Surf Air Mobility Inc.

08/11/2026 | Press release | Distributed by Public on 08/11/2026 07:02

Material Agreement, Financial Obligation (Form 8-K)

Item 1.01. Entry into a Material Definitive Agreement

As previously disclosed in its filing on Form 8-K filed July 1, 2026, on June 30, 2026, Surf Air Mobility Inc. (the "Company"), an institutional collateral agent (the "Collateral Agent") and certain purchaser parties thereto (the "Purchasers") entered into a Secured Purchase Agreement (the "Purchase Agreement"), pursuant to which the Purchasers purchased certain Senior Secured Debentures, with an aggregate face amount of $21.6 million (the "Secured Debentures"). The initial Secured Debenture with an aggregate principal amount of approximately $7 million was issued on June 30, 2026 and the issuance of the remaining balance of the Secured Debentures in an amount equal to approximately $14 million was subject to the satisfaction of certain closing conditions. The Collateral Agent, Purchasers, and the holders of the Company's Senior Secured Convertible Note due 2027 with an initial aggregate principal amount of $16,857,142.89 and the Company's Senior Secured Term Note due 2028, with an initial aggregate principal amount of $30,000,000, initially extended the deadline to satisfy the closing conditions from thirty (30) days following the date of the Purchase Agreement to forty (40) days and then forty-two (42) days. The closing conditions were satisfied on August 10, 2026. The Company will use the net proceeds from the issuance of the second tranche for general working capital purposes.

Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

The information disclosed in Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference.

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