
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For the Three Months Ended June 30, |
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For the Six Months Ended June 30, |
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2024 |
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2023 |
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2024 |
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2023 |
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Net loss before allocation to noncontrolling interest |
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$ |
(131,350 |
) |
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$ |
(49,589 |
) |
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$ |
(171,154 |
) |
|
$ |
(94,805 |
) |
Other comprehensive loss |
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Foreign currency translation adjustments |
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|
(123 |
) |
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(40 |
) |
|
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(339 |
) |
|
|
(168 |
) |
Total other comprehensive loss |
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(123 |
) |
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(40 |
) |
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(339 |
) |
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|
(168 |
) |
Total comprehensive loss before allocation to noncontrolling interest |
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|
(131,473 |
) |
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|
(49,629 |
) |
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|
(171,493 |
) |
|
|
(94,973 |
) |
Comprehensive loss attributable to noncontrolling interest |
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(58,854 |
) |
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|
(31,196 |
) |
|
|
(79,038 |
) |
|
|
(60,176 |
) |
Comprehensive loss attributable to common stockholders |
|
$ |
(72,619 |
) |
|
$ |
(18,433 |
) |
|
$ |
(92,455 |
) |
|
$ |
(34,797 |
) |
AST SPACEMOBILE, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
(Dollars in thousands)
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|
|
|
|
|
|
|
|
|
|
|
For the Six Months Ended June 30, |
|
|
|
|
2024 |
|
|
2023 |
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|
|
|
|
|
|
|
|
Cash flows from operating activities: |
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|
|
|
|
|
|
Net loss before allocation to noncontrolling interest |
|
|
$ |
(171,154 |
) |
|
$ |
(94,805 |
) |
Adjustments to reconcile net loss before noncontrolling interest to cash used in operating activities: |
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|
|
|
|
|
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Depreciation and amortization |
|
|
|
40,336 |
|
|
|
15,848 |
|
Amortization of debt issuance costs |
|
|
|
1,901 |
|
|
|
- |
|
Loss on disposal of property and equipment |
|
|
|
2,221 |
|
|
|
- |
|
Loss (gain) on remeasurement of warrant liabilities |
|
|
|
47,926 |
|
|
|
(13,973 |
) |
Stock-based compensation |
|
|
|
13,807 |
|
|
|
8,006 |
|
Paid-in-kind ("PIK") interest expense |
|
|
|
2,959 |
|
|
|
- |
|
Changes in operating assets and liabilities: |
|
|
|
|
|
|
|
Prepaid expenses and other current assets |
|
|
|
(10,128 |
) |
|
|
(15,547 |
) |
Accounts payable and accrued expenses |
|
|
|
(14,873 |
) |
|
|
(4,112 |
) |
Operating lease right-of-use assets and operating lease liabilities |
|
|
|
(21 |
) |
|
|
35 |
|
Contract liabilities |
|
|
|
21,780 |
|
|
|
- |
|
Other assets and liabilities |
|
|
|
972 |
|
|
|
16,559 |
|
Net cash used in operating activities |
|
|
|
(64,274 |
) |
|
|
(87,989 |
) |
|
|
|
|
|
|
|
|
Cash flows from investing activities: |
|
|
|
|
|
|
|
Purchase of property and equipment |
|
|
|
(61,770 |
) |
|
|
(22,972 |
) |
Net cash used in investing activities |
|
|
|
(61,770 |
) |
|
|
(22,972 |
) |
|
|
|
|
|
|
|
|
Cash flows from financing activities: |
|
|
|
|
|
|
|
Proceeds from debt |
|
|
|
145,000 |
|
|
|
- |
|
Repayments of debt |
|
|
|
(124 |
) |
|
|
(120 |
) |
Payments for debt issuance costs |
|
|
|
(5,162 |
) |
|
|
- |
|
Proceeds from issuance of common stock |
|
|
|
189,921 |
|
|
|
64,284 |
|
Payments for equity issuance costs |
|
|
|
(2,757 |
) |
|
|
(717 |
) |
Issuance of equity under employee stock plan |
|
|
|
105 |
|
|
|
180 |
|
Employee taxes paid for stock-based compensation awards |
|
|
|
(1,240 |
) |
|
|
- |
|
Net cash provided by financing activities |
|
|
|
325,743 |
|
|
|
63,627 |
|
|
|
|
|
|
|
|
|
Effect of exchange rate changes on cash, cash equivalents and restricted cash |
|
|
|
(229 |
) |
|
|
(451 |
) |
|
|
|
|
|
|
|
|
Net increase (decrease) in cash, cash equivalents and restricted cash |
|
|
|
199,470 |
|
|
|
(47,785 |
) |
Cash, cash equivalents and restricted cash, beginning of period |
|
|
|
88,097 |
|
|
|
239,256 |
|
Cash, cash equivalents and restricted cash, end of period |
|
|
$ |
287,567 |
|
|
$ |
191,471 |
|
|
|
|
|
|
|
|
|
Supplemental disclosure of cash flow information: |
|
|
|
|
|
|
|
Non-cash activities: |
|
|
|
|
|
|
|
Right-of-use assets obtained in exchange for operating lease liabilities |
|
|
$ |
- |
|
|
$ |
6,510 |
|
Non-cash investing and financing activities: |
|
|
|
|
|
|
|
Purchases of property and equipment in accounts payable and accrued expenses |
|
|
$ |
8,073 |
|
|
$ |
852 |
|
PIK interest paid through issuance of PIK notes |
|
|
|
2,959 |
|
|
|
- |
|
Cash paid for: |
|
|
|
|
|
|
|
Interest |
|
|
$ |
4,422 |
|
|
$ |
105 |
|
Income taxes, net |
|
|
|
902 |
|
|
|
370 |
|
AST SPACEMOBILE, INC.
