flyExclusive Aktie

Good afternoon, ladies and gentlemen. Welcome to flyExclusive Second Quarter 2026 Earnings Conference Call. [Operator Instructions] Please note that this event is being recorded.

I will now hand the conference over to Hannah Rose. Please go ahead, ma'am.

Thank you, operator. Good afternoon, and thank you all for joining flyExclusive's Second Quarter 2026 Earnings Conference Call.

Joining me on the call today is Jim Segrave, flyExclusive's Founder and Chief Executive Officer; and Brad Garner, our Chief Financial Officer. We announced second quarter financial results this morning before market open, along with the filing of our Form 10-Q for the 3 and 6 months ended June 30, 2026.

We'll be providing certain non-GAAP information during today's discussion. Important disclosures about this information and a reconciliation of the non-GAAP information to comparable GAAP information is included in our Form 10-Q filed with the SEC and is available on our Investor Relations website.

In addition, this discussion might include forward-looking statements. Actual results might differ materially for any number of reasons, including risk factors described in our annual report on Form 10-K, in our quarterly reports on Form 10-Q and in the press release covering forward-looking statements. Rather than rereading this information, we're going to incorporate it by reference in our prepared remarks.

And with that, let me turn the call over to Jim.

Thank you, Hannah, and thank you to everyone joining us this afternoon.

The second quarter represents another important milestone for flyExclusive and, I believe, provides clear evidence of how fundamentally this business has changed over the last 2 years. We generated approximately $111 million of revenue during the quarter, an increase of 22% year-over-year. Gross profit increased 65% to approximately $23 million, with gross margin expanding more than 500 basis points to approximately 20%. And more importantly -- most importantly, we generated $4.2 million of positive adjusted EBITDA. That represents a $9.4 million improvement from the second quarter of last year and marks our third consecutive quarter of positive adjusted EBITDA.

For the last 2 years, we have been very clear about what needed to change at flyExclusive. We needed to remove unproductive aircraft, modernize the fleet, dramatically improve dispatch availability and aircraft utilization, reduce our corporate cost structure and create operating leverage. Quarter-by-quarter, we have executed against that plan, and I believe the results now demonstrate that flyExclusive is no longer a turnaround story.

One of the clearest ways to see that transformation is to compare the number of aircraft we operate with the revenue we generate. In the second quarter of 2024, we generated approximately $79 million of revenue with 96 revenue-producing aircraft. In the second quarter of 2025, revenue increased to approximately $91 million, while the number of aircraft declined to 86. And this quarter, we generated more than $111 million with only 81 revenue-producing aircraft. In 2 years, we have increased second quarter revenue by more than 40% while reducing the number of aircraft required to produce that revenue by approximately 15%. That is what the transformation of flyExclusive looks like in numbers.

The first half comparison is equally compelling. Revenue increased from approximately $159 million in the first half of 2024 to more than $207 million this year. Over that same period, revenue-producing aircraft declined from 96 to 81 and total flight hours increased from 33,000 to more than 38,000. We are simply getting significantly more productivity from every aircraft in the fleet. A major driver has been the transformation of the fleet itself. At the beginning of 2024, we had 37 nonperforming aircraft. These aircraft consumed maintenance resources, pilot resources and working capital while producing unacceptable financial returns. Today, only 3 nonperforming aircraft remain and all 3 of these are now under contract to be sold. The operating losses associated with these 37 nonperforming aircraft have declined from more than $3 million per month at the beginning of 2024 to less than $300,000 per month today. We are very close to completing one of the largest and most difficult pieces of the transformation we began 2 years ago.

At the same time, we have substantially upgraded the productive portion of the fleet. We entered this transformation with no Challenger aircraft. Today, we operate 10 Challengers, and we expect that number to continue growing. These aircraft are significantly more reliable, generate substantially more revenue and produce better economics than any of the legacy aircraft they replace. That transformation is showing up clearly in dispatch availability. Dispatch availability improved by more than 1,000 basis points year-over-year, increasing from 48% to 58%. And we believe that through continued fleet modernization and the efficiencies of our vertically integrated platform, we can ultimately produce dispatch availability well above 70%.

The economics of that improvement are significant. At our current fleet size, every 1 percentage point of additional dispatch availability represents over $200,000 of monthly contribution or approximately $2.5 million annually. Utilization is improving as well. Despite operating 6% fewer revenue-producing aircraft than a year ago, flight hours topped 20,000, an increase of 8%. Core fleet utilization increased approximately 14%. Again, we are producing more with less. The scale of our operation is also increasingly significant. According to Argus, during the second quarter, flyExclusive was the largest North American Part 135 charter operator by both number of flights and flight hours. That the same transformation is occurring in our corporate infrastructure.

Revenue per SG&A employee increased from approximately $668,000 during the first half of 2024 to more than $1 million during the first half of this year, a 50% improvement. At the same time, SG&A declined from approximately 29% of revenue down to approximately 18% today. So we are not simply cutting costs to create profitability. We are growing revenue while becoming significantly more productive across both the fleet and our corporate infrastructure. That operating leverage is showing up directly in our financial performance.

Gross profit increased from approximately $12 million in the first half of 2024 to almost $42 million so far this year. The EBITDA progression is even more significant. First half adjusted EBITDA improved from a loss of approximately $35 million in 2024 to a loss of approximately $12 million in 2025 to a positive $4.4 million in the first half of this year. That is nearly $40 million of first half EBITDA improvement in 2 years.

Since the first quarter of 2024, we have increased our adjusted EBITDA by an average of approximately $2.5 million per quarter. In the fourth quarter of 2025, we delivered positive adjusted EBITDA and remained positive during the first quarter of 2026 despite that quarter historically being our most difficult seasonal quarter, and we generated another $4.2 million this quarter. That gives us 3 consecutive quarters of positive adjusted EBITDA. This is no longer the occasional good quarter. We are demonstrating sustained performance and profitability.

I also think it's important to put our GAAP results in the context of the underlying economics of our aircraft assets. We currently record approximately $5.5 million of depreciation each quarter, most of it associated with aircraft assets. That is a legitimate GAAP expense, but GAAP depreciation is an allocation of historical costs over an estimated useful life. It is not a mark-to-market adjustment reflecting the actual value of our aircraft each quarter.

Over the last several years, the market values of the aircraft we operate have generally remained stable and in many cases, have actually increased. So while approximately $5.5 million of depreciation reduces our reported GAAP earnings each quarter, the actual economic depreciation we have experienced on our aircraft has been substantially less. I think that distinction is important when evaluating both our reported results and the underlying economics of the business.

Based on the operating trends we are seeing today, we expect our positive EBITDA progression to continue. For the third quarter, we expect adjusted EBITDA of approximately $5 million to $7 million. If we achieve that result as expected, Q3 would represent our fourth consecutive quarter of positive adjusted EBITDA. We are now approximately 45 days away from potentially completing a full year of sustained quarterly adjusted EBITDA profitability. And immediately following Q3, we enter what historically has always been our strongest quarter of the year.

We're not providing fourth quarter guidance, but based on the direction of the business, we fully expect the second half of 2026 to continue the consistent trend of year-over-year improvement we have demonstrated every quarter over the last 2 years. That brings me to what I believe is the most important change in the flyExclusive story. Investors should no longer view flyExclusive as a company in transition. By the fourth quarter, we expect to have removed all of the nonperforming aircraft. We have materially improved the dispatch availability and utilization. We have dramatically increased the productivity of our corporate infrastructure, and we are now producing sustained positive adjusted EBITDA.

The question is no longer whether flyExclusive can become profitable. The question is how much earnings power this platform can generate as we continue growing it. One of our largest opportunities is fractional ownership. Fractional retail sales increased approximately 34% year-over-year during the second quarter and approximately 29% during the first half. More importantly, fractional aircraft generate substantially better economics to flyExclusive than comparable leased aircraft. As fractional becomes a larger percentage of our fleet, we can grow revenue while simultaneously improving the economic profile of the fleet. We are seeing strong demand for the product, and we now have additional aircraft inventory coming into the business to support that growth.

There is an important distinction between what we have done over the last 2 years and what comes next. For 2 years, we have been removing aircraft while growing revenue. Now we have the opportunity to begin adding aircraft back into a dramatically more efficient operating platform. And we are not adding the same aircraft we removed. We are adding highly productive CJ3, XLS and Challenger aircraft with significantly higher dispatch reliability, utilization and revenue expectations. The CJ3 and XLS class aircraft will generate approximately $5 million of annual revenue each. A Challenger can generate approximately $10 million annually.

The economics of fleet growth today are, therefore, fundamentally different than they were several years ago. We already have the pilots, maintenance infrastructure, sales organization, technology and corporate platform required to operate at scale. Incremental aircraft can generate significant contribution without requiring a corresponding increase in corporate infrastructure. This is where the operating leverage we have spent the last 2 years creating becomes particularly powerful. Our recently completed Jet.AI transaction is a good example. We closed the transaction on July 13. It immediately added 3 light jet aircraft to our platform that will start contributing to our bottom line in the fourth quarter and included deposits for 3 additional new CJ3+ aircraft expected to deliver in early 2027. These aircraft will add little to no incremental corporate infrastructure or overhead.

The transaction also resources to support the continued expansion of our fractional program. We view Jet.AI as an opportunity to accelerate growth at precisely the point when the underlying flyExclusive platform has become significantly more efficient, scalable and profitable. Our core retail product, Jet Club, also continues to perform well. Second quarter Jet Club sales increased approximately 13% year-over-year, and the number of retail members increased approximately 5%. More broadly, approximately half of our revenue is now contractually committed and long-term objective is -- and our long-term objective is approximately 70%. That creates greater visibility, customer retention and predictability as we grow.

