XTI Aerospace Anticipated to Begin Trading on
Nasdaq Under Ticker Symbol "XTIA" as of Market Open March 13, 2024
Transaction Aimed to Create an Innovative
Aerospace Company Focused on Revolutionizing Private Air
Transportation with Its TriFan 600 Vertical Lift Crossover Airplane
(VLCA)
PALO
ALTO, Calif., March 11,
2024 /PRNewswire/ -- Inpixon® (Nasdaq:
INPX) ("Inpixon" or the "Company") today announced that the Company
and XTI Aircraft Company anticipate the closing date of the
previously announced merger will be after market close on
March 12, 2024. Following closing,
the Company will operate under the name "XTI Aerospace, Inc." ("XTI
Aerospace"). Immediately prior to the closing of the transaction,
the Company will implement a consolidation of the Company's
common stock for the purpose of satisfying initial listing
requirements for the combined company and to bring the company into
compliance with Nasdaq continued listing rules. The consolidation
will be effective as of market open on March
13, 2024, upon which trading will commence on the Nasdaq
Capital Market under the new ticker symbol "XTIA", with a new CUSIP
number, 98423K108. Concurrent with the transaction closing, it is
expected that an entity controlled by Inpixon's CEO will invest
$1.5 million in an equity financing
in the Company.
XTI Aerospace will be focused on advancing development of the
TriFan 600, its vertical lift crossover airplane, as well as
continuing to offer the Company's real-time location systems (RTLS)
technology to manufacturing and warehousing facilities for
streamlined operations, greater efficiency, and improved
safety.
Nadir Ali, CEO of Inpixon,
commented, "We're pleased to be nearing completion of what we
believe will be a transformative merger transaction, positioning
the combined company to move forward with further development and
commercialization of the revolutionary TriFan 600. We expect the
fixed-wing TriFan 600 to provide the speed, range, and comfort of a
business aircraft while offering the point-to-point convenience of
a helicopter. Upon meeting its performance specifications, the
aircraft will serve nearly every segment of private air travel
including business, medevac, leisure, and cargo. We believe the
market demand for this airplane is clearly demonstrated by over 700
conditional pre-order reservations, and indications of interest,
that XTI Aircraft Company has secured from various customers [1].
These conditional pre-orders have the potential to generate over
$7 billion in gross revenue upon
delivery of the aircraft to XTI's customers [2]. The merger will
enable our shareholders to participate in this significant
opportunity."
In connection with the consolidation of the Company's common
stock, every one hundred (100) shares of its outstanding common
stock (INPX) will automatically be combined into one (1) share of
common stock of the combined company (XTIA). Any fractional shares
resulting from the consolidation will be rounded up to the nearest
whole share of common stock.
Footnotes
1 Conditional pre-orders refers to a combination of conditional
aircraft purchase agreements, non-binding reservation deposit
agreements, options and letters of intent from potential
purchasers.
2 Based on XTI's current list price of $10 million per aircraft and assuming XTI is able
to execute on the development program for the TriFan 600, secure
FAA certification, and deliver the aircraft.
About Inpixon
Inpixon® (Nasdaq: INPX) is the innovator of Indoor
Intelligence®, delivering actionable insights for
people, places and things. Combining the power of mapping,
positioning and analytics, Inpixon helps to create smarter, safer,
and more secure environments. The company's Indoor Intelligence and
mobile app solutions are leveraged by a multitude of industries to
optimize operations, increase productivity, and enhance safety.
Inpixon customers can take advantage of industry leading location
awareness, RTLS, workplace and hybrid event solutions, analytics,
sensor fusion, IIoT and the IoT to create exceptional experiences
and to do good with indoor data. For the latest insights, follow
Inpixon on LinkedIn, and X, and visit inpixon.com.
About XTI Aircraft Company
XTI Aircraft Company is an aviation business based near
Denver, Colorado. XTI is
developing the TriFan 600, a business aircraft that takes off and
lands like a helicopter, flies at speeds of up to 345 mph, and has
a range of 700 miles, creating an entirely new category – the
vertical lift crossover airplane (VLCA). XTI is guided by a
leadership team with decades of experience, deep expertise, and
success bringing new aircraft to market, including individual
members who have led teams that secured FAA certification for more
than 40 new aircraft configurations. XTI is founded on a culture of
customer-focused problem solving to meet the evolving needs of
modern travelers. For information and updates about XTI Aircraft
Company and the TriFan 600, visit XTI Aircraft. For
information on reserving a priority position for the TriFan under
the company's pre-sales program, contact Mr. Saleem Zaheer at +1-720-900-6928 or
szaheer@xtiaircraft.com.
