SPAC Archives | Corporate Jet Investor https://www.corporatejetinvestor.com/topic/spac/ Events | News | Opinions Mon, 24 Jun 2024 12:52:32 +0000 en-US hourly 1 The very private Gama Aviation https://www.corporatejetinvestor.com/opinion/the-very-private-gama-aviation https://www.corporatejetinvestor.com/opinion/the-very-private-gama-aviation#respond Tue, 11 Jun 2024 10:16:07 +0000 https://www.corporatejetinvestor.com/?post_type=opinion&p=150747 There is always a lot of celebration when companies float on a stock market. Marwan Khalek, CEO and co-founder, Gama Aviation is more excited about taking his company private again. Gama Aviation went public in 2014 when it acquired Hangar8 which was already listed on London’s Alternative Investment Market. In theory, the reverse takeover gave ... The very private Gama Aviation

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There is always a lot of celebration when companies float on a stock market. Marwan Khalek, CEO and co-founder, Gama Aviation is more excited about taking his company private again.

Gama Aviation went public in 2014 when it acquired Hangar8 which was already listed on London’s Alternative Investment Market. In theory, the reverse takeover gave the company access to more capital for acquisitions. At the time, Gama Aviation was managing all of Wheels Up’s King Air flights and the merged company had almost 150 aircraft under management. (It later sold its share of its US aircraft management business to Wheels Up.)

Many listed company CEOs believe that the market does not truly understand or value their business. But Khalek was able to prove this last year when Gama Aviation sold Jet East, its fast-growing US maintenance business. Jet East made up a third of Gama Aviation. At the time Gama Aviation had a market capitalisation of about £60m.

In November Gama Aviation sold West Star for $131m (netting $100m). Steve Maiden, who led the fast growth of Jet East, was this week appointed CEO of West Star.

Some of the cash from this sale has been used to take Gama Aviation private. Perhaps surprisingly a significant number of investors have chosen to keep their shares even though they are no longer easily tradable. One high-profile UK investor bought 2% of Gama Aviation after the de-listing was announced. 

Khalek is excited to be back running a private company. He estimates that between 25% and 40% of his work life has been taken up by the demands of being listed.  Now freed up, he wants to grow Gama Aviation. “I am not sure everyone in the business is as excited that I will have more time,” he jokes.

Gama Aviation is looking to grow its FBO business. It has just completed a parking apron at Sharjah Airport, near Dubai, and is now starting on a new 14,000 sqm hangar and FBO due to open next year. The company is working through planning for its Jersey FBO in the Channel Islands. 

It has also hired Graham Williamson, formerly of ACASS Europe and TAG Aviation, to grow its aircraft management business. Williamson, who has been a competitor of Gama Aviation for many years, likes growing companies. He was at Emirates Airlines when it had three aircraft.

“It is exciting when you are growing and the opportunity for Gama Aviation is huge,” says Williamson.

Gama Aviation is in talks to buy Austrian operator Tyrolean Jet Services (one of its last stock exchange announcements was on this deal). Tyrolean Jet Services was the first Austrian business jet operator.

“We want to create bespoke operations in different locations like Four Seasons does with hotels”

“We want to create bespoke operations in different locations like Four Seasons does with hotels,” says Williamson. “We want to develop local presence in combination with our engine room in Farnborough. We want to provide great service, great product and be more focused on small numbers of highly bespoke clients.”

Khalek says it is not about trying to build one global operator. “One of the reasons that consolidation is tough is that aircraft management is a very personal business. You don’t want to grow into a big monster chain, you want guests to feel that they are staying at a boutique hotel where everyone knows their name.”

It is looking to build a series of small management companies – with no more than 25 aircraft – with local management. Gama Aviation believes that it can get economies of scale in back-office functions like finance, trip planning, maintenance and purchasing. Khalek adds another simile: “It is like a Michelin Star restaurant – you want a unique maitre d’ but the kitchen needs to be producing a consistently strong product.”

Khalek never hid his frustrations with running a public company (including to the Wheels Up team before they floated). He is clearly excited about the freedom the business now has. “We have all been weighed down with regulatory issues, things like Brexit, Covid, supply chain issues and others,” he says. “We need to shake ourselves out of this and go back to why people go into this industry. People do it because they love it and they are passionate about it. We need to remember how enjoyable this industry is.”

