Xeriant Inc (QB) (XERI) Quote

As is now obvious, your prediction that XERI would never receive any XTI shares is -- and always was -- as ridiculous as any of your other conspiracy theories and "legal analysis." To date, your greatest "success" has been pointing out a minor typo (which was corrected by simply changing "and" to "and/or") on Duffy's bio which you baselessly claimed was "proof" of fraud. Virtually everything else you've bombarded us with over the past few years has been the result of the same flawed thinking that resulted in your absurd prediction about the XTI shares. Whether or not you decide to leave this board is up to you, but maybe you'll think twice before listening to your gut in the future. Or at least before spilling your guts to the rest of us.

This is why I will make this my last response to you. PERIOD
Just like your claim that you KNEW where the 3,3 mil shares came from. Truth is this was BS you tried to push with Killa. You didn't understand that it was a percentage of the full diluted shares. You assigned a conversion price in order to make that total equal to the $5.4 mil. You may have brought some number you found up but had no idea what it meant. Just like you don't understand compensation comes FROM a liability. LOLOLOL Won't accept facts. JUST make up shit and demand its fact. What did you do to get $1.67 . Made up proof or did you find it in filings. 5,4/3.3= 1.63 pretty close

Company issued 3,342,998 shares (representing 5.4% of XTI’s fully diluted outstanding shares as of the joint venture expiration date of May 31, 2023)

Making your insults when someone doesn't believe you. What was the conversion Brody used .3094. Looks like Killa new more about what your ass was demanding as the facts. Just an arrogant whiny kid thinking everything should go his way

PRETTY WELL SELF DESCRIBED
StockItOut
Re: KILLAZILLA post# 28481
Wednesday, October 11, 2023 9:36:40 AM

Post# 28484 of 32177
How is the $5,4M XTI liability (debt to Xeriant) equivalent to $330,000?

It's only your dumb conclusion that the 3,300,000 shares to be provided to Xeriant are not valued at $1.67 of XTI Aircraft but at $0.10 of Inpixon.
Do you get it yet?
WTF DON'T you UNDERSTAND???
3.3m X $1.67 pre-merger is about the $5.4M.
$1.67 is pre-merger "Prior to Effective Time" pricing of XTI Aircraft value per share. You are incorrectly calculating a post-merger Post Effective Time pricing, and incorrectly further of Inpixon shares.

In one post you say Xeriant will get $5.4M. And in another post you say Xeriant will get $300.000, as based upon 3.3M XTI shares priced at the Inpixon current share price of $0.10.


.

"Share Issuances
3,342,998 of pre-exchange common shares of XTI Aircraft Company were issued to Xeriant, Inc. immediately prior to the XTI Merger closing time or 298,395 post merger exchange common shares. This share issuance to Xeriant Inc. fully settled the obligation relating to a joint venture arrangement by and between XTI Aircraft Company and Xeriant Inc., which terminated by its terms on May 31, 2023. The obligation to issue shares to Xeriant was classified in equity as of December 31, 2023, as the share consideration became fixed once the joint venture terminated."


https://investorshub.advfn.com/boards/read_msg.aspx?message_id=174391117 I have also addressed multiple times that NO STOCK will be exchanged. Meaning SP couldn't have won the bet to start with.

LOL!

Verified wrong. Sorry!

That's the thing with auto-bot article writing scripts, and dumshts who believe the illogical erroneous information the bot articles compile to convey as fact. Specially when those dumshts have pre-decided their origin and outcome story to ignore tons of actual facts and to match anything they do or can find in attempt to fit their predecided unsupported outcome.

Are you aware that typically VTOL-acquiring SPACs, which generally have a lot more cash that INPX did, only retain around 30% of the merged entities? INPX brought a lot less cash to the table and kept 40%. XTI brought the TF600 IP -- and kept 60% -- including the %'s XERI was due.

