Wheels Up Experience Inc. · NYSE:UP
Wheels Up Experience — Aspirational Consumer Lifestyle — SPAC Merger (April 2021)
102 slides from Wheels Up Experience's SPAC merger presentation, Apr 16, 2021
Slide 1: Democratizing Private Aviation
Filed by Aspirational Consumer Lifestyle Corp. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Wheels Up Partners Holdings LLC Commission File No. 001-39541 DEMOCRATIZING PRIVATE AVIATION KENNY DIC
Slide 2: Disclaimer
DISCLAIMER CONFIDENTIALITY AND DISCLOSURES This presentation has been prepared for use by Aspirational Consumer Lifestyle Corp. (“Aspirational”) and Wheels Up Partners Holdings LLC (“Wheels Up”) in connection with their proposed business combination. This presentation is for information purposes onl
Slide 3: Use of Projections and Illustrative Presentations
USE OF PROJECTIONS AND ILLUSTRATIVE PRESENTATIONS The financial projections, estimates, targets and illustrative presentations in this presentation are forward-looking statements that are based on assumptions that are inherently subject to significant uncertainties and contingencies, many of which a
Slide 4: Agenda
AGENDA LEADING DEMAND GENERATION OUR ICONIC BRAND MARKETPLACES OPERATIONAL OVERVIEW PLATFORM TECHNOLOGY FINANCIAL OVERVIEW ESG & OPPORTUNITIES FOR GROWTH DEMOCRATIZING PRIVATE AVIATION KENNY DICHTER FOUNDER & CEO JASON HOROWITZ CHIEF BUSINESS OFFICER TOM BERGESON CHIEF OPERATING OFFICER DAN CROWE CH
Slide 5: Video Slide
VIDEO SLIDE
Slide 6: Visionary Team with Proven Operational Excellence
VISIONARY TEAM WITH PROVEN OPERATIONAL EXCELLENCE WHEELS UP MANAGEMENT TEAM KENNY DICHTER FOUNDER & CHIEF EXECUTIVE OFFICER LT GEN THOMAS BERGESON CHIEF OPERATING OFFICER DAN CROWE CHIEF INFORMATION OFFICER GREG GREELEY CHAIRMAN, MARKETPLACE LEE APPLBAUM CHIEF MARKETING OFFICER LEE GOSSETT CHIEF FLI
Slide 7: Supported by a Deep and Experienced Board
SUPPORTED BY A DEEP AND EXPERIENCED BOARD POST-TRANSACTION BOARD DIRECTORS CHIH T. CHUENG MARC FARRELL ADM MICHAEL G. MULLEN DAVID J. ADELMAN KENNY DICHTER TIM J. ARMSTRONG ERIC PHILLIPS RAVI THAKRAN ERIK SNELL BRIAN J. RADECKI SUSAN SCHUMAN STRATEGIC ADVISORS ALAN GOLDFARB ROBERT F. MEHMEL EDITH CO
Slide 8: Wheels Up Is Democratizing Private Aviation
WHEELS UP IS DEMOCRATIZING PRIVATE AVIATION WITH A NEXT-GENERATION, TECHNOLOGY- DRIVEN PLATFORM, MAKING IT ACCESSIBLE FOR MILLIONS OF CONSUMERS.
Slide 9: Wheels Up Connects Flyers to Private Aircraft
WHEELS UP CONNECTS FLYERS TO PRIVATE AIRCRAFT – AND ONE ANOTHER DELIVERING EXCEPTIONAL, PERSONALIZED EXPERIENCES POWERING A MARKETPLACE WITH... ...MILLIONS OF CONSUMERS ...TENS OF THOUSANDS OF AIRCRAFT WHEELS UP 9
Slide 10: Democratization of Private Aviation Will Unlock an Even Larger TAM
DEMOCRATIZATION OF PRIVATE AVIATION WILL UNLOCK AN EVEN LARGER TAM U.S. ADDRESSABLE MARKET 2025 DEMOCRATIZED TAM ~$80Bn(3)(4)(5) CURRENT DEMOCRATIZED TAM ~$51Bn(3)(4)(5) CURRENT PRIVATE AVIATION MARKET $31Bn(2) WHEELS UP TODAY ~$695MM(1) NOTES: 1. REPRESENTS 2020 REVENUE 2. U.S. PASSENGER CHARTER MA
Slide 11: Private Aviation Industry Structure
PRIVATE AVIATION INDUSTRY STRUCTURE SIZE OF ADDRESSABLE MARKET ANNUAL COST & LENGTH OF COMMITMENT FOR CONSUMER LARGEST CAPITAL OUTLAY FULL OWNERSHIP CAPITAL OUTLAY, HOURLY COSTS, & MONTHLY MANAGEMENT FEES FRACTIONAL OWNERSHIP PRE-PURCHASED FLIGHT TIME JET CARD PROGRAMS MEMBERSHIP BENEFITS + PAY AS Y
Slide 12: Fragmented Industry of Underutilized Assets
