EX-99.1 2 up93021er.htm EX-99.1 Document

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Wheels Up Announces Record Revenue for Third Quarter 2021
Company Continues to Invest in its Marketplace Platform

NEW YORK – November 10, 2021 – Wheels Up Experience Inc. (NYSE:UP) today announced financial results for the third quarter, which ended September 30, 2021.

Third Quarter 2021 Highlights
•Revenue increased 55% year-over-year to $302.0 million
•Active Members grew 45% year-over-year to 11,375 in total
•Live Flight Legs increased 52% year-over-year to 19,714 in total
•Adjusted EBITDA decreased by $(15.9) million year-over-year to $(23.9) million
“I am pleased to report another quarter of record revenue, which offers further evidence that the work to expand our fleet offerings, invest in our iconic brand, and serve our high value customers is setting us apart.” said Kenny Dichter, Wheels Up Chairman & Chief Executive Officer. “Our supply constraints are no different than what many companies are facing today, and reinforces the need for the technology-enabled marketplace platform that we are building. In the meantime, however, it’s imperative that we continue our investments to deliver the best experience possible for every customer. I want to express my appreciation to our extraordinary team for their relentless dedication to the operation and their passion for our Members and Customers. In turn, I also want to thank our Members and Customers for their loyalty and trust.”
“We are steadfastly committed to serving and investing in our growing base of loyal Customers, even as the state of the industry has brought unique and unprecedented challenges,” said Eric Jacobs, Wheels Up Chief Financial Officer. "We are managing through these challenges and the near-term impact they are having on our margins, and believe we can significantly increase margins in the long-term."
Recent Initiatives
•Commenced strategic relationship with American Express, offering their members exclusive benefits. The partnership has driven strong new flight activity, membership purchases, and fund block purchases as well as a significant increase in mobile downloads during the quarter.
•Accelerated success in selling “UP for Business,” which has benefited from the commercial relationship with Delta Air Lines that gives businesses the flexibility to fly both commercial and private as well as access a diverse range of aircraft to fit their varying needs.
•Announced new capped rate pricing and program changes for our membership programs, which will take effect on December 1, 2021.
•Enhanced the senior leadership team with the appointment of Vinayak Hegde to President on October 5, 2021 as well as the hiring of a Gene McKenna as Chief Product Officer; Srikanth Satya as Chief Technology Officer; and Julia Zhang as SVP of Pricing and Revenue Management.
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Financial and Operating Highlights
As of September 30,
20212020% Change
Active Members(1)
11,375 7,864 45 %
Three Months Ended September 30,
(in thousands, except percentages, Active Users, Live Flight Legs and Revenue per Live Flight Leg)
20212020% Change
Active Users(1)
12,011 9,280 29 %
Live Flight Legs(1)
19,714 12,951 52 %
Revenue per Live Flight Leg$11,076 $10,832 2 %
Revenue$301,978 $194,781 55 %
Net income (loss)$(59,455)$20,548 (389)%
Adjusted EBITDA(1)
$(23,928)$(8,025)(198)%
Nine Months Ended September 30,
(in thousands, except percentages)
20212020% Change
Revenue$849,215 $485,208 75 %
Net loss$(120,622)$(51,292)(135)%
Adjusted EBITDA(1)
$(41,070)$(41,111)— %
(1) For information regarding Wheels Up's use and definition of this measure see “Definitions of Key Operating Metrics and Non-GAAP Financial Measures” and “Reconciliations of Non-GAAP Financial Measures” sections herein.
For the third quarter:
•Active Members grew 45% year-over-year to 11,375 driven by strong new Member additions and existing membership retention, as well as continued success converting legacy Wheels Up Private Jets LLC Jet Card holders into Wheels Up Members.
•Active Users grew 29% to 12,011 year-over-year primarily driven by the growth in Active Members.
•Live Flight Legs increased by 52% year-over-year to 19,714 with strong flight demand across all cabin classes driven by the growth in Active Members and the impact of COVID-19 on 2020 results. The acquisition of Mountain Aviation, LLC, acquired on January 5, 2021, also contributed to the year over year growth.