I understand what was in that PR. Did you even read it.If you did you would have seen an S-4 reference. See I have tried to expose the truth on this ever changing story. Instead of just being insultive you could look for the truth. Like some here I do make mistakes but admit and learn from them. Like this PR I found it first and would have never looked at a INPX S-4. Now that I have I can say that it, does look to be wrong. Not hard to accept it happens. At this point not sure which it is??I say that because the 60/40 XTI/INPX still remain.🤔

The PR still shows that Inpixon had a relationship with XTI as far back as SEPT 2021

Inpixon (“Inpixon”) and XTI Aircraft Company (“XTI”) have entered into an Agreement and Plan of Merger, dated July 24, 2023 (as it may be amended from time to time, the “Merger Agreement”), pursuant to which a wholly-owned subsidiary of Inpixon will merge with and into XTI, with XTI surviving as a wholly-owned subsidiary of Inpixon (the “merger” or the “Business Combination”). Inpixon following the merger is also referred to as the “combined company.”

After application of the Exchange Ratio, Inpixon stockholders as of immediately prior to the Effective Time will retain approximately 40% of the issued and outstanding common stock of the combined company and XTI stockholders as of immediately prior to the Effective Time will retain approximately 60% of the issued and outstanding common stock of the combined company,

Yes! Most definitely! "Could I be addressing the lawsuit from the wrong angle??"

"starting..."? LOL That's funny, you as "starting to think...".

Your questions demonstrate a total lack of understanding of how these kind of mergers work.

So many misstatements! 1) I never said the Letter Agreement referred to the termination of the JV Agreement. 2) The Letter Agreement SPECIFICALLY ADDRESSED XTI assuming responsibility for the Auctus loan. 3) It also SPECIFICALLY ADDRESSED ADDITIONAL COMPENSATION DUE XERI for introducing INPX to XTI. 4) Brody hired a series outside attorneys to handle this case. 5) The lawsuit has little or nothing to do with the escrow account.

So here's a real twist I will throw into the "STORY". Might be a stunning revolation. After finding this PR. We know that the merger was created at a 60% XERI, 40% INPX with a name change to XTIA. Why was the controlling interest given to XTI in the merger???? Could I be addressing the lawsuit from the wrong angle?? INPX has split with so many spin offs they have to have a bad reputation.

This whole time line destroys XERIs lawsuit.
MORE AMAZING DD BROUGHT TO BY Q
Duffy had to know of this being in the term sheet PRE-MERGER agreement from SEPT 2021. Or this would have been exposed in the complaint. If nothing else in a new complaint. It is public info.

What if INPX was the ones who merged into XTI. XTI is the major holder and INPX is the minor holder so it would seem that XTI consumed INPX in the merger. "IF" that is the case this whole lawsuit has no foundation to stand on. Wouldn't have thought this way until this article.

I recently said it wouldn't surprise me if INPX was involved before the DEBIT FUNDING.
It shows that INPX had been involved way before the May 17 2022 letter.

TRULY A MUST READ
XTI Aircraft Company completed the acquisition of Inpixon from a group of shareholders in a reverse merger transaction.

XTI Aircraft Company executed a non-binding letter of intent to acquire Inpixon (NasdaqCM:INPX) from a group of shareholders in a reverse merger transaction on September 12, 2022. XTI Aircraft Company entered into a definitive merger agreement to acquire Inpixon from a group of shareholders for $15.6 million in a reverse merger transaction on July 24, 2023.

There were also penalties if they didn't complete the merger
In case of termination of the transaction under certain circumstances, Inpixon must pay XTI a termination fee of $2 million and XTI must pay Inpixon a termination fee of $2 million.

XTI Aircraft Company completed the acquisition of Inpixon from a group of shareholders in a reverse merger transaction.
March 11, 2024
https://www.marketscreener.com/quote/stock/XTI-AEROSPACE-INC-46980239/news/XTI-Aircraft-Company-completed-the-acquisition-of-Inpixon-from-a-group-of-shareholders-in-a-reverse-46156923/

Sorry BCJ You're not who I was referring to at the bottom of the post. By now most know who the whining AH is I refer to.

Are you starting to think it's all been in order to STALL DISTRACT and make MILLIONS from the DILUTION. This is where the real money for these 2 companies resides and being part of the company.