RECONCILIATION OF GAAP REPORTED TO NON-GAAP ADJUSTED MEASURES (UNAUDITED)
(Dollars in thousands)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the Three Months Ended June 30, 2024 |
|
|
|
GAAP Reported |
|
|
Stock-Based Compensation Expense |
|
|
Adjusted |
|
|
|
|
|
|
|
|
|
|
|
Engineering services costs |
|
$ |
21,202 |
|
|
$ |
(2,032 |
) |
|
$ |
19,170 |
|
General and administrative costs |
|
|
17,839 |
|
|
|
(6,842 |
) |
|
|
10,997 |
|
Research and development costs |
|
|
4,460 |
|
|
|
- |
|
|
|
4,460 |
|
Depreciation and amortization |
|
|
20,392 |
|
|
|
- |
|
|
|
20,392 |
|
Total operating expenses |
|
$ |
63,893 |
|
|
$ |
(8,874 |
) |
|
$ |
55,019 |
|
Less: Depreciation and amortization |
|
|
|
|
|
|
|
|
(20,392 |
) |
Adjusted operating expenses |
|
|
|
|
|
|
|
$ |
34,627 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the Three Months Ended March 31, 2024 |
|
|
|
GAAP Reported |
|
|
Stock-Based Compensation Expense |
|
|
Adjusted |
|
Engineering services costs |
|
$ |
19,511 |
|
|
$ |
(1,607 |
) |
|
$ |
17,904 |
|
General and administrative costs |
|
|
12,287 |
|
|
|
(3,326 |
) |
|
|
8,961 |
|
Research and development costs |
|
|
4,257 |
|
|
|
- |
|
|
|
4,257 |
|
Depreciation and amortization |
|
|
19,945 |
|
|
|
- |
|
|
|
19,945 |
|
Total operating expenses |
|
$ |
56,000 |
|
|
$ |
(4,933 |
) |
|
$ |
51,067 |
|
Less: Depreciation and amortization |
|
|
|
|
|
|
|
|
(19,945 |
) |
Adjusted operating expenses |
|
|
|
|
|
|
|
$ |
31,122 |
|
Adjusted operating expenses, Adjusted engineering services costs and Adjusted general and administrative costs are alternative financial measures used by management to evaluate our operating performance as a supplement to our most directly comparable U.S. GAAP financial measure. We define Adjusted operating expense as Total operating expenses adjusted to exclude amounts of stock-based compensation expense and depreciation and amortization expense and define Adjusted engineering services costs and Adjusted general and administrative costs as engineering services costs and general and administrative costs adjusted to exclude stock-based compensation expenses.
We believe Adjusted operating expenses, Adjusted engineering services costs and Adjusted general and administrative costs are useful measures across time in evaluating our operating performance as we use these measures to manage the business, including in preparing our annual operating budget and financial projections. Adjusted operating expenses, Adjusted engineering services costs, and Adjusted general and administrative costs are non-GAAP financial measures that have no standardized meaning prescribed by U.S. GAAP, and therefore have limits in their usefulness to investors. Because of the non-standardized definitions, these measures may not be comparable to the calculation of similar measures of other companies and are presented solely to provide investors with useful information to more fully understand how management assesses performance. These measures are not, and should not be viewed as, a substitute for their most directly comparable GAAP measure of Total operating expenses, Engineering services costs and General and administrative costs.
