NEW YORK, Aug. 12, 2021 /PRNewswire/ -- Wheels Up
(NYSE:UP) today announced financial results for the second quarter,
which ended June 30, 2021.
Second Quarter 2021 Highlights
- Revenue increased 113% year-over-year to $285.6 million
- Active Members grew 47% year-over-year to 10,515 in total
- Live Flight Legs increased 146% year-over-year to 18,234 in
total
- Net loss increased by $1.6
million year-over-year to $(29.0)
million
- Adjusted EBITDA improved by $7.6
million year-over-year to $(8.5)
million
"The accelerating growth in our revenue is a great way to mark
our first reported results as a public company and creates a solid
foundation to build upon," said Kenny
Dichter, Wheels Up Chairman & CEO. "Our iconic brand,
combined with our compelling membership model and exclusive
partnerships and experiences, have uniquely positioned us to gain
market share during this time of robust demand. As always, I want
to recognize our hardworking team for their tireless efforts and
thank our loyal Members and Customers for their trust in us."
"The demand in the first half of the year has increased across
all cabin classes and our diverse fleet of aircraft is contributing
to our success in attracting new Members, retaining existing
Members and driving an increase in live flight legs," said
Eric Jacobs, Wheels Up Chief
Financial Officer. "Our strategic initiatives are resonating with
Members and Customers, and we believe that our investments in
operations, technology, product development and customer service
will help ensure a premium experience and drive future operating
efficiencies."
Building a Marketplace
The Company is focused on building the leading demand generation
platform for private aviation and connecting travel demand with
fragmented and underutilized assets while continuing to improve
customer experience. The increase in both demand and supply drives
more liquidity in the marketplace.
Demand Initiatives
- Partnered with American Express as the exclusive private jet
partner for the new American Express Premium Private Jet Program
for all Platinum® Card Members.
- Launched "UP for Business", a new customizable solution
established within Wheels Up to meet the travel needs of corporate
clients.
- Added iconic luxury brands to the robust Member Benefits
platform including Porsche Cars North America and Abercrombie &
Kent, the world's leading luxury travel company.
Supply Initiatives
- Continued to build on the Company's technology capabilities
with the conversion of Wheels Up's Mountain Aviation, LLC fleet
onto the Avianis Flight Management System in June, providing the
ability to better optimize supply.
- Improved forecasting capabilities powered by machine learning,
which facilitates the Company's ability to make short- and
long-term commitments to secure supply.
- Increased partnerships with third-party operators through
Guaranteed Rate Programs (GRPs) to secure additional supply.
Other Recent Highlights
- Completed merger with Aspirational Consumer Lifestyle Corp. on
July 13, 2021, with shares commencing
trading on the New York Stock Exchange on July 14, 2021 under the "UP" ticker symbol.
- Continued to focus on diversity, equity and inclusion with
C200, the preeminent organization of women business leaders
representing $1.4 trillion in
combined revenue, by hosting a unique Porsche driving experience
event, and announced a partnership with the NFL Players Association
and will be participating in its Community MVP program.
Financial and Operating Highlights
The historical financial information in this press release
relates to Wheels Up Partners Holdings LLC's operations prior to
the business combination. Going forward, financial results will be
presented on a combined company basis.
|
As of June
30,
|
|
|
|
2021
|
|
2020
|
|
%
Change
|
Active
Members(1)
|
10,515
|
|
|
7,172
|
|
|
47
|
%
|
|
|
|
|
|
|
|
Three Months
Ended
June 30,
2021
|
|
|
(in thousands,
except percentages, Active Users, Live Flight Legs and
Revenue per Live Flight Leg)
|
2021
|
|
2020
|
|
%
Change
|
Active
Users(1)
|
11,281
|
|
|
8,890
|
|
|
27
|
%
|
Live Flight
Legs(1)
|
18,234
|
|
|
7,404
|
|
|
146
|
%
|
Revenue per Live
Flight Leg
|
$
|
11,663
|
|
|
$
|
11,299
|
|
|
3
|
%
|
Revenue
|
$
|
285,580
|
|
|
$
|
134,331
|
|
|
113
|
%
|
Net loss
|
$
|
(28,954)
|
|
|
$
|
(27,366)
|
|
|
(6)
|
%
|
Adjusted
EBITDA(1)
|
$
|
(8,479)
|
|
|
$
|
(16,031)
|
|
|
47
|
%
|
|
|
|
|
|
|
|
Six Months
Ended
June 30,
2021
|
|
|
(in thousands,
except percentages)
|
2021
|
|
2020
|
|
%
Change
|
Revenue
|
$
|
547,237
|
|
|
$
|
290,427
|
|
|
88
|
%
|
Net loss
|
$
|
(61,167)
|
|
|
$
|
(71,837)
|
|
|
15
|
%
|
Adjusted
EBITDA(1)
|
$
|
(17,141)
|
|
|
$
|
(33,085)
|
|
|
48
|
%
|
|
(1) For information
regarding Wheels Up's use and definition of this measure see
"Definitions of Key Operating Metrics and Non-GAAP Financial
Measures" and "Reconciliations of Non-GAAP Financial Measures"
sections herein.
|
For the second quarter:
- Active Members grew 47% year-over-year to 10,515 driven by
strong new member additions and Core membership retention as well
as continued success converting legacy Wheels Up Private Jets LLC
Jet Card holders into Wheels Up Members.
