Wheels Up closes $40M incremental term loan; lenders now hold ~95% of equity after deferred share issuance

Wheels Up Experience Inc.

Incremental $40M term loan closed on Nov 15, 2023; total term loan now $390M plus $100M revolver.
Lenders issued additional deferred shares, now holding ~95% of fully diluted equity as of Sept 15, 2023.
New lenders include Kore Capital and funds managed by Whitebox Advisors; join existing lenders Delta, Certares, Knighthead, Cox.
Stockholders approved charter amendments: increase authorized common to 1.5B shares, permit written consent, remove supermajority vote requirement.
CEO expects cash balance flat to up vs Q3, citing stabilization and proceeds from new term loan.

item 1.01 item 5.03 item 3.02 item 2.03 item 5.07 item 3.03 item 7.01 item 9.01

Key facts

Extracted from this filing and checked against the source text.

Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.9

Wheels Up Experience Inc.: Amended and restated bylaws with clarifications on quorum, stockholder list, meeting procedures, written consent alignment, director nominations, lead independent director, share consideration, foreign stock record, severability, notice methods, and stockholder bylaw adoption (effective 2023-11-15).

Change: bylaw amendment
Effective: 2023-11-15

Exact text from the filing

on November 9, 2023, the Company’s Board of Directors (the “Board”) approved and adopted the Amended and Restated By-Laws of the Company, effective as of November 15, 2023 (the “A&R By-Laws”).

View on SEC.gov

Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.9

Wheels Up Experience Inc.: Amended and restated certificate of incorporation to increase authorized common shares from 250M to 1.5B, permit stockholder written consent, remove supermajority vote requirement for certain articles, and clarify severability clause (effective 2023-11-15).

Change: charter amendment
Effective: 2023-11-15

Exact text from the filing

On November 15, 2023, the Company filed an Amended and Restated Certificate of Incorporation (the “A&R Certificate of Incorporation”) with the Delaware Secretary of State to implement the Certificate of Incorporation Amendments, which became effective upon filing.

View on SEC.gov

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

Wheels Up Experience Inc. amended Amendment No. 1 to Credit Agreement with Whitebox Multi-Strategy Partners, LP, Whitebox Relative Value Partners, LP, Pandora Select Partners, LP, Whitebox GT Fund, LP and Kore Fund Ltd valued at $40.0 million (effective 2023-11-15).

Action: amendment
Agreement: credit facility
Counterparty: Whitebox Multi-Strategy Partners, LP, Whitebox Relative Value Partners, LP, Pandora Select Partners, LP, Whitebox GT Fund, LP and Kore Fund Ltd
Value: $40.0 million
Effective: 2023-11-15

Exact text from the filing

Amendment No. 1 to Credit Agreement As previously disclosed by Wheels Up Experience Inc. (the “Company” or “Wheels Up”) in a Current Report on Form 8-K filed with the U.S.

View on SEC.gov

84 governance changes filed in the last 30 days. Browse all governance changes →

Wheels Up Experience Inc. filing history →

Source: SEC EDGAR

accession 0001104659-23-119142

view filing index on sec.gov

view primary document

Machine-readable: JSON · Markdown · Plain text

This headline and bullets were generated automatically by deepseek-v4-flash:cloud@v2 from the public filing. Read the source on SEC.gov before relying on any specific claim. Not investment advice. See methodology for how this pipeline works.