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FLYEXCLUSIVE INC

For the period ended Sep 30, 2024. Filed Nov 14, 2024.

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.

Sep 30, 2024 · Filed Nov 14, 2024

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 2024-06-30; filed 2024-08-14.

0001628280-24-037173

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

Current report: 10-Q

Period ended 2024-09-30; filed 2024-11-14.

0001628280-24-047872

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 208 previous paragraphs and 220 current paragraphs.

131 unchanged; 74 reworded; 14 added; 1 removed; 2 previous and 1 current paragraphs rearranged.

Tables are not compared: 8 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 (14)

Current report

On September 2, 2024, the Company entered into an Aircraft Management Services Agreement (the “Volato Agreement”) with Volato Group, Inc. (“Volato”). Pursuant to the Volato Agreement, Volato engaged the Company as an independent contractor to provide certain aircraft management services and agreed that the Company will be the exclusive provider of such services to Volato. As consideration payable to the Company for providing the services, the Company will be entitled to retain the excess of revenue collected over expenses in connection with its delivery of services under the Volato Agreement.

Current report

The Volato Agreement has a term of twelve months and may be terminated by the Company immediately upon a material breach of the Agreement by Volato or upon 30 days’ written notice to Volato. Volato may terminate the Agreement immediately upon a material breach of the Agreement by the Company. During the term of the Agreement, certain Volato employees will provide consulting services to the Company, including consulting services related to software development, sales, and other professional services. The cost to the Company of these consulting services will be the current salaries and benefit costs of the Volato employees engaged to provide the services, plus reasonable out-of-pocket expenses. Volato has also agreed to grant the Company a non-exclusive license to Volato’s proprietary software pursuant to the terms and conditions of a mutually agreeable software license, with a license fee equal to the documented, out-of-pocket expenses incurred by Volato with third-party vendors and only to the extent related solely and directly to the software. Under the terms of the agreement, the Company will manage flight operations, sales and expenses of Volato’s fleet, consisting of 13 fully fractionalized aircraft, 8 leased aircraft and 4 managed aircraft. The aircraft will remain on Volato's Federal Aviation Administration ("FAA") certificate until they are potentially moved to the Company's FAA certificate.

Current report

(2)Represents losses incurred on sales of aircraft that the Company previously identified as part of our fleet modernization efforts that are outside of the normal course of business.

Current report

Results of Our Operations for the Nine Months Ended September 30, 2024 compared to the Nine Months Ended September 30, 2023

Current report

Aircraft management services revenue increased by $0.6 million, or 100%, from $0 for the nine months ended September 30, 2024 due to the Company providing certain aircraft management services for third-party aircraft owners under the Volato Agreement.

Current report

Aircraft management services revenue increased by $0.6 million, or 100%, from $0 for the three months ended September 30, 2024 due to the Company providing certain aircraft management services for third-party aircraft owners under the Volato Agreement.

Current report

In April 2024, the Company entered into an amendment of a short-term promissory note agreement, to extend the maturity date to a long-term promissory note maturing in April 2025 with a principal amount of $7.8 million. The note bears a fixed interest rate of 7.75% and has a maturity date five years from the note amendment.

Current report

In May 2024, the Company entered into a long-term promissory note agreement with a principal amount of $12.6 million. The note bears a fixed interest rate of 8.81% and has a maturity date five years from the note agreement date.