- Active Users grew 27% to 11,281 year-over-year primarily driven
by the growth in Active Members.
- Live Flight Legs increased by 146% year-over-year to 18,234
with strong flight demand across all cabin classes driven by the
growth in Active Members and Active Users and the impact of
COVID-19 on 2020 results. The acquisitions of Mountain Aviation,
LLC and Wheels Up Private Jets LLC also contributed to the
growth.
- Revenue per Live Flight Leg increased 3% year-over-year to
$11,663 as a result of a higher mix
of larger cabin flying and partially offset by a decrease in
average flight stage length.
- Revenue increased 113% year-over-year driven by strong flight
demand, the impact of COVID-19 on 2020 results and recent
acquisitions.
- Adjusted EBITDA of $(8.5)
million, improving $7.6
million year-over-year, due to operating leverage of the
business.
Webcast and Conference Call Information
A conference call with management will be held today at
8:30 am ET. To access a live webcast
of the conference call and supporting presentation materials,
please click on the Wheels Up investor site
(www.wheelsup.com/investors). To participate by phone, please dial
844-200-6205 (Toll Free) or 44-208-0682-558 (Toll/International)
using the access code 077326. Participants are asked to dial in 15
minutes early to ensure a timely connection. This earnings press
release and any supporting materials will be available on the
Company's investor relations website. We also provide announcements
regarding the Company's financial performance, including SEC
filings, investor events, press and earnings releases, and blogs,
on the investor relations website.
About Wheels Up
Wheels Up Experience Inc. ("Wheels Up"), a leading demand
generator in private aviation, offers a total private aviation
solution that includes world-class safety, service, and flexibility
through on-demand flights, membership programs, corporate
solutions, aircraft management, whole aircraft sales, and
commercial travel benefits through a strategic partnership with
Delta Air Lines. Wheels Up, which was founded and is led by
renowned entrepreneur Kenny Dichter,
is uniquely positioned to offer its Customers and Members access to
over 1,500 safety-vetted and verified aircraft.
Through the Wheels Up App anyone can search, book, and fly.
Wheels Up Connect, Core, and Business memberships provide
enhancements such as flight sharing, empty-leg Hot Flights, Shuttle
Flights, Shared Flights, signature Wheels Down events, and
exclusive member benefits from preeminent lifestyle brands. The
Company's ongoing Wheels Up Cares program aligns with philanthropic
organizations and initiatives that affect and matter to the Company
and its customers, members, stakeholders, families, and friends.
The Wheels Up Cares fleet is comprised of five custom painted
Beechcraft King Air 350i aircraft; each plane serves as a flying
symbol for a specific cause.
All Wheels Up flights are operated by the Company's
DOT/FAA-authorized air carrier subsidiaries (Wheels Up Private Jets
LLC, Gama Aviation LLC, Mountain Aviation LLC, Sterling Aviation
LLC, and TWC Aviation LLC) or by an approved vendor air carrier
that has undergone a comprehensive safety assessment.
Cautionary Statement Regarding Forward-Looking
Statements
This press release contains certain "forward-looking statements"
within the meaning of the federal securities laws. These
forward-looking statements include, but are not limited to,
statements regarding Wheels Up's expectations, hopes, beliefs,
intentions or strategies regarding the future including, without
limitation, statements regarding: (i) the size, demands and growth
potential of the markets for Wheels Up's products and services and
Wheels Up's ability to serve those markets, (ii) the degree of
market acceptance and adoption of Wheels Up's products and
services, (iii) Wheels Up's ability to develop innovative products
and services and compete with other companies engaged in the
private aviation industry and (iv) Wheels Up's ability to attract
and retain customers. In addition, any statements that refer to
projections, forecasts, or other characterizations of future events
or circumstances, including any underlying assumptions, are
forward-looking statements. The words "anticipate," "believe,"
continue," "could," "estimate," "expect," "intend," "may," "might,"
"plan," "possible," "potential," "predict," "project," "should,"
"strive," "would" and similar expressions may identify
forward-looking statements, but the absence of these words does not
mean that statement is not forward-looking. Forward-looking
statements are predictions, projections and other statements about
future events that are based on current expectations and
assumptions and, as a result, are subject to known and unknown
risks, uncertainties, assumptions and other important factors, many
of which are outside Wheels Up's control, that could cause actual
results to differ materially from the results discussed in the
forward-looking statements. Additional factors that could cause
actual results to differ materially from those expressed or implied
in forward-looking statements can be found in the registration
statement on Form S-1 filed with the U.S. Securities and Exchange
Commission ("SEC") by Wheels Up on August 3,
2021, and other documents filed by Wheels Up from time to
time with the SEC. New risks and uncertainties arise from time to
time, and it is impossible for us to predict these events or how
they may affect us. You are cautioned not to place undue reliance
upon any forward-looking statements, which speak only as of the
date made, and Wheels Up undertakes no obligation to update or
revise the forward-looking statements, whether as a result of new
information, changes in expectations, future events or otherwise.
