Wheels Up Experience Inc. Files 8-K with Asset Update

TL;DR

Wheels Up Experience Inc. filed an 8-K on 9/30/2023 detailing asset changes and financials.

AI Summary

Wheels Up Experience Inc. filed an 8-K on June 7, 2024, reporting on events as of September 30, 2023. The filing includes information regarding the completion of an acquisition or disposition of assets and presents financial statements and exhibits. The company, formerly known as Aspirational Consumer Lifestyle Corp., changed its name on July 29, 2020.

Why It Matters

This filing provides crucial updates on asset transactions and financial reporting for Wheels Up Experience Inc., impacting investor understanding of the company's operational and financial status.

Risk Assessment

Risk Level: low — The filing is a routine disclosure of asset transactions and financial statements, not indicating immediate operational or financial distress.

Key Players & Entities

• Wheels Up Experience Inc. (company) — Registrant
• Aspirational Consumer Lifestyle Corp. (company) — Former company name
• 20240607 (date) — Filing date
• 20230930 (date) — Report period date

FAQ

Key Financial Figures

• $0.0001 — hich registered Class A common stock, $0.0001 par value per share UP New York Stock E
• $19.1 million — nsferred, as of September 30, 2023, was $19.1 million and the Company recognized a loss on th
• $3.0 million — ompany recognized a loss on the sale of $3.0 million. The $19.1 million was comprised of $13
• $13.2 million — ion. The $19.1 million was comprised of $13.2 million of cash received on the Closing Date, c
• $4.8 m — gent consideration with a fair value of $4.8 million, an escrow receivable of $0.6 mil
• $0.6 million — f $4.8 million, an escrow receivable of $0.6 million and a non-contingent consideration rece
• $0.5 million — -contingent consideration receivable of $0.5 million. The fair value of the contingent consi

Filing Documents

• up-20230930.htm (8-K) — 39KB
• ex-991proformacondensedcon.htm (EX-99.1) — 207KB
• 0001819516-24-000034.txt ( ) — 381KB
• up-20230930.xsd (EX-101.SCH) — 2KB
• up-20230930_lab.xml (EX-101.LAB) — 21KB
• up-20230930_pre.xml (EX-101.PRE) — 12KB
• up-20230930_htm.xml (XML) — 3KB

01 Completion of Acquisition or Disposition of Assets

Item 2.01 Completion of Acquisition or Disposition of Assets. On the Closing Date, pursuant to the Purchase Agreement, WUP completed the sale of 100% of the issued and outstanding equity interests of Circadian, which held the Company's non-core aircraft management business, to the Purchaser . The transaction was part of the Company's efforts to divest non-core assets as it focused on its operational efficiency and other cost reduction initiatives. The fair value of the aggregate consideration transferred, as of September 30, 2023, was $19.1 million and the Company recognized a loss on the sale of $3.0 million. The $19.1 million was comprised of $13.2 million of cash received on the Closing Date, contingent consideration with a fair value of $4.8 million, an escrow receivable of $0.6 million and a non-contingent consideration receivable of $0.5 million. The fair value of the contingent consideration was deemed to be the approximate contract value as of the Closing Date. Concurrently with the closing of the transaction, certain subsidiaries of the Company and the Purchaser entered into short-term transition services, aircraft operating and fleet management agreements to facilitate the transition of the remaining assets and services that comprise the aircraft management business to the Purchaser. Circadian and its subsidiary were also released from all guarantor obligations with respect to the Company's debt obligations on the Closing Date pursuant to certain debt release letters.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (b) Pro forma financial information. Unaudited Pro Forma Condensed Consolidated Financial Information of the Company, which reflects the disposition described in Item 2.01, is filed herewith as Exhibit 99.1 and is incorporated herein by reference. (d) Exhibits. Exhibit Number Description 99.1 Unaudited Pro Forma Condensed Consolidated Financial Information 104 Cover Page Interactive Data File ( embedded within the Inline XBRL document ) SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. WHEELS UP EXPERIENCE INC . Date: June 7, 2024 By: /s/ George Mattson Name: George Mattson Title: Chief Executive Officer

View Full Filing

View this 8-K filing on SEC EDGAR