Freshfields Advises AST SpaceMobile on Repurchase of an Aggregate $300m Principal Amount of Convertible Notes and Aggregate $614m Concurrent Registered Direct Offerings of Class A Common Stock

Freshfields advised AST SpaceMobile, Inc. (“AST SpaceMobile”) in connection with its private repurchase of approximately $300 million of its outstanding convertible notes and on its aggregate $614 million concurrent registered direct offerings of 6,337,964 shares of its Class A common stock. AST used the proceeds of the equity offering to fund the repurchase of approximately $300 million principal amount of its outstanding 4.25% convertible senior notes due 2032 and its outstanding 2.375% convertible senior notes due 2032 in privately negotiated repurchase transactions with a limited number of noteholders for an aggregate repurchase price of approximately $614 million. Freshfields represented AST in connection with the issuance of the convertible notes in January 2025 and July 2025.

AST SpaceMobile is building the world’s first and only space-based cellular broadband network accessible directly by everyday smartphones and designed for both commercial and government applications.

The Freshfields capital markets team consisted of partner Michael Levitt, counsels Jeffrey Gould and Tracy Zhang, and associates Alex Canahuate, Evelyne Kim, Lauren Lee, Thomas Jung, Ofek Galipoliti and Will Gu. Tax advice was provided by partner Claude Stansbury and counsel Jay Cosel. Counsel David Nicolardi provided regulatory advice in Washington.