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Premier Air Charter Holdings Inc. (PREM) reported Q3 2025 results. Revenue was $7,073,341 and net loss was $1,804,858. For the nine months ended September 30, 2025, revenue reached $20,376,185 with a net loss of $4,028,408, reflecting higher costs tied to added aircraft, fuel, and expanded operations.
The company disclosed substantial doubt about its ability to continue as a going concern, citing limited working capital and dependence on related-party support. Current assets were $810,460 against current liabilities of $13,055,983, and related-party payables totaled $4.9 million as of September 30, 2025. Period-end cash was $64,158; operating cash flow provided $477,896, investing used $3,113,249, and financing provided $2,474,283.
Capital structure actions included issuing 100,000 shares of Series A Preferred Stock in exchange for $6,419,269 of related-party debt on August 5, 2025; the Series A conversion price was amended to $0.25 per share on October 21, 2025. Common shares outstanding were 280,848,293 as of November 14, 2025.
Premier Air Charter Holdings Inc. entered into two Conversion Agreements to extinguish an aggregate $2,932,195 of subsidiary debt in exchange for issuing 45,680 shares of its Series A Preferred Stock. Each agreement provides that the applicable debt is fully extinguished upon execution, with the preferred shares to be issued within ten business days. The issuance relied on Section 4(a)(2) of the Securities Act and the shares will bear restrictive legends; holders represented accredited investor status and investment intent.
Separately, on November 7, 2025, the company filed a Certificate of Amendment in Nevada to increase authorized Series A Preferred Stock from 100,000 to 155,000 shares, with all other terms unchanged. The amendment was approved by the Board and by written consent of the sole holder of the outstanding Series A Preferred Stock pursuant to NRS 78.1955.
Premier Air Charter Holdings Inc. entered a Conversion Agreement with Innoworks Employment Services to exchange $6,419,269.43 in debt, including accrued interest owed by its subsidiary, for 100,000 shares of Series A Preferred Stock. The debt consolidated notes from February 2, 2024 and August 1, 2024, plus additional amounts as of March 19, 2025.
The company designated 100,000 shares as Series A Preferred on August 6, 2025. On October 21, 2025, it amended the Series A conversion price from $0.04 per share to $0.25 per share, as approved by the board and requisite stockholders, reflecting a mutual aim to align terms with the company’s position and reduce potential dilution upon conversion.
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