PROSPECTUS SUPPLEMENT NO. 7 | Filed Pursuant to Rule (424)(b)(3) | |
(to Prospectus dated September 13, 2022) | Registration No. 333-267113 |
ASTRA SPACE, INC.
34,000,000 SHARES OF CLASS A COMMON STOCK
This prospectus supplement amends and supplements the prospectus dated September 13, 2022 (as supplemented or amended from time to time, the Prospectus), which forms a part of our Registration Statement on Form S-1 (No. 333-267113). This prospectus supplement is being filed to update and supplement the information in the Prospectus with the information contained in our Current Report on Form 8-K, filed with the Securities and Exchange Commission on October 13, 2022 (the Current Report). Accordingly, we have attached the Current Report to this prospectus supplement.
The Prospectus and this prospectus supplement relate to the offer and resale of up to 34,000,000 shares of Class A Common Stock, par value $0.0001 per share (the Class A Common Stock), of Astra Space, Inc. by B. Riley Principal Capital II, LLC (the Selling Stockholder). The shares included in the Prospectus and this Prospectus supplement consist of shares of Class A Common Stock that we may, in our discretion, elect to issue and sell to the Selling Stockholder pursuant to a common stock purchase agreement we entered into with the Selling Stockholder on August 2, 2022 (the Purchase Agreement). Such shares of Class A Common Stock include (i) up to 33,281,805 shares of our Class A Common Stock that we may, in our sole discretion, elect to sell to the Selling Stockholder from time to time after the date of this prospectus, pursuant to the Purchase Agreement and (ii) 718,195 shares of our Class A Common Stock we issued, or may issue if certain conditions are met, in each case, to the Selling Stockholder as consideration for its commitment to purchase shares of our Class A Common Stock in one or more purchases that we may, in our sole discretion, direct them to make, from time to time after the date of this prospectus, pursuant to the Purchase Agreement. See The Committed Equity Financing for a description of the Purchase Agreement and Selling Stockholder for additional information regarding the Selling Stockholder.
Our Class A common stock is listed on Nasdaq under the symbol ASTR. On October 12, 2022, the closing price of our Class A common stock was $0.5329 per share.
This prospectus supplement updates and supplements the information in the Prospectus and is not complete without, and may not be delivered or utilized except in combination with, the Prospectus, including any amendments or supplements thereto. This prospectus supplement should be read in conjunction with the Prospectus and if there is any inconsistency between the information in the Prospectus and this prospectus supplement, you should rely on the information in this prospectus supplement.
Investing in our securities involves risks that are described in the Risk Factors section beginning on page 17 of the Prospectus.
Neither the SEC nor any state securities commission has approved or disapproved of the securities to be issued under the Prospectus or determined if the Prospectus or this prospectus supplement is truthful or complete. Any representation to the contrary is a criminal offense.
The date of this prospectus supplement is October 13, 2022.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): October 13, 2022
Astra Space, Inc.
(Exact name of Registrant as Specified in Its Charter)
Delaware | 001-39426 | 85-1270303 | ||
(State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
1900 Skyhawk Street Alameda, California |
94501 | |||
(Address of Principal Executive Offices) | (Zip Code) |
Registrants Telephone Number, Including Area Code: (866) 278-7217
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
Title of each class |
Trading |
Name of each exchange on which registered | ||
Class A common stock, par value $0.0001 per share | ASTR | NASDAQ Global Select Market |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 8.01 Other Events.
On October 13, 2022, Astra Space, Inc. (Astra) announced that it has reached an agreement with Astroscale Holdings Inc to supply its Astra Spacecraft Engine. A copy of our press release is attached hereto as Exhibit 99.1.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit No. |
Description | |
99.1 | Press release issued by Astra Space, Inc. on October 13, 2022 | |
104 | Cover Page Interactive Data File (embedded with the Inline XBRL document) |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
Date: October 13, 2022 | Astra Space, Inc. | |||||
By: | /s/ Chris Kemp | |||||
Name: | Chris Kemp | |||||
Title: | Chief Executive Officer |
Exhibit 99.1
Astra announces Spacecraft Engine Contract with Astroscale
Astra propulsion systems to be used in Astroscales space sustainability spacecraft platform
ALAMEDA, CA October 13, 2022. Astra Space, Inc. (Astra) (Nasdaq: ASTR) today announced that it has reached an agreement with Astroscale Holdings Inc (Astroscale), the market leader in satellite servicing and long-term orbital sustainability across all orbits, to provide Astra Spacecraft Engines for its space sustainability spacecraft platform, ELSA-M, that can safely and responsibly capture and retire multiple client satellites in a single mission.
The ELSA-M satellite servicer will be designed and optimised to remove multiple pieces of debris from LEO in a single orbital mission. The development of the ELSA-M commercial service is supported by the UK Space Agency and European Space Agency as part of the ESA Sunrise program.
The Astra Spacecraft Engines flight heritage, reliability, and scalability were critical factors in selecting Astra as we prepare our ELSA-M platform for important customer missions, and we look forward to continue building a strong relationship with Mike and his team. said Ian Vanoorschot, Astroscales Global Head of Procurement.
Astra and Astroscale share common values in making space sustainable, said Mike Cassidy, Vice President of Product Management. This agreement expands our customer base to Europe, where we see growing demand in Spacecraft Engine capability.
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About Astra
Astras mission is to improve life on Earth from space® by creating a healthier and more connected planet. Today, Astra offers one of the lowest cost-per-launch dedicated orbital launch services of any operational launch provider in the world, and one of the industrys first flight-proven electric propulsion systems for satellites, Astra Spacecraft EngineTM. Astra delivered its first commercial launch to low Earth orbit in 2021, making it the fastest company in history to reach this milestone, just five years after it was founded in 2016. Astra (NASDAQ: ASTR) was the first space launch company to be publicly traded on Nasdaq. Visit astra.com to learn more about Astra.
About Astroscale
Astroscale is the first private company with a vision to secure the safe and sustainable development of space for the benefit of future generations, and the leading company dedicated to on-orbit servicing across all orbits.
Founded in 2013, Astroscale is developing innovative and scalable solutions across the spectrum of on-orbit servicing, including life extension, in situ space situational awareness, end-of-life, and active debris removal, to create sustainable space systems and mitigate the growing and hazardous build-up of debris in space. Astroscale is also defining business cases and working with government and commercial stakeholders to develop norms, regulations, and incentives for the responsible use of space.
Headquartered in Japan, Astroscale has an international presence with subsidiaries in the United Kingdom, the United States, Israel, and Singapore. Astroscale Ltd., the U.K. and European subsidiary of Astroscale Holdings Inc. (Astroscale), has been defining the business case for debris removal services since 2017, leading the Mission Operations and commercialisation of the companies End-of-Life services, including developing the ELSA-d Mission Operations, the ELSA-M multi-client service and the Astroscale Docking Plate. The team has rapidly grown to over 100 employees, with new offices and satellite manufacturing facilities within the Zeus building complex located on Harwell Science and Innovation Campus, Space Cluster, Oxfordshire, UK.
Astroscale is a rapidly expanding venture company, working to advance safe and sustainable growth in space and solve a growing environmental concern.
Find out more at www.astroscale.com
Astra Media Contact:
press@astra.com
Astra Investor Contact:
investors@astra.com