Wheels Up announces reverse stock split

Wheels Up Experience announced that following stockholder approval on May 31, 2023, its Board of Directors approved a reverse stock split of Class A common stock, par value $0.0001 per share at a ratio of 1-for-10.

The Reverse Stock Split is expected to become effective immediately after the close of trading on The New York Stock Exchange on June 7, 2023.

Wheels Up’s Common Stock will begin trading on the NYSE on a reverse split-adjusted basis on June 8, 2023, according to a news release.

Following the reverse split, the stock will have a new CUSIP number (96328L205) and ISIN number (US96328L2051).

Wheels Up’s publicly-traded warrants will continue to be traded on the NYSE under the symbol “UP WS,” and the CUSIP and ISIN numbers for the publicly-traded warrants will not change.

When effective, every 10 shares of Common Stock issued and outstanding or held as treasury stock as of the effective time will be automatically combined and reclassified into one share of Common Stock.

The total number of shares of Common Stock authorized for issuance under the Company’s Certificate of Incorporation will be reduced by a corresponding ratio from 2.5 billion shares to 250 million shares.

The par value per share of Common Stock and number of shares of preferred stock authorized under the Company’s Certificate of Incorporation will not change.

The company does not plan to issue fractional shares in connection with the Reverse Stock Split, it said.

Stockholders who would otherwise hold fractional shares because the number of shares of Common Stock they hold before the Reverse Stock Split is not evenly divisible by the Reverse Stock Split Ratio will be entitled to receive cash (without interest and subject to any required tax withholding applicable to a holder) in lieu of such fractional shares.

Fractional shares will be cashed-out at a price equal to the closing trading price per share of Common Stock as reported on the NYSE at the close of the trading day on June 7, 2023, as adjusted for the Reverse Stock Split, multiplied by the applicable fraction of a share.

Avoiding Delisting

The move was made to avoid being delisted by the NYSE.

Wheels Up stock had been trading below $1.00 beginning in March, prompting a delisting notice.

Its stock price closed today at 27 cents.