 


 

 

 

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Why Volato plans to list via  PROOF SPAC https://www.corporatejetinvestor.com/news/why-volato-plans-to-list-via-proof-spac https://www.corporatejetinvestor.com/news/why-volato-plans-to-list-via-proof-spac#respond Fri, 04 Aug 2023 14:26:46 +0000 https://www.corporatejetinvestor.com/?post_type=news&p=145718 Volato, the fractional operator, only got its first aircraft in August 2021. Two years later it has announced that it will merge with the  Special Acquisition Company (SPAC) PROOF Acquisition Corp and plans to list on the NYSE. “I always planned to list Volato but we are going faster than I expected,”  Matt Liotta, CEO, ... Why Volato plans to list via  PROOF SPAC

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Volato, the fractional operator, only got its first aircraft in August 2021. Two years later it has announced that it will merge with the  Special Acquisition Company (SPAC) PROOF Acquisition Corp and plans to list on the NYSE. “I always planned to list Volato but we are going faster than I expected,”  Matt Liotta, CEO, Volato tells CJI. “We have seen strong demand for our offering, but we have also been very disciplined.”

The deal values the company at $261m. “We have worked really hard to put together a deal that correctly values our company today,” says Liotta. “We are different to other companies in the industry and we want investors to understand that.”

 Liotta accepts the risks in becoming public but says there are real benefits. “One of the benefits of being public is the increased transparency for customers and prospects,” he says. 

Volato operates 25 aircraft. Some 18 of these are HondaJets. It has 27 aircraft on order (23 HondaJets and four Gulfstream G280s). It plans to take 11 HondaJets and four Gulfstream G280s in 2024. 

The fractional company has agreed to merge with PROOF Acquisition Corp I (PAC1); a $276m SPAC that floated in December 2021. The SPAC was sponsored by the venture capital firm PROOF (originally Pro Rata Opportunity Fund). The VC firm has backed a number of fast-growing companies – including Epic Games, the publisher of Fortnite and Zipline, the medical delivery company. The founders also have significant aviation experience – John Backus, co-founder of PROOF and chair of the PAC1 SPAC was a senior executive at Key Airlines and World Airways. Coleman Andrews, the SPAC’s lead independent director, was CEO of South African Airways.

The PROOF venture capital fund has invested $10m in a preferred equity series A round. At the same time some $38m of existing convertible notes were converted into Series A equity. The series A equity will become normal shares when the SPAC merger happens. Existing Volato shareholders will own 63.5% of the company once it merges.

Volato had $96m in revenue in 2022. Some $14.5m of this was recurring revenue with most ($67.6m) coming from fractional and whole aircraft sales. In the first half of 2023 it has recurring revenue of $16.9m – with just $5.7m in fractional sales.

Liotta accepts that they are planning to become public at a time when demand is starting to fall. “The overall market is cooling,” he says. “Charter traffic is down and private traffic is down but fractional is up compared to last year. We are not a typical fractional company and are seeing strong demand.”

Volato offers customers a different product to traditional fractional companies. Owners pay an hourly fee to fly but have no limits on how much or how little. They receive income when their aircraft is chartered out (Volato has a jet card and also pays a fee to charter brokers) and can benefit from bonus depreciation.

Liotta says that Volato is raising money to grow and invest. He is not ruling out using cash or shares to acquire other companies – and this is highlighted in the investor presentation – but he says this is not a key driver of the listing.

Volato acquired Gulf Coast Aviation, a small operator, in 2022 to get a Houston base. The company wants to expand to Colorado, New York, north California and the Pacific northwest.

Investment bank BTIG is advising Volato (it is also advising flyExclusive on its SPAC meger) with Womble Bond & Dickinson legal advisor. Steptoe & Johnson are legal advisers to the SPAC with Lowenstein Sandler advising PROOF venture capital.

Volato has gained some customers from the fall of rival JetIt, but Liotta says that plans to merge were already underway. He does not expect it to affect demand.

“We hope investors see that this as not just another aviation company and not just another SPAC,” says Liotta. “We are not looking to exit. Management are investors and are staying with the company.”

 

 

 

 

 

 

 

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Flexjet pulls out of planned public launch https://www.corporatejetinvestor.com/news/flexjet-pulls-out-of-planned-public-launch https://www.corporatejetinvestor.com/news/flexjet-pulls-out-of-planned-public-launch#respond Wed, 12 Apr 2023 09:57:36 +0000 https://www.corporatejetinvestor.com/?post_type=news&p=143661 Flexjet has terminated its agreement with Horizon Acquisition Corporation II and will remain a private company.

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Flexjet has terminated its agreement with Horizon Acquisition Corporation II and will remain a private company.

