0001193125-26-177743
SEC filingSurf Air Mobility Inc. and subsidiaries entered a promissory note with LamVen for up to $15 million in advances, secured by aircraft assets, with 12.5% interest payable in cash or common stock, maturing April 20, 2029.
Surf Air Mobility Inc., along with subsidiaries Southern Airways Express, LLC and Southern Airways Pacific, LLC (the Borrowers), secured a flexible financing facility through a promissory note with LamVen LLC dated April 20, 2026. The note provides access to up to $15 million in principal through Advances requested by the Company or Borrowers, limited to $5 million per consecutive 90-day Draw Period starting from the date, ensuring controlled drawdowns while allowing lender discretion for excess amounts in a period. Collateralized solely by the Borrowers' and subsidiaries' aircraft assets—such as airframes, engines, propellers, helicopters, and related records—the arrangement includes a negative pledge preventing additional liens on these assets, with exclusions for certain purchase money liens, capital leases, and contractually restricted items. The non-recourse nature limits LamVen's remedies to the Borrowers and Collateral, protecting the parent Company. A $1.5 million origination fee, fully earned upon initial Advance, can be settled in unregistered common stock valued at the five-day average closing price of $1.274 ending April 17, 2026, or cash. Monthly interest at 12.5% follows suit, payable in cash, stock, or combination, also at $1.274 per share, subject to a 9.99% beneficial ownership cap calculated per Exchange Act Section 13(d). Prepayment is permitted without penalty on three business days' notice, with full maturity on April 20, 2029. Shares issued are unregistered under Section 4(a)(2) of the Securities Act. This facility offers critical liquidity for aviation operations while leveraging specific assets, balancing cost with equity flexibility amid ownership restrictions.