Current report

Issuance of Series B Preferred Temporary Equity and Warrants

Current report

On August 8, 2024 the Company entered into a Securities Purchase Agreement (the “Agreement”) with EnTrust Emerald (Cayman) LP, a Cayman Islands limited partnership (“EnTrust”), and the EGA Sponsor (collectively with EnTrust, the “Purchasers”) (related parties of the Company through its affiliation with the EGA Sponsor), pursuant to which the Company agreed to issue and sell to the Purchasers an aggregate of 25,510 shares of Series B Convertible Preferred Stock, par value $0.0001 per share (the “Series B Preferred Stock”), and Series B Penny Warrants to purchase, in the aggregate, up to 5,000,000 shares of the Company’s Class A common stock, par value $0.0001 per share (the “Common Stock”). The Company issued 20,408 shares of Series B Preferred Stock and a Series B Penny Warrant to purchase up to 4,000,000 shares of Common Stock to EnTrust on the Initial Closing Date and received gross proceeds of approximately $20.4 million. Pursuant to and subject to the terms and conditions of the Agreement, on August 14, 2024 (the "Subsequent Closing Date"), the Company (i) issued the remaining 5,102 shares of Series B Preferred Stock and a Series B Penny Warrant to purchase up to 1,000,000 shares of Common Stock to EG Sponsor and (ii) received additional gross proceeds of approximately $5.1 million on the Subsequent Closing Date.

Current report

Except as otherwise required by the General Corporation Law of the State of Delaware (the “DGCL”), other applicable law, the Company’s Certificate of Incorporation, or the Series B Certificate of Designation, holders of Series B Preferred Stock are not entitled to any vote on matters submitted to the Company’s stockholders for approval. In any case in which the holders of Series B Preferred Stock shall be entitled to vote pursuant to the DGCL, other applicable law, the Company’s Certificate of Incorporation, or the Series B Certificate of Designation, each holder will be entitled to one vote with respect to such matter per share of Series B Preferred Stock.

Current report

Each share of Series B Preferred Stock shall accrue dividends on a daily basis in arrears beginning on the Initial Issue Date at the applicable dividend rate then in effect (the “Dividend Rate”). From and after the Initial Issue Date, the Dividend Rate for Series B Preferred Stock shall be 12.00% per annum. From and after February 1, 2025 until July 31, 2025, the Dividend Rate for Series B Preferred Stock shall be 16.00% per annum. From and after August 1, 2025, the Dividend Rate for Series B Preferred Stock shall be 20.00% per annum.
Removed paragraphs (1)

Previous report

Results of Our Operations for the Six Months Ended June 30, 2024 compared to the Six Months Ended June 30, 2023
Reworded paragraphs (74)

Previous wording

flyExclusive is a premier owner and operator of curated private aviation experiences dedicated to surpassing passenger expectations for quality, convenience, and safety. Our mission is to be the world’s most vertically integrated private aviation company through capital-efficient program growth, an industry-leading pricing model, optimal dispatch availability, in-house training, and a controlled premium customer experience on modernized aircraft. As of June 30, 2024, we had 93 aircraft in our owned and leased fleet that includes light, midsize, super-midsize, and large jets. As one of the nation’s largest Citation operators, flyExclusive has curated a versatile fleet of Citation CJ3 / CJ3+, Citation Excel / XLS / XLS+, Citation Encore+, Citation Sovereign, Citation X, and Challenger 350 aircraft. We have a long track record of success and growth across a full range of industry services. Our core competitive advantage is the purpose-built, in-house control of decisions and processes needed to operate a successful private aviation company through a range of market environments.

Current wording

flyExclusive is a premier owner and operator of curated private aviation experiences dedicated to surpassing passenger expectations for quality, convenience, and safety. Our mission is to be the world’s most vertically integrated private aviation company through capital-efficient program growth, an industry-leading pricing model, optimal dispatch availability, in-house training, and a controlled premium customer experience on modernized aircraft. As of September 30, 2024, we had 88 aircraft in our owned and leased fleet that includes light, midsize, super-midsize, and large jets. As one of the nation’s largest Citation operators, flyExclusive has curated a versatile fleet of Citation CJ3 / CJ3+, Citation Excel / XLS / XLS+, Citation Encore+, Citation Sovereign, Citation X, and Challenger 350 aircraft. We have a long track record of success and growth across a full range of industry services. Our core competitive advantage is the purpose-built, in-house control of decisions and processes needed to operate a successful private aviation company through a range of market environments.