Speaking of growth and retention, according to private Jet Card comparisons 2026 annual survey, we now rank #2 in first-time customers and #1 in terms of subscribers who said they had renewed with their current provider. Our share of active users with private Jet Card comparisons has also increased to 16.2% across the entire space. These stats are a testament to the level of service we are providing. Our maintenance organization is another increasingly important part of both the operating and growth story.

External MRO revenue increased approximately 52% year-over-year during the second quarter and 38% during the first half of 2026. And we continue to see meaningful opportunity to grow external MRO revenue using infrastructure originally built to support our own fleet, but its strategic value extends well beyond external revenue. Controlling maintenance internally is a major reason we have been able to improve dispatcher availability, reduce aircraft downtime, reduce maintenance costs and operate a fleet of our scale efficiently. Our maintenance cost was $876 per flight hour in the first half of 2025 and is down to $723 per flight hour in the first half of 2026. This represents more than $150 per flight hour of savings and translates to nearly $3 million of quarterly bottom line improvement based on the approximately 20,000 flight hours per quarter we are flying, and we are confident there is significantly more opportunity to continue reducing our maintenance costs going forward.

We now operate 14 mobile service units, strategically positioned around the country, allowing us to perform more maintenance where our aircraft are located rather than repositioning them to Kinston. That directly increases uptime and dispatch availability. We have also made significant progress strengthening the balance sheet. Long-term notes payable declined from approximately $232 million at the end of the first half of 2024 to approximately $150 million a year ago and down to approximately $138 million today. That represents approximately $94 million and 40% of debt reduction in just 2 years.

The Jet.AI transaction that closed early in the third quarter also improved our balance sheet, providing approximately $12 million in liquidity. Additionally, we have multiple term sheets in hand that could provide up to $50 million of additional liquidity. That financing would provide substantially more capital than our currently forecasted growth capital requires.

Since the end of the second quarter, our cash position has improved materially, and we believe we have the capacity to fund our planned growth. So while transforming the fleet and investing in the business, we have also been aggressively deleveraging the balance sheet. As we enter the next phase of growth, we will remain extremely disciplined about our capital allocation and how we finance aircraft.

I want to close with one thought. 2 years ago, our challenge was to fix the operating model. We have spent that time removing unproductive capacity, modernizing the fleet, improving dispatch availability and utilization, increasing the productivity of our people and infrastructure and dramatically improving our financial performance. The results are now measurable, more revenue, fewer aircraft, higher utilization, lower SG&A, expanding margins and sustained positive adjusted EBITDA. The next phase is different. It is about taking this much more productive platform and growing it intelligently, adding the right aircraft, growing fractional ownership, increasing contractually committed revenue, continuing to improve dispatch and utilization and allowing incremental revenue to flow through a significantly more efficient cost structure.

The question for flyExclusive is no longer simply can we achieve profitability. We are now delivering sustained positive adjusted EBITDA. The opportunity now is demonstrating how much earnings power this platform can produce as we scale. I'm extremely proud of what our team has accomplished, and I believe we are still in the early stages of realizing the value of the business we have built.

With that, I'll turn the call over to Brad.

Thank you.

As Jim emphasized, the second quarter of 2026 was the result of a platform that's been rebuilt end-to-end and is now beginning to realize efficiency and scale that are driving measurable results on a consistent basis. This is a platform story now, not a turnaround story. And everything I'll walk you through is the financial evidence of that. I'll add some detail behind the structural improvements and the operating leverage we're seeing across our revenue lines, margins, balance sheet and capital allocation.

flyExclusive generated consolidated revenue of $111.1 million for the second quarter, representing a 22% increase from $91.3 million in the second quarter of 2025. The top line growth was broad-based with each of our revenue lines materially contributing to that growth. Our core business, charter or flight revenue, which includes our wholesale, Jet Club, partner and fractional flying totaled approximately $103.9 million, up 20% year-over-year. This growth was supported by not only stronger utilization, as Jim highlighted, but a healthier fleet mix and increasing demand across the board in our customer base.

Flight hours for the second quarter were up 8% compared to Q2 2025, totaling 20,040 flight hours. This volume represented the second highest quarter's flight activity in company history, narrowing trailing Q4 of 2025. We achieved that volume on a fleet that was 6% smaller than a year ago. Our core fleet utilization, defined as flight hours per aircraft per month increased to 81 hours, a 14% increase compared to prior year. The continued increase in our utilization underscores the operating leverage in our vertically integrated platform.

The second quarter continued to see an improvement in our fleet mix. The Challenger fleet totaling 10 aircraft at quarter end drove a $9 million increase in revenue compared to Q2 of '25 and continued delivering accretive unit economics and reinforcing our thesis for our fleet modernization efforts focusing on the Challenger aircraft. Our light jets, the CJ3s, generated revenue during the quarter of $32 million, an increase of 36% compared to prior year. The demand for our light category underscores the strategic value of the assets we acquired in the Jet.AI transaction, namely the $4.1 million in deposits, which secures the delivery of 3 new CJ3 aircraft in the first quarter of 2027.

On revenue mix, our contractually committed demand from our fractional, Jet Club and partner programs remain strong. We strategically are focused on continuing shifting to a higher contractually committed revenue, which increases visibility into demand, enhances deployment and allocation of maintenance resources to positively impact dispatch availability and improves visibility into profitability.

Our wholesale business continues to be a critical lever and growth driver. Wholesale is not, however, a substitute for our contractually committed retail demand. It is an important yield management tool that allows us to monetize available aircraft capacity around that demand. During the second quarter, wholesale revenue increased 35% compared to Q2 2025 to roughly $63.1 million.

Fractional sales revenue on a GAAP basis grew approximately 51% year-over-year to $2.8 million during the quarter. As we've said previously, GAAP fractional revenue reflects the amortized benefit of activity over a contract period and does not reflect the activity in a given quarter. Retail fractional sales and flight fund deployments represent a clear picture into the activity during a given quarter. Fractional share sales and flight funds totaled $14.6 million for the quarter, an increase of 34% year-over-year, driven by increased demand and velocity of the Challenger fractional offerings. We believe that the second half of 2026 will continue to outpace 2025, just as we delivered in the first half of this year.

In the second quarter, we launched a new Jet Club program, JC26, which is a simplified all-in pricing program that more closely aligns with how customers actually use private aviation. This new offer has driven both an increased demand and pipeline for our cornerstone membership program. Jet Club retail sales in the second quarter totaled approximately $30 million, representing an increase of 13% compared to Q2 of 2025. Jet Club members contributing to revenue during the second quarter totaled 997, up approximately 5% year-over-year.

Finally, external MRO revenue, which Jim highlighted, was approximately $4.4 million on a GAAP basis, an increase year-over-year of 52%. We recently announced a $30 million grant in partnership with the State of North Carolina to expand our MRO footprint by adding over 100,000 square feet of hangar space, which will significantly expand the capacity of the MRO business. This significant investment and the resulting capacity expansion, coupled with our growing backlog in our Starlink dealership, state-of-the-art paint shop and interior operations positions the MRO as a significant growth channel with high margins and low CapEx.

Turning to profitability. Gross profit for the quarter was approximately $22.7 million, up approximately 65% year-over-year, and gross margin expanded to 20.4% in the second quarter, an improvement of roughly 539 basis points compared to Q2 of '25 and 1,250 basis point improvement over Q2 of '24. That expansion reflects the compounding benefit of the same structural improvements Jim described a few moments ago.

First, continued gains in dispatch availability, which, as we mentioned, each 1% improvement represents $2.5 million of incremental annual contribution that falls directly to the bottom line. Second, our improving fleet mix, newer CJ3s, XLS and Challenger aircraft carry meaningfully lower unscheduled maintenance costs than the legacy aircraft they replaced. Third, the ongoing benefit of our vertically integrated MRO and MSU network, which continues to reduce third-party maintenance reliance and lowers our maintenance cost per flight hour. And last, improved core fleet utilization. We're spreading a meaningfully larger revenue over a fixed cost base.

I'd also like to address the fuel cost environment directly and its impact to our business, particularly given the elevated pricing tied to the conflict in the Middle East. During the quarter, we saw the price of Jet A fuel peak at $7.33 a gallon, up from an average of around $5 a gallon in Q1 of 2026. We were able to effectively pass those fuel cost increases to both our wholesale and retail channels. While higher fuel prices created some pressure on reported gross margin during the quarter, our ability to pass those costs through meant the impact on profitability was immaterial. Importantly, we saw no discernible impact on customer demand. As fuel costs normalize, we would expect that dynamic to become a modest tailwind to gross margin rather than a headwind.

As Jim mentioned, for the third consecutive quarter, we've produced positive adjusted EBITDA. In the second quarter, adjusted EBITDA was approximately $4.2 million compared to a loss of approximately $5.2 million in the second quarter of 2025, marking an improvement of over $9.4 million year-over-year. Adjusted EBITDA margin was approximately 3.8%, an improvement of roughly 954 basis points year-over-year. Three consecutive quarters of positive adjusted EBITDA is evidence that flyExclusive is no longer a story about reaching positive adjusted EBITDA. It's a story about the earnings power this platform can generate.

SG&A expense for the quarter was approximately $22.3 million or 21.1% of revenue, an improvement of 217 basis points compared to Q2 of 2025. Revenue per SG&A headcount, a measure of effectiveness and efficiency for the quarter was approximately $529,000, up approximately 12% relative to the second quarter of last year. We have a leaner overhead, which we believe will continue to produce further operational leverage as we continue to grow.

Turning to the balance sheet and liquidity. We ended the second quarter with cash and cash equivalents of approximately $14.3 million compared to $18.7 million at the end of first quarter and $15.8 million a year ago, a modest year-over-year decline that I want to address directly. The marginal decline in our cash balance reflects 3 factors: continued debt paydowns, ongoing fleet capital expenditures tied to our modernization initiative and the timing of the Jet.AI transaction, which closed just after quarter end. For those reasons, we don't believe the June 30 cash balance by itself provides a complete picture of our current liquidity position.

