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425: Filing under Securities Act Rule 425 of certain prospectuses and communications in connection with business combination transactions

SEC ·  Aug 23 08:11

Summary by Moomoo AI

Jet.AI Inc., a Delaware corporation listed on NASDAQ under the symbol JTAI, has successfully completed its exchange offer and consent solicitation, which commenced on June 27, 2024, and concluded on July 25, 2024. The company announced that a significant majority of its redeemable warrants (JTAIW), private placement warrants, and merger consideration warrants (JTAIZ) were validly tendered and not withdrawn by the expiration date. Specifically, 90.6% of redeemable warrants, 100% of private placement warrants, and 67.7% of merger consideration warrants were submitted. Following this, Jet.AI entered into amendments for the 2021 and 2023 Warrant Agreements with Continental Stock Transfer & Trust Company on August 21, 2024. These amendments allowed the company to exchange the outstanding warrants for 10% fewer shares of common stock than originally offered. The Post-Offer Exchange is scheduled...Show More
Jet.AI Inc., a Delaware corporation listed on NASDAQ under the symbol JTAI, has successfully completed its exchange offer and consent solicitation, which commenced on June 27, 2024, and concluded on July 25, 2024. The company announced that a significant majority of its redeemable warrants (JTAIW), private placement warrants, and merger consideration warrants (JTAIZ) were validly tendered and not withdrawn by the expiration date. Specifically, 90.6% of redeemable warrants, 100% of private placement warrants, and 67.7% of merger consideration warrants were submitted. Following this, Jet.AI entered into amendments for the 2021 and 2023 Warrant Agreements with Continental Stock Transfer & Trust Company on August 21, 2024. These amendments allowed the company to exchange the outstanding warrants for 10% fewer shares of common stock than originally offered. The Post-Offer Exchange is scheduled for September 9, 2024, where approximately 2.4 million shares of common stock will be issued, resulting in no warrants remaining outstanding. The company will round up fractional shares to the nearest whole share for warrant holders. As a result of the exchange offer and subsequent amendments, the total outstanding shares of common stock will increase by approximately 93.2%, with an expected total of 27,054,217 shares post-exchange. The redeemable and merger consideration warrants will be suspended from trading and delisted from The Nasdaq Capital Market following the Post-Offer Exchange, while Jet.AI's common stock will continue to trade under the symbol JTAI.

This announcement is a separate document:

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