EG Acquisition Corp.
EGGF · NYSE
NO ACTION REQUIRED
Nothing left to do
The purchase completed and the shares became shares in the company it bought. There is no deadline left to miss.
Cash at settlement
No cash-per-share figure was filed for this vehicle before it finished.
Last close
Daily close
No price history on file yet — daily closes accumulate from the market data feed.
Trust settled · There is no line to draw here. This vehicle has finished: the cash was paid back or spent closing the deal, so the last filed figure describes an account that no longer exists and would be a floor under nothing.
SpacBrain’s read
Trust settled
The deal closed — SPAC shares became the target's shares, so there is no trust left to redeem (nobody missed a window; holders who wanted cash elected it at the vote).
In plain terms
- What it is
- A SPAC from EG Sponsor LLC, listed on NYSE in May 2021.
- What it's doing now
- It agreed to buy FLYEXCLUSIVE INC., a private jet charter and fractional aircraft operations company. That purchase completed, and it stopped being a SPAC — the shares became shares in the business it bought.
- What you should know
- This SPAC has finished. The purchase completed, and the shares became shares in the company it bought — anyone who wanted the cash instead asked for it at the vote, so there is no cash left here to claim and no deadline left to miss.
At a glance
- Where it stands
- Closed (deSPAC)
- The business it bought
- FLYEXCLUSIVE INC. — flyExclusive is a premiere Part 135 owner/operator of private jet experiences that surpass expectations for quality, convenience and safety.
- Industry
- Industrials — private jet charter and fractional aircraft operations
- Deal value
- not stated in the filings we hold
- Price vs cash at settlement
- no live price on file
- Cash in trust when it settled
- not yet extracted into a snapshot — the filings below may state it
- the last trust total filed while this was still a SPAC — the account has since been paid out or used to close the deal
- IPO
- 27 May 2021
- size not on file
- Headquarters
- 2860 JETPORT ROAD, KINSTON, NC, 28504
- registered in Delaware
- Lead underwriter
- not extracted from the prospectus yet
- Key officers
- Segrave Thomas J. Sr (Director) · Fox Michael S. (Director) · Fegel Gary Mischa (Director)
- Listed securities
- EGGF common
This vehicle has finished, so there is no window to file a cash-per-share figure for and none will follow. No estimate is shown in its place.
Nothing dated is on file. That is an absence in the record, not a statement that nothing is coming.
Yield to redemption
Nothing left to redeem — no yield to compute.
This SPAC has finished — its trust was paid back or used to close the deal, so there is nothing left to redeem and no yield to compute. A yield to redemption is a claim that you can hand these shares back for the trust cash. That account is closed, so this page will not print a number here.
What happened to the cash
The reasoning behind the verdict above, in the order the filings establish it.
- The deal closed — SPAC shares became the target's shares, so there is no trust left to redeem (nobody missed a window; holders who wanted cash elected it at the vote).
What has happened, and what is coming
1 dated milestoneEvery dated step from the day it listed to the next date you may have to act on. Where you have to do something, the day your broker needs the instruction is marked too.
- 27 May 2021IPOpassed
IPO size not on file
The deal
terms as filedWhat it is buying, on what terms, and how much of the combined company new shares take from you.
- closedIndustrials
What FLYEXCLUSIVE INC. does — read from flyexclusive.com on 26 August 2026
flyExclusive is a private aviation operator founded in 2015 by Jim Segrave. The company owns, operates, and maintains its own fleet of over 90 light, mid, and super-midsize jets, rather than brokering flights. It offers Jet Club Membership, Fractional Ownership, On-Demand Charters, and Seaplane Charters. Headquartered in Kinston, North Carolina, flyExclusive employs nearly 800 professionals and holds ARG/US Platinum and Wyvern Wingman certifications.
Kinston, North CarolinaPrivate AviationMRO & MaintenanceDeal structureSEC-primary — BCA 8-K / S-4 / DEFM14A- Min-cash condition
- $12M
- Break fee
- $1M
stated in:0000950170-25-021150
The score
deterministic, from filed fieldsEGGF is not in the scored universe, so no score is shown. A withheld score is a fact about the record, not a verdict about the company.
