{"schema_version":"secwatch.filing_event.v1","accession":"0001104659-23-102874","form_type":"8-K","ticker":"UP","cik":"0001819516","company_name":"Wheels Up Experience Inc.","filed_at":"2023-09-21T23:59:59+00:00","discovered_at":"2026-05-14T18:03:35.425946+00:00","generated_at":"2026-06-10T11:01:45.935976+00:00","sec_items":["1.01","5.02","1.02","2.03","3.02","7.01","9.01"],"event_type":"other_material","sentiment":"negative","materiality_score":0.95,"calibrated_materiality_score":0.95,"confidence":"high","headline":"Wheels Up secures $450M financing from Delta, CK Wheels, CIH; issues 80% equity to lenders","bullets":["Term loan of $350M and $100M revolver from Delta, CK Wheels, and CIH; interest rate 10% PIK, rising to 20% if stockholder approval delayed.","Lenders received 141M shares (80% of fully diluted) immediately; up to 95% after stockholder approval of charter amendment.","Board reconstituted: Delta, CK Wheels, CIH each designate directors; seven prior directors resigned; George Mattson (incoming CEO) appointed.","Company repaid $70M Amended Note to Delta using term loan proceeds; CCA extended to 2029."],"urls":{"canonical":"https://secwatch.observer/filing/0001104659-23-102874","json":"https://secwatch.observer/filing/0001104659-23-102874.json","markdown":"https://secwatch.observer/filing/0001104659-23-102874.md","text":"https://secwatch.observer/filing/0001104659-23-102874.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1819516/000110465923102874/0001104659-23-102874-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1819516/000110465923102874/tm2326291d3_8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-10T11:01:45.935976+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"2929b0c10d0b019b10322503db6cf298c08dd591","claim":"Wheels Up Experience Inc. incurred credit facility of $350.0 million with Delta Air Lines, Inc., CK Wheels LLC, Cox Investment Holdings, Inc. at 10% per annum maturing September 20, 2028.","evidence_excerpt":"the Lenders provided a term loan facility (the “Term Loan”) in the aggregate original principal amount of $350.0 million","evidence_source":"SEC 8-K Item 2.03/2.04","evidence_url":"https://www.sec.gov/Archives/edgar/data/1819516/000110465923102874/0001104659-23-102874-index.htm","confidence":0.98,"family_label":"Debt Financings","details":[{"label":"Instrument","value":"credit facility"},{"label":"Principal","value":"$350.0 million"},{"label":"Counterparty","value":"Delta Air Lines, Inc., CK Wheels LLC, Cox Investment Holdings, Inc."},{"label":"Rate","value":"10% per annum"},{"label":"Maturity","value":"September 20, 2028"},{"label":"Event","value":"incurrence"}],"fact_type":"debt_financing"},{"claim_id":"0fb05a17de","claim":"Kenneth Dichter resigned as Director at Wheels Up Experience Inc..","evidence_excerpt":"each of Chih Cheung, Kenneth Dichter, Marc Farrell, Admiral Michael Mullen, Brian Radecki, Susan Schuman and Ravi Thakran resigned from the Board","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1819516/000110465923102874/0001104659-23-102874-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"resigned"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"15d25a15aa","claim":"Andrew Davis was appointed as Director at Wheels Up Experience Inc..","evidence_excerpt":"Andrew Davis as a Class II member of the Board designated by CIH","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1819516/000110465923102874/0001104659-23-102874-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"appointed"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"160be37d51","claim":"George N. 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Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}