The fractional jet business revealed in October 2022 its intention to merge with Horizon, a special purpose acquisition company (SPAC), to go public and be listed on the New York Stock Exchange. The deal was set to close in the second quarter (Q2) of this year.

Flexjet said its “strong financial performance will allow for continued opportunistic acquisitions, as well as strategic growth in infrastructure, fleet and geographic expansion without the need for public capital”. However, it didn’t rule out going public in the future.

Kenn Ricci, chairman, Flexjet said: “In 2022, we outperformed the financial targets provided at the start of the SPAC transaction and continue to deliver significant cash flows and compelling year-over-year growth. Our position of strength gives us the flexibility to access the public markets at the appropriate time.”

Ricci said that there will be “no impact” on the company’s recent growth initiatives and added the decision is in the best interests everyone involved.

“Changing course mid-stream is not the easiest path, but I have always respected our team for having the discipline to do just that,” he added. “We will remain nimble and alter course if necessary to ensure we are always doing what is truly in the best interest of our business.”

Todd Boehly, chairman, CEO and CFO, Horizon said: “We have enjoyed and will continue our long partnership with Flexjet’s management team and respect their decision. We are glad that Flexjet and Horizon were able to agree to the termination in a manner that is fair.”

When the SPAC deal was first announced, Ricci said Flexjet had “never been in a better position to find opportunities to grow”.

In February, Flexjet acquired MRO services provider Constant Aviation and plans to acquire further companies throughout the year.

Recently, Wheels Up, which went public through a SPAC in 2021, reported adjusted net losses of $555m, more than double the loss of $197m it reported in 2021. 

Flexjet’s 2023 growth plan – at a glance

  • Adding 37 aircraft to bring total fleet to 270
  • Developing new Cleveland headquarters
  • Hiring 388 flight crews
  • Hiring 338 aircraft maintenance technicians
  • Continuing acquisitions

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New Vista cancels plans for SPAC merger with Verijet https://www.corporatejetinvestor.com/news/new-vista-cancels-plans-for-space-merger-with-verijet https://www.corporatejetinvestor.com/news/new-vista-cancels-plans-for-space-merger-with-verijet#respond Thu, 16 Feb 2023 11:29:50 +0000 https://www.corporatejetinvestor.com/?post_type=news&p=142979 New Vista Acquisition Corp and low cost operator Verijet have agreed to cancel plans for a SPAC merger. Less than two weeks after announcing a letter of intent (LoI) for a business combination with  Verijet, New Vista has announced plans to liquidate its SPAC. The investment group, headed by former Boeing CEO Dennis Muilenberg, delayed ... New Vista cancels plans for SPAC merger with Verijet

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New Vista Acquisition Corp and low cost operator Verijet have agreed to cancel plans for a SPAC merger.

Less than two weeks after announcing a letter of intent (LoI) for a business combination with  Verijet, New Vista has announced plans to liquidate its SPAC. The investment group, headed by former Boeing CEO Dennis Muilenberg, delayed a vote, originally scheduled for February 10th, until yesterday. But the group then issued a statement  to say the plans had been cancelled.

The cancelled vote would have extended the SPAC for 12 months, allowing it to merge with Verijet turning the operator into a publicly-traded company. New Vista said it had instructed the SPAC’s trustee to liquidate the securities held in the trust account. Following the redemption, the SPAC will liquidate and dissolve.

A statement from New Vista stated that the company  determined that liquidating New Vista Acquisition Corp. and returning the investor capital plus interest was in the best interest of shareholders.

“The management team and advisory group worked hard for two years meeting with hundreds of companies as we searched for an acquisition target that we could recommend, support and was ready and prepared to be a public entity.  Partly due to rapid change in capital market conditions, namely the rapid increase in rates, revaluation of growth companies, and the persistently challenging go-public environment, the team decided that it was in the best interests of our shareholders to return their capital. New Vista had a high level of support from shareholders in favour of an extension. This was about making a disciplined business decision in the best interest of our shareholders,” the statement read. 

Back in October last year, Bloomberg reported New Vista was seeking a deal with Canadian operator, Flair Airlines. The deal with Cirrus Vision Jet operator, Verijet came as the SPAC faced a deadline asking shareholders to give it an extra year to consummate the merger, according to Doug Gollan, founder, Private Jet Card Comparisons.

SPACs are not new to the industry, Wheels Up and Blade had previously gone public using mergers with special-purpose companies. Whilst, both Flexjet and FlyExclusive are planning mergers this year.

