Surf Air Mobility (SRFM) 10-Q14 Nov 232023 Q3 Quarterly reportFinancial data

Company Profile

Document and Entity Information

Document and Entity Information - shares	9 Months Ended
Document and Entity Information - shares	Sep. 30, 2023	Nov. 10, 2023
Cover [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Sep. 30, 2023
Document Fiscal Year Focus	2023
Document Fiscal Period Focus	Q3
Trading Symbol	SRFM
Entity Registrant Name	Surf Air Mobility Inc.
Entity Central Index Key	0001936224
Current Fiscal Year End Date	--12-31
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Entity Current Reporting Status	Yes
Entity Shell Company	false
Securities Act File Number	001-41759
Entity Tax Identification Number	36-5025592
Entity Address, Address Line One	12111 S. Crenshaw Blvd
Entity Address, City or Town	Hawthorne
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	90250
City Area Code	424
Local Phone Number	332-5480
Entity Common Stock, Shares Outstanding		73,626,963
Entity Interactive Data Current	Yes
Title of 12(b) Security	Common stock, $0.0001 par value per share
Security Exchange Name	NYSE
Entity Incorporation, State or Country Code	DE
Document Quarterly Report	true
Document Transition Report	false

Unaudited Condensed Consolidate

Unaudited Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Sep. 30, 2023	Dec. 31, 2022
Current assets:
Cash	$ 5,916	$ 6
Accounts receivable, net	3,916	161
Prepaid expenses and other current assets	18,202	7,755
Total current assets	28,034	7,922
Restricted cash	909	906
Property and equipment, net	49,223	624
Intangible assets, net and other assets	34,568	3,102
Operating lease right-of-use assets	13,161	1,143
Finance lease right-of-use assets	1,415
Goodwill	58,164
Total assets	185,474	13,697
Current liabilities:
Accounts payable	19,998	12,891
Accrued expenses and other current liabilities	46,379	14,740
Deferred revenue	16,365	7,820
Current maturities of long-term debt	2,942
Operating lease liabilities, current	4,306	903
Finance lease liabilities, current	228
SAFE notes at fair value, current	27	149
Convertible notes at fair value, current		15,948
Total current liabilities	104,482	57,398
Long-term debt, net of current maturities	23,566
Convertible notes at fair value, long term	7,544	13,148
Operating lease liabilities, long term	6,286	246
Finance lease liabilities, long term	1,207
SAFE notes at fair value, long term		24,565
Due to related parties, long term	1,708
Other long term liabilities	12,383	9,762
Total liabilities	157,176	105,119
Commitments and Contingencies
Redeemable convertible preferred shares $0.001 par value; 0 and 263,459,277 shares authorized as of September 30, 2023 and December 31, 2022, respectively; 0 shares issued and outstanding as of September 30, 2023 and 229,144,283 shares issued and outstanding as of December 31, 2022, respectively; and aggregate liquidation preference of $0 as of September 30, 2023 and $178,608 as of December 31, 2022, respectively		130,667
Shareholders' equity (deficit):
Common shares, $0.0001 par value; 800,000,000 and 35,803,199 shares authorized as of September 30, 2023 and December 31, 2022, respectively; 73,486,976 shares issued and outstanding as of September 30, 2023 and 12,487,438 shares issued and outstanding as of December 31, 2022, respectively	7	1
Additional paid-in capital	519,832	126,335
Accumulated deficit	(491,541)	(351,839)
Total shareholders' equity/(deficit)	28,298	(222,089)
Total liabilities, redeemable convertible preferred shares and shareholders'equity/(deficit)	185,474	13,697
Class B-6s Convertible Preferred Shares
Shareholders' equity (deficit):
Preferred stock		3,414
Related Party
Current liabilities:
Due to related parties, current	$ 14,237	$ 4,947

Unaudited Condensed Consolida_2

Unaudited Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands	Sep. 30, 2023	Dec. 31, 2022
Preferred stock, par value	$ 0.0001	$ 0.0001
Preferred stock, shares authorized	50,000,000	50,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Common stock, par value	$ 0.0001	$ 0.0001
Common stock, shares authorized	800,000,000	35,803,199
Common stock, shares issued	73,486,976	12,487,438
Common stock, shares outstanding	73,486,976	12,487,438
Redeemable Convertible Preferred Shares
Temporary equity, par value per share	$ 0.001	$ 0.001
Temporary equity, Shares Authorized	0	263,459,277
Temporary equity, Shares Issued	0	229,144,283
Temporary equity, Shares Outstanding	0	229,144,283
Temporary Equity, Liquidation Preference	$ 0	$ 178,608
Class B-6s Convertible Preferred Shares
Preferred stock, par value	$ 0.001	$ 0.001
Preferred stock, shares authorized	0	98,799,158
Preferred stock, shares issued	0	71,478,742
Preferred stock, shares outstanding	0	71,478,742

Unaudited Condensed Consolida_3

Unaudited Condensed Consolidated Statements of Operations - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Income Statement [Abstract]
Revenue	$ 21,967	$ 5,082	$ 33,669	$ 14,378
Operating expenses:
Cost of revenue, exclusive of depreciation and amortization	20,610	6,216	34,309	17,484
Technology and development	2,877	730	4,506	2,188
Sales and marketing	4,529	1,382	7,850	3,645
General and administrative	55,618	7,605	73,354	25,682
Depreciation and amortization	1,356	256	1,875	771
Total operating expenses	84,990	16,189	121,894	49,770
Operating loss	(63,023)	(11,107)	(88,225)	(35,392)
Other income (expense):
Changes in fair value of financial instruments carried at fair value, net	(10,926)	(9,748)	(49,426)	(20,052)
Interest expense	(935)	(4)	(1,632)	(528)
Gain (loss) on extinguishment of debt	63		(326)	5,951
Other expense	(3,359)	(281)	(3,664)	(519)
Total other income (expense), net	(15,157)	(10,033)	(55,048)	(15,148)
Loss before income taxes	(78,180)	(21,140)	(143,273)	(50,540)
Income tax benefit	(3,571)	0	(3,571)	0
Net loss	$ (74,609)	$ (21,140)	$ (139,702)	$ (50,540)
Net loss per share applicable to ordinary shareholders, basic	$ (1.36)	$ (1.51)	$ (5.03)	$ (3.85)
Net loss per share applicable to ordinary shareholders, diluted	$ (1.36)	$ (1.51)	$ (5.03)	$ (3.85)
Weighted-average number of common shares used in net loss per share applicable to ordinary shareholders, basic	54,695,009	13,998,411	27,775,172	13,133,743
Weighted-average number of common shares used in net loss per share applicable to ordinary shareholders, diluted	54,695,009	13,998,411	27,775,172	13,133,743

Unaudited Condensed Consolida_4

Unaudited Condensed Consolidated Statement of Changes in Redeemable Convertible Preferred Shares and Shareholders' Equity/(Deficit) - USD ($) $ in Thousands	Total	Redeemable Convertible Preferred Shares	Class B-6s Convertible Preferred Shares	Preferred Shares	Preferred Shares Class B-6s Convertible Preferred Shares	Common/Ordinary Shares [Member]	Common/Ordinary Shares [Member] RSPA and RSGA grants	Additional Paid-In Capital	Accumulated Deficit
Balance at Dec. 31, 2021		$ 118,692
Balance (in Shares) at Dec. 31, 2021		179,329,073
Balance at Dec. 31, 2021	$ (173,026)				$ 3,294	$ 1		$ 101,156	$ (277,477)
Balance (in Shares) at Dec. 31, 2021					70,606,523	8,301,692
Issuance of common stock related to restricted shares (shares)						4,445,932
Issuance of common stock related to restricted shares	135							135
Conversion of 2017 convertible note to Class B-5 redeemable convertible preferred shares		$ 441
Conversion of 2017 convertible note to Class B-5 redeemable convertible preferred shares, (in Shares)		6,215,365
Reissuance of Class B-6a redeemable convertible preferred shares for Class B-6s convertible preferred shares		$ 10
Reissuance of Class B-6a redeemable convertible preferred shares for Class B-6s convertible preferred shares, (in Shares)		135,977
Reissuance of Class B-6a redeemable convertible preferred shares for Class B-6s convertible preferred shares	(10)				$ (10)
Reissuance of Class B-6a redeemable convertible preferred shares for Class B-6s convertible preferred shares, (in Shares)					(135,977)
Issuance of Class B-6a redeemable convertible preferred shares		$ 1,250
Issuance of Class B-6a redeemable convertible preferred shares, (in Shares)		2,358,156
Issuances of Class B-6a redeemable convertible preferred shares in exchange for outstanding payable		$ 307
Issuances of Class B-6a redeemable convertible preferred shares in exchange for outstanding payable, (in Shares)		4,107,647
Conversion of convertible notes to Class B-6a redeemable convertible preferred shares		$ 3,484
Conversion of convertible notes to Class B-6a redeemable convertible preferred shares, (in Shares)		14,401,000
Conversion of related party convertible note to Class B-6a redeemable convertible preferred shares		$ 6,333
Conversion of related party convertible note to Class B-6a redeemable convertible preferred shares, (in Shares)		22,313,779
Conversion of outstanding payables to Class B-6s convertible preferred shares	385				$ 130			255
Conversion of outstanding payables to Class B-6s convertible preferred shares, (in Shares)					1,008,196
Ordinary share warrants issued in 2017 convertible notes conversion	38							38
Issuance of ordinary warrants in exchange for advisory services	567							567
2023 RSPA and RSGA grants	135							135
2023 RSPA and RSGA grants, (in Shares)						4,445,932
Repurchase of RSPA	(6)							(6)
Repurchase of RSPA, (in Shares)						(275,992)
Capital contribution from convertible notes from related party	2,409							2,409
Issuance of related party SAFEs	9,304							9,304
Stock-based compensation expense	10,451							10,451
Net loss	(50,540)								(50,540)
Balance at Sep. 30, 2022	$ 130,517	$ 130,517
Balance (in Shares) at Sep. 30, 2022	228,860,997	228,860,997
Balance at Sep. 30, 2022	$ (200,293)			$ 3,414	$ 3,414	$ 1		124,309	(328,017)
Balance (in Shares) at Sep. 30, 2022				71,478,742	71,478,742	12,471,632
Balance at Jun. 30, 2022		$ 129,517
Balance (in Shares) at Jun. 30, 2022		226,974,984
Balance at Jun. 30, 2022	(180,096)				$ 3,414	$ 1		123,366	(306,877)
Balance (in Shares) at Jun. 30, 2022					71,478,742	12,466,602
Issuance of common stock related to restricted shares (shares)							5,030
Issuance of Class B-6a redeemable convertible preferred shares		$ 1,000
Issuance of Class B-6a redeemable convertible preferred shares, (in Shares)		1,886,013
2023 RSPA and RSGA grants, (in Shares)							5,030
Capital contribution from convertible notes from related party	384							384
Stock-based compensation expense	559							559
Net loss	(21,140)								(21,140)
Balance at Sep. 30, 2022	$ 130,517	$ 130,517
Balance (in Shares) at Sep. 30, 2022	228,860,997	228,860,997
Balance at Sep. 30, 2022	$ (200,293)			$ 3,414	$ 3,414	$ 1		124,309	(328,017)
Balance (in Shares) at Sep. 30, 2022				71,478,742	71,478,742	12,471,632
Balance at Dec. 31, 2022	130,667	$ 130,667
Balance (in Shares) at Dec. 31, 2022		229,144,283
Balance at Dec. 31, 2022	(222,089)				$ 3,414	$ 1		126,335	(351,839)
Balance (in Shares) at Dec. 31, 2022					71,478,742	12,487,438
Conversion of redeemable convertible preferred shares to common shares	137,463					$ 1		137,462
Conversion of redeemable convertible preferred shares to common shares (shares)						10,916,197
Conversion of redeemable convertible preferred shares to common shares (shares)		(244,524,340)
Conversion of redeemable convertible preferred shares to common shares		$ (137,463)
Issuance of common shares under GEM purchase amount, value	25,000							25,000
Issuance of common shares under GEM purchase, shares						1,000,000
Issuance of common shares under Share Purchase Agreement (shares)						5,300,000
Issuance of common shares under Share Purchase Agreement	13,020					$ 1		13,019
Issuance of common stock in settlement of advisor accrual, shares						15,000
Issuance of common stock in settlement of advisor accrual, value	75							75
Issuance of common stock related to contract termination, shares						635,000
Issuance of common stock related to contract termination, value	3,175							3,175
Issuance of common shares to settle SAFEs (shares)						17,365,357
Issuance of common shares to settle SAFEs	86,827					$ 2		86,825
Issuance of common stock related to restricted shares (shares)						260,424
Conversion of convertible notes to Class B-6s redeemable convertible preferred shares	10,494				$ 10,494
Conversion of convertible notes to Class B-6s redeemable convertible preferred shares (shares)					23,560,301
Conversion of 2017 convertible note to Class B-5 redeemable convertible preferred shares		$ 3,253
Conversion of 2017 convertible note to Class B-5 redeemable convertible preferred shares, (in Shares)		8,282,432
Issuance of Class B-6a redeemable convertible preferred shares		$ 3,000
Issuance of Class B-6a redeemable convertible preferred shares, (in Shares)		5,711,720
Conversion of class B-6s convertible preferred shares to common shares	137,463		$ 10,494		$ (19,383)			19,383
Conversion of class B-6s convertible preferred shares to common shares (shares)					(107,379,464)	4,793,697
Conversion of convertible notes to Class B-6a redeemable convertible preferred shares		$ 543
Conversion of convertible notes to Class B-6a redeemable convertible preferred shares, (in Shares)		1,385,905
Conversion of outstanding payables to Class B-6s convertible preferred shares	202				$ 202
Conversion of outstanding payables to Class B-6s convertible preferred shares, (in Shares)					486,402
Conversion of related party promissory note to Class B-6s convertible preferred shares	5,260				$ 4,418			842
Conversion of related party promissory note to Class B-6s convertible preferred shares, (in Shares)					9,932,241
Issuance of common stock for business acquisition (shares)						16,249,963
Issuance of common stock for business acquisition	81,250					$ 2		81,248
Exercise of warrants	128							128
Exercise of warrants, (in Shares)						4,707,562
2023 RSPA and RSGA grants, (in Shares)						260,424
Issuance of related party SAFEs	444							444
Exercise of share options	$ 191							191
Exercise of share options, (in Shares)	160,005					160,005
Issuance of Class B-6s to service providers	$ 855				$ 855
Issuance of Class B-6s to service providers, (in Shares)					1,921,778
Shares repurchased for employee tax withholding (shares)						(403,667)
Shares repurchased for employee tax withholding	1,273							(1,273)
Stock-based compensation expense	27,866							27,866
Net loss	(139,702)								(139,702)
Balance (in Shares) at Sep. 30, 2023		0
Balance at Sep. 30, 2023	28,298					$ 7		519,832	(491,541)
Balance (in Shares) at Sep. 30, 2023						73,486,976
Balance at Jun. 30, 2023		$ 133,667
Balance (in Shares) at Jun. 30, 2023		234,856,003
Balance at Jun. 30, 2023	(279,335)				$ 8,889	$ 1		128,707	(416,932)
Balance (in Shares) at Jun. 30, 2023					83,819,163	13,417,826
Conversion of redeemable convertible preferred shares to common shares	137,463					$ 1		137,462
Conversion of redeemable convertible preferred shares to common shares (shares)						10,916,197
Conversion of redeemable convertible preferred shares to common shares (shares)		(244,524,340)
Conversion of redeemable convertible preferred shares to common shares		$ (137,463)
Issuance of common shares under GEM purchase amount, value	25,000							25,000
Issuance of common shares under GEM purchase, shares						1,000,000
Issuance of common shares under Share Purchase , Shares						5,300,000
Issuance of common shares under Share Purchase	13,020					$ 1		13,019
Issuance of common stock in settlement of advisor accrual, shares						15,000
Issuance of common stock in settlement of advisor accrual, value	75							75
Issuance of common stock related to contract termination, shares						635,000
Issuance of common stock related to contract termination, value	3,175							3,175
Issuance of common shares to settle SAFEs (shares)						17,365,357
Issuance of common shares to settle SAFEs	86,827					$ 2		86,825
Issuance of common stock related to restricted shares (shares)						260,424
Conversion of convertible notes to Class B-6s redeemable convertible preferred shares	10,494				$ 10,494
Conversion of convertible notes to Class B-6s redeemable convertible preferred shares (shares)					23,560,301
Conversion of 2017 convertible note to Class B-5 redeemable convertible preferred shares		$ 3,253
Conversion of 2017 convertible note to Class B-5 redeemable convertible preferred shares, (in Shares)		8,282,432
Conversion of class B-6s convertible preferred shares to common shares					$ (19,383)			19,383
Conversion of class B-6s convertible preferred shares to common shares (shares)					(107,379,464)	4,793,697
Conversion of convertible notes to Class B-6a redeemable convertible preferred shares		$ 543
Conversion of convertible notes to Class B-6a redeemable convertible preferred shares, (in Shares)		1,385,905
Issuance of common stock for business acquisition (shares)						16,249,963
Issuance of common stock for business acquisition	81,250					$ 2		81,248
Exercise of warrants	128							128
Exercise of warrants, (in Shares)						3,802,481
2023 RSPA and RSGA grants, (in Shares)						260,424
Exercise of share options	161							161
Exercise of share options, (in Shares)						134,698
Shares repurchased for employee tax withholding (shares)						(403,667)
Shares repurchased for employee tax withholding	1,273							(1,273)
Stock-based compensation expense	25,922							25,922
Net loss	(74,609)								(74,609)
Balance (in Shares) at Sep. 30, 2023		0
Balance at Sep. 30, 2023	$ 28,298					$ 7		$ 519,832	$ (491,541)
Balance (in Shares) at Sep. 30, 2023						73,486,976

Unaudited Condensed Consolida_5

Unaudited Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022
Cash flows from operating activities:
Net loss	$ (139,702)	$ (50,540)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization	1,875	771
Non-cash operating lease expense	757	(677)
Loss (gain) on extinguishment of debt	326	(5,951)
Stock-based compensation expense	35,388	10,449
Changes in fair value of financial instruments carried at fair value, net	49,426	20,052
Amortization of debt discounts and debt issuance costs	48	45
Deferred income taxes	(3,571)
Changes in operating assets and liabilities:
Accounts receivable, net	399	(59)
Prepaid expenses and other current assets	(6,315)	(273)
Intangible assets, net and other assets	(671)
Accounts payable	1,488	616
Due to a related party	(525)	(16)
Accrued expenses and other current liabilities	14,972	1,560
Deferred revenue	1,634	978
Operating lease liabilities	(571)	682
Other liabilities	(33)	(3)
Cash flows used in operating activities	(45,075)	(22,366)
Cash flows from investing activities:
Purchase of property and equipment	(11,653)	(20)
Net cash received from Southern Acquisition	678
Internal-use software development costs	(148)	(177)
Net cash used in investing activities	(11,123)	(197)
Cash flows from financing activities:
Payments of borrowings on convertible notes	(40)
Principal payments on long-term debt	(586)
Proceeds from borrowings of SAFE notes	3,716	14,975
Proceeds from advances under Share Purchase Agreement	4,500
Proceeds from collateralized borrowings, net of repayment	(33)
Proceeds from convertible notes	8,000	4,000
Proceeds from borrowings from related parties	16,477	2,250
Payments of borrowings from related parties	(114)
Payment of finance lease obligations	(30)
Proceeds from the issuance of Class B-6a redeemable convertible preferred shares	3,000	1,250
Proceeds from sale of common stock	25,000
Common stock repurchases for employee tax withholding	(1,273)
Common stock issued for contract termination	3,175
Proceeds from the exercise of ordinary warrants	128
Proceeds from exercise of share options	191	96
Net cash provided by financing activities	62,111	22,571
Increase in cash, cash equivalents and restricted cash	5,913	8
Cash, cash equivalents and restricted cash at beginning of period	912	1,574
Cash, cash equivalents and restricted cash at end of period	$ 6,825	$ 1,582

Description of Business

Description of Business	9 Months Ended
Description of Business	Sep. 30, 2023
Description of Business [Abstract]
Description of Business	Note 1. Description of Business Organization Surf Air Mobility Inc. (the “Company”), a Delaware corporation, is building a regional air mobility ecosystem that will aim to sustainably connect the world’s communities. The Company intends to accelerate the adoption of green flying by developing, together with its commercial partners, hybrid-electric and fully-electric powertrain technology to upgrade existing fleets, and by creating a financing and services infrastructure to enable this transition on an industry-wide level. Surf Air Global Limited (“Surf Air”) is a British Virgin Islands holding company and was formed on August 15, 2016. Surf Air is a technology-enabled regional air travel network, offering daily scheduled flights and on-demand charter flights. Its customers consist of regional business and leisure travelers. Headquartered in Hawthorne, California, Surf Air commenced flight operations in June 2013. Internal Reorganization On July 21, 2023, SAGL Merger Sub Inc., a wholly-owned subsidiary of the Company, was merged with and into Surf Air, after which Surf Air became a wholly-owned subsidiary of the Company (the “Internal Reorganization”). Pursuant to the Internal Reorganization, all ordinary shares of Surf Air outstanding as of immediately prior to the closing, were canceled in exchange for the right to receive shares of the Company’s common stock and all rights to receive ordinary shares of Surf Air (after giving effect to the conversions) were exchanged for shares of the Company’s common stock (or warrants, options or RSUs to acquire the Company’s common stock, as applicable) at a ratio of 22.4 Surf Air shares to 1 share of the Company’s common stock. Such conversions, as they relate to the ordinary shares of Surf Air, and all rights to receive ordinary shares, have been reflected as of all periods presented herein. On July 27, 2023, the Company’s common stock was listed for trading on the New York Stock Exchange. As the Internal Reorganization took place on July 21, 2023, the historical financial statements presented in this Quarterly Report on Form 10-Q reflect the financial position, results of operations and cash flows of Surf Air, the predecessor to the Company, for all periods prior to July 21, 2023. Following the Internal Reorganization, the financial position, results of operations and cash flows are those of the Company. Southern Acquisition On July 27, 2023 (the “Acquisition Date”), immediately prior to the Company’s listing on the New York Stock Exchange and after the consummation of the Internal Reorganization, the Company effected the acquisition of all equity interests of Southern Airways Corporation (“Southern”), whereby a wholly-owned subsidiary of the Company merged with and into Southern, after which Southern became a wholly-owned subsidiary of the Company (the “Southern Acquisition”). Pursuant to the Southern Acquisition, Southern stockholders were to receive 16,250,000 shares of the Company's common stock, which was based on the aggregate merger consideration of $ 81.25 million at the $ 5.00 per share opening price on the first day of listing of the Company's common stock. In total, 16,249,963 shares of Company Common Stock were issued to former Southern shareholders while the remaining amount was paid out in cash in lieu of fractional shares to those shareholders on a pro rata basis. Southern Airways Corporation is a Delaware corporation that was founded on April 5, 2013, and together with its wholly owned subsidiaries Southern Airways Express, LLC, Southern Airways Pacific, LLC, Southern Airways Autos, LLC, and Multi-Aero Inc. is referred to hereafter collectively as “Southern.” Southern is a scheduled service commuter airline serving cities across the United States that is headquartered in Palm Beach, Florida and commenced flight operations in June 2013. It is a certified Part 135 operator which operates a fleet of over 50 aircraft, including the Cessna Caravan, the Cessna Grand Caravan, the King Air Super 200, the Saab 340, the Pilatus PC-12, and the Tecnam Traveller. Southern provides both seasonal and full-year scheduled passenger air transportation service in the Mid-Atlantic and Gulf regions, Rockies and West Coast, and Hawaii, with select routes subsidized by the United States Department of Transportation (“U.S. DOT”) under the Essential Air Service (“EAS”) program. Following the Southern Acquisition, the Company operates a combined regional airline network servicing U.S. cities across the Mid-Atlantic, Gulf South, Midwest, Rocky Mountains, West Coast, New England and Hawaii. Liquidity and Going Concern The Company has incurred losses from operations, negative cash flows from operating activities and has a working capital deficit. In addition, the Company is currently in default of certain excise and property taxes as well as certain debt obligations. These tax and debt obligations are classified as current liabilities on the Company’s Condensed Consolidated Balance Sheet as of September 30, 2023 and December 31, 2022. As discussed in Note 14, Commitments and Contingencies , on May 15, 2018, the Company received a notice of a tax lien filing from the Internal Revenue Service (“IRS”) for unpaid federal excise taxes for the quarterly periods beginning October 2016 through September 2017 in the amount of $ 1.9 million, including penalties and interest as of the date of the notice. The Company agreed to a payment plan (the “Installment Plan”) whereby the IRS would take no further action and remove such liens at the time such amounts have been paid. In 2019, the Company d efaulted on the Installment Plan. Defaulting on the Installment Plan can result in the IRS nullifying such plan, placing the Company in default and taking collection action against the Company for any unpaid balance. The Company’s total outstanding federal excise tax liability including accrued penalties and interest of $ 7.0 million i s included in accrued expenses and other current liabilities on the Condensed Consolidated Balance Sheet as of September 30, 2023. The Company has also defaulted on its property tax obligations in various California counties in relation to fixed assets, plane usage and aircraft leases. The Company’s total outstanding property tax liability including penalties and interest is approximat ely $ 1.9 million as of September 30, 2023. Additionally, Los Angeles County has imposed a tax lien on four of the Company’s aircraft due to the late filing of the Company’s 2022 property tax return. As of September 30, 2023, the amount of property tax, interest and penalties related to the tax lien for all unpaid tax years was a pproximately $ 1.1 million. Th e Company is in the process of remediating the late filing and payment of the property taxes due to Los Angeles County. As of September 30, 2023, the Company was also in default of the Simple Agreements for Future Equity with Token allocation (“SAFE-T”) note, where the note matured in July 2019 (see Note 10, Financing Arrangements ). The SAFE-T note is subordinate to the Company’s Convertible Note Purchase Agreement (see Note 10, Financing Arrangements ) ; therefore, the Company cannot pay the outstanding balance prior to paying amounts due under the Convertible Note Purchase Agreement. The SAFE-T note had an outstanding principal amount of $ 0.5 million as of September 30, 2023. In 2019, in connection with certain past due rental and maintenance payments under its aircraft leases totaling in aggregate approximately $ 5.0 million, which is accrued for at September 30, 2023 and December 31, 2022 as Other long-term liabilities on the Condensed Consolidated Balance Sheet, the Company entered into a payment plan pursuant to which all repayments of the past due amounts are deferred until such time as the Company receives at least $ 30.0 million in aggregate funds in connection with any capital contribution, at which time it is required to repay $ 1.0 million of such past due payments, with the eventual full repayment of the remaining amounts being required upon the receipt of at least $ 50.0 million in capital contributions. As of September 30, 2023, the Company has no t made any payments under this payment plan. The accompanying unaudited condensed consolidated financial statements have been prepared assuming the Company will continue as a going concern. The going concern assumption contemplates the realization of assets and satisfaction of liabilities in the normal course of business. The airline industry and the Company’s operations are cyclical and highly competitive. The Company’s success is largely dependent on the ability to raise debt and equity capital, achieve a high level of aircraft and crew utilization, increase flight services and the number of passengers flown, and continue to expand into regions profitably throughout the United States. The Company’s prospects and ongoing business activities are subject to the risks and uncertainties frequently encountered by companies in new and rapidly evolving markets. Risks and uncertainties that could materially and adversely affect the Company’s business, results of operations or financial condition include, but are not limited to the ability to raise additional capital (or financing) to fund operating losses, refinance its current outstanding debt, maintain efficient aircraft utilization, primarily through the proper utilization of pilots and managing market shortages of maintenance personnel and critical aircraft components, sustain ongoing operations, attract and maintain customers, integrate, manage and grow recent acquisitions and new business initiatives, obtain and maintain relevant regulatory approvals, and measure and manage risks inherent to the business model. In addition to the risks and uncertainties associated with the Company’s emerging and legacy business models, there continues to be a worldwide impact from the COVID-19 pandemic. The impact of COVID-19 has resulted in changes in consumer and business behavior, pandemic fears, market downturns, and restrictions on business and individual activities, which created significant volatility in global economy and has led to reduced economic activity particularly in the air travel industry. Due to enhanced virtual meeting and teleconferencing technology that has been adopted throughout the COVID-19 pandemic, more people are meeting over virtual meeting platforms than in person, which reduces the need for transportation. Specifically, COVID-19 related disruption in air travel has led to a decrease in membership sales, flight cancellations and significant operational volatility contributing to the Company defaulting on certain debt arrangements and amending the terms and conditions of certain debt arrangements, in order to meet liquidity needs (see Note 10, Financing Arrangements ). Prior to the quarter ended September 30, 2023, the Company has funded its operations and capital needs primarily through the net proceeds received from the issuance of various debt instruments, convertible securities, related party funding, and preferred and common share financing arrangements. During the quarter ended September 30, 2023 , the Company received $ 8 million under a convertible note purchase agreement with Partners for Growth V, L.P. (“PFG”), $ 25 million through the Share Purchase Agreement with GEM Global Yield LLC SCS (“GEM”) and an entity affiliated with GEM that provides incremental financing (see Note 11, Share Purchase Agreement and GEM Purchase ), and $ 4.5 million in advances under the Share Purchase Agreement with GEM (see Note 11, Share Purchase Agreement and GEM Purchase ). On November 9, 2023, the Company filed a Form S-1 registration statement with the U.S. Securities and Exchange Commission (the “SEC”) registering up to 300.0 million shares of the Company’s common stock, which represents the balance of the full amount of shares of common stock that the Company estimates could be issued and sold to GEM for advances under the Share Purchase Agreement, plus the amount of shares the Company estimates could be sold to GEM for $ 50 million under the Share Purchase Agreement. The Company continues to evaluate strategies to obtain additional funding for future operations. These strategies may include, but are not limited to, obtaining additional equity financing, issuing additional debt or entering into other financing arrangements, restructuring of operations to grow revenues and decrease expenses. There can be no assurance that the Company will be successful in achieving its strategic plans, that new financing will be available to the Company in a timely manner or on acceptable terms, if at all. If the Company is unable to raise sufficient financing when needed or events or circumstances occur such that the Company does not meet its strategic plans or, the Company will be required to take additional measures to conserve liquidity, which could include, but not necessarily limited to, reducing certain spending, altering or scaling back development plans, including plans to equip regional airline operations with hybrid-electric or fully-electric aircraft, or reducing funding of capital expenditures, which would have a material adverse effect on the Company’s financial position, results of operations, cash flows, and ability to achieve its intended business objectives. These factors raise substantial doubt about the Company’s ability to continue as a going concern. The accompanying condensed consolidated financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classification of liabilities that may result from the outcome of this uncertainty.