These filings identify and address other important risks and
uncertainties that could cause actual events and results to differ
materially from those contained in the forward-looking statements.
We do not give any assurance that Wheels Up will achieve its
expectations.
Use of Non-GAAP Financial Measures
This press release includes certain non-GAAP financial measures
such as Adjusted EBITDA, Contribution, and Contribution Margin.
These non-GAAP financial measures are an addition, and not a
substitute for or superior to, measures of financial performance
prepared in accordance with generally accepted accounting
principles in the United States of
America ("GAAP") and should not be considered as an
alternative to net income, operating income or any other
performance measures derived in accordance with GAAP.
Reconciliations of non-GAAP financial measures to their most
directly comparable GAAP counterparts are included in the
"Reconciliations of Non-GAAP Financial Measures" section herein to
this earnings press release. Wheels Up believes that these non-GAAP
financial measures of financial results provide useful supplemental
information to investors about Wheels Up. However, there are a
number of limitations related to the use of these non-GAAP
financial measures and their nearest GAAP equivalents, including
that they exclude significant expenses that are required by GAAP to
be recorded in Wheels Up's financial measures. In addition, other
companies may calculate non-GAAP financial measures differently, or
may use other measures to calculate their financial performance,
and therefore, Wheels Up's non-GAAP financial measures may not be
directly comparable to similarly titled measures of other
companies. Additionally, to the extent that forward-looking
non-GAAP financial measures are provided, they are presented on a
non-GAAP basis without reconciliations of such forward-looking
non-GAAP financial measures due to the inherent difficulty in
forecasting and quantifying certain amounts that are necessary for
such reconciliations.
For more information on these non-GAAP financial measures, see
the sections titled "Definitions of Key Operating Metrics and
Non-GAAP Financial Measures" and "Reconciliations of Non-GAAP
Financial Measures" included at the end of this earnings press
release.
WHEELS UP PARTNERS
HOLDINGS LLC
|
CONDENSED
CONSOLIDATED BALANCE SHEETS
|
(Unaudited, in
thousands, except share data)
|
|
|
June 30,
2021
|
|
December 31,
2020
|
ASSETS
|
|
|
|
Current
assets:
|
|
|
|
Cash and cash
equivalents
|
$
|
160,646
|
|
|
$
|
312,799
|
|
Accounts receivable,
net
|
61,940
|
|
|
50,397
|
|
Other
receivables
|
10,296
|
|
|
8,205
|
|
Parts and supplies
inventories, net
|
8,106
|
|
|
5,320
|
|
Deferred offering
costs
|
6,404
|
|
|
—
|
|
Prepaid expenses and
other
|
22,698
|
|
|
18,801
|
|
Total current
assets
|
270,090
|
|
|
395,522
|
|
Property and
equipment, net
|
316,662
|
|
|
323,090
|
|
Operating lease
right-of-use assets
|
117,277
|
|
|
64,479
|
|
Goodwill
|
437,376
|
|
|
400,160
|
|
Intangible assets,
net
|
155,417
|
|
|
163,710
|
|
Restricted
cash
|
12,077
|
|
|
12,077
|
|
Employee loans
receivable, net
|
—
|
|
|
102
|
|
Other non-current
assets
|
898
|
|
|
849
|
|
Total
assets
|
$
|
1,309,797
|
|
|
$
|
1,359,989
|
|
LIABILITIES AND
MEMBERS' EQUITY
|
|
|
|
Current
liabilities:
|
|
|
|
Current maturities of
long-term debt
|
$
|
59,566
|
|
|
$
|
62,678
|
|
Accounts
payable
|
44,647
|
|
|
20,920
|
|
Accrued
expenses
|
90,674
|
|
|
71,381
|
|
Deferred revenue,
current
|
565,732
|
|
|
651,096
|
|
Operating lease
liabilities, current
|
32,388
|
|
|
15,858
|
|
Intangible
liabilities, current
|
2,000
|
|
|
2,000
|
|
Other current
liabilities
|
15,471
|
|
|
15,980
|
|
Total current
liabilities
|
810,478
|
|
|
839,913
|
|
Long-term
debt
|
122,891
|
|
|
148,411
|
|
Deferred revenue,
non-current
|
1,967
|
|
|
1,982