Previous wording

On June 30, 2023, we served WUP a Notice of Termination of the parties’ Fleet Guaranteed Revenue Program Agreement, dated November 1, 2021 (the “GRP Agreement”). As a result of the termination, we do not believe that the GRP program will generate revenue following the date of the GRP Agreement’s termination, which had a material impact on the financial statements for the year ending December 31, 2023. For some time prior to the termination of the GRP Agreement we were planning, for the strategic reasons of avoiding excessive reliance on a single customer and shifting towards focusing on wholesale and contractual retail customers, to scale down business with WUP, and we had already reflected scaled down revenue accordingly in our publicly disclosed projections. However, the termination of the GRP Agreement will have a material impact on the financial statements beyond 2023 until we are able to successfully effectuate this planned strategic shift and replace the revenue lost from the termination of the GRP Agreement. Additionally, as of June 27, 2023, WUP accounted for $15.7 million in receivables, which was a significant majority of total receivables at that time. When the agreement with WUP was terminated on June 30, 2023 the receivable balances were eliminated, as allowable under relevant accounting standards, by being applied against existing deposits held under the GRP Agreement. The GRP Agreement provided for an orderly draw down period of the designated aircraft at a maximum of two aircraft per month. The Company submitted a bill for monies due under the GRP Agreement during the draw down period through July 31, 2024. Billed but unrecorded amounts through June 30, 2024 totaled $59.0 million.

Current wording

On June 30, 2023, we served WUP a Notice of Termination of the parties’ Fleet Guaranteed Revenue Program Agreement, dated November 1, 2021 (the “GRP Agreement”). As a result of the termination, the GRP program did not generate revenue following the date of the GRP Agreement’s termination, which had a material impact on the financial statements for the year ending December 31, 2023. For some time prior to the termination of the GRP Agreement we were planning, for the strategic reasons of avoiding excessive reliance on a single customer and shifting towards focusing on wholesale and contractual retail customers, to scale down business with WUP, and we had already reflected scaled down revenue accordingly in our publicly disclosed projections. However, the termination of the GRP Agreement might have a material impact on the financial statements beyond 2023 until we are able to successfully effectuate this planned strategic shift and replace the revenue lost from the termination of the GRP Agreement. Additionally, as of June 27, 2023, WUP accounted for $15.7 million in receivables, which was a significant majority of total receivables at that time. When the agreement with WUP was terminated on June 30, 2023 the receivable balances were eliminated, as allowable under relevant accounting standards, by being applied against existing deposits held under the GRP Agreement. The GRP Agreement provided for an orderly draw down period of the designated aircraft at a maximum of two aircraft per month. The Company submitted a bill for monies due under the GRP Agreement during the draw down period through July 31, 2024. Billed but unrecorded amounts through September 30, 2024 totaled $59.0 million.

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, within the first six months of 2024, we recorded a portion of the fleet as being held for sale. We expect the fleet modernization to take place over the next two years 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 non-performing and replace those aircraft with newer models, which will grant our customers access to newer aircraft. In connection with this effort, within the first nine months of 2024, we recorded a portion of the fleet as being held for sale. We expect the fleet modernization to take place over the next two years 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) equity-based compensation, (v) public company readiness expenses, (vi) non-cash loss on assets held for sale, which represents the impairment charges recognized on assets designated for sale prior to their disposal, (vii) gain on forgiveness of CARES Act Loan, (viii) change in fair value of derivative liability, and (ix) change in fair value of warrant liabilities.

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) equity-based compensation, (v) dividends from redeemable preferred stock, (vi) public company readiness expenses, (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) gain on forgiveness of CARES Act Loan, (x) change in fair value of derivative liability, and (xi) change in fair value of warrant liabilities.

Previous wording

(1)Includes costs primarily associated with compliance and consulting in advance of transitioning to a public company.

Current wording

(1)Includes costs primarily associated with compliance and consulting in advance of LGM Enterprises transitioning to a public company as a result of the Merger.

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.

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. 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

**The Company’s historical flight hours for the six months ended June 30, 2024 and June 30, 2023, without flight hours derived from GRP were as follows: 32,770 hours for the six months ended June 30, 2024 and 20,298 hours for the six months ended June 30, 2023.