Summary of Significant Accounti

Summary of Significant Accounting Policies	9 Months Ended
Summary of Significant Accounting Policies	Sep. 30, 2023
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	Note 2. Summary of Significant Accounting Policies Interim Financial Information The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and the rules and regulations of the United States Securities and Exchange Commission (“SEC”) for interim financial information. Accordingly, the interim financial statements do not include all of the information and footnotes required by U.S. GAAP for annual financial statements and should be read in conjunction with the Company’s audited consolidated financial statements for the year ended December 31, 2022 and the related notes, as included in the Company’s Registration Statement on Form S-1 and Form S-4 filed on July 25, 2023. The information herein reflects all material adjustments, including normal recurring adjustments, which are, in the opinion of management, necessary for a fair statement of the results for the period presented. The results for the nine months ended September 30, 2023 are not necessarily indicative of the results to be expected for the year ending December 31, 2023 . Except for the policies discussed below, there have been no material changes to the Company’s significant accounting policies, during the nine months ended September 30, 2023 from those disclos ed in the notes to the Company’s consolidated financial statements for the year ended December 31, 2022. Basis of Presentation and Principles of Consolidation The condensed consolidated financial statements include the assets, liabilities, and operating results of the Company. All intercompany balances and transactions have been eliminated in consolidation. Business Combination The Company is required to use the acquisition method of accounting for business combinations. The acquisition method of accounting requires the Company to allocate the purchase consideration to the assets acquired and liabilities assumed from the acquiree based on their respective fair values as of the Acquisition Date. The excess of the fair value of purchase consideration over the fair value of these assets acquired and liabilities assumed is recorded as goodwill. When determining the fair values of assets acquired and liabilities assumed, management makes significant estimates and assumptions, especially with respect to intangible assets. Critical estimates in valuing intangible assets include, but are not limited to, expected future cash flows, which includes consideration of future revenue growth and margins, and discount rates. Fair value estimates are based on the assumptions that management believes a market participant would use in pricing the asset or liability. These estimates are inherently uncertain and, therefore, actual results may differ from the estimates made. As a result, during the measurement period of up to one year from the Acquisition Date, the Company may record adjustments to the assets acquired and liabilities assumed with the corresponding offset to goodwill. Upon the conclusion of the measurement period or final determination of the fair value of the purchase price of an acquisition, whichever comes first, any subsequent adjustments are recorded in the Consolidated Statements of Operations. Accounts Receivable, net Accounts receivable primarily consist of amounts due from the United States Department of Transportation (“U.S. DOT”) in relation to certain air routes served by the Company under the Essential Air Service (“EAS”) program, amounts due from airline and non-airline business partners, and pending transactions with credit card processors. Receivables from the U.S. DOT and our business partners are typically settled within 30 days. All accounts receivable are reported net of an allowance for credit losses, which was not material as of September 30, 2023, and December 31, 2022 . The Company has considered past and future financial and qualitative factors, including aging, payment history and other credit monitoring indicators, when establishing the allowance for credit losses. Collateralized Borrowings The Company has a revolving accounts receivable financing arrangement that allows the Company to borrow up to 90 % of eligible accounts receivable due from the U.S. DOT, in relation to certain air routes served by the Company under the EAS program, up to a maximum unsettled amount of $ 5 million. The financing arrangement is uncommitted, and upon funding does not qualify for sale accounting as the Company does not relinquish control of the receivables based on, among other things, the nature and extent of the Company’s continuing involvement. Accordingly, the accounts receivable remain on the Company’s balance sheet until paid by the customer and cash proceeds from the financing arrangement are recorded as collateralized borrowing in Accrued expenses and other current liabilities on the Condensed Consolidated Balance Sheets, with attributable interest expense recognized over the life of the related transactions. Interest expense and contractual fees associated with the collateralized borrowings are included in interest expense and other expense, net, respectively, in the accompanying Condensed Consolidated Statements of Operations. Restricted Stock Unit Awards The grant date fair value of restricted stock units (“RSUs”) is estimated based on the fair value of the Company’s common stock on the date of grant. Prior to the Company’s direct listing in July 2023, RSUs granted by the Company vested upon the satisfaction of both service-based vesting conditions and liquidity event-related performance vesting conditions. The liquidity event-related performance vesting conditions were achieved upon the consummation of the Company's direct listing. Stock-based compensation related to such awards was recorded in full, as of the date of the Company’s direct listing. Since the Company’s direct listing in July 2023, the Company has only granted RSUs that vest upon the satisfaction of a service-based vesting condition and the compensation expense for these RSUs is recognized on a straight-line basis over the requisite service period. The Company has granted founder performance-based restricted stock units (“founder PRSUs”) that contain a market condition in the form of future stock price targets. The grant date fair value of the founder PRSUs was determined using a Monte Carlo simulation model and the Company estimates the derived service period of the founder PRSUs. The grant date fair value of founder PRSUs containing a market condition is recorded as stock-based compensation over the derived service period. If the stock price goals are met sooner than the derived service period, any unrecognized compensation expenses related to the founder PRSUs will be expensed during the period in which the stock price targets are achieved. Provided that each founder continues to be employed by the Company, stock-based compensation expense is recognized over the derived service period, regardless of whether the stock price goals are achieved. Goodwill Goodwill, which represents the excess of the cost of an acquired entity over the fair value of the acquired net assets, has an indefinite life and, accordingly, is not amortized. The Company has one reporting unit. The Company tests goodwill for impairment annually, or more frequently if events or changes in circumstances indicate that the asset may be impaired. The Company reviews goodwill for impairment utilizing either a qualitative assessment or a fair value test by comparing the fair value of its reporting unit with its carrying amount. If the Company decides that it is appropriate to perform a qualitative assessment and concludes that the fair value of its reporting unit more likely than not exceeds its carrying value, no further evaluation is necessary. If the Company performs the fair value test, the Company will compare the fair value of a reporting unit with its carrying amount, including goodwill. If the fair value of a reporting unit exceeds its carrying amount, goodwill of the reporting unit is considered not impaired. If the carrying amount of a reporting unit exceeds its fair value, the Company will recognize an impairment charge for the amount by which the carrying amount exceeds its reporting unit’s fair value. Fair value estimates are subject to change as a result of many factors, including changes in business plans, economic conditions, and the competitive environment, among others. Should actual cash flows and the Company’s future estimates vary adversely from previous estimates, the Company may be required to recognize goodwill impairment charges in future years. Finance Leases The Company measures finance lease right-of-use assets and finance lease liabilities initially at an amount equal to the present value at the beginning of the lease term of minimum lease payments during the lease term, excluding that portion of the payments representing executory costs (such as insurance, maintenance, and taxes to be paid by the lessor) including any profit thereon, with the corresponding liability recorded within the liabilities section of the balance sheet. During the lease term, each minimum lease payment is allocated by the lessee between a reduction of the liability and interest expense to produce a constant periodic rate of interest on the remaining balance of the liability (the interest method). Finance lease right-of-use assets are depreciated in accordance with the Company’s property and equipment policy and the corresponding lease liabilities are reduced as lease payments are made. Use of Estimates The preparation of the condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements, and the reported amounts of income and expense during the reporting period. On an ongoing basis, the Company evaluates its estimates using historical experience and other factors including the current economic and regulatory environment as well as management’s judgment. Items subject to such estimates and assumptions include: revenue recognition and related allowances, valuation allowance on deferred tax assets, certain accrued liabilities, useful lives and recoverability of long-lived assets, fair value of assets acquired and liabilities assumed in acquisitions, legal contingencies, assumptions underlying convertible notes and convertible securities carried at fair value and stock-based compensation. These estimates may change as new events occur and additional information is obtained and such changes are recognized in the condensed consolidated financial statements as soon as they become known. Actual results could differ from those estimates, and any such differences may be material to the Company’s condensed consolidated financial statements. Recent Accounting Pronouncements Adopted In October 2021, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Topic (“ASU”) 2021-08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers, which requires an acquirer in a business combination to recognize and measure contract assets and contract liabilities (deferred revenue) from acquired contracts using the revenue recognition guidance in ASC 606. Under this “ASC 606 approach”, the acquirer applies the revenue model as if it had originated the contracts. This is a departure from the current requirement to measure contract assets and contract liabilities at fair value. Under current practice, measuring deferred revenue at fair value typically results in a reduction to the deferred revenue balance the acquiree had recorded before the acquisition. The reduction causes the acquirer to recognize less revenue than the acquiree would have absent an acquisition. The amendments in this ASU are applied to business combinations occurring on or after the effective date of the amendments. The amendments in this ASU are effective for fiscal years beginning after December 15, 2022, including interim periods for public entities and for fiscal years beginning after December 15, 2023, including interim periods for nonpublic entities. The Company early adopted ASU 2021-08 as of January 1, 2023, and has applied and will apply this guidance to acquisitions after the date of adoption. In June 2016, the FASB issued ASU 2016-13, Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”). This new credit losses standard changes the accounting for credit losses for certain instruments. The new measurement approach is based on expected losses, commonly referred to as the current expected credit loss (“CECL”) model, which is utilized to estimate lifetime “expected credit losses” and record an allowance that, when deducted from the amortized cost basis of the financial asset, presents the net amount expected to be collected on the financial asset. The CECL model is expected to result in more timely recognition of credit losses and applies to financial assets including loans, held-to-maturity debt securities, net investment in leases, and reinsurance and trade receivables, as well as certain off-balance sheet credit exposures, such as loan commitments. The standard also changes the impairment model for available-for-sale debt securities. In November 2019, the FASB issued ASU 2019-10, Financial Instruments — Credit Losses (Topic 326), Derivatives and Hedging (Topic 815), and Leases (Topic 842) , which updated the effective date of this credit loss standard to fiscal years beginning after December 15, 2022 for nonpublic entities, including interim periods within those fiscal years. The Company adopted ASU 2016-13 as of January 1, 2023, and the guidance did not have a material impact on the Company’s condensed consolidated financial statements and related disclosures. In September 2022, the FASB issued ASU No. 2022-04, Liabilities – Disclosure of Supplier Finance Program Obligations (Topic 425). This ASU creates a disclosure framework by which buyers in a supplier finance program will be required to disclose significant qualitative and quantitative information to allow a user of financial statements to understand the program’s nature and potential magnitude. The new standard is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2022. The Company adopted ASU 2022-04 as of January 1, 2023, and assessed that the guidance does not have a material impact on the Company’s condensed consolidated financial statements and related disclosures.

Business Combination

Business Combination	9 Months Ended
Business Combination	Sep. 30, 2023
Business Combinations [Abstract]
Business Combination	Note 3. Business Combination On July 27, 2023 , the Company completed the acquisition of all issued and outstanding shares of Southern. The acquisition of Southern expands the Company’s regional airline network servicing U.S. cities across the Mid-Atlantic, Gulf South, Midwest, Rocky Mountains, West Coast, New England and Hawaii. Total consideration is comprised of $ 81.25 million of equity consideration, through the issuance of 16,250,000 shares of the Company’s common stock on close of the Southern Acquisition and $ 699 thousand of payments made by the Company to settle debt obligations of Southern, which were not assumed as part of the acquisition. As the transaction closed prior to the Company’s listing on the New York Stock Exchange on July 27, 2023, the fair value of the common stock issued to Southern stockholders was based on the opening trading price of the Company’s common stock on July 27, 2023 of $ 5.00 per share. Subsequent to the issuance of shares of the Company’s common stock as purchase consideration, the Company repurchased 403,667 shares from employees for $ 1.3 million in satisfaction of employee tax withholdings related to such issuance. The results of operations of Southern are included in the Company’s condensed consolidated financial statements from the date of acquisition, July 27, 2023, through September 30, 2023. The purchase consideration was preliminarily allo cated as follows ( in thousands ) : Cash $ 1,377 Accounts receivable, net 4,155 Prepaid expenses and other current assets 4,326 Property and equipment, net 37,372 Operating lease right-of-use assets 13,214 Finance lease right-of-use assets 303 Acquisition-related intangibles 28,150 Other assets 3,604 Total assets $ 92,501 Accounts payable 5,649 Accrued expenses and other current liabilities 10,405 Deferred revenue 7,329 Current maturities of long-term debt 2,923 Operating lease liabilities, current 3,624 Finance lease liabilities, current 147 Due to related parties, current 1,853 Long-term debt, net of current maturities 24,123 Operating lease liabilities, long term 6,836 Finance lease liabilities, long term 175 Due to related parties, long term 1,864 Deferred tax liability 3,750 Other noncurrent liabilities 37 Total liabilities $ 68,715 Fair value of net assets acquired 23,786 Goodwill 58,163 Total Purchase Consideration $ 81,949 The Company allocated the purchase price to tangible and identified intangible assets acquired and liabilities assumed based on the preliminary estimates of their fair values, which were determined using generally accepted valuation techniques based on estimates and assumptions made by management. The fair values are subject to adjustment for up to one year after the close of the transaction as additional information is obtained. The primary items pending are related to income tax matters. Any adjustments to the preliminary purchase price allocation identified during the measurement period will be recognized in the period in which the adjustments are determined. Goodwill represents purchase consideration in excess of the fair value of net assets acquired. Factors that contribute to the recognition of goodwill include increased synergies expected to be achieved from the integration of Southern, as well as the acquisition of a talented workforce. None of the goodwill is expected to be deductible for income tax purposes. Goodwill is not amortized to earnings, but instead will be reviewed for impairment at least annually, absent any interim indicators of impairment. Following are details of the purchase consideration allocated to acquired intangible assets: Asset Fair Value Weighted- Average EAS Route Contracts (1) $ 26,830 10 years Corporate Tradename and Trademarks (2) 1,320 4 years Total $ 28,150 (1) The fair value of EAS route contracts were determined using the income approach, specifically, the multi-period excess earnings method. (2) Corporate trade name and trademarks primarily relate to the Southern brand and related trademarks, respectively, and the fair values were determined by applying the income approach, specifically, the relief from royalty method. The fair value of the identified intangible assets will be amortized over the assets’ estimated useful lives based on the pattern in which the economic benefits are expected to be received to cost of sales and operating expenses. The Condensed C onsolidated Statement of Operations include the following revenue and net loss attributable to Southern from the date of acquisition, July 27, 2023, to September 30, 2023: July 27, 2023 through September 30, 2023 Revenue $ 15,336 Net Income $ 292 Unaudited Supplemental Pro Forma Information Following are the supplemental condensed consolidated financial results of the Company and Southern on an unaudited pro forma basis, as if the Southern Acquisit ion had been consummated as of the beginning of the fiscal year 2022 (i.e., January 1, 2022): Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Revenue $ 28,882 $ 27,197 $ 85,446 $ 72,849 Net loss $ ( 50,751 ) $ ( 13,314 ) $ ( 77,542 ) $ ( 72,133 ) The unaudited pro forma financial information presented above has been calculated after adjusting the results of operations of the Company to reflect certain business combination effects, including the amortization of the acquired intangible assets, associated income tax impacts, incremental financing costs, and one-time acquisition-related costs incurred by the Company as though this business combination occurred as of January 1, 2022, the beginning of the Company’s 2022 fiscal year. The pro forma financial information is for informational purposes only and not indicative of the results of operations that would have been achieved if this business combination had taken place as of January 1, 2022, nor is it indicative of future results of operations.

Prepaids and Other Current Asse

Prepaids and Other Current Assets	9 Months Ended
Prepaids and Other Current Assets	Sep. 30, 2023
Prepaid Expense and Other Assets, Current [Abstract]
Prepaids and Other Current Assets	Note 4. Prepaids and Other Current Assets Prepaid expenses and other current assets consisted of the following (in thousands): September 30, December 31, Prepaid data license $ 5,000 $ — Prepaid insurance 3,002 329 Prepaid software 2,711 3,149 Prepaid marketing 2,424 3,355 Engine reserves 2,704 — Vendor operator prepayments 524 862 Prepaid fuel 316 — Other 1,521 60 Total prepaid expenses and other current assets 18,202 7,755

Property, Plant and Equipment,

Property, Plant and Equipment, Net	9 Months Ended
Property, Plant and Equipment, Net	Sep. 30, 2023
Property, Plant and Equipment [Abstract]
Property, Plant and Equipment, Net	Note 5. Property, Plant and Equipment, Net Property and equipment, net, consists of the following (in thousands): September 30, December 31, Aircraft, equipment and rotable spares $ 36,637 $ — Equipment purchase deposits 10,121 — Office, vehicles and ground equipment 1,111 256 Leasehold improvements 2,318 656 Internal-use software 582 434 Property and equipment, gross 50,769 1,346 Accumulated depreciation ( 1,546 ) ( 722 ) Property and equipment, net $ 49,223 $ 624 The Company recorded depreciation expense of $ 616 thousand and $ 108 thousand for the three months ended September 30, 2023 and 2022 , respectively. The Company recorded depreciation expense of $ 824 thousand and $ 324 thousand for the nine months ended September 30, 2023 and 2022, respectively. Depreciation expense is recognized as a component of Depreciation and Amortization expense in the accompanying Condensed Consolidated Statement of Operations. For the three and nine months ended September 30, 2023 and the three and nine months ended September 30, 2022 , any gain or loss on disposal of property and equipment was not material.

