10-QPeriod: Q2 FY2020

AST SpaceMobile, Inc. Quarterly Report for Q2 Ended Jun 30, 2020

Filed August 13, 2020For Securities:ASTS

Summary

New Providence Acquisition Corp. (a Special Purpose Acquisition Company, or SPAC) is reporting its financial results for the quarter ended June 30, 2020. As of this date, the company had not yet completed a business combination and was in the process of identifying a target company. Its primary assets consist of cash held outside of a trust account and a significant amount invested in U.S. government treasury bills within the trust account, totaling over $232 million. The company generated minimal non-operating income from interest on its trust account investments and incurred formation and operating costs. The balance sheet reflects substantial funds in the trust account earmarked for a future business combination, with Class A common stock subject to possible redemption presented as temporary equity due to the redemption rights held by public stockholders. The company's financial condition indicates a need for further capital to fund its operations and the search for a target business. While it has over $232 million in its trust account, only a small portion is available for immediate working capital needs outside of the trust. Management has noted substantial doubt about the company's ability to continue as a going concern through its mandated business combination deadline of March 31, 2021, emphasizing the dependency on potential future financing or successful completion of a business combination. Investors should note that the company's operations are entirely dependent on identifying and successfully merging with another business.

Financial Statements
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Key Highlights

  • 1As of June 30, 2020, New Providence Acquisition Corp. (a SPAC) held $232,074,711 in a trust account invested in U.S. Treasury Bills and $399,260 in cash outside the trust account.
  • 2The company reported a net loss of $51,977 for the three months ended June 30, 2020, and a net income of $795,275 for the six months ended June 30, 2020. This income for the six-month period was primarily driven by interest income and unrealized gains on marketable securities in the trust account, rather than operational revenue.
  • 3The company has not yet identified or completed a business combination and has a deadline of March 31, 2021, to do so, raising substantial doubt about its ability to continue as a going concern.
  • 4Class A common stock subject to possible redemption is classified as temporary equity, amounting to $219,315,022 as of June 30, 2020, reflecting the redemption rights of public stockholders.
  • 5Total liabilities are minimal at $8,256,307, with the majority being a deferred underwriting fee payable of $8,050,000.
  • 6Operating costs for the three months ended June 30, 2020, were $153,931, and for the six months ended June 30, 2020, were $339,188.

Frequently Asked Questions

New Providence Acquisition Corp. is a Special Purpose Acquisition Company (SPAC), a shell company formed for the purpose of merging with an existing business. As of June 30, 2020, it had not yet completed its initial business combination and was actively seeking a target company.

The company's primary assets are the funds held in its trust account, which are invested in U.S. government treasury obligations, totaling over $232 million as of June 30, 2020. It also holds a smaller amount of cash outside the trust account for operational expenses. Its liabilities are minimal, with the largest item being a deferred underwriting fee payable of $8,050,000.

For the quarter ended June 30, 2020, New Providence Acquisition Corp. reported a net loss of $51,977. This loss was a result of operating costs and unrealized losses on marketable securities, partially offset by interest income. For the six months ended June 30, 2020, the company reported a net income of $795,275, primarily driven by interest income on its trust account investments rather than operational activities.

The company has a 'Combination Period' which extends to March 31, 2021. If it fails to complete a business combination by this date, it will cease operations, redeem 100% of its outstanding public shares at the per-share price in the trust account, and dissolve. The warrants would expire worthless in such a scenario.