FRAGMENTED INDUSTRY OF UNDERUTILIZED ASSETS PRIVATE AVIATION IN THE UNITED STATES ~1,900 OVER 1,900 AIRCRAFT OPERATORS(1) 8% TOP 10 OPERATORS CONTROL 8% OF CAPACITY(1) ~20,000 PRIVATE PLANES(2) 97% AVERAGE PLANE SITS IDLE 97% OF THE TIME(3) <10 MORE THAN 1,800 OPERATORS CONTROL LESS THAN 10 AIRCRAFT
Slide 13: Founded to Disrupt the Private Aviation Industry
FOUNDED TO DISRUPT THE PRIVATE AVIATION INDUSTRY Berkshire’s NetJets buys Marquis Jet card company WHEELS UP AND READY FOR TAKEOFF Unicorn Wheels Up Sees A Future Being Valued Like Uber Or Amazon, And It May Have A Point
Slide 14: The History of Wheels Up
THE HISTORY OF WHEELS UP LAUNCH OF DELTA PARTNERSHIP LAUNCHED LIGHT JET PROGRAM SOLD 10,000TH CORE/BUSINESS MEMBERSHIP NO.1 ON DEMAND FLIGHTS IN U.S. TRANSFORMATIVE ACQUISITION AIRCRAFT MANAGEMENT AND MAINTENANCE SOLD 5,000TH CORE/BUSINESS MEMBERSHIP INTRODUCED LOWER PRICE CONNECT MEMBERSHIP ORDERED
Slide 15: Important Strategic Transactions Have Transformed Wheels Up
IMPORTANT STRATEGIC TRANSACTIONS HAVE TRANSFORMED WHEELS UP KEY ACQUISITIONS AND PARTNERSHIPS HAVE FURTHER ENHANCED OUR VALUE PROPOSITION AND BROADENED OUR OPERATIONS SCALING “ASSET-RIGHT” FLEET AND ENHANCING CAPABILITIES ADDED FLIGHT OPERATIONS AND AIRCRAFT MANAGEMENT CAPABILITIES (112 AIRCRAFT) AD
Slide 16: Market Leader with Consistent Track Record of Growth
MARKET LEADER WITH CONSISTENT TRACK RECORD OF GROWTH AND INNOVATION BLUE CHIP INVESTORS & PARTNERS: ~1,500 WHEELS UP AND PARTNER AIRCRAFT #1 2,137 ON-DEMAND PROVIDER(1) TOTAL REVENUE ($MM) 1,736 59% 1,407 ~45,000 MEMBER GROWTH(2) LIVE FLIGHT LEGS(2) 1,140 912 695 ~11K ACTIVE USERS ~150K PASSENGERS F
Slide 17: Marketplaces
MARKETPLACES GREG GREELEY CHAIRMAN MARKETPLACE
Slide 18: Where Digital Marketplaces Thrive
WHERE DIGITAL MARKETPLACES THRIVE 1 2 4 3 LEGACY TECHNOLOGY UNNECESSARY CONSTRAINTS UNLOCK SUPPLY & DEMAND HIGHLY FRAGMENTED MARKET WHEELS UP 18
Slide 19: Private Aviation Industry Primed for Disruption
CURRENT PRIVATE AVIATION INDUSTRY PRIMED FOR DISRUPTION WHEELS UP HAS THE PLATFORM AND TECHNOLOGY TO REVOLUTIONIZE PRIVATE AVIATION OPERATOR MARKET IS HIGHLY FRAGMENTED TOP 10 OPERATORS CONTROL ONLY 8% OF INDUSTRY CAPACITY (1) 1,800+ OPERATORS CONTROL FEWER THAN 10 AIRCRAFT (1) LEGACY TECHNOLOGY CAN
Slide 20: Uniquely Positioned as a Total Private Aviation Solution
UNIQUELY POSITIONED AS A TOTAL PRIVATE AVIATION SOLUTION THIRD PARTY AND MANAGED FLEET LUXURY PARTNERSHIPS EVENTS AND EXPERIENCES OWNED FLEET GENERATES SIGNIFICANT DEMAND OPTIMIZES FRAGMENTED SUPPLY FLEET BRAND AMBASSADOR PROGRAM AIRCRAFT LOGISTICS WHEELS UP PLATFORM WHEELS UP DIGITAL PLATFORMS PROP
Slide 21: Our Iconic Brand
OUR ICONIC BRAND LEE APPLBAUM CHIEF MARKETING OFFICER FRANCESCA MOLINARI CHIEF PEOPLE OFFICER
Slide 22: Generating Significant Demand
GENERATING SIGNIFICANT DEMAND LUXURY PARTNERSHIPS THIRD PARTY AND MANAGED FLEET EVENTS AND EXPERIENCES OWNED FLEET OPTIMIZES FRAGMENTED SUPPLY GENERATES SIGNIFICANT DEMAND FLEET AIRCRAFT LOGISTICS AMBASSADOR PROGRAM BRAND WHEELS UP PLATFORM MAINTENANCE SERVICE WHEELS UP DIGITAL PLATFORMS ORGANIZES C
Slide 23: Our Mission and Vision
OUR MISSION AND VISION WE CONNECT FLYERS TO PRIVATE AIRCRAFT— AND ONE ANOTHER—TO DELIVER EXCEPTIONAL, PERSONALIZED EXPERIENCES. AND WE’RE BUILDING AN INNOVATIVE MARKETPLACE TO DO SO AT SCALE. WHEELS UP 23
Slide 24: Wheels Up Is Democratizing Private Aviation
WHEELS UP IS DEMOCRATIZING PRIVATE AVIATION WITH A NEXT-GENERATION, TECHNOLOGY- DRIVEN PLATFORM, MAKING IT ACCESSIBLE FOR MILLIONS OF CONSUMERS.