Intangible Assets, Net and Othe

Intangible Assets, Net and Other Assets	9 Months Ended
Intangible Assets, Net and Other Assets	Sep. 30, 2023
Goodwill and Intangible Assets Disclosure [Abstract]
Intangible Assets, Net and Other Assets	Note 6. Intangible Assets, Net and Other Assets Intangibles assets, net, consists of the following (in thousands): September 30, December 31, EAS contracts $ 26,830 $ — Tradenames and trademarks 8,380 7,060 Software 3,122 2,967 Other intangibles 242 242 Intangible assets, gross 38,574 10,269 Accumulated amortization ( 9,943 ) ( 8,983 ) Intangible assets, net $ 28,631 $ 1,286 The change in the intangibles balance from December 31, 2022 is due to the Southern Acquisition (See Note 3, Business Combination ). The Company recorded amortization expense of $ 664 thousand and $ 149 thousand for the three months ended September 30, 2023 and 2022 , respectively. The Company recorded amortization expense of $ 961 thousand and $ 447 thousand for the nine months ended September 30, 2023 and 2022, respectively. Amortization expense is recognized as a component of Depreciation and Amortization expense in the accompanying Condensed Consolidated Statement of Operations. Expected future amortization as of September 30, 2023 is as follows (in thousands): Amount Remainder of 2023 $ 919 2024 3,662 2025 3,167 2026 3,026 2027 2,876 Thereafter 14,981 Total $ 28,631 Other assets consists of the following (in thousands): September 30, December 31, Security deposits - aircraft operating leases $ 978 $ — Cloud-hosted software 1,863 1,694 Credit card holdback 1,748 — Security deposits - other 719 — Other 629 122 Total other assets 5,937 1,816

Goodwill

Goodwill	9 Months Ended
Goodwill	Sep. 30, 2023
Goodwill and Intangible Assets Disclosure [Abstract]
Goodwill	Note 7. Goodwill The change in Goodwill is presented in the following table (in thousands): September 30, December 31, Beginning of period $ — $ — Addition from Southern Acquisition 58,164 — Impairment — — End of period $ 58,164 $ —

Leases

Leases	9 Months Ended
Leases	Sep. 30, 2023
Leases [Abstract]
Leases	Note 8. Leases Supplemental balance sheet information related to leases is as follows (in thousands): Operating Leases Classification September 30, December 31, Assets Right-of-use assets Operating lease right-of-use assets $ 13,161 $ 1,143 Liabilities Lease liabilities, current Operating lease liabilities, current $ 4,306 $ 903 Lease liabilities, current Due to related parties, current 917 — Lease liabilities, long term Operating lease liabilities, long term 6,286 246 Lease liabilities, long term Due to related parties, long term 1,708 — Total lease liabilities $ 13,217 $ 1,149 Lease term and discount rate were as follows: September 30, December 31, Weighted average remaining lease term 2.8 years 1.2 years Weighted average discount rate 8.99 % 7.29 % The components of lease cost are as follows (in thousands): Three Months Ended September 30, Lease Cost Classification 2023 2022 Operating lease cost - aircraft Cost of revenue $ 1,072 $ 300 Operating lease cost - non-aircraft Cost of revenue 62 37 Operating lease cost - non-aircraft General and administrative 99 57 Lease cost, short term Cost of revenue 996 15 Lease cost, short term General and administrative 59 — Engine reserves Cost of revenue 628 — Total lease cost $ 2,916 $ 409 Nine months ended September 30, Lease Cost Classification 2023 2022 Operating lease cost - aircraft Cost of revenue $ 1,672 $ 900 Operating lease cost - non-aircraft Cost of revenue 80 198 Operating lease cost - non-aircraft General and administrative 214 170 Lease cost, short term Cost of revenue 1,026 44 Lease cost, short term General and administrative 59 — Engine reserves Cost of revenue 628 — Total lease cost 3,679 1,312 Supplemental disclosures of cash flow and other information related to leases are as follows (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Cash paid for operating lease liabilities $ 1,425 $ 398 $ 2,149 $ 1,174 Non-cash transactions - operating lease assets obtained in exchange for operating lease liabilities $ 609 $ 1,179 $ 609 $ 1,780 Maturities of operating lease liabilities are as follows as of September 30, 2023 (in thousands): Amount Remainder of 2023 $ 1,715 2024 5,622 2025 4,159 2026 2,398 2027 933 Thereafter — Total lease payment, undiscounted 14,827 Less: imputed interest 1,610 Total $ 13,217 Finance Leases The Company’s finance lease assets include an aircraft, an aircraft engine, camera equipment and a vehicle. Supplemental balance sheet information related to finance leases is as follows (in thousands): September 30, December 31, Assets Finance lease right-of-use assets $ 1,415 $ — Liabilities Finance lease liabilities, current $ 228 $ — Finance lease liabilities, long term 1,207 — Total finance lease liabilities $ 1,435 $ — Lease term and discount rate are as follows: September 30, December 31, Weighted average remaining lease term 4.8 years — Weighted average discount rate 9.75 % — Supplemental disclosures of cash flow and other information related to leases are as follows (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Cash paid for finance lease liabilities $ 30 $ — $ 30 $ — Non-cash transactions - Finance lease assets obtained in exchange for finance lease liabilities $ 1,143 $ — $ 1,143 $ — Maturities of finance lease liabilities are as follows as of September 30, 2023 (in thousands): Amount Remainder of 2023 $ 380 2024 325 2025 305 2026 284 2027 713 Thereafter — Total lease payment, undiscounted 2,007 Less: imputed interest 572 Total $ 1,435

Accrued Expenses and Other Curr

Accrued Expenses and Other Current Liabilities	9 Months Ended
Accrued Expenses and Other Current Liabilities	Sep. 30, 2023
Payables and Accruals [Abstract]
Accrued Expenses and Other Current Liabilities	Note 9. Accrued Expenses and Other Current Liabilities As of September 30, 2023 and December 31, 2022, accrued expenses and other current liabilities consisted of the following (in thousands): September 30, December 31, Accrued compensation and benefits $ 15,159 $ 1,486 Accrued professional services 10,586 3,555 Excise and property taxes payables 7,051 6,446 Collateralized borrowings 2,935 — Insurance premium liability 1,813 — Accrued Monarch legal settlement 1,314 1,314 Interest and commitment fee payable 834 64 Accrued major maintenance 755 — Other accrued liabilities 5,932 1,875 Total accrued expenses and other current liabilities $ 46,379 $ 14,740 Collateralized Borrowings The Company has a revolving accounts receivable financing arrangement that allows the Company to borrow up to 90 % of eligible accounts receivable, as defined, up to a maximum unsettled amount of $ 5 million. The agreement is secured by a first security interest in all of SAE’s assets and automatically renews annually. The related interest rate is the prime rate plus 1 % per annum. Additionally, the Company pays certain ancillary fees associated with each borrowing that vary depending on the borrowed amount and duration, which is no more than 45 days. From the Acquisition Date through September 30, 2023 , the Company borrowed a total of $ 6.9 million under this financing facility, of which $ 4.0 million was settled through the transfer of pledged receivables. Interest expense incurred on these borrowings from the Acquisition Date through September 30, 2023 , amounted to $ 60 thousand, and are included in interest expense in the accompanying Condensed Consolidated Statements of Operations. As of September 30, 2023, and December 31, 2022 , the outstanding amount due under this facility amounted to $ 2.9 million and $ 0 , respectively. As of September 30, 2023, and December 31, 2022 , the Company was in compliance with all covenants.

Financing Arrangements

Financing Arrangements	9 Months Ended
Financing Arrangements	Sep. 30, 2023
Debt Disclosure [Abstract]
Financing Arrangements	Note 10. Financing Arrangements The Company’s total debt due to unrelated parties consist of the following (in thousands) : September 30, December 31, Note payable to a financing company, fixed interest rate of 7.60 %, due November 2024 $ 327 $ — Note payable to bank, fixed interest rate of 4.65 %, due November 2025 17 — Note payable to a financing company, fixed interest rate of 5.49 %, due December 2026 198 — Notes payable to Clarus Capital, fixed interest rate of 8.66 %, due April , June and September 2027 16,819 — Notes payable to Skywest, fixed interest rates of 4 % and 9 %, due April 2028 and November 2024 , respectively 5,884 — Note payable to Tecnam, fixed interest rate of 6.75 %, due July and August 2032 3,263 — Long-term debt, gross 26,508 — Current maturities of long-term debt ( 2,942 ) — Long-term debt, net of current maturities $ 23,566 $ — Future maturities of total debt as of September 30, 2023 are as follows (in thousands) : Amount Remainder of 2023 $ 713 2024 5,176 2025 2,612 2026 2,819 2027 12,828 Thereafter 2,360 Total $ 26,508 The Company is subject to customary affirmative covenants and negative covenants on all of the above notes payable. As of September 30, 2023, the Company was in compliance with all covenants in the loan agreements. Fair Value of Convertible Instruments The Company has elected the fair value option for the convertible notes, which requires them to be remeasured to fair value each reporting period with changes in fair value recorded in changes in fair value of financial instruments carried at fair value, net on the Condensed Consolidated Statements of Operations, except for change in fair value that results from a change in the instrument specific credit risk which is presented separately within other comprehensive income. The fair value estimate includes significant inputs not observable in the market, which represents a Level 3 measurement within the fair value hierarchy. On A pril 30, 2023, the Company amended the terms of the 2020 Convertible Note to extend the maturity date from May 1, 2023 to November 1, 2023. All other terms of the note remain the same, bearing compound interest at a rate of 6.25 % per annum and a monthly payment of $ 5 thousand. On June 27, 2023, the Company entered into a conditional exercise agreement for the 2020 Convertible Note to convert upon the merger of Surf Air into a subsidiary of the Company. The merger occurred on July 21, 2023, and all principal and accrued interest associated with the 2020 Convertible Note were converted into 1,383,342 convertible preferred shares, which were simultaneously cancelled and converted into 61,756 shares of the Company's common stock . On June 1, 2023, the Company amended the terms of the 2017 Convertible Notes to extend the maturity date from May 31, 2023 to December 31, 2023. All other terms of the note remain the same. On June 27, 2023, the Company entered into a conditional exercise agreement for the 2017 Convertible Notes to convert upon the merger of Surf Air into a subsidiary of the Company. The merger occurred on July 21, 2023, and all principal and accrued interest associated with the 2017 Convertible Notes were converted into 31,845,296 convertible preferred shares, which were simultaneously cancelled and converted into 1,421,656 shares of the Company's common stock . On June 21, 2023, the Company entered into a convertible note purchase agreement (the “Convertible Note Purchase Agreement”) with Partners for Growth V, L.P. (“PFG”) for a senior unsecured convertible promissory note for an aggregate principal amount of $ 8.0 million (the “PFG Investment”). The note bears interest at a rate of 9.75 % and matures on December 31, 2024 . All unpaid principal and interest balances may be converted into shares of the Company’s common stock, at the option of the holder, at a price equal to 120 % of the initial listing price of the Company’s common stock. On July 27, 2023, the Company received $ 8 million in funding, following satisfaction of all conditions precedent outlined under the Convertible Note Purchase Agreement. Based on the $ 5.00 per share opening price on the first day of listing of the Company’s common stock, the principal of the Convertible Note Purchase Agreement would be convertible into 1,333,333 shares of the Company’s common stock. Fair value of convertible notes (in thousands) : Fair Value at September 30, 2023 December 31, 2022 2017 Convertible Notes $ — $ 15,242 2020 Convertible Note — 706 2017 Convertible Term Note — 13,148 Convertible Note Purchase Agreement 7,544 — Total $ 7,544 $ 29,096 The Company is subject to customary affirmative covenants and negative covenants with respect to the Convertible Note Purchase Agreement. The Company as received a waiver from PFG regarding the maintenance of minimum cash requirement of $ 10 million. The waiver effectively waives the requirement through February 28, 2024. As of September 30, 2023 , the Company was in compliance with all other covenants under the Convertible Note Purchase Agreement. Fair Value of SAFE Notes The Company’s Simple Agreements for Future Equity notes (“SAFE”) and Simple Agreement for Future Equity with Tokens (“SAFE-T”) are carried at fair value, with fair value determined using Level 3 inputs. The Company determined that the SAFE and SAFE-T instruments should be classified as liabilities based on evaluating the characteristics of the instruments, which contained both debt and equity-like features. The SAFE notes mature between May 2024 and June 2025. The SAFE-T instrument matured in July 2019. Subsequent changes in the fair value of the SAFE and SAFE-T notes are recorded in earnings as part of changes in fair value of financial instruments carried at fair value within the Condensed Consolidated Statements of Operations. The decrease in the SAFE notes for the nine months ended September 30, 2023 is due to the conversion of the majority of the SAFEs into shares of the Company’s common stock, concurrent with the Company's listing on the New York Stock Exchange (see Note 12, Fair Value Measurements ). Fair value of SAFE notes (in thousands) : Fair Value at September 30, 2023 December 31, 2022 SAFE note with LamVen, a related party $ — $ 5,403 SAFE note with Park Lane, a related party — 5,403 SAFE note with iHeart Media — 7,203 SAFE note with Palantir — 6,484 SAFE note with a private investor — 72 SAFE-T 27 149 Total $ 27 $ 24,714 Less: SAFE notes at fair value, current ( 27 ) ( 149 ) SAFE notes at fair value, long term $ — $ 24,565 On January 31, 2023, the Company entered into a SAFE note in the Company agreed to sell an investor up to a number of shares of the Company’s common stock having an aggregate value of $ 0.3 million in exchange for cash received in 2023. The resulting conversion prices were based on a contractually defined discount of 20 % of the per share consideration payable to shareholders of the Company’s common stock, in the event of a change in control or qualified financing, and a 35 % discount to the price per share of common shares issued in the event of a de-SPAC transaction, IPO, or direct listing. The maturity date for the SAFE is January 31, 2025 . On June 15, 2023, the Company entered into a SAFE note with LamJam LLC (“LamJam”), a related party, for $ 6.9 million, of which approximately $ 3.47 million was funded through the cancellation of a promissory note, including principal and interest, payable by the Company to LamVen LLC (“LamVen”), a related party, and $ 3.47 million was received in cash from LamJam. The resulting conversion prices were based on a contractually defined discount of 20 % of the per share consideration payable to shareholders of the Company’s common stock, in the event of a change in control or qualified financing, and a 35 % discount to the price per share of common shares issued in the event of a de-SPAC transaction, IPO, or direct listing. The maturity date for the SAFE is June 15, 2025 . On June 26, 2023, the Company entered into an agreement with holders of the SAFE notes to transfer all of Surf Air’s rights, interests, and obligations under the SAFE notes to the Company upon the merger of Surf Air into a subsidiary of the Company, which occurred on July 21, 2023. On July 27, 2023, concurrent with the first day of listing of the Company’s common stock, the Company issued 17,365,357 shares of common stock in satisfaction of $ 56.4 million of outstanding principal on SAFE notes. Share settlements were based on the contractual 35 % discount to the $ 5.00 per share opening price on the first day of listing of SAM common shares.

Share Purchase Agreement and GE

Share Purchase Agreement and GEM Purchase	9 Months Ended
Share Purchase Agreement and GEM Purchase	Sep. 30, 2023
Share Purchase Agreement [Abstract]
Share Purchase Agreement and GEM Purchase	Note 11. Share Purchase Agreement and GEM Purchase Share Purchase Agreement During 2020, the Company entered into a Share Purchase Agreement (“SPA”) with GEM Global Yield LLC SCS (“GEM”) and an entity affiliated with GEM to provide incremental financing in the event the Company completed a business combination transaction with a special purpose acquisition company (“SPAC”), IPO, or direct listing. Pursuant to the SPA, GEM is required to purchase shares of the Company’s common stock at a discount to the volume weighted average trading price up to a maximum aggregate purchase price of $ 200.0 million, and in return the Company agreed to pay a total commitment fee of $ 4.0 million (the “Commitment Fee”) payable in installments at the time of each purchase of shares of the Company’s common stock or no later than one year from the anniversary of a public listing transaction and issued a forward contract for GEM to purchase 0.75 % of the Company’s fully-diluted shares of common stock outstanding upon completion of a public listing transaction at an exercise price of $ 0.01 per share. On May 17, 2022, February 8, 2023, and September 18, 2023, the SPA was amended to increase the maximum aggregate shares of the Company’s common stock that may be required to be purchased by GEM to $ 400.0 million (the “Aggregate Limit”) and increase the Commitment Fee to GEM to 4,000,000 shares of the Company’s common stock. Pursuant to the amended and restated SPA, and subject to the satisfaction of certain conditions, the Company, will have the right from time to time at its option to direct GEM to purchase up to the Aggregate Limit of shares of the Company’s common stock over the term of the amended and restated SPA. Upon its public listing, the Company may request GEM to provide advances under the SPA in an aggregate amount of up to $ 100.0 million, provided that individual advances are not to exceed $ 25.0 million each, with the first advance not to exceed $ 7.5 million. Each advance will reduce the amount that the Company can request for future purchases under the SPA. On September 29, 2023, the Company received its first advance under the SPA in the amount of $ 4.5 million, on a total request of $ 7.5 million, with the remaining $ 3.0 million being received on October 3, 2023. Concurrent with the receipt of funds, the Company issued 4,000,000 shares of its common stock to GEM in full satisfaction of the commitment fee. The Company has deposited 18,000,000 shares of common stock into an escrow account as of September 30, 2023, as required under the SPA, which is intended to be at least two times the number of shares contemplated to settle the advance upon the close of the pricing period for the advance. The number of shares to be transferred to GEM will be based on an average of the volume-weighted average trading price of the Company’s common stock over a period of fifteen trading days following the receipt of an advance, subject to a fifteen day extension in certain circumstances. This average price will be subject to a contractual discount of 10 %. Additionally, contractual provisions within the SPA provide that in no event may GEM receive a share issuance that would raise their share ownership percentage above 10 % of the Company. This provision may impact the Company’s ability to request additional advances or execute additional purchases under the SPA. On June 15, 2023, July 21, 2023, and July 24, 2023, the SPA was further amended to modify the number of shares of the Company’s common stock to be issued to GEM at the time of a public listing transaction of the Company from an amount equal to 0.75 % of the Company’s fully-diluted shares of common stock outstanding to a fixed 1,300,000 shares of the Company’s common stock. The amendments to the SPA also modified certain registration requirements whereby the Company was obligated to file a re-sale registration statement within 5 business days of the Company’s public listing. On July 27, 2023, concurrent with the Company’s direct listing, the Company issued 1,300,000 shares of the Company’s common stock to GEM in full satisfaction of this provision. Pursuant to GEM’s associated registration rights, the Company filed a re-sale registration statement, covering the 1,300,000 shares, on August 2, 2023, which was declared effective by the Securities and Exchange Commission (“SEC”) on September 28, 2023. The Company has accounted for the shares issuance contracts under the SPA, as amended, as derivative financial instruments which are recorded at fair value within Other long-term liabilities on the Condensed Consolidated Balance Sheets. As of September 30, 2023 and December 31, 2022, the fair value of the GEM commitment was $ 5.0 million and $ 3.0 million, respectively. Changes in fair value were recorded in Changes in fair value of financial instruments carried at fair value, net on the Condensed Consolidated Statements of Operations. GEM Purchase On June 15, 2023, and amended on July 21, 2023, and July 24, 2023, the Company and GEM entered into a share purchase agreement (the “GEM Purchase”) whereby GEM would purchase 1,000,000 shares of the Company’s common stock for cash consideration of $ 25.0 million upon the successful public listing of the Company’s shares. Under the terms of the agreement, the Company is obligated to file a re-sale registration statement, covering the 1,000,000 shares issued, within 5 business days of the Company’s public listing. On July 27, 2023, concurrent with the Company’s direct listing, the Company received the $ 25.0 million cash consideration contemplated in the purchase agreement, in exchange for the issuance of 1,000,000 shares of the Company’s common stock. Pursuant to the associated registration rights, the Company filed a re-sale registration statement, covering the 1,000,000 shares, on August 2, 2023, which was declared effective by the SEC on September 28, 2023.

Fair Value Measurements

Fair Value Measurements	9 Months Ended
Fair Value Measurements	Sep. 30, 2023
Fair Value Disclosures [Abstract]
Fair Value Measurements	Note 12. Fair Value Measurements The fair values of the convertible notes, SAFE instruments, preferred stock warrant liabilities, and derivative liability were based on the estimated values of the notes, SAFE instruments, warrants, and derivatives upon conversion including adjustments to the conversion rates, which were probability weighted associated with certain events, such as a sale of the Company or the Company becoming a public company. The estimated fair values of these financial liabilities were determined utilizing the Probability-Weighted Expected Return Method and is considered a Level 3 fair value measurement. Significant unobservable inputs used in the valuation models as of September 30, 2023 and December 31, 2022 were as follows: September 30, December 31, Public listing probability 100 % 50 % Lack of marketability —% 32 % Discount rates used in the sale scenario for debt instruments —% 70 % Discount rates used in the public listing scenario —% 20 - 30 % Probability weighted volatility —% 147 % Assets and liabilities are classified in the hierarchy based on the lowest level of input that is significant to the fair value measurement. The Company’s assessment of the significance of a particular input to the fair value measurement requires judgment and may affect the valuation of the assets and liabilities being measured and their placement within the fair value hierarchy. The following tables summarize the Company’s financial liabilities that are measured at fair value on a recurring basis in the condensed consolidated financial statements (in thousands) : Fair Value Measurements at September 30, 2023 Using: Level 1 Level 2 Level 3 Total Liabilities: $ — $ — $ — $ — Convertible notes at fair value — — 7,544 7,544 Preferred shares warrant liability — — — — SAFE notes at fair value — — 27 27 GEM derivative liability — — 5,000 5,000 Total financial liabilities $ — $ — $ 12,571 $ 12,571 Fair Value Measurements at December 31, 2022 Using: Level 1 Level 2 Level 3 Total Liabilities: $ — $ — $ — $ — Convertible notes at fair value — — 29,096 29,096 Preferred shares warrant liability — — 51 51 SAFE notes at fair value — — 24,714 24,714 GEM derivative liability — — 2,963 2,963 Total financial liabilities $ — $ — $ 56,824 $ 56,824 The following table provides a reconciliation of activity and changes in fair value for the Company’s convertible loans and redeemable convertible preferred stock warrant liability using inputs classified as Level 3 (in thousands) : Convertible Notes at Fair Value Preferred Shares Warrant Liability SAFE Notes GEM Derivative Liability Balance at December 31, 2021 $ 11,681 $ 9 $ 19 $ 435 Issuance of convertible notes 4,191 — 11,839 — Conversion of convertible notes to preferred shares ( 10,257 ) — — — Conversion of PFG liability to convertible note 11,197 — — — Change in fair value 12,284 42 12,856 2,528 Balance at December 31, 2022 $ 29,096 $ 51 $ 24,714 $ 2,963 Issuance of SAFE notes — — 3,716 — Conversion of related party notes to SAFE — — 4,354 — Advances received on share purchase agreement — — — 4,500 Borrowings on convertible notes 8,000 — — — Payments on borrowings of convertible notes ( 40 ) — — — Change in fair value 8,159 ( 40 ) 30,752 10,557 GEM settlement in common shares — — — ( 13,020 ) Reclassification of convertible note to SAFE ( 23,318 ) — 23,318 — Conversion of convertible notes to preferred shares ( 14,353 ) — — — Conversion of SAFE to common shares — — ( 86,827 ) — Reclassification to common equity — ( 11 ) — — Balance at September 30, 2023 $ 7,544 $ — $ 27 $ 5,000 Long-Term Debt The carrying amounts and fair values of the Company’s long-term debt obligations were as follows: As of September 30, 2023 As of December 31, 2022 Carrying Amount Fair Value Carrying Amount Fair Value Long-term debt, including current maturities 26,508 26,291 — — Term notes payable to related parties 12,585 12,033 4,500 2,958 In assessing the fair value of the Company’s long-term debt, including current maturities, the Company primarily uses an estimation of discounted future cash flows of the debt at rates currently applicable to the Company for similar debt instruments of comparable maturities and comparable collateral requirements.

Warrants

Warrants	9 Months Ended
Warrants	Sep. 30, 2023
Warrants and Rights Note Disclosure [Abstract]
Warrants	Note 13. Warrants Preferred Share Warrants Convertible Preferred Share Warrant Liability There were no convertible preferred share warrants issued in the nine months ended September 30, 2023. The convertible preferred share warrants issued and outstanding as of December 31, 2022 were 805,823 shares of Class B-2 preferred warrants; 410,123 shares of Class B-3 preferred warrants; and 1,493,015 shares of Class B-4 preferred warrants. On July 21, 2023, as a condition of the Internal Reorganization, all preferred share warrants were converted into 120,935 warrants for the purchase of the Company’s common stock at a ratio of 22.4 Surf Air preferred warrants to 1 warrant for the purchase of the Company’s common stock. The exercise price for all warrants is $ 38.23 per share. Warrants to purchase shares of convertible preferred stock were classified as Other long-term liabilities on the Condensed Consolidated Balance Sheets, as of December 31, 2022, and were subject to remeasurement to fair value at each balance sheet date with changes in fair value recorded in Changes in fair value of financial instruments carried at fair value through the date of the Internal Reorganization. As all converted warrants are for the purchase of common stock, and not preferred interests, the liability as of the date of the Internal Reorganization was reclassified to additional paid in capital. Ordinary Share Warrants Warrants were issued by Surf Air in connection with debt and equity capital raising transactions, as well as part of debt restructuring activities. The warrants were exercisable at any time, or from time to time, in whole or in part at any time on or prior to the expiration date, which was seven to ten years from the issuance date. The warrants terminated on the earlier of the expiration date or change in control upon the effectiveness of the Company’s registration statement or upon the closing of a deemed liquidation event. If there was no change in control, the warrants without a stated expiration date would never expire. On July 21, 2023, Surf Air merged into a subsidiary of the Company as part of an Internal Reorganization. The change in control resulted in all then outstanding ordinary share warrants being re-issued into warrants to purchase shares of the Company’s common stock. Total outstanding ordinary share warrants issued by the Company were 0 and 4,614,651 as of September 30, 2023 and December 31, 2022, respectively. During 2023, the Company issued a total of 143,407 ordinary warrants due to the conversion of amounts due under the 2017 Convertible Notes (See Note 10, Financing Arrangements). During the nine months ended September 30, 2023, ordinary warrant holders exercised 4,758,058 ordinary warrants, with exercise prices ranging from $ 0.22 to $ 4.70 per share, on a combination of cash-based and cashless exercises. This resulted in the issuance of 4,707,562 shares of common stock for total proceeds of $ 128 thousand.