The score is only published for names that carry both a price and a filed cash-per-share figure — 295 of the tracked fleet today. The rest keep an empty dial rather than a modelled one, and fill in by themselves as the fields land.
The company
from SEC filingsRead the full profile
EG Acquisition Corp. was a blank-check company whose common stock traded on the New York Stock Exchange under the ticker FLYX. The company priced its initial public offering on May 27, 2021, under SEC file number 333-255046, with the pricing prospectus filed as 424B4 accession 0001193125-21-175579 under S-1 accession 0001193125-21-106505. The registrant self-described itself as a blank-check company in that prospectus and carried SEC SIC industry code 4522, Air Transportation, Nonscheduled. The vehicle completed a business combination and no longer files, with its closed status established by an 8-K filed January 3, 2024 (accession 0001193125-24-001570) reporting a change in shell company status under item 5.06; EDGAR now files SEC CIK 0001843973 under the name FLYEXCLUSIVE INC.
Material findings
from the full read of every filingEvery document this company files gets read whole — body and exhibits. These are the ones the read flagged as material, newest first, each citing its filing.
The 8-K body states no financial figures; the quarter's results are only in the furnished presentation. The company's own 10-Q for the same period was filed the same day (accession 0001193125-26-345831).
The Jet.AI merger has closed but its consideration is not final: the share count flyExclusive ultimately issues depends on a post-closing net cash determination. This summary is drawn from the cover page and forward-looking section; the financial statements are not covered here.
Five amendments and seventeen months from signing to closing is an unusually long path, and the last change touched the net cash adjustment — the mechanism that determines how much value each side actually delivers at closing, so renegotiating it on the closing date implies the target's cash position moved. For former EGGF holders the deal is now done and the risk shifts from completion to integration, with the post-closing true-up still to be settled under the revised formula.
The document's own record of the deal's history is the substance of what can be read here: an already amended and restated agreement carrying four further amendments through February 11, 2026, presented in a seventh amendment to the registration statement. That is a transaction that has been repeatedly re-cut and re-filed, and each version supersedes the last. No consideration terms, share count or vote date can be quoted from this extract; they must be read from the full document before anything is published.
The explanatory note establishes the mechanism that matters: Jet.AI stockholders do not exchange their Jet.AI shares directly. They first receive SpinCo shares by pro rata distribution, and only those SpinCo shares convert into flyExclusive Class A stock — so the consideration attaches to the spun-off entity, not to Jet.AI itself, and Jet.AI survives the transaction. The Distribution is stated as a condition to closing, so the merger cannot occur without it. Every logistical detail of the meeting is still blank, so this version fixes no vote date.
The spin-then-merge mechanism is the substance: Jet.AI stockholders do not exchange their Jet.AI shares. They receive SpinCo shares in a pro rata distribution, and only those SpinCo shares convert into flyExclusive Class A stock, so Jet.AI itself survives the transaction and the consideration attaches to the spun-off entity. The Distribution is a stated condition to closing, so the merger cannot happen without it. As of this version the underlying agreement carried two amendments; no meeting date is fixed.
Show 8 more material filings
The spin-then-merge structure means Jet.AI stockholders receive SpinCo shares by pro rata distribution and only those shares convert into flyExclusive stock; Jet.AI itself survives. The Distribution is a stated condition to closing, so the merger cannot occur without it. As of this version the underlying agreement carried a single amendment dated July 30, 2025, and no meeting date is set.
This is the version that first carries Amendment No. 1 to the merger agreement into the registration statement, filed the same day that amendment was signed. The structure remains a spin-then-merge: Jet.AI distributes SpinCo shares pro rata to its stockholders and only those SpinCo shares convert into flyExclusive stock, so Jet.AI survives the transaction. No meeting date is fixed, and the document records the amendment's date but not its content.
The registered securities are flyExclusive Class A common stock issued to Jet.AI's stockholders by way of the SpinCo merger, so the consideration reaches Jet.AI holders indirectly through the spun-off entity rather than by exchanging their Jet.AI shares. Every meeting logistic is blank in this version, so no vote date is fixed and no deadline follows from it.