|
|
Operating lease
liabilities, non-current
|
90,238
|
|
|
56,358
|
|
Intangible
liabilities, non-current
|
15,083
|
|
|
16,083
|
|
Other non-current
liabilities
|
3,546
|
|
|
3,415
|
|
Total
liabilities
|
1,044,203
|
|
|
1,066,162
|
|
Commitments and
contingencies
|
|
|
|
Members'
equity:
|
|
|
|
Class A preferred
interests (73,723,250 interests issued and outstanding as of 2021
and 2020)
|
—
|
|
|
—
|
|
Class B preferred
interests (34,023,527 interests issued and outstanding as of 2021
and 2020)
|
—
|
|
|
—
|
|
Class C preferred
interests (37,642,050 interests issued and outstanding as of 2021
and 2020)
|
—
|
|
|
—
|
|
Class D preferred
interests (36,909,359 interests issued and outstanding as of 2021
and 2020)
|
—
|
|
|
—
|
|
Class E preferred
interests (112,949,305 interests issued and outstanding as of 2021
and 2020)
|
340,400
|
|
|
401,567
|
|
Common interests
(71,882,729 and 63,262,039 interests issued and outstanding as of
2021 and
2020)
|
39,131
|
|
|
8,959
|
|
Common restricted
interests
|
—
|
|
|
—
|
|
Common profits
interests
|
9,442
|
|
|
8,957
|
|
Common stock
options
|
6,752
|
|
|
4,475
|
|
Accumulated
deficit
|
(130,131)
|
|
|
(130,131)
|
|
Total members'
equity
|
265,594
|
|
|
293,827
|
|
Total liabilities and
members' equity
|
$
|
1,309,797
|
|
|
$
|
1,359,989
|
|
WHEELS UP PARTNERS
HOLDINGS LLC
|
CONDENSED
CONSOLIDATED STATEMENTS OF OPERATIONS
|
(Unaudited, in
thousands)
|
|
|
Three Months Ended
June 30,
|
|
Six Months Ended
June 30,
|
|
2021
|
|
2020
|
|
2021
|
|
2020
|
Revenue
|
$
|
285,580
|
|
|
$
|
134,331
|
|
|
$
|
547,237
|
|
|
$
|
290,427
|
|
|
|
|
|
|
|
|
|
Costs and
expenses:
|
|
|
|
|
|
|
|
Cost of
revenue
|
255,188
|
|
|
127,336
|
|
|
489,695
|
|
|
275,294
|
|
Technology and
development
|
8,025
|
|
|
4,449
|
|
|
15,049
|
|
|
9,301
|
|
Sales and
marketing
|
17,895
|
|
|
11,587
|
|
|
33,689
|
|
|
25,238
|
|
General and
administrative
|
15,786
|
|
|
10,277
|
|
|
33,955
|
|
|
24,196
|
|
Depreciation and
amortization
|
13,482
|
|
|
15,273
|
|
|
27,313
|
|
|
29,467
|
|
Cares Act
grant
|
—
|
|
|
(13,277)
|
|
|
—
|
|
|
(13,277)
|
|
Total costs and
expenses
|
310,376
|
|
|
155,645
|
|
|
599,701
|
|
|
350,219
|
|
|
|
|
|
|
|
|
|
Loss from
operations
|
(24,796)
|
|
|
(21,314)
|
|
|
(52,464)
|
|
|
(59,792)
|
|
|
|
|
|
|
|
|
|
Other income
(expense):
|
|
|
|
|
|
|
|
Interest
income
|
6
|
|
|
50
|
|
|
18
|
|
|
467
|
|
Interest
expense
|
(4,164)
|
|
|
(6,102)
|
|
|
(8,721)
|
|
|
(12,512)
|
|
Total other
expense
|
(4,158)
|
|
|
(6,052)
|
|
|
(8,703)
|
|
|
(12,045)
|
|
|
|
|
|
|
|
|
|
Net
loss
|
$
|
(28,954)
|
|
|
$
|
(27,366)
|
|
|
$
|
(61,167)
|
|
|
$
|
(71,837)
|
|
WHEELS UP PARTNERS
HOLDINGS LLC
|
CONDENSED
CONSOLIDATED STATEMENTS OF CASH FLOWS
|
(Unaudited, in
thousands)
|
|
|
Six Months Ended
June 30,
|
|
2021
|
|
2020
|
OPERATING
ACTIVITIES:
|
|
|
|
Net loss
|
$
|
(61,167)
|
|
|
$
|
(71,837)
|
|
Adjustments to
reconcile net loss to net cash used in operating
activities:
|
|
|
|
Depreciation and
amortization
|
27,313
|
|
|
29,467
|
|
Amortization of
deferred financing costs and debt discount
|
618
|
|
|
856
|
|
Equity-based
compensation
|
2,762
|
|
|
1,356
|
|
Provision for expected
credit losses
|
498
|
|
|
17
|
|
Changes in operating
assets and liabilities, net of effects from
acquisitions:
|
|
|
|
Accounts
receivable
|
(1,461)
|
|
|
27,307
|
|
Other
receivables
|
(2,091)
|
|
|
3,822
|
|
Parts and supplies
inventories
|
(2,114)
|
|
|
595
|
|
Prepaid expenses and
other
|
(265)
|
|
|
(276)
|
|
Other non-current
assets
|
(49)
|
|
|
814
|
|
Operating lease
liabilities, net
|
(504)
|
|
|
(378)
|
|
Accounts
payable
|
14,158
|
|
|
(4,547)
|
|
Accrued
expenses
|
(7,275)
|
|
|
(6,693)
|
|
Other current
liabilities
|
(508)
|
|
|
(600)
|
|
Other non-current
liabilities
|
132
|
|
|
882
|
|
Deferred
revenue
|
(88,958)
|
|
|
9,852
|
|
Net cash used in
operating activities
|
(118,911)
|
|