Slide 25: Significant Tailwinds Underpin Private Aviation Market Growth
SIGNIFICANT TAILWINDS UNDERPIN PRIVATE AVIATION MARKET GROWTH IN EXPERIENCE ECONOMY EXPERIENCES ACCOUNT FOR OVER 65% OF DISCRETIONARY SPENDING (1) CONSUMERS ACROSS ALL AGE GROUPS AND INCOME BRACKETS REPORT THEY MISS TRAVELING MORE THAN ANYTHING ELSE (2) SHARED ECONOMY WILL INCREASE ASSET UTILIZATION
Slide 26: Democratization of Private Aviation Will Unlock an Even Larger TAM
DEMOCRATIZATION OF PRIVATE AVIATION WILL UNLOCK AN EVEN LARGER TAM WHEELS UP EXPANDS THE MARKET OPPORTUNITY THROUGH DEMOCRATIZATION U.S. ADDRESSABLE MARKET 17.9 2025 DEMOCRATIZED TAM ~$80Bn(3)(4)(5) 1.9 0.1 0.9 CURRENT DEMOCRATIZED TAM ~$51Bn(3)(4)(5) $1-5MM $5-10MM $10-50MM $50MM CURRENT ESTIMATED
Slide 27: Systematically Built a Trusted and Iconic Lifestyle Brand
WE HAVE SYSTEMATICALLY BUILT A TRUSTED AND ICONIC LIFESTYLE BRAND... BUILDING THE BRAND THROUGH TRADITIONAL AND DIGITAL MEDIA, UNIQUE EXPERIENCES, BRAND ACTIVATION AND EVENTS CARING RESPECTED TRUSTED Flown by business travelers and senior executives who value efficiency, security and reliability Lar
Slide 28: Powerful 100+ Ambassador Program
POWERFUL 100+ AMBASSADOR PROGRAM INFLUENCERS WITH BROAD SOCIAL REACH SERENA WILLIAMS LINDSEY VONN RICKIE FOWLER TOM BRADY 12.7MM+ 2.1MM+ 1.8MM+ 7.8MM+ 4.6MM+ 1.3MM+ 165K+ 6.4MM+ 1.3MM+ 1.0MM+ 1.6MM+ 10.8MM+ RUSSELL WILSON CIARA WILSON J.J. WATT JOEY LOGANO 4.9MM+ 26.8MM+ 4MM+ 200K+ 2.1MM+ 185K+ 13MM
Slide 29: Our Brand Ambassadors
OUR BRAND AMBASSADORS ICONIC AMBASSADORS WHO AUTHENTICALLY HALO OUR BRAND SOCIAL MEDIA ADVERTISING EVENTS LEVERAGING THESE ICONIC AND INFLUENTIAL FIGURES ACROSS OUR ENTIRE ECOSYSTEM TO CONNECT WITH PROSPECTIVE CUSTOMERS AND ENGAGE WITH EXISTING MEMBERS
Slide 30: Signature Events
SIGNATURE EVENTS UNPARALLELED EVENTS & EXPERIENCES THAT ENGENDER LOYALTY WHEELS DOWN IN AUGUSTA OUR SIGNATURE SERIES OF WHEELS UP EXPERIENCES HELP ELEVATE LIFE ON THE GROUND FOR MEMBERS DURING SOME OF THE BIGGEST, MOST HIGH-PROFILE EVENTS OF THE YEAR. Wheels Up Members are invited to Augusta for an
Slide 31: Virtual Events
VIRTUAL EVENTS DURING THE COVID-19 PANDEMIC, WHEELS UP PIVOTED IN AN INNOVATIVE WAY TO BRING MEMBERS EVENTS AT HOME VIRTUAL EVENTS WILL CONTINUE TO BE A PART OF OUR EVENT OFFERING BRINGING MEMBERS THE OPPORTUNITY TO GET IN FRONT OF INFLUENCERS ACROSS SPORTS, CULINARY ARTS, PHILANTHROPY, CULTURE AND
Slide 32: Leading Brands Partner with Wheels Up
LEADING BRANDS PARTNER WITH WHEELS UP WHEELS UP HAS BUILT A TRUSTED AND ICONIC LIFESTYLE BRAND CONSISTENTLY DELIVERING AMAZING EXPERIENCES IN THE AIR AND ON THE GROUND. WE HAVE PARTNERED WITH BRANDS ACROSS THE FOLLOWING VERTICALS TO ENHANCE THE WHEELS UP MEMBER OVERALL MEMBERSHIP EXPERIENCE: TRAVEL
Slide 33: Our Social Responsibility
OUR SOCIAL RESPONSIBILITY SOCIAL RESPONSIBILITY THAT ENHANCES BRAND AFFINITY AND CREATES MEANINGFUL VALUE FOR THE CHARITIES WHEELS UP 33 WHEELS UP 33
Slide 34: Focus on Diversity, Equity, and Inclusion: Outside Wheels Up
WHEELS UP FOCUS ON DIVERSITY, EQUITY, AND INCLUSION OUTSIDE WHEELS UP $400Bn SPENT IN 2019 (1) INDUSTRY LEADER In 2019, Women, African Americans, Hispanics, and the LGBTQ+ community spent a combined $400 billion+ on travel in the United States, yet they have largely been ignored by the private aviat
Slide 35: Focus on Diversity, Equity, and Inclusion: Inside Wheels Up
WHEELS UP FOCUS ON DIVERSITY, EQUITY, AND INCLUSION INSIDE WHEELS UP DIVERSITY AT THE TOP SUPPORT FOR ALL TYPES OF FAMILIES Diversity starts with the Executive Leadership team and Board of Directors Our comprehensive benefits offering supports the medical, emotional and financial well-being of our e
Slide 36: Leading Demand Generation
LEADING DEMAND GENERATION JASON HOROWITZ CHIEF BUSINESS OFFICER
Slide 37: Our Solution
OUR SOLUTION POWER A MARKETPLACE WITH... ...MILLIONS OF CONSUMERS ...TENS OF THOUSANDS OF AIRCRAFT WHEELS UP 37
Slide 38: Membership Value in the Air and on the Ground
