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Re: Smartypants2 post# 38554

Thursday, 10/02/2025 1:12:49 AM

Thursday, October 02, 2025 1:12:49 AM

Post# of 40125
Nothing has changed in that XERI NEVER paid the INITIAL $1 mil down payment which Duffy lied about. He claimed the $1 mil was paid and the JV went into effective on June 4 2021 in the 8-K .
XTI filing shows this to be a FALSE statement with XERI only paying $310,880 as an INITIAL JUNE down payment. How do you KNOW this will not be brought out when all of the discovery is presented to the court??? This case will be dismissed WITHOUT XERI ever owning any XTIA shares.

Item 1.01. Entry Into a Material Definitive Agreement

Xeriant, Inc. (the "Company") has entered into a Joint Venture Agreement (the “Agreement”) with XTI Aircraft Company (“XTI”), a Delaware corporation, to form a new company, called Eco-Aero, LLC (the “JV”), a Delaware limited liability company, with the purpose of completing the preliminary design of XTI’s TriFan 600, a 5-passenger plus pilot, hybrid electric, vertical takeoff and landing (eVTOL) fixed wing aircraft. Under the Agreement, Xeriant is contributing capital, technology, and strategic business relationships, and XTI is contributing intellectual property and know-how. XTI and the Company each own 50 percent of the JV. The JV is managed by a management committee consisting of five members, three appointed by the Company and two by XTI. The Agreement was effective on June 4, 2021, with an initial deposit of $1 million into the JV. Xeriant’ financial commitment is $10 million, contributed over a period of less than one year, as required an aircraft development timeline and budget.
https://www.sec.gov/Archives/edgar/data/1481504/000147793221003919/0001477932-21-003919-index.htm

Per the JV agreement, Xeriant has the right to invest up to a total of $10 million in the Joint Venture (“JV”). Under a Services Agreement between the Company and the JV, the JV has agreed to fund the Company monthly based upon billings received from the Company for development costs incurred. In exchange for Xeriant’s investment in the JV, the Company has agreed to issue to Xeriant up to 10% of the number of shares of the Company’s fully diluted issued and outstanding common stock immediately prior to the earlier of (i) the Company merging with a publicly-listed special purpose acquisition company (“SPAC” transaction) or into another entity (other than a SPAC) where the Company is valued at not less than $150 million, (ii) the Company raising (either in private placements or in an initial public offering) an aggregate gross proceeds of at least $30 million, (iii) at the election of Xeriant, if Xeriant has made a $10 million investment in the Company, or (iv) May 31, 2023. As of June 30, 2021, the Company received $310,880 in funding from the JV.
https://www.sec.gov/Archives/edgar/data/1638850/000110465922078856/tm2219481d1_1sa.htm
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