---
schema_version: "secwatch.filing_event.v1"
accession: "0001193125-24-065330"
form_type: "8-K"
ticker: null
cik: "0001814329"
company_name: "Astra Space, Inc."
filed_at: "2024-03-12T23:59:59+00:00"
generated_at: "2026-06-04T23:13:45.603148+00:00"
event_type: "m_and_a"
sentiment: "neutral"
materiality_score: 0.85
calibrated_materiality_score: 0.85
confidence: "high"
source: SEC EDGAR
---

# Astra Space to go private at $0.50/share; founders hold 66% voting power; $28.8M equity commitments

## Summary
- Public stockholders receive $0.50 per share in cash; founders roll over their shares into Parent.
- Controlling stockholders (66% voting power) already approved merger; no further stockholder vote required.
- Equity commitments total ~$28.8M from founders, SherpaVentures, Astera, Eagle Creek, RBH et al.; interim debt up to $2.5M.
- Noteholders consent to merger; $3.5M segregated for operating expenses and bankruptcy work.
- Closing expected Q2 2024; conditions include no law prohibiting and accuracy of representations.

## SEC filing metadata
- accession: 0001193125-24-065330
- form_type: 8-K
- cik: 0001814329
- company_name: Astra Space, Inc.
- filed_at: 2024-03-12T23:59:59+00:00
- event_type: m_and_a
- sentiment: neutral
- materiality_score: 0.85
- calibrated_materiality_score: 0.85
- confidence: high
- sec_items: 1.01, 2.03, 3.02, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1814329/000119312524065330/0001193125-24-065330-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1814329/000119312524065330/d808170d8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001193125-24-065330
- JSON: https://secwatch.observer/filing/0001193125-24-065330.json
- Plain text: https://secwatch.observer/filing/0001193125-24-065330.txt

## Key facts
- Debt Financings
  Astra Space, Inc. incurred senior notes of $5,000,000 in aggregate original principal amount with Astera at 12.0% maturing 2025.
  - Instrument: senior notes
  - Principal: $5,000,000 in aggregate original principal amount
  - Counterparty: Astera
  - Rate: 12.0%
  - Maturity: 2025
  - Event: incurrence
  source text: On March 6, 2024, the Company closed a subsequent financing (the “ March 6 Financing ”) with Astera, pursuant to the Purchase Agreement, in which Astera purchased (i) $5,000,000 in aggregate original principal amount of a 12.0% Senior Secured Convertible Notes due 2025
  evidence_url: https://www.sec.gov/Archives/edgar/data/1814329/000119312524065330/0001193125-24-065330-index.htm
- Debt Financings
  Astra Space, Inc. incurred senior notes of $200,000 in aggregate original principal amount with Ulrich Gall at 12.0% maturing 2025.
  - Instrument: senior notes
  - Principal: $200,000 in aggregate original principal amount
  - Counterparty: Ulrich Gall
  - Rate: 12.0%
  - Maturity: 2025
  - Event: incurrence
  source text: On March 8, 2024, the Company closed a subsequent financing (together with the March 6 Financing and the March 7 Financing, the “ Subsequent Financings ”) with Ulrich Gall (together with Astera and ERAS, the “ Additional Investors ), pursuant to the Purchase Agreement, in which Mr. Gall purchased $200,000 in aggregate original principal amount of a 12.0% Senior Secured Convertible Note due 2025
  evidence_url: https://www.sec.gov/Archives/edgar/data/1814329/000119312524065330/0001193125-24-065330-index.htm
- Debt Financings
  Astra Space, Inc. incurred senior notes of $1,000,000 in aggregate original principal amount with ERAS Capital, LLC at 12.0% maturing 2025.
  - Instrument: senior notes
  - Principal: $1,000,000 in aggregate original principal amount
  - Counterparty: ERAS Capital, LLC
  - Rate: 12.0%
  - Maturity: 2025
  - Event: incurrence
  source text: On March 7, 2024, following the signing of the Merger Agreement and the Limited Consent, the Company closed a subsequent financing (the “ March 7 Financing ”) with ERAS Capital, LLC (“ ERAS ”), pursuant to the Purchase Agreement, in which ERAS purchased (i) $1,000,000 in aggregate original principal amount of a 12.0% Senior Secured Convertible Note due 2025
  evidence_url: https://www.sec.gov/Archives/edgar/data/1814329/000119312524065330/0001193125-24-065330-index.htm
- Material Agreements
  Astra Space, Inc. entered into Warrant Exchange Agreement with each holder of Warrants.
  - Action: entry
  - Counterparty: each holder of Warrants
  source text: a warrant exchange agreement, by and among Parent, Merger Sub, and each holder of Warrants (the “ Warrant Exchange Agreement ”)
  evidence_url: https://www.sec.gov/Archives/edgar/data/1814329/000119312524065330/0001193125-24-065330-index.htm
- Material Agreements
  Astra Space, Inc. entered into Noteholder Conversion Agreement with each holder of Convertible Notes.
  - Action: entry
  - Agreement: notes offering
  - Counterparty: each holder of Convertible Notes
  source text: a noteholder conversion agreement, by and among Parent, Merger Sub, and each holder of Convertible Notes (the “ Noteholder Conversion Agreement ”)
  evidence_url: https://www.sec.gov/Archives/edgar/data/1814329/000119312524065330/0001193125-24-065330-index.htm
- Material Agreements
  Astra Space, Inc. entered into Agreement and Plan of Merger with Apogee Parent Inc., Apogee Merger Sub Inc. (effective 2024-03-07).
  - Action: entry
  - Agreement: merger
  - Counterparty: Apogee Parent Inc., Apogee Merger Sub Inc.
  - Effective: 2024-03-07
  source text: the Company, Apogee Parent Inc., a Delaware corporation (“ Parent ”), and Apogee Merger Sub Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“ Merger Sub ”), entered into an Agreement and Plan of Merger (the “ Merger Agreement ”)
  evidence_url: https://www.sec.gov/Archives/edgar/data/1814329/000119312524065330/0001193125-24-065330-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.