We closed the merger transaction with Jet.AI shortly after quarter end, which resulted in roughly $15 million of acquired assets, approximately $5.3 million in cash, approximately $5.8 million of an equity position in SpaceX and $4.1 million in deposits securing future CJ3+ deliveries. Our intention is to liquidate the SpaceX shares to continue to provide capital for our growth initiatives. The deposits will provide benefit in the first quarter of 2027 when the CJ3+ aircraft are delivered.

With the additional post quarter end liquidity generated from the Jet.AI closing, combined with the additional capital options Jim referenced, we believe we are positioned to fund our planned growth while remaining disciplined about dilution and our overall cost of capital. More broadly, our capital allocation approach remains disciplined. We prioritize aircraft acquisitions with accretive unit economics that expand free cash flow generation over time, consistent with the returns-focused approach Jim described rather than holding cash for its own sake. We evaluate all financing and capital alternatives against their impact on shareholder dilution, our overall cost of capital and the impact to profitability and free cash flow generation, and we intend to act only when terms are accretive.

On the liability side of the balance sheet, since 2024, we've reduced long-term notes payable by approximately $94 million, including $12.4 million, an approximate 8% reduction during the first half of this year alone, down to approximately $137.9 million in total. We are focused intently on continuing to delever the balance sheet while balancing continued investment in expanding our fleet.

On the forward outlook, Jim covered our expectations for the third quarter a moment ago, and we're confident in our near-term continued growth in the back half of this year. As to the longer-term opportunity, I want to be precise about our posture. Our investor presentation includes a framework laying out the primary levers we believe drive adjusted EBITDA margin from here, continued SG&A leverage, further gains in fleet utilization and dispatch availability as we continue to modernize the fleet with additional CJ3+ and Challenger acquisitions, growth in our fractional and Jet Club programs and continued expansion of the MRO capitalizing on our Starlink authorized dealership and $30 million grant from the state of North Carolina. That framework points to an adjusted EBITDA margin opportunity in the double digits as those levers play out over time. As evidenced from our financial results, we've built the foundation to continue creating additional scale and profitability and realize this longer-term opportunity.

To close, the financial evidence is increasingly clear. Revenue is growing, margins are expanding, overhead is becoming more efficient, the balance sheet is deleveraging and adjusted EBITDA continues to improve. Importantly, the operating levers driving those results still have substantial runway. We believe that combination positions flyExclusive to continue expanding profitability as we scale.

But none of this happens without our people, to our pilots, maintenance technicians and operations professionals who deliver reliability every single day, to our sales teams converting that reliability into growth, into our MRO and mobile service unit teams turning what used to be a cost into a profit center and to our finance, technology and corporate teams who build the infrastructure to scale all of it. Thank you. What you built together is now speaking for itself in the numbers.

Thank you all again. And now I'll turn it back to the operator.

Thank you, sir. Ladies and gentlemen, that concludes this event. Thank you for attending, and you may now disconnect your lines.

Greetings, and welcome to flyExclusive, Inc.'s First Quarter 2026 Earnings Call. [Operator Instructions]. Please note that this conference is being recorded. I will now turn the call over to Chris Neale with Marketing. Thank you, Chris. You may begin.

Thank you, operator. Good evening, and thank you for joining flyExclusive's First Quarter 2026 Earnings Conference Call. Joining me on the call today is Jim Segrave, flyExclusive Founder and Chief Executive Officer; and Brad Garner, our Chief Financial Officer. We announced fourth quarter and year-end financial results this morning before the market opened, along with the filing of our Form 10-Q for 3 months ended March 31 -- March 31, 2026. We'll be providing certain non-GAAP information during today's discussion. Important disclosures about this information and a reconciliation of the non-GAAP information to comparable GAAP information is included in our Form 10-K filed with the SEC and is available on our Investor Relations website. In addition, this discussion might include forward-looking statements. Actual results might differ materially from any number of reasons, including risk factors described in our annual report on Form 10-K and our quarterly reports from Form 10-Q and in the press release covering forward-looking statements. Rather than rereading this information, we are going to incorporate it by reference in our prepared remarks. And with that, let me turn the call over to Jim.

Thank you, Chris, and thank you to everyone joining us this afternoon. The first quarter of 2026 was another important proof-of-concept point for flyExclusive. For the better part of 2 years, I have told the market that we were in the middle of a structural transformation and that when the transformation was complete, the financial results would reflect it. The first quarter continues to validate that thesis. We generated approximately $96 million in total revenue during the quarter, representing year-over-year growth of approximately 9%, and we delivered positive adjusted EBITDA for the first time in the first quarter of the year. That result was not accidental, and it was not a function of favorable seasonality. In fact, it was in spite of seasonality as the first quarter is historically the industry's most challenging. The company, like the entire aviation industry, was also negatively impacted by multiple major winter weather systems that shut down most of the East Coast for several days each. In the face of this, the company still improved year-over-year EBITDA by $6.6 million, representing an over 100% increase compared to 1Q '25.

Our performance exceeded even our own internal forecast as well as analyst forecast. This was the result of a more efficient fleet, disciplined operations and an increasingly high-quality revenue base. Long-term debt was reduced another $10 million in the first quarter, adding to the $86 million total reduction in 2025. The company now operates approximately $522 million of aircraft overall, but has reduced the directly owned portion down to $145 million. This, in part, represents our shift to the much more capital-efficient fractionally owned aircraft business. Debt on the directly owned fleet is approximately $112 million, resulting in roughly $33 million of equity in these aircraft.

Let me spend a few minutes on what I believe are the most important themes from the quarter. First, the fleet transformation is essentially complete and the impact on operating performance is unmistakable. At the beginning of 2024, we had 37 nonperforming aircraft, generating operating losses in excess of $3 million per month across the system. As of the end of the first quarter, we reduced that count to just 6 aircraft, and the aggregate operating loss from those remaining aircraft was less than $250,000 per month. That is a reduction of more than 90% in the financial drag associated with legacy aircraft, and this has been one of the single most consequential operational and financial improvements we have made as a company. By the end of the second quarter, we expect to eliminate 3 more of these aircraft, cutting the monthly loss to under $100,000. The aircraft we have added to replace those legacy units, primarily Challenger 350, CJ3s and XLS aircraft are performing exceptionally well. They fly more reliably and cause less schedule disruptions. They require less unscheduled maintenance, customers much prefer them, and they generate meaningfully better economics per flight hour than the aircraft they replaced. The quality of our fleet today is categorically positively different from where we were 18 months ago, and that difference is increasingly evident in our financial results.

For some additional context, the unencumbered contribution numbers on average are 27% for every CJ3 and XLS+ we add to the operation, and 39% for every challenger. We have now proven our transformation plan will deliver the financial performance we forecasted.

Second, dispatch availability continues to improve, and I want to be clear again about why this matters. Dispatch availability improved approximately 7.6% year-over-year. At our current fleet scale, every 1 percentage point improvement in dispatch availability translates to approximately $2.5 million of annual bottom line contribution. The 7.6% improvement we delivered in the first quarter represents the equivalent of roughly $19 million of annualized EBITDA opportunity relative to where we were a year ago, and we are expecting to deliver much more than this in 2026. The work we have done on fleet modernization, vertically integrated maintenance and mobile service unit expansion is directly responsible for this improvement. Speaking of the mobile service units, we intend to over double this fleet to 30 units over the next 12 months. We expect this to reduce our maintenance costs and further increase our dispatch availability. And we also plan to make the MSUs available to third-party customers, which will generate a new profitable revenue stream for us.

Third, our contracted and recurring revenue programs continue to strengthen. Approximately half of our revenue in the first quarter was derived from contractually committed demand, Fractional, jet club and partner programs. This is strategically significant for several reasons. It improves revenue predictability. It enhances our ability to plan fleet deployment and improves maintenance scheduling. It supports pricing discipline and it keeps the kind of long-term customer relationships that are difficult for customers to replicate. Members contributing to revenue in the first quarter exceeded 1,000 members, marking our eighth consecutive quarter of membership growth. That consistency is meaningful. It tells us the product is working, that customer satisfaction is high and that word-of-mouth and retention dynamics within the program are working as we would expect for a premium aviation brand. Fractional sales, a segment we have been actively investing in, were particularly encouraging during the quarter. Retail fractional share sales increased approximately 47% year-over-year, with fractional revenue growing approximately 5% on a GAAP basis. The reinstatement of 100% bonus depreciation has materially accelerated customer interest in fractional ownership and the pipeline we are seeing for the balance of the year, in part reflects that dynamic. The Challenger 350 platform, in particular, continues to be a standout performer for the fractional and Club programs. Customer retention on this aircraft type is exceptional. Stage lengths are longer, average revenue per trip is higher and the profile of customers engaging with the platform is exactly what we want, high value, long tenure and deeply engaged with our service ecosystem.

Fourth, our MRO business continues to gain momentum. External MRO revenue increased approximately 14% year-over-year, driven by expanding demand for our product, Avionics, Interiors and Starlink installation capabilities. We recently became a Starlink authorized dealership, which we believe positions us well to capture a growing revenue stream as connectivity upgrades become a standard expectation among high net worth aviation customers. Our vertically integrated maintenance platform is a primary differentiator of our operating model, and we believe the external MRO business has a long runway for growth. Few operators in the private aviation space have the in-house capability, physical infrastructure and licensing to serve the range of maintenance, Avionics and completion needs that we can address. As external demand continues to scale, this business will increasingly contribute to both revenue and margin while continuing to serve our in-house needs.

