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SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

 

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

 

Date of Report (date of earliest event reported): September 8, 2023

 

AIR INDUSTRIES GROUP

(Exact Name of Registrant as Specified in its Charter)

 

Nevada   001-35927   80-0948413
State of Incorporation   Commission File Number   IRS Employer I.D. Number

 

1460 Fifth Avenue, Bay Shore, New York 11706

(Address of Principal Executive Offices)

 

Registrant’s telephone number: (631) 968-5000

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class   Trading Symbol(s)   Name of each exchange on which registered
Common Stock, par value $0.001   AIRI   NYSE American

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 

 

 

 

Item 7.01 Regulation FD Disclosure

 

On September 8, 2023, Air Industries Group issued a press release announcing that it had added arresting gear welding capability to support the U. S. Navy’s E-2D aircraft program. As stated in the press release, Air Industries, in conjunction with a major OEM customer, has secured the welding equipment, related tooling and peripheral equipment used to weld the arresting gear that secures the E-2D aircraft’s tail hook, which is essential for landing on aircraft carriers. The machinery acquired is the only equipment currently certified to weld the E-2D’s arresting gear.

 

The information in this Form 8-K, including Exhibit 99.1 attached hereto, shall not be deemed as “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”), or otherwise subject to the liability of such Section, nor shall it be deemed incorporated by reference in any filing by Air Industries under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing, unless expressly incorporated by specific reference in such filing.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit No.   Description
99.1   Press release dated September 8, 2023.
104   Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

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SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

Dated: September 8, 2023

 

  AIR INDUSTRIES GROUP
     
  By: /s/ Michael Recca
    Michael Recca
    Chief Financial Officer

 

 

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Exhibit 99.1

 

 

September 8, 2023 08:30 AM Eastern Daylight Time

 

Air Industries Group Adds Important Arresting Gear Welding
Capability to Support U.S. Navy E-2D Aircraft Program

 

Becomes Sole Provider of Mission-Critical Welding Process

 

Bay Shore, N.Y.--(BUSINESS WIRE)--Air Industries Group (NYSE American: AIRI) today announced that, in conjunction with a major OEM customer, it has secured the welding equipment, related tooling and peripheral equipment used to weld the arresting gear that secures the E-2D aircraft’s tail hook, which is essential for landing on aircraft carriers. The Company noted that this machinery is the only equipment currently certified to weld the arresting gear.

 

The equipment is being installed at Air Industries’ Sterling Engineering facility in Connecticut.

 

Mr. Lou Melluzzo, CEO of Air Industries, commented: “With the addition of the arresting gear welding equipment, Air Industries will become the sole provider in our industry of a mission-critical welding process for the E-2D platform. This action will not only secure our position as a key supplier to a major aircraft program, but will also form the basis for an expanding portfolio of special processes to include welding capabilities.”

 

The E-2D Advanced Hawkeye is a carrier-based, battle-management aircraft, the “digital quarterback,” managing the airspace and keeping carrier battle groups out of harm’s way. It is the cornerstone of the U.S. Navy theater air and missile defense architecture in the littorals, overland and open sea operations. The E-2D aircraft is still in production, and approximately 65 E-2Ds are active in the fleet, which is forecast to expand by more than 40% to 93 aircraft in 2027.

 

Mr. Melluzzo added, “The importance of the E-2D to our nation’s defense posture – and to Air Industries’ growth – cannot be over-stated. For many years, our Company has supplied landing gear, arresting gear, hooks, and other products for this platform. Our E-2D product backlog is close to $20 million, or 29% of our total backlog. Also, many of the products we manufacture for this aircraft besides the full landing gear are ‘consumables’ that must be regularly replaced based on usage. The welding equipment enhances our partnership with the manufacturer, and with after-market suppliers supporting the E-2D program.”

 

 

 

 

Mr. Melluzzo also noted, “Welding complements the vertical integration of other processes such as painting, which Air Industries has recently brought in-house, in a strategy designed to shorten production times and reduce costs.

 

ABOUT AIR INDUSTRIES GROUP

 

Air Industries Group (NYSE American: AIRI) is an integrated manufacturer of precision assemblies and components for leading aerospace and defense prime contractors and original equipment manufacturers. The Company is a Tier 1 supplier to aircraft Original Equipment Manufacturers, a Tier 2 subcontractor to major Tier 1 manufacturers, and a Prime Contractor to the U.S. Department of Defense, and is highly regarded for its expertise in designing and manufacturing parts and assemblies that are vital for flight safety and performance.

 

Additional information about the Company can be found in its filings with the SEC.

 

Forward Looking Statements

 

Certain matters discussed in this press release are ‘forward-looking statements’ intended to qualify for the safe harbor from liability established by the Private Securities Litigation Reform Act of 1995. In particular, the Company’s statements regarding trends in the marketplace, future revenues, earnings and Adjusted EBITDA, the ability to realize firm backlog and projected backlog, cost cutting measures, potential future results and acquisitions, are examples of such forward-looking statements. The forward-looking statements are subject to numerous risks and uncertainties, including, but not limited to, the timing of projects due to variability in size, scope and duration, the inherent discrepancy in actual results from estimates, projections and forecasts made by management, regulatory delays, changes in government funding and budgets, and other factors, including general economic conditions, not within the Company’s control. The factors discussed herein and expressed from time to time in the Company’s filings with the Securities and Exchange Commission could cause actual results and developments to be materially different from those expressed in or implied by such statements. The forward-looking statements are made only as of the date of this press release and the Company undertakes no obligation to publicly update such forward-looking statements to reflect subsequent events or circumstances.

 

Contact Information

 

Air Industries Group

Investor Relations

631.328.7078

ir@airindustriesgroup.com

 

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