•Revenue per Live Flight Leg increased 2% year-over-year to $11,076 as a result of a higher mix of larger cabin flying and partially offset by a seasonal decrease in average flight stage length.
•Revenue increased 55% year-over-year driven by strong flight demand, the impact of COVID-19 on 2020 results and the acquisition of Mountain Aviation.
•Net income (loss) decreased by $(80.0) million due to several factors, including the impact of the Company benefiting from the utilization of $51.6 million of CARES Act grant funding in 2020, a decrease in Adjusted Contribution Margin caused by supply constraints and increased operating costs, as well as an increase in equity-based compensation expense, including a broad-based equity grant to the Wheels Up employee pilots.
•Adjusted EBITDA of $(23.9) million, decreased $(15.9) million year-over-year, due primarily to lower Adjusted Contribution Margin.


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Webcast and Conference Call Information
A conference call with management will be held today at 8:30 am ET. To access a live webcast of the conference call and supporting presentation materials, please click on the Wheels Up investor site (www.wheelsup.com/investors). To participate by phone, please dial 844-200-6205 (US Toll Free) or 929-526-1599 (Toll/International) using the access code 122939. An online replay of the conference call will be available approximately three hours after the conference call at the link above. A telephone replay will be available for two weeks by dialing 866-813-9403 (US Toll Free) or +44 204 525 0658 (International) using the access code 006139. Participants are asked to dial in 15 minutes early to ensure a timely connection. This earnings press release and any supporting materials will be available on the Company's investor relations website. We also provide announcements regarding the Company's financial performance, including U.S. Securities and Exchange Commission (the “SEC”) filings, investor events, press and earnings releases, and blogs, on the investor relations website.
About Wheels Up
Wheels Up Experience Inc. (“Wheels Up”), a leading demand generator in private aviation, offers a total private aviation solution that includes world-class safety, service, and flexibility through on-demand flights, membership programs, corporate solutions, aircraft management, whole aircraft sales, and commercial travel benefits through a strategic partnership with Delta Air Lines. Wheels Up, which was founded and is led by renowned entrepreneur Kenny Dichter, is uniquely positioned to offer its Customers and Members access to over 1,500 safety-vetted and verified aircraft.
Through the Wheels Up App anyone can search, book, and fly. Wheels Up Connect, Core, and Business memberships provide enhancements such as flight sharing, empty-leg Hot Flights, Shuttle Flights, Shared Flights, signature Wheels Down events, and exclusive member benefits from preeminent lifestyle brands. The Company's ongoing Wheels Up Cares program aligns with philanthropic organizations and initiatives that affect and matter to the Company and its Customers, Members, stakeholders, families, and friends. The Wheels Up Cares fleet is comprised of five custom painted Beechcraft King Air 350i aircraft; each plane serves as a flying symbol for a specific cause.
Cautionary Statement Regarding Forward-Looking Statements
This press release contains certain “forward-looking statements” within the meaning of the federal securities laws. These forward-looking statements include, but are not limited to, statements regarding Wheels Up’s expectations, hopes, beliefs, intentions or strategies regarding the future including, without limitation, statements regarding: (i) the size, demands and growth potential of the markets for Wheels Up’s products and services and Wheels Up’s ability to serve those markets, (ii) the degree of market acceptance and adoption of Wheels Up’s products and services, (iii) Wheels Up’s ability to develop innovative products and services and compete with other companies engaged in the private aviation industry and (iv) Wheels Up’s ability to attract and retain customers. In addition, any statements that refer to projections, forecasts, or other characterizations of future events or circumstances, including any underlying assumptions, are forward-looking statements. The words “anticipate,” “believe,” continue,” “could,” “estimate,” “expect,” “intend,” “may,” “might,” “plan,” “possible,” “potential,” “predict,” “project,” “should,” “strive,” “would” and similar expressions may identify forward-looking statements, but the absence of these words does not mean that statement is not forward-looking. Forward-looking statements are predictions, projections and other statements about future events that are based on current expectations and assumptions and, as a result, are subject to known and unknown risks, uncertainties, assumptions and other important factors, many of which are outside Wheels Up’s control, that could cause actual results to differ materially from the results discussed in the forward-looking statements. Additional factors that could cause actual results to differ materially from those expressed or implied in forward-looking statements can be found in the registration statement on Form S-1 filed with the SEC by Wheels Up on August 3, 2021, and other documents filed by Wheels Up from time to time with the SEC. New risks and uncertainties arise from time to time, and it is impossible for us to predict these events or how they may affect us. You are cautioned not to place undue reliance upon any forward-looking statements, which speak only as of the date made, and Wheels Up undertakes no obligation to update or revise the forward-looking statements, whether as a result of new information, changes in expectations, future events or otherwise. These filings identify and address other important risks and
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uncertainties that could cause actual events and results to differ materially from those contained in the forward-looking statements. We do not give any assurance that Wheels Up will achieve its expectations.