Fifth, I want to address the macroeconomic backdrop directly because I know this is a topic of investor focus. The current global environment is frankly complex. Fuel costs have moved significantly higher. Broader market volatility has increased. Geopolitical uncertainty, including developments in the Middle East have created incremental caution in certain aspects of the economy. We have not, however, seen any demand disruption within our customer base. In fact, our revenue and flight hours for the second quarter will significantly exceed first quarter results. We are halfway through the quarter and expect to deliver around 15% top line growth quarter-to-quarter. There are a few reasons for that. First, within our contracted programs, fuel costs are passed through to customers either directly or through defined surcharge mechanisms. We are not absorbing fuel price increases as a margin headwind within the fractional and Jet Club programs. Second, the customers we serve are among the most economically resilient in the world. Our Fractional and Club members are typically ultra-high net worth individuals and corporate accounts for whom private aviation represents a productivity tool and a lifestyle priority, not a discretionary expenditure that gets scrutinized in periods of market softness. The data we have seen through April continues to support this view. Booking activity, utilization trends and member engagement have all remained healthy. That said, we remain clear-eyed about the external environment. We are not dismissing broader macro risk, and we continue to manage the business conservatively. But based on everything we can see today, we do not believe the current environment represents a material headwind to our near-term financial performance.

Sixth, and finally, let me say a few words about where we are going. The transformation phase of this company is largely behind us. We are now in the execution phase, and that is an entirely different and more straightforward operating mode. Our job now is to continue improving utilization, continue growing the fractional and jet club programs, continue expanding the MRO and continue translating operational improvement into financial results. We are adding aircraft thoughtfully and expect approximately 20 aircraft will join the fleet in 2026, consisting primarily of CJ3s, XLS+s and Challengers. Each aircraft we add has been underwritten at attractive economics and each aircraft has the benefit of being added to a platform that is already operating efficiently rather than one that is still working through structural transformation. We expect to close the GenAI transaction next month. which also includes deposits on 3 CJ3+ positions with Textron delivering early in 2027.

The second tranche of the Volato transaction closed in the first quarter, which brought the mission control scheduling and optimization platform being rebranded as Contrails into our ecosystem. The Contrails platform, in particular, has the potential to be a meaningful operational differentiator, allowing us to optimize scheduling, improve trip fulfillment rates and provide network sharing infrastructure for third-party operators. We receive over 500 trip requests per day, and our ability to fulfill a greater share of those requests is directly tied to our scheduling efficiency and network. We expect to close the final part of Volato transaction, the Vaunt empty leg subscription business over the next quarter.

I want to close my remarks by thanking our team. Our pilots, maintenance technicians, dispatchers, member service professionals, sales organization and all of our administrative and support personnel. You are the reason these results are possible. This is a complex operational business and the level of execution this team has demonstrated over the last 2 years is something of which I am genuinely proud of. To our shareholders and customers, thank you for your continued confidence in flyExclusive. With that, I'll turn the call over to Brad.

Thank you, Jim, and good evening, everyone. Our fleet modernization initiative, improved dispatch availability, higher aircraft utilization, disciplined cost management and the continued growth of our contracted revenue programs all contributed meaningfully to the quarter. And similar to what we discussed throughout 2025, we believe the key takeaway from this quarter is not simply the growth itself, it's the quality and the efficiency of that growth. We continue to generate more revenue, more flight activity and significantly more profitability from a smaller, more efficient and higher-performing fleet. That operational leverage is becoming increasingly visible in our financial results. FlyExclusive generated approximately $96.3 million in consolidated revenue during the first quarter of 2026, representing a year-over-year growth of approximately 9% compared to the first quarter of 2025. Revenue growth remained diversified across the business. Flight revenue, which represents the core of our business, increased approximately 9% year-over-year to $92.5 million, supported by stronger utilization, improved aircraft availability, healthier fleet mix and continued strong demand across both retail and wholesale channels.

Importantly, this growth was achieved while continuing to operate a smaller fleet than a year ago as we completed the vast majority of our fleet modernization initiative. Flight hours for the first quarter were up 7% compared to Q1 of 2025, totaling 18,537 hours. As a reference point, while Q1 is historically the slowest quarter of the year, this represents the third largest volume quarter in company history. That speaks directly to the productivity improvements we've achieved across the fleet. Our utilization measured on our core operating fleet of CJ3s, XLSs and Challengers averaged 75 hours per aircraft per month in the first quarter, up about 15% from 65 hours in Q1 of 2025. We believe there remains additional runway to realize further increased utilization as we continue to layer in newer, more capable aircraft, expand dispatch availability and integrate and leverage the rebranded Contrail software platform we acquired in the Volato AMS agreement. On revenue mix, approximately half of our revenue base is now derived from contractually committed programs, including Fractional, JetClub and partnership relationships. This mix continues to shift favorably, and we view that trajectory strategically and financially important. Contractually committed revenue improves yield visibility, enhances our ability to preposition maintenance resources and supports pricing variability relative to spot market dynamics.

Within our wholesale business, revenue grew to approximately $50.9 million in the quarter, an increase of 24% year-over-year. Wholesale continues to serve as a critical utilization maximizer for the fleet. We manage this channel actively to ensure we're balancing the margin optimization against fleet productivity, and we continue to believe the wholesale channel is both structurally important and financially complementary to our retail programs, especially as we transition in 2026 into a fleet growth mode with younger, more efficient aircraft. GAAP Fractional revenue increased approximately 5% year-over-year. However, as we've noted previously, the GAAP recognition of Fractional revenue does not always capture the full activity picture in a given quarter. On a retail sales basis, which includes Fractional shares sold and flight funds deployed, total Fractional retail activity increased approximately 27% year-over-year, with fractional shares sold in the quarter up 47% from Q1 of 2025. Total fractional retail sales reached approximately $14 million in the quarter. The demand pipeline for Fractional remains strong, particularly on the Challenger platform, and we believe full year Fractional activity will continue to outperform 2025 levels. Jet Club sales totaled approximately $25.8 million in Q1, with renewal activity of $16.6 million and new member sales of over $9 million. Member retention remains healthy and new member acquisition trends are consistent with the prior several quarters. As Jim mentioned, total members contributing to revenue in the quarter reached over 1,000 members, marking the eighth consecutive quarter of member growth.

Lastly, during the quarter, our MRO reported external revenue of approximately $2 million, representing a year-over-year growth of approximately 14%. As Jim noted, the Starlink installation program and expanded external demand across our paint, avionics and interior capabilities are driving incremental growth. We continue to view the external MRO business as a high-margin, capital-light incremental revenue stream, and we expect full year external MRO revenue to continue to compound meaningfully.

Turning to profitability. Contribution margin in the quarter was approximately 50.5% compared to 46.9% in Q1 of 2025, a roughly 360 basis point improvement year-over-year. The increase in contribution margin reflects not only better gross economics per flight, but also the favorable shift in revenue mix towards higher yield contracted demand. Gross profit increased approximately 69% year-over-year to $19.1 million during the quarter. Gross margin for the quarter was 20%, an expansion of roughly 700 basis points compared to the first quarter of 2025. The expansion in gross margin reflects the compounding benefit of several structural improvements. First, the continued reduction in nonperforming aircraft drag. As Jim mentioned, the operating loss from those aircraft declined from a peak of over $3 million per quarter to under $250,000 by the end of Q1 of 2026. That improvement flows directly through the gross margin line. Second, the improved fleet mix. Newer aircraft carry lower unscheduled maintenance costs and higher dispatch availability, both of which reduced the cost of generating a given unit of flight revenue. Third, utilization improvement. With 75 hours per aircraft per month on the core fleet versus 65 a year ago, we're spreading fixed operating costs over a larger revenue base, generating meaningful incremental margin from the same cost structure.

And fourth, the ongoing benefit of our vertically integrated MRO capability, which continues to reduce reliance on third-party maintenance providers, lowering our costs and accelerating our return to service of aircraft. As we've highlighted historically, dispatch availability is a key performance indicator of our operational efficiency. In Q1 of 2026, dispatch availability increased approximately 760 basis points compared to the prior year as the benefits from the removal of the nonperforming aircraft and the addition of newer challenger CJ3 and XLS aircraft continue transforming our fleet. The impact of that improvement cannot be understated. Each 1% improvement in VA at our current fleet size represents annual improvement in contribution of $2.5 million. As we've consistently emphasized, our ability to produce higher utilization, stronger dispatch availability and greater revenue productivity per aircraft is where the operating leverage in this model becomes increasingly powerful. Importantly, these improvements were not driven by a single event or temporary benefit. Rather, they are the direct result of the strategic initiatives we have been executing over the last 2 years, modernizing the fleet, eliminating operational inefficiencies, leveraging our integrated platform, improving scheduling and maintenance execution and building a more scalable infrastructure. We continue to believe there remains additional runway for operational leverage and margin expansion as utilization continues to improve and the remaining legacy drag is fully eliminated. As for SG&A, SG&A expense for the quarter was approximately $22.7 million, representing 24% of revenue. On an absolute basis, SG&A increased modestly year-over-year, primarily reflecting some seasonal timing and onetime noncash costs. Revenue per SG&A headcount in the quarter was approximately $481,000, up 9% year-over-year. We continue to view SG&A leverage as an important component of our path to sustain profitability. As revenue scales, supported by additional aircraft, growing membership and an expanding MRO, we expect the fixed cost component of SG&A to generate increasing operating leverage throughout 2026. flyExclusive reported positive adjusted EBITDA of approximately $200,000 in the first quarter. This compares to an adjusted EBITDA loss of approximately $6.4 million in Q1 of 2025, an improvement of $6.6 million on an absolute basis year-over-year. Adjusted EBITDA margin for the quarter was approximately 0.2% compared to negative 7.2% in Q1 of 2025, a year-over-year improvement of 740 basis points. As we've highlighted, the first quarter is historically the slowest period of the calendar year for private aviation as leisure demand moderates post holidays and corporate activity is slower in January and February. Our first quarter's results further validate the trajectory and scalability we've outlined throughout 2025. Over the last 8 quarters, we have consistently improved profitability through revenue mix improvement, fleet optimization, operational execution and disciplined cost management.

