Why Is AST SpaceMobile Stock Falling Thursday?

by | Feb 12, 2026 | General

AST SpaceMobile Inc. (NASDAQ:ASTS) stock tumbled in premarket trading on Thursday, following the company’s announcement of a $1 billion convertible senior notes offering.

Company Prices $1 Billion Convertible Notes

The space-based cellular broadband network company announced Wednesday the pricing of $1.0 billion aggregate principal amount of 2.250% convertible senior notes due 2036 in a private offering to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933. The sale is expected to settle on Feb.17, subject to customary closing conditions.

The notes carry an initial conversion price of approximately $116.30 per share of AST SpaceMobile’s Class A common stock, representing a premium of roughly 20% to the last reported sale price of $96.92 per share on the Nasdaq Global Select Market on Feb.11. The initial conversion rate stands at 8.5982 shares per $1,000 principal amount of notes.

AST SpaceMobile granted initial purchasers an option to purchase up to an additional $150 million aggregate principal amount of notes, exercisable through Feb. 20.

Use Of Proceeds

The company estimates net proceeds of approximately $983.7 million, or roughly $1,131.4 million if the purchasers’ option is exercised in full, after deducting discounts and expenses.

AST SpaceMobile intends to use proceeds for general corporate purposes, including accelerating deployment of controlled spectrum bands globally, monetizing proprietary technology for AI-related commercial opportunities, enhancing investment in U.S. government space opportunities, reducing higher-interest debt, and pursuing opportunistic investments.

Concurrent Transactions

AST SpaceMobile separately announced registered direct offerings totaling 6,337,964 shares of Class A common stock, scheduled to settle Feb. 20. The company also entered into privately negotiated transactions to repurchase approximately $46.5 million of existing 4.25% convertible notes and $250.0 million of existing 2.375% convertible notes.

ASTS Price Action: AST SpaceMobile shares were down 8.89% at $88.30 during premarket trading on Thursday, according to Benzinga Pro data.

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