|
(9,363)
|
|
|
|
|
|
INVESTING
ACTIVITIES:
|
|
|
|
Purchases of property
and equipment
|
(4,780)
|
|
|
(3,174)
|
|
Acquisition of
businesses, net of cash acquired
|
7,844
|
|
|
98,142
|
|
Capitalized software
development costs
|
(5,732)
|
|
|
(3,045)
|
|
Net cash (used in)
provided by investing activities
|
(2,668)
|
|
|
91,923
|
|
|
|
|
|
FINANCING
ACTIVITIES:
|
|
|
|
Proceeds from
long-term debt
|
—
|
|
|
755
|
|
Repayments of
long-term debt
|
(29,250)
|
|
|
(20,247)
|
|
Deferred offering
costs
|
(1,426)
|
|
|
—
|
|
Loans to
employees
|
102
|
|
|
(45)
|
|
Net cash used in
financing activities
|
(30,574)
|
|
|
(19,537)
|
|
|
|
|
|
NET (DECREASE)
INCREASE IN CASH, CASH EQUIVALENTS AND RESTRICTED
CASH
|
(152,153)
|
|
|
63,023
|
|
CASH, CASH
EQUIVALENTS AND RESTRICTED CASH BEGINNING OF PERIOD
|
324,876
|
|
|
96,440
|
|
CASH, CASH
EQUIVALENTS AND RESTRICTED CASH END OF PERIOD
|
$
|
172,723
|
|
|
$
|
159,463
|
|
SUPPLEMENTAL
DISCLOSURE OF NON-CASH INVESTING AND FINANCING
ACTIVITIES:
|
|
|
|
Non-cash consideration
issued for business acquisition of Delta Private Jets
LLC
|
$
|
—
|
|
|
$
|
427,007
|
|
Non-cash consideration
issued for business acquisition of Gama Aviation LLC
|
$
|
—
|
|
|
$
|
32,638
|
|
Non-cash consideration
issued for business acquisition of Mountain Aviation,
LLC
|
$
|
30,172
|
|
|
$
|
—
|
|
Definitions of Key Operating Metrics and Non-GAAP Financial
Measures
We report certain key financial measures that are not required
by, or presented in accordance with, GAAP.
These non-GAAP financial measures are an addition, and not a
substitute for or superior to, measures of financial performance
prepared in accordance with GAAP and should not be considered as an
alternative to any performance measures derived in accordance with
GAAP. We believe that these non-GAAP financial measures of
financial results provide useful supplemental information to
investors, about Wheels Up. However, there are a number of
limitations related to the use of these non-GAAP financial measures
and their nearest GAAP equivalents, including that they exclude
significant expenses that are required by GAAP to be recorded in
Wheels Up's financial measures. In addition, other companies may
calculate non-GAAP financial measures differently, or may use other
measures to calculate their financial performance, and therefore,
our non-GAAP financial measures may not be directly comparable to
similarly titled measures of other companies.
Definitions of Key Operating Metrics
Active Members. We define Active Members as the
number of Connect, Core, and Business membership accounts that
generated membership revenue in a given period and are active as of
the end of the reporting period. We use Active Members to assess
the adoption of our premium offerings which is a key factor in our
penetration of the market in which we operate and a key driver of
membership and flight revenue.
Active Users. We define Active Users as Active
Members and legacy WUPJ jet card holders as of the reporting date
plus unique non-member consumers who completed a revenue generating
flight at least once in a given period and excluding wholesale
flight activity. While a unique consumer can complete multiple
revenue generating flights on our platform in a given period, that
unique user is counted as only one Active User. We use Active Users
to assess the adoption of our platform and frequency of
transactions, which are key factors in our penetration of the
market in which we operate and our growth in revenue.
Live Flight Legs. We define Live Flight Legs as the
number of completed one-way revenue generating flight legs in a
given period. The metric excludes empty repositioning legs and
owner legs related to aircraft under management. We believe Live
Flight Legs are a useful metric to measure the scale and usage of
our platform, and our growth in flight revenue.