Meanwhile, our latest edition of Corporate Jet Investor Quarterly features an exclusive interview with Verijet CEO, Richard Kane. Register for your free copy of the journal here and look out for the digital edition to be published imminently.

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Kenn Ricci plans to list FlexJet [NYSE: FXJ] with Boehly https://www.corporatejetinvestor.com/news/kenn-ricci-plans-to-list-flexjet-nyse-fxj-with-boehly https://www.corporatejetinvestor.com/news/kenn-ricci-plans-to-list-flexjet-nyse-fxj-with-boehly#respond Tue, 11 Oct 2022 10:45:49 +0000 https://www.corporatejetinvestor.com/?post_type=news&p=140677 Kenn Ricci, the founder of Directional Aviation, is arguably the most successful business aviation investor ever. But until last year when he launched a special purpose acquisition company (SPAC) and merged with Embraer’s electric vertical aircraft spin-off EVE, he had avoided public markets. Now he is planning to take Flexjet, the fractional jet company, public. ... Kenn Ricci plans to list FlexJet [NYSE: FXJ] with Boehly

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Kenn Ricci, the founder of Directional Aviation, is arguably the most successful business aviation investor ever.

But until last year when he launched a special purpose acquisition company (SPAC) and merged with Embraer’s electric vertical aircraft spin-off EVE, he had avoided public markets.

Now he is planning to take Flexjet, the fractional jet company, public. He launched his Zanite SPAC with a long-term partner and he is doing the same again. Flexjet plans to merge with Horizon Acquisition Corporation II a SPAC launched by Todd Boehly, founder of Elridge Capital. Boehly, is CEO, CFO and chairman of the SPAC, and a long term co-investor with Ricci.

The sale is expected to close in the second quarter of 2023.

“We are writing to share some significant news regarding Flexjet’s next chapter. Tomorrow [October 11th], we will announce that we have made the decision to enter the public markets and become a publicly listed company,” wrote Ricci and Flexjet CEO Mike Silvestro in an email to customers.

Listing will also raise the profile of Directional’s highly regarded management team including.  Silvestro will be co-CEO along with Andrew Collins, CEO of jet card company Sentient Jet. Mike Rossi, Ricci’s partner for 40 years, will be CFO. Ricci will be chairman.

“Our industry has seen significant growth over the last few years, and Flexjet has never been in a better position to find opportunities to grow our service offerings in this opportunistic environment,” said the email. “We will parlay our existing profitability with access to capital and use that as a launch pad to continue to enhance your customer experience through fleet, program, and geographic expansion as well as significant infrastructure investment including maintenance support facilities and private terminals. Please know our leadership team is as committed as ever and will remain in place.”

Ricci and Boehly first worked together when Boehly was president of Guggenheim Partners. Directional was a strategic advisor to Guggenheim and an anchor investor in the Guggenheim Aircraft Opportunity Fund headed by Nicholas Sandler.

In 2016, Boehly left to launch his own firm Eldridge. He later acquired a number of investments from Guggenheim – including the aircraft portfolio.

Together with capital from Directional and Sandler, Eldridge acquired Guggenheim’s aircraft financing business. The business was then merged with Eldridge’s newly formed Stonebriar, with Ricci joining the board. Eldridge is also an investor alongside Directional in Flexjet and in Simcom. Sandler sits on both boards.

Ricci launched Flight Options a fractional operator that started with pre-owned aircraft in 1998. It grew quickly soon ordering new aircraft. Flight Options fleet was dominated by Beechcraft and Hawker aircraft, which was at the time owned by Raytheon. In 2001 it merged with Raytheon Travel Air (and ordered $900m of new Raytheon aircraft types). A few years later Ricci offered to buy Raytheon out but was instead outbid and sold his stake. In 2009 it was able to buy back Flight Options.

In 2013 he acquired Flexjet from Bombardier for $185m – as well as taking on firm order for 85 Bombardier aircraft. Flight Options was later rebranded as Flexjet.

Flexjet has grown significantly since then. In 2020 it launched in Europe headed by NetJets Europe veteran Marine Eugène.

Flexjet will trade with the ticker: FXJ and join Wheels Up (NYSE: UP) on the exchange. The two companies have very different business models – Flexjet, buys aircraft and then sells shares to owners; Wheels Up sells charter on both its aircraft and third-party ones. The listing of Flexjet should encourage more investors to look at business aviation.

