Delivering continued operational performance
improvements
Positioned for long-term profitable
growth
NEW
YORK, May 9, 2024 /PRNewswire/ -- Wheels Up
Experience Inc. (NYSE: UP) today announced financial results for
the first quarter, which ended March
31, 2024.
First Quarter 2024 Highlights
- Total Revenue decreased $155
million year-over-year to $197
million, nearly half of which was due to exiting the
aircraft management and aircraft sale businesses
- Adjusted Contribution decreased $4
million year-over-year to $2
million
- Net loss improved slightly year-over-year to $97 million
- Adjusted EBITDA was relatively flat year-over-year at a loss of
$49 million
"Wheels Up has made great strides to improve our operations and
consistently deliver exceptional service and an experience worth
repeating for our customers," said George
Mattson, Chief Executive Officer. "Our strong operational
performance provides the foundation for driving to profitable
growth. I am pleased with the market interest in the accessibility
and flexibility of our offerings, and we are seeing accelerating
commercial momentum through our strategic partnership with Delta
Air Lines."
"Despite slower demand in January and February, we saw
sequential improvement in March that is following through into the
second quarter," said Todd Smith,
Chief Financial Officer. "The plan that we put in place over the
last year in terms of rebalancing our revenue mix, reducing our
cost structure and improving our operational execution has laid the
foundation for the improvement in our financial profile that we
expect over the course of this year."
Recent Initiatives
- Achieved Completion Rate of 98% and On-Time Performance (D-60)
of 87% in the first quarter, both exceeding our goals and inclusive
of weather, air traffic control delays, maintenance and customer
delays. Wheels Up continues to lead the industry in the publication
of its service metrics.
- Announced plans to open new flagship maintenance facility at
Palm Beach International Airport
(PBI), consolidating legacy maintenance facilities while aligning
with our primary service area.
- Appointed David Harvey as Chief
Commercial Officer.
Financial and Operating
Highlights(1)
|
|
|
|
|
As of March
31,
|
|
|
2024
|
2023
|
% Change
|
Active
Members
|
9,155
|
12,285
|
(25) %
|
|
|
|
|
|
Three Months Ended
March 31,
|
|
(In
thousands, except Active Users, Live Flight
Legs, Total Private Jet Flight
Transaction Value per Live Flight
Leg and percentages)
|
2024
|
2023
|
% Change
|
Active Users
|
10,218
|
13,336
|
(23) %
|
|
|
|
|
Live Flight
Legs
|
11,754
|
15,389
|
(24) %
|
|
|
|
|
Total Private Jet Flight Transaction Value
|
$
191,763
|
$
258,109
|
(26) %
|
Total Private Jet Flight Transaction Value per Live
Flight Leg
|
$
16,315
|
$
16,772
|
(3) %
|
|
|
|
|
Private Jet Charter FTV
|
$
88,688
|
$
66,528
|
33 %
|
Other
Charter FTV
|
32,911
|
31,083
|
6 %
|
Total Charter
FTV
|
$
121,599
|
$
97,611
|
25 %
|
|
|
|
|
On-Time Performance (D-60)
|
87 %
|
86 %
|
1 %
|
|
|
|
|
Completion Rate
|
98 %
|
98 %
|
— %
|
|
|
|
|
Revenue
|
$
197,101
|
$
351,812
|
(44) %
|
Net loss
|
$
(97,393)
|
$ (100,866)
|
3 %
|
Adjusted EBITDA
|
$
(49,229)
|
$
(48,915)
|
(1) %
|
____________________
|
(1)
|
For information
regarding Wheels Up's use and definitions of the key operating
metrics and non-GAAP financial measures listed in the table above
(except Revenue and Net loss), see "Definitions of Key Operating
Metrics," "Definitions of Non-GAAP Financial Measures" and
"Reconciliations of Non-GAAP Financial Measures" sections
herein.
|
For the first quarter:
- Active Members decreased 25% year-over-year to 9,155, primarily
as a result of the regionalization of our member programs and focus
on profitable flying.
