flyExclusive Receives Notice from NYSE American Regarding Late Filing of Annual Report on Form 10-K
April 22 2024 - 8:30AM
Business Wire
flyExclusive, Inc. (NYSEAMERICAN: FLYX) (“flyExclusive” or the
“Company”) a provider of premium private jet charter experiences,
announced today that on April 17, 2024, it received notice (the
“Notice”) from NYSE American LLC (“NYSE”) stating that the Company
is not in compliance with Section 1007 of the NYSE American Company
Guide because the Company did not timely file its Annual Report on
Form 10-K for the year ended December 31, 2023 (the “Form 10-K”)
with the Securities and Exchange Commission (the “SEC”).
The Notice has no immediate effect on the listing of the
Company’s common stock on the NYSE. The Notice informed the Company
that, pursuant to NYSE rules, the Company has six months from April
16, 2024 to regain compliance with the NYSE listing standards by
filing the Form 10-K with the SEC. If the Company fails to file the
Form 10-K within the six-month period, the NYSE may grant, in its
sole discretion, an extension of up to six additional months for
the Company to regain compliance, depending on the specific
circumstances. The Notice also notes that the NYSE may nevertheless
commence delisting proceedings at any time if it believes, in its
sole discretion, that continued listing and trading of the
Company’s securities on NYSE is inadvisable or unwarranted.
As previously reported by the Company in the Form 12b-25 filed
with the SEC on April 2, 2024, the Company was unable to file the
Form 10-K within the prescribed time period without unreasonable
effort or expense. Subsequent to filing the Form 12b-25, the
Company continued to dedicate significant resources to the
completion of the Form 10-K but was unable to file by April 16,
2024, the end of the extension period provided by the Form 12b-25.
As a newly public company and having become a taxable corporation
in December 2023, the Company requires additional time to complete
the financial reporting and close procedures for the fourth quarter
of fiscal year 2023.
The Company is working diligently to complete the necessary work
to file the Form 10-K as soon as practicable and intends to regain
compliance with the Exchange’s continued listing standards. The
Company currently expects to do so by the end of April, although
there can be no assurance of that timing, nor that the Company will
ultimately regain compliance with all applicable Exchange listing
standards. In addition, the Company reiterated its quiet period
policy, specifically that it does not comment on or update
financial guidance other than through and upon public release of
financial results in a Company-issued broadly distributed press
release and/or a filing with the Securities and Exchange
Commission. Until the Company files the Form 10-K, the Company’s
common stock and warrants will remain listed on the NYSE under the
symbols “FLYX” and “FLYXWS,” respectively, and will be assigned a
“LF” indicator to signify late filing status.
About flyExclusive
flyExclusive is a vertically integrated, FAA-certificated air
carrier providing private jet experiences by offering customers a
choice of on-demand charter, Jet Club, and fractional ownership
services to destinations across the globe. flyExclusive has one of
the world’s largest fleets of Cessna Citation aircraft, and it
operates a combined total of approximately 100 jets, ranging from
light to large cabin sizes. The company manages all aspects of the
customer experience, ensuring that every flight is on a modern,
comfortable, and safe aircraft. flyExclusive’s in-house repair
station, aircraft paint, cabin interior renovation, and avionics
installation capabilities, are all provided from its campus
headquarters in Kinston, North Carolina. To learn more, visit
www.flyexclusive.com.
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 generally are identified by the words
“believe,” “project,” “expect,” “anticipate,” “estimate,” “intend,”
“strategy,” “future,” “opportunity,” “plan,” “may,” “should,”
“will,” “would,” “will be,” “will continue,” “will likely result,”
and similar expressions. 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 risks and uncertainties. Many factors could
cause actual future events to differ materially from the
forward-looking statements in this document, including but not
limited to: the ability of the Company to file timely file its
required annual and quarterly reports with the SEC; the ability of
the Company to regain compliance with NYSE American continued
listing standards and maintain the listing of the Company’s
securities on a national securities exchange; the ability of the
Company to comply with covenants under and repay its debt; the
potential dilution of stock ownership by our capital raising
efforts; management of growth; the outcome of any legal
proceedings; volatility of the price of the Company’s securities
due to a variety of factors, including publication of articles
about the Company by third parties, changes in the competitive and
highly regulated industries in which flyExclusive operates,
variations in operating performance across competitors, changes in
laws and regulations affecting flyExclusive’s business; the ability
to implement business plans, forecasts, and other expectations, and
identify and realize additional opportunities; and the risk of
downturns and a changing regulatory landscape in the highly
competitive aviation industry. The foregoing list of factors is not
exhaustive. You should carefully consider the foregoing factors and
the other risks and uncertainties described in the “Risk Factors”
section of flyExclusive’s registration statement on Form S-1 and
other documents filed by the Company from time to time with the
SEC. 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.
Forward-looking statements speak only as of the date they are made.
Readers are cautioned not to put undue reliance on forward-looking
statements, and the Company assumes no obligation and does not
intend to update or revise these forward-looking statements,
whether as a result of new information, future events, or
otherwise. The Company does not give any assurance that it will
achieve its expectations.
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version on businesswire.com: https://www.businesswire.com/news/home/20240421183445/en/
Media: Jillian Wilson, Marketing Specialist
media@flyexclusive.com
Investor Relations: Sloan Bohlen, Solebury Strategic
Communications investors@flyexclusive.com
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