Jet.AI Announces Key Amendment with flyExclusive
Written by Emily J. Thompson, Senior Investment Analyst
Updated: 1h ago
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Should l Buy FLYX?
Source: Globenewswire
- 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.
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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.
- 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.
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- 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.
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- 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.
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- Strong Capital Position: Jet.AI currently holds approximately $9 million in cash with no debt, providing a stable financial platform for future projects, with expectations of achieving attractive risk-adjusted returns through effective capital deployment.
- Aviation Business Transaction Progress: Jet.AI is in the final stages of selling its aviation business to flyExclusive, which is expected to yield approximately $13.4 million in value for shareholders, significantly reducing operating costs by 30% upon completion.
- AI Infrastructure Investment: Jet.AI owns 49.5% of AI Infrastructure Acquisition Corp., having invested $2.75 million, with AIIA currently holding about $138 million in trust, which is anticipated to generate substantial long-term returns for the company.
- Data Center Project Potential: Jet.AI is advancing three data center projects with an expected investment of approximately $6.1 million in 2026, which could unlock potential values between $250 million to $300 million, showcasing strong market opportunities.
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- Dealer Incentive Program: Off the Hook Yachts has launched a nationwide dealer incentive program in partnership with flyExclusive, aimed at enhancing dealer engagement and accelerating transaction volume, thereby solidifying its position as America's largest buyer and seller of pre-owned boats.
- Transaction Volume Boost: The program rewards high-performing dealers with private aviation flight hours, which is expected to significantly increase transaction volume and help the company capture a larger share of the approximately 1 million pre-owned boats sold annually in the U.S.
- Market Potential: With the annual value of pre-owned boat transactions in the U.S. estimated at $10 billion, Off the Hook Yachts is actively working to expand its market share within the $57 billion marine market through its nationwide dealer network.
- Strategic Partnership: The collaboration with flyExclusive not only strengthens dealer relationships but also creates new business opportunities by integrating marine and aviation services, further advancing the company's long-term growth strategy.
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- Fleet Expansion: flyExclusive's addition of two Challenger 350 aircraft increases its fleet to eight, marking a significant step in the company's ongoing expansion in high-contribution super-midsize aircraft, expected to enhance overall operational efficiency and customer service capabilities.
- Technology Upgrade: The new aircraft will be the first in flyExclusive's fleet equipped with Starlink, with installations commencing immediately, aimed at providing high-speed, worldwide reliable connectivity that meets modern customer expectations and enhances the overall customer experience.
- Strategic Investment: CEO Jim Segrave stated that this expansion reflects a deliberate strategy focused on long-term value creation, with plans to continue adding more Challengers and other models to strengthen fleet economics and improve customer availability.
- Modernization Initiative: The new aircraft are part of flyExclusive's broader fleet modernization initiative, emphasizing modern aircraft types with attractive lifecycle economics, ensuring efficient maintenance and upgrades that enhance operational cost management capabilities.
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