- Active Users decreased 23% year-over-year to 10,218, due to the
decline in Active Members.
- Live Flight Legs and Total Private Jet Flight Transaction Value
decreased 24% and 26%, respectively, year-over-year, reflecting our
efforts to focus on profitable flying and a slowdown in the
industry.
- Total Private Jet Flight Transaction Value per Live Flight Leg
decreased 3% year-over-year.
- Revenue decreased 44% year-over-year, primarily driven by
exiting the aircraft management and aircraft sale businesses, as
well as reduced Membership and Flight revenue.
- Net loss improved by $3.5 million
year-over-year to $97.4 million.
- Adjusted EBITDA was relatively flat year-over-year at a loss of
$49.2 million.
About Wheels Up
Wheels Up is a leading provider of on-demand private aviation in
the U.S. and one of the largest companies in the
industry. Wheels
Up offers a complete global
aviation solution with a large
and diverse fleet
and a global network of safety vetted charter
operators, all backed by an uncompromising commitment to safety and
service. Customers can access charter and membership programs, as
well as unique commercial travel benefits through a one-of-a-kind,
strategic partnership with Delta Air Lines. Wheels Up also offers
freight, safety and security solutions and managed services to
individuals, industry, government and civil organizations.
Wheels Up is guided by the mission to deliver a premium solution
for every customer journey. With the Wheels Up mobile app and
website, members and customers have the digital convenience to
search, book and fly.
Cautionary Note Regarding Forward-Looking Statements
This press release contains certain "forward-looking statements"
within the meaning of the federal securities laws. 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 of the control of Wheels Up Experience Inc.
("Wheels Up", or "we", "us", or "our"),
that could cause actual results
to differ materially from the results
discussed in the forward-looking statements. These forward-looking
statements include, but are not limited to, statements
regarding: (i) the impact of Wheels Up's cost reduction
efforts and measures intended to increase Wheels Up's operational
efficiency on its business and results of operations, including the
timing and magnitude of such expected actions and any associated
expenses in relation to liquidity levels and working capital needs;
(ii) Wheels Up's liquidity, future cash flows and certain
restrictions related to its debt obligations; (iii) the size,
demands, competition in and growth potential of the markets for
Wheels Up's products and services and Wheels Up's ability to serve
and compete in those markets; (iv) the degree of
market acceptance and adoption of
Wheels Up's products and services, including our member
programs, charter offerings and other products introduced by Wheels
Up; (v) Wheels Up's ability to perform under its contractual and
indebtedness obligations; (vi) the expected impact or benefits of
any potential strategic actions involving Wheels Up or its
subsidiaries or affiliates, including asset sales, acquisitions,
new financings or refinancings of existing indebtedness; (vii)
Wheels Up's ability to achieve positive
Adjusted EBITDA (as defined herein) pursuant to the schedule
that it has announced; and (viii) general economic and geopolitical
conditions, including due to fluctuations in interest rates,
inflation, foreign currencies, consumer and business spending
decisions, and general levels of economic activity. 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. We have identified certain known material risk
factors applicable to Wheels Up in our Annual Report on Form 10-K
for the year ended December 31, 2023
filed with the U.S. Securities and Exchange Commission ("SEC") and
our other filings with the SEC. Moreover, it is not always possible
for us to predict how new risks and uncertainties that arise from
time to time may affect us. You are cautioned not to place undue
reliance upon any forward-looking statements, which speak only as
of the date made. Except as required by law, we do not intend to
update any of these forward-looking statements after the date of
this press release.
Use of Non-GAAP Financial Measures
This press release includes certain non-GAAP financial measures,
such as Adjusted EBITDA, Adjusted Contribution, Adjusted
Contribution Margin, Total Private Jet Flight Transaction Value and
Total Flight Transaction Value. 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 revenue or any component thereof,
net income (loss), operating income (loss) or any other performance
measures derived in accordance with GAAP. Definitions
and reconciliations of non-GAAP financial measures to their
most comparable GAAP counterparts are included in the sections
titled "Definitions of key metrics and non-GAAP financial measures"
and "Reconciliations of non- GAAP financial measures,"
respectively, in this 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 or represent a transaction value that Wheels Up does not
book as revenue. 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," "Definitions of Non-GAAP Financial Measures" and "Reconciliations
of Non-GAAP Financial Measures" included in this press release.
