SUBSEQUENT EVENTS	9 Months Ended
Sep. 30, 2026
Subsequent Events [Abstract]
SUBSEQUENT EVENTS	SUBSEQUENT EVENTS Order for New Embraer Phenom 300E Premium Jets On November 3, 2026, WUP LLC entered into a definitive purchase agreement (the “Phenom Purchase Agreement”) with Embraer Executive Aircraft, Inc. (“Embraer”) to purchase six (6) factory-new Phenom 300E premium business jet aircraft (collectively, the “New Phenoms” and each, a “New Phenom”), which the Company expects will be delivered in the third and fourth quarters of 2027. The aggregate purchase price of the New Phenoms is approximately $90.0 million, subject to certain discounts and customary adjustments. On November 3, 2026, the Company made a deposit in respect of the New Phenoms equal to approximately 20% of the aggregate purchase price (the “Phenom Deposit”) using available cash on-hand and the net proceeds from the PDP Financing (as defined below). The Phenom Purchase Agreement contains certain representations, warranties and covenants, delivery conditions, and assignment and termination provisions that are customary for agreements of its type. The termination provisions in the Phenom Purchase Agreement permit Embraer to terminate such agreement and retain all or a portion of the Phenom Deposit upon specified events of default or failures to perform by WUP LLC or if WUP LLC terminates for convenience, and permits WUP LLC to terminate such agreement and recover all or a portion of the Phenom Deposit upon the occurrence of specified events of default or failures to timely perform by Embraer, in each case subject to certain notice and cure rights. Deposit Financing for New Phenoms In connection with entering into the Phenom Purchase Agreement, on November 3, 2026, WUP LLC entered into certain amendments to the Series A Equipment Notes Facility to permit Series A Equipment Notes to be issued in an amount up to 100% of the Phenom Deposit (the “PDP Equipment Notes”), issued $17.4 million aggregate principal amount of PDP Equipment Notes, and used the net proceeds from such issuance to fund substantially all of the Phenom Deposit (the “PDP Financing”). Bank of America, N.A. and PNC Bank, N.A. (together, the “Series A Lenders”) were the lenders under the Series A Equipment Notes Facility as of November 3, 2026. The economic and legal terms of the PDP Equipment Notes are substantially similar to the Series A Equipment Notes issued in respect of certain of WUP LLC’s owned aircraft, except (i) each PDP Equipment Note must be redeemed in full upon the earlier of delivery or termination of the Phenom Purchase Agreement with respect to the applicable New Phenom; (ii) there is no amortization of principal amount associated with the PDP Equipment Notes; (iii) amounts borrowed under the PDP Equipment Notes are included in the numerator of certain portfolio-level loan to value ratio calculations, but no corresponding collateral value is included in the denominator of such calculation with respect to the New Phenoms; (iv) the PDP Equipment Notes are secured by senior liens on the Phenom Purchase Agreement and related documentation (including the Phenom Deposit, the “PDP Collateral”), in favor of Wilmington Trust, as mortgagee; and (v) certain conditions precedent to the initial borrowing of the PDP Equipment Notes and covenants applicable to other Series A Equipment Notes were adjusted due to the differing nature of the PDP Collateral or do not apply to the PDP Equipment Notes. Any amounts borrowed in respect of the PDP Equipment Notes reduce available borrowing capacity under the existing $332.0 million maximum facility amount for the Series A Equipment Notes Facility, which remains available to be drawn on a revolving basis through November 13, 2027. In connection with the PDP Financing, Delta reaffirmed its credit support for the Revolving Equipment Notes Facility. The PDP Equipment Notes are subject to other limited covenants of WUP LLC and events of default, including cross-default provisions among the Revolving Equipment Notes, in each case subject to certain cure rights of WUP LLC. In connection with the closing of the PDP Financing, WUP LLC entered into, among others, Omnibus Amendment No. 2, dated as of November 3, 2026, by and among WUP LLC, the Class A-1 Trust, the Class B-1 Trust, Wilmington Trust, not in its individual capacity, except as expressly stated therein, but in the various capacities described therein, and the Series A Lenders, which amended, among others, the Series A NPA and Trust Indenture to permit issuance of PDP Equipment Notes thereunder. 2026 Revolving Credit Facility On November 4, 2026, we entered into Amendment No. 6 to Credit Agreement (the “Sixth 2023 Credit Agreement Amendment”), by and among the Company, as borrower, certain subsidiaries of the Company, as guarantors, Delta and CK Wheels, as the Required Lenders and Lead Lenders (as each term is defined in the 2023 Credit Agreement), Cox, as a lender, and U.S. Bank, as administrative agent for the lenders and as collateral agent for the secured parties, pursuant to which, among other things, Delta provided a commitment for an additional $100.0 million revolving credit facility (the “2026 Revolving Credit Facility”). The economic and legal terms of the 2026 Revolving Credit Facility are substantially similar to those of the 2023 Revolving Credit Facility, except: (i) the 2026 Revolving Credit Facility is available to be drawn from time to time through December 1, 2027, which is the scheduled maturity date for such facility (the “2026 Revolving Credit Facility Maturity Date”); (ii) interest on any principal amounts drawn under the 2026 Revolving Credit Facility will accrue at a rate of 10% per annum on the unpaid principal balance then outstanding and the Company must pay a 2% per annum facility fee with respect to the full amount of the commitment under the 2026 Revolving Credit Facility, which in each case is payable-in-kind and compounded and capitalized to the principal amount of the 2026 Revolving Credit Facility outstanding on the last day of each of March, June, September and December, and the 2026 Revolving Credit Facility Maturity Date; and (iii) the Company must use any net proceeds from certain new equity issuances to prepay any amounts then outstanding under the 2026 Revolving Credit Facility, subject to certain terms and conditions. Similar to the 2023 Revolving Credit Facility, we may only borrow available amounts under the 2026 Revolving Credit Facility at any time through the 2026 Revolving Credit Facility Maturity Date in an amount and to the extent that after giving pro forma effect to any borrowing thereunder and any borrowings under the 2023 Revolving Credit Facility, our Unrestricted Cash Amount (as defined in the 2023 Credit Agreement) will not exceed $100.0 million. In addition, we generally must promptly repay any borrowings under the 2026 Revolving Credit Facility prior to the 2026 Revolving Credit Facility Maturity Date to the extent our Unrestricted Cash Amount (as defined in the 2023 Credit Agreement) exceeds $100.0 million. Subject to limited exceptions, any amounts repaid by us under the Revolving Credit Facilities must be applied pro rata to outstanding amounts under the 2026 Revolving Credit Facility and 2023 Revolving Credit Facility. The 2026 Revolving Credit Facility Maturity Date is expected to occur prior to that of the 2023 Term Loans and 2023 Revolving Credit Facility, each of which is scheduled to mature on September 20, 2028, and is permitted to be paid prior to amounts due and owing under the 2023 Term Loans and 2023 Revolving Credit Facility. The 2026 Revolving Credit Facility is secured by the same collateral as the other Loans under the 2023 Credit Agreement and has been initially guaranteed by all of our U.S. and certain our non-U.S. direct and indirect subsidiaries, and any of our new or after-acquired subsidiaries that meet certain criteria are required to be added as guarantors. The 2023 Credit Agreement provisions applicable to the 2026 Revolving Credit Facility contain generally the same covenants and events of default that apply to the 2023 Term Loans and 2023 Revolving Credit Facility, in each case customary for facilities of their type.

