The U.S. Securities and Exchange Commission declared the Registration Statement on Form S‑4 filed by flyExclusive, Inc. (NYSE American: FLYX) effective on April 30 2026, allowing the company to issue shares to Jet.AI Inc. (NASDAQ: JTAI) shareholders and move the merger into the shareholder‑approval and closing stages.
The announcement sets a clear timeline: a special meeting of flyExclusive shareholders is scheduled for June 11 2026, with a record date of May 8 2026. The definitive proxy statement will be filed on May 4 and mailed to shareholders around May 11. The parties have extended the merger’s outside date to June 30 2026, and the transaction is expected to close in the second quarter of 2026.
The merger combines flyExclusive’s private‑aviation operations with Jet.AI’s AI‑enabled scheduling platform and aviation assets. Jet.AI is pivoting to become a pure‑play AI data‑center company, focusing on building infrastructure for AI workloads. The combination is described as a natural fit, with flyExclusive gaining access to Jet.AI’s technology and customer base while Jet.AI gains a stable aviation platform and fleet to support its data‑center expansion.
flyExclusive’s financial health is currently weak, with a current ratio of 0.28 and negative free cash flow of $50 million over the last twelve months ending Q4 2025. These metrics highlight liquidity constraints that could affect the combined entity’s ability to fund growth and absorb integration costs, underscoring the importance of the merger’s strategic fit and potential synergies.
In addition to the merger, flyExclusive is pursuing fleet expansion, with new Citation CJ3 aircraft slated for delivery beginning in 2027. The company has also filed a patent application for aircraft schedule‑optimization technology and plans to launch its Contrails Flight Management System to other operators, positioning it to capture additional revenue streams beyond the merger.
The announcement was well received by investors, reflecting confidence in the merger’s progress and the anticipated synergies between flyExclusive’s aviation operations and Jet.AI’s AI capabilities.
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