WHEELS UP EXPERIENCE
INC.
CONSOLIDATED BALANCE SHEETS
|
(Unaudited, in thousands, except share data)
|
|
|
March 31,
2024
|
December 31, 2023
|
ASSETS
|
|
|
Current assets:
|
|
|
Cash and cash equivalents
|
$
180,857
|
$
263,909
|
Accounts receivable, net
|
42,317
|
38,237
|
Other receivables
|
9,309
|
11,528
|
Parts and supplies inventories, net
|
20,561
|
20,400
|
Aircraft inventory
|
—
|
1,862
|
Aircraft held for sale
|
20,239
|
30,496
|
Prepaid expenses
|
43,360
|
55,715
|
Other current assets
|
16,257
|
11,887
|
Total current
assets
|
332,900
|
434,034
|
Property and equipment, net
|
321,904
|
337,714
|
Operating lease right-of-use assets
|
63,043
|
68,910
|
Goodwill
|
217,516
|
218,208
|
Intangible assets, net
|
112,447
|
117,766
|
Restricted cash
|
32,433
|
28,916
|
Other non-current assets
|
101,049
|
110,512
|
Total assets
|
$
1,181,292
|
$
1,316,060
|
|
|
|
LIABILITIES AND EQUITY
|
|
|
Current liabilities:
|
|
|
Current maturities of long-term debt
|
$
22,265
|
$
23,998
|
Accounts payable
|
45,694
|
32,973
|
Accrued expenses
|
90,122
|
102,475
|
Deferred revenue, current
|
698,013
|
723,246
|
Operating lease liabilities, current
|
20,718
|
22,869
|
Other current liabilities
|
1,920
|
1,941
|
Total
current liabilities
|
878,732
|
907,502
|
Long-term debt, net
|
222,780
|
235,074
|
Operating lease liabilities,
non-current
|
51,093
|
54,956
|
Intangible liabilities, non-current
|
10,295
|
10,677
|
Other non-current liabilities
|
6,581
|
7,978
|
Total
liabilities
|
1,169,481
|
1,216,187
|
Mezzanine equity:
|
|
Contingent performance awards
|
10,875
|
2,476
|
Total
mezzanine equity
|
10,875
|
2,476
|
Equity:
|
|
|
Common Stock,
$0.0001 par value;
1,500,000,000 authorized; 697,689,963 and
697,131,838 shares issued and 697,321,492 and 696,856,131 shares
outstanding as of
March 31, 2024 and December 31, 2023,
respectively
|
70
|
70
|
Additional paid-in capital
|
1,881,821
|
1,879,009
|
Accumulated deficit
|
(1,860,653)
|
(1,763,260)
|
Accumulated other comprehensive loss
|
(12,246)
|
(10,704)
|
Treasury stock, at cost, 368,471 and
275,707 shares, respectively
|
(8,056)
|
(7,718)
|
Total
Wheels Up Experience Inc. stockholders' equity
|
936
|
97,397
|
Non-controlling interests
|
—
|
—
|
Total equity
|
936
|
97,397
|
Total
liabilities and equity
|
$
1,181,292
|
$
1,316,060
|
WHEELS UP EXPERIENCE
INC. CONSOLIDATED
STATEMENTS OF OPERATIONS
|
(Unaudited, in thousands except share and per share data)
|
|
|
Three Months Ended March 31,
|
|
2024
|
2023
|
Revenue
|
$
197,101
|
$
351,812
|
|
|
|
Costs
and expenses:
|
|
|
Cost of revenue
|
198,260
|
353,791
|
Technology and development
|
11,081
|
15,873
|
Sales and marketing
|
21,437
|
25,803
|
General and administrative
|
36,237
|
39,416
|
Depreciation and amortization
|
15,395
|
14,445
|
Gain on sale of aircraft held for sale
|
(2,724)
|
(866)
|
Total costs and expenses
|
279,686
|
448,462
|
|
|
|
Loss
from operations
|
(82,585)
|
(96,650)
|
|
|
|
Other
income (expense):
|
|
|
Gain on disposal of assets, net
|
1,440
|
—
|
Loss on extinguishment of debt
|
(1,706)
|
—
|
Change in fair value of warrant liability
|
(28)
|
125
|
Interest income
|
56
|
3,821
|
Interest expense
|
(14,555)
|
(8,119)
|
Other income (expense), net
|
(129)
|
145
|
Total other income
(expense)
|
(14,922)
|
(4,028)
|
|
|
|
Loss
before income taxes
|
(97,507)
|
(100,678)
|
|
|
|
Income tax
benefit (expense)
|
114
|
(188)
|
|
|
|
Net
loss
|
(97,393)
|
(100,866)
|
Less: Net loss attributable to
non-controlling interests
|
—
|
—
|
Net
loss attributable to Wheels Up Experience Inc.