On November 3, 2026, WUP LLC entered into a definitive purchase agreement (the “Phenom Purchase Agreement”) with Embraer Executive Aircraft, Inc. (“Embraer”) to purchase six (6) factory-new Phenom 300E premium business jet aircraft (collectively, the “New Phenoms” and each, a “New Phenom”), which the Company expects will be delivered in the third and fourth quarters of 2027. The aggregate purchase price of the New Phenoms is approximately $90.0 million, subject to certain discounts and customary adjustments. On November 3, 2026, the Company made a deposit in respect of the New Phenoms equal to approximately 20% of the aggregate purchase price (the “Phenom Deposit”) using available cash on-hand and the net proceeds from the PDP Financing (as defined below). The Phenom Purchase Agreement contains certain representations, warranties and covenants, delivery conditions, and assignment and termination provisions that are customary for agreements of its type. The termination provisions in the Phenom Purchase Agreement permit Embraer to terminate such agreement and retain all or a portion of the Phenom Deposit upon specified events of default or failures to perform by WUP LLC or if WUP LLC terminates for convenience, and permits WUP LLC to terminate such agreement and recover all or a portion of the Phenom Deposit upon the occurrence of specified events of default or failures to timely perform by Embraer, in each case subject to certain notice and cure rights.

In connection with entering into the Phenom Purchase Agreement, on November 3, 2026, WUP LLC entered into certain amendments to the Series A Equipment Notes Facility to permit Series A Equipment Notes to be issued in an amount up to 100% of the Phenom Deposit (the “PDP Equipment Notes”), issued $17.4 million aggregate principal amount of PDP Equipment Notes, and used the net proceeds from such issuance to fund substantially all of the Phenom Deposit (the “PDP Financing”). Bank of America, N.A. and PNC Bank, N.A. (together, the “Series A Lenders”) were the lenders under the Series A Equipment Notes Facility as of November 3, 2026.

