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FLYEXCLUSIVE INC.

For the period ended Jun 30, 2025. Filed Aug 13, 2025.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Jun 30, 2025 · Filed Aug 13, 2025

FLYX$1.17+14.7%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2025-03-31; filed 2025-05-13.

0000950170-25-070284

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2025-06-30; filed 2025-08-13.

0000950170-25-107987

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 207 previous paragraphs and 211 current paragraphs.

145 unchanged; 40 reworded; 13 added; 18 removed; 4 previous and 13 current paragraphs rearranged.

Tables are not compared: 6 previous and 8 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Added paragraphs (13)

Current report

Adjusted EBITDAR is included as a supplemental measure because we believe it provides an alternate presentation to adjust for the effects of financing in general and the accounting effects of capital spending and acquisitions of aircraft, which may be acquired outright, acquired subject to acquisition debt, by finance lease or by operating lease, each of which may vary significantly between periods and results in a different accounting presentation.

Current report

Results of Our Operations for the Six Months Ended June 30, 2025 Compared to the Six Months Ended June 30, 2024

Current report

Jet club and charter revenue increased by $9.5 million, or 6.5%, to $156.5 million for the six months ended June 30, 2025 as compared to the six months ended June 30, 2024. Jet club and charter flight hours increased by 9.1% and effective hourly rates increased by 3.5% during the six months ended June 30, 2025 compared to the six months ended June 30, 2024.

Current report

Fractional ownership revenue increased by $8.7 million for the six months ended June 30, 2025 as compared to the six months ended June 30, 2024 primarily due to fractional membership growth.

Current report

Cost of revenue increased by $7.4 million, or 5%, for the six months ended June 30, 2025 compared to the six months ended June 30, 2024, primarily due to:

Current report

An increase of $1.3 million for salaries and wage related expense;

Current report

Interest expense decreased by $0.5 million for the six months ended June 30, 2025, compared to the six months ended June 30, 2024, primarily as a result of decreased debt.

Current report

Cost of revenue increased by $4.9 million, or 7%, for the three months ended June 30, 2025 compared to the three months ended June 30, 2024, primarily due to:

Current report

An increase of $1.1 million for salaries and wage related expense; and

Current report

Interest expense decreased by $1.2 million for the three months ended June 30, 2025, compared to the three months ended June 30, 2024, primarily as a result of decreased debt at June 30, 2025 compared to June 30, 2024.
Removed paragraphs (18)

Previous report

** The Company’s historical flight hours for the three months ended March 31, 2025 and March 31, 2024 were as follows: 17,333 hours for the three months ended March 31, 2025 and 16,284 hours for the three months ended March 31, 2024.

Previous report

*** The Company’s historical hours per aircraft for the three months ended March 31, 2025 and March 31, 2024 were as follows: 173.0 hours per aircraft for the three months ended March 31, 2025 and 161.9 hours per aircraft for the three months ended March 31, 2024.

Previous report

Cost of revenue increased by $2.6 million, or 4%, for the three months ended March 31, 2025 compared to the three months ended March 31, 2024, primarily due to:

Previous report

Interest expense increased by $0.7 million for the three months ended March 31, 2025, compared to the three months ended March 31, 2024, primarily as a result of interest incurred on a finance leases entered into in the fourth quarter of 2024 and first quarter of 2025.

Previous report

Other income (expense) changed by $0.6 million for the three months ended March 31, 2025, compared to the three months ended March 31, 2024, primarily as a result of miscellaneous income of $0.5 million being recorded within the category in the first quarter of 2024.

Previous report

The current iteration of the term loan agreement matured September 2024 and allows the option to elect an interest rate equal to the SOFR-Based Rate or the Prime-Based Rate. Maturity of the term loan agreement does not affect the existing debt, but precludes the ability to originate new debt under the agreement. We are exploring renewal of the term loan agreement under a new covenant structure.
Reworded paragraphs (40)

Previous wording

The following discussion and analysis of our financial condition and results of operations should be read together with our financial statements and related notes included elsewhere in this Report. Management’s discussion and analysis contains forward-looking statements, such as statements of our plans, objectives, expectations, and intentions. Any statements that are not statements of historical fact are forward-looking statements. When used, the words “believe,” “plan,” “intend,” “anticipate,” “target,” “estimate,” “expect” and the like, and/or future tense or conditional constructions (“will,” “may,” “could,” “should,” etc.), or similar expressions, identify these forward-looking statements. These forward-looking statements are subject to risks and uncertainties including those under "Cautionary Note Regarding Forward-Looking Statements" and Item 1A "Risk Factors" elsewhere in this Report and “Risk Factors” in Item 1A of our Annual Report on Form 10-K for the year ended December 31, 2024, that could cause actual results or events to differ materially from those expressed or implied by the forward-looking statements in this Report. Our actual results and the timing of events could differ materially from those anticipated in these forward-looking statements as a result of several factors. We do not undertake any obligation to update forward-looking statements to reflect events or circumstances occurring after the filing date of this Report.

