The filing by Wheels Up seeks at least $33.6 million and includes an unredacted copy of the guaranteed revenue program agreement.
A court in North Carolina will become the third venue for Wheels Up’s lawsuit against FlyExclusive.
The litigation has been pending for over two-and-a-half years.
Wheels Up is seeking $33.6 to $37.5 million, plus interest.
It alleges breach of contract, unfair and deceptive trade practices, fraudulent misrepresentation, and unjust enrichment, among other claims.
A full copy of the new filing can be downloaded at the end of this story.
The Supreme Court of the State of New York, County of New York, held that it lacked jurisdiction.
It dismissed the case without prejudice in early December.
That enabled Wheels Up to refile its case.
The original lawsuit was brought in July 2023.
It was filed in the United States District Court for the Southern District of New York.
At the time, Wheels Up maintained its headquarters in New York.
In Feb. 2024, Wheels Up moved its headquarters to Atlanta.
FlyExclusive is located in Kinston, North Carolina.
The case matches the fourth-and fifth-largest U.S. private jet operators based on charter and fractional flight hours.
The litigation stems from a November 2021 agreement under which Wheels Up contracted with FlyExclusive to provide flights for its members.
At the time, newly public Wheels Up was going full steam ahead on growth plans as private jet travel reached record levels.
Wheels Up was in the process of acquiring a half dozen charter operators to add capacity, but still needed more.
Wheels Up had 11,375 active members at the end of Q3 2021.
Many were guaranteed flights at capped hourly rates on 24 to 48 hours’ notice.
FlyExclusive launched its first membership program in 2020.
With only a limited number of members who were guaranteed flights back then, it could provide ad hoc charter flights to flight providers needing supplemental lift.
It finished 2021 with 78 aircraft in its fleet.
The pair entered what in the industry is called a GRP, short for guaranteed rate program.
Wheels Up paid FlyExclusive $37.5 million in deposits.
The payments were to “ensure that Wheels Up had access to a certain number of FlyExclusive aircraft for its use at any given time.”
After a ramp-up period, 10 light and an equal number of midsize jets would be dedicated to flying Wheels Up customers.
Wheels Up would pay additionally for flights and other expenses.
Leading into the July 4th holiday weekend in 2023, FlyExclusive terminated the agreement.
It alleged material breaches, including past-due payments, and asserted Wheels Up’s “current state of insolvency.”
At the time, bankruptcy rumors surrounded Wheels Up.
In August, Delta Air Lines would lead a $490 million rescue package,
In ending the agreement, FlyExclusive Chairman Jim Segrave wrote, “Wheels Up’s failure to timely pay all amounts owed to (FlyExclusive) under the agreement, including but not limited to amounts due for the months of May and June constitute material breaches of the agreement. These breaches have not been cured within 10 business days.”
Referring to the deposits, Wheels Up argued in its filing, “There is no better guarantee for payment of future services than holding another’s cash deposit that fully cover those services.”
It says it “never failed to pay any of its finalized bills, and never became the subject of bankruptcy, receivership, or any other insolvency proceeding.”
It also alleges that FlyExclusive coerced a $300,000 payment after the termination notice.
Those monies were to cover flights booked by Wheels Up members over the July 4th holiday.
The 80-page filing includes an unredacted copy of the GRP agreement in question.
It features emails and letters between principals before and after the business deal fell apart, offering a glimpse into negotiations over payments and flights.
FlyExclusive declined to comment.
A Wheels Up spokesperson says, “As a matter of company policy, we do not comment on potential or pending litigation.”
The spokesperson adds, “We will allow our public court filings, including the recently filed complaint in North Carolina, to speak for themselves.”
DOWNLOAD: Wheels-Up-vs-FlyExclusive-Wake-NC-Dec-2025
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