In reading I noticed this Scotty Pomeroy who is new to the CFO position since the last quit at the end of the JV. Not only does he get a base salary but bonuses to boot. The Company entered into an employment agreement with Mr. Pomeroy on May 6, 2024 (the “Pomeroy Employment Agreement”), pursuant to which Mr. Pomeroy agreed to continue to serve as the Company’s Chief Executive Officer and as a member and Chairman of the Board. Pursuant to the terms of the Pomeroy Employment Agreement, Mr. Pomeroy is entitled to receive an annual base salary of $400,000,

The Company entered into an employment agreement with Mr. Pomeroy on May 6, 2024 (the “Pomeroy Employment Agreement”), pursuant to which Mr. Pomeroy agreed to continue to serve as the Company’s Chief Executive Officer and as a member and Chairman of the Board. Pursuant to the terms of the Pomeroy Employment Agreement, Mr. Pomeroy is entitled to receive an annual base salary of $400,000,

Effective July 1, 2022, we entered into a consulting agreement with Scott Pomeroy to serve as the Company's CFO. In connection with the agreement as amended effective January 1, 2023, Mr. Pomeroy may be entitled to a performance bonus of $400,000, upon successful delivery of services as outlined in the agreement.Jul 13, 2023. What was this guy suppose to accomplish?????

Responsibility of Chief Financial Officer
A Chief Financial Officer (CFO) manages a company's financial operations, including planning, implementation, and oversight. Their responsibilities include:
Forecasting: Preparing accurate forecasts to help management make informed decisions about future investments or cuts
Cash flow: Tracking cash flow and ensuring effective utilization of financial resources to enhance profitability and drive growth
Budgets: Managing budgets and optimizing capital structure
Financial reporting: Preparing current financial reports and summaries, and internal and external financial reporting
Asset stewardship: Owning a company's assets
Strategy: Incorporating strategy and business partnership into their role, and helping determine areas where the business should expand or trim for future growth

BTW I said I'd stop posting when XERI received XTIA shares which has not happened AH. I still can't fix stupid.
quester614
Re: Smartypants2 post# 26882
Thursday, August 31, 2023 9:08:47 PM
Post# 26885 of 28685
HEY SP2 I'll stop posting here IF XERI gets any XTIA stock if you stop posting after the INPX/XTI merger happens and they DON'T. This is the part of this SCAM where I drew the line over and got out. So I will admit I was WRONG and leave this board, SP2 will you agree to this and do the same. Your big chance to put up or shut up.

You still posting? You lost your bet!

$5.4M as 3.3 Million XTI Aircraft common shares is/was an XTI liability owed to Xeriant that Xeriant earned as compensation for its contribution to their JV.

Yes, the Auctus claim by Xeriant is for XTI's compensation to pay it off in exchange for Xeriant's services of facilitating XTI's merger, for introducing PubCo Inpixon to XTI, and visa versa.

But are you still posting here? You lost your bet!

It was a Liquidity Event, or Completion Event on an XTI Aircraft Company Note previously loaned by Brody.
Right before the merger, Brody received $175,000 cash.
And he received equivalent of 2,983,054 XTI Aircraft Company shares that... became 1:100 reverse post-merger... 266,273 XTIA shares.
Now how'd they do that?
They gave him same $922,957 dollar value in new XTIA shares.

But XTI has only 60% of the new XTIA company, yet they gave Brody the full dollar valuation in new XTIA shares thus inclusive of the 40% owned by Inpixon too.

If this is not books cooking, even otherwise, then XTI must do the same for Xeriant, to provide $5,4M worth of new XTIA shares to Xeriant, which at merger time (just like for Brody) would for Xeriant be around 1.3 Million new XTIA shares.

I'm thinking if XTI is giving Brody XTI Aircraft Company shares at just $0.3094 each, Xeriant may have some argument that their XTI shares valued at $1.67 is way off, and thus due many more shares, which would work out valuation wise post merger as described above.

Either way... Looks like some auditor and XTI books cooking to me.

____

Brody the liaison for the lawsuit? That's a chuckle. How about each side's attorneys 'liasoning' each other.

Why is Brody classified as independent? So he's not an employee of the company. You know, like Xeriant does it with its mngt.

.