|
$
(97,393)
|
$
(100,866)
|
|
|
|
Net
loss per share of Common Stock
|
|
|
Basic and
diluted
|
$
(0.14)
|
$
(3.98)
|
|
|
|
Weighted-average shares of Common Stock
outstanding:
|
|
|
Basic and
diluted
|
697,983,030
|
25,334,527
|
WHEELS UP EXPERIENCE
INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
|
(Unaudited, in thousands)
|
|
|
Three Months Ended
March 31,
|
|
2024
|
2023
|
Cash
flows from operating activities
|
|
|
Net loss
|
$
(97,393)
|
$
(100,866)
|
Adjustments to reconcile net loss to
net cash used in operating activities:
|
|
|
Depreciation and amortization
|
15,395
|
14,445
|
Equity-based compensation
|
11,211
|
11,538
|
Payment in kind interest
|
10,123
|
—
|
Amortization of deferred financing costs and
debt discount
|
(1,880)
|
915
|
Change in fair value of warrant
liability
|
28
|
(125)
|
Gain on sale of aircraft held for
sale
|
(2,724)
|
(866)
|
Loss on extinguishment of debt
|
1,706
|
—
|
Other
|
391
|
(146)
|
Changes in assets and
liabilities:
|
|
|
Accounts receivable
|
(5,952)
|
4,118
|
Parts and supplies inventories
|
(163)
|
(10,323)
|
Aircraft inventory
|
1,673
|
4,878
|
Prepaid expenses
|
12,215
|
(8,540)
|
Other current assets
|
(4,371)
|
(1,027)
|
Other non-current assets
|
9,456
|
(8,363)
|
Accounts payable
|
13,093
|
(812)
|
Accrued expenses
|
(12,211)
|
(10,276)
|
Deferred revenue
|
(25,145)
|
(99,760)
|
Other assets and liabilities
|
754
|
2,728
|
Net cash used in operating activities
|
(73,794)
|
(202,482)
|
|
|
|
Cash
flows from investing activities
|
|
|
Purchases of property and
equipment
|
(4,022)
|
(8,750)
|
Purchases of aircraft held for
sale
|
(2,331)
|
(98)
|
Proceeds from sale of aircraft held for sale,
net
|
25,988
|
5,697
|
Proceeds from sale of divested business,
net
|
3,403
|
—
|
Capitalized software development
costs
|
(3,540)
|
(7,984)
|
Other
|
105
|
100
|
Net
cash provided by (used in)
by investing activities
|
19,603
|
(11,035)
|
|
|
|
Cash
flows from financing activities
|
|
|
Purchase shares for treasury
|
(338)
|
—
|
Repayments of long-term debt
|
(23,976)
|
(6,752)
|
Net cash used
in financing activities
|
(24,314)
|
(6,752)
|
|
|
|
Effect
of exchange rate changes on cash,
cash equivalents and restricted cash
|
(1,030)
|
(86)
|
|
|
|
Net decrease in cash, cash
equivalents and restricted cash
|
(79,535)
|
(220,355)
|
Cash,
cash equivalents and
restricted cash, beginning of period
|
292,825
|
620,153
|
Cash, cash
equivalents and restricted cash, end of period
|
$
213,290
|
$
399,798
|
Definitions of Non-GAAP Financial Measures
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 and (vi)
other items not indicative of our ongoing operating performance,
including but not limited to, restructuring charges.
