v3.26.1
Debt
3 Months Ended
Mar. 31, 2026
Debt Disclosure [Abstract]  
Debt
15.
Debt

The components of the Company’s outstanding Short-term notes payable consisted of the following:

 

 

Interest
Rates

 

 

March 31,
2026

 

 

December 31,
2025

 

Short-term notes payable

 

 

 

 

 

 

 

 

 

Bank 1

 

 

6.5

%

 

$

3,160

 

 

$

3,160

 

Bank 2

 

 

7.8

%

 

 

3,977

 

 

 

4,229

 

Financial Institution 5

 

 

10.0

%

 

 

375

 

 

 

1,594

 

Less: Unamortized debt issuance costs

 

 

 

 

 

(123

)

 

 

(446

)

Total short-term notes payable

 

 

 

 

$

7,389

 

 

$

8,537

 

 

In June 2023, the Company entered into two loan agreements in the principal amounts of $8,000 and $6,400, each bearing an interest rate of 7.75%. These loans originally had a maturity date of six months from the loan date. The maturity date of the $6,400 loan has been extended to June 2026, and the $8,000 loan to April 2029.

In April 2025, the Company entered into two loan agreements in the principal amounts of $1,540 and $1,620 with Bank 1, each of which bears an interest rate of 6.5% and has a maturity date of May 2026. In July 2025, the Company entered into a loan agreement in the principal amount of $3,750 with Financial Institution 5, which bears an interest rate of 10.0% and has a maturity date of April 2026.

As of March 31, 2026 and December 31, 2025, unamortized debt issuance costs were $123 and $446 for short-term notes payable, respectively.

During the three months ended March 31, 2026 and 2025 the Company recorded $341 and $15, respectively, in amortization of debt issuance cost related to short-term debt within interest expense in the condensed consolidated statements of operations and comprehensive loss (unaudited).

Total interest expense related to short-term debt was $131 and $108 for the three months ended March 31, 2026 and 2025, respectively.

 

The components of the Company’s outstanding long-term debt consisted of the following:

 

 

Interest Rates

 

Amounts

 

 

Maturity Dates

 

March 31, 2026

 

December 31, 2025

 

March 31, 2026

 

 

December 31, 2025

 

 

March 31, 2026

 

December 31, 2025

Long-term notes payable with banks for the purchase of aircrafts

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Bank 1

 

n/a

 

4.0% - 7.3%

 

 

-

 

 

$

6,304

 

 

n/a

 

Aug 2026 - Feb 2029

Bank 2

 

7.5% - 7.8%

 

7.5% - 7.8%

 

 

8,925

 

 

 

9,208

 

 

Jun 2028 - Dec 2030

 

Jun 2028 - Dec 2030

Bank 3

 

2.3% + SOFR**

 

2.3% + SOFR**

 

 

1,455

 

 

 

1,508

 

 

Sep 2026

 

Sep 2026

Bank 5

 

7.7%

 

7.7%

 

 

1,273

 

 

 

1,344

 

 

Jan 2030

 

Jan 2030

Bank 6

 

4.0%

 

4.0%

 

 

446

 

 

 

519

 

 

Sep 2027

 

Sep 2027

Bank 7

 

8.8%

 

8.8%

 

 

11,599

 

 

 

11,914

 

 

May 2029

 

May 2029

Bank 8

 

2.8% + SOFR**

 

2.8% + SOFR**

 

 

1,284

 

 

 

1,322

 

 

Apr 2027

 

Apr 2027

Long-term notes payable with financial institutions for the purchase of aircrafts

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Financial Institution 2

 

3.6% - 7.0%

 

3.6% - 7.0%

 

 

3,640

 

 

 

6,499

 

 

Nov 2026 - Dec 2026

 

Nov 2026 - Dec 2026

Financial Institution 3

 

9.5%

 

9.5%

 

 

12,508

 

 

 

12,777

 

 

Dec 2033 - Mar 2034

 

Dec 2033 - Mar 2034

Financial Institution 5

 

15.7%

 

n/a

 

 

8,285

 

 

 

 

 

Mar 2031

 

n/a

Financial Institution 6

 

14.4% - 14.9%

 

14.4% - 15.9%

 

 

10,898

 

 

 

10,898

 

 

Nov 2030

 

Nov 2030

Other long-term debt payable

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Financing obligations from sale-leaseback transactions

 

12.0%

 

12.0%

 

 

18,500

 

 

 

18,500

 

 

Nov 2028

 

Nov 2028

EID loan

 

See disclosure below

 

See disclosure below

 

 

122

 

 

 

122

 

 

See disclosure below

 

See disclosure below

Long-term debt from VIEs

 

 

 

 

 

 

24,610

 

 

 

28,180

 

 

 

 

 

Total Long-term notes payable

 

 

 

 

 

 

103,545

 

 

 

109,095

 

 

 

 

 

Less: Unamortized debt issuance costs and debt discount

 

 

 

 

 

 

(101

)

 

 

(159

)

 

 

 

 

Less: current portion

 

 

 

 

 

 

(25,742

)

 

 

(29,905

)

 

 

 

 

Long-term notes payable, non-current portion

 

 

 

 

 

$

77,702

 

 

$

79,031

 

 

 

 

 

 

** SOFR is defined as “Secured Overnight Financing Rate.”

The Company and its subsidiaries (the “Borrowers”) routinely enter into long-term loan agreements with various lenders for the purpose of financing purchases of aircraft. These loans usually have an initial term between 2 to 15 years and sometimes the Borrowers negotiate with the lenders to extend the maturity date at the end of the initial term. The Borrowers will refinance as needed to meet their respective obligations as they become due within the next 12 months. As the parent, the Company has maintained a positive relationship with the lenders and has not historically had any difficulty refinancing these debt obligations. Based on historical experience and the fact that the Company has not suffered any decline in creditworthiness, it expects that cash on hand and cash earnings will enable it to secure the necessary refinancing. Amendments are executed at times when interest rates and terms are changed. Under these long-term loan agreements, the Borrowers usually pay principal and interest payments each month, followed by a balloon payment of all unpaid principal and accrued and unpaid interest due upon maturity, and when applicable, a loan origination fee upon execution. Each note payable is collateralized by the specific aircraft financed and is guaranteed by the owners of the Borrowers.

