THE FOLLOWING RECITATION DOES NOT CONSTITUTE FINDINGS OF THE COURT. THE COURT HAS MADE NO FINDINGS WITH RESPECT TO THE FOLLOWING MATTERS, AND THESE RECITATIONS SHOULD NOT BE UNDERSTOOD AS AN EXPRESSION OF ANY OPINION OF THE COURT AS TO THE MERITS OF ANY OF THE CLAIMS OR DEFENSES RAISED BY ANY OF THE PARTIES.

Plaintiffs’ claims in this Action concern Defendants’ alleged impairment of Atlas Crest Class A common stockholders’ right to make an informed redemption decision in connection with the business combination between Atlas Crest and Archer Aviation, Inc. (“Legacy Archer”). Plaintiffs allege that the Defendants, Atlas Crest’s sponsor, directors, and officers, were duty bound to provide Atlas Crest stockholders with all material information related to their redemption decision in an honest and forthright manner. Plaintiffs allege: (i) that the Defendants caused Atlas Crest to make materially false and misleading public statements about the benefits of the proposed business combination; and (ii) that the Defendants’ alleged breaches of fiduciary duty, and Defendants’ unjust enrichment, harmed the Class by, among other things, dissuading its members from redeeming their stock. In this Action, Plaintiffs sought an award of damages to themselves and the Class, and/or injunctive relief and/or corresponding declaratory relief.

The Settling Defendants have denied and continue to deny, inter alia, that they have engaged in any wrongdoing, liability, or any alleged violations asserted or in connection with the Action, including, but not limited to, any allegations that Defendants have committed any violations of law or breach of any duty owed to Atlas Crest stockholders, that Defendants have aided and abetted any breach of any duty owed to Atlas Crest stockholders, that the Merger was not entirely fair to, or in the best interests of, Atlas Crest stockholders, that Defendants have acted improperly in any way, that Defendants have any liability or owe any damages of any kind to Plaintiffs and/or the Class, and/or that Defendants were unjustly enriched in the Merger. Each of the Settling Defendants asserts that, at all relevant times, such Settling Defendant acted in good faith and in a manner believed to be in the best interests of Atlas Crest and all of its stockholders. Nevertheless, the Settling Defendants have determined to enter into the Settlement and the Stipulation solely to avoid the substantial burden, expense, inconvenience, and distraction of continued litigation and to put the Released Plaintiffs’ Claims to rest, finally and forever.

FACTUAL BACKGROUND

On August 26, 2020, Atlas Crest, a special purpose acquisition company, was incorporated in Delaware.

On October 30, 2020, Atlas Crest completed its initial public offering (“IPO”) of 50,000,000 units that were sold to public investors (“Public Units”), at a price of $10.00 per unit, raising gross proceeds totaling $500 million. Each Public Unit consisted of one share of Atlas Crest Class A common stock (“Common Stock”), and one-third of one whole Atlas Crest public warrant. Each whole public warrant entitled the warrant-holder to purchase one share of Atlas Crest Class A Common Stock at a price of $11.50 per share.

The funds raised in the IPO were placed and maintained in a trust account for the benefit of the Atlas Crest public stockholders, who had the right to redeem some or all of their shares of Common Stock at a per-share price, payable in cash, equal to their pro rata share of the aggregate amount on deposit in the trust account upon the occurrence of certain events.

On February 10, 2021, Atlas Crest entered into a Business Combination Agreement with Legacy Archer, which was amended and restated on July 29, 2021, pursuant to which Atlas Crest would merge with Legacy Archer (the “Merger”).

On August 11, 2021, Atlas Crest filed with the U.S. Securities and Exchange Commission (the “SEC”) a definitive proxy statement and prospectus concerning the Merger (such proxy statement and together with any preliminary proxy filings, as well as any amendments or supplements thereto, the “Proxy”), which was mailed to Atlas Crest stockholders on or about August 12, 2021. The Proxy informed stockholders of a special meeting to be held on September 14, 2021 (the “Special Meeting”), at which Atlas Crest stockholders would vote whether to approve the Merger and related transactions. The Proxy also informed Atlas Crest stockholders that the deadline to redeem shares in connection with the Merger was two business days prior to the Special Meeting, i.e., September 10, 2021.

