Wheels Up has reached an agreement to acquire Air Partner, the UK-based global aviation services group. Under the terms of the transaction, Wheels Up will acquire the entire issued, and to be issued, ordinary share capital of Air Partner for 125 pence per share, equivalent to an enterprise value of approximately $107 million. The acquisition is expected to close later in the first quarter subject to shareholder and regulatory approvals.
Air Partner will provide Wheels Up the ability to expand its service offerings internationally, and Wheels Up expects Air Partner to leverage Wheels Up’s investments in operations, service and technology on a global basis with an active and engaged customer base.
“Today’s announcement marks an important new chapter for Wheels Up as we systematically build the leading global, private aviation company that creates unparalleled value for our customers and shareholders,” said Wheels Up Chairman and CEO Kenny Dichter. “This acquisition will allow us to offer existing and future customers even more compelling and seamless options for private travel, expand the reach of our marketplace in key markets around the world, and add important operational capabilities to our network. Air Partner has tremendous heritage, leadership expertise and unique capabilities that will allow us to accelerate our global strategy and credibly expand our offerings in a meaningful way. We look forward to sharing more details on the transaction and our go-to-market plans after the deal formally closes.”
“This proposed acquisition has a compelling strategic rationale, bringing together two businesses with complementary offerings and values for the benefit of their customers. I am extremely proud of Air Partner, we have built a fantastic team and a highly attractive business and Wheels Up’s offer is a clear acknowledgment of this,” said Air Partner CEO Mark Briffa. “The Air Partner Board believes that a combination with Wheels Up would give our customers, colleagues and stakeholders the additional resources of one of the largest private aviation companies in the world, enabling us to significantly enhance our technology, customer offer, and international aircraft supply. Air Partner has always placed the customer at the heart of what we do – a value that is equally shared by Wheels Up – and I am confident this will continue to be the case.”
Wheels Up states that this acquisition fits with its long-term vision to be the international leader in private aviation. The proposed combination will provide a global platform to accelerate growth and market expansion. An acquisition of Air Partner immediately extends Wheels Up’s international reach with 18 locations across four continents.
Air Partner’s existing “asset-light” structure, with no owned aircraft or operating certificates, brings flexibility to scale Wheels Up’s international footprint more quickly and with limited capital investment.
Wheels Up states that the proposed acquisition of a consistently profitable business represents an opportunity for “margin expansion and sustained financial performance”, since Air Partner brings a “strong financial profile with profitable operations, strong free cash flow and no significant debt”.
Wheels Up expects the integration of Air Partner’s historically profitable business to be accretive to Wheels Up’s contribution margin and adjusted EBITDA in the first year of acquisition.
Jefferies is acting as the exclusive financial advisor to Wheels Up.