Surf Air Mobility Inc. Files 8-K: Material Definitive Agreement

TL;DR

Surf Air Mobility signed a big deal on Aug 9th. Details in the 8-K.

AI Summary

On August 9, 2024, Surf Air Mobility Inc. entered into a Material Definitive Agreement. The filing also includes Regulation FD Disclosure and Financial Statements and Exhibits. The company is incorporated in Delaware and its principal executive offices are located in Hawthorne, CA.

Why It Matters

This 8-K filing indicates a significant new agreement for Surf Air Mobility Inc., which could impact its future operations and financial performance.

Risk Assessment

Risk Level: medium — Material Definitive Agreements can introduce new risks and opportunities that are not yet fully understood.

Key Numbers

• 001-41759 — Commission File Number (Identifies the company's filing with the SEC.)

Key Players & Entities

• SURF AIR MOBILITY INC. (company) — Registrant
• August 9, 2024 (date) — Date of earliest event reported
• Delaware (jurisdiction) — State of incorporation
• 12111 S. Crenshaw Blvd. Hawthorne , CA 90250 (address) — Principal executive offices
• 001-41759 (file_number) — Commission File Number

FAQ

Key Financial Figures

• $0.0001 — h Registered: Common stock, par value $0.0001 per share SRFM New York Stock Excha
• $5 million — n initial target raise of not less than $5 million. The Closing of the transactions cont

Filing Documents

• srfm-20240809.htm (8-K) — 61KB
• srfm-ex10_1.htm (EX-10.1) — 60KB
• srfm-ex99_1.htm (EX-99.1) — 26KB
• 0000950170-24-095740.txt ( ) — 338KB
• srfm-20240809.xsd (EX-101.SCH) — 60KB
• srfm-20240809_htm.xml (XML) — 5KB

01. Entry into a Definitive Material Agreement

Item 1.01. Entry into a Definitive Material Agreement. On August 9, 2024, Surf Air Mobility Inc. (the "Company") entered into a joint venture agreement (the "JV Agreement") with Palantir Technologies, Inc. ("Palantir"). Pursuant to the JV Agreement, the Company will establish Surf Air Technologies LLC, a subsidiary of the Company ("Surf Air Technologies"), to develop, market, sell, maintain, and support an artificial intelligence-powered software platform for the advanced air mobility industry, which will be powered by Palantir, to provide operators of all types of aircraft, amongst other software products and solutions, with systems for the management of planes, airline operations, and customer facing applications (the "Software Platform"). The JV Agreement provides that the Company will assign certain agreements regarding subscription access to certain of Palantir's proprietary commercial software platforms (the "Palantir Platforms") to Surf Air Technologies. The Company has agreed to contribute the software and intellectual property the Company has developed relating to the Software Platform; the data and know-how from its operations on an ongoing basis to support the development, maintenance, support, and operation of the Software Platform; and the employees and contractors directly involved in developing the Software Platform. Palantir has agreed to contribute a service contract to provide implementation engineering services in support of Surf Air Technologies' use of the Palantir Platforms, which may include its interface the Software Platform. Surf Air Technologies will also be capitalized by outside third-party investors sourced by the Company and Palantir, with an initial target raise of not less than $5 million. The Closing of the transactions contemplated by the JV Agreement is anticipated to occur no later than November 30, 2024 and is subject to certain customary conditions, including the following: establishment of Surf Air Technologies as a Dela

01. Regulation FD Disclosure

Item 7.01. Regulation FD Disclosure. The Company issued a press release announcing the signing of the JV Agreement. A copy of the press release is attached as Exhibit 99.1 to this current report on Form 8-K, and is incorporated herein by reference. The information in this Item 7.01 of this report (including Exhibit 99.1) shall not be deemed to be "filed" for purposes of Section 18, of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing. Cautionary Note Regarding Forward-Looking Statements This Current Report on Form 8-K contains forward-looking statements within the meaning of The Private Securities Litigation Reform Act of 1995. All statements other than statements of historical facts, including statements relating to the formation of Surf Air Technologies, the closing of the transactions contemplated by the JV Agreement, and the anticipated benefits of the foregoing are forward-looking statements. These statements are based on the beliefs of management as well as assumptions made using information currently available to management. As such, they are subject to risks and uncertainties that could cause actual results or events to differ materially from those expressed or implied by such forward-looking statements. Such risks and uncertainties include, among many others: the risk that the Company and Palantir may not successfully consummate the transaction contemplated by the JV Agreement; the risk that any projections, including earnings, revenues, expenses, synergies, margins or any other financial items that form the basis for management's plans and assumptions will not be realized; the risk that Surf Air Technologies is unable to successfully d

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits Exhibit Number Exhibit Title or Description 10.1 Joint Venture Agreement, dated August 9, 2024, between Surf Air Mobility, Inc. and Palantir Technologies, Inc . 99.1 Press release dated August 13, 2024 104 Cover Page Interactive Data File (embedded within the Inline XBRL)

SIGNATURES

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 hereunto duly authorized. SURF AIR MOBILITY INC. Date: August 13, 2024 By: /s/ Deanna White Name: Deanna White Title: Interim Chief Financial Officer

View Full Filing

View this 8-K filing on SEC EDGAR