Before the Special Meeting, investors holding 24,239,307 shares of Atlas Crest Class A Common Stock exercised their right to redeem (the “Redeeming Stockholders”), representing approximately 48.5% of all Atlas Crest public shares.

On September 14, 2021, Atlas Crest stockholders voted to approve the Merger.

On September 16, 2021, the Merger closed (the “Closing”). Upon Closing, Atlas Crest was renamed Archer Aviation Inc. (“New Archer”).

On December 30, 2021, Atlas Crest Investment LLC (the “Sponsor”) filed a Certificate of Cancellation with the Delaware Secretary of State, which became effective on December 31, 2021 at 11:59 p.m.

By letter dated April 19, 2023, Plaintiff Kundapur demanded to inspect certain of New Archer’s books and records pursuant to 8 Del. C. § 220 concerning the Merger (the “Kundapur Section 220 Demand”).

By letter dated August 31, 2023, Plaintiff Singh demanded to inspect certain of New Archer’s books and records pursuant to 8 Del. C. § 220 concerning the Merger (the “Singh Section 220 Demand”)

By letter dated November 17, 2023, Plaintiff Wortman demanded to inspect certain of New Archer’s books and records pursuant to 8 Del. C. § 220 concerning the Merger (the “Wortman Section 220 Demand”) (together with the Kundapur Section 220 Demand and the Singh Section 220 Demand, the “Section 220 Demands”).

New Archer produced documents in response to the Section 220 Demands

On May 17, 2024, Plaintiffs Singh and Kundapur, on behalf of themselves and other similarly situated Atlas Crest Class A stockholders, commenced an action captioned Singh, et al. v. Atlas Crest Investment LLC, et al., C.A. No. 2024-0527-LWW, by filing a Verified Class Action Complaint (the “Singh Action”) (Trans. ID 73099081). The complaint filed in the Singh Action asserted claims against the Sponsor, Moelis, Spellacy, Pearlman, Fox, Murray, Todd Lemkin, Christopher Callesano, Taylor Rettig, Adam Goldstein, Brett Adcock, Moelis & Company LLC, Moelis & Company Group, LP, and New Archer, (collectively, the “Singh Named Defendants”) for breach of fiduciary duties, aiding and abetting alleged breaches of fiduciary duties, and unjust enrichment in connection with the Merger.

On June 19, 2024 Plaintiff Wortman, on behalf of himself and other similarly situated Atlas Crest Class A stockholders, commenced an action captioned Wortman v. Atlas Crest Investment LLC, et al., C.A. No. 2024-0665-LWW by filing a Verified Stockholder Class Action Complaint (the “Wortman Action” ) (Trans. ID 73434756). The complaint filed in the Wortman Action asserted claims against the Sponsor, Moelis, Spellacy, Pearlman, Fox, Murray, Lemkin, Callesano, Goldstein, Adcock, Moelis & Company LLC, Moelis & Company Group, LP, New Archer and Archer Aviation Operating Corp. (collectively, the “Wortman Named Defendants,” and collectively with the Singh Named Defendants, the “Named Defendants”) for breach of fiduciary duties, aiding and abetting alleged breaches of fiduciary duties, and unjust enrichment in connection with the Merger.