Current wording

**The Company’s historical flight hours for the nine months ended September 30, 2024 and September 30, 2023, without flight hours derived from GRP were as follows: 48,862 hours for the nine months ended September 30, 2024 and 32,706 hours for the nine months ended September 30, 2023.

Previous wording

***The Company’s historical hours per aircraft for the six months ended June 30, 2024 and June 30, 2023, without flight hours derived from GRP were as follows: 333.5 hours per aircraft for the six months ended June 30, 2024 and 218.3 hours per aircraft for the six months ended June 30, 2023.

Current wording

***The Company’s historical hours per aircraft for the nine months ended September 30, 2024 and September 30, 2023, without flight hours derived from GRP were as follows: 468 hours per aircraft for the nine months ended September 30, 2024 and 348 hours per aircraft for the nine months ended September 30, 2023.

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 six months ended June 30, 2024, 98.7% 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 nine months ended September 30, 2024, 98.8% 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

We derive revenue from charter flights, which include our jet club, GRP, fractional programs, wholesale, retail, and from our MRO services.

Current wording

We derive revenue from charter flights, which include our jet club, GRP (until June 30, 2023), fractional programs, wholesale, and retail. We also derive revenue from our MRO services and management fees related to the Volato Agreement.

Previous wording

We derive GRP revenue from contracts with wholesale customers whereby the customer commits to purchase a specified minimum number of hours per quarter in exchange for guaranteed access to specific aircraft. The customer pays daily and hourly rates depending upon aircraft type as well as other incidental fees. Although the customer is committed to a minimum number of flight hours per aircraft and a minimum number of aircraft, actual GRP revenue is highly variable as the customer controls the timing, frequency and total volume of usage, sometimes resulting in significant revenue above or below the contractual minimum. We recognize the monthly minimum as revenue ratably over time and any variable consideration generated from flight services above the minimum in the period of performance.

Current wording

We derive GRP revenue from contracts with wholesale customers whereby the customer commits to purchase a specified minimum number of hours per quarter in exchange for guaranteed access to specific aircraft. The customer pays daily and hourly rates depending upon aircraft type as well as other incidental fees. Although the customer is committed to a minimum number of flight hours per aircraft and a minimum number of aircraft, actual GRP revenue is highly variable as the customer controls the timing, frequency and total volume of usage, sometimes resulting in significant revenue above or below the contractual minimum. We recognize the monthly minimum as revenue ratably over time and any variable consideration generated from flight services above the minimum in the period of performance. We received no GRP revenue after June 30, 2023 due to the termination of the GRP Agreement.

Previous wording

Interest income consists of interest earned on municipal bond funds and treasury bills.

Current wording

Interest income consists of interest earned on municipal bond funds and U.S. Treasury bills.

Previous wording

The following table sets forth our results of operations for the six months ended June 30, 2024 and 2023 (in thousands, except percentages):

Current wording

The following table sets forth our results of operations for the nine months ended September 30, 2024 and 2023 (in thousands, except percentages):

Previous wording

Jet club and charter revenue increased by $40.1 million, or 38%, to $146.9 million for the six months ended June 30, 2024 as compared to the six months ended June 30, 2023. Jet club and charter flight hours increased by 61.1%, partially offset by 14.6% decrease in effective hourly rates during the six months ended June 30, 2024 compared to the six months ended June 30, 2023.

Current wording

Jet club and charter revenue increased by $50.3 million, or 30%, to $216.5 million for the nine months ended September 30, 2024 as compared to the nine months ended September 30, 2023. Jet club and charter flight hours increased by 47%, partially offset by a 11% decrease in effective hourly rates during the nine months ended September 30, 2024 compared to the nine months ended September 30, 2023.

Previous wording

GRP revenue decreased by $66.9 million, or 100%, to $0 for the six months ended June 30, 2024 as compared to the six months ended June 30, 2023. The decrease was due to the termination of the WUP agreement that occurred on June 30, 2023, resulting in no GRP revenue during 2024.

