flyExclusive, a Federal Aviation Administration (FAA) certificated air carrier, has entered into a definitive agreement to acquire the aviation business of Jet.AI.
The business combination is structured as an all-stock transaction, with the purchase price dependent on Jet.AI's net cash and an applicable premium percentage.
To facilitate the closing of the transaction, Jet.AI has secured a $50m non-binding term sheet with Hexstone Capital.
The deal is expected to support flyExclusive's growth plans for 2025, providing additional capital and enhanced shareholder liquidity.
Jet.AI founder and executive chairman Mike Winston said: “This business combination with flyExclusive offers our shareholders the opportunity to benefit from growth in both private aviation and artificial intelligence (AI).
“flyExclusive, the fifth-largest operator in the industry by hours flown, is a natural fit, with clear synergies given the common aircraft we operate.”
Jet.AI's aviation segment includes a range of services such as jet aircraft fractions, jet cards, and on-fleet charter, which will complement flyExclusive's existing operations.
The software segment of Jet.AI, which will remain with the original company, includes AI-powered booking tools such as CharterGPT app and the Ava agentic booking AI.
These tools utilise natural language processing and machine learning to streamline the private jet booking process.
The agreement between flyExclusive and Jet.AI is expected to create an advanced platform for private aviation services, leveraging both companies' relationships with Textron Aviation and HondaJet.
flyExclusive founder and CEO Jim Segrave said: “The proposed transaction with Jet.AI is the latest example of the value flyExclusive’s vertically integrated private aviation platform provides to industry participants.
“The transaction benefits flyExclusive investors and will augment our continued growth and market share expansion as an industry leader.”
The acquisition is anticipated to close in the second quarter of 2025, subject to conditions including financing, regulatory review, and shareholder approval.