Definitions of Non-GAAP Financial Measures
Adjusted EBITDA. We calculate Adjusted EBITDA as net
loss adjusted for (i) interest income (expense), (ii) depreciation
and amortization, (iii) equity-based compensation expense, (iv)
acquisition and integration related expenses, (v) public company
readiness related expenses and (vi) other items not indicative of
our ongoing operating performance, including the CARES Act grant
and COVID-19 response initiatives for 2020.
We include Adjusted EBITDA because it is a supplemental measure
used by our management team for assessing operating performance.
Adjusted EBITDA is used in conjunction with bonus program target
achievement determinations, strategic internal planning, annual
budgeting, allocating resources and making operating decisions. In
addition, Adjusted EBITDA provides useful information for
historical period-to-period comparisons of our business, as it
removes the effect of certain non-cash expenses and variable
amounts.
Contribution and Contribution Margin. We define
Contribution as revenue less cost of revenue. Contribution Margin
is calculated by dividing contribution by total revenue.
We include Contribution and Contribution Margin as supplemental
measures for assessing operating performance. Contribution and
Contribution Margin are used to understand our ability to achieve
profitability over time through scale and leveraging costs. In
addition, Contribution and Contribution Margin provides useful
information for historical period-to-period comparisons of our
business and to identify trends.
Reconciliations of Non-GAAP Financial Measures
Adjusted EBITDA
The following table reconciles Adjusted EBITDA to net loss,
which is the most directly comparable GAAP measure (in
thousands):
|
Three Months Ended
June 30,
|
|
Six Months Ended
June 30,
|
|
2021
|
|
2020
|
|
2021
|
|
2020
|
Net
loss
|
$
|
(28,954)
|
|
|
$
|
(27,366)
|
|
|
$
|
(61,167)
|
|
|
$
|
(71,837)
|
|
Add back
(deduct)
|
|
|
|
|
|
|
|
Interest
expense
|
4,164
|
|
|
6,102
|
|
|
8,721
|
|
|
12,512
|
|
Interest
income
|
(6)
|
|
|
(50)
|
|
|
(18)
|
|
|
(467)
|
|
Depreciation and
amortization
|
13,482
|
|
|
15,273
|
|
|
27,313
|
|
|
29,467
|
|
Equity-based
compensation expense
|
1,349
|
|
|
772
|
|
|
2,762
|
|
|
1,356
|
|
Public company
readiness expense
|
370
|
|
|
44
|
|
|
843
|
|
|
202
|
|
Acquisition and
integration expense
|
1,116
|
|
|
1,127
|
|
|
4,374
|
|
|
7,318
|
|
CARES Act
grant
|
—
|
|
|
(13,277)
|
|
|
—
|
|
|
(13,277)
|
|
COVID-19 response
initiatives
|
—
|
|
|
450
|
|
|
—
|
|
|
450
|
|
Corporate headquarters
relocation expense
|
—
|
|
|
894
|
|
|
31
|
|
|
1,191
|
|
Adjusted
EBITDA
|
$
|
(8,479)
|
|
|
$
|
(16,031)
|
|
|
$
|
(17,141)
|
|
|
$
|
(33,085)
|
|
The following tables reconcile Adjusted EBITDA to net loss,
including the impact of reconciled items on individual income
statement expense classifications (in thousands):
|
Three Months Ended
June 30, 2021
|
|
GAAP as
reported
|
|
Equity-based
compensation
expense
|
|
Public
company
readiness
expense
|
|
Acquisition
and
integration
expense
|
|
Corporate
headquarters
relocation
expense
|
|
Non-GAAP
|
Revenue
|
$
|
285,580
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
285,580
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Costs and
expenses:
|
|
|
|
|
|
|
|
|
|
|
|
Cost of
revenue
|
255,188
|
|
|
(51)
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
255,137
|
|
Technology and
development
|
8,025
|
|
|
(92)
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
7,933
|
|
Sales and
marketing
|
17,895
|
|
|
(216)
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
17,679
|
|
General and
administrative
|
15,786
|
|
|
(990)
|
|
|
(370)
|
|
|
(1,116)
|
|
|
—
|
|
|
13,310
|
|
Depreciation and
amortization
|
13,482
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
13,482
|
|
Total costs and
expenses:
|
310,376
|
|
|
(1,349)
|
|
|
(370)
|
|
|
(1,116)
|
|
|
—
|
|
|
307,541
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss from
operations
|
(24,796)
|
|
|
1,349
|
|
|
370
|
|
|
1,116
|
|
|
—
|
|
|
(21,961)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other (expense)
income
|
|
|
|
|
|
|
|
|
|
|
|
Interest
income
|
6
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
6
|
|
Interest
expense
|
(4,164)
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(4,164)
|
|
Total other
expense
|
(4,158)
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
(4,158)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
loss
|
$
|
(28,954)
|
|
|
|
|
|
|
|
|
|
|