Kenn Ricci is speaking at Corporate Jet Investor Miami 2023

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Embraer’s Eve to list on NYSE after merger with Zanite Corp https://www.corporatejetinvestor.com/news/embraers-eve-to-list-on-nyse-after-merger-with-zanite-corp-123 https://www.corporatejetinvestor.com/news/embraers-eve-to-list-on-nyse-after-merger-with-zanite-corp-123#respond Tue, 21 Dec 2021 14:46:46 +0000 https://www.corporatejetinvestor.com/?post_type=ourlatestnews&p=133889 Embraer is to merge its electric aircraft subsidiary Eve with Zanite Acquisition Corp, a special purpose acquisition corporation (SPAC), ahead of listing on the New York Stock Exchange. The deal, which values Eve’s equity at $2.9bn is expected to close in the second quarter of 2022. Embraer will remain a majority stockholder with about an ... Embraer’s Eve to list on NYSE after merger with Zanite Corp

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Embraer is to merge its electric aircraft subsidiary Eve with Zanite Acquisition Corp, a special purpose acquisition corporation (SPAC), ahead of listing on the New York Stock Exchange.

The deal, which values Eve’s equity at $2.9bn is expected to close in the second quarter of 2022. Embraer will remain a majority stockholder with about an 80% equity stake in Eve. The transaction will develop and commercialise Eve’s UAM solution spanning eVTOL design and production, service and support, fleet operations and urban air traffic management, according to the OEM. Eve Holding, Inc will trade under the tickers EVEX and EVEXW.

Included in the transaction are up to about $237m of cash from Zanite and a $305m private investment in public equity  (PIPE), anchored by Embraer, Zanite Sponsor LLC, financial investors and a group of partners. The partners include: Azorra Aviation, BAE Systems, Bradesco BBI, Falko Regional Aircraft, Republic Airways, Rolls-Royce and SkyWest, Inc.

Eve has an order pipeline of about $5.2bn. This includes: 1,735 vehicle orders, via non-binding letters of intent, from 17 launch customers, including fixed wing and helicopter operators, aircraft lessors and ride sharing platform partners. Embraer has granted Eve a royalty-free license to OEM’s background intellectual property to be used within the UAM sector.

Embraer president and CEO Francisco Gomes Neto said the merger and listing demonstrated the investors’ confidence in UAM. “We believe that the urban air mobility market has enormous potential to expand in the coming years based on an efficient, zero-emissions transport proposition, and that with this business combination, Eve is very well positioned to become one of the major players in this segment,” said Neto. “As a global aerospace company, with leadership position in multiple segments, we understand that innovation and technology play a strategic role in driving sustainable growth and redefining the future of aviation.”

Kenn Ricci, co-CEO of Zanite and principal of Directional Aviation Capital, a member of Zanite’s sponsor, explained the allure of Eve. “After an extensive search, we selected Eve because of its simple and certifiable eVTOL design, its capital efficient approach to fleet operations and Embraer’s global footprint that we believe will enable Eve to not only reach vehicle type certification, but to scale its manufacturing, support and operations globally,” said Ricci.

Eve will be led by co-CEOs Jerry DeMuro, former CEO of BAE Systems, Inc., and Andre Stein, who has led Eve since its launch and has served in leadership roles with Embraer for more than 20 years.

David Fowkes advised Embraer while Jefferies was lead adviser to Zanite.

 

Eve’s Zanite Corp merger and NYSE listing – at a glance

  • *Embraer to merge Eve with SPAC Zanite Acquisition Corp ahead of NYSE listing
  • *Deal, valuing Eve’s equity at $2.9bn, to close Q2 2022
  • *Embraer remains majority stockholder with 80% equity stake in Eve
  • *Deal intended to develop and commercialise Eve’s UAM solution spanning eVTOL design and production, service and support, fleet operations & urban air traffic management
  • *Transaction includes $237m in cash from Zanite and a $305m PIPE, anchored by Embraer, Zanite Sponsor LLC, financial investors and partners
  • *Partners include: Azorra Aviation, BAE Systems, Bradesco BBI, Falko Regional Aircraft, Republic Airways, Rolls-Royce and SkyWest
  • *Eve has order pipeline of about $5.2bn, including: 1,735 vehicle orders, via non-binding letters of intent, from 17 launch customers, including fixed wing and helicopter operators, aircraft lessors and ride sharing platform partners
  • *Eve tol be led by co-CEOs Jerry DeMuro, former CEO of BAE Systems, Inc, and Andre Stein, who has worked with Embraer for 20 years.

