Surf Air Mobility Publicly Files Form S-1 Registration Statement Related to Previously Announced Funding from Gem Global Yield LLC SCS

By: Surf Air Mobility Inc. via Business Wire

September 19, 2023 at 09:13 AM EDT

Surf Air Mobility Inc. (NYSE: SRFM) (“Surf Air Mobility” or “Surf Air”), a regional air mobility platform aiming to sustainably connect the world’s communities, today publicly filed a Form S-1 registration statement with the U.S. Securities and Exchange Commission (“the SEC”) registering up to 25.0 million shares to satisfy certain conditions associated with the previously disclosed share subscription facility it has entered into with Luxembourg-based Gem Global Yield LLC SCS (“GGY”).

Pursuant to the share subscription facility, upon the terms of and subject to the satisfaction of certain conditions, Surf Air Mobility will have the right from time to time at its option to direct GGY to purchase up to a specified maximum amount of shares of Surf Air Mobility common stock, up to a maximum aggregate purchase price of $400 million, over a specified term. After the initial advance of $7.5 million, Surf Air Mobility may request advances of up to $25 million each under the share subscription facility in an aggregate amount of up to $100 million. Any drawn advance will reduce the amount that Surf Air can request for future draw downs.

Surf Air Mobility intends to utilize the shares registered pursuant to the Form S-1 registration statement to request advances under the share subscription facility and satisfy other current obligations to register shares previously issued to GGY. If all the registered shares are not utilized at this time, they will remain available for future advances under the share purchase facility, to the extent such advances are requested by Surf Air Mobility. Surf Air Mobility intends to request such advances as needed and in increments aligned to the long-term growth of its business. The Form S-1 registration statement does not represent the full amount of shares that could be issued and sold to GGY under the share subscription facility.

Forward Looking Statements

The information in this press release includes “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements include, among other things, statements about: Surf Air Mobility’s ability to anticipate the future needs of the air mobility market; future trends in the aviation industry, generally; Surf Air Mobility’s future growth strategy and growth rate and its ability to access its financings, grow its fleet. In some cases, you can identify forward-looking statements by terminology such as “may”, “should”, “could”, “might”, “plan”, “possible”, “project”, “strive”, “budget”, “forecast”, “expect”, “intend”, “will”, “estimate”, “anticipate”, “believe”, “predict”, “potential” or “continue”, or the negatives of these terms or variations of them or similar terminology. These forward-looking statements include, without limitation, statements regarding the Company’s plans to draw down and request advances under the share subscription facility. Factors that may cause actual results to differ materially from current expectations include, but are not limited to: Surf Air Mobility’s future ability to pay contractual obligations and liquidity will depend on operating performance, cash flow and ability to secure adequate financing; Surf Air Mobility’s limited operating history and that Surf Air Mobility has not yet manufactured any hybrid-electric or fully-electric aircraft; the powertrain technology Surf Air Mobility plans to develop does not yet exist; the inability to maintain and strengthen Surf Air’s brand and its reputation as a regional airline; any accidents or incidents involving hybrid-electric or fully-electric aircraft; the inability to accurately forecast demand for products and manage product inventory in an effective and efficient manner; the dependence on third-party partners and suppliers for the components and collaboration in Surf Air Mobility’s development of hybrid-electric and fully-electric powertrains, and any interruptions, disagreements or delays with those partners and suppliers; the inability to execute business objectives and growth strategies successfully or sustain Surf Air Mobility’s growth; the inability of Surf Air Mobility’s customers to pay for Surf Air Mobility’s services; the inability of Surf Air Mobility to obtain additional financing or access the capital markets to fund its ongoing operations on acceptable terms and conditions; the outcome of any legal proceedings that might be instituted against Surf Air, Southern or Surf Air Mobility; changes in applicable laws or regulations, and the impact of the regulatory environment and complexities with compliance related to such environment; and other risks and uncertainties indicated in the prospectus. Forward-looking statements are based on the opinions and estimates of management at the date the statements are made and are subject to a variety of risks and uncertainties and other factors that could cause actual events or results to differ materially from those anticipated in the forward-looking statements. Although Surf Air Mobility believes that the expectations reflected in the forward-looking statements are reasonable, there can be no assurance that such expectations will prove to be correct. Surf Air Mobility cannot guarantee future results, level of activity, performance or achievements and there is no representation that the actual results achieved will be the same, in whole or in part, as those set out in the forward-looking statements and financial projections. Forward-looking statements speak only as of the date they are made. Readers are cautioned not to put undue reliance on forward-looking statements, and Surf Air Mobility does not undertake any obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.

Additional information regarding these and other factors that could affect SAM’s results is included in SAM’s SEC filings, which may be obtained by visiting the SEC’s website at www.sec.gov or the investor relations page on SAM’s website at https://investors.surfair.com under the “Financials—SEC Filings” section. Information contained on, or that is referenced or can be accessed through, our website does not constitute part of this document and inclusions of any website addresses herein are inactive textual references only.

About Surf Air Mobility

Surf Air Mobility is a Los Angeles-based regional air mobility platform expanding the category of regional air travel to reinvent flying through the power of electrification. In an effort to substantially reduce the cost and environmental impact of flying and as the operator of the largest commuter airline in the US, Surf Air Mobility intends to develop powertrain technology with its commercial partners to electrify existing fleets and bring electrified aircraft to market at scale. The management team has deep experience and expertise across aviation, electrification, and consumer technology.