flyExclusive Files to Sell 4.96M Shares of Class A Common Stock
Written by Emily J. Thompson, Senior Investment Analyst
Updated: 2 days ago
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Should l Buy FLYX?
flyExclusive files to sell 4.96M shares of Class A common stock for holders
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About FLYX
Flyexclusive Inc. is a vertically integrated private aviation company providing charter, Jet Club membership, and fractional ownership services worldwide. It operates its private jet fleets in the United States, with full operational control over maintenance, refurbishment, and avionics through its in-house MRO facilities in Kinston, North Carolina. It is a premier owner and operator of curated private aviation experiences dedicated to surpassing passenger expectations for quality, convenience, and safety. T operates a selected fleet of Cessna Citation, Gulfstream, HondaJet, and Challenger aircraft to service customers flying domestically and internationally. It has curated a versatile fleet of Citation CJ3 / CJ3+, Citation Excel / XLS / XLS+, Citation Encore+, Citation Sovereign, Citation X, and Challenger 350 aircraft. It has a diversified and evolving business model, including a jet club membership program, fractional program, and maintenance, repair, and overhaul (MRO) program.
About the author
Emily J. Thompson
Emily J. Thompson, a Chartered Financial Analyst (CFA) with 12 years in investment research, graduated with honors from the Wharton School. Specializing in industrial and technology stocks, she provides in-depth analysis for Intellectia’s earnings and market brief reports.
flyExclusive Reports Record Q4 2025 Revenue and Profitability Improvements
- Record Revenue: flyExclusive expects Q4 2025 revenue to be between $103 million and $106 million, marking the highest quarterly revenue in the company's history and a 13% increase from $91.4 million in Q4 2024.
- Annual Revenue Growth: Full-year 2025 revenue is projected to range from $374 million to $378 million, reflecting a 15% increase compared to 2024, achieved with approximately 14% fewer aircraft due to higher utilization and improved fleet efficiency.
- Profitability Improvement: The net loss for Q4 2025 is expected to be between $(13 million) and $(10 million), an improvement from a net loss of $(16.5 million) in Q4 2024, indicating significant progress in the company's profitability.
- Positive Adjusted EBITDA: Q4 2025 Adjusted EBITDA is anticipated to range from $5.5 million to $8 million, representing an improvement of approximately $13 million compared to a negative $7.8 million in Q4 2024, marking the company's first quarter of positive Adjusted EBITDA.
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flyExclusive Reports Q4 2025 Earnings with Positive Adjusted EBITDA and Fleet Expansion Plans
- Significant Revenue Growth: flyExclusive reported $105 million in revenue for Q4 2025, a 15% year-over-year increase, with full-year revenue reaching $375.9 million, indicating strong market performance and sustained growth potential.
- Operational Efficiency Improvement: By removing 28 nonperforming aircraft and adding 7 profitable ones, the company's core fleet utilization increased approximately 23% to an average of 73 hours per aircraft, significantly enhancing operational efficiency and profitability.
- Optimistic Future Outlook: Management expects to add approximately 20 CJ3, XLS, and Challenger aircraft in 2026, aiming for over 15% growth and an annualized flight time of over 100,000 hours by year-end, demonstrating confidence in future expansion.
- Cost Structure Optimization: SG&A expenses decreased to 21% of revenue, generating approximately $9 million in annual savings, combined with positive adjusted EBITDA, indicating significant progress in structural improvement and profitability enhancement.
See More
Jet.AI Cancels Financing Condition, Stock Volatility
- Financing Condition Removed: Jet.AI has eliminated the closing condition requiring a new securities purchase agreement with a third-party investor, indicating that the company now possesses sufficient working capital to meet the merger's minimum cash requirement, thereby reducing reliance on external financing and enhancing merger feasibility.
- Stock Volatility: Shares of Jet.AI experienced volatility on Thursday, climbing over 6% in early trading before declining by 4%, reflecting the market's mixed reaction to the merger news, although overall sentiment remains bullish.
- M&A Opportunity Exploration: flyExclusive has granted Jet.AI the ability to explore additional merger and acquisition opportunities, provided these deals are completed only after the flyExclusive merger closes, which offers Jet.AI more strategic options for future growth.
- Merger Timeline Extended: The merger transaction originally set for completion in Q2 2025 has been extended to Q1 2026, with the outside closing date pushed to April 30, 2026, demonstrating flexibility from both parties to adapt to market changes during the merger process.