Why do you think the Letter Agreement refers to the JV termination and dissolution of the JV. XTI then issued 3,342,998 representing 6% of XTI’s outstanding capital stock on a fully diluted basis. Those shares were set at a fixed rate so that's all the stock as compensation XERI might receive.
The only other compensation is for the Auctus claim which seems to be in combination so it might affect their claim.
The formula I used to convert the value of the Brody Escrow used a few more XTI shares to get 266273 can give an idea just how much XERI shares might be worth. If you don't think this Escrow account has any connection to the lawsuit. Brody seems the perfect legal liaison given his legal background.

2. Concurrently with any combination of Pubco and XTI (the “Combination”), the Joint Venture between XTI and Xeriant (the “Joint Venture”) shall be terminated and dissolved and pursuant to Section 9.2.2 of the Joint Venture Agreement, XTI shall issue to Xeriant shares of XTI Common Stock representing 6% of XTI’s outstanding capital stock on a fully diluted basis which shares shall then be exchanged in the Combination for the consideration applicable to the XTI’s stockholders in the Combination. Additionally, as condition of the Combination, all financial obligations of Xeriant pursuant to that certain Senior Secured Promissory Note in the principal amount of $6,050,000 issued to Auctus Fund, LLC shall be assumed by XTI or Pubco with Xeriant being released from all obligations thereunder and the Warrant to purchase 50,968,828 shares of Xeriant Common Stock issued to Auctus Fund LLC shall be extinguished and cancelled without any cost

So now the books must have been cooked. That's why I brought up that XTI started using XERI CPA then XERI fired him ONLY for him to do the SEC audit for XTI. LOLOLOLOL

Metz, who the hell knows for sure. No news and realistic updates seem to becoming a major issue. I'm not sure if Duffy understands the meaning of updates. Anyone in their right mind would question this and walk away. Xtia and Duffy seem to be juggling taking care of insiders versus the retail investor. It's like they got our money and now you can F off.

Sounds like Xeri. 2 companies with no revenue in a lawsuit. Lol. Neither giving out updates or news because neither have anything meaningful to talk aabout. Relatively speaking Nexboard is probably at the same stage as the tri fan, which is not even close to being completed.

Duh, I was not questioning the fact that XTI set aside or even offered those shares for XERI, I was asking whether XERI may have refused to accept the offer because doing so could have compromised its ability to force XTI to compensate them for introducing INPX to XTI. Perhaps XTI's offer was conditional (ie, If you accept these shares, you give up any claim to additional compensation you may believe to be due you under the Letter Agreement.)

Being sued by the company that disputed the merger that XTI did anyway does not establish good XTI story. You're right, no news, no development, just a strange persistent court case.

You're asking SP2 based-upon-the XTI verbiage I posted. You're going nuts by your own story fabrication you're trying to uphold that you now know is crumbling.

You ask, "Why was this not brought up before??????" Not sure if that's irony or if you're serious. I think you're serious.

Ah, I've brought it up repeatedly.

We now have proof these shares have been issued.

Now be a like a whimpering dog and keep posting, or live up to your word.

Xtia continues to go down. What did they expect to happen when they don't put out any news. What have they been doing all this time. As far as any one is concerned nothing has taken place. Lack of updates and news is a guaranteed share drop.

Now you don't have it. Never did, I suppose.

Did you not read then reread this. LOLOLOL So XERIs $5.4 mil JV contribution is now being represent by 5.4% of XTI’s fully diluted outstanding shares as of the joint venture expiration date of May 31, 2023) to Xeriant in exchange for Xeriant’s interest in the joint venture. That 5.4% is now represented by the 3,342,998 of shares that XTI set aside.
Why was this not brought up before?????? Who else read this?????LOLOLOL Some don't have it is RIGHT.

I remember talk of the $100 mil cost for XERI to make XTI becoming a wholly owned subsidiary of Xeriant. Then a PR stated that a Letter of Intent (the “LOI”) to pursue a merger whereby Xeriant would acquire 100% of the issued and outstanding shares of XTI. The LOI provides for the parties to negotiate and enter into a definitive merger agreement by October 22, 2021. That would make the $5.4 mil equal to the 5.4% of the 100%.