Use of Non-GAAP Financial Measures
This press release includes certain non-GAAP financial measures such as Adjusted EBITDA, Adjusted Contribution, and Adjusted Contribution Margin. These non-GAAP financial measures are an addition, and not a substitute for or superior to, measures of financial performance prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”) and should not be considered as an alternative to net income (loss), operating income (loss) or any other performance measures derived in accordance with GAAP. Reconciliations of non-GAAP financial measures to their most directly comparable GAAP counterparts are included in the “Reconciliations of Non-GAAP Financial Measures” section herein to this earnings press release. Wheels Up believes that these non-GAAP financial measures of financial results provide useful supplemental information to investors about Wheels Up. However, there are a number of limitations related to the use of these non-GAAP financial measures and their nearest GAAP equivalents, including that they exclude significant expenses that are required by GAAP to be recorded in Wheels Up’s financial measures. In addition, other companies may calculate non-GAAP financial measures differently, or may use other measures to calculate their financial performance, and therefore, Wheels Up’s non-GAAP financial measures may not be directly comparable to similarly titled measures of other companies. Additionally, to the extent that forward-looking non-GAAP financial measures are provided, they are presented on a non-GAAP basis without reconciliations of such forward-looking non-GAAP financial measures due to the inherent difficulty in forecasting and quantifying certain amounts that are necessary for such reconciliations.
For more information on these non-GAAP financial measures, see the sections titled “Definitions of Key Operating Metrics and Non-GAAP Financial Measures” and “Reconciliations of Non-GAAP Financial Measures” included at the end of this earnings press release.
Contacts
Investors:
ir@wheelsup.com

Media:
wheelsup@jonesworks.com
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WHEELS UP EXPERIENCE INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited, in thousands, except share data)
September 30, 2021December 31, 2020
ASSETS
Current assets:
Cash and cash equivalents$535,253 $312,799 
Accounts receivable, net69,044 50,397 
Other receivables10,112 8,205 
Parts and supplies inventories, net8,742 5,320 
Prepaid expenses and other34,106 18,801 
Total current assets657,257 395,522 
Property and equipment, net313,986 323,090 
Operating lease right-of-use assets112,372 64,479 
Goodwill437,181 400,160 
Intangible assets, net152,416 163,710 
Restricted cash2,177 12,077 
Employee loans receivable, net— 102 
Other non-current assets1,104 849 
Total assets$1,676,493 $1,359,989 
LIABILITIES AND EQUITY
Current liabilities:
Current maturities of long-term debt$131 $62,678 
Accounts payable42,363 20,920 
Accrued expenses83,231 71,381 
Deferred revenue, current585,319 651,096 
Operating lease liabilities, current32,315 15,858 
Intangible liabilities, current2,000 2,000 
Other current liabilities14,942 15,980 
Total current liabilities760,301 839,913 
Long-term debt22 148,411 
Deferred revenue, non-current1,948 1,982 
Operating lease liabilities, non-current87,087 56,358 
Warrant liability15,948 — 
Intangible liabilities, non-current14,583 16,083 
Other non-current liabilities3,548 3,415 
Total liabilities883,437 1,066,162 
Commitments and contingencies
Equity:
Class A common stock, $0.0001 par value; 2,500,000,000 authorized; 245,583,108 and 169,717,146 shares issued and outstanding as of September 30, 2021 and December 31, 2020, respectively25 17 
Additional paid-in capital 1,460,053 831,226 
Accumulated deficit(677,491)(563,441)
Total Wheels Up Experience Inc. stockholders’ equity782,587 267,802 
Non-controlling interests10,469 26,025 
Total equity793,056 293,827 
Total liabilities and equity$1,676,493 $1,359,989 
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WHEELS UP EXPERIENCE INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited, in thousands except share and per share data)
Three Months Ended September 30,Nine Months Ended September 30,
2021202020212020
Revenue$301,978 $194,781 $849,215 $485,208 
