Sky Harbour Group Corp 10-Q

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS   Except as disclosed in this Quarterly Report on Form 10-Q for the three month period ended March 31, 2022, we did not sell any securities that were not registered under the Securities Act.   On January 25, 2022, in connection with the completion of the Yellowstone Transaction and as contemplated by the Equity Purchase Agreement and the Subscription Agreements, the Company made the following issuances of unregistered securities, as further described in the disclosure set forth within Note 3:   ● 4,500,000 shares of Class A common stock to Boston Omaha for aggregate consideration of $45.0 million;   ● 5,500,000 shares of Class A common stock to BOC YAC Funding LLC upon conversion of series B preferred units in Sky for aggregate consideration of $55.0 million; and   ● 42,192,250 shares of Class B Common Stock to the Existing Sky Equityholders.   The Sky Common Units are redeemable for shares of Class A Common Stock at each Sky Common Unit holder’s election. Up to 42,192,250 shares of Class A Common Stock are issuable upon the redemption of the Sky Common Units. The Company issued the foregoing securities in transactions not involving an underwriter and not requiring registration under Section 5 of the Securities Act of 1933, as amended, in reliance on the exemption afforded by Section 4(a)(2) thereof.   ITEM 3. DEFAULTS UPON SENIOR SECURITIES   Not applicable.   ITEM 4. MINE SAFETY DISCLOSURES   Not applicable.