Wheels Up Officially Closes Acquisition of Air Partner plc

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Apr 01, 2022, 09:00 ET

Acquisition accelerates Wheels Up's global expansion, expands product portfolio and suite of services

All Cash Deal Expected to be Accretive to Adjusted Contribution Margin and Adjusted EBITDA

NEW YORK and LONDON, April 1, 2022 /PRNewswire/ -- Wheels Up Experience Inc. (NYSE: UP), the leading brand in private aviation, today announced it has officially closed its acquisition of Air Partner plc, a U.K.-based global aviation services group with operations in 18 locations and four continents. Under the terms of the transaction, and following stockholder and regulatory approval, Wheels Up has acquired the entire issued share capital of Air Partner for 125 pence per share, equivalent to an enterprise value of approximately $109 million.

Founded in 1961, Air Partner is a global aviation services company providing private jet, group and freight charter and aviation safety & security solutions to industry, commerce, governments and private individuals, across civil and military organizations.

"We are thrilled to welcome the Air Partner team as Wheels Up officially goes global," said Wheels Up Chairman and CEO Kenny Dichter. "Air Partner's rich 60-year history in private aviation and complementary services will be an excellent enhancement of our brand as we continue to expand our marketplace and deliver a world-class experience for our members and customers. Bringing these two teams together is a tremendous advantage as we work to reinvent the future of private travel."

In addition to expanding Wheels Up's core private travel offering internationally, the acquisition also adds group charter, freight and safety & security services to the Wheels Up portfolio. The Air Partner leadership team – including CEO Mark Briffa – will continue in their roles going forward.

"The response to this acquisition from our stockholders to our employees to our partners has been overwhelmingly positive," Briffa said. "We expect to leverage Wheels Up's investments in brand, technology, operations and service as we continue our strong start to 2022."

Over time, the company expects to operate all of its core private aviation services under a unified, global Wheels Up brand, building on its established equity as a recognized and trusted private aviation provider. The Air Partner group's subsidiaries – Baines Simmons, Redline Assured Security, CHS Engineering Services and Kenyon International Emergency Services – will continue to operate their established brands under the broader Wheels Up umbrella.

Wheels Up expects the integration of Air Partner's historically profitable business to be accretive to contribution margin and adjusted EBITDA in the first year. Air Partner will maintain its Gatwick, U.K., headquarters.

About Wheels Up:
Wheels Up is the leading provider of "on demand" private aviation in the United States and one of the largest private aviation companies in the world. Powered by a growing marketplace of more than 1,500 safety-vetted and verified aircraft, Wheels Up is the only company in the industry to offer a total private aviation solution that includes a relentless focus on safety and service, with flexibility across all types of aircraft, membership programs, corporate solutions, aircraft management, whole aircraft sales and commercial travel benefits through a strategic partnership with Delta Air Lines.

The Wheels Up App enables members and customers to 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. Wheels Up'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 comprises five custom-painted Beechcraft King Air 350i aircraft, with each plane serving as a flying symbol for a specific social cause.

About Air Partner:
Founded in 1961, Air Partner is a world-leading international aviation services group providing aircraft charter, aviation safety & security solutions and managed services to industry, commerce, governments and private individuals, across civil and military organizations. The Air Partner Group has two divisions: Air Partner Charter, comprising group charter, private jets, freight and specialist services; and Air Partner Services (previously Safety & Security), which comprises Baines Simmons, an aviation safety management and fatigue risk management consultancy, Redline Assured Security Ltd, a leading provider of global security solutions, Air Partner CHS, a leading international engineering company, Kenyon International Emergency Services, Inc., a world leader in emergency planning and incident response, and managed services. Air Partner has 18 locations across four continents, with its headquarters located alongside Gatwick airport in the UK. The group employs around 450 professionals globally and operates 24/7. It is ISO 9001:2015 compliant for commercial airline and private jet solutions worldwide. More information is available on the company's website www.airpartnergroup.com.

Contacts:
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Media:
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Investors:
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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 and/or Air Partner'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 and/or Air Partner's products and services and Wheels Up's and/or Air Partner's ability to serve those markets, (ii) the degree of market acceptance and adoption of Wheels Up's and/or Air Partner's products and services, (iii) Wheels Up's and/or Air Partner's ability to develop innovative products and services and compete with other companies engaged in the private aviation industry and (iv) Wheels Up's and/or Air Partner'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, as amended, filed by Wheels Up, which was declared effective by the U.S. Securities and Exchange Commission ("SEC") on August 24, 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 and/or Air Partner 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 uncertainties that could cause actual events and results to differ materially from those contained in the forward-looking statements. No assurance is given either that Wheels Up or Air Partner will achieve its expectations.

This announcement is for information purposes only and is not intended to and does not constitute or form part of an offer or inducement to sell or an invitation to purchase, otherwise acquire, subscribe for, sell or otherwise dispose of, any securities or the solicitation of an offer to buy any securities, any vote or approval in any jurisdiction pursuant to the acquisition or otherwise.

SOURCE Wheels Up