Turning to our balance sheet and liquidity position. We ended the quarter of -- first quarter of 2026 with cash and cash equivalents of approximately $18.7 billion. We expect cash to build through the stronger seasonal quarters and as we complete the GenAI acquisition in Q2 following the S-4 registration statement being declared effective by the SEC just a few weeks ago. We continue the progress we achieved in 2025 during the first quarter of deleveraging our balance sheet. We reduced our long-term notes payable by approximately $10 million during Q1 of 2026. Since the beginning of 2025, we've reduced our long-term notes payable by roughly 40% -- this consistent deleveraging reflects both our operational cash generation progress and our disciplined approach to capital allocation. We continue to prioritize balance sheet health alongside fleet investment, and we believe our trajectory on debt reduction is meaningful to the company's longer-term equity story. On our ATM facility, we have currently approximately $98 million of availability remaining under our equity offering program. We view the ATM as a strategic tool that provides optionality and flexibility rather than as a primary source of capital. We have not been aggressive in deploying it, and we intend to continue using it judiciously, specifically to support accretive fleet additions, renew debt where appropriate and enhance liquidity if and when the risk-adjusted returns on doing so is favorable. Let me also offer a few comments on cost trends that I think are important as we continue to gain scale and operational efficiencies in our platform.

Fuel costs have increased year-over-year, largely in response to global geopolitical factors. Within our contracted programs, fuel increases are passed through to customers through defined surcharge mechanisms. So the net margin impact within fractional and JetClub is marginal and manageable. Within our wholesale channel, fuel represents a more direct cost input, and we manage our pricing in that channel to reflect current fuel economics in a real-time manner. We do not, however, use fuel as a profit center, and we don't attempt to expand margin through fuel surcharges beyond cost recovery. Aircraft maintenance cost per flight hour have continued to trend favorably as the fleet mix improves. Newer aircraft on average carry meaningfully lower unscheduled maintenance cost profiles than the legacy aircraft they're replacing.

Our MRO vertical integration continues to provide cost insulation relative to operators who rely entirely on third-party maintenance providers, particularly in a market where MRO capacity is constrained.

Looking ahead, we remain highly encouraged by the operational trends and financial trajectory of the business entering the historically stronger quarters of the year. As such, I want to provide some directional commentary. We're not providing formal full year guidance, and I want to be clear about why. Visibility in our business, while improving as our contractually committed revenue mix grows, still has inherent limitations driven by seasonality, macroeconomic dynamics and the timing of aircraft additions and transitions. Given those constraints, we believe it would not be appropriate to provide specific financial targets at this time. With that said, I do want to provide a few observations. Every quarter of 2026 is expected to outperform the corresponding quarter of 2025 on revenue, adjusted EBITDA and flight hours. That expectation is grounded in the structural improvements we've already delivered, a more efficient fleet, higher dispatch availability and stronger utilization per aircraft. The seasonal pattern should produce progressively stronger results relative to Q1, consistent with historical seasonality for the industry and for our business specifically. The combination of a modernized fleet, improving dispatch availability, growing contractually committed demand, increasing utilization, continued SG&A leverage and the scalability of our vertically integrated operating platform positions us well for continued improvement moving forward. With the first quarter demonstrating that the transformation phase of the business is largely behind us, we're intensely focused on scaling a structurally improved platform. We're operating from a position of significantly greater strength than at any point since becoming a public company. The operating model is more efficient. The fleet is materially stronger. The margins are growing, the quality and predictability of our revenue base continues to strengthen and the liquidity flexibility is improving. Most importantly, first quarter's financial results are increasingly validating the long-term scalability and earnings power of our platform.

As we continue through 2026, our focus remains consistent, disciplined execution, cost management, profitable growth, continued operational improvement and sustained margin expansion. We believe the trajectory of the business continues to move decisively in the right direction, and we remain confident in our ability to continue to scale the platform while driving towards sustained profitability and longer-term shareholder value creation.

Lastly, I'll echo Jim and thank our entire team across the organization from our pilots to our dispatchers, our technicians and maintenance controllers, to our member services team and to all of our operational and administrative employees, thank you for your hard work, your dedication, your commitment to our customers and our shareholders. The transformation and progress we're delivering would not be possible without the collective execution of the entire organization. For our shareholders and analysts, thank you for your time and continued engagement in our story. We remain deeply focused on converting operational progress into sustainable financial performance, and we believe the trajectory of this business continues to move in the right direction. With that, I'll turn it back to -- the call back to the operator.

Thank you. And with that, ladies and gentlemen, this does conclude today's teleconference. We thank you for your participation. You may disconnect your lines at this time, and have a wonderful rest of your day.

Greetings, and welcome to the flyExclusive Fourth Quarter and Full Year 2025 Earnings Conference Call. [Operator Instructions] As a reminder, this conference call is being recorded. [Operator Instructions]

It's now my pleasure to turn the call over to CJ Neil, Investor Relations. Please go ahead, sir.

Thank you, operator. Good afternoon, and thank you for joining FLY exclusive's Fourth Quarter and Full Year 2025 Earnings Conference Call. Joining me on the call today is Jim Segrave, flyExclusive's Founder and Chief Executive Officer; and Brad Garner, our Chief Financial Officer.

We announced fourth quarter and year-end financial results this morning before the market opened, along with the filing of our Form 10-K for the year-end December 31, 2025. The -- we'll be providing certain non-GAAP information during today's discussion. Important disclosures about this information and reconciliation of the non-GAAP information to comparable GAAP information is included in our Form 10-K filed with the SEC and is available on our Investor Relations website. In addition, this discussion might include forward-looking statements. Actual results might differ materially from any number of reasons, including risk factors described in our annual report on Form 10-K and our quarterly reports on Form 10-Q. And in the press release covering forward-looking statements. Rather than rereading this information, we are going to incorporate it by reference in our prepared remarks.

And with that, let me turn the call over to Jim Segrave.

Thank you. Good morning, and thank you for joining us. 2025 was a turning point for FLY exclusive. Over the last 2 years, we made a deliberate decision to transform this company, modernizing the fleet, eliminating nonperforming aircraft, restructuring costs and raising our execution standards across the organization. Those decisions were not always easy, but in the fourth quarter, the results validated the strategy. We delivered $105 million in fourth quarter revenue, up 15% year-over-year. We generated $6.8 million of positive adjusted EBITDA, our first positive quarter since becoming a public company. That milestone matters, but what matters more is how we achieved it. We didn't grow the fleet to get there. We improved the fleet and we executed at a higher level across the board.

Let me walk through what changed last year. We removed 28 nonperforming aircraft. We added 7 highly profitable aircraft. Overall, we flew 13% more flight hours while operating 14% fewer aircraft. Our revenue was up 15% to $376 million for the year. Our gross profit was up 53%. In 2025, we flew over 74,000 flight hours, including over 20,000 in the fourth quarter. We are now the #1 charter operator in the United States and the overall #3 operator when including fractional Turboprop and management operators. Core fleet utilization increased approximately 23% per aircraft to an average of 73 hours per plane over the full year. And we achieved this performance in the face of all the nonperforming aircraft we have been eliminating.

Dispatch availability improved roughly 7% year-over-year. And let me remind you that every 1% improvement at our current size translates to $2.5 million per year on our bottom line. To drive this initiative, we put 12 mobile service unit maintenance trucks in place late in 2025 and expect to double this fleet over the next 6 months. Adjusted EBITDA margin improved nearly 1,500 basis points. This is not a seasonal or cyclical improvement. This is structural improvement. We removed the drag from the system and the system responded.

SG&A as a percentage of revenue declined approximately 10% generating more than $8 million in annualized savings. Revenue per SG&A employee increased approximately 28%, generating $1.9 million per person and revenue per employee overall increased 15% to $800,000 per person. Contractually committed demand hours from our fractional club and partner programs increased approximately 33%. Again, all on a size of fleet size 14% smaller. Operating losses from the nonperforming aircraft fleet declined for more than $3 million per month at the beginning of 2024 to approximately breakeven today. The reset is largely complete, but we are far from done. Now we scale from strength.

Before moving forward, I want to recognize our team. We ask this organization to execute with discipline, focus and a willingness to change, they delivered. They didn't just improve results. They changed the trajectory of this company. Every department executed from accounting to flight control, maintenance control, technicians, pilots, sales, services and the management team. The fourth quarter was an example of what great teamwork across the board looks like. I'm incredibly proud of what we have accomplished. I also want to thank our investors for their continued support and trust. We are all focused on delivering results for us and our customers.

Looking forward, while not quarter 2025 but it will not exceed our fourth quarter 2025 results as the fourth quarter is always our strongest quarter, and we executed exceptionally well. But as we look forward quarter-by-quarter, we expect every 2026 to meaningfully outperform the corresponding quarter of 2025. And to put a little historical context on this, over the last 8 quarters, we have improved our profitability every quarter by an average of $3.7 million per quarter. That is the trajectory we your own. We are continuing to execute and with the drag of the nonperforming fleet behind us, fully expect to grow the number of aircraft, flight hours and improve every financial performance metric in 2026 just like we did in 2025.

Let me ground these expectations in some numbers. In the first quarter of 2025, adjusted EBITDA was a negative $12.5 million. and management adjusted EBITDA was a negative $6.4 million. Today, more than 2/3 of the way through the first quarter of 2026. We believe it's appropriate to provide some directional commentary. Based on the current performance trends, we expect to reduce our first quarter 2026 loss by approximately 50% compared to the first quarter of 2025 continuing the positive trajectory we have been delivering over the last 2 years. This improvement reflects structural change, improved fleet economics, higher utilization, lower SG&A and stronger demand from every revenue channel. We expect to improve our dispatch reliability another 10% in 2026, which will translate to another $25 million in annualized bottom line performance improvement.