We include Adjusted EBITDA as a supplemental measure 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 other items not indicative of our ongoing
operating performance.
Adjusted Contribution and Adjusted Contribution Margin.
We calculate Adjusted Contribution as gross profit (loss) excluding
depreciation and amortization and adjusted further for equity-based
compensation included in cost of revenue and other items included
in cost of revenue that are not indicative of our ongoing operating
performance. 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.
Total Private Jet Flight Transaction Value. We calculate
Total Private Jet Flight Transaction Value as the sum of total
gross spend by members and customers on all private jet flight
services, which excludes all group charter flights with 15 or more
passengers and cargo flight services. Total Private Jet Flight
Transaction Value reflects the Flight revenue recognized
from Programmatic Flights (as defined below)
and private, on-demand charter flights by members and customers.
"Programmatic Flights" are all flights that were flown subject to a
Wheels Up Member Flight Service Agreement, Custom Corporate
Agreement or other similar agreement (excluding jet cards) that
provides for guaranteed aircraft availability, shorter call-out periods,
capped rate protection or fixed rates,
and other benefits.
We include Total Private Jet Flight Transaction Value and Total
Flight Transaction Value as supplemental measures for assessing the
size of the markets which we serve.
Definitions of Key Operating Metrics
Active Members. We define Active Members as the number of
Connect, Core, and UP for Business membership accounts that
generated membership revenue in the applicable 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 as
of the reporting date plus unique non-member
consumers who completed a revenue generating flight at least
once in the applicable 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 private jet flight
legs in the applicable period. The metric excludes empty
repositioning legs and owner legs related to aircraft under
management. We believe Live Flight Legs is a useful metric to
measure the scale and usage of our platform, and our growth in
flight revenue.
Total Private Jet Flight Transaction Value per Live Flight
Leg. We use Total Private Jet Flight Transaction Value
per Live Flight
Leg to measure the average
price for each Live Flight
Leg. See "Definitions of Non-GAAP Financial
Measures" above and "Reconciliations of Non-GAAP Financial
Statements" below for more information regarding our use and
definition of Total Private Jet Flight Transaction Value.
Private Jet Charter FTV. We define Private Jet Charter
FTV as the sum of total gross spend by members and
customers on all private, on-demand charter flights that are at market-based rates and are not Programmatic Flights.
Private Jet Charter FTV excludes customer gross spend attributable
to all group charter flights with 15 or more passengers and cargo
flight services. We use Private Jet Charter FTV to measure the size
of our private jet charter business relative to the overall
industry. See "Definitions of Non-GAAP Financial Measures" above
and "Reconciliations of Non-GAAP Financial Statements" below for
more information about the use of Private Jet Charter FTV in the
calculation of Total Private Jet Flight Transaction Value and Total
Flight Transaction Value.
Other Charter FTV. We define Other Charter FTV as the sum of total gross
spend by customers on all group charter
flights with 15 or more passengers and cargo flight services. We
use Other Charter FTV to measure the size of our
group charter and cargo charter
businesses relative to the overall
industry. See "Definitions of Non-GAAP Financial
Measures" above and "Reconciliations of Non-GAAP Financial
Statements" below for more information about the use of Other
Charter FTV in the calculation of Total Flight Transaction
Value.
Total Charter FTV. We define
Total Charter FTV as the sum of Private Jet Charter FTV and Other Charter FTV. We
use Total Charter FTV to measure the size of our total charter
business relative to the overall industry.
On-Time Performance (D-60). We define On-Time Performance
(D-60) as the percentage of flights that depart
within 60 minutes
of the scheduled time, inclusive of air traffic
control, weather, maintenance and customer delays.