Current wording

The following discussion and analysis of our financial condition and results of operations should be read together with our financial statements and related notes included elsewhere in this Report. Management’s discussion and analysis contains forward-looking statements, such as statements of our plans, objectives, expectations, and intentions. Any statements that are not statements of historical fact are forward-looking statements. When used, the words “believe,” “plan,” “intend,” “anticipate,” “target,” “estimate,” “expect” and the like, and/or future tense or conditional constructions (“will,” “may,” “could,” “should,” etc.), or similar expressions, identify these forward-looking statements. These forward-looking statements are subject to risks and uncertainties including those under "Cautionary Note Regarding Forward-Looking Statements" and Item 1A "Risk Factors" elsewhere in this Report and “Risk Factors” in Item 1A of our Annual Report on Form 10-K for the year ended December 31, 2024 and our Quarterly Report on Form 10-Q for the quarter ended March 31, 2025 that could cause actual results or events to differ materially from those expressed or implied by the forward-looking statements in this Report. Our actual results and the timing of events could differ materially from those anticipated in these forward-looking statements as a result of several factors. We do not undertake any obligation to update forward-looking statements to reflect events or circumstances occurring after the filing date of this Report.

Previous wording

We have a diversified and evolving business model generating charter revenue through our jet club membership program, fractional program, and maintenance, repair, and overhaul (“MRO”) program. Our chief executive officer and chief financial officer review the financial information presented on a consolidated basis, and accordingly, we operate under one reportable segment, which is charter aviation services.

Current wording

We have a diversified and evolving business model generating charter revenue through our jet club membership program, fractional program, and maintenance, repair, and overhaul (“MRO”) program. Our chief executive officer and chief financial officer review the financial information presented on a consolidated basis, and accordingly, we operate under one reportable segment, which is private aviation services.

Previous wording

During the fourth quarter of 2023, we began the process of modernizing our fleet. Our plan is to sell a portion of our fleet that is older and replace those aircraft with newer models, which will grant our customers access to newer aircraft. In connection with this effort, through the three months ended March 31, 2025, we recorded a portion of the fleet as being held for sale. We expect the fleet modernization to continue through the fiscal 2025 and do not anticipate a material decline to revenue as we will replace sold models with the newer aircraft which offer increased availability and operating efficiency.

Current wording

During the fourth quarter of 2023, we began the process of modernizing our fleet. Our plan is to sell a portion of our fleet that is older and replace those aircraft with newer models, which will grant our customers access to newer aircraft. In connection with this effort, through the six months ended June 30, 2025, we recorded a portion of the fleet as being held for sale. We expect the fleet modernization to continue through fiscal 2025 and do not anticipate a material decline to revenue as we will replace sold models with the newer aircraft which offer increased availability and operating efficiency.

Previous wording

We calculate Adjusted EBITDA as net income (loss) adjusted for (i) interest (income) expense, (ii) income tax expense, (iii) depreciation and amortization, (iv) litigation costs, (v) acquisition costs, (vi) equity-based compensation, (vii) non-cash loss on assets held for sale, which represents the impairment charges recognized on assets designated for sale prior to their disposal, (viii) realized losses on aircraft sold as part of fleet modernization efforts, (ix) loss on extinguishment of debt, (x) change in fair value of warrant liabilities, and (xi) SOX control remediation.

Current wording

We calculate Adjusted EBITDA as net income (loss) adjusted for (i) interest (income) expense, (ii) income tax expense, (iii) depreciation and amortization, (iv) litigation costs, (v) acquisition costs, (vi) equity-based compensation, (vii) non-cash loss on assets held for sale, which represents the impairment charges recognized on assets designated for sale prior to their disposal, (viii) realized losses on aircraft sold as part of fleet modernization efforts, (ix) loss on extinguishment of debt, (x) change in fair value of warrant liabilities, and (xi) SOX control remediation. We calculate Adjusted EBITDAR as Adjusted EBITDA, as further adjusted for aircraft lease costs.

