ENGLEWOOD, Colo., Sept. 12, 2025 /PRNewswire/ — XTI Aerospace, Inc. (Nasdaq: XTIA), (“XTI” or the “Company”), a pioneer in xVTOL and powered-lift aircraft solutions, today announced the pricing of a best-efforts public offering of 12,500,000 shares of its common stock (or pre-funded warrants (“Pre-Funded Warrants”) in lieu thereof) and warrants (“Common Warrants”) to purchase up to 12,500,000 shares of common stock at a combined public offering price of $1.60 per share (inclusive of the Pre-Funded Warrant exercise price) and associated Common Warrant. The Common Warrants will have an exercise price of $2.00 per share and will be immediately exercisable upon issuance for a period of five years following the date of issuance. All of the shares (or Pre-Funded Warrants) and Common Warrants in the offering are being offered by the Company. Total gross proceeds from the offering, before deducting the placement agent’s fees and other offering expenses, are expected to be $20 million. The offering is expected to close on September 15, 2025, subject to satisfaction of customary closing conditions.
The Company intends to use the net proceeds from the offering for working capital and other general corporate purposes, including the development of the TriFan 600 airplane. The Company may also use a portion of the net proceeds to invest in or acquire businesses or technologies, although the Company has no current commitments or obligations to do so.
ThinkEquity is acting as the sole placement agent for the offering.
The securities will be offered and sold pursuant to a shelf registration statement on Form S-3 (File No. 333-289194), including a base prospectus, filed with the U.S. Securities and Exchange Commission (the “SEC”) on August 1, 2025, and declared effective on August 12, 2025. The offering will be made only by means of a written prospectus. A prospectus supplement and accompanying prospectus describing the terms of the offering will be filed with the SEC on its website at www.sec.gov. Copies of the prospectus supplement and the accompanying prospectus relating to the offering may also be obtained, when available, from the offices of ThinkEquity, 17 State Street, 41st Floor, New York, New York 10004.
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