0001123292-21-000627.txt : 20210416
0001123292-21-000627.hdr.sgml : 20210416
20210416214019
ACCESSION NUMBER: 0001123292-21-000627
CONFORMED SUBMISSION TYPE: 3
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20210406
FILED AS OF DATE: 20210416
DATE AS OF CHANGE: 20210416
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: VODAFONE GROUP PUBLIC LTD CO
CENTRAL INDEX KEY: 0000839923
STANDARD INDUSTRIAL CLASSIFICATION: RADIO TELEPHONE COMMUNICATIONS [4812]
FISCAL YEAR END: 0331
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39040
FILM NUMBER: 21832922
BUSINESS ADDRESS:
STREET 1: VODAFONE HOUSE
STREET 2: THE CONNECTION
CITY: NEWBURY, BERKSHIRE
STATE: X0
ZIP: RG14 2FN
BUSINESS PHONE: 011-44-1635-33251
MAIL ADDRESS:
STREET 1: VODAFONE HOUSE
STREET 2: THE CONNECTION
CITY: NEWBURY, BERKSHIRE
STATE: X0
ZIP: RG14 2FN
FORMER NAME:
FORMER CONFORMED NAME: VODAFONE GROUP PUBLIC LIMITED CO
DATE OF NAME CHANGE: 20020807
FORMER NAME:
FORMER CONFORMED NAME: VODAFONE AIRTOUCH PUBLIC LIMITED CO
DATE OF NAME CHANGE: 19990629
FORMER NAME:
FORMER CONFORMED NAME: VODAFONE GROUP PUBLIC LIMITED CO
DATE OF NAME CHANGE: 19960514
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Vodafone Ventures Ltd
CENTRAL INDEX KEY: 0001855428
STATE OF INCORPORATION: X0
FISCAL YEAR END: 0331
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39040
FILM NUMBER: 21832923
BUSINESS ADDRESS:
STREET 1: VODAFONE HOUSE, THE CONNECTION
CITY: NEWBURY
STATE: X0
ZIP: RG14 2FN
BUSINESS PHONE: 44163533251
MAIL ADDRESS:
STREET 1: VODAFONE HOUSE, THE CONNECTION
CITY: NEWBURY
STATE: X0
ZIP: RG14 2FN
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: AST SpaceMobile, Inc.
CENTRAL INDEX KEY: 0001780312
STANDARD INDUSTRIAL CLASSIFICATION: COMMUNICATION SERVICES, NEC [4899]
IRS NUMBER: 000000000
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 6500 RIVERPLACE BOULEVARD
CITY: AUSTIN
STATE: TX
ZIP: 78730
BUSINESS PHONE: 9179694834
MAIL ADDRESS:
STREET 1: 6500 RIVERPLACE BOULEVARD
CITY: AUSTIN
STATE: TX
ZIP: 78730
FORMER COMPANY:
FORMER CONFORMED NAME: New Providence Acquisition Corp.
DATE OF NAME CHANGE: 20190620
3
1
edgar.xml
PRIMARY DOCUMENT
X0206
3
2021-04-06
0
0001780312
AST SpaceMobile, Inc.
ASTS
0001855428
Vodafone Ventures Ltd
VODAFONE HOUSE, THE CONNECTION
NEWBURY, BERKSHIRE
X0
RG14 2FN
UNITED KINGDOM
0
0
1
0
0000839923
VODAFONE GROUP PUBLIC LTD CO
VODAFONE HOUSE, THE CONNECTION
NEWBURY, BERKSHIRE
X0
RG14 2FN
UNITED KINGDOM
0
0
1
0
Class A Common Stock
1000000
D
Class B Common Stock
9044454
D
AST Common Units
Class A Common Stock
9044454
D
Represents 1,000,000 shares of Class A Common Stock, 9,044,454 shares of Class B Common Stock and 9,044,454 AST Common Units (as defined below), as applicable, in each case indirectly owned by Vodafone Group Plc and directly owned by its wholly-owned subsidiary Vodafone Ventures Limited. In connection with the closing of the business combination between New Providence Acquisition Corp. (now known as AST SpaceMobile, Inc., the "Issuer") and AST & Science LLC ("AST OpCo") on April 6, 2021, pursuant to the Fifth Amended & Restated Limited Liability Company Operating Agreement of AST & Science LLC, dated as of April 6, 2021, by and among AST OpCo, the Issuer, as the managing member of AST OpCo, and other members of AST OpCo ("A&R Operating Agreement"), each existing limited liability company common unit previously issued by AST OpCo (excluding specified incentive units) was reclassified and reissued by AST OpCo as new AST Common Units (the "AST Common Units") on a 1-to-14.50149869 basis. In addition, on April 6, 2021, each holder of AST Common Units received an equivalent number of shares of non-economic Class B Common Stock of the Issuer or Class C Common Stock of the Issuer, as applicable.
From and after April 6, 2022, the Reporting Persons may redeem or exchange one AST Common Unit for one share of Class A Common Stock or, at the election of the Issuer (in the Issuer's capacity as managing member of AST OpCo), under certain circumstances, a cash payment based on the value of Class A Common Stock, in accordance with the A&R Operating Agreement. The AST Common Units do not expire.
The Reporting Persons may be deemed to be members of a group for the purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended, that collectively beneficially owns more than 10% of the Class A Common Stock of the Issuer. The Reporting Persons expressly disclaim beneficial ownership of any securities of the Issuer owned by any persons other than the Reporting Persons.
/s/ Edward Verner, M&A Executive, Vodafone Ventures Limited
2021-04-16
/s/ Rosemary Martin, Group General Counsel and Company Secretary, Vodafone Group Plc
2021-04-16