A lender may impose a restriction that the outstanding balance of the note may not exceed a percentage of the retail value of the collateral. In the event the outstanding value of the loan exceeds the percentage threshold of the collateralized aircraft, the Borrowers may be required to make a payment in order to reduce the balance of the loan. Pursuant to the loan agreements, the Borrowers must maintain certain debt service ratios (such as cash flow to leverage or certain EBITDA to total borrowings) specific to each lender as long as the Borrowers hold outstanding loans. There were 21 separate loan agreements (each loan agreement includes the initial agreement and amendments if applicable) with note payable balances outstanding as of March 31, 2026, compared to 24 separate loan agreements as of December 31, 2025.

As of March 31, 2026 and December 31, 2025, unamortized debt issuance costs were $101 and $159 for long-term notes payable (excluding convertible note), respectively.

During the three months ended March 31, 2026 and 2025, the Company recorded $58 and $28, respectively, in amortization of long-term debt issuance cost within interest expense in the condensed consolidated statements of operations and comprehensive loss (unaudited).

Total interest expense related to long-term debt (excluding convertible note and VIEs) was $1,935 and $2,354 for the three months ended March 31, 2026 and 2025, respectively.

The table below presents the Company’s contractual principal payments (not including debt issuance costs) as of March 31, 2026 under then-outstanding long-term debt agreements in each of the next five calendar years (does not include VIE loans):

Fiscal year

 

Amount

 

Remainder of 2026

 

$

8,446

 

2027

 

 

5,419

 

2028

 

 

22,375

 

2029

 

 

17,313

 

2030

 

 

13,831

 

Thereafter

 

 

11,551

 

 

 

78,935

 

Long-term notes payable from VIE

 

 

24,610

 

Debt issuance costs

 

 

(101

)

Total long-term notes payable

 

$

103,444

 

 

 

 

Sale-Leaseback Transactions

In November 2025, the Company sold an aircraft to a third party for approximately $18,500. In connection with the sale, the Company entered into an agreement to lease back the aircraft for a 3-year period. Since the lease agreement provides the Company an option to repurchase the aircraft equal to the greater of $18.5 million or the fair market value of the aircraft as of the purchase date, the transaction is accounted for as a failed sale-leaseback. As a result, the aircraft remains on our condensed consolidated balance sheet (unaudited) as of March 31, 2026. The Company recognized $18,500 of the proceeds as a financing obligation as a component of long-term debt.

Debt Covenants

Financial covenants contained in the debt borrowings mandate that the Company maintains certain financial metrics, including, but not limited to, debt service coverage ratios, fixed charge cover ratios, or cash flow cover ratios. If the Company is unable to maintain the financial metric, it is a breach of the debt covenant and is considered an event of default. An event of default can result in all loans and other obligations becoming immediately due and payable, including the advance of any sums necessary to cure the event of default, allowing the lenders to seize the collateralized assets, which include aircraft and the debt agreements being terminated. As of December 31, 2025, the Company was not in compliance with certain financial covenants and obtained waiver request letters from the various lenders. Pursuant to the waiver letters, the lenders agreed to waive the financial covenants as of December 31, 2025 through December 31, 2026. The aggregate balances of outstanding debt obligations for which waiver letters were received were $0 and $8,924 as of March 31, 2026 and December 31, 2025, respectively.

Economic Injury Disaster Loans (“EID”)

In August 2020, the Company executed the standard loan documents required for securing loans offered by the SBA under its EID loan assistance program and received the loan proceeds of $122. The proceeds from the EID Loan must be used for working capital. The EID Loan has a thirty-year term and bears interest at a rate of 3.75% per annum with monthly principal and interest payments being deferred for 12 months after the date of disbursement. On March 11, 2021, the American Rescue Plan Act of 2021 was enacted, which extended the first due date for repayment of EID Loans made in 2020 from 12 months to 24 months from the date of the note. The EID Loan may be prepaid at any time prior to maturity with no prepayment penalties. The Loan Authorization and Agreement and the note executed by the Company in connection with the EID Loan contain events of default and other provisions customary for a loan of this type and the EID Loan is secured by a security interest on all of the Company’s assets.

Issuance of Promissory Notes

In February 2024, the Company entered into a long-term promissory note in the amount of $4,200. The note bears a fixed interest rate of 7.25%, with a maturity date of five years from the note date. In March 2024, the Company entered into two long-term promissory notes in the amount of $6,964 each. Each note bears a fixed interest rate of 9.45%, with a maturity date of ten years from the note date.

In April 2024, the Company entered into an amendment of a short-term promissory note, which as of March 2024, had a maturity date of June 2024, to extend the maturity date to April 2029. The note bears a principal amount of $7,822 and a fixed interest rate of 7.75%. In May 2024, the Company entered into a long-term promissory note in the amount of $12,600. The note bears a fixed interest rate of 8.81%, with a maturity date of five years from the note date.

In December 2025, the Company entered into a long-term promissory note in the amount of $1,460. The note bears a fixed interest rate of 7.5%, with a maturity date 5 years from the note date.

In March 2026, the Company entered into a long-term promissory note in the amount of $8,285. The note bears a fixed interest rate of 15.7% with a maturity date 5 years from the note date.