On July 23, 2024, the Court approved the Stipulation and Order for Consolidation and Appointment of Co-Lead Plaintiffs and Co-Lead Plaintiffs’ Counsel (Trans. ID 73771625), consolidating the Singh Action and the Wortman Action into the Action captioned as In re Archer Aviation Inc. Stockholder Litigation, appointing Plaintiffs as Co-Lead Plaintiffs, appointing Grant & Eisenhofer P.A. (“G&E”), Robbins LLP (“Robbins”), and Robbins Geller Rudman & Dowd LLP (“RGRD”) as Co-Lead Counsel, and appointing Levi & Korsinsky, LLP (“L&K”) as Additional Counsel, and designating the complaint filed in the Singh Action as the operative complaint (the “Complaint”).

On October 3, 2024, the Sponsor, Moelis, Spellacy, Callesano, Rettig, Goldstein, Moelis & Company LLC, Moelis & Company Group, LP, and New Archer filed their Motion to Dismiss the Complaint and their opening brief in support thereof (Trans. ID 74663981).

Also on October 3, 2024, Lemkin, Pearlman, Fox, and Murray filed the Outside Director Defendants’ Joinder and Motion to Dismiss (Trans. ID 74664231).

Also on October 3, 2024, Adcock filed his Motion to Dismiss and Joinder to the Defendants’ Opening Brief in Support of Their Motion to Dismiss the Verified Complaint (Trans. ID 74661460).

On December 30, 2024, Plaintiffs, Callesano, and Rettig filed a Stipulation and [Proposed] Order to Dismiss Callesano and Rettig without prejudice and subject to a tolling of the statute of limitations (Trans. ID 75334551), which the Court granted on December 31, 2024 (Trans. ID 75346698)

On January 13, 2025, Plaintiffs filed their Answering Brief in Opposition to Defendants’ Motions to Dismiss (Trans. ID 75421307).

On March 7, 2025, the Sponsor, Moelis, Spellacy, Goldstein, Moelis & Company LLC, Moelis & Company Group, LP, and New Archer filed their reply brief in support of their motion to dismiss (Trans. ID 75795185)

Also on March 7, 2025, Lemkin, Pearlman, Fox, and Murray filed the Outside Director Defendants’ Joinder and Reply in Further Support of Motion to Dismiss (Trans. ID 75799110).

Also on March 7, 2025, Adcock filed Defendant Brett Adcock’s Joinder to the Defendants’ Reply Brief in Support of their Motion to Dismiss the Verified Class Action Complaint (Trans. ID 75791960)

On April 17, 2025, the Court held oral argument on the motions to dismiss

On July 21, 2025, the Court issued a bench ruling via teleconference, granting in part and denying in part the motions to dismiss, including dismissing with prejudice Plaintiffs’ claims against Lemkin, Goldstein, Adcock, Moelis & Company LLC, Moelis & Company Group, LP, and New Archer (Trans. IDs 76756409; 76706416; 76706483; 76706506).

On September 5, 2025, Defendants filed their Answers to the Complaint (Trans. IDs 77010367; 77005169).

On December 5, 2025, the Court entered a Stipulation and Order Governing Case Schedule (Trans. ID 77932602).

On December 18, 2025, the Court entered a Stipulation and Order for the Production and Exchange of Confidential and Highly Confidential Information (Trans. ID 78031828).

Prior to and following the receipt of Defendants’ Answers, Plaintiffs sought party and non-party discovery, including document requests, subpoenas, and interrogatories.

On June 4, 2026, the Settling Parties participated in a mediation session before David Murphy, Esq., of Phillips ADR Enterprises. Although the mediation session concluded without a settlement agreement, with the assistance of Mr. Murphy, the Settling Parties continued their arm’s-length negotiations, and on June 5, 2026, the Settling Parties reached an agreement in principle to settle the Action after receiving and accepting a double-blind mediator’s proposal.

On August 10, 2026, the Settling Parties entered into and executed the Stipulation. The definitive terms of which are reflected in the Stipulation, which can be viewed on this website.

On August 31, 2026, the Court entered a Scheduling Order directing that the Notice of the Settlement be provided to potential Class Members, and scheduling the Settlement Hearing to, among other things, consider whether to grant final approval of the Settlement.

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