Important Information About the Proposed XTI Transaction and
Where to Find It
This press release relates to the previously announced proposed
transaction between XTI Aircraft Company ("XTI") and Inpixon
pursuant to the agreement and plan of merger, dated as of
July 24, 2023, by and among Inpixon,
Superfly Merger Sub Inc. and XTI (the "Proposed XTI Transaction").
A registration statement on Form S-4 in connection with the
Proposed XTI Transaction, as amended by Amendment No. 1 and
Amendment No. 2, was declared effective with the U.S. Securities
and Exchange Commission on November 13,
2023. A proxy statement/prospectus has been delivered to
Inpixon stockholders as of the applicable record date established
for voting on the transaction and to the stockholders of XTI.
Inpixon also will file other documents regarding the Proposed XTI
Transaction with the SEC.
Investors and security holders are urged to read the
registration statement, the proxy statement/prospectus, and all
other relevant documents filed or that will be filed with the SEC
in connection with the Proposed XTI Transaction because they
contain important information about Inpixon, XTI and the Proposed
XTI Transaction. Investors and securityholders will be able to
obtain free copies of the registration statement, the proxy
statement/prospectus and all other relevant documents filed or that
will be filed with the SEC by Inpixon through the website
maintained by the SEC at www.sec.gov.
The documents filed by Inpixon with the SEC also may be obtained
free of charge at Inpixon's website at www.inpixon.com or upon
written request to: Inpixon, 2479 E. Bayshore Road, Suite 195,
Palo Alto, CA 94303.
NEITHER THE SEC NOR ANY STATE SECURITIES REGULATORY AGENCY HAS
APPROVED OR DISAPPROVED THE TRANSACTIONS DESCRIBED IN THIS
COMMUNICATION, PASSED UPON THE MERITS OR FAIRNESS OF THE
TRANSACTION OR RELATED TRANSACTIONS OR PASSED UPON THE ADEQUACY OR
ACCURACY OF THE DISCLOSURE IN THIS COMMUNICATION. ANY
REPRESENTATION TO THE CONTRARY CONSTITUTES A CRIMINAL OFFENSE.
Forward-Looking Statements
This press release contains certain "forward-looking statements"
within the meaning of the United States Private Securities
Litigation Reform Act of 1995, Section 27A of the Securities Act,
and Section 21E of the Exchange Act. All statements other than
statements of historical fact contained in this press release,
including statements regarding the benefits of the Proposed XTI
Transaction and the anticipated timing of the completion of the
Proposed XTI Transaction, the products under development by XTI and
the markets in which it plans to operate, the advantages of XTI's
technology, XTI's competitive landscape and positioning, and XTI's
growth plans and strategies, are forward-looking statements.
Some of these forward-looking statements can be identified by
the use of forward-looking words, including "may," "should,"
"expect," "intend," "will," "estimate," "anticipate," "believe,"
"predict," "plan," "targets," "projects," "could," "would,"
"continue," "forecast" or the negatives of these terms or
variations of them or similar expressions. All forward-looking
statements are subject to risks, uncertainties, and other factors
which could cause actual results to differ materially from those
expressed or implied by such forward-looking statements. All
forward-looking statements are based upon estimates, forecasts, and
assumptions that, while considered reasonable by Inpixon and its
management, and XTI and its management, as the case may be, are
inherently uncertain and many factors may cause the actual results
to differ materially from current expectations which include, but
are not limited to:
- the risk that the Proposed XTI Transaction may not be completed
in a timely manner or at all, which may adversely affect the price
of Inpixon's securities;
- the failure to satisfy the conditions to the consummation of
the Proposed XTI Transaction;
- the occurrence of any event, change or other circumstance that
could give rise to the termination of the merger agreement;
- the adjustments permitted under the merger agreement to the
exchange ratio that could result in XTI shareholders or Inpixon
shareholders owning less of the post-combination company than
expected;
- the effect of the announcement or pendency of the Proposed XTI
Transaction on Inpixon's and XTI's business relationships,
performance, and business generally;
- the risks that the Proposed XTI Transaction disrupts current
plans of Inpixon and XTI and potential difficulties in Inpixon's
and XTI's employee retention because of the Proposed XTI
Transaction;
- the outcome of any legal proceedings instituted against XTI or
against Inpixon related to the merger agreement or the Proposed XTI
Transaction;
- failure to realize the anticipated benefits of the Proposed XTI
Transaction;
- the inability to meet and maintain the listing of Inpixon's
securities (or the securities of the post-combination company) on
Nasdaq;
- the risk that the price of Inpixon's securities (or the
securities of the post-combination company) may be volatile due to
