Fort Lauderdale, Florida, October 29th / PRNewswire / -- XTI Aerospace, Inc. (Nasdaq ticker: XTIA) (hereinafter referred to as “XTI Aerospace”, “XTI” or “the Company”) announced that it has reached a non-binding agreement regarding the reorganization and revision of certain notes issued on November 10, 2025, which are related to the acquisition of Drone Nerds, LLC, and Anzu Robotics, LLC. These notes are hereinafter referred to as “seller’s notes”.

As of now, the seller's notes amount to approximately $4.5 million in principal and capitalized interest that have not been repaid, and a default occurred on October 11, 2026. The restructured seller's notes are expected to extend their maturity date and provide additional financial flexibility as the company continues to implement its restructuring strategy.

According to this non-binding terms list, the annual interest rate for the seller's note will be 8.5%, effective from June 30, 2026, with monthly amortization over a period of 60 months. Nevertheless, the full principal amount and accrued interest will be due for payment on September 30, 2028. During the first 12 months of the seller's note's existence, XTI may choose to pay interest in kind ( PIK ) until the note is fully repaid.

In addition to reaching a non-binding agreement on the reorganization and revision of the seller's notes, the company is also engaged in constructive discussions regarding its revolving credit arrangements with JPMorgan Chase Bank ( JPMorgan Chase Bank , N.A ). The company holds an optimistic attitude towards the outcomes of these discussions.

Once the documents outlined in the terms list are drafted and formally signed by all relevant parties, more details and terms of the restructured seller's notes will be announced subsequently.

Regarding XTI Aerospace, Inc.

XTI Aerospace, Inc. ("XTI") (Nasdaq ticker: XTIA) focuses on creating leading platforms for commercial and government drones in the growing drone systems industry. Through its subsidiaries Drone Nerds, LLC, and XTI, it provides support to enterprises and government clients in areas such as public safety, agriculture, construction, and energy, covering the entire lifecycle of drone projects, including hardware procurement and deployment, training, services, maintenance, as well as its proprietary Always Flying™ solutions. With a mature customer base in the United States and a reputation as a trusted solution provider, the company is positioned as a market entry partner for drone manufacturers and software developers looking to expand their presence in the U.S. market.

For more information, please visit xtiaerospace.com. Follow XTI on LinkedIn, Instagram, X, and YouTube.

Warning Regarding Forward-Looking Statements

This press release contains certain “forward-looking statements” as defined by the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933 as amended, and Section 21E of the Securities Exchange Act of 1934 as amended. All statements other than those that are historical facts in this press release are forward-looking statements.

Forward-looking statements may use words such as “believes,” “continues,” “may,” “will,” “shall,” “expects,” “intends,” “plans,” “goal,” “estimates,” “projects,” and similar expressions. These statements are subject to risks, uncertainties, and other factors that could lead to significant differences between actual results and those expressed or implied. Such risks include, but are not limited to: the company's ability to ultimately complete and execute documents reflecting the terms agreed with the seller's noteholders; the ability to successfully negotiate and revise its asset-backed credit arrangements; the risk that lenders may refuse further loans or accelerate the repayment of outstanding borrowings; significant doubts regarding the company's ability to continue as a going concern; the company's ability to maintain its listing status on NASDAQ for its common stock; the impact of Section 232 tariffs and other trade measures; pending regulatory investigations and proceedings related to the company and its subsidiaries; potential conflicts of interest arising from the temporary CEO's economic interests among the noteholders involved in the acquisition; market acceptance, regulatory requirements, supply chain conditions, technological developments, integration of acquired businesses, the company's liquidity and ability to obtain additional capital under acceptable conditions or not at all, the company's negative shareholders' equity, and adequacy of capital resources; changes in applicable laws or regulations, fluctuations in customer demand and seasonal purchasing patterns, the company's ability to achieve expected gross margins and reduce operating costs, cash flow timing and inventory management, outcomes of pending legal proceedings involving the company and its subsidiaries, the company's ability to maintain relationships with key suppliers, restrictions and obligations under the company's ABL credit arrangements, the contraction of the company's ADS departments, and the development of ATM departments that have not yet generated revenue; potential impacts of significant non-cash expenses related to changes in the fair value of warrant liabilities; and other risks and uncertainties described in the documents submitted by the company to the U.S. Securities and Exchange Commission.The financial outlook and other projections of the company in this press release are based on management's current expectations and assumptions and are particularly subject to the aforementioned risks. Except as required by law, XTI assumes no obligation to update any forward-looking statements due to subsequent events or circumstances. Readers are advised to refer to the risk factors described in the documents submitted by the company to the U.S. Securities and Exchange Commission, including its most recent 10-K annual report and subsequent documents.

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