![Slide 1 Slide 1](https://www.sec.gov/Archives/edgar/data/1780312/000095017024097095/asts-ex99_2s1.jpg)
Transforming howthe world connects Business Update – Second Quarter 2024 August 14, 2024 NASDAQ: ASTS
![Slide 2 Slide 2](https://www.sec.gov/Archives/edgar/data/1780312/000095017024097095/asts-ex99_2s2.jpg)
ast-science.com Forward Looking Statements The information in this presentation and the oral statements made in connection therewith includes “forward-looking statements” for the purposes of federal securities laws 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 in this presentation and the oral statements made in connection therewith regarding AST SpaceMobile, Inc.’s, collectively with its subsidiaries (“SpaceMobile” or the “Company”), financial position, business strategy and the plans and objectives of management for future operations, 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. A number of factors could cause actual events, performance or results to differ materially from the events, performance and results discussed in the forward-looking statements. 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 contained in AST SpaceMobile’s Annual Report on Form 10-K, filed with the SEC on April 1, 2024. The Company’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, the Company disclaims any intention or obligation to update or revise any forward-looking statements whether as a result of new information, future events or otherwise. Use of Non-GAAP Financial Measures Adjusted operating expense is an alternative financial measure used by management to evaluate our operating performance as a supplement to our most directly comparable U.S. GAAP financial measure. We define Adjusted operating expense as Total operating expenses adjusted to exclude amounts of stock-based compensation expense and depreciation and amortization expense. We believe Adjusted operating expenses is a useful measure across time in evaluating the Company's operating performance as we use Adjusted operating expenses to manage the business, including in preparing our annual operating budget and financial projections. Adjusted operating expense is a non-GAAP financial measure that has no standardized meaning prescribed by U.S. GAAP, and therefore has limits in its usefulness to investors. Because of the non-standardized definition, it may not be comparable to the calculation of similar measures of other companies and are presented solely to provide investors with useful information to more fully understand how management assesses performance. This measure is not, and should not be viewed as, a substitute for its most directly comparable GAAP measure of Total operating expenses. Industry and Market Data This presentation includes market data and other statistical information from sources believed to be reliable, including independent industry publications, governmental publications or other published independent sources. Although AST SpaceMobile believes these sources are reliable, we have not independently verified the information and cannot guarantee its accuracy and completeness. Trademarks and Trade Names AST SpaceMobile owns or has rights to various trademarks, service marks and trade names that they use in connection with the operation of their respective businesses. This presentation also contains trademarks, service marks and trade names of third parties, which are the property of their respective owners. The use or display of third parties’ trademarks, service marks, trade names or products in this presentation is not intended to, and does not imply, a relationship with AST SpaceMobile, or an endorsement or sponsorship by or of AST SpaceMobile. Solely for convenience, the trademarks, service marks and trade names referred to in this presentation may appear without the ®, TM or SM symbols, but such references are not intended to indicate, in any way, that AST SpaceMobile will not assert, to the fullest extent under applicable law, their rights or the right of the applicable licensor to these trademarks, service marks and trade names.
![Slide 3 Slide 3](https://www.sec.gov/Archives/edgar/data/1780312/000095017024097095/asts-ex99_2s3.jpg)
Building the first and only space-based cellular broadband network
![Slide 4 Slide 4](https://www.sec.gov/Archives/edgar/data/1780312/000095017024097095/asts-ex99_2s4.jpg)
Key highlights First 5 commercial satellites on target for dedicated orbital launch in first half of September, each the largest-ever communications arrays to be deployed commercially in low Earth orbit Expanded the AST SpaceMobile commercial ecosystem, adding Verizon as strategic investor and customer, joining AT&T in the U.S. First 5 commercial satellites capable of U.S. nationwide non-continuous service with 5,600+ cells in premium low-band spectrum ASIC chip tape-out phase completed with TSMC, expected to support up to 10x improvement of processing bandwidth per satellite Initial Block 2 BlueBird planning and production of 17 satellites underway at AST SpaceMobile manufacturing facilities in Texas Expanded U.S. Government relationship with initial in-orbit testing and additional early-stage contract awards to one of our prime contractors Verizon joins as strategic investor and customer in May First 5 commercial satellites after completion of final assembly and environmental testing Satellites arriving at Cape Canaveral ahead of orbital launch Definitive agreement with AT&T signed in May