Previous wording

The following table reconciles Adjusted EBITDA to net loss, the most directly comparable GAAP measure (in thousands):

Current wording

The following table reconciles Adjusted EBITDA and Adjusted EBITDAR to net loss, the most directly comparable GAAP measure (in thousands):

Previous wording

Represents impairment losses incurred due the decline in fair value of aircraft held for sale during the period.

Current wording

Represents impairment losses incurred due to the decline in fair value of aircraft held for sale during the period.

Previous wording

In addition to financial measures, we regularly review certain key operating metrics to evaluate our business, determine the allocation of resources, and make decisions regarding business strategies. We believe that these metrics can be useful for understanding the underlying trends in our business. Pursuant to the Volato Agreement, effective September 1, 2024, the Company operated certain legacy Volato aircraft under the Volato certificate. The Company also provided services to Volato legacy members and fractional owners. As a result, we have included the aircraft on Volato's certificate, hours flown on those aircraft, and the members and fractional owners in the operating metrics below for completeness.

Current wording

In addition to financial measures, we regularly review certain key operating metrics to evaluate our business, determine the allocation of resources, and make decisions regarding business strategies. We believe that these metrics can be useful for understanding the underlying trends in our business. Pursuant to the Volato Agreement, effective September 1, 2024, the Company operated certain legacy Volato aircraft under the Volato certificate during the current period. The Company also provided services to Volato legacy members and fractional owners. As a result, we have included the aircraft on Volato's certificate, hours flown on those aircraft, and the members and fractional owners in the operating metrics below for completeness.

Previous wording

We define total flight hours as the actual flight time from the moment of aircraft lift-off at the departure airport until it touches ground at the end of a flight. We believe total flight hours are a useful metric to measure the usage of our programs and the scale of our fleet and revenue growth.

Current wording

We define total flight hours as the actual flight time from the moment of aircraft lift-off at the departure airport until it touches ground at the end of a flight. We believe total flight hours is a useful metric to measure the usage of our programs and the scale of our fleet and revenue growth.

Previous wording

We define members per aircraft as members contributing to revenues divided by aircraft contributing to revenues. We use members per aircraft to control the customer experience through the management of our customer to aircraft ratio. For the three months ended March 31, 2025, 98.6% of our customers were fulfilled on our fleet without the potential high-cost of reliance of third parties to meet demand. An optimal customer to aircraft ratio allows us to gain a competitive advantage by having sufficient aircraft available to meet member demand and be flexible to backfill unused aircraft for wholesale use.

Current wording

We define members per aircraft as members contributing to revenues divided by aircraft contributing to revenues. We use members per aircraft to control the customer experience through the management of our customer to aircraft ratio. For the six months ended June 30, 2025, 97.1% of our customers were fulfilled on our fleet without the potential high-cost of reliance of third parties to meet demand. An optimal customer to aircraft ratio allows us to gain a competitive advantage by having sufficient aircraft available to meet member demand and be flexible to backfill unused aircraft for wholesale use.

Previous wording

Customers prepay us in advance for member flights based on contractual rates depending on the type of flight. We then recognize revenue from these prepayments upon completion of a flight.

Current wording

Customers prepay us for member flights based on contractual rates depending on the type of flight. We then recognize revenue from these prepayments upon completion of a flight.

Previous wording

An increase of $0.7 million for aircraft Wi-Fi and ground expenses; and

Current wording

An increase of $0.8 million for aircraft Wi-Fi and ground expenses; and

Previous wording

A decrease of $2.9 million in professional fees, advertising and marketing costs;

Current wording

A decrease of $4.1 million in professional fees, advertising and marketing costs;

Previous wording

(Gain) loss on aircraft sales and aircraft held for sale changed by $2.7 million for the three months ended March 31, 2025, compared to the three months ended March 31, 2024, as a result of the favorable environment for selling aircraft for the three months ended March 31, 2025 as compared to the three months ended March 31, 2024.

Current wording

(Gain) loss on aircraft sales and aircraft held for sale changed by $2.6 million for the six months ended June 30, 2025, compared to the six months ended June 30, 2024, as a result of the favorable environment for selling aircraft for the six months ended June 30, 2025 as compared to the six months ended June 30, 2024.

Previous wording

Jet club and charter revenue increased by $2.6 million, or 3.5%, to $77.0 million for the three months ended March 31, 2025 as compared to the three months ended March 31, 2024. Jet club and charter flight hours increased by 0.4% and effective hourly rates increased by 3.0% during the three months ended March 31, 2025 compared to the three months ended March 31, 2024.