Costs and expenses:
Cost of revenue283,495 171,338 773,191 446,632 
Technology and development8,769 6,044 23,818 15,345 
Sales and marketing22,157 13,655 55,846 38,893 
General and administrative42,490 14,542 76,444 38,740 
Depreciation and amortization13,639 14,722 40,952 44,189 
Cares Act grant— (51,646)— (64,923)
Total costs and expenses370,550 168,655 970,251 518,876 
Income (loss) from operations(68,572)26,126 (121,036)(33,668)
Other income (expense):
Change in fair value of warrant liability12,271 — 12,271 — 
Loss on extinguishment of debt(2,379)— (2,379)— 
Interest income7 36 25 503 
Interest expense(782)(5,614)(9,503)(18,127)
Total other income (expense)9,117 (5,578)414 (17,624)
Income (loss) before income taxes(59,455)20,548 (120,622)(51,292)
Income tax expense— — — — 
Net income (loss)(59,455)20,548 (120,622)(51,292)
Less: net income (loss) attributable to non-controlling interests(970)1,639 (6,572)(3,944)
Net income (loss) attributable to Wheels Up Experience Inc.$(58,485)$18,909 $(114,050)$(47,348)
Net income (loss) per share of Class A common stock:
Basic$(0.25)$0.11 $(0.60)$(0.29)
Diluted$(0.25)$0.11 $(0.60)$(0.29)
Weighted-average shares of Class A common stock outstanding:
Basic235,341,054.00165,055,043.00191,057,091.00161,649,090.00
Diluted235,341,054.00165,055,043.00191,057,091.00161,649,090.00


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WHEELS UP EXPERIENCE INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited, in thousands)
Nine Months Ended September 30,
20212020
OPERATING ACTIVITIES:
Net loss$(120,622)$(51,292)
Adjustments to reconcile net loss to net cash (used in) provided by operating activities:
Depreciation and amortization40,952 44,190 
Amortization of deferred financing costs and debt discount618 1,265 
Equity-based compensation 30,668 2,524 
Change in fair value of warrant liability(12,271)— 
Provision for expected credit losses1,163 328 
Loss on extinguishment of debt2,379 — 
Changes in operating assets and liabilities, net of effects from acquisitions:
Accounts receivable(9,074)28,196 
Other receivables(1,906)2,368 
Parts and supplies inventories(2,749)263 
Prepaid expenses and other(11,673)1,214 
Other non-current assets(256)1,019 
Operating lease liabilities, net(1,414)(297)
Accounts payable11,807 (16,786)
Accrued expenses(9,742)(9,021)
Other current liabilities(1,037)(613)
Other non-current liabilities131 2,069 
Deferred revenue(69,390)(26)
Net cash (used in) provided by operating activities
(152,416)5,401 
INVESTING ACTIVITIES:
Purchases of property and equipment(6,683)(4,878)
Acquisition of businesses, net of cash acquired7,844 97,104 
Capitalized software development costs(9,589)(5,144)
Net cash (used in) provided by investing activities
(8,428)87,082 
FINANCING ACTIVITIES:
Proceeds from stock option exercises1,332 — 
Proceeds from the Business Combination and PIPE Investment656,304 — 
Transaction costs in connection with the Business Combination and PIPE Investment(70,406)— 
Proceeds from long-term debt— 755 
Repayments of long-term debt(213,934)(54,772)
Repayment (issuance) of loans to employees102 (67)
Net cash provided by (used in) financing activities373,398 (54,084)
NET INCREASE IN CASH, CASH EQUIVALENTS AND RESTRICTED CASH212,554 38,399 
CASH, CASH EQUIVALENTS AND RESTRICTED CASH BEGINNING OF
PERIOD		324,876 96,440 
CASH, CASH EQUIVALENTS AND RESTRICTED CASH END OF PERIOD$537,430 $134,839 
SUPPLEMENTAL DISCLOSURE OF NON-CASH INVESTING AND FINANCING ACTIVITIES:
Non-cash consideration issued for business acquisition of Delta Private Jets LLC— $427,007 
Non-cash consideration issued for business acquisition of Gama Aviation LLC— $32,638 
Non-cash consideration issued for business acquisition of Mountain Aviation, LLC$30,172 — 
Assumption of warrant liability in Business Combination$28,219 — 
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Definitions of Key Operating Metrics and Non-GAAP Financial Measures