![Slide 5 Slide 5](https://www.sec.gov/Archives/edgar/data/1780312/000095017024097095/asts-ex99_2s5.jpg)
Micron production ControlSat TVAC testing ControlSat production Solar panel production Preparing for testing Final assembly and environmental testing of first 5 commercial satellites completed successfully Final micron stack, BlueBird 5 Final assembly
![Slide 6 Slide 6](https://www.sec.gov/Archives/edgar/data/1780312/000095017024097095/asts-ex99_2s6.jpg)
First 5 commercial satellites on target for dedicated orbital launch in first half of September
![Slide 7 Slide 7](https://www.sec.gov/Archives/edgar/data/1780312/000095017024097095/asts-ex99_2s7.jpg)
Initial Block 2 BlueBird planning and production of 17 satellites underway
![Slide 8 Slide 8](https://www.sec.gov/Archives/edgar/data/1780312/000095017024097095/asts-ex99_2s8.jpg)
5,600+ Cells Target ~100% Geographical Coverage ~70% US Mobile Users 850 MHz Premium Spectrum 8
![Slide 9 Slide 9](https://www.sec.gov/Archives/edgar/data/1780312/000095017024097095/asts-ex99_2s9.jpg)
Operating andcapital metrics Adj. Operating Expenses 1 Liquidity 3 $mm $mm Non-GAAP. See appendix for a reconciliation. Adjusted operating expenses is equal to total operating expense less non-cash operating expense such as depreciation and amortization and stock based-compensation expense. Depreciation and amortization for the three months ended June 30, 2024 and March 31, 2024 was $20.4 million and $19.9 million, respectively. Stock-based compensation for the three months ended June 30, 2024 and March 31, 2024 consisted of $2.0 million and $1.6 million of engineering services costs and $6.8 million and $3.3 million of general and administrative costs, respectively. Gross property and equipment as of June 30, 2024, March 31, 2024 and December 31, 2023 was $347.5 million, $326.3 million , $299.7 million, respectively. Accumulated depreciation and amortization as of June 30, 2024, March 31, 2024 and December 31, 2023 was $99.3 million, $81.1 million, and $61.2 million, respectively. Cash Position as of June 30, 2024 and March 31, 2024, respectively, includes $2.5 million of restricted cash. Capital Expenditures 2 $mm Additional liquidity of $51.5 million in gross proceeds available to draw under the Senior Secured Credit Facility, subject to certain conditions and approvals $51.5
![Slide 10 Slide 10](https://www.sec.gov/Archives/edgar/data/1780312/000095017024097095/asts-ex99_2s10.jpg)
[x]
![Slide 11 Slide 11](https://www.sec.gov/Archives/edgar/data/1780312/000095017024097095/asts-ex99_2s11.jpg)
Appendix
![Slide 12 Slide 12](https://www.sec.gov/Archives/edgar/data/1780312/000095017024097095/asts-ex99_2s12.jpg)
Reconciliation to non-GAAP measures –adj. operating expenses Adj. operating expenses – 6 months ended ($ in thousands) June 30, ’24 Mar 31, ’24 June 30, ’23 Engineering services costs 21,202 19,511 22,813 General and administrative costs 17,839 12,287 10,221 Research and development costs 4,460 4,257 10,921 Depreciation and amortization 20,392 19,945 14,115 Total operating expenses 63,893 56,000 58,070 Less: Depreciation and amortization (20,392) (19,945) (14,115) Less: Stock-based compensation expense 1 (8,874) (4,933) (5,532) Total adj. operating expenses 34,627 31,122 38,423 Stock-based compensation for the three months ended June 30, 2024, March 31, 2024, and June 30, 2023 consisted of $2.0 million, $1.6 million, and $4.5 million of engineering services costs and $6.8 million, $3.3 million, and $1.1 million of general and administrative costs, respectively. Stock-based compensation for the six months ended June 30, 2024 and 2023 consisted of $3.6 million and $5.9 million of engineering services costs and $10.2 million and $2.2 million of general and administrative costs, respectively. ($ in thousands) June 30, ’24 June 30, ’23 Engineering services costs 40,719 39,296 General and administrative costs 30,126 20,078 Research and development costs 8,711 27,302 Depreciation and amortization 40,336 15,848 Total operating expenses 119,892 102,524 Less: Depreciation and amortization (40,336) (15,848) Less: Stock-based compensation expense 2 (13,807) (8,006) Total adj. operating expenses 65,749 78,670 Adj. operating expenses – 3 months ended
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Aug. 14, 2024 |
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AST SpaceMobile (NASDAQ:ASTS)
過去 株価チャート
から 7 2024 まで 8 2024
AST SpaceMobile (NASDAQ:ASTS)
過去 株価チャート
から 8 2023 まで 8 2024