Current wording

Jet club and charter revenue increased by $7.0 million, or 9.6%, to $79,454, for the three months ended June 30, 2025 as compared to the three months ended June 30, 2024. Jet club and charter flight hours increased by 5.1% and effective hourly rates increased by 4.2% during the three months ended June 30, 2025 compared to the three months ended June 30, 2024.

Previous wording

Fractional ownership revenue increased by $4.5 million for the three months ended March 31, 2025 as compared to the three months ended March 31, 2024 due to fractional membership growth.

Current wording

Fractional ownership revenue increased by $4.2 million for the three months ended June 30, 2025 as compared to the three months ended June 30, 2024 due to fractional membership growth.

Previous wording

Maintenance, repair, and overhaul revenue increased by $0.3 million for the three months ended March 31, 2025 as compared to the three months ended March 31, 2024 due to an increase in external services for outside customers.

Current wording

Maintenance, repair, and overhaul revenue increased by $0.6 million for the three months ended June 30, 2025 as compared to the three months ended June 30, 2024 due to an increase in external services for outside customers.

Previous wording

Aircraft management services revenue increased by $0.8 million, or 100%, from $0 for the three months ended March 31, 2025 due to the Company providing certain aircraft management services for third-party aircraft owners under the Volato Agreement which was entered into in September 2024..

Current wording

Aircraft management services revenue increased by $0.6 million for the three months ended June 30, 2025 due to the Company providing certain aircraft management services for third-party aircraft owners under the Volato Agreement which was entered into in September 2024. The Company had no Aircraft management services revenue for the three months ended June 30, 2024.

Previous wording

An increase of $1.0 million for aircraft repair and maintenance;

Current wording

A decrease of $0.7 million for aircraft repair and maintenance.

Previous wording

Selling, general and administrative expenses decreased by $4.2 million, or 17%, for the three months ended March 31, 2025, compared to the three months ended March 31, 2024. The decrease in selling, general and administrative expenses was primarily attributable to:

Current wording

Selling, general and administrative expenses decreased by $1.2 million, or 6%, for the three months ended June 30, 2025 compared to the three months ended June 30, 2024. The decrease in selling, general and administrative expenses was primarily attributable to:

Previous wording

These positive trends in margin reflect the Company's efforts to optimize its workforce as revenue growth outpaced these expenses for the period.

Current wording

These positive trends reflect the Company's efforts to optimize its workforce as revenue growth outpaced these expenses for the period.

Previous wording

Depreciation and amortization expenses decreased by $0.2 million, or 3.7%, for the three months ended March 31, 2025, compared to the three months ended March 31, 2024. The decrease was primarily due to an decrease in depreciation expense resulting from a decrease in owned aircraft.

Current wording

Depreciation and amortization expenses decreased by $0.9 million or 13.6% for the three months ended June 30, 2025 compared to the three months ended June 30, 2024. The decrease was primarily due to an decrease in depreciation expense resulting from a decrease in owned aircraft.

Previous wording

Interest income decreased by $0.6 million for the three months ended March 31, 2025, compared to the three months ended March 31, 2024, primarily as a result of an decrease in interest income on U.S. Treasury bills.

Current wording

Interest income decreased by $0.9 million for the three months ended June 30, 2025, compared to the three months ended June 30, 2024, primarily as a result of a decrease in interest income on U.S. Treasury bills.

Previous wording

Change in fair value of warrant liabilities changed by $3.3 million for the three months ended March 31, 2025, compared to the three months ended March 31, 2024, due to changes in the observable inputs by which the Public Warrants and Private Placement Warrants are valued.

Current wording

The change in fair value of warrant liabilities changed by $1.1 million for the three months ended June 30, 2025, compared to the three months ended June 30, 2024 due to changes in the observable inputs by which the Public Warrants and Private Placement Warrants are valued.

Previous wording

Our principal sources of liquidity have historically consisted of financing activities, including proceeds from equity investments by our chief executive officer, Thomas James Segrave Jr., notes payable, and operating activities, primarily from the increase in deferred revenue associated with prepaid flights. As of March 31, 2025, we had $14.7 million of cash and cash equivalents, $8.0 million in short-term investments in securities and $12.2 million available borrowing capacity under the term loan. In addition, as described below, in January 2024 we entered into a senior secured note to borrow up to $25.8 million and as described below, in March 2024, we issued non-convertible redeemable Series A preferred stock that provided the Company with approximately $25.0 million of capital, and in August 2024, we issued convertible Series B preferred stock that provided the Company with approximately $25.5 million of capital. Our cash equivalents primarily consist of liquid money market funds, and our investments primarily consist of fixed-income securities including municipal issues.

