Core Points - flyExclusive Inc. has entered into a definitive agreement to acquire the aviation business of Jet.AI Inc., transforming Jet.AI into a pure-play AI solutions company [1][2] - The transaction is structured as an all-stock deal, with Jet.AI shareholders retaining their stock and receiving new Class A common shares in flyExclusive [5][6] - The acquisition is expected to provide flyExclusive with additional growth capital and enhance shareholder liquidity, while allowing Jet.AI to focus on its AI solutions [3][4] Transaction Details - The Business Combination will involve spinning off Jet.AI's charter business assets into a new entity ("SpinCo"), which will then be acquired by flyExclusive [2][5] - The purchase price will be based on Jet.AI's Net Cash, with a minimum requirement of $12 million, and the applicable premium percentage for the aviation business will range from 115% to 120% [5] - The transaction is anticipated to close in the second quarter of 2025, subject to various conditions including regulatory review and shareholder approval [6] Company Profiles - flyExclusive is a vertically integrated air carrier providing private jet experiences, operating a fleet of approximately 100 jets, and managing all aspects of customer experience [7] - Jet.AI operates in two segments: Software and Aviation, with offerings including the CharterGPT app and the Jet.AI Operator platform, aimed at enhancing the private jet booking experience [8]

Core Insights - Jet.AI Inc. has launched an innovative AI model named "Ava" to facilitate private jet bookings, enhancing customer experience and operational efficiency [1][4]. Company Overview - Jet.AI operates in two segments: Software and Aviation. The Software segment includes the B2C CharterGPT app and the B2B Jet.AI Operator platform, utilizing natural language processing and machine learning to improve the private jet booking experience [5]. - The Aviation segment encompasses jet aircraft fractions, jet card services, on-fleet charter, management, and buyer's brokerage [5]. - The company was founded in 2018 and is based in Las Vegas, Nevada, and San Francisco, California [5]. Product Features - Customers can book private jets by calling or texting +1-888-492-4538, where Ava provides real-time aircraft availability, transparent pricing, and expert guidance [3]. - The CharterGPT app has been updated with features such as enhanced push notifications for travel reservations, carbon tracking and offsetting options, and deep linking for trip sheets [4]. - Ava is designed to ensure a personalized experience for all customers, whether they are seasoned travelers or first-time flyers [3]. Future Developments - The company plans to enhance Ava's capabilities by enabling it to call charter operators to confirm availability and pricing, aiming to improve productivity while maintaining a human element in the booking process [4].

Revenue Performance - Revenues for Q3 2024 were $3.9 million, an increase of $0.5 million year-over-year and $0.8 million quarter-over-quarter[6]. - Software App and Cirrus Charter revenue totaled $2.4 million, up $0.5 million compared to the same period last year[7]. - Management and Other Services revenue reached $960,000, compared to $775,000 in the same period last year[8]. - Revenues for Q3 2024 reached $3,917,393, a 16.3% increase from $3,367,189 in Q3 2023[20]. Operating Performance - Operating loss decreased to approximately $2.9 million, down from $4.3 million in the same period last year[12]. - Gross loss for Q3 2024 was approximately $14,000, compared to a gross profit of $170,000 in the same period last year[11]. - Gross loss profit for Q3 2024 was $(13,886), compared to a profit of $170,441 in Q3 2023[20]. - Total operating expenses decreased to $2,868,052 in Q3 2024 from $4,436,956 in Q3 2023, a reduction of 35.4%[20]. - Net loss for Q3 2024 was $(2,881,882), an improvement from $(4,290,559) in Q3 2023, representing a 32.7% reduction[20]. - Net loss per share for Q3 2024 was $(43.82), an improvement from $(137.55) in Q3 2023[20]. Cash and Financing - Cash and cash equivalents as of September 30, 2024, were approximately $312,000, down from $528,000 as of June 30, 2024[13]. - Cash used in operating activities for the nine months ended September 30, 2024, was $(4,840,533), compared to $(2,744,630) in the same period of 2023[22]. - Cash and cash equivalents at the end of the period were $311,883, down from $903,909 in 2023[22]. - Net cash provided by financing activities was $3,064,795 in 2024, compared to $2,290,678 in 2023, an increase of 34%[22]. - Stock-based compensation for the nine months ended September 30, 2024, was $3,714,404, down from $5,424,158 in 2023[22]. Shareholder Actions - The company authorized a $2 million share repurchase program and completed a reverse stock split[4]. - Weighted average shares outstanding increased to 78,523 in Q3 2024 from 31,192 in Q3 2023[20]. Future Plans - Jet.AI plans to develop CharterGPT into an 'AI agent' for independent booking processes over the next few quarters[5]. - The company entered an agreement with Textron Aviation to purchase three Cessna Citation CJ4 jets, with deliveries scheduled for 2026[5]. Liabilities - Total liabilities as of September 30, 2024, were $8.39 million, down from $9.68 million at the end of the previous year[18].