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    Revolution.Aero Global 2021: Live stream https://www.corporatejetinvestor.com/news/revolution-aero-global-2021-live-stream https://www.corporatejetinvestor.com/news/revolution-aero-global-2021-live-stream#respond Tue, 29 Jun 2021 18:21:22 +0000 https://www.corporatejetinvestor.com/?post_type=ourlatestnews&p=132280 Welcome to Revolution.Aero Global 2021! To learn more about the sessions, find our agenda here. Or you can watch the event live streamed on YouTube just below. If you would like full, free access to our event platform, other attendees and networking opportunities, please head over to this link to register. Should you encounter any issues ... Revolution.Aero Global 2021: Live stream

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    Welcome to Revolution.Aero Global 2021!

    To learn more about the sessions, find our agenda here. Or you can watch the event live streamed on YouTube just below.

    If you would like full, free access to our event platform, other attendees and networking opportunities, please head over to this link to registerShould you encounter any issues with registration, please email rianne@corporatejetinvestor.com

     



    Watch the sessions from Day 1 here:

     


    Watch the sessions from Day 2 here:


    Watch the sessions from Day 3 here:

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    Wheels Up hopes to list on July 13th https://www.corporatejetinvestor.com/news/wheels-up-hopes-to-list-on-july-13-191 https://www.corporatejetinvestor.com/news/wheels-up-hopes-to-list-on-july-13-191#respond Fri, 25 Jun 2021 14:55:23 +0000 https://www.corporatejetinvestor.com/?post_type=ourlatestnews&p=132272 Aspirational Consumer Lifestyle Corp. the special purpose acquisition company (SPAC) buying Wheels Up, has set July 12th, 2021 as the meeting date for the extraordinary general meeting of its shareholders to approve the deal. It hopes to close the merger on July 13th, 2021 with the company listing under the ticker ‘UP’. “We are pleased ... Wheels Up hopes to list on July 13th

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    Aspirational Consumer Lifestyle Corp. the special purpose acquisition company (SPAC) buying Wheels Up, has set July 12th, 2021 as the meeting date for the extraordinary general meeting of its shareholders to approve the deal. It hopes to close the merger on July 13th, 2021 with the company listing under the ticker ‘UP’.

    “We are pleased to be entering the final stages of the process to launch Wheels Up as a publicly traded company,” said Ravi Thakran, chairman and CEO of Aspirational. “Wheels Up continues to build on its growth trajectory, experiencing unprecedented demand from customers worldwide as evidenced by the company’s strong first quarter results. We look forward to continuing to work with the team at Wheels Up to build on this momentum as the leader in on-demand private aviation.”

    Kenny Dichter, founder and CEO of Wheels Up said: “Since our founding, we remain true to our goal: to simplify private travel and make it more accessible to more people. Following our record breaking first quarter, we continue to see unprecedented demand within the Wheels Up marketplace, from both existing members and an influx of new customers. We are excited to be moving forward with this vote and look forward to continuing on our path of innovation as a public company, expanding the addressable market for private aviation, and connecting more customers with aircraft than ever before.”

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    New Vista Acquisition Corp files to raise $200m in IPO https://www.corporatejetinvestor.com/news/breaking-news-new-vista-acquisition-corp-files-to-raise-200m-in-ipo-228 https://www.corporatejetinvestor.com/news/breaking-news-new-vista-acquisition-corp-files-to-raise-200m-in-ipo-228#respond Wed, 03 Feb 2021 12:40:51 +0000 https://corporatejetinvestor.com/?post_type=ourlatestnews&p=130219 A new Special Purpose Acquisition Company (SPAC), or blank check company called New Vista Acquisition Corp has filed with the US Securities and Exchange Commission (SEC) to raise $200m in an initial public offering. This is the latest SPAC which intends “to focus our search for a target business operating in the aviation, aerospace and ... New Vista Acquisition Corp files to raise $200m in IPO

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    A new Special Purpose Acquisition Company (SPAC), or blank check company called New Vista Acquisition Corp has filed with the US Securities and Exchange Commission (SEC) to raise $200m in an initial public offering. This is the latest SPAC which intends “to focus our search for a target business operating in the aviation, aerospace and defence industries”.

    It is offering 20m units at $10. Each unit consists of one share of common stock and one-half of a warrant, exercisable at $11.50. At 20m public units, New Vista Acquisition would be valued at $250m.

    New Vista takes the total number of SPACs floated in 2021 to 95, according to SPAC Analytics on February 2nd, 2021. The average size of one in 2020 was $279m, and the total number floated was 248, according to SPAC Insider.