Current wording

Our principal sources of liquidity have historically consisted of financing activities, including proceeds from equity investments by our chief executive officer, Thomas James Segrave Jr., notes payable, and operating activities, primarily from the increase in deferred revenue associated with prepaid flights. As of June 30, 2025, we had $15.8 million of cash and cash equivalents, and $12.2 million available borrowing capacity under the term loan. In addition, as described below, in January 2024 we entered into a senior secured note to borrow up to $25.8 million and as described below, in March 2024, we issued non-convertible redeemable Series A preferred stock that provided the Company with approximately $25.0 million of capital, and in August 2024, we issued convertible Series B preferred stock that provided the Company with approximately $25.5 million of capital. Our cash equivalents primarily consist of liquid money market funds, and our investments primarily consist of fixed-income securities including municipal issues.

Previous wording

In August 2018, we entered into a term loan agreement with a maximum borrowing capacity of $12.3 million. We have since entered into amended term loan agreements, which raised the maximum borrowing capacity to $15.3 million, of which we had borrowed $3.0 million as of March 31, 2025.

Current wording

In August 2018, we entered into a term loan agreement with a maximum borrowing capacity of $12.3 million. We have since entered into amended term loan agreements, which raised the maximum borrowing capacity to $15.3 million. As of June 30, 2025 we had $0 outstanding under the Credit Facility (Term Loan), and we are not exploring renewal of the term loan agreement.

Previous wording

Company agreed to issue and sell to the Purchaser 25,000 shares of Series A Non-Convertible Redeemable Preferred Stock, par value $0.0001 per share (the “Series A Preferred Stock”), at a purchase price of $1,000 per share and a warrant (the “Warrant”) to purchase shares of the Company’s Class A common stock, par value $0.0001 per share (the “Common Stock”). The transaction closed on the Effective Date and provides the Company approximately $25 million of capital.

Current wording

On March 4, 2024 (the “Effective Date” or the “Initial Issue Date”), the Company entered into a Securities Purchase Agreement (the “Agreement”) with EnTrust Emerald (Cayman) LP, a Cayman Islands limited partnership (the “Purchaser”), pursuant to which the Company agreed to issue and sell to the Purchaser 25,000 shares of Series A Non-Convertible Redeemable Preferred Stock, par value $0.0001 per share (the “Series A Preferred Stock”), at a purchase price of $1,000 per share and a warrant (the “Warrant”) to purchase shares of the Company’s Class A common stock, par value $0.0001 per share (the “Common Stock”). The transaction closed on the Effective Date and provided the Company approximately $25 million of capital.

Previous wording

We currently anticipate that cash required for expenditures for the next 12 months is approximately $125.8 million, which includes accounts payable of $23.6 million, accrued expenses and other current liabilities of $27.3 million, short-term notes payable of $5.3 million, long-term notes payable - related party, current portion of $23.6 million, the current portion of long-term debt contractual principal payments due of $22.7 million, non-cancellable lease payments of $22.1 million and excise tax payable of $1.2 million. We plan to refinance contractual principal payments that comprise the short-term debt liability as they become due. As stated above, we have maintained a positive relationship with our debtholders and have not historically had any difficulty refinancing our debt obligations. Based on our historical experience and the fact that we have not suffered any decline in creditworthiness, we expect that our cash on hand and cash earnings will enable us to secure the necessary refinancing. The accounts payable, accrued expenses, and lease liabilities will be settled using a combination of cash generated by operations, sale of investments, and incremental borrowing activity, if necessary.

Current wording

We currently anticipate that cash required for expenditures for the next 12 months is approximately $137.4 million, which includes accounts payable of $32.3 million, accrued expenses and other current liabilities of $30.2 million, long-term notes payable, current portion of $19.6 million, short-term notes payable of $8.3 million, long-term notes payable - related party, current portion of $23.1 million, non-cancellable lease payments of $22.7 million and excise tax payable of $1.2 million. We plan to refinance contractual principal payments that comprise the short-term debt liability as they become due. As stated above, we have maintained a positive relationship with our debtholders and have not historically had any difficulty refinancing our debt obligations. Based on our historical experience and the fact that we have not suffered any decline in creditworthiness, we expect that our cash on hand and cash earnings will enable us to secure the necessary refinancing. The accounts payable, accrued expenses, and lease liabilities will be settled using a combination of cash generated by operations, sale of investments, and incremental borrowing activity, if necessary.