Commitments and Contingencies

Commitments and Contingencies	9 Months Ended
Commitments and Contingencies	Sep. 30, 2023
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Note 14. Commitments and Contingencies Software License Agreements On May 18, 2021, the Company executed two agreements with Palantir Technologies Inc. to license a suite of software for the term of seven years commencing on the effective date. The agreements identify two phases where Palantir provides services to customize the software: an Initial Term from May 18, 2021 through June 30, 2023 with a cost of $ 11.0 million and an Enterprise Term from July 1, 2023 to May 7, 2028 with a cost of $ 39.0 million, for a total cost of $ 50.0 million. As of September 30, 2023 and December 31, 2022 , the Company capitalized $ 2.4 million and $ 2.0 million, respectively, related to the software that Palantir has provided to the Company. Licensing, Exclusivity and Aircraft Purchase Arrangements Textron Agreement On September 15, 2022, the Company entered into agreements with Textron Aviation Inc. and one of its affiliates (collectively, “TAI”), for engineering services and licensing, sales and marketing, and aircraft purchases, which are only effective as of the first trading date of shares of the Company’s common stock on a national securities exchange (“TAI Effective Date”). The agreements became effective as of the Company’s direct listing on July 27, 2023. The engineering services and licensing agreement provides, among other things, that TAI will provide the Company with certain services in furtherance of development of an electrified powertrain technology (the “SAM System”). Under this agreement, the Company agrees to meet certain development milestones by specified dates, including issuance of a supplemental type certificate by the FAA. Should the Company fail to meet certain development milestones, TAI has the right to terminate the collaboration agreement. The licensing agreement grants the Company a nonexclusive license to certain technical information and intellectual property for the purpose of developing an electrified propulsion system for the Cessna Grand Caravan aircraft, and to assist in obtaining Supplemental Type Certificates (“STC”) from the Federal Aviation Administration (“FAA”), including any foreign validation by any other aviation authority, for electrified propulsion upfits/retrofits of the Cessna Grand Caravan aircraft. The licensing agreement provides for payment by the Company of license fees aggregating $ 60.0 million over a multi-year period , with an initial $ 5 million deposit being made as of September 30, 2023 and remaining payments of $ 7.5 million coming due in December 2023. Under the sales and marketing agreement, the parties agreed to develop marketing, promotional and sales strategies for the specifically configured Cessna Grand Caravans and further agreed to: (a) include Cessna Grand Caravans fitted with the SAM system (the “SAM Aircraft”) in sales and marketing materials (print and digital) distributed to authorized dealers, (b) prominently display the SAM Aircraft on their respective websites and social media, (c) include representatives of the Company and TAI at trade show booths, (d) market the SAM Aircraft and conversions to SAM Aircraft to all owners of pre-owned Cessna Grand Caravans, and (e) not advertise or offer any third-party-developed electrified variants of the Cessna Grand Caravan. Certain technologies for aircraft propulsion are specifically carved out from TAI’s agreement to exclusively promote the SAM System for Cessna Grand Caravans. The sales and marketing agreement provides for payment by the Company of exclusivity fees aggregating $ 40.0 million, with certain amounts deferred such that the aggregate fee is payable over four years commencing on the earlier of the year after the Company obtains an STC for the SAM System on the Cessna Grand Caravan or the 5 th anniversary of the TAI Effective Date. The Company’s obligation to pay exclusivity fees in any year may be offset, in whole or in part, based on the achievement of certain sales milestones of SAM Aircraft and Cessna Grand Caravans subsequently converted to a SAM System. Under the aircraft purchase agreement, the Company may purchase from TAI 100 specifically configured Cessna Grand Caravans at prevailing market rates whereby the aggregate purchase price could be in excess of $ 300.0 million, with an option to purchase an additional 50 specifically configured Cessna Grand Caravans having an aggregate purchase price in excess of $ 150.0 million, over the course of 7 years . The final price to be paid by the Company will be dependent upon a number of factors, including the final specifications of such aircraft and any price escalations. Jetstream Agreement On October 10, 2022, the Company and Jetstream Aviation Capital, LLC (“Jetstream”) entered into an agreement (the “Jetstream Agreement”) that provides for a sale and/or assignment of purchase rights of aircraft from the Company to Jetstream and the leaseback of such aircraft from Jetstream to the Company within a maximum aggregate purchase amount of $ 450.0 million, including a $ 120.0 million total minimum usage obligation by the Company. The agreement may be terminated: (i) upon a termination notice by either party in the event that a material adverse change in the business of the other party is not resolved within 30 days of such notice; and (ii) as mutually agreed in writing by the parties. No transactions have been executed under this agreement as of September 30, 2023. Business Combination Agreements On May 17, 2022, the Company entered into a business combination agreement (the “Merger Agreement”) with Tuscan Holdings Corp II (“Tuscan”). On November 14, 2022, the Company and Tuscan mutually terminated the Merger Agreement. Pursuant to the terms of the mutually terminated Merger Agreement, the Company was obligated to issue to Tuscan 635,000 shares of the Company’s common stock or a combination of 600,000 shares of the Company’s common stock and $ 0.7 million in cash upon a triggering event, which was defined as a direct listing, IPO or a business combination with a SPAC. On July 27, 2023, concurrent with the first day of listing of the Company’s common stock, the Company issued 635,000 shares of common stock to Tuscan in satisfaction of the terms of the mutually terminated Merger Agreement. Based on the $ 5.00 opening price of the Company’s common stock, such shares have resulted in $ 3,175,000 of contract termination expense, included as part of other expense in the Company’s Condensed Consolidated Statement of Operations. Guarantees The Company indemnifies its officers and directors for certain events or occurrences arising as a result of the officer or director serving in such capacity. The term of the indemnification period is for the officer or director’s lifetime. The maximum potential future amount the Company could be required to pay under these indemnification agreements is unlimited. The Company believes its insurance would cover any liability that may arise from the acts of its officers and directors and as of September 30, 2023 the Company is not aware of any pending claims or liabilities. The Company enters into indemnification provisions under agreements with other parties in the ordinary course of business, typically with business partners, contractors, customers, landlords and investors. Under these provisions, the Company generally indemnifies and holds harmless the indemnified party for losses suffered or incurred by the indemnified party as a result of its activities or, in some cases, as a result of the indemnified party’s activities under the agreement. These indemnification provisions sometimes include indemnifications relating to representations the Company has made with regards to intellectual property rights. These indemnification provisions generally survive termination of the underlying agreement. The maximum potential future amount the Company could be required to pay under these indemnification provisions is unlimited. Legal Contingencies In 2017, the Company acquired Rise U.S. Holdings, LLC (“Rise”). Prior to the close of the acquisition, Rise Alpha, LLC and Rise Management, LLC (both of which are wholly-owned subsidiaries of Rise and hereinafter referred to as the “Rise Parties”), were served with a petition for judgment by Menagerie Enterprises, Inc. (“Monarch Air”), relating to breach of contract for failure to pay Monarch Air pursuant to the terms and conditions of a flight services agreement with Monarch Air, which occurred prior to the Company’s acquisition of Rise. The Rise Parties filed numerous counterclaims against Monarch Air, including fraud, breach of contract and breach of fiduciary duty. Rise, a subsidiary of the Company, was named as a party in the lawsuit. During 2018 and 2019, certain summary judgements were granted in favor of Monarch Air. On November 8, 2021, the Rise Parties entered into a final judgment in respect of litigation to finally resolve all claims raised by Monarch Air and the Rise Parties agreed to pay actual damages of $ 1.0 million, pre-judgment interest of $ 0.2 million, attorneys’ fees of $ 0.06 million and court costs of approximately $ 0.003 million. Since then, Monarch Air has been conducting post-judgment discovery. The full settlement had been accrued within Accrued expenses and other current liabilities on the Condensed Consolidated Balance Sheets by the Company as of September 30, 2023 and December 31, 2022. The Company is also a party to various other claims and matters of litigation incidental to the normal course of its business, none of which were considered to have a potential material impact as of September 30, 2023. Tax Commitment On May 15, 2018, the Company received notice of a tax lien filing from the IRS for unpaid federal excise taxes for the quarterly periods beginning October 2016 through September 2017 in the amount of $ 1.9 million, including penalties and interest as of the date of the notice. The Company agreed to a payment plan (“Installment Plan”) whereby the IRS would take no further action and remove such liens at the time such amounts have been paid. In 2019, the Company defaulted on the Installment Plan. Defaulting on the Installment Plan can result in the IRS nullifying such plan, placing the Company in default and taking collection action against the Company for any unpaid balance. The Company’s total outstanding federal excise tax liability, including accrued penalties and interest, is recorded in Accrued expenses and other current liabilities on the Condensed Consolidated Balance Sheets and is in the amount of $ 7.0 million and $ 5.8 million as of September 30, 2023 and December 31, 2022, respectively. During 2018, the Company defaulted on its property tax obligations in various California counties in relation to fixed assets, plane usage and aircraft leases. The Company’s total outstanding property tax liability including penalties and interest is $ 1.9 million and $ 1.7 million as of September 30, 2023 and December 31, 2022 , respectively.

Disaggregated Revenue

Disaggregated Revenue	9 Months Ended
Disaggregated Revenue	Sep. 30, 2023
Revenue from Contract with Customer [Abstract]
Disaggregated Revenue	Note 15. Disaggregated Revenue The disaggregated revenue for the three and nine months ended September 30, 2023 and 2022 were as follows (in thousands) : Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Scheduled $ 15,547 $ 996 $ 17,427 $ 3,464 On-Demand 6,420 4,086 16,242 10,914 Total revenue $ 21,967 $ 5,082 $ 33,669 $ 14,378 The Company records deferred revenue (contract liabilities) when the Company receives customer payments in advance of the performance obligations being satisfied on the Company’s contracts. The Company generally collects payments from customers in advance of services being provided. The Company recognizes deferred revenue as revenue when it meets the applicable revenue recognition criteria, which is usually either over the contract term, or when services have been provided. Accordingly, deferred revenue is classified within Current liabilities in the accompanying Condensed Consolidated Balance Sheets. The long-term performance obligations for contractually committed revenues, all of which is related to charter revenue, is recorded in Other long-term liabilities as of September 30, 2023, and December 31, 2022 in the amount of $ 2.2 million and $ 1.8 million, respectively. Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Deferred revenue, beginning of period $ 10,530 $ 6,390 $ 9,568 $ 5,680 Acquired deferred revenue 7,329 — 7,329 — Revenue deferred 14,415 5,289 27,080 15,295 Revenue recognized ( 13,743 ) ( 5,082 ) ( 25,446 ) ( 14,378 ) Deferred revenue, end of period $ 18,531 $ 6,597 $ 18,531 $ 6,597

Redeemable Convertible Preferre

Redeemable Convertible Preferred Shares and Convertible Preferred Shares	9 Months Ended
	Sep. 30, 2023
Redeemable Convertible Preferred Shares and Convertible Preferred Shares [Abstract]
Redeemable Convertible Preferred Shares and Convertible Preferred Shares	Note 16. Redeemable Convertible Preferred Shares and Convertible Preferred Shares Redeemable Convertible Preferred Shares On June 2, 2023, the Company received $ 3.0 million cash from an existing investor in connection with the issuance of 5,665,722 shares of Class B-6a redeemable convertible preferred shares. In connection with the Internal Reorganization, on July 21, 2023, 234,856,003 redeemable convertible preferred shares were cancelled and re-issued into 10,484,578 shares of the Company's common stock, at a ratio of 22.4 redeemable convertible preferred shares to 1 share of the Company's common stock. Class B-6s Convertible Preferred Shares On June 15, 2023, the Company converted the LamJam term notes in the amount of $ 5.3 million into 9,932,241 Class B-6s convertible preferred shares (see Note 20, Related Party Balances and Transactions ). On June 30, 2023, the Company awarded 1,921,778 Class B-6s convertible preferred shares to prior employees and service providers in connection with past services provided. The Company recorded $ 0.9 million of stock-based compensation expense for the issuance of these awards. In June 2023, the Company settled outstanding debt of $ 0.2 million with 486,402 shares of Class B-6s convertible preferred shares. In connection with the Internal Reorganization, on July 21, 2023, 83,819,163 Class B-6s convertible preferred shares were cancelled and re-issued into 3,741,904 shares of the Company's common stock, at a ratio of 22.4 Class B-6s convertible preferred shares to 1 share of the Company's common stock.

Stock-Based Compensation

Stock-Based Compensation	9 Months Ended
Stock-Based Compensation	Sep. 30, 2023
Share-Based Payment Arrangement [Abstract]
Stock-Based Compensation	Note 17. Stock-Based Compensation 2023 Equity Incentive Plan Concurrent with the Company’s direct listing, the Company’s board of directors adopted the 2023 Equity Incentive Plan (the “2023 Plan”), to provide an additional means through the grant of awards to attract, motivate, retain and reward selected employees and other eligible persons. A total of 7,500,000 shares of the Company’s common stock were initially authorized for issuance with respect to awards granted under the 2023 Plan. Shares subject to outstanding awards granted under the 2016 Plan that are not paid, delivered or exercised before they expire or are canceled or terminated will be available for award grants under the 2023 Plan. In addition, the shares authorized for grant will automatically increase on the first trading day in January of each year (commencing with 2024) by an amount equal to lesser of (1) 5.0 % of the total number of our outstanding shares on the last trading day in December in the prior year, or (2) such lesser number as determined by our board of directors. Any shares subject to awards that are not paid, delivered or exercised before they expire or are canceled or terminated, fail to vest, as well as shares used to pay the purchase or exercise price of awards or related tax withholding obligations, will become available for other award grants under the 2023 Plan. Awards under the 2023 Plan may be in the form of incentive or nonqualified stock options, stock appreciation rights, stock bonuses, restricted stock, stock units and other forms of awards including cash awards. The Company issues shares of common stock upon the vesting and settlement of RSUs and upon the exercises of stock options under the 2023 Plan. The 2023 Plan is administered by the Company’s board of directors, or a duly authorized committee of the Company’s board of directors. 2016 Equity Incentive Plan Prior to the Company’s direct listing, the Company granted stock options, RSUs, RSPAs, and RSGAs to its employees, as well as nonemployees (including directors and others who provide substantial services to the Company) under the Company’s 2016 Equity Incentive Plan (the “2016 Plan”). Concurrent with the Internal Reorganization, all rights under previously granted RSPAs and RSGAs were converted into shares of the Company’s common stock, with the Company retaining certain rights of repurchase with respect to unvested RSPAs to coincide with grant-date service-conditions. Additionally, based on the original terms of the underlying awards, all RSUs granted under the 2016 Plan fully vested as of the direct listing date. No further stock awards will be granted under the 2016 Plan now that the 2023 Plan is effective; however, awards outstanding under the 2016 Plan will continue to be governed by their existing terms. 2023 Employee Stock Purchase Plan In conjunction with the Company’s direct listing, the Company’s board of directors adopted, and the Company’s stockholders approved the Company’s 2023 employee stock purchase plan (the “ESPP”). The Company’s ESPP authorizes the issuance of 800,000 shares of the Company’s common stock under purchase rights granted to the Company’s employees or to the employees of any of its designated affiliates. The number of shares of the Company’s common stock reserved for issuance will automatically increase on January 1 of each year for a period of 10 years, beginning January 1, 2024, by the lesser of (i) 1 % of the total number of shares of the Company’s common stock outstanding on December 31 of the immediately preceding year; and (ii) 800,000 shares, except before the date of any such increase, the Company’s board of directors may determine that such increase will be less than the amount set forth in clauses (i) and (ii). As of September 30, 2023, there had been no offering period or purchase period under the ESPP, and no such period will begin unless and until determined by the administrator, which is the Company’s board of directors or a duly authorized committee of the Company’s board of directors. Management Incentive Bonus Plan In conjunction with the Southern Acquisition, the Company’s board of directors adopted the Southern Management Incentive Bonus Plan (the “Incentive Bonus Plan”). The Incentive Bonus Plan provides select employees, consultants and service providers of the Company who were direct or indirect shareholders of Southern an incentive to contribute fully to the Company’s business achievement goals and success. The Incentive Bonus plan will provide for two tranches of bonus pools, to be allocated to covered employees based on participation units, which vest upon each employee’s continued employment by the Company and the achievement of certain revenue targets. Payments of amounts due under the Incentive Bonus Plan may be made in cash or shares of the Company’s common stock, at the Company’s option. Any shares to be issued under the Incentive Bonus Plan are excluded from the Company’s common stock issued and outstanding until the satisfaction of these vesting conditions and are not considered a participating security for purposes of calculating net loss per share attributable to common stockholders. Due to current expectations of revenue targets being achieved, the Company has recorded $ 6.7 million of stock based compensation expense related to the Incentive Bonus Plan during the three months ended September 30, 2023. Such amounts are included as a portion of Accrued expenses and other current liabilities within the Company’s Condensed Consolidated Balance Sheet. Stock Options Prior to the Company’s direct listing, the Company granted stock options to its employees, as well as nonemployees (including directors and others who provide substantial services to the Company) under the 2016 Plan, and subsequent to its direct listing, may grant similar awards under the 2023 Plan. A summary of share option activity for the nine months ended September 30, 2023 is set forth below: Number Weighted Average Contractual Term (in years) Aggregate Intrinsic Value (in thousands) Weighted Outstanding at December 31, 2022 1,768,205 9.01 $ 10,306 $ 3.58 Granted 48,212 10.00 — 9.11 Exercised ( 160,005 ) — — 1.19 Canceled ( 49,101 ) — — 3.38 Outstanding at September 30, 2023 1,607,311 8.30 750 4.11 Exercisable at September 30, 2023 1,188,490 8.03 641 3.77 Stock based compensation expense attributable to these awards was $ 0.8 million and $ 2.4 million for the three and nine months ended September 30, 2023 , respectively. This compares to $ 0.2 million and $ 0.5 million for the three and nine months ended September 30, 2022, respectively. Restricted Stock Units As of December 31, 2022, the Company had 220,424 RSUs outstanding under the 2016 Plan, which were unvested with a weighted average grant date fair value of $ 3.75 per RSU. With the Company’s direct listing, all vesting criteria for all awards was achieved, resulting in the issuance of 260,424 shares of common stock for total compensation expense of $ 0.8 million during the three and nine months ended September 30, 2023. During the three months ended September 30, 2023, the Company issued 280,454 RSUs under the 2023 Plan to employees and non-employee directors, which vest upon the satisfaction of certain service periods. The fair value of these RSUs was determined based on the Company’s stock price the business day immediately preceding the grant date. The service period of these RSUs is satisfied over a range of 12 months to 2 years. The RSUs are excluded from common stock issued and outstanding until the satisfaction of these vesting conditions and are not considered a participating security for purposes of calculating net loss per share attributable to common stockholders. A summary of RSU activity for the nine months ended September 30, 2023 is set forth below: Number of RSUs Weighted RSUs at December 31, 2022 220,424 $ 3.75 Granted and vested 280,454 8.80 Shares issued ( 260,424 ) 4.53 Forfeited, cancelled, or expired — — RSUs at September 30, 2023 240,454 $ 8.80 Stock based compensation expense attributable to these awards was $ 1.8 million for both the three and nine months ended September 30, 2023 and 2023. This compares to $ 0 for both the three and nine months ended September 30, 2022. Restricted Share Purchase Agreement A summary of RSPA activity under the 2016 Plan for the nine months ended September 30, 2023 is set forth below: Number Weighted Unvested RSPAs at December 31, 2022 3,162,292 $ 7.91 Granted — — Vested ( 2,696,004 ) 8.56 Forfeited — — Unvested RSPAs at September 30, 2023 466,288 4.12 On May 26, 2023, the Company approved the forgiveness of certain promissory notes associated with the issuance of RSPAs to executives and directors. The Company also provided cash bonuses to pay for interest and tax associated with the issuance of these shares in the amount of $ 0.1 million. The forgiveness of these promissory notes resulted in an immaterial additional stock based compensation expense as of September 30, 2023. Prior to the Company’s direct listing, the Company’s board of directors determined that the remaining vesting requirements applicable to previously granted executive RSPA awards had been satisfied in connection with the Company’s direct listing. This resulted in the recognition of $ 21.8 million in previously unrecognized stock-based compensation expense during the three months ended September 30, 2023. Stock-based compensation expense attributable to these awards was $ 22.8 million and $ 23.1 million for the three and nine months ended September 30, 2023 , respectively. This compares to $ 0.3 million and $ 1.5 million for the three and nine months ended September 30, 2022, respectively. Restricted Share Grant Agreement As of December 31, 2022, there were 3,773,243 RSGA shares outstanding. As a result of the Internal Reorganization, on July 21, 2023, all outstanding RSGAs were converted and re-issued in the form of shares of the Company’s common stock, on a basis of 1 RSGA to 1 share of the Company’s common stock. Stock based compensation expense attributable to these awards was $ 0 for the three and nine months ended September 30, 2023 . This compares to $ 0 and $ 8.4 million for the three and nine months ended September 30, 2022, respectively. Performance-Based Restricted Stock Units In July 2023, the Company granted a total of 2,800,000 performance-based restricted stock units (“PRSUs”) to the Company’s founders (“Founder PRSUs”) under the 2023 Plan. The Founder PRSUs vest upon the satisfaction of a service condition and the achievement of certain stock price goals. The Founder PRSUs are excluded from the Company’s common stock issued and outstanding until the satisfaction of these vesting conditions and are not considered a participating security for purposes of calculating net loss per share attributable to common stockholders. The Founder PRSUs will vest only if (i) the per-share closing price of the Company’s common stock over a period of 10 consecutive trading days within five years from the date of the Company’s direct listing is greater than $ 10 per share and (ii) each founder’s employment with the Company or one of its subsidiaries continues through the date such stock price goal is achieved, subject to certain conditions. The Company estimated the grant date fair value of the Founder PRSUs based on multiple stock price paths developed through the use of a Monte Carlo simulation model. A Monte Carlo simulation model also calculates a derived service period based on the expected time to achieve the defined stock price target, as described above. A Monte Carlo simulation model requires the use of various assumptions, including the underlying stock price, volatility, expiration term, and the risk-free interest rate as of the valuation date, corresponding to the length of time remaining in the performance period, and expected dividend yield. The derived service period calculation also requires the cost of equity assumption to be used in the Monte Carlo simulation model. Term and volatility are typically the primary drivers of this valuation. An expiration term of 5 years (as defined in the grant agreements) was utilized. A volatility of 71.0 percent was determined, based on an established peer group over the maximum term to expiration. The weighted-average grant date fair value of the Founders PRSUs was $ 2.28 per share. The Company will recognize total stock-based compensation expense of $ 6.4 million over the derived service period of 2.1 years as the founders satisfy the service-based vesting condition. A summary of PRSU activity for the nine months ended September 30, 2023 is set forth below: Number Weighted PRSUs at December 31, 2022 — $ — Granted 2,800,000 2.28 Shares issued — — Forfeited, cancelled, or expired — — PRSUs at September 30, 2023 2,800,000 $ 2.28 Stock based compensation expense attributable to these awards was $ 0.5 million for both the three and nine months ended September 30, 2023 . This compares to $ 0 for both the three and nine months ended September 30, 2022 .

Segments

Segments	9 Months Ended
Segments	Sep. 30, 2023
Segment Reporting [Abstract]
Segments	Note 18. Segments Under the Segment Reporting topic of the Codification, disclosures are required for operating segments that are regularly reviewed by the Company’s chief operating decision maker. Following the closing of the Southern Acquisition, and integration of the operations of Surf Air and Southern, the Company operates as a single reportable segment. All of our long-lived assets are located in the United States and revenue is substantially earned from flights throughout the United States.

Income Taxes

Income Taxes	9 Months Ended
Income Taxes	Sep. 30, 2023
Income Tax Disclosure [Abstract]
Income Taxes	Note 19. Income Taxes The Company's provision for income taxes for the three and nine months ended September 30, 2023, was a ($ 3.6 ) million benefit resulting in an effective tax rate of 4.6 % and 2.5 %, respectively. The Company’s effective tax rate for both periods was lower than the federal statutory rate of 21 % primarily due to the Company’s full U.S. federal and state valuation allowance. The Company's income tax provision for the three and nine months ended September 30, 2022, was immaterial. The Company’s 0 % effective tax rate for both periods was lower than the federal statutory rate of 21 % due to the Company’s full U.S. federal and state valuation allowance. As a result of the Southern Acquisition, the Company recorded $ 3.7 million in acquired net deferred tax liabilities primarily related to the excess of book basis over tax basis of the acquired intangible assets. In recording the deferred tax liability, the Company recorded a partial release of the valuation allowance on the Company’s net deferred tax assets, resulting in a discrete tax benefit for federal and state income taxes of $ 2.7 million and $ 0.8 million, respectively. The Company is subject to income tax examinations by the U.S. federal and state tax authorities. There were no ongoing income tax examinations as of September 30, 2023. In general, tax years 2011 and forward remain open to audit for U.S. federal and state income tax purposes.