(26,119)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Add back
(deduct)
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation and
amortization
|
|
|
|
|
|
|
|
|
|
|
13,482
|
|
Interest
income
|
|
|
|
|
|
|
|
|
|
|
(6)
|
|
Interest
expense
|
|
|
|
|
|
|
|
|
|
|
4,164
|
|
Adjusted
EBITDA
|
|
|
|
|
|
|
|
|
|
|
$
|
(8,479)
|
|
|
|
|
Three Months Ended
June 30, 2020
|
|
GAAP as
reported
|
|
Equity-based
compensation
expense
|
|
Public
company
readiness
expense
|
|
Acquisition
and
integration
expense
|
|
COVID-19
response
initiatives
|
|
Cares Act
grant
recognition
|
|
Corporate
headquarters
relocation
expense
|
|
Non-
GAAP
|
Revenue
|
$
|
134,331
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
134,331
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Costs and
expenses:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost of
revenue
|
127,336
|
|
|
(59)
|
|
|
—
|
|
|
—
|
|
|
(279)
|
|
|
—
|
|
|
—
|
|
|
126,998
|
|
Technology and
development
|
4,449
|
|
|
(106)
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
4,343
|
|
Sales and
marketing
|
11,587
|
|
|
(276)
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
11,311
|
|
General and
administrative
|
10,277
|
|
|
(331)
|
|
|
(44)
|
|
|
(1,127)
|
|
|
(171)
|
|
|
—
|
|
|
(894)
|
|
|
7,710
|
|
Depreciation and
amortization
|
15,273
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
15,273
|
|
CARES Act
grant
|
(13,277)
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
13,277
|
|
|
—
|
|
|
—
|
|
Total costs and
expenses:
|
155,645
|
|
|
(772)
|
|
|
(44)
|
|
|
(1,127)
|
|
|
(450)
|
|
|
13,277
|
|
|
(894)
|
|
|
165,635
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss from
operations
|
(21,314)
|
|
|
772
|
|
|
44
|
|
|
1,127
|
|
|
450
|
|
|
(13,277)
|
|
|
894
|
|
|
(31,304)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other (expense)
income
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest
income
|
50
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
50
|
|
Interest
expense
|
(6,102)
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(6,102)
|
|
Total other
expense
|
(6,052)
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
(6,052)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
loss
|
$
|
(27,366)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(37,356)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Add back
(deduct)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation and
amortization
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
15,273
|
|
Interest
income
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(50)
|
|
Interest
expense
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
6,102
|
|
Adjusted
EBITDA
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$
|
(16,031)
|
|
|
|
|
Six Months Ended
June 30, 2021
|
|
GAAP as
reported
|
|
Equity-based
compensation
expense
|
|
Public
company
readiness
expense
|
|
Acquisition
and
integration
expense
|
|
Corporate
headquarters
relocation
expense
|
|
Non-GAAP
|
Revenue
|
$
|
547,237
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
547,237
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Costs and
expenses:
|
|
|
|
|
|
|
|
|
|
|
|
Cost of
revenue
|
489,695
|
|
|
(100)
|
|
|
—
|
|
|
(1,011)
|
|
|
—
|
|
|
488,584
|
|
Technology and
development
|
15,049
|
|
|
(187)
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
14,862
|
|
Sales and
marketing
|
33,689
|
|
|
(452)
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
33,237
|
|
General and
administrative
|
33,955
|
|
|
(2,023)
|
|
|
(843)
|
|
|
(3,363)
|
|
|
(31)
|
|
|
27,695
|
|
Depreciation and
amortization
|
27,313
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
27,313
|
|
Total costs and
expenses:
|
599,701
|
|
|
(2,762)
|
|
|
(843)
|
|
|
(4,374)
|
|
|
(31)
|
|
|
591,691
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss from
operations
|
(52,464)
|
|
|
2,762
|
|
|
843
|
|
|
4,374
|
|
|
31
|
|
|
(44,454)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other (expense)
income
|
|
|
|
|
|
|
|
|
|
|
|
Interest
income
|
18
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
18
|
|
Interest
expense
|
(8,721)
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(8,721)
|
|
Total other
expense
|
(8,703)
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
(8,703)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
loss
|
$
|
(61,167)
|
|
|
|
|
|
|
|
|
|
|
(53,157)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Add back
(deduct)
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation and
amortization
|
|
|
|
|
|
|
|
|
|
|
27,313
|
|
