| Ticker | Status | Jurisdiction | Filing Date | CP Start | CP End | CP Loss | Deadline |
|---|
| Ticker | Case Name | Status | CP Start | CP End | Deadline | Settlement Amt |
|---|
| Ticker | Name | Date | Analyst Firm | Up/Down | Target ($) | Rating Change | Rating Current |
|---|
~ Proposed Business Combination Includes $18 Million in Fully Committed Financing, Including a Pre-PIPE of $4 Million and a PIPE of $14 Million from Coleman Group ~
~ Membership Technology Company Operates Unique Asset-Light, Subscription-Based Model ~
~ Seasoned Aviation Professional and CEO Tom Smith to Continue Leading Combined Company, Revelstone and Coleman to Join Combined Company Board of Directors ~
~ Merger with Revelstone, Pre-PIPE, and PIPE Supports Set Jet's Growth Strategy ~
~ Timing of Proposed Business Combination Supported by Business Fundamentals, Mounting Competitive Moat and Expansive TAM ~
SCOTTSDALE, Ariz. and NEW YORK, July 18, 2023 (GLOBE NEWSWIRE) -- Set Jet, Inc. ("Set Jet"), a membership-based private jet charter program, and Revelstone Capital Acquisition Corp. ("RCAC") (NASDAQ:RCAC), a publicly traded special purpose acquisition company, announced today that they have entered into a definitive agreement and plan of merger (the "Proposed Business Combination"). Upon closing of the Proposed Business Combination, expected in the fourth quarter of 2023, the newly combined company (the "Company") will operate as Set Jet and plans to continue listing on the Nasdaq Stock Market LLC under the symbol SJET. The Proposed Business Combination reflects an implied pro-forma enterprise value for Set Jet of approximately $80 million plus an additional $65 million earnout for Set Jet shareholders and management.
Most recently, RCAC entered into an amendment to the investment management trust agreement to extend the time to complete a business combination until December 21, 2023, on a month-to-month basis. At June 30, 2023, there was approximately $36.8 million remaining in the RCAC trust account, subject to possible redemption at the closing of the Proposed Business Combination.
Set Jet membership has no long-term contracts or commitments, operating on a simple monthly subscription that grants members the luxury, convenience, comfort, and privacy of flying private for a cost comparable to that of a first-class commercial ticket among the West Coast's top destinations. Set Jet has exclusive use of five wide-body Bombardier Challenger 850 aircraft, designed to deliver a superior in-air experience. To better understand the Set Jet offering, please find FAQs accessible here.
Set Jet CEO, Tom Smith, stated, "Today marks a very important milestone for our Company. As we embark on a journey that will result in Set Jet becoming a publicly traded company, I look to the incredible support from our membership base, our commitment to what we believe are strong business fundamentals, and the shortage of competitive solutions as a catalyst for timing in entering the public space. Today's announcement and partnership with RCAC will enable Set Jet access to the capital markets to further expand and build on our unique and differentiated model and allow us to increase flights between current cities, open new routes, and continue to grow."
Morgan Callagy, Co-CEO of RCAC, commented, "The announcement of the union between RCAC and Set Jet is truly the result of an extremely thorough vetting process. Upon the launch of RCAC, our management team had one very defined goal we committed to adhere to; to find a target that would deliver a unique value proposition for our shareholders. We believe our qualifiers are evident in Set Jet's business model. Importantly, the leadership team of Set Jet embodies a true passion for the business, having been founded and led by seasoned aviation professionals. I could not be more pleased with the result of our process and encouraged by the financial commitment of the Coleman Group with their $18 million investment."
"We are pleased to become strategic investors in Set Jet as we share the collective vision of bringing private aviation to a wider audience of the traveling public in the Unites States and eventually to the UK and Eurozone," said Matt McClean, CEO of the London-based Coleman Group.
Proposed Business Combination Overview
Under the terms of the Proposed Business Combination, RCAC will combine with Set Jet, and in connection with the business combination, Set Jet will become a publicly traded entity under the name "Set Jet" and symbol SJET. The Proposed Business Combination reflects an implied pro-forma enterprise value at closing of approximately $80 million, plus an additional $65 million earnout for Set Jet shareholders and management.
The cash component of the consideration will be funded by RCAC's $36.8 million cash in trust, net of any redemptions, as well as an $18.0 million private placement from Coleman, in the form of a pre-PIPE of $4 million which will be invested prior to closing, and a PIPE of $14 million at Closing.
Completion of the Proposed Business Combination is subject to approval by RCAC stockholders, the effectiveness of an S-4 registration statement to be filed with the Securities and Exchange Commission (the "SEC") in connection with the Proposed Business Combination, and other customary closing conditions, including the receipt of certain regulatory approvals. The Proposed Business Combination is expected to close in the fourth quarter of 2023.
Additional information, including a copy of the business combination agreements, will be provided in a Current Report on Form 8-K to be filed by RCAC with the Securities and Exchange Commission ("SEC") at the SEC's website at www.sec.gov/ and on the RCAC website at http://revelstonecapital.com/.
Set Jet Investment Highlights