MEMBERSHIP VALUE IN THE AIR AND ON THE GROUND TOTAL AVIATION SOLUTION DIGITAL CONVENIENCE ELEVATED LIFESTYLE ACCESS TO ONE OF THE WORLD’S LARGEST COMBINED FLEETS OF OWNED, LEASED, MANAGED AND THIRD-PARTY AIRCRAFT SEAMLESS CONTROL OF MEMBERSHIP EXPERIENCE, INCLUDING CUTTING-EDGE DIGITALLY ENABLED OFF
Slide 39: Multi-Tier Membership Offering Addresses Broader Market
MULTI-TIER MEMBERSHIP OFFERING ADDRESSES BROADER MARKET OVER 9,200 ACTIVE MEMBERS(1) 275% YOY GROWTH CONNECT MEMBERS(2) BUSINESS CORE CONNECT (2019) (2013) (2013) 59% YOY GROWTH ACTIVE MEMBERS(2) EXPANDING THE TAM NOTES: 1. AT YEAREND 2020 2. 2020 VERSUS 2019
Slide 40: Industry Leading Membership Model
INDUSTRY LEADING MEMBERSHIP MODEL KING AIR 350i LIGHT JET CONNECT MIDSIZE JET CORE JOIN PAY TO TRAVEL PAY DUES BUSINESS SUPER MIDSIZE JET LARGE CABIN JET PREPAID BLOCKS JOINING THE CLUB PAY AS YOU FLY MEMBERS CAN PAY ON A FLIGHT-BY-FLIGHT BASIS AS AND WHEN THEY BOOK FLIGHTS. MEMBERS CAN PRE-PAY FOR
Slide 41: Terms That Drive Product Segmentation
TERMS THAT DRIVE PRODUCT SEGMENTATION CONNECT CORE BUSINESS ONE-TIME INITIATION FEE $2,995 $17,500 $29,500 ANNUAL DUES (STARTING YEAR 2) $2,495 $8,500 $14,500 AUTHORIZED LEAD PASSENGERS 6 4 2 DYNAMIC PRICING DYNAMIC PRICING WITH CAPPED RATE PROTECTION DYNAMIC PRICING WITH CAPPED RATE PROTECTION HOUR
Slide 42: Dynamic Pricing Coupled with Capped Hourly Price Protection
DYNAMIC PRICING COUPLED WITH CAPPED HOURLY PRICE PROTECTION CUSTOMER GETS BEST PRICING IN BOTH SCENARIOS! NO PRICE REDUCTIONS ON LOW DEMAND DAYS CHARTER BROKER JET CARD $ $ $ $ LOW DEMAND DAYS $ $ $ $ $ $ $ $ PEAK TRAVEL DAYS PRICES SURGE ON THE BUSIEST DAYS WHEELS UP 42
Slide 43: Fast-Growing Membership Drives Favorable Economics
FAST-GROWING MEMBERSHIP DRIVES FAVORABLE ECONOMICS CUSTOMER LOYALTY AND ENGAGEMENT PREDICTABLE REVENUE AND FLIGHT DEMAND BLOCKS FOCUS ON VALUE ENHANCEMENT DRIVES HIGH MEMBER ENGAGEMENT AND RETENTION GROWING MEMBERSHIP AND CONSISTENT PURCHASE BEHAVIOR PROVIDE STRONG FORWARD REVENUE VISIBILITY AND PRE
Slide 44: Opening the Aperture to an Expansive Base of Non-Members
OPENING THE APERTURE TO AN EXPANSIVE BASE OF NON-MEMBERS APP EXPANDS THE ADDRESSABLE MARKET AND FURTHER DEMOCRATIZES PRIVATE AVIATION NON-MEMBERS WITH DOWNLOADED APP APP DOWNLOADS BUILDS A LARGER BASE OF CUSTOMERS WITH OPPORTUNITY TO UPSELL INTO MEMBERSHIPS NON-MEMBERS WHO FLY WITH WHEELS UP ON-DEMA
Slide 45: Additional Channels Driving Demand
ADDITIONAL CHANNELS DRIVING DEMAND WHOLESALE OPERATIONS DELTA AIR LINES PARTNERSHIPS STRATEGIC RELATIONSHIP WITH DELTA AIR LINES PROVIDES EXPOSURE TO HIGH-VALUE DELTA INDIVIDUAL AND CORPORATE CUSTOMERS THROUGH CO-MARKETING PRODUCTS, FEATURES AND BENEFITS. PARTNERSHIPS WITH LEADING BRANDS ACROSS MULT
Slide 46: Social Aviation Reduces Costs and Expands TAM
SOCIAL AVIATION REDUCES COSTS AND EXPANDS TAM POWER OF FLIGHT SHARING SHARED FLIGHTS WHEELS UP SHUTTLES $ MEMBERS CAN CROWD-SOURCE AND SPLIT THE COST OF A FLIGHT WITH LIKE-MINDED TRAVELERS REDUCING THEIR COST BY 50% OR MORE BY-THE-SEAT FLIGHT OPPORTUNITIES ON PRE-DETERMINED AND POPULAR ROUTES, SUCH
Slide 47: Driving Demand by Expanding the SAM and the TAM
DRIVING DEMAND BY EXPANDING THE SAM AND THE TAM BUSINESS MEMBERSHIP PARTNERSHIPS WHOLESALE FULL OWNERSHIP CORE MEMBERSHIP FRACTIONAL OWNERSHIP JET CARD PROGRAMS MEMBERSHIP PROGRAMS CHARTER COMMERCIAL AGREEMENT CONNECT MEMBERSHIP WHEELS UP APP WHEELS UP 47
Slide 48: Operational Overview
OPERATIONAL OVERVIEW TOM BERGESON CHIEF OPERATING OFFICER
Slide 49: Optimizing Supply and Organizing a Complex Ecosystem
OPTIMIZING SUPPLY AND ORGANIZING A COMPLEX ECOSYSTEM THIRD PARTY AND MANAGED FLEET OWNED FLEET LUXURY PARTNERSHIPS EVENTS AND EXPERIENCES OPTIMIZES FRAGMENTED SUPPLY GENERATES SIGNIFICANT DEMAND FLEET AIRCRAFT LOGISTICS BRAND AMBASSADOR PROGRAM WHEELS UP PLATFORM WHEELS UP DIGITAL PLATFORMS PROPRIET
Slide 50: Our Solution
OUR SOLUTION POWER A MARKETPLACE WITH... ...TENS OF THOUSANDS OF AIRCRAFT ...MILLIONS OF CONSUMERS WHEELS UP 50
Slide 51: Our Commitment: Right Plane, Right Place, Right Time
OUR COMMITMENT... HAVE THE RIGHT PLANE... IN THE RIGHT PLACE... AT THE RIGHT TIME.
