Structured transaction delivers immediate aviation value and secures future growth assets

flyExclusive, Inc. (NYSEAMERICAN: FLYX) ("flyExclusive" or the "Company"), a leading provider of premium private jet experiences, today announced it has entered into a structured agreement with Volato Group, Inc. (NYSEAMERICAN: SOAR) to acquire Volato's aircraft sales division, expected to generate $6-8 million in profit in fourth quarter 2025, for $2.1 million in stock. The agreement also grants flyExclusive the right to acquire additional high-growth technology platforms, including Vaunt, a luxury experiential travel app providing access to private jet empty legs, and Mission Control, a cutting edge flight management private aviation operation software.

Transaction Summary

• flyExclusive will issue $2.1 million of FLYX stock immediately to Volato, to be distributed directly to Volato shareholders via a dividend, in exchange for Volato's aircraft sales division.
• flyExclusive also secures the right to acquire Vaunt and Mission Control, along with other IP, for an additional $2.0 million of FLYX stock, providing flexibility to bring these growth assets fully in-house.