Current wording

GRP revenue decreased by $66.9 million, or 100%, to $0 for the nine months ended September 30, 2024 as compared to the nine months ended September 30, 2023. The decrease was due to the termination of the WUP agreement that occurred on June 30, 2023, resulting in no GRP revenue during 2024.

Previous wording

Fractional ownership revenue increased by $6.5 million for the six months ended June 30, 2024 as compared to the six months ended June 30, 2023 due to fractional membership growth.

Current wording

Fractional ownership revenue increased by $10.3 million for the nine months ended September 30, 2024 as compared to the nine months ended September 30, 2023 due to fractional membership growth.

Previous wording

Maintenance, repair, and overhaul revenue increased by $1.9 million for the six months ended June 30, 2024 as compared to the six months ended June 30, 2023 due to an increase in in external services for outside customers.

Current wording

Maintenance, repair, and overhaul revenue increased by $2.2 million for the nine months ended September 30, 2024 as compared to the nine months ended September 30, 2023 due to an increase in external services for outside customers.

Previous wording

Cost of revenue increased by $16.7 million, or 13%, for the six months ended June 30, 2024 compared to the six months ended June 30, 2023, primarily due to:

Current wording

Cost of revenue increased by $21.7 million, or 11%, for the nine months ended September 30, 2024 compared to the nine months ended September 30, 2023, primarily due to:

Previous wording

-An increase of $2.9 million for salaries and wage related expense;

Current wording

-An increase of $4.2 million for salaries and wage related expense;

Previous wording

-An increase of $3.9 million for aircraft repair and maintenance;

Current wording

-An increase of $5.8 million for aircraft repair and maintenance;

Previous wording

-A decrease of $1.4 million for insurance and aircraft Wi-Fi.

Current wording

-A decrease of $0.5 million for insurance and aircraft Wi-Fi.

Previous wording

Selling, general and administrative expenses increased by $12.2 million, or 35%, for the six months ended June 30, 2024 compared to the six months ended June 30, 2023. The increase in selling, general and administrative expenses was primarily attributable to:

Current wording

Selling, general and administrative expenses increased by $14.7 million, or 28%, for the nine months ended September 30, 2024 compared to the nine months ended September 30, 2023. The increase in selling, general and administrative expenses was primarily attributable to:

Previous wording

-An increase of $7.5 million in personnel-related expenses

Current wording

-An increase of $9.8 million in personnel-related expenses;

Previous wording

Depreciation and amortization expenses decreased by $0.3 million, or 2%, for the six months ended June 30, 2024 compared to the six months ended June 30, 2023. 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 4%, for the nine months ended September 30, 2024 compared to the nine months ended September 30, 2023. The decrease was primarily due to an decrease in depreciation expense resulting from a decrease in owned aircraft.

Previous wording

Loss (gain) on aircraft held for sale changed by $4.3 million for the six months ended June 30, 2024 compared to the six months ended June 30, 2023 as a result of a portion of the fleet being classified as held for sale at the current period-end without similar activity for the six months ended June 30, 2023, and as a result of the favorable environment for selling aircraft for the six months ended June 30, 2023 as compared to the six months ended June 30, 2024.

Current wording

Loss (gain) on aircraft held for sale changed by $17.3 million for the nine months ended September 30, 2024 compared to the nine months ended September 30, 2023 as a result of a portion of the fleet being classified as held for sale at the current period-end without similar activity for the nine months ended September 30, 2023, and as a result of the favorable environment for selling aircraft for the nine months ended September 30, 2023 as compared to the nine months ended September 30, 2024.

Previous wording

Interest income increased by $0.2 million for the six months ended June 30, 2024 compared to the six months ended June 30, 2023, primarily as a result of an increase in interest income on treasury bills.

Current wording

Interest income increased by $0.4 million for the nine months ended September 30, 2024 compared to the nine months ended September 30, 2023, primarily as a result of an increase in interest income on U.S. Treasury bills.

Previous wording

Change in fair value of derivative liability changed by $0.1 million for the six months ended June 30, 2024 compared to the six months ended June 30, 2023 due to the identification and measurement of an embedded derivative related to our convertible notes in 2023. There was no comparable activity in 2024 due to the conversion of the note in the prior year.