Related Party Balances and Tran

Related Party Balances and Transactions	9 Months Ended
Related Party Balances and Transactions	Sep. 30, 2023
Related Party Transactions [Abstract]
Related Party Balances and Transactions	Note 20. Related Party Balances and Transactions Convertible Notes at Fair Value On July 21, 2023, in connection with the Internal Reorganization, the 2017 Note was converted per the conditional conversion agreement dated June 27, 2023. The outstanding principal and interest converted into 28,332,454 convertible preferred shares, which were simultaneously cancelled and converted into 1,264,834 shares of the Company's common stock. (see Note 10, Financing Arrangements ). SAFE Notes at Fair Value On July 21, 2023, in connection with the Internal Reorganization, the SAFE notes issued to LamVen and Park Lane, entities affiliated with a co-founder of the Company, with aggregate principal amount of $ 15.0 million were converted per the conditional conversion agreement dated June 27, 2023 into 103,385,325 convertible preferred shares, which were simultaneously cancelled and converted into 4,615,384 shares of the Company's common stock. (see Note 10, Financing Arrangements ). On June 15, 2023, the Company issued a SAFE note to LamJam, an entity affiliated with a co-founder of the company, with aggregate principal amount of $ 6.9 million. On July 21, 2023, in connection with the Internal Reorganization, the SAFE was converted per the conditional conversion agreement dated June 27, 2023 into 47,770,712 convertible preferred shares, which were simultaneously cancelled and converted into 2,132,608 shares of the Company's common stock. (see Note 10, Financing Arrangements ). Fair Value at September 30, December 31, SAFE note with LamVen, a related party $ — $ 5,403 SAFE note with LamJam, a related party — — SAFE note with Park Lane, a related party — 5,403 Total $ — $ 10,806 Term Notes The Company entered into term note agreements with related parties and recorded the notes in Due to related parties at carrying value on the Condensed Consolidated Balance Sheets. As of September 30, 2023 and December 31, 2022, the term notes outstanding are as follows ( in thousands ): Carrying Value at September 30, 2023 December 31, 2022 Term notes with LamVen, a related party $ 12,585 $ 4,500 Total $ 12,585 $ 4,500 The LamVen note with an aggregate principal amount of $ 4.5 million bearing an interest rate of 8.25 % per annum remained outstanding as of September 30, 2023. On January, 18, 2023, an additional note with the same terms was issued to LamVen LLC, a related party of the Company, in exchange for $ 1.0 million in cash. Both term notes are scheduled to mature on the earlier of December 31, 2023 or the date on which the note is otherwise accelerated as provided for in the agreement. Interest for the notes are payable in full at maturity or upon acceleration by prepayment. On May 22, 2023, the Company entered into an additional term note agreement in exchange for $ 4.6 million in cash from LamVen LLC, a related party of the Company. The note is scheduled to mature on the earlier of December 31, 2023 or the date on which the note is otherwise accelerated as provided for in the agreement. Interest is due upon maturity at a rate of 10.0 % per annum until the note is paid in full at maturity or upon acceleration by prepayment. On June 15, 2023, the Company entered into a $ 5.0 million grid note agreement with LamVen LLC, a related party of the Company. The Company received $ 2.5 million in cash as of September 30, 2023. The note is scheduled to mature on the earlier of December 31, 2023 or the date on which the note is otherwise accelerated as provided for in the agreement. Interest is due upon maturity at a rate of 10.0 % per annum until the note is paid in full at maturity or upon acceleration by prepayment. Subsequent to September 30, 2023, the Company received an additional $ 1.2 million under this grid note agreement. On June 15, 2023, the LamVen term note dated April 1, 2023 for $ 3.5 million, including principal and interest, was converted, via a payoff letter, into the LamJam SAFE note (see Note 10, Financing Arrangements ). On June 15, 2023, the term notes with LamJam, an entity affiliated with a co-founder of the Company, in the amount of $ 5.3 million principal and interest were converted into 9,932,241 Class B-6s convertible preferred shares (see Note 16, Redeemable Convertible Preferred Shares and Convertible Preferred Shares ). The outstanding notes are recorded at carrying values within Due to related parties on the Condensed Consolidated Balance Sheets as of September 30, 2023 and December 31, 2022. Other Transactions Additionally, LamVen paid for various expenses on behalf of the Company. As of September 30, 2023 and December 31, 2022 , the Company owed LamVen $ 0.1 million and $ 0.4 million, respectively. These amounts are recorded within Due to related parties, current on the Condensed Consolidated Balance Sheets as of September 30, 2023 and December 31, 2022. As of September 30, 2023 , the Company continues to lease four aircraft from Park Lane, a related party, for a monthly lease payment of $ 0.025 million per aircraft. The lease term for the four aircraft expire on July 31, 2023. On June 16, 2023, the Company amended the lease agreements with Park Lane to extend the expiration date for a 6-month term of August 1, 2023 through January 31, 2024. All other terms of the agreements remain the same. JA Flight Services and BAJ Flight Services As of September 30, 2023 , the Company leased a total of three aircraft from JA Flight Services (“JAFS”) and one aircraft from BAJ Flight Services (“BAJFS”) under short-term operating leases. JAFS is 50 % owned by Bruce A. Jacobs (“BAJ”), an employee and shareholder of the Company, and BAJFS is 100 % owned by BAJ. The Company recorded approximately $ 177 thousand in combined lease and engine reserve expense attributable to JAFS and BAJFS during the three and nine months ended September 30, 2023 . Accounts payable of $ 192 thousand owed to JAFS and BAJFS as of September 30, 2023, is included in Due to Related Parties, current on the Condensed Consolidated Balance Sheet. Schuman Aviation As of September 30, 2023 , the Company leased six aircraft from Schuman Aviation Ltd. (“Schuman”), an entity which is owned by an employee and shareholder of the Company. All leases consist of 60 -month terms, fixed monthly lease payments and are all eligible for extension at the end of the lease term. All the leases are also subject to monthly engine, propeller and other reserve payment requirements, based on actual flight activity incurred on the subject aircraft engine. The Company recorded approximately $ 297 thousand in combined lease and engine reserve expense attributable to Schuman for the three and nine months ended September 30, 2023. As of September 30, 2023 , the Company owed approximately $ 341 thousand to Schuman, which is included in Due to Related Parties, current on the Condensed Consolidated Balance Sheet. Additionally, the Company has an existing agreement with Schuman, whereby Schuman agreed not to fly any of its Makani Kai airline routes servicing the Hawaiian Island commuter airspace for a period of 10 years. Remaining amounts due under this agreement represent the final two annual installment payments, of $ 100 thousand each, which will be paid over the next two years.

Supplemental Cash Flows

Supplemental Cash Flows	9 Months Ended
Supplemental Cash Flows	Sep. 30, 2023
Supplemental Cash Flow Elements [Abstract]
Supplemental Cash Flows	Note 21. Supplemental Cash Flows Supplemental Cash Flows for the nine months ended September 30, 2023 and 2022 (in thousands): Nine Months Ended September 30, 2023 2022 Supplemental cash flow information Cash paid for interest $ 478 $ — Supplemental schedule of non-cash investing and financing activities: Issuance of SAFE notes $ 4,354 $ 6,417 Conversion of convertible notes to Class B-6a redeemable convertible preferred shares $ 543 $ 9,816 Conversion of convertible notes to Class B-5 redeemable convertible preferred shares $ 3,253 $ — Conversion of convertible notes to Class B-6s redeemable convertible preferred shares $ 10,494 $ — Conversion of redeemable convertible preferred shares to common shares $ 137,463 $ — Issuance of Class B-6s convertible preferred shares in exchange for outstanding payables $ 202 $ — Conversion of SAFE notes to common shares $ 63,509 $ — Issuances of Class B-6a redeemable convertible preferred shares in exchange for outstanding payable $ — $ 255 Conversion of promissory notes to Class B-6s convertible preferred shares $ 4,418 $ — Common stock issued under Share Purchase Agreement $ 13,020 $ — Common stock for the acquisition of Southern $ 81,250 $ — Common stock issued as settlement of advisor accrual $ 75 $ — Right-of-use assets obtained in exchange for new operating lease liabilities $ 609 $ 1,780 Right-of-use assets obtained in exchange for new finance lease liabilities $ 1,143 $ — Overhaul accrual in accrued expenses and other current liabilities $ 102 $ — Purchases of property and equipment included in accounts payable $ 258 $ 66

Net Loss per Share Applicable t

Net Loss per Share Applicable to Ordinary Shareholders, Basic and Diluted	9 Months Ended
	Sep. 30, 2023
Earnings Per Share [Abstract]
Net Loss per Share Applicable to Ordinary Shareholders, Basic and Diluted	Note 22. Net Loss per Share Applicable to Ordinary Shareholders, Basic and Diluted The Company calculates basic and diluted net loss per share attributable to ordinary shareholders using the two-class method required for companies with participating securities. The Company considers preferred stock to be participating securities as the holders are entitled to receive dividends on a pari passu basis in the event that a dividend is paid on ordinary shares. As outlined in “Internal Reorganization” in Note 1, Description of Business, the effects of conversions at a ratio of 22.4 Surf Air shares to 1 share of the Company’s common stock, have been applied to outstanding common shares and rights to receive common shares for all periods presented in calculating earnings per share and for presentation within the Condensed Consolidated Statement of Changes in Redeemable Convertible Preferred Shares and Shareholders’ Deficit. The following table sets forth the computation of net loss per ordinary share (in thousands, except share data) : Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Net loss $ ( 74,609 ) $ ( 21,140 ) $ ( 139,702 ) $ ( 50,540 ) Weighted-average number of common shares used in net loss per share applicable to ordinary shareholders, basic and diluted 54,695,009 13,998,411 27,775,172 13,133,743 Net loss per share applicable to ordinary shareholders, basic and diluted $ ( 1.36 ) $ ( 1.51 ) $ ( 5.03 ) $ ( 3.85 ) The Company excluded the following potential ordinary shares, presented based on amounts outstanding at each period end, from the computation of diluted net loss per share for the periods indicated because including them would have had an anti-dilutive effect: Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Excluded securities: Options to purchase ordinary shares 1,607,311 1,103,994 1,607,311 1,103,994 Restricted stock units 3,040,454 220,424 3,040,454 220,424 Unvested RSPAs 466,288 3,166,779 466,288 3,166,779 Convertible Notes (as converted to ordinary shares) 1,333,333 — 1,333,333 — Preferred stock (as converted to ordinary shares) — 13,407,942 — 13,407,942 Total ordinary shares equivalents 6,447,386 17,899,139 6,447,386 17,899,139

Summary of Significant Accoun_2

Summary of Significant Accounting Policies (Policies)	9 Months Ended
Summary of Significant Accounting Policies (Policies)	Sep. 30, 2023
Accounting Policies [Abstract]
Interim Financial Information	Interim Financial Information The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and the rules and regulations of the United States Securities and Exchange Commission (“SEC”) for interim financial information. Accordingly, the interim financial statements do not include all of the information and footnotes required by U.S. GAAP for annual financial statements and should be read in conjunction with the Company’s audited consolidated financial statements for the year ended December 31, 2022 and the related notes, as included in the Company’s Registration Statement on Form S-1 and Form S-4 filed on July 25, 2023. The information herein reflects all material adjustments, including normal recurring adjustments, which are, in the opinion of management, necessary for a fair statement of the results for the period presented. The results for the nine months ended September 30, 2023 are not necessarily indicative of the results to be expected for the year ending December 31, 2023 . Except for the policies discussed below, there have been no material changes to the Company’s significant accounting policies, during the nine months ended September 30, 2023 from those disclos ed in the notes to the Company’s consolidated financial statements for the year ended December 31, 2022.
Basis of Presentation and Principles of Consolidation	Basis of Presentation and Principles of Consolidation The condensed consolidated financial statements include the assets, liabilities, and operating results of the Company. All intercompany balances and transactions have been eliminated in consolidation.
Business Combination	Business Combination The Company is required to use the acquisition method of accounting for business combinations. The acquisition method of accounting requires the Company to allocate the purchase consideration to the assets acquired and liabilities assumed from the acquiree based on their respective fair values as of the Acquisition Date. The excess of the fair value of purchase consideration over the fair value of these assets acquired and liabilities assumed is recorded as goodwill. When determining the fair values of assets acquired and liabilities assumed, management makes significant estimates and assumptions, especially with respect to intangible assets. Critical estimates in valuing intangible assets include, but are not limited to, expected future cash flows, which includes consideration of future revenue growth and margins, and discount rates. Fair value estimates are based on the assumptions that management believes a market participant would use in pricing the asset or liability. These estimates are inherently uncertain and, therefore, actual results may differ from the estimates made. As a result, during the measurement period of up to one year from the Acquisition Date, the Company may record adjustments to the assets acquired and liabilities assumed with the corresponding offset to goodwill. Upon the conclusion of the measurement period or final determination of the fair value of the purchase price of an acquisition, whichever comes first, any subsequent adjustments are recorded in the Consolidated Statements of Operations.
Accounts Receivable, net	Accounts Receivable, net Accounts receivable primarily consist of amounts due from the United States Department of Transportation (“U.S. DOT”) in relation to certain air routes served by the Company under the Essential Air Service (“EAS”) program, amounts due from airline and non-airline business partners, and pending transactions with credit card processors. Receivables from the U.S. DOT and our business partners are typically settled within 30 days. All accounts receivable are reported net of an allowance for credit losses, which was not material as of September 30, 2023, and December 31, 2022 . The Company has considered past and future financial and qualitative factors, including aging, payment history and other credit monitoring indicators, when establishing the allowance for credit losses.
Collateralized Borrowings	Collateralized Borrowings The Company has a revolving accounts receivable financing arrangement that allows the Company to borrow up to 90 % of eligible accounts receivable due from the U.S. DOT, in relation to certain air routes served by the Company under the EAS program, up to a maximum unsettled amount of $ 5 million. The financing arrangement is uncommitted, and upon funding does not qualify for sale accounting as the Company does not relinquish control of the receivables based on, among other things, the nature and extent of the Company’s continuing involvement. Accordingly, the accounts receivable remain on the Company’s balance sheet until paid by the customer and cash proceeds from the financing arrangement are recorded as collateralized borrowing in Accrued expenses and other current liabilities on the Condensed Consolidated Balance Sheets, with attributable interest expense recognized over the life of the related transactions. Interest expense and contractual fees associated with the collateralized borrowings are included in interest expense and other expense, net, respectively, in the accompanying Condensed Consolidated Statements of Operations.
Restricted Stock Unit Awards	Restricted Stock Unit Awards The grant date fair value of restricted stock units (“RSUs”) is estimated based on the fair value of the Company’s common stock on the date of grant. Prior to the Company’s direct listing in July 2023, RSUs granted by the Company vested upon the satisfaction of both service-based vesting conditions and liquidity event-related performance vesting conditions. The liquidity event-related performance vesting conditions were achieved upon the consummation of the Company's direct listing. Stock-based compensation related to such awards was recorded in full, as of the date of the Company’s direct listing. Since the Company’s direct listing in July 2023, the Company has only granted RSUs that vest upon the satisfaction of a service-based vesting condition and the compensation expense for these RSUs is recognized on a straight-line basis over the requisite service period. The Company has granted founder performance-based restricted stock units (“founder PRSUs”) that contain a market condition in the form of future stock price targets. The grant date fair value of the founder PRSUs was determined using a Monte Carlo simulation model and the Company estimates the derived service period of the founder PRSUs. The grant date fair value of founder PRSUs containing a market condition is recorded as stock-based compensation over the derived service period. If the stock price goals are met sooner than the derived service period, any unrecognized compensation expenses related to the founder PRSUs will be expensed during the period in which the stock price targets are achieved. Provided that each founder continues to be employed by the Company, stock-based compensation expense is recognized over the derived service period, regardless of whether the stock price goals are achieved.
Goodwill	Goodwill Goodwill, which represents the excess of the cost of an acquired entity over the fair value of the acquired net assets, has an indefinite life and, accordingly, is not amortized. The Company has one reporting unit. The Company tests goodwill for impairment annually, or more frequently if events or changes in circumstances indicate that the asset may be impaired. The Company reviews goodwill for impairment utilizing either a qualitative assessment or a fair value test by comparing the fair value of its reporting unit with its carrying amount. If the Company decides that it is appropriate to perform a qualitative assessment and concludes that the fair value of its reporting unit more likely than not exceeds its carrying value, no further evaluation is necessary. If the Company performs the fair value test, the Company will compare the fair value of a reporting unit with its carrying amount, including goodwill. If the fair value of a reporting unit exceeds its carrying amount, goodwill of the reporting unit is considered not impaired. If the carrying amount of a reporting unit exceeds its fair value, the Company will recognize an impairment charge for the amount by which the carrying amount exceeds its reporting unit’s fair value. Fair value estimates are subject to change as a result of many factors, including changes in business plans, economic conditions, and the competitive environment, among others. Should actual cash flows and the Company’s future estimates vary adversely from previous estimates, the Company may be required to recognize goodwill impairment charges in future years.
Finance Leases	Finance Leases The Company measures finance lease right-of-use assets and finance lease liabilities initially at an amount equal to the present value at the beginning of the lease term of minimum lease payments during the lease term, excluding that portion of the payments representing executory costs (such as insurance, maintenance, and taxes to be paid by the lessor) including any profit thereon, with the corresponding liability recorded within the liabilities section of the balance sheet. During the lease term, each minimum lease payment is allocated by the lessee between a reduction of the liability and interest expense to produce a constant periodic rate of interest on the remaining balance of the liability (the interest method). Finance lease right-of-use assets are depreciated in accordance with the Company’s property and equipment policy and the corresponding lease liabilities are reduced as lease payments are made.
Use of Estimates	Use of Estimates The preparation of the condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements, and the reported amounts of income and expense during the reporting period. On an ongoing basis, the Company evaluates its estimates using historical experience and other factors including the current economic and regulatory environment as well as management’s judgment. Items subject to such estimates and assumptions include: revenue recognition and related allowances, valuation allowance on deferred tax assets, certain accrued liabilities, useful lives and recoverability of long-lived assets, fair value of assets acquired and liabilities assumed in acquisitions, legal contingencies, assumptions underlying convertible notes and convertible securities carried at fair value and stock-based compensation. These estimates may change as new events occur and additional information is obtained and such changes are recognized in the condensed consolidated financial statements as soon as they become known. Actual results could differ from those estimates, and any such differences may be material to the Company’s condensed consolidated financial statements.
Recent Accounting Pronouncements	Recent Accounting Pronouncements Adopted In October 2021, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Topic (“ASU”) 2021-08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers, which requires an acquirer in a business combination to recognize and measure contract assets and contract liabilities (deferred revenue) from acquired contracts using the revenue recognition guidance in ASC 606. Under this “ASC 606 approach”, the acquirer applies the revenue model as if it had originated the contracts. This is a departure from the current requirement to measure contract assets and contract liabilities at fair value. Under current practice, measuring deferred revenue at fair value typically results in a reduction to the deferred revenue balance the acquiree had recorded before the acquisition. The reduction causes the acquirer to recognize less revenue than the acquiree would have absent an acquisition. The amendments in this ASU are applied to business combinations occurring on or after the effective date of the amendments. The amendments in this ASU are effective for fiscal years beginning after December 15, 2022, including interim periods for public entities and for fiscal years beginning after December 15, 2023, including interim periods for nonpublic entities. The Company early adopted ASU 2021-08 as of January 1, 2023, and has applied and will apply this guidance to acquisitions after the date of adoption. In June 2016, the FASB issued ASU 2016-13, Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”). This new credit losses standard changes the accounting for credit losses for certain instruments. The new measurement approach is based on expected losses, commonly referred to as the current expected credit loss (“CECL”) model, which is utilized to estimate lifetime “expected credit losses” and record an allowance that, when deducted from the amortized cost basis of the financial asset, presents the net amount expected to be collected on the financial asset. The CECL model is expected to result in more timely recognition of credit losses and applies to financial assets including loans, held-to-maturity debt securities, net investment in leases, and reinsurance and trade receivables, as well as certain off-balance sheet credit exposures, such as loan commitments. The standard also changes the impairment model for available-for-sale debt securities. In November 2019, the FASB issued ASU 2019-10, Financial Instruments — Credit Losses (Topic 326), Derivatives and Hedging (Topic 815), and Leases (Topic 842) , which updated the effective date of this credit loss standard to fiscal years beginning after December 15, 2022 for nonpublic entities, including interim periods within those fiscal years. The Company adopted ASU 2016-13 as of January 1, 2023, and the guidance did not have a material impact on the Company’s condensed consolidated financial statements and related disclosures. In September 2022, the FASB issued ASU No. 2022-04, Liabilities – Disclosure of Supplier Finance Program Obligations (Topic 425). This ASU creates a disclosure framework by which buyers in a supplier finance program will be required to disclose significant qualitative and quantitative information to allow a user of financial statements to understand the program’s nature and potential magnitude. The new standard is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2022. The Company adopted ASU 2022-04 as of January 1, 2023, and assessed that the guidance does not have a material impact on the Company’s condensed consolidated financial statements and related disclosures.

Business Combination (Tables)

Business Combination (Tables)	9 Months Ended
Business Combination (Tables)	Sep. 30, 2023
Business Combinations [Abstract]
Schedule of Purchase Consideration Allocated	The purchase consideration was preliminarily allo cated as follows ( in thousands ) : Cash $ 1,377 Accounts receivable, net 4,155 Prepaid expenses and other current assets 4,326 Property and equipment, net 37,372 Operating lease right-of-use assets 13,214 Finance lease right-of-use assets 303 Acquisition-related intangibles 28,150 Other assets 3,604 Total assets $ 92,501 Accounts payable 5,649 Accrued expenses and other current liabilities 10,405 Deferred revenue 7,329 Current maturities of long-term debt 2,923 Operating lease liabilities, current 3,624 Finance lease liabilities, current 147 Due to related parties, current 1,853 Long-term debt, net of current maturities 24,123 Operating lease liabilities, long term 6,836 Finance lease liabilities, long term 175 Due to related parties, long term 1,864 Deferred tax liability 3,750 Other noncurrent liabilities 37 Total liabilities $ 68,715 Fair value of net assets acquired 23,786 Goodwill 58,163 Total Purchase Consideration $ 81,949
Schedule of Purchase Consideration Allocated to Acquired Intangible Assets	Following are details of the purchase consideration allocated to acquired intangible assets: Asset Fair Value Weighted- Average EAS Route Contracts (1) $ 26,830 10 years Corporate Tradename and Trademarks (2) 1,320 4 years Total $ 28,150 (1) The fair value of EAS route contracts were determined using the income approach, specifically, the multi-period excess earnings method. (2) Corporate trade name and trademarks primarily relate to the Southern brand and related trademarks, respectively, and the fair values were determined by applying the income approach, specifically, the relief from royalty method.
Schedule of Revenue and Net Loss	The Condensed C onsolidated Statement of Operations include the following revenue and net loss attributable to Southern from the date of acquisition, July 27, 2023, to September 30, 2023: July 27, 2023 through September 30, 2023 Revenue $ 15,336 Net Income $ 292
Summary of Unaudited Pro Forma Information	Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Revenue $ 28,882 $ 27,197 $ 85,446 $ 72,849 Net loss $ ( 50,751 ) $ ( 13,314 ) $ ( 77,542 ) $ ( 72,133 )

Prepaids and Other Current As_2

Prepaids and Other Current Assets (Tables)	9 Months Ended
Prepaids and Other Current Assets (Tables)	Sep. 30, 2023
Prepaid Expense and Other Assets, Current [Abstract]
Schedule of Prepaid Expenses and Other Current Assets	Prepaid expenses and other current assets consisted of the following (in thousands): September 30, December 31, Prepaid data license $ 5,000 $ — Prepaid insurance 3,002 329 Prepaid software 2,711 3,149 Prepaid marketing 2,424 3,355 Engine reserves 2,704 — Vendor operator prepayments 524 862 Prepaid fuel 316 — Other 1,521 60 Total prepaid expenses and other current assets 18,202 7,755

Property, Plant and Equipment_2

Property, Plant and Equipment, Net (Tables)	9 Months Ended
Property, Plant and Equipment, Net (Tables)	Sep. 30, 2023
Property, Plant and Equipment [Abstract]
Summary of Property Plant And Equipment Net	Property and equipment, net, consists of the following (in thousands): September 30, December 31, Aircraft, equipment and rotable spares $ 36,637 $ — Equipment purchase deposits 10,121 — Office, vehicles and ground equipment 1,111 256 Leasehold improvements 2,318 656 Internal-use software 582 434 Property and equipment, gross 50,769 1,346 Accumulated depreciation ( 1,546 ) ( 722 ) Property and equipment, net $ 49,223 $ 624

Intangible Assets, Net and Ot_2

Intangible Assets, Net and Other Assets (Tables)	9 Months Ended
Intangible Assets, Net and Other Assets (Tables)	Sep. 30, 2023
Goodwill and Intangible Assets Disclosure [Abstract]
Schedule of Intangibles Assets, Net	Intangibles assets, net, consists of the following (in thousands): September 30, December 31, EAS contracts $ 26,830 $ — Tradenames and trademarks 8,380 7,060 Software 3,122 2,967 Other intangibles 242 242 Intangible assets, gross 38,574 10,269 Accumulated amortization ( 9,943 ) ( 8,983 ) Intangible assets, net $ 28,631 $ 1,286
Schedule of Expected Future Amortization	Expected future amortization as of September 30, 2023 is as follows (in thousands): Amount Remainder of 2023 $ 919 2024 3,662 2025 3,167 2026 3,026 2027 2,876 Thereafter 14,981 Total $ 28,631
Schedule of Other Assets	Other assets consists of the following (in thousands): September 30, December 31, Security deposits - aircraft operating leases $ 978 $ — Cloud-hosted software 1,863 1,694 Credit card holdback 1,748 — Security deposits - other 719 — Other 629 122 Total other assets 5,937 1,816

Goodwill (Tables)

Goodwill (Tables)	9 Months Ended
Goodwill (Tables)	Sep. 30, 2023
Goodwill and Intangible Assets Disclosure [Abstract]
Schedule of Change in Goodwill	The change in Goodwill is presented in the following table (in thousands): September 30, December 31, Beginning of period $ — $ — Addition from Southern Acquisition 58,164 — Impairment — — End of period $ 58,164 $ —

Leases (Tables)

