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Astra Space | PRER14C: Preliminary information statements relating to merger or acquisition

SEC announcement ·  May 8 04:59
Summary by Futu AI
Astra Space, Inc. has announced a pending merger agreement with Apogee Parent Inc. and its subsidiary, Apogee Merger Sub Inc. The transaction, expected to be completed in the second quarter of 2024, will result in Astra Space merging with Apogee Merger Sub Inc., with Astra Space continuing as the surviving entity. The merger is fully financed, with $28.8 million in equity commitments and potential interim debt financing from RBH Ventures Astra SPV, LLC and MH Orbit, LLC. Upon completion, Astra Space will become a private company, and its Class A common stock will be removed from the Nasdaq exchange. Stockholders are set to receive $0.50 per share in cash. The company's Special Committee and Board of Directors have unanimously endorsed the merger...Show More
Astra Space, Inc. has announced a pending merger agreement with Apogee Parent Inc. and its subsidiary, Apogee Merger Sub Inc. The transaction, expected to be completed in the second quarter of 2024, will result in Astra Space merging with Apogee Merger Sub Inc., with Astra Space continuing as the surviving entity. The merger is fully financed, with $28.8 million in equity commitments and potential interim debt financing from RBH Ventures Astra SPV, LLC and MH Orbit, LLC. Upon completion, Astra Space will become a private company, and its Class A common stock will be removed from the Nasdaq exchange. Stockholders are set to receive $0.50 per share in cash. The company's Special Committee and Board of Directors have unanimously endorsed the merger, deeming it fair and beneficial for the company and its public stockholders. The merger is contingent upon regulatory approvals and the absence of legal barriers. Should the merger fail to materialize, Astra Space may consider dissolution or a Chapter 7 bankruptcy. The SEC has not yet approved the merger, and stockholders have the right to demand appraisal rights instead of accepting the cash consideration. The merger does not require a stockholder vote due to prior Written Consent from majority stockholders.

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