We report certain key financial measures that are not required by, or presented in accordance with, GAAP. These non-GAAP financial measures are an addition, and not a substitute for or superior to, measures of financial performance prepared in accordance with GAAP and should not be considered as an alternative to any performance measures derived in accordance with GAAP. We believe that these non-GAAP financial measures of financial results provide useful supplemental information to investors, about Wheels Up. However, there are a number of limitations related to the use of these non-GAAP financial measures and their nearest GAAP equivalents, including that they exclude significant expenses that are required by GAAP to be recorded in Wheels Up’s financial measures. In addition, other companies may calculate non-GAAP financial measures differently, or may use other measures to calculate their financial performance, and therefore, our non-GAAP financial measures may not be directly comparable to similarly titled measures of other companies.
Definitions of Key Operating Metrics
Active Members. We define Active Members as the number of Connect, Core, and Business membership accounts that generated membership revenue in a given period and are active as of the end of the reporting period. We use Active Members to assess the adoption of our premium offerings which is a key factor in our penetration of the market in which we operate and a key driver of membership and flight revenue.
Active Users. We define Active Users as Active Members and legacy WUPJ jet card holders as of the reporting date plus unique non-member consumers who completed a revenue generating flight at least once in a given period and excluding wholesale flight activity. While a unique consumer can complete multiple revenue generating flights on our platform in a given period, that unique user is counted as only one Active User. We use Active Users to assess the adoption of our platform and frequency of transactions, which are key factors in our penetration of the market in which we operate and our growth in revenue.
Live Flight Legs. We define Live Flight Legs as the number of completed one-way revenue generating flight legs in a given period. The metric excludes empty repositioning legs and owner legs related to aircraft under management. We believe Live Flight Legs are a useful metric to measure the scale and usage of our platform, and our growth in flight revenue.
Definitions of Non-GAAP Financial Measures
Adjusted Contribution and Adjusted Contribution Margin. We calculate Adjusted Contribution as gross profit (loss) excluding depreciation and amortization and adjusted further for (i) equity-based compensation included in cost of revenue, (ii) acquisition and integration expense included in cost of revenue and (iii) other items included in cost of revenue that are not indicative of our ongoing operating performance, including COVID-19 response initiatives for 2020. Adjusted Contribution Margin is calculated by dividing Adjusted Contribution by total revenue.
We include Adjusted Contribution and Adjusted Contribution Margin as supplemental measures for assessing operating performance. Adjusted Contribution and Adjusted Contribution Margin are used to understand our ability to achieve profitability over time through scale and leveraging costs. In addition, Adjusted Contribution and Adjusted Contribution Margin provides useful information for historical period-to-period comparisons of our business and to identify trends. Prior to issuing a broad-based equity grant for our pilots during the third quarter of 2021, equity-based compensation expense included in cost of revenue for prior periods was not significant.
Adjusted EBITDA. 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 expense, (v) acquisition and integration related expenses, (vi) public company readiness related expenses, (vii) change in fair value of warrant liability, (viii) losses on the extinguishment of debt and (ix) other items not indicative of our ongoing operating performance, including the CARES Act grant and COVID-19 response initiatives for 2020.
We include Adjusted EBITDA because it is a supplemental measure used by our management team for assessing operating performance. Adjusted EBITDA is used in conjunction with bonus program target achievement determinations, strategic internal planning, annual budgeting, allocating resources and making operating decisions. In addition, Adjusted EBITDA provides useful information for historical period-to-period comparisons of our business, as it removes the effect of certain non-cash expenses and variable amounts.