Slide 52: Industry Regulations
INDUSTRY REGULATIONS PART 91 NON-COMMERCIAL PART 135 COMMERCIAL PART 145 MAINTENANCE CERTIFICATION Ŋ PRIVATE USE ONLY Ŋ NO COMPENSATION Ŋ NO REIMBURSEMENT FOR FLIGHT COSTS Ŋ REDUCED SAFETY REGULATIONS Ŋ LESS RESTRICTIVE CREW DUTY TIME/REST REQUIREMENTS Ŋ ENHANCED SAFETY REQUIREMENTS Ŋ MANDATORY DRUG
Slide 53: Where It Gets Complex
WHERE IT GETS COMPLEX FLIGHT PLANNING UNSCHEDULED MAINTENANCE UNSCHEDULED MAINTENANCE SAFETY & COMPLIANCE DYNAMIC SCHEDULING CREW SERVICE TIME SCHEDULED MAINTENANCE ADVERSE WEATHER AIRCRAFT LOCATION AIRPORT HOURS COMPLEX OPERATIONS FORECASTED WEATHER PASSENGER SCHEDULING AIRCRAFT DESTINATION FBO COO
Slide 54: Aircraft Are Expensive to Own and Operate
AIRCRAFT ARE EXPENSIVE TO OWN AND OPERATE $ $ $ $ $ $ FIXED COSTS VARIABLE COSTS OPPORTUNITY COSTS Ŋ EMPTY REPOSITIONING Ŋ OUT OF SERVICE TIME (MAINTENANCE) Ŋ AIRCRAFT SITTING IDLE Ŋ FUEL Ŋ FIXED BASE OPERATION (FBO) FEES Ŋ UNSCHEDULED MAINTENANCE Ŋ CLEANING Ŋ AIRPORT CHARGES Ŋ DEBT/LEASE PAYMENTS Ŋ
Slide 55: Our Opportunity
OUR OPPORTUNITY COMPLEXITY DRIVES CHALLENGES... FRAGMENTED SUPPLY UNDERUTILIZED ASSETS OUTDATED TECHNOLOGY ...WHICH CREATE OPPORTUNITY INEFFICIENT MATCHING OF SUPPLY WITH DEMAND OPAQUE PRICING AND INACCESSIBILITY WHEELS UP 55
Slide 56: Industry's Largest, Most Diverse Fleet
WHEELS UP OFFERS THE INDUSTRY’S LARGEST, MOST DIVERSE FLEET ASSET-RIGHT MIX OF AIRCRAFT SUPPORTS FULFILLMENT OF SCALING DEMAND OWNED / LEASED MANAGED THIRD PARTY NETWORK QUALITY CONTROL Safety Vetted and Verified Aircraft to ensure consistency of experience across fleet type GROWTH POTENTIAL 170 AIR
Slide 57: Our Owned/Leased Fleet
OUR OWNED/LEASED FLEET KING AIR 350i HAWKER 400XP CITATION EXECL/XLS CITATION X GULFSTREAM 450 3 LARGE CABIN JETS 16 MIDSIZE JETS 85 TURBOPROPS 38 SUPERMID JETS 28 LIGHT JETS 170 AIRCRAFT ~675 PILOTS OPERATING AS A "FLOATING FLEET" OPERATED BY UNDER PART 135 WHEELS UP 57
Slide 58: Managed Aircraft
MANAGED AIRCRAFT AIRCRAFT OWNERS PAY MONTHLY MANAGEMENT FEE TO WHEELS UP OWNERS MAKE AIRCRAFT AVAILABLE TO FULFILL WHEELS UP DEMAND ADVANTAGES TO OWNERS LIGHT JETS SUPERMID JETS Ŋ EASY CONVERSION FROM PART 91 TO PART 135 Ŋ AVIANIS TO CONNECT TO MARKETPLACE Ŋ OPPORTUNITY TO CHARTER TO OFFSET COSTS Ŋ
Slide 59: Third Party Network
THIRD PARTY NETWORK 100+ THIRD PARTY OPERATORS 1,200+ AIRCRAFT ASSET LIGHT SAFETY VETTED AND VERIFIED RAPID AND CAPITAL EFFICIENT SCALING NORTH AMERICA AND EUROPE FLEXIBILITY SUPPORTS NETWORK OPTIMIZATION WHEELS UP 59
Slide 60: Advantages of Asset-Right Aircraft Network
ADVANTAGES OF ASSET-RIGHT AIRCRAFT NETWORK FLEXIBILITY DRIVES NETWORK EFFECTS CAPITAL EFFICIENT SCALING OWNED / LEASED MANAGED THIRD PARTY NETWORK EXPANDED FLEET= INCREASED DEMAND/FLIGHT SPEND WHEELS UP 60
Slide 61: Network Effects
NETWORK EFFECTS UTILITY(1) EFFICIENCY(2) INCREASING UTILIZATION ON FIXED ASSETS REDUCING NON-REVENUE REPOSITIONING FLYING IMPROVE DISPATCH AVAILABILITY REDUCE REPOSITIONING Having aircraft ready with paired crew and available for customer flights Scale means greater opportunity to have aircraft clos
Slide 62: Transitioning to In-House Maintenance
TRANSITIONING TO IN-HOUSE MAINTENANCE Ŋ LOWER MAINTENANCE COSTS Ŋ IMPROVE RELIABILITY Ŋ IMPROVE AIRCRAFT AVAILABILITY Ŋ HIGHER AVAILABILITY = HIGHER UTILIZATION Ŋ MAINTENANCE FOR RETAIL SCHEDULED MAINTENANCE NON-SCHEDULED MAINTENANCE (MOBILE)
Slide 63: The Uberization of Private Aviation
THE UBERIZATION OF PRIVATE AVIATION HOME-BASED FLEET FLOATING FLEET PROS CONS PROS CONS AIRCRAFT RETURN TO BASE PILOTS HOME REGULARLY MAINTENANCE DONE LOCALLY NOT IDEAL FOR ASSET UTILIZATION COST NEEDS TO INCLUDE ROUND TRIP HARDER TO RECOVER DRAMATICALLY MORE COMPLICATED NO HOME BASE PILOTS TRAVEL T
Slide 64: The Complexity and Benefits of Scale
THE COMPLEXITY AND BENEFITS OF SCALE WHEELS UP 64
Slide 65: Our Commitment: Right Plane, Right Place, Right Time
OUR COMMITMENT... HAVE THE RIGHT PLANE... IN THE RIGHT PLACE... AT THE RIGHT TIME.
