XTI Aerospace, Inc. (XTIA): M&A transaction — Inpixon divests Grafiti LLC (Saves, Shoom, GYG) to CEO for $1M; updates XTI merger pro formas

XTI Aerospace, Inc.

Entered Equity Purchase Agreement on Feb 16, 2024 to sell 100% of Grafiti LLC to Grafiti Group LLC, controlled by CEO Nadir Ali, for minimum $1M in two annual $500k installments.
Divestiture closed Feb 21, 2024, covering Saves, Shoom, and Game Your Game businesses as required Solutions Divestiture prior to XTI merger.
Updated pro forma financials for Inpixon-XTI merger reflect 1:100 reverse stock split, debt/liabilities conversion into equity, and proposed XTI equity financing.
Merger accounted for as reverse acquisition with XTI as accounting acquirer; goodwill and intangibles based on preliminary estimates.

item 1.01 item 2.01 item 8.01 item 9.01

Key facts

Extracted from this filing and checked against the source text.

M&A Transactions SEC 8-K Item 2.01/5.01 confidence 0.9

XTI Aerospace, Inc. completed a disposition involving Grafiti Group LLC for $1,000,000 (closed 2024-02-21).

Action: disposition
Counterparty: Grafiti Group LLC
Consideration: $1,000,000
Closing: 2024-02-21

Exact text from the filing

Inpixon Limited. Pursuant to the Equity Purchase Agreement, Purchaser will purchase from Inpixon 100% of the equity interest in Grafiti LLC for a minimum purchase price of $1,000,000 paid in two annual cash installments of $500,000 due within 60 days after December 31, 2024 and 2025. The purchase price and annual cash installment payments will be (i) increased

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

XTI Aerospace, Inc. entered into Equity Purchase Agreement with Grafiti Group LLC valued at minimum purchase price of $1,000,000 paid in two annual cash installments of $500,000 (effective 2024-02-16).

Action: entry
Agreement: equity purchase
Counterparty: Grafiti Group LLC
Value: minimum purchase price of $1,000,000 paid in two annual cash installments of $500,000
Effective: 2024-02-16

Exact text from the filing

As part of the Solutions Divestiture, on February 16 , 2024, Inpixon entered into an Equity Purchase Agreement (the “Equity Purchase Agreement”) to divest the businesses held by Grafiti LLC, a wholly-owned subsidiary of Inpixon (the “Covered Business”), by transferring 100% of the equity interest in Grafiti LLC to Grafiti Group LLC (“Purchaser”), a holding company controlled by Inpixon’s director and Chief Executive Officer, Nadir Ali.

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XTI Aerospace, Inc. filing history →

Source: SEC EDGAR

accession 0001213900-24-016458

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