See More
Jet.AI Announces Key Amendment with flyExclusive
- Capital Structure Optimization: On February 11, 2026, Jet.AI executed an amendment with flyExclusive that eliminated the closing condition requiring a new securities purchase agreement with a third-party investor, thereby streamlining the transaction process and enhancing financial flexibility.
- Financing Arrangement Change: The company confirmed it has sufficient net working capital to meet the cash closing condition under the merger agreement, making the previously planned $50 million financing unnecessary, which significantly strengthens the company's financial stability.
- Expansion of M&A Opportunities: The amendment allows Jet.AI to pursue additional merger and acquisition opportunities post-merger with flyExclusive, providing more strategic options for future growth and potentially opening new market avenues.
- Transaction Completion Uncertainty: Despite the amendment, the transaction with flyExclusive remains subject to customary closing conditions, introducing uncertainty that could affect investor confidence and market reactions.
See More
Jet.AI Amends Merger Agreement with flyExclusive
- Capital Structure Optimization: Jet.AI's amendment with flyExclusive eliminates the previously required $50 million securities purchase agreement, indicating that the company currently possesses sufficient net working capital to meet the cash closing condition of the merger agreement, thereby enhancing its financial flexibility.
- Financing Arrangement Change: The decision to forgo the previously planned $50 million financing due to Jet.AI's improved capital position not only reduces financial risk but also provides more room for future acquisition opportunities for the company.
- Expansion of M&A Opportunities: The amended agreement allows Jet.AI to pursue additional merger and acquisition opportunities after completing the merger with flyExclusive, which will help the company seize more growth opportunities in a rapidly changing market.
- Transaction Completion Uncertainty: Although the amendment has been reached, the transaction with flyExclusive remains subject to customary closing conditions, and there is uncertainty regarding whether the deal will be consummated on the currently contemplated terms, necessitating investor vigilance.
See More
Jet.AI Outlines 2026 Strategic Priorities and Milestones
- Capital Deployment Strategy: Over the past year, Jet.AI has invested approximately $9 million in three data center development projects and sponsored an AI infrastructure SPAC, indicating the company's proactive positioning in high-performance GPU infrastructure and AI cloud services, which is expected to enhance future revenue potential.
- Aviation Business Transaction Progress: Jet.AI is in the process of selling its aviation business to flyExclusive, one of the largest private jet operators in the U.S., and upon completion, shareholders are expected to receive approximately 4 million shares of flyExclusive stock, valued at about $13.4 million based on the latest closing price, which will significantly reduce the company's operating costs.
- AIIA Investment Value: Jet.AI holds a 49.5% stake in AI Infrastructure Acquisition Corp. with an investment of $2.75 million, and AIIA currently has about $138 million in trust, which is expected to yield approximately $17 million in asset value for Jet.AI upon transaction completion, further enhancing the company's financial stability.
- Data Center Development Potential: The three data center projects in Manitoba and the Canadian Maritimes are projected to create up to $3 billion in potential value, and if successfully financed and constructed, will significantly elevate the company's market position and long-term revenue capabilities.
See More
flyExclusive Reports Record Q4 2025 Revenue and Profitability Improvements
- Record Revenue: flyExclusive expects Q4 2025 revenue to be between $103 million and $106 million, marking the highest quarterly revenue in the company's history and a 13% increase from $91.4 million in Q4 2024.
- Annual Revenue Growth: Full-year 2025 revenue is projected to range from $374 million to $378 million, reflecting a 15% increase compared to 2024, achieved with approximately 14% fewer aircraft due to higher utilization and improved fleet efficiency.
- Profitability Improvement: The net loss for Q4 2025 is expected to be between $(13 million) and $(10 million), an improvement from a net loss of $(16.5 million) in Q4 2024, indicating significant progress in the company's profitability.
- Positive Adjusted EBITDA: Q4 2025 Adjusted EBITDA is anticipated to range from $5.5 million to $8 million, representing an improvement of approximately $13 million compared to a negative $7.8 million in Q4 2024, marking the company's first quarter of positive Adjusted EBITDA.
See More
flyExclusive Reports Q4 2025 Earnings with Positive Adjusted EBITDA and Fleet Expansion Plans
- Significant Revenue Growth: flyExclusive reported $105 million in revenue for Q4 2025, a 15% year-over-year increase, with full-year revenue reaching $375.9 million, indicating strong market performance and sustained growth potential.
- Operational Efficiency Improvement: By removing 28 nonperforming aircraft and adding 7 profitable ones, the company's core fleet utilization increased approximately 23% to an average of 73 hours per aircraft, significantly enhancing operational efficiency and profitability.
