Jet.AI Announces Successful Closing of AI Infrastructure Acquisition Corp., Adding Approximately $20 Million in Book Equity from Its Ownership Stake

Rhea-AI Summary

Jet.AI (Nasdaq: JTAI) announced that on October 3, 2025 AI Infrastructure Acquisition Corp. (NYSE: AIIAU) closed an IPO of 12,000,000 units at $10.00 per unit after an upsizing from 10,000,000 units due to strong demand. Jet.AI holds a 49.5% ownership interest in the Sponsor, AIIA Sponsor Ltd., and that stake is expected to provide an initial book equity value of approximately $20 million based on the IPO price. The development strengthens Jet.AI’s book equity and aligns with its strategic pivot toward data center and digital infrastructure opportunities. Maxim Group acted as sole book-running manager and the SEC declared the related registration statement effective on September 30, 2025.

Positive

• Initial book equity uplift of approximately $20 million
• AI Infrastructure IPO upsized to 12,000,000 units from 10,000,000 units
• Strong demand for the offering, described as significantly oversubscribed
• SEC declared registration statement effective on September 30, 2025

Negative

• None.

Insights

Corporate Finance Analyst

Jet.AI gains a ~$20 million book-equity uplift via its 49.5% sponsor stake after AIIAU's oversubscribed IPO on Oct 3, 2025.

Jet.AI holds a 49.5% ownership in the Sponsor of AI Infrastructure Acquisition Corp., whose initial public offering of 12,000,000 units priced at $10.00 was upsized and oversubscribed. That ownership converts to an initial, reportable book-equity value of approximately $20 million, which the company states will strengthen its balance sheet and support its strategic pivot toward data center and digital infrastructure.

The primary dependencies are explicit: the reported $20 million value is based solely on the IPO price and reflects an initial accounting/book value, not a realized cash inflow to Jet.AI. The Sponsor stake valuation can change with market trading, Sponsor dilution, or subsequent transactions; those dynamics are not disclosed here. Regulatory formality is noted: the registration statement was declared effective by the SEC on Sept. 30, 2025.

Watch the Sponsor equity trading, any Sponsor-to-company cash flows, and disclosures that convert book equity into liquidity; near-term signals include the Sponsor share price after listing and any Sponsor-level transactions through Q4 2025. This item materially increases reported equity but depends on market realization and further corporate actions for operational funding or strategic execution.

LAS VEGAS, Oct. 07, 2025 (GLOBE NEWSWIRE) -- Jet.AI (the "Company") (Nasdaq: JTAI), a provider of high-performance GPU infrastructure and AI cloud services, announced that on October 3, 2025, AI Infrastructure Acquisition Corp. (NYSE: AIIAU), a special purpose acquisition company (SPAC), has successfully closed its initial public offering of 12,000,000 units at an offering price of $10.00 per unit. The offering was significantly oversubscribed and upsized from an initial 10,000,000 units because of strong demand.

As previously disclosed, Jet.AI made a capital contribution to AIIA Sponsor Ltd. (the “Sponsor”), as the sponsor of AI Infrastructure Acquisition Corp., and holds a 49.5% ownership interest in the Sponsor. Based on the initial public offering price, Jet.AI’s ownership stake is expected to provide an initial value of approximately $20 million, further strengthening the Company’s book equity position and advancing its strategic pivot toward the data center and digital infrastructure sector.

Following the initial public offering, AI Infrastructure Corp. intends to focus on and pursue transaction opportunities with high-impact private technology companies advancing artificial intelligence and machine learning capabilities, as well as those involved in building, operating, or enabling next-generation data center infrastructure.

Maxim Group LLC acted as sole book-running manager for the offering.

A registration statement relating to the securities to be sold in the initial public offering was declared effective by the U.S. Securities and Exchange Commission (the “SEC”) on September 30, 2025. The offering is being made only by means of a prospectus. When available, copies of the prospectus related to this offering may be obtained from Maxim Group LLC, 300 Park Avenue, 16th Floor, New York, New York 10022, at (212) 895-3500, or by visiting EDGAR on the SEC’s website at www.sec.gov.