We expect to increase our revenue per SG&A employed more than 15% to well more than $2 million per employee in 2026. This is not formal guidance is simply transparency around our trajectory and our momentum, and the momentum is clearly moving in the right direction. With the fleet reset largely complete, we are focused on disciplined growth. The government shut down late last year that delayed our plan to reach 10 challenger aircraft by year-end 2025. But since then, aircraft 8 and 9 were added in January and aircraft 10 just arrived 10 days ago. In 2026, we expect to add approximately 20 CJ3 XLS and Challenger aircraft. With these additions, the average age of our fleet will continue to reduce and age. And utilization, along with dispatch reliability will continue to increase with these more reliable aircraft.

The economics will also continue improving. We expect flight hours to grow again by more than 15% in 2026 and reached an annualized run rate of more than 100,000 hours by year-end. Today, flyExclusive is the #1 jet charter operator in the United States based on our loan and the third largest overall, and we fully expect to continue our growth going forward. In Q4, we closed the first half of the Velaro transaction acquiring their aircraft sales division for $2.1 million. That acquisition contributed approximately $5.7 million in bottom line improvement. Before the end of Q2 2026, we expect to close the second half of the Velato transaction. This second half brings the scheduling and optimization software platform they internally called Mission Control into flyExclusive as well as the cash flow positive empty leg program.

Mission Control is an aircraft charter, operator-focused, scheduling and optimization platform designed specifically for operations like ours. It includes an optimization engine, along with AI scheduling, closing and workflows that will substantially improve operations and profitability as it is fully implemented in the coming months. Van is a subscription-based software service that provides access to empileg. This business was launched less than 2 years ago by Volati and has been rapidly expanding its client base. We expect immediate contribution from this part of the acquisition as soon as it is closed in the coming months. But the big news around this second half of the transaction as we plan to make the scheduling and optimization system available to all operates, and we intend to offer this access at no cost. The value for us is not selling scheduling software. The value is improving network efficiency.

If operators can securely share aircraft availability without sharing or compromising customer identities or proprietary data, we believe the entire industry can find demand source lift when needed and execute their flights more efficiently. or flyExclusive, this means we can sell more flights and deliver a more optimized schedule with confidence, especially with the ability to source internally and externally more effectively. We also received over 500 trick requests every day, over half of which we are unable to sell and source. This software will allow us to sell more of these requests potentially generating substantial additional revenue. As we continue to develop this system, we will leverage our operational expertise and deep experience in this business to deliver the best scheduling system in the space.

And just for clarification, this is not a long-term goal. We expect to execute on this over the coming months. In fact, we are working hard to be able to show the beta version of the system at the NDAA schedule is and dispatchers convention later this month. To summarize, this will increase our sales, improve the customer experience, improve our utilization and optimize our schedule. And it will do this for any operator who wants to eliminate their scheduling software costs. The push into the technology space, fully leveraging AI and our operational experience has the potential to be a game changer for flyExclusive.

Now on to our balance sheet and capital planning for growth. Our ATM is now fully in place, and we have now exceeded the Baby Shell restriction that requires a minimum $75 million of public float market cap, this gives us flexibility to support future growth while continuing to reduce debt, both of which we expect to deliver in 2026. Speaking of debt, we reduced our long-term debt in 2025 by approximately 36%, representing an $84 million reduction while maintaining our year-end cash position compared to 2024. In 2026, we expect to add approximately 20 aircraft to our fleet to continue reducing debt, deliver full year EBITDA profitability increase cash and improve liquidity and at the same time, reduced fleet age. In the first quarter of 2026, we have already removed 3 additional nonperforming aircraft and have a few remaining operating at breakeven. We have added another Challenger 350. We will close on another XLS plus later this month for our fractional program and we have already reduced our debt an additional $10 million between short-term and long-term elimination.

Growth and discipline can coexist, and we are proving that. On the connectivity front, by year-end, we expect every aircraft in our fleet will have high-speed Internet installed with the majority of them being the StarLink system. High-speed connectivity has become 1 of the most requested capabilities in private aviation. We believe this will create pricing power, increased demand for our products and drive incremental work across our maintenance avionics and interior businesses. Few operators can deliver this vertically integrated solution. We am. In fact, we just finished our first Starlink installation in just 9 days a week ago, and the pipeline of customers already exceeds the speed at which we can acquire the hardware. Starlink has built an incredible system that customers now expect in their aircraft, and we are excited to now be a dealer for this product.

2025 proved our business plan and model works. 2026 is about compounding that progress. We are excited about the trajectory, but we are far from done. Execution remains critical discipline remains nonnegotiable. The momentum is real. Now we scale it.

And now I'll turn the call over to Brad.

Thank you. I'll begin by reinforcing Jim's comments that the fourth quarter and full year 2025 represented another decisive and positive step in the transformation of flyExclusive. What we're now seeing is not episodic improvement. It's the result of intentional structural change. The fleet modernization is being executed. The cost base is being rightsized. The revenue mix is improving in quality and the operating leverage in our model is increasingly evident. The progress we delivered in 2025 reinforces our belief that the trajectory of this business is sustainable and accelerating.

With that, let me begin my review of the summary financials for the fourth quarter and full year. Revenue for the fourth quarter totaled $104.3 million, which is a 14% increase over Q4 of 2024. For the full year of 2025, revenue expanded 15% to $375.9 million. Importantly, and largely as a result of removing nonperforming aircraft during 2025, we delivered this growth with a fleet that is 14% smaller than it was a year ago. This is proof that the quality of our fleet and the leverage in our model are both improving and real. Revenue growth was strong and broad-based across each charter, fractional and MRO. Charter flight revenue topped $98 million in Q4 of 2025, an increase of 13% year-over-year. Flight hours for the fourth quarter also increased 13% to approximately 20,400 as compared to the same period in the prior year.

For the full year, flight hours increased 12% to nearly 75,000 hours, which, as Jim referenced, places us as the third largest private operator in the United States. As we've highlighted historically, we have intentionally focused on slowly shifting our revenue mix towards contractually committed demand. For the full year of 2025, our fractional and Jet Club programs increased approximately 33% year-over-year. Members contributing to revenue in 2025 were approximately $1,300 an increase of 9% compared to '24. This continued product mix shift towards recurring contracted programs enhances predictability, improves pricing durability and stabilizes margins.

Our wholesale business, which is and will continue to be foundational to maximizing our fleet utilization grew to $185.5 million in full year of '25, an increase of 7% compared to the prior year. As we transition in 2026 to a fleet growth mode, with younger, more efficient aircraft, we will continue to optimize both our retail and wholesale channels to maximize privity and margin per aircraft. Fractional revenue driven by the expanding fractional offerings of our Challenger fleet additions, the popular CJ3 and XLS inventory and the reinstatement of bonus depreciation, drove a 21% increase compared to fourth quarter of 2024. For the full year, fractional sales revenue increased nearly 56% compared to prior year. With the addition of challengers to the fractional fleet, fractional share sales increased 26% compared to the prior year generating approximately $60 million in fractional retail sales.

Finally, for the fourth quarter of 2025, our MRO reported external revenue of approximately $2.9 million, up 52% from fourth quarter of 2024. For the full year, the MRO reported an increase of 48% compared to prior year. With the world-class capabilities of our in-house MRO operation spanning from paint to interiors to maintenance and avionics, which is especially enhanced by our recent Starlink authorized dealership announcement. We expect aggressive continued growth in 2026 for our MRO.

Turning to profitability. Gross margin for the fourth quarter of 2025 was 18% and for the full year was 15%, a 32% increase compared to full year 2024. This margin expansion reflects an improved fleet mix, higher utilization, increased dispatch availability and disciplined cost control. Sequentially, margins improved each quarter, signaling a structural trend. We expect our operating leverage to continue to expand as we complete the disposal of the remaining nonperforming aircraft by the end of 2026, and we add more profitable CJ3s, XLSs and challengers to the fleet.

As I've highlighted each quarter, we continue to drive meaningful scale in our cost structure. SG&A declined to 21% of revenue in the fourth quarter, a 616 basis point reduction compared to fourth quarter of 2024. For the full year, SG&A as a percentage of revenue declined 22%, a nearly 600 basis point reduction and roughly $9 million in annual savings. We expect that the SG&A base will remain stable throughout 2026 and that SG&A as a percentage of revenue will continue to tighten as our revenue and top line accelerates.

The fourth quarter was momental monumental for flyExclusive as it marked the first quarter with positive adjusted EBITDA of $6.6 million, representing an adjusted EBITDA margin of 6%. Compared to the fourth quarter of 2024, we reported an improvement on a gross basis of over $13 million. As Jim mentioned, our strategic acquisition of Valato's aircraft sales division generated a Q4 profit of approximately $5.7 million. But even without that addition, flyExclusive generated positive adjusted EBITDA in Q4 from our normal operations. That tells the powerful story of the structural transformation of our operations.

For the full year, adjusted EBITDA improved over $49 million, narrowing the loss to just $7 million. Adjusted EBITDA margin for the full year improved 1,531 basis points compared to 2024. A transformation of this magnitude is not the result of a single lever but rather the compounding effect of sustainable and sequential gains across growing customer demand, revenue mix, fleet modernization, aircraft utilization, cost discipline and operational efficiency. The trajectory is clear and durable.

Lastly, I'll conclude with several key updates on flyExclusive's ongoing effort to improve our liquidity and balance sheet flexibility. During 2025, we made significant progress on reducing our leverage. As Jim highlighted, we reduced our long-term notes payable by approximately $84 million, a 36% reduction year-over-year. Importantly, cash on hand increased despite this debt reduction, reflecting improved operating performance and disciplined cost management. In January, we utilized our shelf and raised $15 million in an offering at $6.65 per share.

