XTI Aerospace Secures $1M in Stock Sale

TL;DR

XTI Aero just sold $1M in stock at $1/share to an accredited investor, closing June 24.

AI Summary

On June 18, 2024, XTI Aerospace, Inc. entered into a Material Definitive Agreement, specifically a Securities Purchase Agreement, with an accredited investor. The agreement involves the sale of 1,000,000 shares of common stock at a price of $1.00 per share, for a total of $1,000,000. This transaction is expected to close on June 24, 2024.

Why It Matters

This capital infusion provides XTI Aerospace with immediate funding, which could be crucial for its ongoing operations and development of its aerospace technologies.

Risk Assessment

Risk Level: medium — The company is selling stock at a low price, which could indicate financial pressure or a need for quick capital, potentially diluting existing shareholders.

Key Numbers

• $1.0M — Capital Raised (Through the sale of common stock to an accredited investor.)
• 1,000,000 shares — Shares Sold (At a price of $1.00 per share.)
• $1.00 — Price Per Share (For the common stock sold in the agreement.)

Key Players & Entities

• XTI Aerospace, Inc. (company) — Registrant
• June 18, 2024 (date) — Date of earliest event reported
• Securities Purchase Agreement (agreement) — Material Definitive Agreement
• accredited investor (person) — Purchaser of securities
• 1,000,000 shares (dollar_amount) — Number of shares sold
• $1.00 per share (dollar_amount) — Price per share
• $1,000,000 (dollar_amount) — Total proceeds from sale
• June 24, 2024 (date) — Expected closing date

FAQ

Key Financial Figures

• $250,000 b — Combination Agreement, have a value of $250,000 based on the initial listing price of Spi
• $3.0 million — ote in an aggregate principal amount of $3.0 million (the "Bridge Note") and (ii) a five-yea
• $3.0 m — Note Warrant") for a purchase price of $3.0 million, pursuant to a securities purchas
• $2.7364 — se price of the Bridge Note Warrants to $2.7364 (as adjusted thereunder), (iv) remove p

Filing Documents

• ea0208395-8k_xtiaero.htm (8-K) — 47KB
• ea020839501ex2-1_xtiaero.htm (EX-2.1) — 70KB
• ea020839501ex10-1_xtiaero.htm (EX-10.1) — 42KB
• 0001213900-24-055284.txt ( ) — 348KB
• xtia-20240618.xsd (EX-101.SCH) — 3KB
• xtia-20240618_lab.xml (EX-101.LAB) — 33KB
• xtia-20240618_pre.xml (EX-101.PRE) — 22KB
• ea0208395-8k_xtiaero_htm.xml (XML) — 4KB

From the Filing

UNITED 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): June 18, 2024 XTI AEROSPACE, INC. (Exact name of registrant as specified in its charter) Nevada 001-36404 88-0434915 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employer Identification No.) 8123 InterPort Blvd. , Suite C Englewood , CO 80112 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: ( 800 ) 680-7412 N/A (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K 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 Symbol(s) Name of Each Exchange on Which Registered Common Stock XTIA The Nasdaq Capital 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 1.01 Entry into a Material Definitive Agreement. Amendment to Business Combination Agreement As previously disclosed in a Current Report on Form 8-K filed by XTI Aerospace, Inc. (the "Company") with the Securities and Exchange Commission (the "SEC") on October 23, 2023 (the "October 2023 8-K"), the Company entered into a Business Combination Agreement, dated as of October 23, 2023 (the "Combination Agreement"), with Damon Motors Inc., a British Columbia corporation ("Damon"), Grafiti Holding Inc., a British Columbia corporation ("Spinco"), and 1444842 B.C. Ltd., a British Columbia corporation ("Amalco Sub"), pursuant to which it is proposed that Amalco Sub and Damon amalgamate under the laws of British Columbia, Canada, with the amalgamated company continuing as a wholly-owned subsidiary of Spinco (the "Business Combination"), subject to the terms and conditions of the Combination Agreement. On June 18, 2024, the Company, Damon, Spinco and Amalco Sub entered into an Amendment to the Business Combination Agreement (the "BCA Amendment"), which amends the Combination Agreement to, among other things, (i) grant Spinco certain consent rights under the Combination Agreement previously held by the Company, (ii) extend the date on which the Combination Agreement may be terminated from March 31, 2024 to September 30, 2024, (iii) require Damon to, immediately prior to the closing of the Business Combination (the "Closing Date"), issue to the Company such number of Damon common shares that will, upon exchange of Damon common shares for Spinco Common Shares pursuant to the Combination Agreement, have a value of $250,000 based on the initial listing price of Spinco Common Shares on Nasdaq (the "XTI Consent Fee Shares"), (iv) require Spinco to include the XTI Consent Fee Shares in its first resale registration statement filed under the Securities Act of 1933, as amended (the "Securities Act"), after the Closing Date and (v) exclude certain items, including the XTI Consent Fee Shares, from the definitions of Spinco Fully Diluted Shares and Company Fully Diluted Shares in the Combination Agreement. The foregoing description of the BCA Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the Combination Agreement, which was filed as Exhibit 2.2 to the Company's Current Report on Form 8-K filed with the SEC on October 23, 2023, and the BCA Amendment, which is filed as Exhibit 2.1 to this Current Report on Form 8-K, and are incorporated by reference herein. Amendment to Bridge Note, Bridge Note Warrant and SPA As previously disclosed, on October 26, 2023, the Company purchased from Damon in a private placement (the "Damon Private Placement") (i) a convertible note in an aggregate principal amount of $3.0 million (the "Bridge Note") and (ii) a five-year warrant to purchase 1,096,321 shares of Damon common stock (the "Bridge Note Warrant") for a purchase price of $3.0 million, pursuant to a securities pu

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