Previous wording

Net cash used in operating activities for the three months ended March 31, 2025 was $10.5 million, resulting from our net loss of $23,047, $6.6 million of depreciation and amortization, $0.6 million in non-cash interest income, $1.5 million in non-cash interest expense, $5.6 million in non-cash rent expense, $4.2 million loss on extinguishment of debt, $1.1 million of stock based compensation and $3.9 million decrease from net changes in operating assets and liabilities, partially offset by $1.2 million gain on assets held for sale, $0.3 million change in the fair value of private placement warrant liability, and $0.2 million change in the fair value of public warrant liability. The $3.9 million outflow from operating assets and liabilities is primarily due to a $0.6 million decrease from accounts receivable, $5.3 million decrease from operating lease liabilities, $2.4 million decrease from other current liabilities and $2.2 million decrease from deferred revenue, partially offset by a $0.5 million increase from prepaid and other current assets, $3.3 million increase from accounts payable, $2.9 million increase in other non-current liabilities and $0.5 million increase in amounts due from related parties.

Current wording

Net cash used in operating activities for the six months ended June 30, 2025 was $10.1 million, resulting from our net loss of $39.2 million, $12.0 million of depreciation and amortization, $1.7 million in non-cash interest expense, $11.2 million in non-cash rent expense, $4.2 million loss on extinguishment of debt, $2.0 million of stock based compensation and $0.6 million decrease from net changes in operating assets and liabilities, partially offset by $1.2 million gain on assets held for sale, $0.3 million change in the fair value of private placement warrant liability, $0.2 million change in the fair value of public warrant liability and $0.3 million change in the fair value of penny warrant liability. The $0.6 million outflow from operating assets and liabilities is primarily due to a $0.7 million decrease from accounts receivable, $0.8 million decrease from other receivables, $0.7 million decrease in parts and supplies inventory, $2.5 million decease from prepaid and other current assets, a $11.0 million decrease from operating lease liabilities, and $5.2 million decrease from deferred revenue, partially offset by a $1.4 million increase in amounts due from related parties, $12.0 million increase from accounts payable and $6.4 million increase in other non-current liabilities.

Previous wording

Net cash used in operating activities for the three months ended March 31, 2024 was $26.0 million, resulting from our net loss of $33.0 million, $6.5 million of depreciation and amortization, a $0.3 million change in amortization of contract costs, a $0.3 million change in non-cash interest expense, a $5.6 million change in non-cash rent expense, $1.5 million loss on aircraft held for sale, a $1.8 million increase in the provision for credit losses, a $0.9 million change in fair value of a Private Placement Warrant liability, a $4.2 million change in the fair value of the Public Warrant liability, and a $10.8 million decrease from net changes in operating assets and liabilities, partially offset by a $0.8 million change in non-cash interest income and a $2.3 million change in the fair value of Penny Warrant liability. The $10.8 million decrease from operating assets and liabilities is primarily due to a $0.7 million decrease from other receivables, $0.2 million decrease from Parts and supplies inventory inventory, a $2.1 million decrease from prepaid expenses and other current assets, a $5.7 million decrease from operating lease liabilities, a $5.7 million decrease from current liabilities, and $0.7 million decrease from deferred revenue, partially offset by a $1.9 million increase from accounts payable, and a $2.2 million increase from other non-current liabilities.

Current wording

Net cash used in operating activities for the six months ended June 30, 2024 was $42.2 million, resulting from our net loss of $60.8 million, $13.2 million of depreciation and amortization, a $0.5 million change in amortization of contract costs, a $0.7 million change in non-cash interest expense, a $10.8 million change in non-cash rent expense, $1.4 million loss on aircraft held for sale, a $1.9 million increase in the provision for credit losses, a $1.5 million change in fair value of a Private Placement Warrant liability, a $4.6 million change in the fair value of the Public Warrant liability, and a $12.1 million decrease from net changes in operating assets and liabilities, partially offset by a $1.4 million change in non-cash interest income and a $2.3 million change in the fair value of Penny Warrant liability. The $12.1 million decrease from operating assets and liabilities is primarily due to a $1.1 million decrease from other receivables, $0.9 million decrease from parts and supplies inventory, a $11.0 million decrease from operating lease liabilities a $3.9 million decrease from current liabilities, and $2.8 million decrease from deferred revenue, partially offset by a $0.8 million increase from prepaid and other current assets, and a $0.5 million increase from accounts payable and a $6.4 million increase from other non-current liabilities.