    The SPAC has been floated by CEO and chairman Dennis Muilenburg, former CEO of Boeing, chief financial officer, Co-President and director Travis Nelson, who served as managing member of Eclipse Investors and previously was an MD at TowerBrook Capital Partners; and chief operating officer, Co-President, and director Kirsten Bartok Touw, the founder and managing partner of AirFinance.

    “Emerging technologies we have identified include, but are not limited to, electric, hybrid and distributed propulsion, alternative fuel, power and power storage systems, advanced materials and manufacturing technologies, digital networks and advanced computing, sensor and situational awareness systems, robotics and automation, software-driven data processing, machine learning and AI,” according to the S1 Form filed with the SEC.

    The SPAC is sponsored by a Delaware company called New Vista Acquisition LLC, which has committed to purchase an average 7m warrants at the price of $1 per warrant. The SPAC will be supported with additional directors with years of experience at Rolls-Royce, Maxar Technologies and the US Air Force. Advisors from NASA, Universal Hydrogen and Uber will also be involved.

    Bartok has previously told our sister title Revolution.Aero that operational managers with experience in their vertical of the industry have trust and respect which is a factor for SPAC success.

    Aerospace SPACs on the rise

    New Vista’s filing underscores a larger shift towards aerospace and aviation SPACs, which have been on the rise – almost one per month – since October last year.

    Kenn Ricci, founder of Directional Aviation launched Zanite Acquisition Corporation, which will focus on advanced air mobility, sustainable aviation and other emerging technologies.

    We typically have around $30m to invest in equity in each new company. With leverage we can make that up to around $100m or $150m,” Ricci told Corporate Jet Investor. “There are private equity companies interested in several billion-dollar companies but there is a gap between what we do and what the large funds are doing. That is why we have filed for a SPAC.”

    In December 2020, helicopter operator Blade said it was going public via a merger with Experience Investment Corp, an affiliate of KSL Capital Partners. Through the merger, Blade will be valued at $825m – significantly higher than its 2018 valuation of $140m. The company also rebranded as Blade Urban Air Mobility.

    The $825m deal included $400m in gross proceeds, as well as a committed private investment in public equity (PIPE) deal of $125m.

    Then, on February 1st, 2021, private jet charter company Wheels Up said it was going public via a merger with blank check company Aspirational Consumer Lifestyle. This deal gives Wheels Up an enterprise value of $2.1bn and $750m in cash.

    What all these deals clearly indicate is an influx of a lot of cash and interest in the aviation and aerospace industries. Perhaps more than ever before. Nick Fazioli, Jefferies’ MD and head of Commercial Aerospace and Aviation, captured this perfectly.

    “This transaction validates the fact that institutional investors and public markets really have belief and conviction in this space,” he told Corporate Jet Investor.

    Fazioli said this would spur others to look at business aviation investment. “We are seeing significant interest from companies looking to invest equity or lend debt to business aviation companies and this may encourage others and lead to more consolidation of the industry.”

    In the advanced air mobility space, aircraft manufacturer Joby Aviation is exploring a deal to go public through a merger with a SPAC at $5bn. It has kept details under wraps for now, although it recently acquired Uber’s Elevate network – bringing total investment for Joby to $820m.

    Lilium Jet is another eVTOL company seeking public investment via SPAC. Total investment in the sector is rising rapidly, with several companies in the aerospace and aviation sectors on the verge of going public.

    New Vista Acquisition plans to list on the Nasdaq under the symbol NVSAU. Citi and Jefferies are the joint bookrunners on the deal.

     

    How the inability to raise capital could hold the revolution back

    Kirsten Bartok Touw, director New Vista Acquisition Corp and founder and managing partner of AirFinance

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    Deal analysis: Wheels Up worth $2bn as it merges with SPAC https://www.corporatejetinvestor.com/news/deal-analysis-wheels-up-worth-2bn-as-it-merges-with-spac https://www.corporatejetinvestor.com/news/deal-analysis-wheels-up-worth-2bn-as-it-merges-with-spac#respond Mon, 01 Feb 2021 19:25:14 +0000 https://corporatejetinvestor.com/?post_type=ourlatestnews&p=130188 “We are just getting started,” Kenny Dichter, founder and CEO of Wheels Up, told Corporate Jet Investor on the day the company agreed to go public by merging with a Special Purpose Acquisition Company (SPAC). “We are excited but this deal is just the start.”  The merger with Aspirational Consumer Lifestyle gives Wheels Up an ... Deal analysis: Wheels Up worth $2bn as it merges with SPAC

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    “We are just getting started,” Kenny Dichter, founder and CEO of Wheels Up, told Corporate Jet Investor on the day the company agreed to go public by merging with a Special Purpose Acquisition Company (SPAC). “We are excited but this deal is just the start.”