Core Viewpoint - Jet.AI reported financial results for Q3 2024, highlighting growth in revenues and operational advancements, while also addressing strategic initiatives to enhance its business model and compliance with NASDAQ listing standards [1][3]. Financial Performance - Revenues for Q3 2024 were $3.9 million, an increase of $0.5 million year-over-year and $0.8 million quarter-over-quarter, primarily driven by additional service revenue from managing a second customer aircraft [4]. - Software App and Cirrus Charter revenue totaled $2.4 million, up $0.5 million compared to the same period last year [5]. - Management and Other Services revenue reached $960,000, compared to $775,000 in the same period last year [5]. - Jet Card and Fractional Programs revenue was $547,000, down from $732,000 in the same period last year [6]. - Cost of revenues increased to $3.9 million from $3.2 million in the same period last year, attributed to higher charter flight activity and operational costs [7]. - The gross loss was approximately $14,000, compared to a gross profit of $170,000 in the same period last year [8]. - Operating expenses decreased to $2.9 million from $4.4 million in the same period last year, leading to an operating loss of approximately $2.9 million, down from $4.3 million [9]. Operational Highlights - The company authorized a $2 million share repurchase program and announced a reverse stock split [2]. - Jet.AI participated in key industry events, including the Corporate Jet Investor Miami 2024 and the 2024 NBAA Business Aviation Convention & Exhibition [2]. - New features and advancements were announced for CharterGPT and Reroute AI, alongside the launch of the DynoFlight 2.0 platform for aviation carbon management [2]. - The company aims to develop CharterGPT into an AI agent capable of managing the booking process with minimal human oversight [3]. Cash Position - As of September 30, 2024, cash and cash equivalents were approximately $312,000, down from $528,000 as of June 30, 2024 [10].

Financial Performance - Revenues for the three months ended September 30, 2024, were $3,917,393, an increase from $3,367,189 in the same period of 2023, representing a growth of 16.3%[8] - Cost of revenues for the three months ended September 30, 2024, was $3,931,279, compared to $3,196,748 in 2023, indicating an increase of 22.9%[8] - The gross loss for the three months ended September 30, 2024, was $(13,886), a significant decline from a gross profit of $170,441 in the same period of 2023[8] - Net loss for the three months ended September 30, 2024, was $(2,881,882), compared to $(4,290,559) in 2023, showing a reduction of 32.8%[9] - The net loss per share for the three months ended September 30, 2024, was $(43.82), an improvement from $(137.55) in the same period of 2023[9] - The operating loss for the three months ended September 30, 2024, was $(2,881,938), an improvement compared to $(4,266,515) in the same period of 2023[9] - The company reported a net loss of $(3,220,556) for the three months ended June 30, 2024, continuing the trend of financial losses[12] - Net loss for the nine months ended September 30, 2024, was $9,331,487, a slight improvement from a net loss of $9,458,785 in the same period of 2023[13] Operating Expenses - Total operating expenses for the three months ended September 30, 2024, were $2,868,052, down from $4,436,956 in 2023, reflecting a decrease of 35.4%[9] - Total operating expenses decreased by approximately $1.6 million in Q3 2024, primarily due to a $1.5 million reduction in general and administrative expenses[170] - Operating expenses for the first nine months of 2024 increased to $11.4 million for 5 aircraft, up from $8.1 million for 4 aircraft in 2023[188] Cash Flow and Liquidity - Net cash used in operating activities increased to $4,840,533 for the nine months ended September 30, 2024, compared to $2,744,630 in 2023, indicating higher cash burn[13] - Cash and cash equivalents at the end of the period were $311,883, down from $903,909 at the end of September 2023[13] - The Company has a liquidity reserve requirement of $500,000 and a maintenance reserve of approximately $690,000 for its leasing arrangement[78] - The Company plans to rely on funds from share issuances and other potential sales of equity and debt securities to meet funding obligations in the next 12 months[197] Revenue Streams - Revenue from software app and Cirrus charter services for the nine months ended September 30, 2024, was $6,391,732, up from $4,413,745 in 2023, reflecting a growth of 44.7%[51] - The Company recognized $1.1 million in revenue from App-generated services and software related to charter bookings in Q3 2024, an increase of $300,000 from the previous year[158] - Revenue generated through direct chartering of HondaJet aircraft by Cirrus increased by $0.7 million, or 31.0%, to approximately $2.9 million in the first nine months of 2024[184] Stock and Equity - The weighted average shares outstanding for the three months ended September 30, 2024, increased to 78,523 from 31,192 in 2023[9] - The Company issued 14,221 shares of common stock during the nine months ended September 30, 2024, for total consideration of $1.7 million[82] - The Company raised approximately $1,727,000 from the issuance of common stock and $1,500,000 from the sale of Series B Preferred Stock during the nine-month period ended September 30, 2024[196] Strategic Initiatives - The company anticipates continued focus on market expansion and new product development in the upcoming quarters[5] - The Company formed a 50/50 joint venture with Great Western Air LLC in January 2023, with no financial activity reported beyond the initial investment[38] - The Company’s SaaS offerings include Reroute AI and DynoFlight, aimed at enhancing operational efficiency and sustainability for aircraft operators[146] Deferred Revenue and Liabilities - As of September 30, 2024, the Company deferred $1,161,367 in revenue related to prepaid flight hours under the jet card program, down from $1,510,976 as of December 31, 2023, indicating a decrease of approximately 23%[46] - Deferred revenue as of September 30, 2024, was $1,206,869, down from $1,779,794 as of December 31, 2023[135] - The total operating lease liabilities amounted to $1,150,274, down from $1,531,364 as of December 31, 2023[79] Business Combination and Corporate Actions - The business combination with Jet Token was completed on August 10, 2023, resulting in the formation of Jet.AI Inc. and a new class of common stock listed on Nasdaq under the ticker "JTAI"[15] - A reverse stock split at a ratio of one-for-225 was announced, effective November 12, 2024, impacting the number of shares and equity-based awards[25] Concerns and Risks - The Company has incurred losses since inception, raising concerns about its ability to continue as a going concern[20] - As of September 30, 2023, the total stockholders' deficit equity was $(4,257,094), with an accumulated deficit of $(36,114,765)[10]