Previous wording

Net cash provided by investing activities for the three months ended March 31, 2025 was $66.1 million, primarily due to proceeds from the sale of property and equipment of $19.2 million, and proceeds from the sale of investments of $72.3 million. Partially offsetting the increase in net cash provided by investing activities were purchases of property and equipment of $4.1 million, purchases of engine overhauls of $5.4 million, and purchases of investments of $15.4 million.

Current wording

Net cash provided by investing activities for the six months ended June 30, 2025 was $81.9 million, primarily due to proceeds from the sale of property and equipment of $31.5 million, and proceeds from the sale of investments of $80.0 million. Partially offsetting the increase in net cash provided by investing activities were purchases of property and equipment of $4.1 million, purchases of engine overhauls of $9.6 million, and purchases of investments of $15.5 million.

Previous wording

Net cash used in investing activities for the three months ended March 31, 2024 was $30.1 million, primarily due to purchases of property and equipment of $38.5 million, purchases of engine overhauls of $2.7 million, purchases of investments of $29.0 million and capitalized development costs of $0.2 million. Partially offsetting the increase in net cash used in investing activities were proceeds from the sale of investments of $29.3 million and the paydown of notes receivable of $11 million.

Current wording

Net cash provided by investing activities for the six months ended June 30, 2024 was $3.5 million, primarily due to proceeds from the sale of property and equipment of $23.7 million, proceeds from the sale of investments of $44.5 million, and the receipt of payments for notes receivable of $15.0 million. Partially offsetting the increase in net cash provided by investing activities were purchases of property and equipment of $28.1 million, purchases of engine overhauls of $9.8 million, and purchases of investments of $41.6 million.

Previous wording

Net cash used in financing activities for the three months ended March 31, 2025 was $72.6 million, resulting primarily from repayment of debt of $67.0 million and net cash distributions to non-controlling interests of $11.3 million. Partially offsetting the decrease in net cash used in financing activities was proceeds from the issuance of preferred equity of $5.8 million and proceeds from the issuance of debt of $0.3 million.

Current wording

Net cash used in financing activities for the six months ended June 30, 2025 was $87.7 million, resulting primarily from repayment of debt of $79.4 million and net cash distributions to non-controlling interests of $16.6 million. Partially offsetting the decrease in net cash used in financing activities was proceeds from the issuance of preferred equity of $5.8 million and proceeds from the issuance of debt of $3.5 million.

Previous wording

Net cash provided by financing activities for the three months ended March 31, 2024 was $49.8 million, resulting primarily from proceeds from debt of $39.1 million to fund purchases of property and equipment, investments, and engine overhauls and proceeds from the issuance of preferred equity of $24.2 million. Partially offsetting the increase in net cash provided by financing activities were net cash distributions to non-controlling interests of $2.4 million and payments of deferred financing costs of $1.0 million.

Current wording

Net cash provided by financing activities for the six months ended June 30, 2024 was $36.4 million, resulting primarily from proceeds from debt of $71.4 million to fund purchases of property and equipment, investments, and engine overhauls and proceeds from the issuance of preferred equity of $24.3 million. Partially offsetting the increase in net cash provided by financing activities was repayment of debt of $50.5 million, payment of debt issuance costs of $2.8 million, and net cash distributions to noncontrolling interests of $5.9 million.

Previous wording

There have been no significant changes to the Company's critical accounting policies during the three months ended March 31, 2025 as compared with those disclosed within Part II, Item 7 — “Management’s Discussion and Analysis of Financial Conditions and Results of Operations - Critical Accounting Policies and Estimates” included in our Annual Report on Form 10-K for the year ended December 31, 2024, aside from those included below:

Current wording

There were no significant changes to the Company's critical accounting policies during the six months ended June 30, 2025 as compared with those disclosed within Part II, Item 7 — “Management’s Discussion and Analysis of Financial Conditions and Results of Operations - Critical Accounting Policies and Estimates” included in our Annual Report on Form 10-K for the year ended December 31, 2024, aside from those included below:

Previous wording

As of March 31, 2025, the Company has the following warrants issued, (i) the Public Warrants initially included in the EGA units issued in EGA's initial public offering, (ii) the warrants of EGA held by EG Sponsor LLC (the “EGA Sponsor”) that were issued to the EGA Sponsor at the closing of EGA's initial public offering (the "Private Placement Warrants,"), (iii) warrants issued on March 4, 2024 in connection with the Series A Preferred Stock offering as described within Note 24 "Stockholders’ Equity / Members' Deficit and Noncontrolling Interests" (the "Series A Penny Warrants"), and (iv) warrants issued on August 8, 2024, August 14, 2024, and March 21, 2025 in connection with the August 2024 and March 2025 Series B Preferred Stock offerings and the March 2025 note conversion as described within Note 24 "Stockholders' Equity/Members' Deficit and Noncontrolling Interests" (the "Series B Penny Warrants,"