The economic and legal terms of the PDP Equipment Notes are substantially similar to the Series A Equipment Notes issued in respect of certain of WUP LLC’s owned aircraft, except (i) each PDP Equipment Note must be redeemed in full upon the earlier of delivery or termination of the Phenom Purchase Agreement with respect to the applicable New Phenom; (ii) there is no amortization of principal amount associated with the PDP Equipment Notes; (iii) amounts borrowed under the PDP Equipment Notes are included in the numerator of certain portfolio-level loan to value ratio calculations, but no corresponding collateral value is included in the denominator of such calculation with respect to the New Phenoms; (iv) the PDP Equipment Notes are secured by senior liens on the Phenom Purchase Agreement and related documentation (including the Phenom Deposit, the “PDP Collateral”), in favor of Wilmington Trust, as mortgagee; and (v) certain conditions precedent to the initial borrowing of the PDP Equipment Notes and covenants applicable to other Series A Equipment Notes were adjusted due to the differing nature of the PDP Collateral or do not apply to the PDP Equipment Notes. Any amounts borrowed in respect of the PDP Equipment Notes reduce available borrowing capacity under the existing $332.0 million maximum facility

In connection with the PDP Financing, Delta reaffirmed its credit support for the Revolving Equipment Notes Facility. The PDP Equipment Notes are subject to other limited covenants of WUP LLC and events of default, including cross-default provisions among the Revolving Equipment Notes, in each case subject to certain cure rights of WUP LLC. In connection with the closing of the PDP Financing, WUP LLC entered into, among others, Omnibus Amendment No. 2, dated as of November 3, 2026, by and among WUP LLC, the Class A-1 Trust, the Class B-1 Trust, Wilmington Trust, not in its individual capacity, except as expressly stated therein, but in the various capacities described therein, and the Series A Lenders, which amended, among others, the Series A NPA and Trust Indenture to permit issuance of PDP Equipment Notes thereunder.

On November 4, 2026, we entered into Amendment No. 6 to Credit Agreement (the “Sixth 2023 Credit Agreement Amendment”), by and among the Company, as borrower, certain subsidiaries of the Company, as guarantors, Delta and CK Wheels, as the Required Lenders and Lead Lenders (as each term is defined in the 2023 Credit Agreement), Cox, as a lender, and U.S. Bank, as administrative agent for the lenders and as collateral agent for the secured parties, pursuant to which, among other things, Delta provided a commitment for an additional $100.0 million revolving credit facility (the “2026 Revolving Credit Facility”). The economic and legal terms of the 2026 Revolving Credit Facility are substantially similar to those of the 2023 Revolving Credit Facility, except: (i) the 2026 Revolving Credit Facility is available to be drawn from time to time through December 1, 2027, which is the scheduled maturity date for such facility (the “2026 Revolving Credit Facility Maturity Date”); (ii) interest on any principal amounts drawn under the 2026 Revolving Credit Facility will accrue at a rate of 10% per annum on the unpaid principal balance then outstanding and the Company must pay a 2% per annum facility fee with respect to the full amount of the commitment under the 2026 Revolving Credit Facility, which in each case is payable-in-kind and compounded and capitalized to the principal amount of the 2026 Revolving Credit Facility outstanding on the last day of each of March, June, September and December, and the 2026 Revolving Credit Facility Maturity Date; and (iii) the Company must use any net proceeds from certain new equity issuances to prepay any amounts then outstanding under the 2026 Revolving Credit Facility, subject to certain terms and conditions.

Similar to the 2023 Revolving Credit Facility, we may only borrow available amounts under the 2026 Revolving Credit Facility at any time through the 2026 Revolving Credit Facility Maturity Date in an amount and to the extent that after giving pro forma effect to any borrowing thereunder and any borrowings under the 2023 Revolving Credit Facility, our Unrestricted Cash Amount (as defined in the 2023 Credit Agreement) will not exceed $100.0 million. In addition, we generally must promptly repay any borrowings under the 2026 Revolving Credit Facility prior to the 2026 Revolving Credit Facility Maturity Date to the extent our Unrestricted Cash Amount (as defined in the 2023 Credit Agreement) exceeds $100.0 million. Subject to limited exceptions, any amounts repaid by us under the Revolving Credit Facilities must be applied pro rata to outstanding amounts under the 2026 Revolving Credit Facility and 2023 Revolving Credit Facility.