Xeriant and XTI Aircraft sign LOI to pursue Merger
September 22, 2021

Term Sheet



READ THIS
The Company considered authoritative accounting guidance including ASC 815, Derivatives and hedging (“ASC 815”), and determined the obligation to deliver shares to Xeriant is a freestanding equity contract that is not indexed to its own stock and, therefore, requires liability classification. As such, the Company determined the liability should be marked to fair value each reporting period (refer to Note 8) from the date of inception through May 31, 2023, the date the joint venture terminated by its terms, The Company considered authoritative accounting guidance including ASC 815, Derivatives and hedging (“ASC 815”), and determined the obligation to deliver shares to Xeriant is a freestanding equity contract that is not indexed to its own stock and, therefore, requires liability classification. As such, the Company determined the liability should be marked to fair value each reporting period (refer to Note 8) from the date of inception through May 31, 2023, the date the joint venture terminated by its terms, which resulted in the equity consideration to settle the obligation becoming fixed at 3,342,998 shares. As of May 31, 2023, the Company reevaluated ASC 815 and determined the equity contract should be reclassified from a liability instrument to equity, since Xeriant had all rights to those shares as of May 31, 2023.

In satisfaction of its obligations and immediately prior to the effective time of the XTI Merger in March 2024, the Company issued 3,342,998 shares (representing 5.4% of XTI’s fully diluted outstanding shares as of the joint venture expiration date of May 31, 2023) to Xeriant in exchange for Xeriant’s interest in the joint venture.. As of May 31, 2023, the Company reevaluated ASC 815 and determined the equity contract should be reclassified from a liability instrument to equity, since Xeriant had all rights to those shares as of May 31, 2023.

In satisfaction of its obligations and immediately prior to the effective time of the XTI Merger in March 2024, the Company issued 3,342,998 shares

Did XTI offer XERI 5.4% of its (pre-INPX merger) equity (in the form of fully diluted shares) hoping that XERI would accept that as payment-in-full for any and all equity it was due from BOTH the JV AND the Letter Agreement? If so, that would explain why XERI has not filed an 8-K regarding that equity transfer...BECAUSE IT REFUSED THE BS offer from XTI, since doing so would have eliminated its ability to pursue XTI(A) for its due compensation.

You cite EXHIBIT A, ARTICLE II., 2.1(d) Escrow for Restricted stock Award for an XTI employee incentive program.
https://ir.xtiaerospace.com/sec-filings/all-sec-filings/content/0001213900-24-023130/0001213900-24-023130.pdf

This is the "litigation Escrow account" you've fabricated as excuse, your fabricated "proof", to deny XTI Aircraft delivered its equity contract liability as 3.3M XTI Aircraft Company common stock to Xeriant in March, 2024, just prior to its merger with Inpixon.

Xeriant getting XTI stock is your self-proclaimed challenge that you'd leave this XERI board to no longer post here.

Xeriant getting XTI stock also blows-up your conspiracy story about Xeriant.

SEC filed 8-K proof of Xeriant having been issued 3.3 Million XTI Aircraft Company common now exists.

Nor is it $310,000 in cash that you also claimed Xeriant was owed by XTI for Xeriant's JV contribution rather than XTI Aircraft Company common stock.

You lost your own bet.

.

Now you got it.

Again, you fail to comprehend the most basic point: The shares XTI put aside are the ones XERI paid for with the $5.4 million it invested in the JV. They have NOTHING to do with the compensation XERI is due as per the Letter Agreement, which is the contract that XERI claims XTI breached.

I heard that whimpering little dog crying for attention again but when I called out he seemed to run away and stop his whimpering. LOLOL

Just a small side note. If this is an Escrow account to settle the lawsuit. I see that Brody did have those shares converted to 266273 XTIA shares. Was that just the $922,959 or does it include the $175,000. Which I believe it does. This does seem to add up since XTIA had to open above the $4 NASDAQ requirement. That would make these XTIA shares converted from the $1097957 / 266273 = $4.12 a share.