Current wording

As of June 30, 2025, the Company has the following warrants issued, (i) the Public Warrants initially included in the EGA units issued in EGA's initial public offering, (ii) the warrants of EGA held by EG Sponsor LLC (the “EGA Sponsor”) that were issued to the EGA Sponsor at the closing of EGA's initial public offering (the "Private Placement Warrants,"), (iii) warrants issued on March 4, 2024 in connection with the Series A Preferred Stock offering as described within Note 24 "Stockholders’ Equity / Members' Deficit and Noncontrolling Interests" (the "Series A Penny Warrants"), and (iv) warrants issued on August 8, 2024, August 14, 2024, and March 21, 2025 in connection with the August 2024 and March 2025 Series B Preferred Stock offerings and the March 2025 note conversion as described within Note 24 "Stockholders' Equity/Members' Deficit and Noncontrolling Interests" (the "Series B Penny Warrants," together with the Series A Penny Warrants, the "Penny Warrants," and together with the Public Warrants, the Private Placement Warrants and the Series A Penny Warrants, the "Warrants").
Rearranged current paragraphs (13)

Current report — wording carried from elsewhere

The following table sets forth our results of operations for the six months ended June 30, 2025 and 2024 (in thousands, except percentages):

Current report — wording carried from elsewhere

Maintenance, repair, and overhaul revenue increased by $0.9 million for the six months ended June 30, 2025 as compared to the six months ended June 30, 2024 primarily due to an increase in external services for outside customers.

Current report — wording carried from elsewhere

Aircraft management services revenue increased by $1.3 million for the six months ended June 30, 2025. There was no such revenue in the 2024 period, the change being due to the Company providing certain aircraft management services for third-party aircraft owners under the Volato Agreement, which was entered into in September 2024.

Current report — wording carried from elsewhere

Selling, general and administrative expenses decreased by $5.4 million, or 12%, for the six months ended June 30, 2025, compared to the six months ended June 30, 2024. The decrease in selling, general and administrative expenses was primarily attributable to:

Current report — wording carried from elsewhere

These positive trends reflect the Company's efforts to optimize its workforce and control costs, even as revenue grew for the period.

Current report — wording carried from elsewhere

Depreciation and amortization expenses decreased by $1.2 million, or 8.7%, for the six months ended June 30, 2025, compared to the six months ended June 30, 2024. The decrease was primarily due to a decrease in depreciation expense resulting from a decrease in owned aircraft.

Current report — wording carried from elsewhere

Interest income decreased by $1.5 million for the six months ended June 30, 2025, compared to the six months ended June 30, 2024, primarily as a result of an decrease in interest income on U.S. Treasury bills.

Current report — wording carried from elsewhere

Change in fair value of warrant liabilities changed by $4.5 million for the six months ended June 30, 2025, compared to the six months ended June 30, 2024, due to changes in the observable inputs by which the Public Warrants and Private Placement Warrants are valued.

Current report — wording carried from elsewhere

We expect our revenue to increase over time as a result of adding aircraft to our fleet and forecasted membership growth.

Current report — wording carried from elsewhere

An increase of $2.4 million in overhaul program expense;

Current report — wording carried from elsewhere

An increase of $1.7 million for affiliate lift expense;

Current report — wording carried from elsewhere

While expenses increased, the gross margin improved when compared to revenue for the respective periods, primarily as a result of the realization of benefits associated with the Company's fleet modernization efforts.

Current report — wording carried from elsewhere

A decrease of $1.2 million in professional fees, advertising and marketing costs.
Rearranged previous paragraphs (4)

Previous report — wording carried elsewhere

Change in fair value of warrant liabilities

Previous report — wording carried elsewhere

Change in fair value of warrant liabilities

Previous report — wording carried elsewhere

On March 4, 2024 (the “Effective Date” or the “Initial Issue Date”), the Company entered into a Securities Purchase Agreement (the “Agreement”) with EnTrust Emerald (Cayman) LP, a Cayman Islands limited partnership (the “Purchaser”), pursuant to which the

Previous report — wording carried elsewhere

together with the Series A Penny Warrants, the "Penny Warrants," and together with the Public Warrants, the Private Placement Warrants and the Series A Penny Warrants, the "Warrants").