This press release does not constitute an offer to sell or the solicitation of an offer to buy, nor will there be any sale of these securities in any state or jurisdiction in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

About Jet.AI

Founded in 2018 and is based in Las Vegas, NV, Jet.AI currently operates in two segments, Software and Aviation, and is transitioning to a pure-play AI data center company. Leveraging a leadership team with deep expertise in data center development and AI-driven technologies, Jet.AI intends to build a scalable, high-performance infrastructure to support the increasing computational demands of artificial intelligence. Our suite of AI-powered tools stems from our origin as an aviation company, and leverages natural language processing technologies to enhance efficiency, optimize operations, and streamline the private jet booking experience.

About AI Infrastructure Acquisition Corp.

AI Infrastructure Acquisition Corp. is a blank check company, also commonly referred to as a special purpose acquisition company, or SPAC, organized under the laws of the Cayman Islands and formed for the purpose of effecting a merger, amalgamation, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses. The Company is led by Michael Winston, its CEO and George Murnane, its CFO.

Forward-Looking Statements

This press release contains certain statements that may be deemed to be "forward-looking statements" within the meaning of the federal securities laws, including the safe harbor provisions under the Private Securities Litigation Reform Act of 1995, with respect to the products and services offered by Jet.AI and the markets in which it operates, Jet.AI's projected future results and AI Infrastructure Acquisition Corp.’s search for an initial business combination. Statements that are not historical are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Forward-looking statements relate to future events or our future performance or future financial condition. These forward-looking statements are not historical facts, but rather are based on current expectations, estimates and projections about our Company, our industry, our beliefs and our assumptions. These forward-looking statements generally are identified by the words "believe," "project," "expect," "anticipate," "estimate," "intend," "strategy," "future," "opportunity," "plan," "may," "should," "will," "would," "will be," "will continue," "will likely result," and similar expressions or the negative of these terms or other similar expressions, but the absence of these words does not mean that a statement is not forward-looking. Forward-looking statements are predictions, projections and other statements about future events that are based on current expectations and assumptions and, as a result, are subject to risks and uncertainties that could cause the actual results to differ materially from the expected results. As a result, caution must be exercised in relying on forward-looking statements, which speak only as of the date they were made. Factors that could cause actual results to differ materially from those expressed or implied in forward-looking statements can be found in the Company's most recent Annual Report on Form 10-K and subsequent reports filed with the Securities and Exchange Commission, and those set forth in the Risk Factors section of AI Infrastructure Acquisition Corp.’s registration statement and related prospectus filed in connection with its offering with the Securities and Exchange Commission. These filings identify and address other important risks and uncertainties that could cause actual events and results to differ materially from those contained in the forward-looking statements. Readers are cautioned not to put undue reliance on forward-looking statements, and Jet.AI assumes no obligation and does not intend to update or revise these forward-looking statements, whether because of new information, future events, or otherwise, except as provided by law.

Jet.AI Investor Relations:
Gateway Group, Inc.
949-574-3860
Jet.AI@gateway-grp.com

FAQ

What did Jet.AI (JTAI) announce on October 7, 2025 about AIIAU?

Jet.AI said AIIAU closed an IPO of 12,000,000 units at $10.00 per unit and Jet.AI’s sponsor stake implies about $20 million in initial book equity.

How much ownership does Jet.AI (JTAI) hold in the AIIA sponsor and what is its estimated value?

Jet.AI holds a 49.5% ownership interest in AIIA Sponsor Ltd., with an estimated initial value of approximately $20 million based on the IPO price.

Why was the AI Infrastructure Acquisition Corp. IPO upsized to 12,000,000 units?

The offering was significantly oversubscribed, prompting an upsizing from the initial 10,000,000 units due to strong demand.

What strategic effect does the AIIAU IPO have on Jet.AI (JTAI)?

The company said the IPO strengthens its book equity and supports its strategic pivot toward the data center and digital infrastructure sector.

Who acted as book-running manager and when was the SEC registration declared effective?

Maxim Group acted as sole book-running manager and the SEC declared the registration statement effective on September 30, 2025.

Where can investors obtain the AIIAU prospectus mentioned by Jet.AI (JTAI)?

Prospectus copies are available from Maxim Group LLC or via the SEC EDGAR website at www.sec.gov when available.