Volato completes SPAC merger; will trade on the NYSE under SOAR

HondaJet operator Volato has completed its business combination with PROOF Acquisition Corp 1 and will trade publicly beginning Dec. 4, 2023.

By Doug Gollan, December 1, 2023

After the markets closed today, Volato, Inc. and PROOF Acquisition Corp I (NYSE: PACI) announced the completion of their merger.

The combined company will now operate under the Volato brand.

Its common stock and warrants will begin trading on December 4, 2023, on the New York Stock Exchange American under the new ticker symbols SOAR and “SOAR.WS.

The business combination was approved at a Special Meeting of PACI shareholders held on November 28, 2023.

Last week, Private Jet Card Comparisons reported the deal was close to being finalized per SEC filings.

$60 million capital raised

PACI also announced the closing of an additional $12 million of private investments, which, along with the $14 million in Series A Preferred Equity financing completed since July 2023, were converted to common stock at the closing.

Including these transactions and the conversion of Volato convertible debt, the total capital raised exceeds $60 million.

In written comments, Matt Liotta, CEO & Co-founder of Volato said, “This is an exciting milestone for Volato, our customers, and our investors. We believe that this transaction provides not only the capital to accelerate our fleet growth and strategy but also a level of transparency and institutional support that should make our product even more attractive to new fractional owners and private fliers.”

He continued, “After founding the company in 2021 and quickly ramping to nearly $100 million of revenue in 2022, we are now positioned to build on this momentum as a public company. More importantly, we believe that our total funding and capitalization at closing provides us with sufficient capital to execute on our growth strategy and fund our path to profitability.”

He added, “We’re thrilled to begin this new chapter and look forward to delivering more efficient, friendly, and rewarding solutions to travelers while creating value for our shareholders.”

Innovative Business Model

John Backus, CEO of PACI, commented, “When we identified Volato as an ideal partner for PACI, we were impressed by the company’s innovative business model, proven results, and highly experienced team. These attributes, in combination with PACI’s deep aviation acumen and experience, help position Volato well for success as a public company.”

Nicholas Cooper, Chief Commercial Officer and Co-founder of Volato, added, “This transaction and recent new investments come at an ideal time for Volato, as we see strong demand for our product in the market. The private aviation industry has undergone a secular expansion in recent years due to changes in customer behavior along with greater customer awareness of the options and solutions available for private travel. We’re excited to welcome our new investors as we continue executing on a compelling long-term investment opportunity underpinned by a unique business model and revenue visibility.”

Largest HondaJet Operator

Volato has already grown into the world’s largest HondaJet operator.

It has launched a Gulfstream G280 fractional program.

Delivery of the four super midsize jets is scheduled for 2024.

It has also signed a letter of intent for Honda’s new Echelon long-range light jet, which is under development.

Volato was ranked as the 21st-largest charter/fractional operator through June by Argus TraqPak.

According to Private Jet Card Comparisons subscribers, Volato ranked as a top provider in terms of receiving Excellent and Very Good ratings for overall service.

It was among the best performers regarding the fewest cancelations, delays, and service letdowns.

In compliance with applicable New York Stock Exchange rules, PACI will delist its shares of common stock and warrants from the NYSE in connection with the merger and planned listing by the combined entity of its shares of common stock and warrants on NYSE American.

Deal advisors

BTIG, LLC served as financial advisor to Volato, Inc.

Roth Capital Partners served as capital markets advisor to Volato, Inc.

Womble Bond Dickinson (US) LLP served as legal advisor to Volato, Inc.

Steptoe & Johnson LLP served as legal advisor to PROOF Acquisition Corp I.

Lowenstein Sandler LLP served as legal advisor to PROOF.vc.

Richards, Layton & Finger, P.A. served as legal advisor to the special committee of the PROOF Acquisition Corp I board.

The special committee received a fairness opinion from LSH Partners Securities LLC (“LSH”).

Baker Botts L.L.P. served as legal advisor to LSH.

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