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Reconciliations of Non-GAAP Financial Measures
Adjusted Contribution and Adjusted Contribution Margin
The following table reconciles Adjusted Contribution to gross profit (loss), which is the most directly comparable GAAP measure (in thousands, except percentages):
Three Months Ended September 30,Nine Months Ended September 30,
2021202020212020
Revenue$301,978$194,781$849,215$485,208
Less: Cost of revenue(283,495)(171,338)(773,191)(446,632)
Less: Depreciation and amortization(13,639)(14,722)(40,952)(44,189)
Gross profit (loss)$4,844$8,721$35,072$(5,613)
Gross margin1.6 %4.5 %4.1 %(1.2)%
Add back:
Depreciation and amortization13,63914,72240,95244,189
Equity-based compensation expense in cost of revenue679109779226
Acquisition and integration expense in cost of revenue——1,011—
COVID-19 response initiatives in cost of revenue—117—395
Adjusted Contribution$19,162$23,669$77,814$39,197
Adjusted Contribution Margin6.3 %12.2 %9.2 %8.1 %
Adjusted EBITDA
The following table reconciles Adjusted EBITDA to net income (loss), which is the most directly comparable GAAP measure (in thousands):
Three Months Ended September 30,Nine Months Ended September 30,
2021202020212020
Net income (loss)$(59,455)$20,548 $(120,622)$(51,292)
Add back (deduct)
Interest expense782 5,614 9,503 18,127 
Interest income(7)(36)(25)(503)
Depreciation and amortization13,639 14,722 40,952 44,189 
Equity-based compensation expense27,906 1,168 30,668 2,524 
Public company readiness expense2,455 40 3,298 242 
Acquisition and integration expense644 376 5,017 7,694 
CARES Act grant recognition— (51,646)— (64,923)
COVID-19 response initiatives— 323 — 773 
Corporate headquarters relocation expense— 866 31 2,058 
Change in fair value of warrant liability(12,271)— (12,271)— 
Loss on extinguishment of debt2,379 — 2,379 — 
Adjusted EBITDA$(23,928)$(8,025)$(41,070)$(41,111)
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The following tables reconcile Adjusted EBITDA to net income (loss), including the impact of reconciled items on individual income statement expense classifications (in thousands):
Three Months Ended September 30, 2021
GAAP as reportedEquity-based compensation expensePublic company readiness expenseAcquisition and integration expenseCorporate headquarters relocation expenseNon-GAAP
Revenue$301,978 $— $— $— $— $301,978 
Costs and expenses:
Cost of revenue283,495 (679)— — — 282,816 
Technology and development8,769 (619)— — — 8,150 
Sales and marketing22,157 (2,449)(780)— — 18,928 
General and administrative42,490 (24,159)(1,675)1 (644)— 16,012 
Depreciation and amortization13,639 — — — 13,639 
Total costs and expenses:370,550 (27,906)(2,455)(644)— 339,545 
Loss from operations(68,572)27,906 2,455 644 — (37,567)
Other (expense) income
Loss on early extinguishment of debt(2,379)— — — — (2,379)
Change in fair value of warrant liability12,271 — — — — 12,271 
Interest income7 — — — — 7 
Interest expense(782)— — — — (782)
Total other income9,117 — — — — 9,117 
Net loss$(59,455)(28,450)
Add back (deduct)
Depreciation and amortization13,639 
Loss on early extinguishment of debt2,379 
Change in fair value of warrant liability(12,271)
Interest income(7)
Interest expense782 
Adjusted EBITDA$(23,928)

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Three Months Ended September 30, 2020
GAAP as reportedEquity-based compensation expensePublic company readiness expenseAcquisition and integration expenseCorporate headquarters relocation expenseCOVID-19 response initiativesCares Act grant recognitionNon-GAAP
Revenue$194,781 — — — — — — $194,781 
Costs and expenses:
Cost of revenue171,338 (109)— — — (117)— 171,112 
Technology and development6,044 (129)— — — — — 5,915 