If these shares have been set aside for XERI this is ugly. Like SP2 has mentioned maybe it was a good thing XERI didn't get any stock and he's right. Those 266273 shares @ .8859 are only worth a whopping $235891. This lawsuit is going to cost more than it's worth. That's why the value is in the STALL,DISTRACTION,DILUTION

Mr. Brody was the founder, Chairman, and major shareholder of XTI. Why would he have an Escrow employee account set up with XTI shares that are not converted to XTIA. How many total shares are in this Escrow. I see he was appointed to some Compensation committee. He also seems to be in control of this Brody Note. Could he be the laision for XTI in the XERI lawsuit??? Why is Brody classified as independent??? Timing is EVERYTHING. Strange how this Brody Note originated after the lawsuit started and amended just before the merger. I believe this is related to the possible settlement of the BS lawsuit.

Mr. Brody has also been appointed to the Company’s Audit Committee, its Compensation Committee and its Nominating and Corporate Governance Committee, effective as of the Effective Time. The Board determined that Mr. Brody is independent within the meaning of Nasdaq Listing Rule 5605(a)(2). Messrs. Oppenheim and Irfan will continue to serve on the Company’s Audit Committee and Mr. Irfan will continue to serve on the Company’s Compensation Committee.

On March 12, 2024, XTI and Mr. Brody entered into an Amendment No. 1 (the “Brody Note Amendment”) to the Unsecured Convertible Promissory Note, dated as of October 1, 2023, issued by XTI to Mr. Brody (the “Brody Note”), pursuant to which Mr. Brody converted $922,957 principal amount of the Brody Note and accrued and unpaid interest thereon, into shares of XTI common stock at a rate of $0.3094 in principal amount per share, and XTI agreed to pay Mr. Brody the remaining $175,000 in principal amount upon the consummation of the Merger. The shares issued as consideration under the Brody Note Amendment converted into 266,273 shares of XTIA common stock in accordance with the exchange ratio pursuant to the Merger Agreement.

If we take the total $922957 + $175000= $1,097,957 and convert that at .3094 we get 3,548,665 which is more that enough to satisfy XERI claim

"In satisfaction of its obligations and immediately prior to the effective time of the XTI Merger in March 2024, the Company issued 3,342,998 shares (representing 5.4% of XTI’s fully diluted outstanding shares as of the joint venture expiration date of May 31, 2023) to Xeriant in exchange for Xeriant’s interest in the joint venture.

"The Escrow proves..." Except there is no escrow.

So, you have no proof.


Check this out. It's by XTI referring to itself.

Read it. Re-read it. Then re-read it:
The Company considered authoritative accounting guidance including ASC 815, Derivatives and hedging (“ASC 815”), and determined the obligation to deliver shares to Xeriant is a freestanding equity contract that is not indexed to its own stock and, therefore, requires liability classification. As such, the Company determined the liability should be marked to fair value each reporting period (refer to Note 8) from the date of inception through May 31, 2023, the date the joint venture terminated by its terms, which resulted in the equity consideration to settle the obligation becoming fixed at 3,342,998 shares. As of May 31, 2023, the Company reevaluated ASC 815 and determined the equity contract should be reclassified from a liability instrument to equity, since Xeriant had all rights to those shares as of May 31, 2023.

In satisfaction of its obligations and immediately prior to the effective time of the XTI Merger in March 2024, the Company issued 3,342,998 shares (representing 5.4% of XTI’s fully diluted outstanding shares as of the joint venture expiration date of May 31, 2023) to Xeriant in exchange for Xeriant’s interest in the joint venture.

"a litigation escrow account." Whoa. Did the court order a litigation escrow account? I missed that Order.

"whimpering little dog crying for attention." Well, you sure know your own call, don't you.

Now just a flat out bullshitter.

EXHIBIT A, ARTICLE II., 2.1(d)

Addresses: Restricted stock Award for an employee incentive program.

https://ir.xtiaerospace.com/sec-filings/all-sec-filings/content/0001213900-24-023130/0001213900-24-023130.pdf


And you're concluding, so you can cheat out of meeting your pledge (hey, just like a SmartyPants2 chumping out of bets that didn't go his way), that the 3.2 Million XTI Aircraft Company common stock that XTI states it delivered to Xeriant, (where XTI concurrently does not state delivery of those shares went to escrow) is related to "escrow" used for the Award and Grant Notice of restricted stock under the employee incentive Plan.

That goes right in line with all your other illogical unfounded conclusions you call factual.

.