     The merger with Aspirational Consumer Lifestyle gives Wheels Up an enterprise value of $2.091bn. This values the fast growing business aviation company, which has not made a profit, at 1.8 times its forecast 2022 revenue. The company had more than 9,000 members at the end of 2020. This was up from 5,700 in 2019.

    The Aspirational Consumer Lifestyle SPAC was launched by Ravi Thakran, former group chairman of LVMH and an experienced private equity investor. It floated in September 2020. L Catterton Asia, a global private equity firm focused on companies selling direct to consumers, is a minority shareholder.

    Wheels Up says that the transaction will give the company $750m in cash.

    The SPAC raised $240m when it floated in September 2020. A group of investors including T. Rowe Price, Fidelity, Franklin Advisors, Durable Capital, HG Vora Capital Management, Third Point, Luxor Capital and Monashee have agreed to provide a further $550m private investment in public equity (PIPE). All the existing shareholders are also rolling their existing investment into the new merged company.

    When the deal closes, existing investors will own 68.9% of the company and PIPE investors 20.1%. The SPAC’s shareholders will own 8.8% and the SPAC’s sponsors 2.2%.

    “Aspirational are the perfect fit with us,” said Dichter. He has often talked about selling other products to Wheels Up’s members – including experiences, events, yachting, credit cards and luxury products. Thakran and his colleagues have strong experience in growing large luxury brands.

    Wheels Up is also looking to expand internationally in Europe, Asia and Latin America. It delayed a European launch a few years ago. “We have always said that we want to build a global digital marketplace and Ravi and his team are operators who have done this before,” said Dichter.

    Some of the proceeds from the deal will be used to pay down debt that financed its 170-strong owned and leased aircraft fleet. It is also looking to buy more companies. Since 2019, Wheels Up has acquired TMC Jets, aviation software company Avianis, Delta Private Jets and Gama Aviation Signature US. “We are still looking at opportunities and, as a public company, we don’t necessarily have to use cash, we have our own shares as currency now,” said Dichter.

    The cash will also be used to keep investing in technology to run its marketplace platform. Wheels Up now employs more than 100 people focused on technology and data science.

    When the deal closes, Wheels Up, which will have the ticker symbol NYSE: UP, will be the only pure business aviation company on the exchange.

     

    “We have got great investors and we – and others in business aviation – are in the right space at the moment,”  said Dichter. Wheels Up met with several SPACs which wanted to merge with the company.

    “This transaction validates the fact that institutional investors and public markets really have belief and conviction in this space,” said Nick Fazioli, Jefferies’ MD and head of Commercial Aerospace and Aviation, in a separate call with Corporate Jet Investor. “Kenny and his team have proved how it is possible to grow the business and have been a winner from the pandemic.”

    Fazioli highlighted the merger of helicopter platform Blade, which is merging with a SPAC launched by KSL Capital Partners (investors in the Ross Aviation FBO company).

    “We are seeing significant interest from companies looking to invest equity or lend debt to business aviation companies and this may encourage others and lead to more consolidation of the industry,” said Fazioli.

    This was the 16th time that Jefferies has advised Wheels Up on a transaction. “We are really excited to have taken Wheels Up from inception to IPO,” added Fazioli.

    Dichter ended: “It is an exciting time for the industry and for Wheels Up. And, I really mean it, we are just getting started.”

     

     

    Kenny Dichter on Wheels Up at CJI Americas 2020

     

    Nick Fazioli speaking about investing in business aviation at CJI Americas 2020

     

    Also read

    Wheels Up going public with aspiration consumer lifestyle SPAC

    For a few billion dollars more: Business Aviation is hot, hot, hot in 2021

    SPACs and business aviation: Kenn Ricci launching a SPAC 

    Deal summary

    Enterprise value: $2.091bn

    SPAC Cash: $240m
    PIPE: $550m
    Existing investor rollover equity: $1.885bn
    Total capital: $2.675bn

    Financial advisers to Wheels Up:  Goldman Sachs, Jefferies, Morgan Stanley.
    Legal advisers to Wheels Up: Arnold & Porter Kaye Scholer
    Financial advisers to Aspirational: Connaught, Credit Suisse
    Legal advisers to Aspirational: Skadden, Arps, Slate, Meagher & Flom

     

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