AST SpaceMobile Announces Completion of Private Offering of $1.15 Billion of Convertible Senior Notes Due 2034

Strengthens balance sheet with over $3.8 billion in pro forma cash, cash equivalents, and restricted cash as of June 30, 2026

Structured efficiently with 1.625% interest rate and $149.20 effective conversion price with effective dilution of less than 2%

MIDLAND, Texas--(BUSINESS WIRE)--AST SpaceMobile, Inc. (“AST SpaceMobile”) (NASDAQ: ASTS), the company building the first and only space-based cellular broadband network accessible directly by everyday smartphones, designed for both commercial and government applications, today announced the closing of $1.0 billion aggregate principal amount of 1.625% convertible senior notes due 2034 (the “notes”), and the exercise in full of the initial purchasers’ option to purchase an additional $150.0 million principal amount of notes (the “option notes”). The settlement for the option notes is expected to occur on July 22, 2026, subject to customary closing conditions. As part of the transaction, AST SpaceMobile purchased a capped call hedge to increase the effective conversion price to $149.20 per share.

"This financing allows us to pursue an expanding universe of growth opportunities, continue vertical integration, and secure additional access to orbit for our space-based cellular network," said Scott Wisniewski, President of AST SpaceMobile.

Andy Johnson, Chief Financial Officer of AST SpaceMobile, added: "The notes have our lowest coupon ever at 1.625% and have an effective conversion price of $149.20 per share, well above our all-time high stock price, providing cost-efficient capital with effective dilution of less than 2%."

As a result of the related capped call transactions, dilution or cash obligations upon a conversion of the notes should be mitigated by the increase in the effective conversion price of the notes. AST SpaceMobile has the optionality to settle any conversions in cash, shares of its Class A common stock, or a combination of cash and shares to further influence potential dilution or cash obligations upon any future conversion of the notes.

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, designed for both commercial and government applications. Our engineers and space scientists are on a mission to enable 4G and 5G space-based cellular broadband to every device, everywhere, for today’s nearly 6 billion mobile subscribers globally.

Forward-Looking Statements

This communication contains “forward-looking statements” that are not historical facts, including statements regarding AST SpaceMobile’s plans for growth, potential future launch capacity and potential future strategic initiatives, the potential dilution or cash obligations relating to the conversion of the notes, the use of the net proceeds from the sale of the notes, the future settlement of the conversion of the notes, and the option granted to the initial purchasers of the notes. 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 are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements involve significant risks and uncertainties that could cause the actual results to differ materially from the expected results.

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 for the fiscal year ended December 31, 2025 filed with the SEC on March 2, 2026, its Form 10-Q for the fiscal quarter ended March 31, 2026 filed with the SEC on May 11, 2026 and the future reports that it may file from time to time with the SEC. 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.