Leases (Tables)	9 Months Ended
Leases (Tables)	Sep. 30, 2023
Leases [Abstract]
Supplemental Balance Sheet Information Related to Leases	Supplemental balance sheet information related to leases is as follows (in thousands): Operating Leases Classification September 30, December 31, Assets Right-of-use assets Operating lease right-of-use assets $ 13,161 $ 1,143 Liabilities Lease liabilities, current Operating lease liabilities, current $ 4,306 $ 903 Lease liabilities, current Due to related parties, current 917 — Lease liabilities, long term Operating lease liabilities, long term 6,286 246 Lease liabilities, long term Due to related parties, long term 1,708 — Total lease liabilities $ 13,217 $ 1,149
Lease Term and Discount Rate	Lease term and discount rate were as follows: September 30, December 31, Weighted average remaining lease term 2.8 years 1.2 years Weighted average discount rate 8.99 % 7.29 %
The Components of Lease Cost	The components of lease cost are as follows (in thousands): Three Months Ended September 30, Lease Cost Classification 2023 2022 Operating lease cost - aircraft Cost of revenue $ 1,072 $ 300 Operating lease cost - non-aircraft Cost of revenue 62 37 Operating lease cost - non-aircraft General and administrative 99 57 Lease cost, short term Cost of revenue 996 15 Lease cost, short term General and administrative 59 — Engine reserves Cost of revenue 628 — Total lease cost $ 2,916 $ 409 Nine months ended September 30, Lease Cost Classification 2023 2022 Operating lease cost - aircraft Cost of revenue $ 1,672 $ 900 Operating lease cost - non-aircraft Cost of revenue 80 198 Operating lease cost - non-aircraft General and administrative 214 170 Lease cost, short term Cost of revenue 1,026 44 Lease cost, short term General and administrative 59 — Engine reserves Cost of revenue 628 — Total lease cost 3,679 1,312 Supplemental disclosures of cash flow and other information related to leases are as follows (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Cash paid for operating lease liabilities $ 1,425 $ 398 $ 2,149 $ 1,174 Non-cash transactions - operating lease assets obtained in exchange for operating lease liabilities $ 609 $ 1,179 $ 609 $ 1,780
Maturities of Operating Lease Liabilities	Maturities of operating lease liabilities are as follows as of September 30, 2023 (in thousands): Amount Remainder of 2023 $ 1,715 2024 5,622 2025 4,159 2026 2,398 2027 933 Thereafter — Total lease payment, undiscounted 14,827 Less: imputed interest 1,610 Total $ 13,217
Supplemental Balance Sheet Information Related to Finance Leases	Supplemental balance sheet information related to finance leases is as follows (in thousands): September 30, December 31, Assets Finance lease right-of-use assets $ 1,415 $ — Liabilities Finance lease liabilities, current $ 228 $ — Finance lease liabilities, long term 1,207 — Total finance lease liabilities $ 1,435 $ —
Lease Term and Discount Rate	Lease term and discount rate are as follows: September 30, December 31, Weighted average remaining lease term 4.8 years — Weighted average discount rate 9.75 % —
Supplemental Disclosures of Cash Flow and Other Information Related to Leases	Supplemental disclosures of cash flow and other information related to leases are as follows (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Cash paid for finance lease liabilities $ 30 $ — $ 30 $ — Non-cash transactions - Finance lease assets obtained in exchange for finance lease liabilities $ 1,143 $ — $ 1,143 $ —
Maturities of Finance Lease Liabilities	Maturities of finance lease liabilities are as follows as of September 30, 2023 (in thousands): Amount Remainder of 2023 $ 380 2024 325 2025 305 2026 284 2027 713 Thereafter — Total lease payment, undiscounted 2,007 Less: imputed interest 572 Total $ 1,435

Accrued Expenses and Other Cu_2

Accrued Expenses and Other Current Liabilities (Tables)	9 Months Ended
Accrued Expenses and Other Current Liabilities (Tables)	Sep. 30, 2023
Payables and Accruals [Abstract]
Summary of Accrued Expenses and Other Current Liabilities	As of September 30, 2023 and December 31, 2022, accrued expenses and other current liabilities consisted of the following (in thousands): September 30, December 31, Accrued compensation and benefits $ 15,159 $ 1,486 Accrued professional services 10,586 3,555 Excise and property taxes payables 7,051 6,446 Collateralized borrowings 2,935 — Insurance premium liability 1,813 — Accrued Monarch legal settlement 1,314 1,314 Interest and commitment fee payable 834 64 Accrued major maintenance 755 — Other accrued liabilities 5,932 1,875 Total accrued expenses and other current liabilities $ 46,379 $ 14,740

Financing Arrangements (Tables)

Financing Arrangements (Tables)	9 Months Ended
Financing Arrangements (Tables)	Sep. 30, 2023
Debt Disclosure [Abstract]
Summary of Total Debt Due to Unrelated Parties	The Company’s total debt due to unrelated parties consist of the following (in thousands) : September 30, December 31, Note payable to a financing company, fixed interest rate of 7.60 %, due November 2024 $ 327 $ — Note payable to bank, fixed interest rate of 4.65 %, due November 2025 17 — Note payable to a financing company, fixed interest rate of 5.49 %, due December 2026 198 — Notes payable to Clarus Capital, fixed interest rate of 8.66 %, due April , June and September 2027 16,819 — Notes payable to Skywest, fixed interest rates of 4 % and 9 %, due April 2028 and November 2024 , respectively 5,884 — Note payable to Tecnam, fixed interest rate of 6.75 %, due July and August 2032 3,263 — Long-term debt, gross 26,508 — Current maturities of long-term debt ( 2,942 ) — Long-term debt, net of current maturities $ 23,566 $ —
Summary of Future Maturities of Total Debt	Future maturities of total debt as of September 30, 2023 are as follows (in thousands) : Amount Remainder of 2023 $ 713 2024 5,176 2025 2,612 2026 2,819 2027 12,828 Thereafter 2,360 Total $ 26,508
Summary of Fair Value of Convertible Notes	Fair value of convertible notes (in thousands) : Fair Value at September 30, 2023 December 31, 2022 2017 Convertible Notes $ — $ 15,242 2020 Convertible Note — 706 2017 Convertible Term Note — 13,148 Convertible Note Purchase Agreement 7,544 — Total $ 7,544 $ 29,096
Summary of Fair Value of SAFE Notes	Fair value of SAFE notes (in thousands) : Fair Value at September 30, 2023 December 31, 2022 SAFE note with LamVen, a related party $ — $ 5,403 SAFE note with Park Lane, a related party — 5,403 SAFE note with iHeart Media — 7,203 SAFE note with Palantir — 6,484 SAFE note with a private investor — 72 SAFE-T 27 149 Total $ 27 $ 24,714 Less: SAFE notes at fair value, current ( 27 ) ( 149 ) SAFE notes at fair value, long term $ — $ 24,565

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	9 Months Ended
Fair Value Measurements (Tables)	Sep. 30, 2023
Fair Value Disclosures [Abstract]
Schedule of Significant Unobservable Inputs Used in Valuation Models	Significant unobservable inputs used in the valuation models as of September 30, 2023 and December 31, 2022 were as follows: September 30, December 31, Public listing probability 100 % 50 % Lack of marketability —% 32 % Discount rates used in the sale scenario for debt instruments —% 70 % Discount rates used in the public listing scenario —% 20 - 30 % Probability weighted volatility —% 147 %
Summary of Company's Financial Liabilities Measured at Fair Value on Recurring Basis	The following tables summarize the Company’s financial liabilities that are measured at fair value on a recurring basis in the condensed consolidated financial statements (in thousands) : Fair Value Measurements at September 30, 2023 Using: Level 1 Level 2 Level 3 Total Liabilities: $ — $ — $ — $ — Convertible notes at fair value — — 7,544 7,544 Preferred shares warrant liability — — — — SAFE notes at fair value — — 27 27 GEM derivative liability — — 5,000 5,000 Total financial liabilities $ — $ — $ 12,571 $ 12,571 Fair Value Measurements at December 31, 2022 Using: Level 1 Level 2 Level 3 Total Liabilities: $ — $ — $ — $ — Convertible notes at fair value — — 29,096 29,096 Preferred shares warrant liability — — 51 51 SAFE notes at fair value — — 24,714 24,714 GEM derivative liability — — 2,963 2,963 Total financial liabilities $ — $ — $ 56,824 $ 56,824
Schedule of Reconciliation of Activity and Changes in Fair Value for Company's Convertible Loans and Redeemable Convertible Preferred Stock Warrant Liability	The following table provides a reconciliation of activity and changes in fair value for the Company’s convertible loans and redeemable convertible preferred stock warrant liability using inputs classified as Level 3 (in thousands) : Convertible Notes at Fair Value Preferred Shares Warrant Liability SAFE Notes GEM Derivative Liability Balance at December 31, 2021 $ 11,681 $ 9 $ 19 $ 435 Issuance of convertible notes 4,191 — 11,839 — Conversion of convertible notes to preferred shares ( 10,257 ) — — — Conversion of PFG liability to convertible note 11,197 — — — Change in fair value 12,284 42 12,856 2,528 Balance at December 31, 2022 $ 29,096 $ 51 $ 24,714 $ 2,963 Issuance of SAFE notes — — 3,716 — Conversion of related party notes to SAFE — — 4,354 — Advances received on share purchase agreement — — — 4,500 Borrowings on convertible notes 8,000 — — — Payments on borrowings of convertible notes ( 40 ) — — — Change in fair value 8,159 ( 40 ) 30,752 10,557 GEM settlement in common shares — — — ( 13,020 ) Reclassification of convertible note to SAFE ( 23,318 ) — 23,318 — Conversion of convertible notes to preferred shares ( 14,353 ) — — — Conversion of SAFE to common shares — — ( 86,827 ) — Reclassification to common equity — ( 11 ) — — Balance at September 30, 2023 $ 7,544 $ — $ 27 $ 5,000
Summary of Carrying Amounts and Fair Values of Long-term Debt Obligations	The carrying amounts and fair values of the Company’s long-term debt obligations were as follows: As of September 30, 2023 As of December 31, 2022 Carrying Amount Fair Value Carrying Amount Fair Value Long-term debt, including current maturities 26,508 26,291 — — Term notes payable to related parties 12,585 12,033 4,500 2,958

Disaggregated Revenue (Tables)

Disaggregated Revenue (Tables)	9 Months Ended
Disaggregated Revenue (Tables)	Sep. 30, 2023
Disaggregation of Revenue [Abstract]
Summary of Disaggregated Revenue	The disaggregated revenue for the three and nine months ended September 30, 2023 and 2022 were as follows (in thousands) : Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Scheduled $ 15,547 $ 996 $ 17,427 $ 3,464 On-Demand 6,420 4,086 16,242 10,914 Total revenue $ 21,967 $ 5,082 $ 33,669 $ 14,378
Summary of Deferred Revenue	Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Deferred revenue, beginning of period $ 10,530 $ 6,390 $ 9,568 $ 5,680 Acquired deferred revenue 7,329 — 7,329 — Revenue deferred 14,415 5,289 27,080 15,295 Revenue recognized ( 13,743 ) ( 5,082 ) ( 25,446 ) ( 14,378 ) Deferred revenue, end of period $ 18,531 $ 6,597 $ 18,531 $ 6,597

Stock-Based Compensation (Table

Stock-Based Compensation (Tables)	9 Months Ended
Stock-Based Compensation (Tables)	Sep. 30, 2023
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Summary of Share Option Activity	A summary of share option activity for the nine months ended September 30, 2023 is set forth below: Number Weighted Average Contractual Term (in years) Aggregate Intrinsic Value (in thousands) Weighted Outstanding at December 31, 2022 1,768,205 9.01 $ 10,306 $ 3.58 Granted 48,212 10.00 — 9.11 Exercised ( 160,005 ) — — 1.19 Canceled ( 49,101 ) — — 3.38 Outstanding at September 30, 2023 1,607,311 8.30 750 4.11 Exercisable at September 30, 2023 1,188,490 8.03 641 3.77
Summary of RSU Activity	A summary of RSU activity for the nine months ended September 30, 2023 is set forth below: Number of RSUs Weighted RSUs at December 31, 2022 220,424 $ 3.75 Granted and vested 280,454 8.80 Shares issued ( 260,424 ) 4.53 Forfeited, cancelled, or expired — — RSUs at September 30, 2023 240,454 $ 8.80
Summary of Restricted Stock Activity	A summary of RSPA activity under the 2016 Plan for the nine months ended September 30, 2023 is set forth below: Number Weighted Unvested RSPAs at December 31, 2022 3,162,292 $ 7.91 Granted — — Vested ( 2,696,004 ) 8.56 Forfeited — — Unvested RSPAs at September 30, 2023 466,288 4.12
Performance Based Restricted Stock Units
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Summary of Restricted Stock Activity	A summary of PRSU activity for the nine months ended September 30, 2023 is set forth below: Number Weighted PRSUs at December 31, 2022 — $ — Granted 2,800,000 2.28 Shares issued — — Forfeited, cancelled, or expired — — PRSUs at September 30, 2023 2,800,000 $ 2.28

Related Party Balances and Tr_2

Related Party Balances and Transactions (Tables)	9 Months Ended
Related Party Balances and Transactions (Tables)	Sep. 30, 2023
Related Party Transaction [Line Items]
Schedule of SAFE note is Included in SAFE notes at Fair Value, Long Term in Condensed Consolidated Balance Sheets	Fair Value at September 30, December 31, SAFE note with LamVen, a related party $ — $ 5,403 SAFE note with LamJam, a related party — — SAFE note with Park Lane, a related party — 5,403 Total $ — $ 10,806
Schedule of Term Notes Outstanding	The Company’s total debt due to unrelated parties consist of the following (in thousands) : September 30, December 31, Note payable to a financing company, fixed interest rate of 7.60 %, due November 2024 $ 327 $ — Note payable to bank, fixed interest rate of 4.65 %, due November 2025 17 — Note payable to a financing company, fixed interest rate of 5.49 %, due December 2026 198 — Notes payable to Clarus Capital, fixed interest rate of 8.66 %, due April , June and September 2027 16,819 — Notes payable to Skywest, fixed interest rates of 4 % and 9 %, due April 2028 and November 2024 , respectively 5,884 — Note payable to Tecnam, fixed interest rate of 6.75 %, due July and August 2032 3,263 — Long-term debt, gross 26,508 — Current maturities of long-term debt ( 2,942 ) — Long-term debt, net of current maturities $ 23,566 $ —
LamVen
Related Party Transaction [Line Items]
Schedule of Term Notes Outstanding	As of September 30, 2023 and December 31, 2022, the term notes outstanding are as follows ( in thousands ): Carrying Value at September 30, 2023 December 31, 2022 Term notes with LamVen, a related party $ 12,585 $ 4,500 Total $ 12,585 $ 4,500

Supplemental Cash Flows (Tables

Supplemental Cash Flows (Tables)	9 Months Ended
Supplemental Cash Flows (Tables)	Sep. 30, 2023
Supplemental Cash Flow Elements [Abstract]
Schedule of Supplemental Cash Flow	Supplemental Cash Flows for the nine months ended September 30, 2023 and 2022 (in thousands): Nine Months Ended September 30, 2023 2022 Supplemental cash flow information Cash paid for interest $ 478 $ — Supplemental schedule of non-cash investing and financing activities: Issuance of SAFE notes $ 4,354 $ 6,417 Conversion of convertible notes to Class B-6a redeemable convertible preferred shares $ 543 $ 9,816 Conversion of convertible notes to Class B-5 redeemable convertible preferred shares $ 3,253 $ — Conversion of convertible notes to Class B-6s redeemable convertible preferred shares $ 10,494 $ — Conversion of redeemable convertible preferred shares to common shares $ 137,463 $ — Issuance of Class B-6s convertible preferred shares in exchange for outstanding payables $ 202 $ — Conversion of SAFE notes to common shares $ 63,509 $ — Issuances of Class B-6a redeemable convertible preferred shares in exchange for outstanding payable $ — $ 255 Conversion of promissory notes to Class B-6s convertible preferred shares $ 4,418 $ — Common stock issued under Share Purchase Agreement $ 13,020 $ — Common stock for the acquisition of Southern $ 81,250 $ — Common stock issued as settlement of advisor accrual $ 75 $ — Right-of-use assets obtained in exchange for new operating lease liabilities $ 609 $ 1,780 Right-of-use assets obtained in exchange for new finance lease liabilities $ 1,143 $ — Overhaul accrual in accrued expenses and other current liabilities $ 102 $ — Purchases of property and equipment included in accounts payable $ 258 $ 66

Net Loss per Share Applicable_2

Net Loss per Share Applicable to Ordinary Shareholders, Basic and Diluted (Tables)	9 Months Ended
	Sep. 30, 2023
Earnings Per Share [Abstract]
Schedule of Computation of Net Loss Per Ordinary Share	The following table sets forth the computation of net loss per ordinary share (in thousands, except share data) : Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Net loss $ ( 74,609 ) $ ( 21,140 ) $ ( 139,702 ) $ ( 50,540 ) Weighted-average number of common shares used in net loss per share applicable to ordinary shareholders, basic and diluted 54,695,009 13,998,411 27,775,172 13,133,743 Net loss per share applicable to ordinary shareholders, basic and diluted $ ( 1.36 ) $ ( 1.51 ) $ ( 5.03 ) $ ( 3.85 )
Schedule of Anti-dilutive Potential Ordinary Shares Excluded from Computation of Diluted net Loss Per Share	The Company excluded the following potential ordinary shares, presented based on amounts outstanding at each period end, from the computation of diluted net loss per share for the periods indicated because including them would have had an anti-dilutive effect: Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Excluded securities: Options to purchase ordinary shares 1,607,311 1,103,994 1,607,311 1,103,994 Restricted stock units 3,040,454 220,424 3,040,454 220,424 Unvested RSPAs 466,288 3,166,779 466,288 3,166,779 Convertible Notes (as converted to ordinary shares) 1,333,333 — 1,333,333 — Preferred stock (as converted to ordinary shares) — 13,407,942 — 13,407,942 Total ordinary shares equivalents 6,447,386 17,899,139 6,447,386 17,899,139

Description of Business - Addit

Description of Business - Additional Information (Details)			3 Months Ended	9 Months Ended		12 Months Ended
Description of Business - Additional Information (Details)	Jul. 27, 2023 USD ($) $ / shares shares	Jul. 21, 2023	Sep. 30, 2023 USD ($)	Sep. 30, 2023 USD ($) Aircrafts	Sep. 30, 2022 USD ($)	Dec. 31, 2019 USD ($)	Nov. 09, 2023 USD ($) shares	Dec. 31, 2022 USD ($)	May 15, 2018 USD ($)
Description of Business [Line Items]
Shares conversion ratio		0.0446
Unpaid federal excise taxes, including penalties and interest									$ 1,900,000
Total outstanding federal excise tax liability including accrued penalties and interest			$ 7,051,000	$ 7,051,000				$ 6,446,000
Total outstanding property tax liability including penalties and interest			1,900,000	1,900,000				$ 1,700,000
Amount of property tax, interest and penalties related to tax lien				1,100,000
Principal Amount Outstanding On Future Equity with Token allocation Note				500,000
Past due rental and maintenance payments under aircraft leases						$ 5,000,000
Repayment of past due rental and maintenance at contingent capital contribution			1,000,000	1,000,000
Payments made under payment plan			0	0
Proceeds from convertible notes				8,000,000	$ 4,000,000
Exchange of common stock, value				202,000	$ 385,000
Proceeds from advances under Share Purchase Agreement				4,500,000
Convertible Note Purchase Agreement
Description of Business [Line Items]
Proceeds from convertible notes	$ 8,000,000		8,000,000
GEM Purchase Agreement
Description of Business [Line Items]
Exchange of common stock, value			25,000,000
Proceeds from advances under Share Purchase Agreement			4,500,000
Subsequent Event \| GEM Purchase Agreement
Description of Business [Line Items]
Value of amount of shares estimates to be sold under Share Purchase Agreement							$ 50,000,000
Minimum
Description of Business [Line Items]
Capital contribution contingent past due rental and maintenance repayment			30,000,000	30,000,000
Capital contribution contingent past due rental and maintenance full repayment			50,000,000	$ 50,000,000
Maximum \| Subsequent Event \| GEM Purchase Agreement
Description of Business [Line Items]
Common stock that could be issued and sold \| shares							300,000,000
Southern
Description of Business [Line Items]
Business acquisition date	Jul. 27, 2023
Business acquisition, share price \| $ / shares	$ 5
Issuance of common stock for business acquisition (shares) \| shares	16,249,963
Aggregate merger consideration	$ 81,250,000
Business combination, shares issued \| shares	16,250,000
Southern \| Minimum
Description of Business [Line Items]
Number of aircrafts \| Aircrafts				50
Accrued Expenses
Description of Business [Line Items]
Total outstanding federal excise tax liability including accrued penalties and interest			$ 7,000,000	$ 7,000,000

Summary of Significant Accoun_3

Summary of Significant Accounting Policies (Additional Information) (Details) $ in Millions	9 Months Ended
	Sep. 30, 2023 USD ($) Segment
Summary of Significant Accounting Policies [Line Items]
Maximum unsettled amount receivable \| $	$ 5
Reporting unit \| Segment	1
Maximum
Summary of Significant Accounting Policies [Line Items]
Percentage of revolving accounts receivable	0.90

Business Combination - Addition

Business Combination - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands		9 Months Ended
	Jul. 27, 2023	Sep. 30, 2023	Dec. 31, 2022
Business Acquisition [Line Items]
Common stock, par value		$ 0.0001	$ 0.0001
Repurchase of shares		403,667
Repurchase of shares, value		$ 1,300
Southern
Business Acquisition [Line Items]
Business acquisition date	Jul. 27, 2023
Purchase consideration	$ 81,250
Business combination, shares issued	16,250,000
Common stock, par value	$ 5
Payments made to settlement of debt obligations	$ 699

Business Combination - Schedule

Business Combination - Schedule of Purchase Consideration Allocated (Details) $ in Thousands	Sep. 30, 2023 USD ($)
Business Acquisition [Line Items]
Goodwill	$ 58,164
Southern
Business Acquisition [Line Items]
Cash	1,377
Accounts receivable, net	4,155
Prepaid expenses and other current assets	4,326
Property and equipment, net	37,372
Operating lease right-of-use assets	13,214
Finance lease right-of-use assets	303
Acquisition-related intangibles	28,150
Other assets	3,604
Total assets	92,501
Accounts payable	5,649
Accrued expenses and other current liabilities	10,405
Deferred revenue	7,329
Current maturities of long-term debt	2,923
Operating lease liabilities, current	3,624
Finance lease liabilities, current	147
Due to related parties, current	1,864
Long-term debt, net of current maturities	24,123
Operating lease liabilities, long term	6,836
Finance lease liabilities, long term	175
Due to related parties, long term	1,853
Deferred tax liability	3,750
Other noncurrent liabilities	37
Total liabilities	68,715
Fair value of net assets acquired	23,786
Goodwill	58,163
Total Purchase Consideration	$ 81,949

Business Combination - Schedu_2

Business Combination - Schedule of Purchase Consideration Allocated to Acquired Intangible Assets (Details) - Southern $ in Thousands	9 Months Ended
	Sep. 30, 2023 USD ($)
Acquired Finite-Lived Intangible Assets [Line Items]
Fair Value	$ 28,150
EAS Route Contracts
Acquired Finite-Lived Intangible Assets [Line Items]
Fair Value	$ 26,830
Weighted- Average Estimated Useful Life	10 years
Corporate Tradename and Trademarks
Acquired Finite-Lived Intangible Assets [Line Items]
Fair Value	$ 1,320
Weighted- Average Estimated Useful Life	4 years

Business Combination - Schedu_3

Business Combination - Schedule of Revenue and Net Loss (Details) $ in Thousands	2 Months Ended
	Sep. 30, 2023 USD ($)
Business Combination, Separately Recognized Transactions [Line Items]
Revenue	$ 15,336
Net Income	$ 292

Business Combination - Summary

Business Combination - Summary of Pro Forma Information (Details) - Southern - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Business Acquisition Pro Forma Information [Line Items]
Revenue	$ 28,882	$ 27,197	$ 85,446	$ 72,849
Net loss	$ (50,751)	$ (13,314)	$ (77,542)	$ (72,133)

Prepaids and Other Current As_3

Prepaids and Other Current Assets - Schedule of Prepaid Expenses and Other Current Assets (Details) - USD ($) $ in Thousands	Sep. 30, 2023	Dec. 31, 2022
Prepaid Expense and Other Assets, Current [Abstract]
Prepaid data license	$ 5,000
Prepaid Insurance	3,002	$ 329
Prepaid software	2,711	3,149
Prepaid marketing	2,424	3,355
Engine reserves	2,704
Vendor operator prepayments	524	862
Prepaid fuel	316
Other	1,521	60
Total prepaid expenses and other current assets	$ 18,202	$ 7,755

Property, Plant and Equipment_3

Property, Plant and Equipment, Net - Summary of Property Plant And Equipment Net (Details) - USD ($) $ in Thousands	Sep. 30, 2023	Dec. 31, 2022
Property, Plant and Equipment [Line Items]
Property and equipment, gross	$ 50,769	$ 1,346
Accumulated depreciation	(1,546)	(722)
Property and equipment, net	49,223	624
Aircraft, Equipment and Rotable Spares
Property, Plant and Equipment [Line Items]
Property and equipment, gross	36,637
Equipment Purchase Deposits
Property, Plant and Equipment [Line Items]
Property and equipment, gross	10,121
Office, Vehicles and Ground Equipment
Property, Plant and Equipment [Line Items]
Property and equipment, gross	1,111	256
Leasehold Improvements
Property, Plant and Equipment [Line Items]
Property and equipment, gross	2,318	656
Internal-Use Software
Property, Plant and Equipment [Line Items]
Property and equipment, gross	$ 582	$ 434

Property, Plant and Equipment_4

Property, Plant and Equipment, Net - Additional Information (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Depreciation and Amortization Expense
Property, Plant and Equipment [Line Items]
Depreciation expense	$ 616	$ 108	$ 824	$ 324

Intangible Assets, Net and Ot_3

Intangible Assets, Net and Other Assets - Schedule of Intangible Assets, Net (Details) - USD ($) $ in Thousands	Sep. 30, 2023	Dec. 31, 2022
Finite-Lived Intangible Assets [Line Items]
Intangible assets, gross	$ 38,574	$ 10,269
Accumulated amortization	(9,943)	(8,983)
Intangible assets, net	28,631	1,286
EAS Contracts
Finite-Lived Intangible Assets [Line Items]
Intangible assets, gross	26,830
Tradenames and Trademarks
Finite-Lived Intangible Assets [Line Items]
Intangible assets, gross	8,380	7,060
Software
Finite-Lived Intangible Assets [Line Items]
Intangible assets, gross	3,122	2,967
Other Intangibles
Finite-Lived Intangible Assets [Line Items]
Intangible assets, gross	$ 242	$ 242