Slide 66: Platform Technology
PLATFORM TECHNOLOGY DAN CROWE CHIEF INFORMATION OFFICER DANIEL THARP CHIEF PLATFORM OFFICER
Slide 67: Technology Matching Supply and Demand
TECHNOLOGY MATCHING SUPPLY AND DEMAND LUXURY PARTNERSHIPS EVENTS AND EXPERIENCES THIRD PARTY AND MANAGED FLEET OWNED FLEET GENERATES SIGNIFICANT DEMAND OPTIMIZES FRAGMENTED SUPPLY AMBASSADOR PROGRAM BRAND FLEET AIRCRAFT LOGISTICS WHEELS UP PLATFORM WHEELS UP DIGITAL PLATFORMS MAINTENANCE SERVICE PRO
Slide 68: Three Tiers of Wheels Up Technology
THREE TIERS OF WHEELS UP TECHNOLOGY SECURE, SCALABLE, CLOUD-BASED INFRASTRUCTURE FRONT END BACK END MIDDLE TIER CONSUMER DIGITAL EXPERIENCE SUPPLIER AND OPERATIONAL PLATFORMS DATA SCIENCE AND OPTIMIZATION WHEELS UP 68
Slide 69: Consumer Technology Makes It Easy to Search, Book and Fly
CONSUMER TECHNOLOGY MAKES IT EASY TO SEARCH, BOOK AND FLY "USING THE APP MADE ME WANT TO JOIN. IT WAS VERY EASY TO USE AND TRANSPARENT" 4.9 STARS FOR iOS APP PRIVATE JET CARD COMPARISONS APRIL 2021 SEARCH FEASIBILITY AVAILABILITY PRICING REAL-TIME BOOKING PROPRIETARY TECHNOLOGY ASSETS CONSUMER BENEF
Slide 70: Exciting Enhancements Coming to Our Digital Experience
EXCITING ENHANCEMENTS COMING TO OUR DIGITAL EXPERIENCE ALL NEW APP AND WEB EXPERIENCE FOR 2021 Ŋ ENHANCED LOOK AND FEEL COMMENSURATE WITH OUR BRAND Ŋ IMPROVED PERSONALIZATION THROUGH CUSTOMER DATA PLATFORM Ŋ RICHER DIGITAL COMMUNICATIONS Ŋ MERCHANDISING AND PROMOTION FEATURES Ŋ MORE FLIGHT OPTIONS Ŋ
Slide 71: Data Science and Optimization
DATA SCIENCE AND OPTIMIZATION TECHNOLOGY POWERS OUR MARKETPLACE PROPRIETARY TECHNOLOGY SOLVES COMPLEX PROBLEMS Ŋ DYNAMIC PRICING & FEASIBILITY IN REAL TIME Ŋ SCHEDULE OPTIMIZATION Ŋ EFFECTIVE REVENUE MANAGEMENT LEVERAGES OUR DATA SCIENCE CAPABILITIES Ŋ AI / MACHINE LEARNING Ŋ PREDICTIVE ANALYTICS Ŋ
Slide 72: Proprietary Algorithms and Data Create a Deep Moat
WHEELS UP PROPRIETARY ALGORITHMS AND DATA CREATE A DEEP MOAT WE CAPTURE MORE DATA DUE TO OUR SCALE CREATING BENEFITS FOR MARKETPLACE PARTICIPANTS DATA LAYER PROPRIETARY PLATFORM BEHAVIORAL DATA CUSTOMER DATA APP SEARCH DATA SEASONAL TRENDS TRANSACTION DATA FOR OPERATORS • IMPROVE ASSET UTILIZATION •
Slide 73: Wheels Up Supply-Side Technology Ecosystem
THE WHEELS UP SUPPLY-SIDE TECHNOLOGY ECOSYSTEM OPEN PLATFORM & MANAGED SERVICES FLIGHT MANAGEMENT SYSTEM A SOPHISTICATED TECHNOLOGY ECOSYSTEM THAT CANNOT BE EASILY REPLICATED AN INTEGRATED OPERATIONS PLATFORM AT THE CORE OF THE MARKETPLACE SOME OF THE LARGEST FLEET OPERATIONS IN THE WORLD USE WHEELS
Slide 74: Where It Gets Complex
WHERE IT GETS COMPLEX FLIGHT PLANNING UNSCHEDULED MAINTENANCE UNSCHEDULED MAINTENANCE SAFETY & COMPLIANCE DYNAMIC SCHEDULING BACKUP PLANS AIRCRAFT LOCATION ADVERSE WEATHER SCHEDULED MAINTENANCE AIRPORT HOURS COMPLEX OPERATIONS FORECASTED WEATHER PASSENGER SCHEDULING AIRCRAFT DESTINATION FBO COORDINA
Slide 75: The Avianis Flight Management System
THE AVIANIS FLIGHT MANAGEMENT SYSTEM CUSTOMER SERVICE FUNCTIONS FLEET MANAGEMENT FUNCTIONS BOOKING MANAGEMENT FLYER COMMUNICATIONS EVENT / CASE MANAGEMENT TRIP TASKING FLIGHT MONITORING / TRACKING TRIP SERVICES MANAGEMENT FBO COORDINATION AIRCRAFT SCHEDULING CREW SCHEDULING FLIGHT PLANNING CREW RECO
Slide 76: Global Aircraft Search Engine
GLOBAL AIRCRAFT SEARCH ENGINE FEASIBILITY HIGH FIDELITY INVENTORY / FLEET AVAILABILITY INTEGRATED, REAL-TIME FLIGHT FEASIBILITY AND SAFETY CHECKS ON ALL MARKETPLACE TRANSACTIONS REAL-TIME AIRCRAFT SCHEDULES, AIRCRAFT MAINTENANCE STATUS AND FLIGHT CREW AVAILABILITY GLOBAL AIRCRAFT SEARCH ENGINE PROVI
Slide 77: Open Platform, 3rd Party Services
OPEN PLATFORM, 3RD PARTY SERVICES TRIP SERVICES CHARTER Ŋ AN OPEN PLATFORM TO INTEGRATE 3RD PARTY FLEET MANAGEMENT SYSTEMS Ŋ DIGITAL CONNECTIVITY TO WHEELS UP DEMAND Ŋ BROAD ECOSYSTEM OF INTEGRATED 3RD PARTY SERVICE PROVIDERS AND TECHNOLOGIES - FLIGHT PLANNING - FLIGHT TRACKING - INTERNATIONAL TRIP
Slide 78: The Complete Industry Platform
THE COMPLETE INDUSTRY PLATFORM FLIGHT TRACKING REAL-TIME GLOBAL AIRCRAFT POSITIONING SAFETY VETTING TRANSACTIONAL REGULATORY RISK ANALYSIS HIGH FIDELITY INVENTORY / FLEET AVAILABILITY FEASIBILITY TRIP SERVICES CATERING, HOTELS, GROUND TRANSPORTATION FLIGHT PLANNING REAL-TIME FLIGHT TIMES AND ROUTING
