Air Industries amends merger agreement to exclude $1.97M customer advance from net debt calculation

AIR INDUSTRIES GROUP

Amendment to Feb 2026 merger with Tenax redefines AIR Net Indebtedness to exclude a $1.97M prepayment from a customer.
Subsidiary AIM received $1.97M advance on June 2, 2026, under a promissory note for manufacturing supplies, non-interest bearing.
Advance must be repaid by Nov 30, 2026, or may be set off against future customer payments for product deliveries.
Adjustment reduces shares issuable to Tenax members by excluding the advance from net debt, preserving deal economics.

Key facts

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.95

AIR INDUSTRIES GROUP amended Agreement and Plan of Merger with Tenax Aerospace Acquisition, LLC valued at Amendment to Merger Agreement dated June 8, 2026 amending definition of AIR Net Indebtedness; amendm (effective 2026-06-08).

Action: amendment
Agreement: merger
Counterparty: Tenax Aerospace Acquisition, LLC
Value: Amendment to Merger Agreement dated June 8, 2026 amending definition of AIR Net Indebtedness; amendm
Effective: 2026-06-08

Exact text from the filing

On June 8, 2026, Air Industries Group (" AIR ") entered into an amendment (the " Amendment ") to the Agreement and Plan of Merger, dated as of February 16, 2026, among Tenax Aerospace Acquisition, LLC (" Tenax "), AIR and Transitory Air Sub LLC (" Merger Sub ") (the " Merger Agreement ").

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Source: SEC EDGAR

accession 0001213900-26-068306

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