The Escrow proves that they set aside shares to cover XERIs claims made in the lawsuit. That's all it means. This is not an uncommon practice. It does not guarantee that XERI will be awarded those shares or any compensation they might be LIABLE for. Some AH just can't understand that fact. You just CAN'T FIX STUPID.

They went forward with payment because that was outside the scope of the agreement and did not violate anything in Exhibit D. We know XTI was already weary of XERI by their worry of having the JV impact their ability to finance its business. You really think Brody was that stupid, to blatantly violate a contract with a SLEAZY company like XERI. Here is the proof that they're concerns were correct. We see now XERI has tried to unsuccessfully hinder XTIs ability to finance and complete their goals of reaching NASDAQ

There was no "triggering" for taking a loan. XERI receiving XTI shares will only be confirmed when an 8-K is filed by XERI. Despite the whines of a whimpering little dog crying for attention.

2.2 JV agreement
XTI’s Board of Directors has determined that the continued existence of the JV would threaten XTI’s ability to finance its business (an “XTI Termination”) or upon a determination that the purpose of the JV has been completed made by a majority of the Management Committee of the Joint Venture including at least one member designated by each Party (a “Mutual Termination”) (each of an Xeriant Termination, an XTI Termination and a Mutual Termination being a “Completion Event”).
What is a litigation escrow account?


Litigation Escrow Account means an interest-bearing savings account maintained by Debtor solely for the purpose of paying, and sufficient to pay, all Litigation Claims in accordance with the terms of this Plan.

What is an escrow account for lawsuit settlement?
A settlement escrow is an ar- rangement whereby an agent stands ready to receive cash settlement offers from the parties to a lawsuit.

Is escrow like settlement?
An escrow is an arrangement in which a disinterested third party, called an escrow holder or settlement agent, holds legal documents and funds on behalf of a buyer and seller, and distributes them according to the buyer's and seller's instructions.

That's the meat of what you got, calling fellow Americans not American. A true maganut! Off the wall crazy. They sure grow them funny down in your parts. "Ah'll haytchu just 'cause I'm steupid, Ah mean ah'll haytchu 'cause I ran oudda things I coud figer owt. Ah mean ah'll haytchu 'cause th' fayacts keep messin' wit maa storie, maa conclushin. The egg is all on you mei man. Now you're saying Xeriant's XTI Aircraft Company stock is a restricted stock award from an XTI employee incentive plan. Hhmmpf. Yup, that makes cents.

The payment is simply proof that a business relationship was in effect as per the Letter Agreement. It didn't had to be a merger by the deadline in order to qualify as a triggering event. The loan was never revealed to XERI by XTI, because XTI was trying to hide the fact that a triggering event had occurred prior to the deadline. The second payment only reinforced the fact that INPX and XTI were going forward with the merger.

XTI acted on its tortuous contract breach. How stupid of XTI!

Xeriant definitely has a claim now, with XTI having had delivered shares. Whether in this current case or a separate complaint that Xeriant may file. XTI needs that lawyer team, we see.

"no compensation awarded without first establishing liability." Doesn't work like that. Hence why you rely upon what refer to as a legal eagle so that you can cherry pick your lies you call fact and explain with crickets.

"no compensation awarded without first establishing liability." = S T U P I D

8-K was filed. You = Chumping out. Just like SmartyPants2. Fact.


8-K/A Financial report (issued today, May 28, 2024):
https://www.sec.gov/ix?doc=/Archives/edgar/data/0001529113/000121390024046831/ea0203481-8ka1_xtiaero.htm
In satisfaction of its obligations and immediately prior to the effective time of the XTI Merger in March 2024, the Company issued 3,342,998 shares (representing 5.4% of XTI’s fully diluted outstanding shares as of the joint venture expiration date of May 31, 2023) to Xeriant in exchange for Xeriant’s interest in the joint venture.