Slide 79: End-to-End Technology Platform
END-TO-END TECHNOLOGY PLATFORM DATA SCIENCE, PRICING & OPTIMIZATION CONSUMER DIGITAL EXPERIENCE SUPPLIER & OPERATIONS PLATFORM
Slide 80: Financial Overview
FINANCIAL OVERVIEW ERIC JACOBS CHIEF FINANCIAL OFFICER
Slide 81: Diversified and Evolving Business Model
DIVERSIFIED AND EVOLVING BUSINESS MODEL 17% CAGR $121 MEMBERSHIP REVENUE ($MM) MEMBERSHIP REVENUE • CORE REFLECTS BOTH INDIVIDUAL AND CORPORATE MEMBERS(1) • ONE-TIME MEMBERSHIP INITIATION FEE • HIGHLY VISIBLE, RECURRING MEMBERSHIP RENEWAL FEES $103 $87 $74 $62 $55 BUSINESS/CORE CONNECT 2020A 2021E 2
Slide 82: Membership Revenue
MEMBERSHIP REVENUE INITIATION FEES × ANNUAL DUES(2) BUSINESS: $14,500 CORE: $8,500 CONNECT: $2,495 AVERAGE ACTIVE MEMBERS(1) ANNUAL BLENDED FEE ACTIVE MEMBERS(1) EVOLVING MEMBER BASE 9,212 2018A 2020A 5,787 28% 4,664 4,073 100% 72% 2,812 2020A 2018A 2017A 2016A 2019A BUSINESS/CORE CONNECT BUSINESS/C
Slide 83: Flight Revenue
FLIGHT REVENUE × KEY DRIVERS REVENUE PER LEG NUMBER OF LIVE LEGS(1) • DEMAND (RETAIL & WHOLESALE) • CABIN CLASS MIX • DYNAMIC PRICING • STAGE LENGTH • DEMAND (MEMBER & NON-MEMBER) • BLOCKS PROVIDE GREAT VISIBILITY INTO FUTURE DEMAND CABIN CLASS MIX SUPERMID JET CURRENT 2018A LARGE CABIN JET TURBOPRO
Slide 84: Aircraft Management Revenue
AIRCRAFT MANAGEMENT REVENUE MANAGED AIRCRAFT ACT AS A STRATEGIC SOURCE OF SUPPLY FOR OUR “ASSET-RIGHT” MODEL AIRCRAFT MANAGEMENT DRIVERS NUMBER OF AIRCRAFT & CABIN MIX MANAGEMENT FEES RECHARGE / RECOVERY • RECURRING REVENUE • LOW RISK, HIGH MARGIN • LARGELY PASS THROUGH OF OWNER COSTS • LOW RISK, LO
Slide 85: Transition Towards Full Scale Marketplace with Asset-Right Foundation
TRANSITION TOWARDS FULL SCALE MARKETPLACE WITH “ASSET-RIGHT” FOUNDATION 2017A(1) 2020A(1) 2025E(1) ASSET LIGHT: ~15% ASSET LIGHT: ~45% ASSET LIGHT: ~55% ~15% ~25% ~40% ~55% ~45% ~85% ~20% ~15% THIRD PARTY FLEET OWNED / LEASED THIRD PARTY FLEET MANAGED THIRD PARTY FLEET MANAGED OWNED / LEASED OWNED /
Slide 86: Improving Retail Flight Economics Through Scale
IMPROVING RETAIL FLIGHT ECONOMICS THROUGH SCALE & NETWORK EFFICIENCIES OFF FLEET ON FLEET CONTROLLED ASSET LIGHT (OWNED / LEASED) MANAGED 3RD PARTY FLEET FLIGHT REVENUE FLIGHT REVENUE FLIGHT REVENUE 15–25% TARGET FLIGHT MARGIN(1) 15–25% TARGET FLIGHT MARGIN(1) >30% TARGET FLIGHT MARGIN(1) VARIABLE C
Slide 87: Growth Underpinned by Attractive Long-Term Member Relationships
GROWTH UNDERPINNED BY ATTRACTIVE LONG-TERM MEMBER RELATIONSHIPS BUSINESS/CORE MEMBER UNIT ECONOMICS TOTAL ACTIVE MEMBERS(1) MARKETING EFFICIENCY(1) CUMULATIVE REVENUE(2) 21% CAGR 23,521 $300K 30% 19,633 $250K 25% 16,174 $200K 20% 13,082 10,807 15% $150K 41% CAGR 9,212 10% $100K 5,787 4,664 5% $50K $
Slide 88: Financial Projections
FINANCIAL PROJECTIONS ($MM, EXCLUDING USERS, ACTIVE MEMBERS AND FLIGHT LEGS) 2018A 2019A 2020A 2021E 2022E 2023E 2024E 2025E Active Members 4,667 5,787 9,212 10,807 13,082 16,174 19,633 23,521 Active Users(1) 4,667 5,787 11,345 12,853 16,857 22,412 29,812 38,994 Live Flight Legs (1) 33,333 38,363 44
Slide 89: ESG & Opportunities for Growth
ESG & OPPORTUNITIES FOR GROWTH KENNY DICHTER FOUNDER & CEO
Slide 90: The Importance of ESG
THE IMPORTANCE OF ESG ENVIRONMENT SOCIAL GOVERNANCE WHEELS UP CARES DIVERSITY & INCLUSIVITY OPTIMIZE THE RIGHT PLANE FOR THE MISSION DRIVE EFFICIENCY INTEGRATE NEW FUEL-EFFICIENT AIRCRAFT PROMOTE FLIGHT SHARING DIVERSITY & INCLUSION ACROSS TEAM COMMITMENT TO SHAREHOLDERS WE ARE COMMITTED TO SUPPORT
Slide 91: Opportunities for Growth
OPPORTUNITIES FOR GROWTH EXPAND TAM WITH DIGITALLY ENABLED NON-MEMBER ACCESS FUEL THE MARKETPLACE FLYWHEEL WHEELS UP 91
Slide 92: Opportunities for Growth: Platform Adjacencies
OPPORTUNITIES FOR GROWTH PLATFORM ADJACENCIES EXPAND GLOBALLY OPPORTUNISTIC ACQUISITIONS $$ FLIGHT SHARING SUPPORT EMERGING AIRCRAFT TECHNOLOGIES WHEELS UP 92
Slide 93: Wheels Up Is Democratizing Private Aviation
WHEELS UP IS DEMOCRATIZING PRIVATE AVIATION WITH A NEXT-GENERATION, TECHNOLOGY- DRIVEN PLATFORM, MAKING IT ACCESSIBLE FOR MILLIONS OF CONSUMERS.
