Surf Air Mobility Files S-1 for Public Offering

TL;DR

Surf Air Mobility just filed an S-1, looks like they're going public soon. ✈️

AI Summary

Surf Air Mobility Inc. filed an S-1 registration statement on June 3, 2024, indicating plans to offer securities. The company, incorporated in Delaware with its principal executive offices at 12111 S. Crenshaw Blvd., Hawthorne, CA, operates in the air transportation sector. This filing is part of their process to become a publicly traded entity.

Why It Matters

This S-1 filing is a crucial step for Surf Air Mobility Inc. as it signals their intention to raise capital and become a publicly traded company, potentially impacting the future of air transportation services.

Risk Assessment

Risk Level: medium — As a registration statement for an initial public offering, the company is in a pre-public phase, which inherently carries higher risks than established public companies.

Key Numbers

• 333-279928 — SEC File Number (Identifies the specific SEC registration)
• 4522 — SIC Code (Classifies the company's industry as Air Transportation, Nonscheduled)

Key Players & Entities

• SURF AIR MOBILITY INC. (company) — Registrant
• June 3, 2024 (date) — Filing Date
• Delaware (jurisdiction) — State of Incorporation
• 12111 S. Crenshaw Blvd., Hawthorne, CA 90250 (address) — Principal Executive Offices
• Carl Albert (person) — Agent for Service
• Thomas J. Kim (person) — Legal Counsel
• Peter W. Wardle (person) — Legal Counsel
• Gibson, Dunn & Crutcher LLP (company) — Legal Counsel

FAQ

Key Financial Figures

• $0.0001 — 9 shares of our common stock, par value $0.0001 per share (“ Common Stock &#x201
• $0.34 — ommon Stock as reported on the NYSE was $0.34 per share. We are an “emerging
• $25 million — o utilize incremental advances of up to $25 million each, in an aggregate amount of up to $
• $100 m — n each, in an aggregate amount of up to $100 million, under the Share Subscription Fac
• $400 million — ny’s equity line of credit up to $400 million pursuant to the second amended and rest
• $75 — egional air-mobility market could reach $75-115B by 2035 and require 18,000-36,000
• $450 million — nto a master agreement to finance up to $450 million to fund the planned growth of our fleet
• $1.235 billion — period, including if we have more than $1.235 billion in annual gross revenue as of the last
• $700 million — ntly completed fiscal year or more than $700 million in market value of our Common Stock hel
• $1.0 billion — iscal quarter, or if we issue more than $1.0 billion of non-convertible debt over a three-ye

Filing Documents

• srfm-s1-may_2024_palanti.htm (S-1) — 794KB
• srfm-ex5_1.htm (EX-5.1) — 11KB
• srfm-ex23_1.htm (EX-23.1) — 4KB
• srfm-ex23_2.htm (EX-23.2) — 5KB
• srfm-exfiling_fees.htm (EX-FILING FEES) — 24KB
• img107704768_0.jpg (GRAPHIC) — 13KB
• img220713824_0.jpg (GRAPHIC) — 21KB
• img220713824_1.jpg (GRAPHIC) — 30KB
• 0000950170-24-068226.txt ( ) — 927KB

RISK FACTORS

RISK FACTORS 7 SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS 8

USE OF PROCEEDS

USE OF PROCEEDS 10 DIVIDEND POLICY 11 UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION 12 SELLING STOCKHOLDER 19

DESCRIPTION OF SECURITIES

DESCRIPTION OF SECURITIES 20 PLAN OF DISTRIBUTION 25 LEGAL MATTERS 26 EXPERTS 26 WHERE YOU CAN FIND ADDITIONAL INFORMATION 26 INCORPORATION BY REFERENCE 27 Neither we nor the Selling Stockholder have authorized anyone to provide you with any information or to make any representations other than those contained in this prospectus or in any free writing prospectuses we have prepared. Neither we nor the Selling Stockholder take any responsibility for, and can provide no assurance as to the reliability of, any other information that others may give you. To the extent it sells, the Selling Stockholder is offering to sell, and seeking offers to buy, shares of our Common Stock only in jurisdictions where offers and sales are permitted. The information contained in this prospectus is accurate only as of the date of this prospectus, regardless of the time of delivery of this prospectus or of any sale of our Common Stock. Our business, financial condition, and results of operations may have changed since that date. For investors outside the United States: Neither we nor the Selling Stockholder have done, and have not agreed to do, anything that would permit the use of or possession or distribution of this prospectus in any jurisdiction where action for that purpose is required, other than in the United States. Persons outside of the United States who come into possession of this prospectus must inform themselves about, and observe any restrictions relating to, the offering of the shares of our Common Stock by us or the Selling Stockholder and the distribution of this prospectus outside of the United States. i Table of Contents GLOS SARY As used in this prospectus: • “ AeroTEC ” means Aerospace Testing Engineering & Certification, Inc. • “ Conversions ” means the conversion of SAGL’s issued and outstanding securities based on the Conversion Ratio in connection with the Internal Reorganizatio

View Full Filing

View this S-1 filing on SEC EDGAR