Core Viewpoint - Jet.AI Inc. has announced a share repurchase program authorizing the buyback of up to $2 million of its common stock through December 31, 2025, indicating confidence in its stock valuation and strategic direction [1][4]. Summary by Sections Share Repurchase Program - The company is authorized to repurchase its common stock at its discretion, subject to market conditions, through various methods including open market purchases and block trades [2]. - The program does not obligate the company to buy a specific number of shares and can be modified or suspended at any time [2]. Withdrawal of S-1 Registration Statement - Jet.AI has decided to withdraw its S-1 registration statement for a prospective offering, determining that the terms were not aligned with its current strategic objectives [3]. - The company expects to regain compliance with NASDAQ's listing rule related to stockholders' equity without the offering [3]. Company Overview - Jet.AI operates in two segments: Software and Aviation, with products like the B2C CharterGPT app and the B2B Jet.AI Operator platform aimed at enhancing the private jet booking experience and maximizing efficiency for charter providers [4]. - The company was founded in 2018 and is based in Las Vegas, Nevada, and San Francisco, California, and is an official partner of the Las Vegas Golden Knights [4].

Core Viewpoint - Jet.AI Inc. has announced a reverse stock split at a ratio of 1-for-225, effective before market opening on November 12, 2024, to comply with Nasdaq listing requirements and to facilitate future share issuance [1][2]. Group 1: Reverse Stock Split Details - The reverse stock split will convert every 225 shares of common stock into one share, maintaining the par value per share [3]. - Stockholders will see their shares automatically adjusted in brokerage accounts, and no fractional shares will be issued; instead, cash payments will be provided for any fractional shares [4]. - The reverse stock split will not change stockholders' percentage interest in the company's equity, except for fractional shares [4]. Group 2: Company Overview - Jet.AI operates in two segments: Software and Aviation, with offerings including the CharterGPT app and a suite of software products for charter providers [5]. - The company was founded in 2018 and is based in Las Vegas, NV, and San Francisco, CA, and is an official partner of the Las Vegas Golden Knights [5].

Core Viewpoint - Jet.AI Inc. will participate in the Corporate Jet Investor Miami 2024 event, highlighting its focus on innovation in private aviation and artificial intelligence [1][2]. Group 1: Event Participation - Jet.AI will attend CJI Miami from November 11-13, 2024, at Fontainebleau Miami Beach, with Founder and Executive Chairman Mike Winston as a speaker [1]. - CJI Miami is a significant networking event in business aviation, attracting 500 industry leaders from 200 organizations [2]. Group 2: Speaker and Topics - Mike Winston will speak on green business aviation on November 13 at 10:45 a.m. Eastern time [3]. - The discussion will include Jet.AI's DynoFlight 2.0 platform, an AI solution for aviation carbon management that allows users to visualize emissions and comply with sustainable flight standards [3]. Group 3: Company Overview - Jet.AI operates in two segments: Software and Aviation, with offerings including the B2C CharterGPT app and the B2B Jet.AI Operator platform [4]. - The CharterGPT app enhances the private jet booking experience using natural language processing and machine learning [4]. - Jet.AI is an official partner of the Las Vegas Golden Knights, the 2023 NHL Stanley Cup champions, and was founded in 2018 [4].

LAS VEGAS, Oct. 18, 2024 (GLOBE NEWSWIRE) -- Jet.AI Inc. ("Jet.AI" or the "Company") (NASDAQ: JTAI), an innovative private aviation and artificial intelligence company, today announced that it has entered into a securities purchase agreement with certain institutional investors to purchase approximately 15.6 million shares of common stock in a registered direct offering at a purchase price of $0.096 per share. The gross proceeds to the Company from the registered direct offering are estimated to be approxim ...

Las Vegas, NV, Oct. 15, 2024 (GLOBE NEWSWIRE) -- Jet.AI Inc. ("Jet.AI" or the "Company") (NASDAQ: JTAI), an innovative private aviation and artificial intelligence company, today announced significant advancements in its AI-driven software offerings — CharterGPT and Reroute AI. The new features are in their final QA cycles before release, set to debut at the 2024 NBAA Business Aviation Convention & Exhibition, with rollouts planned from now through November 2024. CharterGPT: Ushering in the Era of Human-Lik ...