Interest
income
|
|
|
|
|
|
|
|
|
|
|
(18)
|
|
Interest
expense
|
|
|
|
|
|
|
|
|
|
|
8,721
|
|
Adjusted
EBITDA
|
|
|
|
|
|
|
|
|
|
|
$
|
(17,141)
|
|
|
|
|
Six Months Ended
June 30, 2020
|
|
GAAP as
reported
|
|
Equity-based
compensation
expense
|
|
Public
company
readiness
expense
|
|
Acquisition
and
integration
expense
|
|
COVID-19
response
initiatives
|
|
Cares Act
grant
recognition
|
|
Corporate
headquarters
relocation
expense
|
|
Non-
GAAP
|
Revenue
|
$
|
290,427
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
290,427
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Costs and
expenses:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost of
revenue
|
275,294
|
|
|
(117)
|
|
|
—
|
|
|
—
|
|
|
(279)
|
|
|
—
|
|
|
—
|
|
|
274,898
|
|
Technology and
development
|
9,301
|
|
|
(213)
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
9,088
|
|
Sales and
marketing
|
25,238
|
|
|
(553)
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
24,685
|
|
General and
administrative
|
24,196
|
|
|
(473)
|
|
|
(202)
|
|
|
(7,318)
|
|
|
(171)
|
|
|
—
|
|
|
(1,191)
|
|
|
14,841
|
|
Depreciation and
amortization
|
29,467
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
29,467
|
|
CARES Act
grant
|
(13,277)
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
13,277
|
|
|
—
|
|
|
—
|
|
Total costs and
expenses:
|
350,219
|
|
|
(1,356)
|
|
|
(202)
|
|
|
(7,318)
|
|
|
(450)
|
|
|
13,277
|
|
|
(1,191)
|
|
|
352,979
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss from
operations
|
(59,792)
|
|
|
1,356
|
|
|
202
|
|
|
7,318
|
|
|
450
|
|
|
(13,277)
|
|
|
1,191
|
|
|
(62,552)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other (expense)
income
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest
income
|
467
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
467
|
|
Interest
expense
|
(12,512)
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(12,512)
|
|
Total other
expense
|
(12,045)
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
(12,045)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
loss
|
$
|
(71,837)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(74,597)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Add back
(deduct)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation and
amortization
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
29,467
|
|
Interest
income
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(467)
|
|
Interest
expense
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
12,512
|
|
Adjusted
EBITDA
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$
|
(33,085)
|
|
Contribution and Contribution Margin
The following table reconciles Contribution to gross profit
(loss), which is the most directly comparable GAAP measure (in
thousands, except percentages):
|
Three Months Ended
June 30,
|
|
Six Months Ended
June 30,
|
|
2021
|
|
2020
|
|
2021
|
|
2020
|
Revenue
|
$
|
285,580
|
|
$
|
134,331
|
|
$
|
547,237
|
|
$
|
290,427
|
Less: Cost of
revenue
|
(255,188)
|
|
(127,336)
|
|
(489,695)
|
|
(275,294)
|
Less: Depreciation and
amortization
|
(13,482)
|
|
(15,273)
|
|
(27,313)
|
|
(29,467)
|
Gross profit
(loss)
|
$
|
16,910
|
|
$
|
(8,278)
|
|
$
|
30,229
|
|
$
|
(14,334)
|
Gross
margin
|
5.9
|
%
|
|
(6.2)
|
%
|
|
5.5
|
%
|
|
(4.9)
|
%
|
Add
back:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation and
amortization
|
13,482
|
|
15,273
|
|
27,313
|
|
29,467
|
Contribution
|
$
|
30,392
|
|
$
|
6,995
|
|
$
|
57,542
|
|
$
|
15,133
|
Contribution
margin
|
10.6
|
%
|
|
5.2
|
%
|
|
10.5
|
%
|
|
5.2
|
%
|
Supplemental Revenue Information
(in thousands,
except percentages)
|
Three Months Ended
June 30,
|
|
Change
in
|
2021
|
|
2020
|
|
$
|
|
%
|
Flight
|
$
|
212,660
|
|
|
$
|
83,655
|
|
|
$
|
129,005
|
|
|
154
|
%
|
Membership
|
16,188
|
|
|
13,123
|
|
|
3,065
|
|
|
23
|
%
|
Aircraft
management
|
49,955
|
|
|
34,226
|
|
|
15,729
|
|
|
46
|
%
|
Other
|
6,777
|
|
|
3,327
|
|
|
3,450
|
|
|
104
|
%
|
Total
|
$
|
285,580
|
|
|
$
|
134,331
|
|
|
$
|
151,249
|
|
|
113
|
%
|
|
|
(in thousands,
except percentages)
|
Six Months Ended
June 30,
|
|
Change
in
|
2021
|
|
2020
|
|
$
|
|
%
|
Flight
|
$
|
403,134
|
|
|
$
|
203,291
|
|
|
$
|
199,843
|
|
|
98
|
%
|
Membership
|
31,162
|
|
|
26,442
|
|
|
4,720
|
|
|
18
|
%
|
Aircraft
management
|
100,835
|
|
|
55,014
|
|
|
45,821
|
|
|
83
|
%
|
Other
|
12,106
|
|
|
5,680
|
|
|
6,426
|
|
|
113
|
%
|
Total
|
$
|
547,237
|
|
|
$
|
290,427
|
|
|
$
|
256,810
|
|
|
88
|
%
|
View original content to download
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SOURCE Wheels Up