Intangible Assets, Net and Ot_4

Intangible Assets, Net and Other Assets - Additional Information (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Goodwill and Intangible Assets Disclosure [Abstract]
Amortization expense	$ 664	$ 149	$ 961	$ 447

Intangible Assets, Net and Ot_5

Intangible Assets, Net and Other Assets - Schedule of Expected Future Amortization (Details) - USD ($) $ in Thousands	Sep. 30, 2023	Dec. 31, 2022
Goodwill and Intangible Assets Disclosure [Abstract]
Remainder of 2023	$ 919
2024	3,662
2025	3,167
2026	3,026
2027	2,876
Thereafter	14,981
Intangible assets, net	$ 28,631	$ 1,286

Intangible Assets, Net and Ot_6

Intangible Assets, Net and Other Assets - Schedule of Other Assets (Details) - USD ($) $ in Thousands	Sep. 30, 2023	Dec. 31, 2022
Other Assets [Abstract]
Security deposits - aircraft operating leases	$ 978
Cloud-hosted software	1,863	$ 1,694
Credit card holdback	1,748
Security deposits - other	719
Other	629	122
Total other assets	$ 5,937	$ 1,816

Goodwill - Schedule of Change i

Goodwill - Schedule of Change in Goodwill (Details) $ in Thousands	9 Months Ended
	Sep. 30, 2023 USD ($)
Goodwill and Intangible Assets Disclosure [Abstract]
Addition from Southern Acquisition	$ 58,164
End of period	$ 58,164

Leases - Supplemental Balance S

Leases - Supplemental Balance Sheet Information (Details) - USD ($) $ in Thousands	Sep. 30, 2023	Dec. 31, 2022
Supplemental Balance Sheet Information [Line Items]
Operating lease right-of-use assets	$ 13,161	$ 1,143
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration]	Operating lease right-of-use assets	Operating lease right-of-use assets
Operating lease liabilities, current	$ 4,306	$ 903
Lease liabilities, long term	6,286	246
Total lease liabilities	13,217	1,149
Operating Lease Liabilities, Current
Supplemental Balance Sheet Information [Line Items]
Operating lease liabilities, current	4,306	903
Due to Related Parties, Current
Supplemental Balance Sheet Information [Line Items]
Operating lease liabilities, current	917	0
Operating Lease Liabilities, Long Term
Supplemental Balance Sheet Information [Line Items]
Lease liabilities, long term	6,286	246
Due to Related Parties, Long Term
Supplemental Balance Sheet Information [Line Items]
Lease liabilities, long term	$ 1,708	$ 0

Leases - Lease Term and Discoun

Leases - Lease Term and Discount Rate (Details)	Sep. 30, 2023	Dec. 31, 2022
Leases [Abstract]
Weighted average remaining lease term	2 years 9 months 18 days	1 year 2 months 12 days
Weighted average discount rate	8.99%	7.29%

Leases - Components of Lease Co

Leases - Components of Lease Cost (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Components Of Lease Cost [Line Items]
Total lease cost	$ 2,916	$ 409	$ 3,679	$ 1,312
Aircraft
Components Of Lease Cost [Line Items]
Operating lease cost	1,072	300	1,672	900
Cost of Revenue
Components Of Lease Cost [Line Items]
Lease cost, short term	996	15	1,026	44
Engine reserves	628		628
Cost of Revenue \| Non Aircraft
Components Of Lease Cost [Line Items]
Operating lease cost	62	37	80	198
General and Administrative
Components Of Lease Cost [Line Items]
Operating lease cost	99	$ 57	214	$ 170
Lease cost, short term	$ 59		$ 59

Leases - Supplemental Disclosur

Leases - Supplemental Disclosures of Cash Flow and Other Information Related to Leases (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Leases [Abstract]
Cash paid for operating lease liabilities	$ 1,425	$ 398	$ 2,149	$ 1,174
Non-cash transactions - operating lease assets obtained in exchange for operating lease liabilities	$ 609	$ 1,179	$ 609	$ 1,780

Leases - Maturities of Operatin

Leases - Maturities of Operating Lease Liabilities (Details) - USD ($) $ in Thousands	Sep. 30, 2023	Dec. 31, 2022
Leases [Abstract]
Remainder of 2023	$ 1,715
2024	5,622
2025	4,159
2026	2,398
2027	933
Total lease payment, undiscounted	14,827
Less: imputed interest	1,610
Total	$ 13,217	$ 1,149

Leases - Supplemental Balance_2

Leases - Supplemental Balance Sheet Information Related to Finance Leases (Details) $ in Thousands	Sep. 30, 2023 USD ($)
Leases [Abstract]
Finance lease right-of-use assets	$ 1,415
Finance lease liabilities, current	228
Finance lease liabilities, long term	1,207
Total finance lease liabilities	$ 1,435

Leases - Lease Term and Disco_2

Leases - Lease Term and Discount Rate Finance (Details)	Sep. 30, 2023
Leases [Abstract]
Weighted average remaining lease term	4 years 9 months 18 days
Weighted average discount rate	9.75%

Leases - Supplemental Disclos_2

Leases - Supplemental Disclosures of Cash Flow and Other Information Related to Finance Leases (Details) - USD ($) $ in Thousands	3 Months Ended	9 Months Ended
	Sep. 30, 2023	Sep. 30, 2023
Leases [Abstract]
Cash paid for finance lease liabilities	$ 30	$ 30
Non-cash transactions - Finance lease assets obtained in exchange for finance lease liabilities	$ 1,143	$ 1,143

Leases - Maturities of Finance

Leases - Maturities of Finance Lease Liabilities (Details) $ in Thousands	Sep. 30, 2023 USD ($)
Leases [Abstract]
Remainder of 2023	$ 380
2024	325
2025	305
2026	284
2027	713
Total lease payment, undiscounted	2,007
Less: imputed interest	572
Total	$ 1,435

Accrued Expenses and Other Cu_3

Accrued Expenses and Other Current Liabilities - Summary of Accrued Expenses (Details) - USD ($) $ in Thousands	Sep. 30, 2023	Dec. 31, 2022
Payables and Accruals [Abstract]
Accrued compensation and benefits	$ 15,159	$ 1,486
Accrued professional services	10,586	3,555
Excise and property taxes payables	7,051	6,446
Collateralized borrowings	2,935	0
Insurance premium liability	1,813
Accrued Monarch legal settlement	1,314	1,314
Interest and commitment fee payable	834	64
Accrued major maintenance	755
Other accrued liabilities	5,932	1,875
Accrued Liabilities and Other Liabilities, Total	$ 46,379	$ 14,740

Accrued Expenses and Other Cu_4

Accrued Expenses and Other Current Liabilities - Additional Information (Details) $ in Thousands	2 Months Ended	9 Months Ended
	Sep. 30, 2023 USD ($)	Sep. 30, 2023 USD ($)	Dec. 31, 2022 USD ($)
Accounts Receivable Financing Arrangement [Line Items]
Maximum unsettled amount receivable		$ 5,000
Total borrowings	$ 6,900	6,900
Settled through the transfer of pledged receivables	4,000
Interest expense incurred	60
Outstanding amount due under the facility	$ 2,935	$ 2,935	$ 0
Prime Rate
Accounts Receivable Financing Arrangement [Line Items]
Interest rate		1%
Debt instrument interest rate discription		prime rate plus 1%
Maximum
Accounts Receivable Financing Arrangement [Line Items]
Percentage of revolving accounts receivable		0.90

Financing Arrangements - Additi

Financing Arrangements - Additional Information (Details) - USD ($)							3 Months Ended	9 Months Ended
	Jul. 27, 2023	Jun. 21, 2023	Jun. 15, 2023	Jun. 01, 2023	Apr. 30, 2023	Jan. 31, 2023	Sep. 30, 2023	Sep. 30, 2023	Sep. 30, 2022	Jul. 21, 2023	Dec. 31, 2022
Debt Instrument [Line Items]
Proceeds from issuance of common stock								$ 25,000,000
Maturity date			Jun. 15, 2025			Jan. 31, 2025
Fair value of convertible notes							$ 7,544,000	$ 7,544,000			$ 29,096,000
Common stock, shares issued							73,486,976	73,486,976			12,487,438
Proceeds from Convertible Debt								$ 8,000,000	$ 4,000,000
Covenants description								The Company is subject to customary affirmative covenants and negative covenants with respect to the Convertible Note Purchase Agreement. The Company as received a waiver from PFG regarding the maintenance of minimum cash requirement of $10 million. The waiver effectively waives the requirement through February 28, 2024. As of September 30, 2023, the Company was in compliance with all other covenants under the Convertible Note Purchase Agreement.
Number of common stock issued								13,020,000
Outstanding principal							$ 12,585,000	$ 12,585,000			$ 4,500,000
SAFE Notes
Debt Instrument [Line Items]
Aggregate principal amount										$ 15,000,000
Price per share	$ 5
Outstanding principal	$ 56,400,000
Percentage of contractual discount on share settlements	35%
Convertible Note Purchase Agreement
Debt Instrument [Line Items]
Fair value of convertible notes							7,544,000	7,544,000
Proceeds from Convertible Debt	$ 8,000,000						8,000,000
Price per share	$ 5
Exchange of common stock, share	1,333,333
LamJam
Debt Instrument [Line Items]
Amounts of transaction			$ 6,900,000
Amount funded through cancellation of promissory note			3,470,000
Proceeds from issuance of common stock			3,470,000
LamJam \| SAFE Notes
Debt Instrument [Line Items]
Amounts of transaction			$ 6,900,000
Common stock, shares issued			2,132,608
Partners for Growth V, L.P.
Debt Instrument [Line Items]
Minimum cash requirement							$ 10,000,000	$ 10,000,000
Partners for Growth V, L.P. \| Convertible Note Purchase Agreement \| Senior Unsecured Convertible Promissory Note
Debt Instrument [Line Items]
Aggregate principal amount		$ 8,000,000
Interest rate, stated percentage		9.75%
Maturity date		Dec. 31, 2024
Debt instrument percentage equal to initial listing price		120%
2020 Convertible Note
Debt Instrument [Line Items]
Percentage of compound interest rate per annum							6.25%	6.25%
Monthly payment								$ 5,000
Fair value of convertible notes											$ 706,000
2017 Convertible Note
Debt Instrument [Line Items]
Conversion of convertible notes to convertible preferred shares, (in Shares)				31,845,296	1,383,342
Common Stock
Debt Instrument [Line Items]
Proceeds from issuance of common stock						$ 300,000
Common stock discount percenatge						20%
Common Stock \| SAFE Notes
Debt Instrument [Line Items]
Common stock, shares issued										4,615,384
Number of common stock issued	17,365,357
Common Stock \| 2020 Convertible Note
Debt Instrument [Line Items]
Common stock, shares issued					61,756
Common Stock \| 2017 Convertible Note
Debt Instrument [Line Items]
Common stock, shares issued				1,421,656
IPO \| Common Stock
Debt Instrument [Line Items]
Common stock discount percenatge						35%

Financing Arrangements - Summar

Financing Arrangements - Summary of Total Debt Due to Unrelated Parties (Details) $ in Thousands	Sep. 30, 2023 USD ($)
Debt Instrument [Line Items]
Long-term debt, gross	$ 26,508
Current maturities of long-term debt	(2,942)
Long-term debt, net of current maturities	23,566
Note Payable to a Financing Company, Fixed Interest Rate of 7.60%, Due November 2024
Debt Instrument [Line Items]
Long-term debt, gross	327
Note Payable to Bank, Fixed Interest Rate of 4.65%, Due November 2025
Debt Instrument [Line Items]
Long-term debt, gross	17
Note Payable to a Financing Company, Fixed Interest Rate of 5.49%, Due December 2026
Debt Instrument [Line Items]
Long-term debt, gross	198
Notes Payable to Clarus Capital, Fixed Interest Rate of 8.66%, Due April, June and September 2027
Debt Instrument [Line Items]
Long-term debt, gross	16,819
Notes Payable to Skywest, Fixed Interest Rates of 4% and 9%, Due April 2028 and November 2024, Respectively
Debt Instrument [Line Items]
Long-term debt, gross	5,884
Note Payable to Tecnam, Fixed Interest Rate of 6.75%, Due July and August 2032
Debt Instrument [Line Items]
Long-term debt, gross	$ 3,263

Financing Arrangements - Summ_2

Financing Arrangements - Summary of Total Debt Due to Unrelated Parties (Parenthetical) (Details)			9 Months Ended	12 Months Ended
	Jun. 15, 2023	Jan. 31, 2023	Sep. 30, 2023	Dec. 31, 2022
Debt Instrument [Line Items]
Maturity date	Jun. 15, 2025	Jan. 31, 2025
Note Payable to a Financing Company, Fixed Interest Rate of 7.60%, Due November 2024
Debt Instrument [Line Items]
Interest rate, stated percentage			7.60%	7.60%
Maturity date			Nov. 30, 2024	Nov. 30, 2024
Note Payable to Bank, Fixed Interest Rate of 4.65%, Due November 2025
Debt Instrument [Line Items]
Interest rate, stated percentage			4.65%	4.65%
Maturity date			Nov. 30, 2025	Nov. 30, 2025
Note Payable to a Financing Company, Fixed Interest Rate of 5.49%, Due December 2026
Debt Instrument [Line Items]
Interest rate, stated percentage			5.49%	5.49%
Maturity date			Dec. 31, 2026	Dec. 31, 2026
Notes Payable to Clarus Capital, Fixed Interest Rate of 8.66%, Due April, June and September 2027 \| Maturity One
Debt Instrument [Line Items]
Interest rate, stated percentage			8.66%	8.66%
Maturity date			Apr. 30, 2027	Apr. 30, 2027
Notes Payable to Clarus Capital, Fixed Interest Rate of 8.66%, Due April, June and September 2027 \| Maturity Two
Debt Instrument [Line Items]
Interest rate, stated percentage			8.66%	8.66%
Maturity date			Jun. 30, 2027	Jun. 30, 2027
Notes Payable to Clarus Capital, Fixed Interest Rate of 8.66%, Due April, June and September 2027 \| Maturity Three
Debt Instrument [Line Items]
Interest rate, stated percentage			8.66%	8.66%
Maturity date			Sep. 30, 2027	Sep. 30, 2027
Notes Payable to Skywest, Fixed Interest Rates of 4% and 9%, Due April 2028 and November 2024, Respectively \| Maturity One
Debt Instrument [Line Items]
Interest rate, stated percentage			4%	9%
Maturity date			Apr. 30, 2028	Apr. 30, 2028
Notes Payable to Skywest, Fixed Interest Rates of 4% and 9%, Due April 2028 and November 2024, Respectively \| Maturity Two
Debt Instrument [Line Items]
Interest rate, stated percentage			4%	9%
Maturity date			Nov. 30, 2024	Nov. 30, 2024
Note Payable to Tecnam, Fixed Interest Rate of 6.75%, Due July and August 2032 \| Maturity One
Debt Instrument [Line Items]
Interest rate, stated percentage			6.75%	6.75%
Maturity date			Jul. 31, 2032	Jul. 31, 2032
Note Payable to Tecnam, Fixed Interest Rate of 6.75%, Due July and August 2032 \| Maturity Two
Debt Instrument [Line Items]
Interest rate, stated percentage			6.75%	6.75%
Maturity date			Aug. 30, 2032	Aug. 30, 2032

Financing Arrangements - Summ_3

Financing Arrangements - Summary of Future Maturities of Total Debt (Details) $ in Thousands	Sep. 30, 2023 USD ($)
Debt Disclosure [Abstract]
Remainder of 2023	$ 713
2024	5,176
2025	2,612
2026	2,819
2027	12,828
Thereafter	2,360
Total	$ 26,508

Financing Arrangements - Summ_4

Financing Arrangements - Summary of Fair Value of Convertible Notes (Details) - USD ($) $ in Thousands	Sep. 30, 2023	Dec. 31, 2022
Debt Instrument [Line Items]
Fair value of convertible notes	$ 7,544	$ 29,096
2017 Convertible Notes
Debt Instrument [Line Items]
Fair value of convertible notes		15,242
2020 Convertible Note
Debt Instrument [Line Items]
Fair value of convertible notes		706
2017 Convertible Term Note
Debt Instrument [Line Items]
Fair value of convertible notes		$ 13,148
Convertible Note Purchase Agreement
Debt Instrument [Line Items]
Fair value of convertible notes	$ 7,544

Financing Arrangements - Summ_5

Financing Arrangements - Summary of Fair Value of Safe Notes (Details) - USD ($) $ in Thousands	Sep. 30, 2023	Dec. 31, 2022
Debt Instrument [Line Items]
Fair value of SAFE notes	$ 27	$ 24,714
Less: SAFE notes at fair value, current	(2,942)
SAFE Notes
Debt Instrument [Line Items]
Fair value of SAFE notes		24,565
Less: SAFE notes at fair value, current	(27)	(149)
LamVen \| SAFE Notes
Debt Instrument [Line Items]
Fair value of SAFE notes		5,403
Park Lane \| SAFE Notes
Debt Instrument [Line Items]
Fair value of SAFE notes		5,403
iHeart Media \| SAFE Notes
Debt Instrument [Line Items]
Fair value of SAFE notes		7,203
Palantir \| SAFE Notes
Debt Instrument [Line Items]
Fair value of SAFE notes		6,484
Private Investor One \| SAFE Notes
Debt Instrument [Line Items]
Fair value of SAFE notes		72
SAFE-T \| SAFE Notes
Debt Instrument [Line Items]
Fair value of SAFE notes	$ 27	$ 149

Share Purchase Agreement and _2

Share Purchase Agreement and GEM Purchase - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands		9 Months Ended		12 Months Ended
	Jul. 27, 2023	Sep. 30, 2023	Sep. 30, 2022	Dec. 31, 2020	Oct. 03, 2023	Sep. 29, 2023	Sep. 18, 2023	Aug. 02, 2023	Jul. 24, 2023	Jul. 21, 2023	Jun. 15, 2023	Feb. 08, 2023	Dec. 31, 2022	May 17, 2022
Share Purchase Agreement [Line Items]
Stock Issued During Period, Shares, New Issues		13,020,000
Number of ordinary shares re-issued		73,486,976											12,487,438
Fully-diluted ordinary shares outstanding		73,486,976											12,487,438
Exchange of common stock, value		$ 202	$ 385
GEM Purchase Agreement
Share Purchase Agreement [Line Items]
Exchange of common stock, value	$ 25,000
Exchange of common stock, share	1,000,000
GEM Purchase Agreement, registration statement requirement								1,000,000
Share Purchase Agreement \| GEM Global Yield LLC SCS and an Entity Affiliated with GEM
Share Purchase Agreement [Line Items]
Share Purchase Agreement, cash consideration				$ 200,000			$ 400,000					$ 400,000		$ 400,000
Share Purchase Agreement, commitment fee payable				$ 4,000
Share Purchase Agreement, percentage of purchase commitment				0.75%					0.75%	0.75%	0.75%
Share Purchase Agreement, exercise price per share				$ 0.01
Share Purchase Agreement, commitment fee shares						4,000,000	4,000,000					4,000,000		4,000,000
Number of common stock deposited into an escrow account		18,000,000
Contractual Discount Percentage		10%
Maximum share ownership percentage		10%
Share Purchase Agreement, advance receivable		$ 100,000
Share Purchase Agreement, installments of individual advances							$ 25,000					$ 25,000		$ 25,000
Share Purchase Agreement, installments of individual first advances							$ 7,500					$ 7,500		$ 7,500
Share Purchase Agreement, first advance received						$ 4,500
Share Purchase Agreement, total request amount						$ 7,500
Share Purchase Agreement, remaining amount received					$ 3,000
Fair value of commitment under share purchase agreement		$ 5,000											$ 3,000
Number of ordinary shares re-issued								1,300,000
Fully-diluted ordinary shares outstanding									1,300,000	1,300,000	1,300,000
Share Purchase Agreement \| GEM Global Yield LLC SCS and an Entity Affiliated with GEM \| Common Shares
Share Purchase Agreement [Line Items]
Stock Issued During Period, Shares, New Issues	1,300,000
Share Subscription Facility \| GEM Global Yield LLC SCS and an Entity Affiliated with GEM
Share Purchase Agreement [Line Items]
Share Purchase Agreement, cash consideration									$ 25,000	$ 25,000	$ 25,000
Share Purchase Agreement, aggregate shares									1,000,000	1,000,000	1,000,000
Share Purchase Agreement, registration statement requirement									1,000,000	1,000,000	1,000,000

Fair Value Measurements - Sched

Fair Value Measurements - Schedule of Significant Unobservable Inputs Used in Valuation Models (Details) - Level 3	Sep. 30, 2023	Dec. 31, 2022
Public Listing Probability
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Alternative input	1	0.50
Lack of Marketability
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Alternative input		0.32
Discount Rates Used in the Sale Scenario for Debt Instruments
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Alternative input		0.70
Discount Rates Used in the Public Listing Scenario \| Minimum
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Alternative input		0.20
Discount Rates Used in the Public Listing Scenario \| Maximum
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Alternative input		0.30
Probability Weighted Volatility
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Alternative input		1.47

Fair Value Measurements - Summa

Fair Value Measurements - Summary of Company's Financial Liabilities Measured at Fair Value on Recurring Basis (Details) - Fair Value, Recurring - USD ($) $ in Thousands	Sep. 30, 2023	Dec. 31, 2022
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Total financial liabilities	$ 12,571	$ 56,824
Convertible Notes at Fair Value
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Total financial liabilities	7,544	29,096
Preferred Shares Warrant Liability
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Total financial liabilities		51
SAFE Notes at Fair Value
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Total financial liabilities	27	24,714
GEM Derivative Liability
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Total financial liabilities	5,000	2,963
Level 3
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Total financial liabilities	12,571	56,824
Level 3 \| Convertible Notes at Fair Value
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Total financial liabilities	7,544	29,096
Level 3 \| Preferred Shares Warrant Liability
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Total financial liabilities		51
Level 3 \| SAFE Notes at Fair Value
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Total financial liabilities	27	24,714
Level 3 \| GEM Derivative Liability
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Total financial liabilities	$ 5,000	$ 2,963

Fair Value Measurements - Sch_2

Fair Value Measurements - Schedule of Reconciliation of Activity and Changes in Fair Value for Company's Convertible Loans and Redeemable Convertible Preferred Stock Warrant Liability (Details) - USD ($) $ in Thousands	9 Months Ended	12 Months Ended
	Sep. 30, 2023	Dec. 31, 2022
Convertible Notes at Fair Value
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Beginning Balance	$ 29,096	$ 11,681
Issuance of convertible notes		4,191
Reclassification of convertible note to SAFE	(23,318)
Conversion of convertible notes to preferred shares	(14,353)	(10,257)
Conversion of PFG liability to convertible note		11,197
Borrowings on convertible notes	8,000
Payments of borrowings on convertible notes	(40)
Change in fair value	8,159	12,284
Ending Balance	7,544	29,096
Preferred Shares Warrant Liability
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Beginning Balance	51	9
Change in fair value	(40)	42
Reclassification to common equity	(11)
Ending Balance		51
SAFE Notes
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Beginning Balance	24,714	19
Issuance of convertible notes		11,839
Issuance of SAFE notes	3,716
Reclassification of convertible note to SAFE	23,318
Conversion of SAFE to common shares	(86,827)
Conversion of related party notes to SAFE	4,354
Change in fair value	30,752	12,856
Ending Balance	27	24,714
GEM Derivative Liability
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Beginning Balance	2,963	435
Advances received on share purchase agreement	4,500
Change in fair value	10,557	2,528
GEM settlement in common shares	(13,020)
Ending Balance	$ 5,000	$ 2,963

Fair Value Measurements - Sum_2

Fair Value Measurements - Summary of Carrying Amounts and Fair Values of Long-term Debt Obligations (Details) - USD ($) $ in Thousands	Sep. 30, 2023	Dec. 31, 2022
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Total	$ 27	$ 24,714
Carrying Amount \| Long-term Debt, Including Current Maturities
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Total	26,508
Carrying Amount \| Term Notes Payable to Related Parties
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Total	12,585	4,500
Fair Value \| Long-term Debt, Including Current Maturities
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Total	26,291
Fair Value \| Term Notes Payable to Related Parties
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Total	$ 12,033	$ 2,958

Warrants - Additional Informati

Warrants - Additional Information (Details) $ / shares in Units, $ in Thousands	9 Months Ended
	Sep. 30, 2023 USD ($) $ / shares shares	Jul. 21, 2023 shares	Dec. 31, 2022 shares
Class of Warrant or Right [Line Items]
Common stock, shares issued	73,486,976		12,487,438
Proceeds from issuance of common stock \| $	$ 25,000
Convertible Preferred Share Warrants
Class of Warrant or Right [Line Items]
Warrants issued	0
Converted preferred share warrants		120,935
Preferred share warrants conversion ratio		0.0224
Exercise price of warrant per share \| $ / shares	$ 38.23
Convertible Preferred Share Warrants \| Class B2 Preferred Warrants
Class of Warrant or Right [Line Items]
Warrants issued			805,823
Warrants outstanding			805,823
Convertible Preferred Share Warrants \| Class B3 Preferred Warrants
Class of Warrant or Right [Line Items]
Warrants issued			410,123
Warrants outstanding			410,123
Convertible Preferred Share Warrants \| Class B4 Preferred Warrants
Class of Warrant or Right [Line Items]
Warrants issued			1,493,015
Warrants outstanding			1,493,015
Ordinary Share Warrants
Class of Warrant or Right [Line Items]
Warrants outstanding	0		4,614,651
Number of ordinary warrants exercised	4,758,058
Common stock, shares issued	4,707,562
Proceeds from issuance of common stock \| $	$ 128
Ordinary Share Warrants \| 2017 Convertible Note
Class of Warrant or Right [Line Items]
Warrants outstanding	143,407
Ordinary Share Warrants \| Minimum
Class of Warrant or Right [Line Items]
Warrants exercisable term	7 years
Exercise price of warrant per share \| $ / shares	$ 0.22
Ordinary Share Warrants \| Maximum
Class of Warrant or Right [Line Items]
Warrants exercisable term	10 years
Exercise price of warrant per share \| $ / shares	$ 4.7

Commitments and Contingencies -

Commitments and Contingencies - Additional Information (Details)

9 Months Ended

25 Months Ended

58 Months Ended

84 Months Ended

Jul. 27, 2023 USD ($) $ / shares shares

Nov. 14, 2022 USD ($) shares

Oct. 10, 2022 USD ($)

Sep. 15, 2022 USD ($) Caravan

Nov. 08, 2021 USD ($)

May 18, 2021 Agreement

May 15, 2018 USD ($)

Sep. 30, 2023 USD ($)

Sep. 30, 2022 USD ($)

Jun. 30, 2023 USD ($)

May 07, 2028 USD ($)

Dec. 31, 2022 USD ($)

Commitments And Contingencies [Line Item]

Aggregate purchase amount

$ 11,653,000

$ 20,000

Tax commitment including penalties and interest

$ 1,900,000

Outstanding federal excise tax liability including accrued penalties and interest

7,000,000

$ 5,800,000

Outstanding property tax liability including penalties and interest.