a variety of factors, including changes in the highly competitive
industries in which Inpixon and XTI operate;
- the inability to implement business plans, forecasts, and other
expectations after the completion of the Proposed XTI Transaction,
and identify and realize additional opportunities;
- variations in performance across competitors, changes in laws,
regulations, technologies that may impose additional costs and
compliance burdens on Inpixon and XTI's operations, global supply
chain disruptions and shortages;
- national security tensions, and macro-economic and social
environments affecting Inpixon and XTI's business and changes in
the combined capital structure;
- the risk that XTI has a limited operating history, has not yet
manufactured any non-prototype aircraft or delivered any aircraft
to a customer, and XTI and its current and future collaborators may
be unable to successfully develop and market XTI's aircraft or
solutions, or may experience significant delays in doing so;
- the risk that XTI is subject to the uncertainties associated
with the regulatory approvals of its aircraft including the
certification by the Federal Aviation Administration, which is a
lengthy and costly process;
- the risk that the post-combination company may never achieve or
sustain profitability;
- the risk that XTI, Inpixon and the post-combination company may
be unable to raise additional capital on acceptable terms to
finance its operations and remain a going concern;
- the risk that the post-combination company experiences
difficulties in managing its growth and expanding operations;
- the risk that XTI's conditional pre-orders (which include
conditional aircraft purchase agreements, non-binding reservations,
and options) are canceled, modified, delayed or not placed and that
XTI must return the refundable deposits;
- the risks relating to long development and sales cycles, XTI's
ability to satisfy the conditions and deliver on the orders and
reservations, its ability to maintain quality control of its
aircraft, and XTI's dependence on third parties for supplying
components and potentially manufacturing the aircraft;
- the risk that other aircraft manufacturers develop competitive
VTOL aircraft or other competitive aircraft that adversely affect
XTI's market position;
- the risk that XTI's future patent applications may not be
approved or may take longer than expected, and XTI may incur
substantial costs in enforcing and protecting its intellectual
property;
- the risk that XTI's estimates of market demand may be
inaccurate;
- the risk that XTI's ability to sell its aircraft may be limited
by circumstances beyond its control, such as a shortage of pilots
and mechanics who meet the training standards, high maintenance
frequencies and costs for the sold aircraft, and any accidents or
incidents involving VTOL aircraft that may harm customer
confidence; and
- other risks and uncertainties set forth in the sections
entitled "Risk Factors" and "Cautionary Note Regarding
Forward-Looking Statements" in Inpixon's Annual Report on Form 10-K
for the year ended December 31, 2022,
which was filed with the SEC on April 17,
2023 (the "2022 Form 10-K"), the Quarterly Reports on Form
10-Q for the quarterly periods filed thereafter, and the Current
Report on Form 8-K filed on July 25,
2023, and in the section entitled "Risk Factors" in XTI's
periodic reports filed pursuant to Regulation A of the Securities
Act including XTI's Annual Report on Form 1-K for the year ended
December 31, 2022, which was filed
with the SEC on July 13, 2023 (the
"2022 Form 1-K"), as such factors may be updated from time to time
in Inpixon's and XTI's filings with the SEC, the registration
statement on Form S-4 and the prospectus contained therein. These
filings identify and address other important risks and
uncertainties that could cause actual events and results to differ
materially from those contained in the forward-looking
statements.
Nothing in this press release should be regarded as a
representation by any person that the forward-looking statements
set forth herein will be achieved or that any of the contemplated
results of such forward-looking statements will be achieved. You
should not place undue reliance on forward-looking statements,
which speak only as of the date they are made. Neither Inpixon nor
XTI gives any assurance that either Inpixon or XTI or the
post-combination company will achieve its expected results. Neither
Inpixon nor XTI undertakes any duty to update these forward-looking
statements, except as otherwise required by law.
Inpixon Contacts
General inquiries:
Email: marketing@inpixon.com
Web: inpixon.com/contact-us
Investor relations:
Crescendo Communications for Inpixon
Tel: +1 212-671-1020
Email: INPX@crescendo-ir.com
XTI Aircraft Contacts
General inquiries:
Email: liftup@xtiaircraft.com
Web: xtiaircraft.com/cm/get-involved
Investor relations:
Crescendo Communications for XTI
Tel: +1 212-671-1020
Email: XTI@crescendo-ir.com
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SOURCE Inpixon