So it does seem to be some sort of an ESCROW set up Mar 2024. Its long with references to the merger and something to do with Brody I think. Lots of accountant BS that was hard to follow. Maybe our legal eagle will take a crack at it since he thought there could be NO ESCROW. Whatever BS you bring up I'll know what to disprove. Just like there can be no compensation awarded without first establishing liability.
You came back just to get more egg on your face. You probably don't understand that American saying. 🤣
Just coincidental. LOLOLOLLOLOL
8-K - 03/15/2024 - XTI Aerospace, Inc.

xtiaerospace.com
https://ir.xtiaerospace.com › sec-filings › content
PDF
Mar 11, 2024 — (d) Escrow. The Secretary of the Company or such other escrow holder as the Committee may appoint may retain physical custody of any ...
https://ir.xtiaerospace.com/sec-filings/all-sec-filings/content/0001213900-24-023130/0001213900-24-023130.pdf

I heard a little dog whining again. I have always said an 8-K would have to be filed and so far that hasn't happened. With the INPX merger, XTI would have set aside XTI shares since there was nothing to entitle them to the 60/40 combined shares of XTIA. Pretty LAME TRY AH. Come back when XERI has XTI shares.

So I self correct again since I never could see the formal complaints on Pacer. I took 2-7 to be from the lawsuit filed with the SEC. Here is what the 2nd complaints 1-7 are. Some here may already know this. Here 2 is intentional fraud

Xeriant, in the second amended complaint, asserts the following causes of action: (1) breach of contract; (2) intentional fraud; (3) fraudulent concealment; (4) quantum meruit; (5) unjust enrichment; (6) unfair competition/deceptive business practices; and (7) misappropriation of confidential information, and seeks damages in excess of $500 million, injunctive relief enjoining us from engaging in any further misconduct, the imposition of a royalty obligation, and such other relief as deemed appropriate by the court.

Escow "for two or more parties involved in a legal transaction." Yet Xeriant and XTI Aircraft would have had to had first agreed to an escrow arrangement.

Yet XTI Aircraft stated it provided shares directly to Xeriant, not to escrow that would be pending any further closure of a yet another mutual Xeriant/XTI agreement to allow for an escrow transfer. Neither have claimed such agreement or arrangement.


So, you going to pull a SmartyPants2 now and renege on your announcement that you'll leave the XERI board once and if Xeriant receives XTI Aircraft shares, now that Xeriant has? Seems XTI Aircraft is quite clear its shares were delivered to Xeriant, a year ago.

"obligations" = "liabilities"

"obligations" does not = "compensation"

"compensation" does not = "liabilities"

Looks like we've-come full-circle to the transfer agent. What happened to those 3,342,998 shares that XTI Aircraft Company provided to Xeriant, that on record Xeriant did not accept or receive?

Xeriant's or XTI Aircraft Company's Transfer Agent should know and be able to relay this XTI Aircraft Company shares location information.

I really don't know what is meant by the satisfaction of obligations. I would think the conversion price would have been set on May 31 2023. I also noticed the motion to dismiss 2-7 with some emphasis on 2. From this statement it seems much right now is in the judges hands. Both these companies are broke I don't see this being dragged out to a jury trail. This "STORY" has had more twists and turns than The Sting Papermoon or my favorite The Flim-Flam Man
The Court has neither scheduled XTI’s motion for hearing nor otherwise ruled upon it.

2. This Court has personal jurisdiction over Defendant because Defendant does business directly and/or indirectly within the state of New York. Defendant performs sales and conducts business in New York and the acts complained of herein have taken place and will take place within this judicial district. Further, Defendant's misappropriation, breach of contract and tortious conduct have been acted upon, and felt in the state of New York and this district such that it would be reasonable for this Court to exercise personal jurisdiction over Defendant.

It could be that these shares had to be set aside in ESCROW due to the pending lawsuit since XERI has not registered receipt of the shares.

Escrow is a legal contract that involves a neutral third party, called an escrow agent, holding assets, documents, or money for two or more parties involved in a legal transaction. The escrow agent disburses the funds or property based on conditions agreed to by the parties, and the escrow is closed once all conditions are met.

It means you'll finally leave the XERI board.
If you're a man and live up to your word.

Xeriant received XTI Aircraft Company shares. Received just before XTI's merger with Inpixon. Somehow Duffy and Xeriant forgot to mention.

It shows you also don't understand the difference between $5.4M liability from Xeriant's JV contribution payments, and the Xeriant demand for XTI's compensation of XTI paying off Xeriant's Auctus Note.

Bye