Additionally, as Jim mentioned, our ATM is now fully operational. As we've highlighted in previous quarters, we have a merger agreement with Jet Ana that will not only provide operational synergies with the acquisition of their aviation operations, but will provide capital for growth and delevering of our balance sheet.

We believe the acquisition of these assets in the IP related will enable flyExclusive to strengthen our vertical integration strategy and position us as a technological leader in the space. As we enter 2026, we expect to strengthen liquidity and provide additional flexibility to support our fleet growth and balance sheet optimization. Our capital structure today is materially stronger than it was just a year ago, lower leverage, greater flexibility and improved access to capital markets. All of which positions us to accelerate and build upon the transformation that we accomplished in 2025.

As I close, I'd like to underscore those accomplishments. Over the past 2 years, we made difficult decisions, rationalizing the fleet, reducing structural costs, tightening execution standards and rebuilding the foundation of the business. Those decisions are now translating into measurable financial performance, increased operational efficiency, expanding margins, higher utilization, stronger recurring demand and positive adjusted EBITDA. We are operating with a fundamentally different fleet, a fundamentally different cost structure and a fundamentally different level of discipline than we had just 12 months ago. That matters. Durable profitability in this industry is not achieved through growth alone to achieve through utilization, availability, mix and cost control. We have improved in every single facet.

Our business today is more predictable. It's more productive per aircraft, it's more efficient per employee and is better positioned to compound earnings. We remain focused on execution that will yield increasing market share and profitability, but we're no longer correcting structural inefficiencies. We're scaling a refined platform. The heavy lifting of the transformation is behind us. What lies ahead is disciplined growth built on a stronger base, and that's a very different company than the 1 investors saw just a year ago.

Before I do turn it back to the operator, I want to take a last moment to recognize the team behind these results. Transformations like the 1 we've executed doesn't happen by accident. It happens because of people, people willing to challenge processes raise the bar, lead and build systems that can support a company operating at a much higher level. We have not only improved our financial and operational performance we have institutionalized the company. strengthening internal controls, establishing a disciplined reporting cadence, building the infrastructure required of a public company and creating the processes that allow this organization to scale responsibly. To our team from finance, flight operations, maintenance, sales, customer service and administration, thank you. The progress we're reporting today reflects your discipline, professionalism, and commitment to building something exceptional.

I'm incredibly proud of what this organization has accomplished and even more excited about what lies ahead. Thank you all again, and now I'll turn it back to the operator.

Thank you. That does conclude today's teleconference and webcast. You may disconnect your lines at this time, and have a wonderful day. We thank you for your participation today.

Greetings, and welcome to the flyExclusive Third Quarter 202 Earnings Call. [Operator Instructions]

As a reminder, this conference is being recorded. It is now my pleasure to introduce your host, Sloan Bolen of Investor Relations. Thank you. You may begin.

Thank you, operator. Good afternoon, and thank you for joining Fly Exclusive Third Quarter 2025 Earnings Conference Call. Joining me on the call today is Jim Segrave, flyExclusive Founder and Chief Executive Officer; and Brad Garner, our Chief Financial Officer.

We announced third quarter financial results yesterday after market close, along with the filing of our Form 10-Q for the quarter ended September 30, 2025. We'll be providing certain non-GAAP information during today's discussion. Important disclosures about this information and the reconciliation of the non-GAAP information to comparable GAAP information is included in our Form 10-Q filed with the SEC and is available on our Investor Relations website.

In addition, this discussion might include forward-looking statements. Actual results may differ materially from any number of reasons, including risk factors described in our annual report on Form 10-K and in our quarterly reports on Form 10-Q and in the press release covering forward-looking statements. Rather than rereading this information, we are going to incorporate it by reference into our prepared remarks.

And with that, let me turn the call over to Jim.

Thank you, Sloan, and thanks to everyone joining us today. The third quarter marked another very strong step forward for FLY Exclusive. Our transformation is clearly working. Our strategy is delivering results and the positive impact is accelerating across the business.

As a reminder, our results are outlined in an earnings presentation, which is posted on the Investor Relations page of the FLY Exclusive website. Like last quarter, the charts detail the incredible progress our team has made in every metric and category. We reduced costs, increased sales, grew our member base, increased utilization and significantly improved our financial performance.

Over the past year, we've modernized our fleet, streamlined our cost structure and strengthened every area of the business, operationally, financially and culturally. The result is the company generating stronger growth, more profitability and more momentum than at any point in our history. We are flying smarter, running leaner and serving our members with greater consistency, reliability and value than ever before. Our fleet refresh continues to be a major driver of our transformation.

Over the last 12 months, we eliminated 26 nonperforming aircraft,including 2 more in the third quarter and already an additional 2 in the fourth quarter as well. That reduction has decreased the operational drag from these jets by roughly 85% and taking monthly losses associated from these aircraft from over $3 million per month in 2024 to just under $0.5 million per month today.

At its peak, our nonperforming fleet represented an annualized EBITDA drag of roughly $36 million. That drag is nearly done, and our financial results show just how dramatic this transformation has improved our performance. We expect to reduce the number of nonperforming aircraft to mid-single digits by the end of 2025 and to fully eliminate it in 2026. These nonperforming aircraft have been replaced with high-performing Challenger 350, XLS and CJ3+, which are delivering exactly what we expected, higher reliability, utilization, margin and much better customer experiences. Each Challenger flies roughly 250% more flight hours per month than the aircraft it replaced and generated $8 million to $10 million in annual revenue at far stronger margins.

Our overall fleet utilization approached 7,000 hours in October, our largest month in history. We now have 7 challenges in operation and 2 more in the immediate pipeline. Additionally, we are still adding CJ3 and XLS aircraft to our fleet. Now that the elimination of the nonperforming aircraft is nearly complete, we are planning for significant fleet growth in 2026 and beyond. These newer jets are driving increased Jet Club and fractional demand. That's the broader impact of the fleet strategy. More reliable aircraft lead directly to better economics, improved customer satisfaction and stronger customer engagement. Even with a fleet that's about 20% smaller than a year ago, flight hours increased 15%, and our core fleet utilization, the CJ3, XLS and Challengers represented 12% of this increase.

Our dispatch availability improved 650 basis points year-over-year or about 16%, which reflects the performance of the new fleet and benefits of our vertical integration. Each percentage point of additional aircraft availability improvement at our current size contributes roughly $3 million to annual EBITDA, so this is and will continue to be a major driver of profitability going forward as well as an important factor in our quality of service to [indiscernible].

Total company revenue for the quarter rose 20% year-over-year to $92 million, and about half of this revenue is now contracted through our partner, fractional and Jet Club program, giving us more visibility and more recurring volume than ever before. Across these programs, our contractually committed hours grew 30% compared to Q3 '24. This increasing share of contracted revenue enhances our visibility in the market and the stability in our operating model. This also continues to strengthen the predictability and quality of our revenue base.

At the same time, our wholesale channel remains an incredibly important part of the business. While we are rapidly growing our retail footprint, and often highlight that growth. We are not reducing our wholesale flight hours or revenues to make room for retail. The wholesale channel is a critical part of our strategy, we will continue to serve. We receive, on average, over 500 quote requests per day from the wholesale market, which highlights the demand for our services. The broker community is just as important to our model and our performance at the retail side of our businesses.

Our maintenance repair, overall MRO operation continues to be both a revenue driver and a core differentiator. What began as a vertical integration strategy to support our fleet has become a revenue and profit center with solid growth potential. MRO revenue grew 103% year-over-year in Q3 and reflecting both external demand and expanded internal throughput. As an example, our painting business stays booked solid months in advanced at this point and over 80% of the work is from external customers. We are now also generating similar bookings in our maintenance shop, interior shop and avionic shops.

The MRO growth not only provides incremental profit but also supports fleet uptime, which in turn drives dispatch availability and customer satisfaction. As we continue scaling our internal MRO, avionics paint and interior refurbishment operations, we expect this to remain a long-term competitive advantage. Few private operators have the same degree of in-house control over maintenance, quality and costs. To this end, we have added 6 additional mobile service units in October, bringing the total to 12. Again, the intention was to service our aircraft and continue to increase our dispatch reliability. But the demand from other operators for this service is incredibly strong, and we expect to continue to build our mobile service unit division for our own needs and to meet this demand, creating yet another revenue stream in 2026.

Now moving to our outstanding customer metrics. Retail membership grew 51% year-over-year testament to our brand momentum and service reliability. Year-to-date Jet Club sales increased 17% and fractional sales were up 68% year-to-date compared to last year, fueled by growing demand for the Challenger platform and reinforced by confirmation of 100% bonus depreciation in the latest tax legislation.

The fourth quarter is traditionally our busiest for fractional activity, and based on the pipeline we've developed and new inquiries we're seeing. We expect that trend to continue this year. Together, our Jet Club and fractional programs continue to expand their contribution to the business building recurring high-quality revenue and deepening our customer relationships. The operational results we've delivered are translating directly into stronger margins.

Year-to-date gross profit increased 82% year-over-year and gross margin expanded by roughly 500 basis points. Adjusted EBITDA improved 72% and and adjusted EBITDA to EBITDAR increased 104% year-over-year, reflecting broad-based efficiency gains across every part of the business. Our adjusted EBITDA margin improved by 1,550 basis points year-to-date. That improvement was driven by fleet mix better utilization, higher dispatch availability, allowing more utilization on each aircraft and disciplined cost control.

On SG&A expenses, declined 9% year-to-date, primarily from savings in third-party services and head count efficiencies. This 9% alone translated to $7 million in savings year-to-date. Revenue per SG&A head count rose 19% and SG&A as a percentage of revenue improved 587 basis points. These gains demonstrate that our cost structure is now scalable and built for profitable growth. Each quarter this year has shown stronger operating leverage and profitability, and that pattern has continued into the fourth quarter. Given the efficiency gains achieved so far, and the strength of our core programs, we expect our fourth quarter performance to continue to reflect the positive trajectory we've demonstrated all year, both operationally and financially.