Completion Rate. We define Completion Rate as the
percentage of scheduled flights operated and completed.
Reconciliations of Non-GAAP Financial
Measures
|
|
Adjusted EBITDA
|
|
The following table reconciles Adjusted
EBITDA to net loss, which
is the most directly comparable GAAP measure
(in thousands):
|
|
|
Three Months Ended March 31,
|
|
2024
|
2023
|
Net
loss
|
$
(97,393)
|
$
(100,866)
|
Add
back (deduct)
|
|
|
Interest expense
|
14,555
|
8,119
|
Interest income
|
(56)
|
(3,821)
|
Income tax expense
|
(114)
|
188
|
Other expense,
net
|
129
|
(145)
|
Depreciation and amortization
|
15,395
|
14,445
|
Change in fair value
of warrant liability
|
28
|
(125)
|
Gain
on disposal of assets, net
|
(1,440)
|
—
|
Equity-based compensation expense
|
11,211
|
11,538
|
Acquisition and integration expense(1)
|
—
|
2,034
|
Restructuring charges(2)
|
2,144
|
10,491
|
Atlanta Member Operations Center
set-up expense(3)
|
3,023
|
6,960
|
Certificate consolidation expense(4)
|
1,138
|
2,647
|
Other(5)
|
2,151
|
(380)
|
Adjusted EBITDA
|
$
(49,229)
|
$
(48,915)
|
____________________
|
(1)
|
Consists of expenses
incurred associated with acquisitions, as well as
integration-related charges incurred within one year of acquisition
date primarily related to system conversions, re-branding costs and
fees paid to external advisors.
|
(2)
|
For the three months
ended March 31, 2024, primarily includes charges for contract
termination charges and employee separation programs as part of our
ongoing cost reduction initiatives. For the three months ended
March 31, 2023, includes restructuring charges related to the
restructuring plan that we announced on March 1, 2023 (the
"Restructuring Plan") and other strategic business
initiatives.
|
(3)
|
Consists of expenses
associated with establishing our Member Operations Center located
in the Atlanta, Georgia area (the "Atlanta Member Operations
Center") and its operations primarily including redundant operating
expenses during the transition period, relocation expenses for
employees and costs associated with onboarding new employees. The
Atlanta Member Operations Center began operating on May
15, 2023.
|
(4)
|
Consists of expenses
incurred to execute the consolidation of our U.S. Federal Aviation
Administration ("FAA") operating
certificates primarily including pilot training, retention programs and consultancy fees associated with planning and implementing the consolidation process.
|
(5)
|
Includes
(i) collections of certain aged receivables which were added back to Net Loss in the reconciliation presented
for the twelve months ended December 31, 2022, (ii) reserves and/or
write-off of certain
aged receivables associated with the aircraft
management business which was divested on September
30, 2023, and (iii) expenses incurred associated with ongoing
litigation matters.
|
Refer to "Supplemental Expense
Information" below, for further information
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):
|
|
|
Three
Months Ended March 31,
|
|
2024
|
2023
|
Revenue
|
$ 197,101
|
$ 351,812
|
Less: Cost
of revenue
|
(198,260)
|
(353,791)
|
Less:
Depreciation and amortization
|
(15,395)
|
(14,445)
|
Gross profit
(loss)
|
(16,554)
|
(16,424)
|
Gross margin
|
(8.4) %
|
(4.7) %
|
Add
back:
|
|
|
Depreciation and amortization
|
15,395
|
14,445
|
Equity-based compensation expense in cost
of revenue
|
746
|
1,179
|
Restructuring expense in cost of revenue(1)
|
—
|
755
|
Atlanta Member
Operations Center set-up expense in cost
of revenue(2)
|
1,402
|
3,799
|
Certificate consolidation expense
in cost of revenue(3)
|
1,026
|
2,601
|
Adjusted
Contribution
|
$
2,015
|
$
6,355
|
Adjusted Contribution Margin
|
1.0 %
|
1.8 %
|
____________________
|
(1)
|
Includes restructuring
charges related to the Restructuring Plan and other employee
separation programs as part of our cost reduction
initiatives.
