Wheels Up Experience (UP) - 2025 Q3 - Quarterly Report

Financial Performance - Total revenue for the three months ended September 30, 2025, was $185.486 million, a decrease of 4.3% compared to $193.903 million for the same period in 2024[14] - Net loss for the three months ended September 30, 2025, was $83.730 million, compared to a net loss of $57.731 million for the same period in 2024, representing a 45% increase in losses[14] - The company reported a loss from operations of $61.337 million for the three months ended September 30, 2025, compared to a loss of $41.861 million for the same period in 2024[14] - Total costs and expenses for the three months ended September 30, 2025, were $246.823 million, an increase of 4.7% from $235.764 million for the same period in 2024[14] - The net loss for the nine months ended September 30, 2025, was $265,342,000, compared to a net loss of $252,097,000 for the same period in 2024, indicating an increase in losses[24] - For the three months ended September 30, 2025, total equity-based compensation expense was $12,499,000, a 58.5% increase from $7,885,000 in the same period of 2024[119] Assets and Liabilities - Total current assets decreased to $248.276 million as of September 30, 2025, down from $332.069 million as of December 31, 2024, reflecting a decline of 25.3%[9] - Total liabilities as of September 30, 2025, were $1.347 billion, slightly down from $1.354 billion as of December 31, 2024[9] - The company’s total assets decreased to $973.003 million as of September 30, 2025, down from $1.158 billion as of December 31, 2024, a reduction of 16%[9] - The company’s accumulated deficit increased to $2.368 billion as of September 30, 2025, compared to $2.102 billion as of December 31, 2024[12] - Long-term debt as of September 30, 2025, was $393.571 million, an increase from $376.308 million as of December 31, 2024, representing an increase of about 4.6%[56] Cash Flow and Liquidity - Cash and cash equivalents decreased to $125.327 million as of September 30, 2025, from $216.426 million as of December 31, 2024, a decline of 42.1%[9] - Cash flows from operating activities resulted in a net cash used of $147,926,000 for the nine months ended September 30, 2025, compared to $115,814,000 for the same period in 2024[24] - Total cash, cash equivalents, and restricted cash at the end of the period was $155,778,000, down from $246,468,000 at the beginning of the period[24] - The company redeemed the Revolving Equipment Notes for 19 aircraft, reducing the aggregate principal amount outstanding by $45.3 million during the nine months ended September 30, 2025[66] Revenue Breakdown - Membership revenue for the three months ended September 30, 2025, was $6.3 million, a decrease of 52% from $13.2 million in the same period of 2024[37] - Deferred revenue as of September 30, 2025, was $711.2 million, down from $749.6 million as of December 31, 2024[39] - The company recognized $371.6 million in revenue from amounts included in the deferred revenue beginning balance during the nine months ended September 30, 2025[39] Stock and Equity - The weighted-average shares of Class A common stock outstanding for the three months ended September 30, 2025, were 703,813,424, compared to 697,721,699 for the same period in 2024[14] - The company issued 21,157,534 shares of common stock under the ATM program, raising $47,597,000[24] - The company issued 21,157,534 shares of Common Stock under the ATM Program for $49.4 million in gross proceeds during the three and nine months ended September 30, 2025[96] Taxation - The company recorded an income tax expense of $1.3 million for the three months ended September 30, 2025, compared to $0.4 million for the same period in 2024[141] - The effective tax rate for the three months ended September 30, 2025 was (1.6)%, compared to (0.7)% for the same period in 2024[141] - The company expects to continue evaluating the realizability of deferred tax assets, with a valuation allowance established for the majority of U.S. deferred tax assets[144] Impairment and Expenses - A one-time non-cash impairment charge of $20.2 million was recorded for vacated office space during the three months ended March 31, 2025[92] - The company incurred equity-based compensation expenses of $33,455,000 for the nine months ended September 30, 2025, compared to $33,364,000 in 2024[24] Compliance and Regulations - The Company was in compliance with the covenants under the Credit Agreement as of September 30, 2025[74] - The company is monitoring the implementation of the OECD's Pillar Two model rules, which introduce a global minimum tax of 15% effective January 1, 2024, but it did not materially impact financial results for the periods ended September 30, 2025 and 2024[146]