1,900,000

1,700,000

Merger Agreement with Tuscan Holdings Corp II

Commitments And Contingencies [Line Item]

Cash to be paid upon triggering event

$ 700,000

Merger Agreement with Tuscan Holdings Corp II | Common Stock

Commitments And Contingencies [Line Item]

Business acquisition, share price | $ / shares

$ 5

Equity instruments to be issued as part of business combination | shares

635,000

Contract termination expense

$ 3,175,000

Minimum | Merger Agreement with Tuscan Holdings Corp II | Common Stock

Commitments And Contingencies [Line Item]

Equity instruments to be issued as part of business combination | shares

600,000

Maximum | Merger Agreement with Tuscan Holdings Corp II | Common Stock

Commitments And Contingencies [Line Item]

Equity instruments to be issued as part of business combination | shares

635,000

Sales and Marketing Agreement

Commitments And Contingencies [Line Item]

License fee payable

$ 40,000,000

Jetstream Agreement | Minimum

Commitments And Contingencies [Line Item]

Usage obligation

$ 120,000,000

Jetstream Agreement | Maximum

Commitments And Contingencies [Line Item]

Aggregate purchase amount

$ 450,000,000

Textron Agreement

Commitments And Contingencies [Line Item]

License fee payable

$ 60,000,000

5,000,000

License fee remaining payments

7,500,000

Textron Agreement | Aircraft Purchase Agreement | Caravans

Commitments And Contingencies [Line Item]

Option to purchase additional caravans, Number | Caravan

100

Textron Agreement | Aircraft Purchase Agreement | Caravans | Minimum

Commitments And Contingencies [Line Item]

Aggregate purchase amount

$ 300,000,000

Textron Agreement | Aircraft Purchase Agreement | Specifically Configured Caravans

Commitments And Contingencies [Line Item]

Option to purchase additional caravans, Number | Caravan

Caravan purchase period

7 years

Textron Agreement | Aircraft Purchase Agreement | Specifically Configured Caravans | Minimum

Commitments And Contingencies [Line Item]

Aggregate purchase amount

$ 150,000,000

Palantir Technologies Inc | Software License Agreements

Commitments And Contingencies [Line Item]

Number of agreements executed | Agreement

Term of agreement

7 years

Total software cost

$ 11,000,000

Payment for software service

$ 2,400,000

$ 2,000,000

Palantir Technologies Inc | Software License Agreements | Scenario Forecast

Commitments And Contingencies [Line Item]

Total software cost

$ 39,000,000

$ 50,000,000

Rise Parties

Commitments And Contingencies [Line Item]

Payment of actual damages

$ 1,000,000

Pre-judgment interest

200,000

Rise Parties | Attorneys' Fees

Commitments And Contingencies [Line Item]

Litigation settlement, expense

60,000

Rise Parties | Court Costs

Commitments And Contingencies [Line Item]

Litigation settlement, expense

$ 3,000

Disaggregated Revenue - Summary

Disaggregated Revenue - Summary of Disaggregated Revenue (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Disaggregation of Revenue [Line Items]
Revenue	$ 21,967	$ 5,082	$ 33,669	$ 14,378
Scheduled
Disaggregation of Revenue [Line Items]
Revenue	15,547	996	17,427	3,464
On Demand
Disaggregation of Revenue [Line Items]
Revenue	$ 6,420	$ 4,086	$ 16,242	$ 10,914

Disaggregated Revenue - Additio

Disaggregated Revenue - Additional Information (Details) - USD ($) $ in Millions	Sep. 30, 2023	Dec. 31, 2022
Other Long Term Liabilities
Disaggregation of Revenue [Line Items]
Long term performance obligations for contractually committed revenues	$ 2.2	$ 1.8

Disaggregated Revenue - Summa_2

Disaggregated Revenue - Summary of Deferred Revenue (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Disaggregation of Revenue [Abstract]
Deferred revenue, beginning of period	$ 10,530	$ 6,390	$ 9,568	$ 5,680
Acquired deferred revenue	7,329		7,329
Revenue deferred	14,415	5,289	27,080	15,295
Revenue recognized	(13,743)	(5,082)	(25,446)	(14,378)
Deferred revenue, end of period	$ 18,531	$ 6,597	$ 18,531	$ 6,597

Redeemable Convertible Prefer_2

Redeemable Convertible Preferred Shares and Convertible Preferred Shares - Additional Information (Details) $ in Thousands					9 Months Ended
	Jul. 21, 2023 shares	Jun. 30, 2023 USD ($) ConvertiblePreferredShares shares	Jun. 15, 2023 USD ($) ConvertiblePreferredShares	Jun. 02, 2023 USD ($) shares	Sep. 30, 2023 USD ($) shares	Sep. 30, 2022 USD ($)	Dec. 31, 2022 shares
Temporary Equity [Line Items]
Common stock, shares issued					73,486,976		12,487,438
Shares conversion ratio	0.0446
Stock-based compensation expense \| $					$ 35,388	$ 10,449
Class B-6a Redeemable Convertible Preferred Shares
Temporary Equity [Line Items]
Cash received from existing investor \| $				$ 3,000
Issuance of temporary equity				5,665,722
Class B-6s Convertible Preferred Shares
Temporary Equity [Line Items]
Number of ordinary shares cancelled	83,819,163
Common stock, shares issued	3,741,904
Shares conversion ratio	22.4
Number of shares, debt converted \| ConvertiblePreferredShares		486,402
Outstanding debt settled \| $		$ 200
Class B-6s Convertible Preferred Shares \| Prior Employees and Service Providers
Temporary Equity [Line Items]
Issuance of temporary equity		1,921,778
Stock-based compensation expense \| $		$ 900
Class B-6s Convertible Preferred Shares \| LamJam Term Notes
Temporary Equity [Line Items]
Notes converted \| $			$ 5,300
Number of shares, debt converted \| ConvertiblePreferredShares			9,932,241
Redeemable Convertible Preferred Shares
Temporary Equity [Line Items]
Issuance of temporary equity					0		229,144,283
Number of ordinary shares cancelled	234,856,003
Common stock, shares issued	10,484,578
Shares conversion ratio	22.4

Stock-Based Compensation - Addi

Stock-Based Compensation - Additional Information (Details) $ / shares in Units, $ in Thousands			1 Months Ended	3 Months Ended		9 Months Ended
	Jul. 21, 2023	May 26, 2023 USD ($)	Jul. 31, 2023 USD ($) $ / shares shares	Sep. 30, 2023 USD ($) $ / shares shares	Sep. 30, 2022 USD ($)	Sep. 30, 2023 USD ($) Tranche $ / shares shares	Sep. 30, 2022 USD ($)	Dec. 31, 2022 $ / shares shares
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Further stock awards granted						48,212
Share-based compensation expense \| $						$ 35,388	$ 10,449
Share Conversion Ratio	1
Common Stock
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Share Conversion Ratio	1
Stock Options
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Share-based compensation expense \| $				$ 800	$ 200	$ 2,400	500
Restricted Stock Units
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Number of shares, outstanding				240,454		240,454		220,424
Weighted average grant date fair value \| $ / shares				$ 8.8		$ 8.8		$ 3.75
Share-based compensation expense \| $				$ 1,800	0	$ 1,800	0
Restricted Stock Units \| Maximum
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Service period				2 years
Restricted Stock Units \| Minimum
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Service period				12 months
Restricted Share Purchase Agreement
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Number of shares, outstanding				466,288		466,288		3,162,292
Weighted average grant date fair value \| $ / shares				$ 4.12		$ 4.12		$ 7.91
Share-based compensation expense \| $		$ 100		$ 22,800	300	$ 23,100	1,500
Acceleration cost recognized \| $				21,800
Restricted Share Grant Agreement
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Number of shares, outstanding								3,773,243
Share-based compensation expense \| $				$ 0	0	$ 0	8,400
Performance Based Restricted Stock Units
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Number of shares, outstanding				2,800,000		2,800,000
Weighted average grant date fair value \| $ / shares			$ 2.28	$ 2.28		$ 2.28
Share-based compensation expense \| $			$ 6,400	$ 500	$ 0	$ 500	$ 0
Service period			2 years 1 month 6 days
Granted						2,800,000
Expiration term			5 years
Volatality rate			71%
Number of consecutive trading days			10 days
Award vesting description						The Founder PRSUs will vest only if (i) the per-share closing price of the Company’s common stock over a period of 10 consecutive trading days within five years from the date of the Company’s direct listing is greater than $10 per share and (ii) each founder’s employment with the Company or one of its subsidiaries continues through the date such stock price goal is achieved, subject to certain conditions.
Performance Based Restricted Stock Units \| Maximum
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Listing price per share \| $ / shares			$ 10
2023 Equity Incentive Plan
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Shares authorized for issuance				7,500,000		7,500,000
Increase in share limit, percentage						5%
2023 Equity Incentive Plan \| Performance Based Restricted Stock Units
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Granted			2,800,000
2016 Equity Incentive Plan
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Further stock awards granted						0
2016 Equity Incentive Plan \| Restricted Stock Units
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Number of shares, outstanding								220,424
Weighted average grant date fair value \| $ / shares								$ 3.75
Share-based compensation expense \| $				$ 800		$ 800
Number of shares, issued				260,424		260,424
2023 Employee Stock Purchase Plan
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Shares authorized for issuance				800,000		800,000
Increase in share limit, percentage						1%
Shares increasing period						10 years
2023 Employee Stock Purchase Plan \| Restricted Stock Units
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Number of shares, outstanding				280,454		280,454
Management Incentive Bonus Plan
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Number of bonus pool tranches \| Tranche						2
Share-based compensation expense \| $				$ 6,700

Stock-Based Compensation - Summ

Stock-Based Compensation - Summary of Share Option Activity (Details) $ / shares in Units, $ in Thousands	9 Months Ended	12 Months Ended
	Sep. 30, 2023 USD ($) $ / shares shares	Dec. 31, 2022 USD ($) $ / shares shares
Share-Based Payment Arrangement [Abstract]
Number of Share Options Outstanding, Beginning balance \| shares	1,768,205
Number of Share Options Outstanding, Granted \| shares	48,212
Number of Share Options Outstanding, Exercised \| shares	(160,005)
Number of Share Options Outstanding, Canceled \| shares	(49,101)
Number of Share Options Outstanding, Ending balance \| shares	1,607,311	1,768,205
Number of Share Options Outstanding, Exercisable \| shares	1,188,490
Weighted Average Contractual Term (in years), Outstanding	8 years 3 months 18 days	9 years 3 days
Weighted Average Contractual Term (in years), Granted	10 years
Weighted Average Contractual Term (in years), Exercisable	8 years 10 days
Aggregate Intrinsic Value, Outstanding \| $	$ 750	$ 10,306
Aggregate Intrinsic Value, Exercisable \| $	$ 641
Weighted Average Exercise Price Per Share, Beginning balance \| $ / shares	$ 3.58
Weighted Average Exercise Price Per Share, Granted \| $ / shares	9.11
Weighted Average Exercise Price Per Share, Exercised \| $ / shares	1.19
Weighted Average Exercise Price Per Share, Canceled \| $ / shares	3.38
Weighted Average Exercise Price Per Share, Ending balance \| $ / shares	4.11	$ 3.58
Weighted Average Exercise Price Per Share, Exercisable \| $ / shares	$ 3.77

Stock-Based Compensation - Su_2

Stock-Based Compensation - Summary of RSU Activity (Details) - Restricted Stock Units	9 Months Ended
	Sep. 30, 2023 $ / shares shares
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Number of Restricted Share, Beginning balance	220,424
Granted and vested	280,454
Shares issued	(260,424)
Number of Restricted Share, Ending balance	240,454
Weighted Average Grant Date Fair Value per Restricted Share, Beginning balance \| $ / shares	$ 3.75
Weighted Average Grant Date Fair Value per Restricted share, Granted and vested	8.8
Weighted Average Grant Date Fair Value per Restricted Share, Shares issued \| $ / shares	$ 4.53
Weighted Average Grant Date Fair Value per Restricted Share, Ending balance \| $ / shares	$ 8.8

Stock-Based Compensation - Su_3

Stock-Based Compensation - Summary of RSPA activity (Details) - Restricted Share Purchase Agreement	9 Months Ended
	Sep. 30, 2023 $ / shares shares
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Number of Restricted Share, Beginning balance \| shares	3,162,292
Number of RSPA, Vested \| shares	(2,696,004)
Number of Restricted Share, Ending balance \| shares	466,288
Weighted Average Grant Date Fair Value per Restricted Share, Beginning balance \| $ / shares	$ 7.91
Weighted Average Grant Date Fair Value per RSPA, Vested \| $ / shares	8.56
Weighted Average Grant Date Fair Value per Restricted Share, Ending balance \| $ / shares	$ 4.12

Stock-Based Compensation - Su_4

Stock-Based Compensation - Summary of PRSU Activity (Details) - Performance Based Restricted Stock Units - $ / shares	1 Months Ended	9 Months Ended
	Jul. 31, 2023	Sep. 30, 2023
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Granted		2,800,000
Number of Restricted Share, Ending balance		2,800,000
Weighted Average Grant Date Fair Value per Restricted Share, Granted		$ 2.28
Weighted Average Grant Date Fair Value per Restricted Share, Ending balance	$ 2.28	$ 2.28

Segments - Additional Informati

Segments - Additional Information (Details)	9 Months Ended
Segments - Additional Information (Details)	Sep. 30, 2023 Segment
Segment Reporting [Abstract]
Number of reportable segment	1

Income Taxes - Additional Infor

Income Taxes - Additional Information (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Income Tax Examination [Line Items]
Income tax provision (benefit)	$ (3,571)	$ 0	$ (3,571)	$ 0
Effective tax rate	4.60%	0%	2.50%	0%
Federal statutory rate	21%	21%	21%	21%
Current period benefit for federal income tax			$ 2,700
Current period benefit for state income tax			800
Southern Acquisition
Income Tax Examination [Line Items]
Acquired net deferred tax liabilities	$ 3,700		$ 3,700

Related Party Balances and Tr_3

Related Party Balances and Transactions - Additional Information (Details)						3 Months Ended		9 Months Ended
	Oct. 01, 2023 USD ($)	Jul. 21, 2023 USD ($) ConvertiblePreferredShares shares	Jun. 15, 2023 USD ($) ConvertiblePreferredShares shares	May 22, 2023 USD ($)	Jan. 31, 2023	Sep. 30, 2023 USD ($) Aircrafts shares	Sep. 30, 2022 USD ($)	Sep. 30, 2023 USD ($) Aircrafts $ / Aircrafts shares	Sep. 30, 2022 USD ($)	Jan. 18, 2023 USD ($)	Dec. 31, 2022 USD ($) shares
Related Party Transaction [Line Items]
Common stock, shares issued \| shares						73,486,976		73,486,976			12,487,438
Fair value of convertible notes						$ 7,544,000		$ 7,544,000			$ 29,096,000
Debt Instrument, Maturity Date			Jun. 15, 2025		Jan. 31, 2025
Converted to shares from related party promissory note								5,260,000
Accounts payable						19,998,000		19,998,000			12,891,000
lease payment						1,425,000	$ 398,000	2,149,000	$ 1,174,000
Common Shares
Related Party Transaction [Line Items]
Common Stock Discount Percentage					20%
Common Shares \| IPO
Related Party Transaction [Line Items]
Common Stock Discount Percentage					35%
LamVen
Related Party Transaction [Line Items]
Due to related parties, current						100,000		$ 100,000			$ 400,000
Monthly lease payment per aircraft \| $ / Aircrafts								0.025
LamVen \| Term Notes
Related Party Transaction [Line Items]
Principal amount				$ 4,600,000		$ 4,500,000		$ 4,500,000		$ 1,000,000
Debt Instrument, Maturity Date				Dec. 31, 2023
Interest rate of term note				10%
Interest rate, stated percentage						8.25%		8.25%
LamVen \| Grid Note
Related Party Transaction [Line Items]
Principal amount			$ 5,000,000			$ 2,500,000		$ 2,500,000
Debt Instrument, Maturity Date			Dec. 31, 2023
Interest rate of term note			10%
LamVen \| Grid Note \| Subsequent Event
Related Party Transaction [Line Items]
Additional amount received under grid note agreement	$ 1,200,000
LamJam
Related Party Transaction [Line Items]
Amounts of transaction			$ 6,900,000
Term note agreement amount			3,470,000
LamJam \| Term Notes
Related Party Transaction [Line Items]
Term note agreement amount			3,500,000
Converted to shares from related party promissory note			$ 5,300,000
Converted to shares from related party promissory note, shares \| shares			9,932,241
Park Lane
Related Party Transaction [Line Items]
Number of aircrafts \| Aircrafts								4
Lease agreement, extend								On June 16, 2023, the Company amended the lease agreements with Park Lane to extend the expiration date for a 6-month term of August 1, 2023 through January 31, 2024.
BAJ Flight Services
Related Party Transaction [Line Items]
Number of aircraft leased \| Aircrafts						1		1
Percentage of change in ownership						100%		100%
JA Flight Services
Related Party Transaction [Line Items]
Number of aircraft leased \| Aircrafts						3		3
JA Flight Services \| Bruce A. Jacobs
Related Party Transaction [Line Items]
Ownership percentage						50%		50%
JA Flight Services And BAJ Flight Services
Related Party Transaction [Line Items]
Combined lease and engine reserve expense						$ 177,000		$ 177,000
Accounts payable						192,000		192,000
Schuman Aviation
Related Party Transaction [Line Items]
Combined lease and engine reserve expense						297,000		297,000
Accounts payable						$ 341,000		$ 341,000
Term of contract						60 months		60 months
Non servicing agreement term						10 years		10 years
Payment discription								Remaining amounts due under this agreement represent the final two annual installment payments, of $100 thousand each, which will be paid over the next two years.
lease payment								$ 100,000
SAFE Notes
Related Party Transaction [Line Items]
Number of shares, debt converted \| ConvertiblePreferredShares		103,385,325
Principal amount		$ 15,000,000
SAFE Notes \| Common Shares
Related Party Transaction [Line Items]
Common stock, shares issued \| shares		4,615,384
SAFE Notes \| LamJam
Related Party Transaction [Line Items]
Number of shares, debt converted \| ConvertiblePreferredShares			47,770,712
Common stock, shares issued \| shares			2,132,608
Amounts of transaction			$ 6,900,000
2017 Convertible Notes
Related Party Transaction [Line Items]
Number of shares, debt converted \| ConvertiblePreferredShares		28,332,454
2017 Convertible Notes \| Common Shares
Related Party Transaction [Line Items]
Common stock, shares issued \| shares		1,264,834

Related Party Balances and Tr_4

Related Party Balances and Transactions - Schedule of SAFE note is Included in SAFE notes at Fair Value, Long Term in Condensed Consolidated Balance Sheets (Details) - USD ($) $ in Thousands	Sep. 30, 2023	Dec. 31, 2022
Related Party Transaction [Line Items]
Total	$ 27	$ 24,714
SAFE Notes
Related Party Transaction [Line Items]
Total		24,565
SAFE Notes Fair Value
Related Party Transaction [Line Items]
Total		10,806
LamVen \| SAFE Notes
Related Party Transaction [Line Items]
Total		5,403
LamVen \| SAFE Notes Fair Value
Related Party Transaction [Line Items]
Total		5,403
Park Lane \| SAFE Notes
Related Party Transaction [Line Items]
Total		5,403
Park Lane \| SAFE Notes Fair Value
Related Party Transaction [Line Items]
Total		$ 5,403

Related Party Balances and Tr_5

Related Party Balances and Transactions - Schedule of Term Notes Outstanding (Details) - USD ($) $ in Thousands	Sep. 30, 2023	Dec. 31, 2022
Related Party Transaction [Line Items]
Term notes outstanding	$ 12,585	$ 4,500
LamVen \| Term Notes
Related Party Transaction [Line Items]
Term notes outstanding	$ 12,585	$ 4,500

Supplemental Cash Flows - Sched

Supplemental Cash Flows - Schedule of Supplemental Cash Flows (Details) - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Supplemental Cash Flow Information [Abstract]
Cash paid for interest			$ 478
Cash Flow, Noncash Investing and Financing Activities Disclosure [Abstract]
Issuance of SAFE notes			4,354	$ 6,417
Conversion of class B-6s convertible preferred shares to common shares			137,463
Issuances of Class B-6a redeemable convertible preferred shares in exchange for outstanding payable			202	255
Conversion of SAFE notes to common shares			63,509
Conversion of promissory notes to Class B-6s convertible preferred shares			$ 4,418
Common stock issued under Share Purchase Agreement			13,020
Common stock for the acquisition of Southern			$ 81,250
Common stock issued as settlement of advisor accrual			75
Right-of-use assets obtained in exchange for new operating lease liabilities	$ 609	$ 1,179	609	1,780
Right-of-use assets obtained in exchange for new finance lease liabilities	$ 1,143		1,143
Overhaul accrual in accrued expenses and other current liabilities			102
Purchases of property and equipment included in accounts payable			258	66
Class B-6a Redeemable Convertible Preferred Shares
Cash Flow, Noncash Investing and Financing Activities Disclosure [Abstract]
Conversion of class B-6s convertible preferred shares to common shares			543	$ 9,816
Class B-6s Convertible Preferred Shares
Cash Flow, Noncash Investing and Financing Activities Disclosure [Abstract]
Conversion of class B-6s convertible preferred shares to common shares			10,494
Class B-5 Redeemable Convertible Preferred Shares [Member]
Cash Flow, Noncash Investing and Financing Activities Disclosure [Abstract]
Conversion of class B-6s convertible preferred shares to common shares			$ 3,253

Net Loss per Share Applicable_3

Net Loss per Share Applicable to Ordinary Shareholders, Basic and Diluted - Additional Information (Details)	Jul. 21, 2023
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Shares conversion ratio	0.0446

Net Loss per Share Applicable_4

Net Loss per Share Applicable to Ordinary Shareholders, Basic and Diluted - Schedule of Computation of Net Loss Per Ordinary Share (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Earnings Per Share [Abstract]
Net loss	$ (74,609)	$ (21,140)	$ (139,702)	$ (50,540)
Weighted-average number of common shares used in net loss per share applicable to ordinary shareholders, basic	54,695,009	13,998,411	27,775,172	13,133,743
Weighted-average number of common shares used in net loss per share applicable to ordinary shareholders, diluted	54,695,009	13,998,411	27,775,172	13,133,743
Net loss per share applicable to ordinary shareholders, basic	$ (1.36)	$ (1.51)	$ (5.03)	$ (3.85)
Net loss per share applicable to ordinary shareholders, diluted	$ (1.36)	$ (1.51)	$ (5.03)	$ (3.85)

Net Loss per Share Applicable_5

Net Loss per Share Applicable to Ordinary Shareholders, Basic and Diluted - Schedule of Anti-dilutive Potential Ordinary Shares Excluded from Computation of Diluted net Loss Per Share (Details) - shares	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Excluded securities:	6,447,386	17,899,139	6,447,386	17,899,139
Options to Purchase Ordinary Shares
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Excluded securities:	1,607,311	1,103,994	1,607,311	1,103,994
Restricted Stock Units
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Excluded securities:	3,040,454	220,424	3,040,454	220,424
Unvested RSPAs
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Excluded securities:	466,288	3,166,779	466,288	3,166,779
Convertible Notes (As Converted to Ordinary Shares)
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Excluded securities:	1,333,333		1,333,333
Preferred Stock (As Converted to Ordinary Shares)
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Excluded securities:		13,407,942		13,407,942