Current wording

Change in fair value of derivative liability changed by $3.6 million for the nine months ended September 30, 2024 compared to the nine months ended September 30, 2023 due to the identification and measurement of an embedded derivative related to our convertible notes in 2023. There was no comparable activity in 2024 due to the conversion of the note in the prior year.

Previous wording

Change in fair value of warrant liabilities changed by $3.7 million for the six months ended June 30, 2024 compared to the six months ended June 30, 2023 due to warrants recorded during the fourth quarter of 2023 as a result of the Merger as well as additional warrants issued in the first quarter of 2024. There was no comparable activity in the first half of 2023.

Current wording

Change in fair value of warrant liabilities changed by $2.2 million for the nine months ended September 30, 2024 compared to the nine months ended September 30, 2023 due to warrants recorded during the fourth quarter of 2023 as a result of the Merger as well as additional warrants issued in the first and third quarters of 2024. There was no comparable activity in the first nine months of 2023.

Previous wording

Other expense changed by $0.6 million for the six months ended June 30, 2024 compared to the six months ended June 30, 2023, primarily as a result of a $0.2 million decrease in realized losses on securities.

Current wording

Other expense changed by $0.6 million for the nine months ended September 30, 2024 compared to the nine months ended September 30, 2023, primarily as a result of a $0.2 million decrease in realized losses on securities.

Previous wording

Jet club and charter revenue increased by $16.2 million, or 29%, to $72.5 million for the three months ended June 30, 2024 as compared to the three months ended June 30, 2023. Jet club and charter flight hours increased by 52.3%, partially offset by a 15.5% decrease in effective hourly rates during the three months ended June 30, 2024 compared to the three months ended June 30, 2023.

Current wording

Jet club and charter revenue increased by $10.2 million, or 17%, to $69.6 million for the three months ended September 30, 2024 as compared to the three months ended September 30, 2023. Jet club and charter flight hours increased by 23%, partially offset by a 4% decrease in effective hourly rates during the three months ended September 30, 2024 compared to the three months ended September 30, 2023.

Previous wording

Fractional ownership revenue increased by $3.3 million for the three months ended June 30, 2024 as compared to the three months ended June 30, 2023 due to fractional membership growth.

Current wording

Fractional ownership revenue increased by $3.8 million for the three months ended September 30, 2024 as compared to the three months ended September 30, 2023 due to fractional membership growth.

Previous wording

Maintenance, repair, and overhaul revenue increased by $1.1 million for the three months ended June 30, 2024 as compared to the three months ended June 30, 2023 due to an increase in external services for outside customers.

Current wording

Maintenance, repair, and overhaul revenue increased by $0.3 million for the three months ended September 30, 2024 as compared to the three months ended September 30, 2023 due to an increase in external services for outside customers.

Previous wording

Cost of revenue increased by $7.7 million, or 12%, for the three months ended June 30, 2024 compared to the three months ended June 30, 2023, primarily due to:

Current wording

Cost of revenue increased by $4.9 million, or 8%, for the three months ended September 30, 2024 compared to the three months ended September 30, 2023, primarily due to:

Previous wording

-An increase of $2.0 million for aircraft repair and maintenance;

Current wording

-An increase of $1.9 million for aircraft repair and maintenance;

Showing the first 40 of 74 pairs. Open the source sections for the rest.

Rearranged current paragraphs (1)

Current report — wording carried from elsewhere

In March 2024, the Company entered into a long-term promissory note agreement with a principal amount of $13.9 million. The note bears a fixed interest rate of 9.45% and has a maturity date ten years from the note agreement date.
Rearranged previous paragraphs (2)

Previous report — wording carried elsewhere

GRP revenue decreased by $42.0 million to $0 for the three months ended June 30, 2024 as compared to the three months ended June 30, 2023. The decrease was due to the termination of the WUP agreement that occurred on June 30, 2023, resulting in no GRP revenue during 2024.

Previous report — wording carried elsewhere

-An increase of $0.9 million in overhaul program expense;