October was a record month for us in our loan and revenue and November has started off stronger than ever, even in the face of the restriction imposed from the government shutdown. We also are now the #1 charter operator in the United States, according to Aviation Research Group data based on hours loan was 6,810 hours loan in October. This was also 7% more than the #2 operator in the United States.

We are now operating from a position of sustained strength and based on the trends over the past year, we expect to sustain positive adjusted EBITDA going forward into 2026 and beyond. Looking ahead, the fourth quarter is historically our busiest every year. and we are already seeing record demand across every part of the business. October set the record of the highest revenue month in our history in November month-to-date is positioned to break that record again. That positions us well to deliver our best performance yet to close out 2025. With a modernized fleet, a growing base of committed members and a leaner cost structure, we are also well positioned to keep compounding our gains into next year.

There is no question that we're now running a more efficient, more profitable and more reliable business than ever before, and you are seeing that in our numbers. The heavy lifting of our transformation is behind us, and we are entering the next phase of our growth story with confidence, momentum and a clear line of sight to sustain the profitability.

Through our employees, our pilots, technicians, dispatchers and every member of our administrative and customer-facing teams, member services, sales and finance. Thank you for the professionalism and dedication that make these results possible. To our shareholders and partners, we appreciate your confidence and your continued support as we move into what I believe will be the strongest period in our company's history.

With that, let me turn the call over to Brad for his comments.

Thank you. I'll begin by echoing Jim's sentiment that this quarter marked another important step in our continued transformation as a business from top line growth, operational discipline and march bottom line improvement, third quarter illustrated what we believe to be a sustainable and accelerating path towards profitability and scale.

We have driven value through growth in members, hours flown and average rates. We've driven operational leverage through increased efficiency and utilization of our fleet. We are seeing accelerating momentum in our club and fractional programs, which drives retail sales gains as well as higher quality and more durable earnings. And lastly, as mentioned, we've driven margin expansion through the significant reduction in our corporate cost base. Best of all, we aren't done, and the initiatives that are producing results are part of a strategy that will extend well beyond next year.

With that, let me begin my review of the summary financials for the third quarter. Revenue for the third quarter totaled $92.1 million, which is a 20% increase over Q3 of 2024. Year-to-date revenue expanded 15% to $272 million compared to the same period last year. Impressively and largely as a result of our fleet modernization initiative, we accomplished this growth with a fleet that is 20% smaller than it was a year ago. This is proof that the quality of our fleet and the leverage in our model are both improving and real. Similar to the earlier quarters this year, our revenue growth continues to diversify.

Our flight revenue in the third quarter grew 17% year-over-year. That's largely a function of stronger aircraft performance, utilization our continued pivot to more productive aircraft types. Dispatch availability improved to roughly 650 basis points year-over-year, and our aircraft are simply flying more and more profitably than they did a year ago. Again, on a fleet that's 20% smaller, all facets of our business executed at an institutional level to drive that 17% growth in our flight revenue.

Importantly, the composition of our flight revenue continues to evolve and improve. We've been intentional about shifting towards more contractually committed demand and recurring revenue streams. Jet Club fractional ownership and partner programs. And those now account for approximately 45% of our total flight revenue. That's up from a little over 40% in the prior year, and we expect that mix to continue to trend higher as these programs scale. This shift gives us more predictability, more pricing power and a more stable margin profile.

And as Jim mentioned, even though our flight revenue mix has intentionally shifted, our wholesale business continues to grow at a double-digit pace. Wholesale flight revenue totaled $47.5 million in Q3 of '25 a 15% growth compared to Q3 of last year. Year-to-date, wholesale revenue grew 4% to over $134 million compared to the same 9-month period of 2024. Our wholesale business continues to be both a growth area and foundational for maximizing the capacity utilization of our fleet.

Looking at the details of our flight operations, growth was underpinned by a 51% increase in retail members as we ended the quarter with more than 1,160 members driven by strong demand for our Jet Club and fractional program offerings that provide a aircraft in our fleet like the Challenger 350. Retail sales in the Jet Club program exceeded $31 million during the third quarter, up roughly 4% year-over-year.

As Jim noted, fractional demand, in particular, has been a growing bright spot this year. This demand drove retail fractional sales to $13 million during the quarter, up 91% compared to Q3 of '24. Momentum has accelerated with a higher-performing and more reliable fleet and the reinstatement of 100% bonus depreciation, which has reignited interest in tax advantaged ownership. This momentum, coupled with the increased interest in our Jet Club program gives us confidence that our significant growth will continue to accelerate as we enter the historically busiest quarter of the year.

The increase in flight revenue and retail sales was compounded by 103% growth in our expanding MRO business, demonstrating its strategic value. External MRO revenue reached $3.1 million in Q3 of '25 more than double that level from a year ago. In the first 9 months of the year, our MRO business generated $7.7 million in revenue, surpassing 2024s full year revenue. Beyond the growth prospects of our external MRO business, MRO remains an inter part of our vertical integration strategy, keeping our aircraft flying, our dispatch availability high and our cost structure controlled. We believe our ability to operate this capability in-house sets us apart, especially as we expand our fleet.

In summary, when looking at the drivers and breadth of our growth, despite a smaller fleet, we are very encouraged by what we've accomplished this year and the operational momentum we have carrying us into Q4 and 2026.

Turning to profitability. We delivered meaningful margin expansion across the board. Gross margin increased 46% compared to Q3 of '24. Year-to-date, our gross margin has expanded 82%, ending the third quarter at 14%. As we continue to optimize our fleet, we believe there's additional operational leverage further expand margins into 2026. Third quarter marked our continued sequential improvement to adjusted EBITDA. The adjusted EBITDA loss for Q3 2025 was just $1.9 million compared to a $13 million loss in Q3 of last year evidencing continued progress towards our expectation of generating positive adjusted EBITDA in the near term.

Q3's near breakeven adjusted EBITDA represented a nearly 1,500 basis point improvement in EBITDA year-over-year. The near doubling of our profitability over the past year is again attributable to increasing leverage provided by our revamped fleet. Year-to-date, we have seen a progressive increase in dispatch availability which now improved 500 basis points compared to the average dispatch availability for the same 9-month period last year. This is again how we were able to fly over 54,000 hours year-to-date, which is 11% higher than last year on a revenue-generating fleet that's about 20% smaller.

And as we said since the inception of the company, we're doing it to fly exclusively, which is to maintain discipline on members per aircraft, which now stands at 13.4%. We continue to lead the industry in this metric, where other providers often stretch their fleets and sacrifice service with member to aircraft ratios in the 20 to 30 plus range.

Total SG&A as a percentage of revenue declined nearly 500 basis points year-over-year to $19.5 million. That improvement came from a combination of head count leverage, reduced reliance on third-party contractors and tighter control over discretionary spend. Revenue per SG&A employee exceeded $470,000 for the quarter, a nearly 20% year-over-year improvement. We believe that as top line continues to grow we will see continued improved leverage of the company's SG&A cost base.

As Jim noted, we continued our deliberate effort to modernize and streamline the fleet. We exited Q3 with 11 nonperforming aircraft, down from 37% in 2024. We maintain our expectation that we'll finish the year with mid- high single-digit nonperforming aircraft in the fleet. The elimination of these nonperforming aircraft has resulted in more than $2 million per month operating improvement. Against this, we've added 5 Challenger aircraft in the past 7 months, finishing the quarter with 7 challengers on certificate. These aircraft, as Jim highlighted, each contribute between $8 million and $10 million in annual revenue. with far superior margins relative to the older airframes we've retired.

We're excited to operate a much different fleet in 2026 than we have over the past few years and see the impact of that not only to our bottom line, but our ability to continue to provide a premium experience for our customers.

Lastly, I'll conclude with several key updates on FLY exclusive's ongoing effort to improve our liquidity and balance sheet flexibility. As I've highlighted in past quarters, we have a merger agreement with Jet AI that will not only provide operational synergies with the acquisition of their aviation operations but will provide capital for growth and delevering of our balance sheet.

We have extended the outside date for completion of the merger agreement, in part as a result of the ongoing federal government shutdown. The federal government shutdown has also delayed or finalizing our at-the-market ATM sales facility, which we anticipate utilizing to access capital markets to strengthen our balance sheet.

Effective October 1, 2025, we announced an amendment to the aircraft management services agreement with Vlado where we will acquire Volato's aircraft sales division for $2.1 million in stock. That division is expected to generate $6 million to $8 million in profit in the fourth quarter of 2025. The agreement also grants us the right to acquire additional high-growth technology platforms, including Vault, a luxury experiential travel app, providing access to private jet empty legs and mission control, a cutting-edge flight management, private aviation operation software for an additional $2 million in stock. We believe that this transaction is a no strategic lever, not only to provide liquidity, but broaden our vertical integration strategy while generating an attractive multiple on our invested capital.

As we closed the quarter and look forward to continued growth in Q4, I want to underscore the transformation that has been accomplished over the past year. We've modernized our fleet, streamlined our operations and reengineered our revenue mix, all while maintaining our commitment to safety, service and operational excellence. This is no longer a company in transition. We're accompanying control. The momentum we've built is not fleeting. It's the result of deliberate disciplined execution at every level of our organization. Our team is sharper, our platform is stronger and our strategy is working. While there's still more work ahead, we're no longer laying the foundation. We're building on it. And what we're building is a more durable, profitable and category-defining company. Thank you all again. And now I'll turn it back to the operator.

Thank you. And ladies and gentlemen, this concludes today's conference call. Thank you for joining you. You may now disconnect your lines.