UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
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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)) |
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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 8.01 | Other Events. |
On June 5, 2024, Astra Space, Inc. issued a press release announcing that it has filed its definitive Information Statement pursuant to Section 14(c) of the Securities Exchange Act of 1934 describing its previously announced merger transaction.
A copy of the press release is filed as Exhibit 99.1 and incorporated by reference into this Item 8.01.
Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits
Exhibit |
Description | |
99.1 | Press Release dated June 5, 2024. | |
104 | Cover Page Interactive Data File (embedded within the inline XBRL document). |
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 hereunto duly authorized.
Astra Space, Inc. | ||||||
Date: June 5, 2024 | ||||||
By: | /s/ Axel Martinez | |||||
Name: | Axel Martinez | |||||
Title: | Chief Financial Officer |
Exhibit 99.1
Astra Space, Inc. Files Definitive Information Statement
Alameda, California June 5, 2024 Astra Space, Inc. (Astra or the Company) (Nasdaq: ASTR) announced today that it has filed its definitive Information Statement pursuant to Section 14(c) of the Securities Exchange Act of 1934 describing the Agreement and Plan of Merger (as amended or otherwise modified in accordance with its terms, the Merger Agreement, and such merger transaction, the Merger), dated as of March 7, 2024, by and among Apogee Parent Inc., a Delaware corporation (Parent), Apogee Merger Sub Inc., a Delaware corporation and a wholly owned subsidiary of Parent (Merger Sub), and the Company, a copy of which is attached to the Information Statement. If the Merger is completed, the Companys Class A common stock will be delisted from Nasdaq and deregistered under the Exchange Act. Stockholders are encouraged to carefully review the definitive Information Statement for important information about the Merger and how it may impact holders of the Companys Class A common stock.
About Astra Space, Inc.
Astras mission is to improve life on Earth from space by creating a healthier and more connected planet. Today, Astra offers one of the lowest cost-per-launch dedicated orbital launch services, and one of the industrys leading flight-proven electric propulsion systems for satellites, the Astra Spacecraft Engine. Visit astra.com to learn more about Astra.
Safe Harbor
Certain statements made in this press release are forward-looking statements. Forward-looking statements may be identified by the use of words such as anticipate, believe, expect, estimate, plan, outlook, and project and other similar expressions that predict or indicate future events or trends or that are not statements of historical matters. These forward-looking statements reflect the current analysis of existing information and are subject to various risks and uncertainties. As a result, caution must be exercised in relying on forward-looking statements. The following factors, among others, could cause actual results to differ materially from those described in these forward-looking statements: (i) our failure to meet projected development and delivery targets, including as a result of the decisions of governmental authorities or other third parties not within our control or delays associated with our move-in to our new production facility; (ii) changes in applicable laws or regulations; (iii) the ability of the Astra to meet its financial and strategic goals, due to, among other things, competition; (iv) the ability of Astra to pursue a growth strategy and manage growth profitability; (v) the possibility that Astra may be adversely affected by other economic, business, and/or competitive factors and (vi) other risks and uncertainties described discussed from time to time in other reports and other public filings with the Securities and Exchange Commission, including our registration statements, annual reports and quarterly reports.
Investor Contact:
investors@astra.com
Media Contact:
press@astra.com
Document and Entity Information |
Jun. 05, 2024 |
---|---|
Cover [Abstract] | |
Security Exchange Name | NASDAQ |
Amendment Flag | false |
Entity Central Index Key | 0001814329 |
Document Type | 8-K |
Document Period End Date | Jun. 05, 2024 |
Entity Registrant Name | Astra Space, Inc. |
Entity Incorporation State Country Code | DE |
Entity File Number | 001-39426 |
Entity Tax Identification Number | 85-1270303 |
Entity Address, Address Line One | 1900 Skyhawk Street |
Entity Address, City or Town | Alameda |
Entity Address, State or Province | CA |
Entity Address, Postal Zip Code | 94501 |
City Area Code | (866) |
Local Phone Number | 278-7217 |
Written Communications | false |
Soliciting Material | false |
Pre Commencement Tender Offer | false |
Pre Commencement Issuer Tender Offer | false |
Security 12b Title | Class A Common Stock, par value $0.0001 per share |
Trading Symbol | ASTR |
Entity Emerging Growth Company | false |
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