AST SpaceMobile, Inc. reported on July 15, 2026, that it plans to raise capital through a proposed private offering of **$1.0 billion of convertible senior notes due 2034**. The company said the notes offering will be made to **qualified institutional buyers** under **Rule 144A** of the Securities Act. AST SpaceMobile also said it intends to enter into **capped call transactions** in connection with the offering, a common structure used by issuers of convertible notes to reduce potential dilution or offset cash payments upon conversion, subject to the cap level. The filing did not provide the final economic terms of the proposed notes, such as the interest rate, conversion rate, initial conversion price, redemption provisions, or the size of any initial purchaser option. It also did not report any share sale, insider transaction, Form 4 transaction code, ownership change, vesting event, or option exercise. The action disclosed is a proposed financing transaction rather than a completed securities sale. In connection with the offering, AST SpaceMobile provided a liquidity update under **Item 2.02, Results of Operations and Financial Condition**. The company said that as of **June 30, 2026**, its total **cash and cash equivalents and restricted cash were approximately $2.723 billion**. AST SpaceMobile emphasized that this figure is preliminary and unaudited because its second-quarter 2026 financial close had not yet been completed. The company cautioned that the estimate could change and noted that its auditors had not audited, reviewed, compiled, examined, or performed procedures on the preliminary information. The company also provided business updates under **Item 7.01, Regulation FD Disclosure**. AST SpaceMobile said that, based on current expectations regarding launch availability, its launch campaign is targeting approximately **45 BlueBird satellites** in **early 2027**. The company warned that the timing remains subject to factors including satellite assembly and testing, launch vehicle readiness, logistics, and other matters outside its control. AST SpaceMobile further disclosed that it is in **advanced discussions with Rakuten**, which it identified as both a shareholder and a Japanese e-commerce, financial and telecommunications conglomerate. The discussions relate to the preliminary selection of **RAST Co., Ltd.** as an indirect subsidy recipient for Japan’s **Low Earth Orbit Satellite Infrastructure Development Project (J-LEO) for Securing National Self-Reliance**. The company said the project has a total expected value of up to **148 billion Japanese yen**, or approximately **$1 billion**. The project is intended to support low-Earth orbit satellite communications infrastructure for direct satellite communication services using constellations operated and managed within Japan. AST SpaceMobile cautioned that both the subsidy award and related joint venture discussions remain ongoing. The company said there is no assurance that the joint venture will be finalized or that government financing will be secured. The company’s July 15 filing also includes, under **Item 8.01, Other Events**, a press release titled **“AST SpaceMobile Announces Proposed Private Offering of $1.0 billion of Convertible Senior Notes Due 2034.”** AST SpaceMobile stated that neither the filing nor the press release constitutes an offer to sell or a solicitation to buy the notes in any jurisdiction where such activity would be unlawful.