|
(2)
|
Consists of expenses
associated with establishing the Atlanta Member Operations Center
and its operations primarily including redundant operating expenses
during the transition period, relocation expenses for employees and
costs associated with onboarding new employees. The
Atlanta Member Operations Center began operating on May 15,
2023.
|
(3)
|
Consists of expenses
incurred to execute consolidation of our FAA operating certificates
primarily including pilot training, retention programs and
consultancy fees associated with planning and implementing the
consolidation process.
|
Total Private Jet
Flight Transaction Value and Total Flight Transaction
Value
|
|
The following table reconciles each of Total Private Jet Flight Transaction Value and Total Flight Transaction Value
to Flight revenue, which is the most directly comparable
U.S. GAAP measure (in
thousands):
|
|
|
Three Months Ended March 31,
|
|
2024
|
2023
|
Flight revenue
|
$
150,929
|
$
231,762
|
Add
back (deduct):
|
|
|
Private Jet Charter Revenue in Flight revenue(1)
|
(47,854)
|
(40,181)
|
Private Jet Charter FTV(2)
|
88,688
|
66,528
|
Total Private
Jet Flight Transaction Value
|
191,763
|
258,109
|
Other Charter
FTV(2)
|
32,911
|
31,083
|
Total Flight
Transaction Value
|
$
224,674
|
$
289,192
|
____________________
|
(1)
|
Represents the portion
of Flight revenue not attributable to Programmatic
Flights.
|
(2)
|
See "Definitions of Key
Operating Metrics" above for more information about Private Jet
Charter FTV and Other Charter FTV.
|
Supplemental
Revenue Information
|
|
|
Three Months Ended
March 31,
|
Change
in
|
(In thousands)
|
2024
|
2023
|
$
|
%
|
Membership
|
$
16,854
|
$
21,680
|
$
(4,826)
|
(22.3) %
|
Flight
|
150,929
|
231,762
|
(80,833)
|
(34.9) %
|
Aircraft management
|
3,193
|
63,694
|
(60,501)
|
(95.0) %
|
Other
|
26,125
|
34,676
|
(8,551)
|
(24.7) %
|
Total
|
$
197,101
|
$
351,812
|
$
(154,711)
|
(44.0) %
|
Supplemental Expense
Information
|
|
|
Three Months Ended
March 31, 2024
|
|
Cost of
revenue
|
|
Technology
and
development
|
|
Sales and
marketing
|
|
General and
administrative
|
|
Total
|
Equity-based
compensation expense
|
$
746
|
|
$
283
|
|
$
135
|
|
$
10,047
|
|
$
11,211
|
Restructuring
charges
|
—
|
|
—
|
|
1,597
|
|
547
|
|
2,144
|
Atlanta Member
Operations Center set-up
expense
|
1,402
|
|
—
|
|
—
|
|
1,621
|
|
3,023
|
Certificate
consolidation expense
|
1,026
|
|
—
|
|
—
|
|
112
|
|
1,138
|
Other
|
—
|
|
—
|
|
—
|
|
2,151
|
|
2,151
|
|
|
Three Months Ended
March 31, 2023
|
|
Cost of
revenue
|
|
Technology
and
development
|
|
Sales and
marketing
|
|
General and
administrative
|
|
Total
|
Equity-based
compensation expense
|
$
1,179
|
|
$
484
|
|
$
700
|
|
$
9,175
|
|
$
11,538
|
Acquisition and
integration expense
|
—
|
|
53
|
|
134
|
|
1,847
|
|
2,034
|
Restructuring
charges
|
755
|
|
2,299
|
|
2,058
|
|
5,379
|
|
10,491
|
Atlanta Member
Operations Center set-up
expense
|
3,799
|
|
—
|
|
—
|
|
3,161
|
|
6,960
|
Certificate
consolidation expense
|
2,601
|
|
—
|
|
—
|
|
46
|
|
2,647
|
Other
|
—
|
|
—
|
|
—
|
|
(380)
|
|
(380)
|
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SOURCE Wheels Up