Slide 94: Appendix
APPENDIX
Slide 95: Transaction Summary
TRANSACTION SUMMARY (1) PRO FORMA VALUATION ($MM) Illustrative Share Price $10.00 X Pro Forma Shares Outstanding (MM)(3) 273.5 Pro Forma Equity Value $2,735 Pro forma Net Debt / (Cash)(4) (644) Implied Enterprise Value $2,091 Enterprise Value / 2022E Revenue ($1,140MM) 1.8 x • PRO FORMA ENTERPRISE V
Slide 96: Reconciliations of Non-GAAP Financial Measures – Adjusted EBITDA
RECONCILIATIONS OF NON-GAAP FINANCIAL MEASURES – ADJUSTED EBITDA (1) ($MM) WE INCLUDE ADJUSTED EBITDA AND ADJUSTED EBITDA MARGIN AS SUPPLEMENTAL MEASURES FOR ASSESSING OPERATING PERFORMANCE IN CONJUNCTION WITH THE RELATED GAAP AMOUNTS AND FOR THE FOLLOWING: • Used in conjunction with bonus program t
Slide 97: Reconciliations of Non-GAAP Financial Measures – Contribution and Contribution Margin
RECONCILIATIONS OF NON-GAAP FINANCIAL MEASURES – CONTRIBUTION AND CONTRIBUTION MARGIN (1) ($MM) WE INCLUDE CONTRIBUTION AND CONTRIBUTION MARGIN AS SUPPLEMENTAL MEASURES FOR ASSESSING OPERATING PERFORMANCE IN CONJUNCTION WITH THE RELATED GAAP AMOUNTS AND FOR THE FOLLOWING: • Used in conjunction with
Slide 98: Reconciliation of GAAP Net Loss to Non-GAAP Adjusted EBITDA 2020
RECONCILIATION OF GAAP NET LOSS TO NON-GAAP ADJUSTED EBITDA (1) YEAR ENDED DECEMBER 31, 2020 ($MM) YEAR ENDED DECEMBER 31, 2020 GAAP AS REPORTED EQUITY-BASED COMPENSATION PUBLIC COMPANY READINESS EXPENSES ACQUISITION, INTEGRATION, AND CAPITAL RAISE EXPENSES COVID-19 RESPONSE INITIATIVES CREDIT LOSS
Slide 99: Reconciliation of GAAP Net Loss to Non-GAAP Adjusted EBITDA 2019
RECONCILIATION OF GAAP NET LOSS TO NON-GAAP ADJUSTED EBITDA (1) YEAR ENDED DECEMBER 31, 2019 ($MM) YEAR ENDED DECEMBER 31, 2019 GAAP AS REPORTED EQUITY-BASED COMPENSATION PUBLIC COMPANY READINESS EXPENSES ACQUISITION, INTEGRATION, AND CAPITAL RAISE EXPENSES COVID-19 RESPONSE INITIATIVES CREDIT LOSS
Slide 100: Income Tax Insights
INCOME TAX INSIGHTS PRE-TRANSACTION: THE COMPANY WAS TREATED AS A PARTNERSHIP FOR U.S. FEDERAL AND MOST APPLICABLE STATE AND LOCAL INCOME TAX PURPOSES. • Historical taxable losses generated by the Company were passed through to the members and included on their respective tax filings. • Certain juri
Slide 101: Pro Forma Equity Capitalization
PRO FORMA EQUITY CAPITALIZATION PRO FORMA EQUITY CAPITALIZATION AT CLOSING (SHARES IN THOUSANDS) Wheels Up Class A Common Stock(1) 273,469 Warrants(2) 12,522 Earnout Shares(3) 9,000 Fully Diluted Shares (4) 294,991 NOTES: 1. ASSUMES NO SHAREHOLDERS OF ASPIRATIONAL EXERCISE REDEMPTION RIGHTS AND INCL
Slide 102: Definitions of Key Metrics and Non-GAAP Financial Measures
DEFINITIONS OF KEY METRICS AND NON-GAAP FINANCIAL MEASURES ACTIVE MEMBERS: The number of Core, Business, and Connect members who generated membership revenue in a given period. ACTIVE USERS: Active Members and legacy WUPJ jet card holders as of the reporting date plus unique non-member consumers who
Aspirational Consumer Lifestyle — SPAC Merger (April 2021) on 6ix