Wheels Up Experience Inc. (NYSE: UP) ("Wheels Up" or the "Company"), a leading provider of on-demand private aviation, today announced that it has entered into a sale-leaseback transaction for a portion of its Phenom and Challenger fleets, and that its first Phenom aircraft equipped with best-in-class Gogo Galileo HDX satellite Wi-Fi has been placed into service. These two milestones further advance the company's fleet modernization strategy, enabling recent and planned future growth in 2026, and continued enhancement of the customer experience.

The Company continues to advance its previously announced fleet modernization strategy focused on scaling its fleet of Bombardier Challenger 300 series and Embraer Phenom 300 series aircraft. With strong underlying demand for its new fleet offerings that support the Company's recently launched Signature membership, in the fourth quarter the Company has acquired or has entered into definitive agreements to acquire 10 additional Challenger and Phenom aircraft, with additional plans to continue to significantly expand those fleets in 2026.

In support of its fleet growth strategy, Wheels Up has entered into an agreement with an institutional capital provider to sell a portion of the Company's Challenger and Phenom fleets – 3 Challenger 300s and 7 Phenom 300s – and enter into long-term operating leases for all 10 aircraft. Wheels Up will continue to operate the aircraft, ensuring uninterrupted access for members and customers, including during the busy holiday flying season. These aircraft have or will be painted, branded, refurbished, and installed with HDX satellite Wi-Fi, consistent with the Company's previously announced plans to create a consistent, best-in-class experience across its entire modernized fleet offering.

The purchase price for the sale is approximately $105 million. Upon closing, proceeds are expected to be used to repay approximately $65 million of the outstanding debt under the Company's revolving equipment notes facility and provide approximately $40 million of cash net proceeds to the company's balance sheet. The cash proceeds and incremental borrowing capacity unlocked by the transaction are expected to support Wheels Up's planned 2026 acquisitions of additional Challenger and Phenom aircraft. The transaction is expected to close before year end and supports Wheels Up's continued shift toward an asset-right operating model designed to improve capital efficiency while delivering to our customers an industry leading fleet.

"The actions we are announcing today reflect disciplined, intentional execution of our transformation strategy," said George Mattson, Chief Executive Officer of Wheels Up. "The sale-leaseback agreement further validates our strategy via the partnership of a sophisticated financial institution, balances our mix of owned and leased aircraft, and supports recent and future sustainable growth by providing additional capacity to continue executing our fleet plan in 2026."

In addition, Wheels Up's first Phenom 300 equipped with the Gogo Galileo HDX satellite Wi-Fi system has officially entered service, marking the start of a fleet-wide upgrade to next-generation Gogo Galileo connectivity. Gogo Galileo HDX delivers enhanced performance through high bandwidth, low latency, global coverage, and support for live streaming and voice telephony, raising the bar for in-flight connectivity across the Wheels Up fleet.

"Both corporate and leisure private aviation travelers expect high speed, seamless connectivity wherever they fly," said George Mattson. "Following FAA approval of the HDX system on the Phenom, we are delighted that Wheels Up's first Galileo HDX-equipped aircraft has entered service. We expect to deliver our first HDX-equipped Challenger aircraft early in 2026 and to move quickly to convert our Phenom and Challenger fleets throughout the year."

These strategic actions build on a year of focused execution, including the launch of Wheels Up Signature Membership and customer-centric improvements to the flying experience.