- Optimistic Future Outlook: Management expects to add approximately 20 CJ3, XLS, and Challenger aircraft in 2026, aiming for over 15% growth and an annualized flight time of over 100,000 hours by year-end, demonstrating confidence in future expansion.
- Cost Structure Optimization: SG&A expenses decreased to 21% of revenue, generating approximately $9 million in annual savings, combined with positive adjusted EBITDA, indicating significant progress in structural improvement and profitability enhancement.
See More
Jet.AI Cancels Financing Condition, Stock Volatility
- Financing Condition Removed: Jet.AI has eliminated the closing condition requiring a new securities purchase agreement with a third-party investor, indicating that the company now possesses sufficient working capital to meet the merger's minimum cash requirement, thereby reducing reliance on external financing and enhancing merger feasibility.
- Stock Volatility: Shares of Jet.AI experienced volatility on Thursday, climbing over 6% in early trading before declining by 4%, reflecting the market's mixed reaction to the merger news, although overall sentiment remains bullish.
- M&A Opportunity Exploration: flyExclusive has granted Jet.AI the ability to explore additional merger and acquisition opportunities, provided these deals are completed only after the flyExclusive merger closes, which offers Jet.AI more strategic options for future growth.
- Merger Timeline Extended: The merger transaction originally set for completion in Q2 2025 has been extended to Q1 2026, with the outside closing date pushed to April 30, 2026, demonstrating flexibility from both parties to adapt to market changes during the merger process.
See More
Jet.AI Announces Key Amendment with flyExclusive
- Capital Structure Optimization: On February 11, 2026, Jet.AI executed an amendment with flyExclusive that eliminated the closing condition requiring a new securities purchase agreement with a third-party investor, thereby streamlining the transaction process and enhancing financial flexibility.
- Financing Arrangement Change: The company confirmed it has sufficient net working capital to meet the cash closing condition under the merger agreement, making the previously planned $50 million financing unnecessary, which significantly strengthens the company's financial stability.
- Expansion of M&A Opportunities: The amendment allows Jet.AI to pursue additional merger and acquisition opportunities post-merger with flyExclusive, providing more strategic options for future growth and potentially opening new market avenues.
- Transaction Completion Uncertainty: Despite the amendment, the transaction with flyExclusive remains subject to customary closing conditions, introducing uncertainty that could affect investor confidence and market reactions.
See More
Jet.AI Amends Merger Agreement with flyExclusive
- Capital Structure Optimization: Jet.AI's amendment with flyExclusive eliminates the previously required $50 million securities purchase agreement, indicating that the company currently possesses sufficient net working capital to meet the cash closing condition of the merger agreement, thereby enhancing its financial flexibility.
- Financing Arrangement Change: The decision to forgo the previously planned $50 million financing due to Jet.AI's improved capital position not only reduces financial risk but also provides more room for future acquisition opportunities for the company.
- Expansion of M&A Opportunities: The amended agreement allows Jet.AI to pursue additional merger and acquisition opportunities after completing the merger with flyExclusive, which will help the company seize more growth opportunities in a rapidly changing market.
- Transaction Completion Uncertainty: Although the amendment has been reached, the transaction with flyExclusive remains subject to customary closing conditions, and there is uncertainty regarding whether the deal will be consummated on the currently contemplated terms, necessitating investor vigilance.
See More
Jet.AI Outlines 2026 Strategic Priorities and Milestones
- Capital Deployment Strategy: Over the past year, Jet.AI has invested approximately $9 million in three data center development projects and sponsored an AI infrastructure SPAC, indicating the company's proactive positioning in high-performance GPU infrastructure and AI cloud services, which is expected to enhance future revenue potential.
- Aviation Business Transaction Progress: Jet.AI is in the process of selling its aviation business to flyExclusive, one of the largest private jet operators in the U.S., and upon completion, shareholders are expected to receive approximately 4 million shares of flyExclusive stock, valued at about $13.4 million based on the latest closing price, which will significantly reduce the company's operating costs.
- AIIA Investment Value: Jet.AI holds a 49.5% stake in AI Infrastructure Acquisition Corp. with an investment of $2.75 million, and AIIA currently has about $138 million in trust, which is expected to yield approximately $17 million in asset value for Jet.AI upon transaction completion, further enhancing the company's financial stability.
- Data Center Development Potential: The three data center projects in Manitoba and the Canadian Maritimes are projected to create up to $3 billion in potential value, and if successfully financed and constructed, will significantly elevate the company's market position and long-term revenue capabilities.
See More