Sales and marketing13,655 (261)— — — — — 13,394 
General and administrative14,542 (669)(40)(376)(866)(206)— 12,385 
Depreciation and amortization14,722 — — — — — — 14,722 
CARES Act grant(51,646)— — — — — 51,646 — 
Total costs and expenses:168,655 (1,168)(40)(376)(866)(323)51,646 217,528 
Loss from operations26,126 1,168 40 376 866 323 (51,646)(22,747)
Other (expense) income
Interest income36 — — — — — — 36 
Interest expense(5,614)— — — — — — (5,614)
Total other expense(5,578)— — — — — — (5,578)
Net income (loss)$20,548 (28,325)
Add back (deduct)
Depreciation and amortization14,722 
Interest income(36)
Interest expense5,614 
Adjusted EBITDA$(8,025)















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Nine Months Ended September 30, 2021
GAAP as reportedEquity-based compensation expensePublic company readiness expenseAcquisition and integration expenseCorporate headquarters relocation expenseNon-GAAP
Revenue$849,215 $— $— $— $— $849,215 
Costs and expenses:
Cost of revenue773,191 (779)— (1,011)— 771,401 
Technology and development23,818 (806)— — — 23,012 
Sales and marketing55,846 (2,901)(780)— — 52,165 
General and administrative76,444 (26,182)(2,517)(4,007)(31)43,707 
Depreciation and amortization40,952 — — — — 40,952 
Total costs and expenses:970,251 (30,668)(3,297)(5,018)(31)931,237 
Loss from operations(121,036)30,668 3,297 5,018 31 (82,022)
Other (expense) income
Loss on early extinguishment of debt(2,379)(2,379)
Change in fair value of warrant liability12,271 12,271 
Interest income25 — — — — 25 
Interest expense(9,503)— — — — (9,503)
Total other expense414 — — — — 414 
Net loss$(120,622)(81,608)
Add back (deduct)
Depreciation and amortization40,952 
Loss on early extinguishment of debt2,379 
Change in fair value of warrant liability(12,271)
Interest income(25)
Interest expense9,503 
Adjusted EBITDA$(41,070)


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Nine Months Ended September 30, 2020
GAAP as reportedEquity-based compensation expensePublic company readiness expenseAcquisition and integration expenseCorporate headquarters relocation expenseCOVID-19 response initiativesCares Act Grant recognitionNon-GAAP
Revenue$485,208 $— $— $— $— $— $— $485,208 
Costs and expenses:
Cost of revenue446,632 (226)— — — (395)— 446,011 
Technology and development15,345 (342)— — — — — 15,003 
Sales and marketing38,893 (814)— — — — — 38,079 
General and administrative38,740 (1,142)(242)(7,694)(2,058)(377)— 27,227 
Depreciation and amortization44,189 — — — — — — 44,189 
CARES Act grant(64,923)— — — — — 64,922 (1)
Total costs and expenses:518,876 (2,524)(242)(7,694)(2,058)(772)64,922 570,508 
Loss from operations(33,668)2,524 242 7,694 2,058 772 (64,922)(85,300)
Other (expense) income
Interest income503 — — — — — — 503 
Interest expense(18,127)— — — — — — (18,127)
Total other expense(17,624)— — — — — — (17,624)
Net loss$(51,292)(102,924)
Add back (deduct)
Depreciation and amortization44,189 
Interest income(503)
Interest expense18,127 
Adjusted EBITDA$(41,111)












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Supplemental Revenue Information
(in thousands, except percentages)Three Months Ended September 30,Change in
20212020$%
Flight$218,360 $140,280 $78,080 56 %
Membership17,982 13,345 4,637 35 %
Aircraft management58,005 38,402 19,603 51 %
Other7,631 2,754 4,877 177 %
Total$301,978 $194,781 $107,197 55 %
(in thousands, except percentages)Nine Months Ended September 30,Change in
20212020$%
Flight$621,494 $343,571 $277,923 81 %
Membership49,144 39,787 9,357 24 %
Aircraft management158,840 93,416 65,424 70 %
Other19,737 8,434 11,303 134 %
Total$849,215 $485,208 $364,007 75 %
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