The proxy inside this registration statement is Jet.AI's, not flyExclusive's — it is deemed filed under Jet.AI's Regulation 14A obligations, so it is Jet.AI holders who vote on the Transactions Proposal, an increase in shares under the Amended and Restated 2023 Jet.AI Omnibus Incentive Plan, and an adjournment. The consideration flows through a spin-off first, so a Jet.AI holder receives SpinCo shares that are then converted, rather than exchanging Jet.AI stock directly. The meeting date, time, record date and webcast details are all left blank.
The document doubles as Jet.AI's Regulation 14A proxy for the special meeting that must approve the Transactions Proposal, so Jet.AI holders vote on a spin-off-then-merge structure in which the distribution is a closing condition rather than a separate step they can decline. The number of flyExclusive shares to be issued is not stated on the cover of this first version. The meeting date, time, webcast address, dial-in, pin and record date are all left blank, so no voting deadline can be read from this filing.
The preferred financing sets hard dates and caps: the company sold EnTrust Emerald 25,000 shares of Series A non-convertible redeemable preferred stock, par value $0.0001, at $1,000 per share — $25 million — together with the March 2024 Warrant, which may not be exercised for Class A shares worth more than $11,250,000 in aggregate and reaches 100% of its Share Count Cap on March 4, 2027. From August 8, 2025 the company must declare and pay 100% of the preferred dividends in cash, converting a paper obligation into a cash drain.
A single holder ending with more than three-quarters of the voting power means EGGF public shareholders have no governance influence in the survivor, and that share rises as others redeem — redeeming makes the remaining public stake weaker, not stronger. The $122.6 million contribution is the no-redemption ceiling and falls with every redemption, so the company LGM actually receives may be far less capitalized than the headline. The December 5, 2023 tender deadline is hard.
$85,000,000 of Bridge Notes converts into stock at closing: $50,000,000 borrowed on October 17, 2022 at 10% per annum payable in kind, plus $35,000,000 under an Incremental Amendment on October 28, 2022, converting at the total owed including accrued payable-in-kind interest divided by $10.00. The filing gives four ownership outcomes for EGA's holders together with the Bridge Note Lenders — approximately 38.3%, 39.1%, 21.6% and 21.9% — spanning no redemptions to maximum redemptions and no unit repurchases to the maximum.
Filings
live EDGAR feedEverything this company has filed with the SEC recently, newest first, each with a plain summary of what changed and why it matters.
What changed: The filing reports that flyExclusive, Inc. appointed Michael Guina as Chief Operating Officer effective August 24, 2026, and that Matthew Lesmeister transitioned from Chief Operating Officer to President of Maintenance on the same date. The document states that the employment agreements for both individuals, dated September 26, 2024, remain in effect and no additional compensation is being provided as a result of this transition. Why it matters: This constitutes a material change in executive leadership roles within the company's management team. For investors tracking sponsor conduct or operational stability, it confirms the internal succession plan and clarifies that the change does not trigger new financial obligations beyond existing contracts.
What changed: Item 2.02 8-K of flyExclusive, Inc. (NYSE American: FLYX). On August 12, 2026 the company issued a corporate presentation of its financial results for the three and six months ended June 30, 2026, furnished as Exhibit 99.1 and expressly not deemed filed for Section 18 purposes. Why it matters: The 8-K body states no financial figures; the quarter's results are only in the furnished presentation. The company's own 10-Q for the same period was filed the same day (accession 0001193125-26-345831).
What changed: Q2 2026 10-Q of flyExclusive, Inc. (NYSE American: FLYX), with 52,151,748 Class A and 49,930,000 Class B shares outstanding as of July 31, 2026. Why it matters: The Jet.AI merger has closed but its consideration is not final: the share count flyExclusive ultimately issues depends on a post-closing net cash determination. This summary is drawn from the cover page and forward-looking section; the financial statements are not covered here.
combination deadlinenothing moved · 1 with no prior record of ours
- Combination deadline
- 2028-01-26 · unchanged
The clause “26, 2026 (the “Note Amendment”). In addition to extending the Maturity Date to January 26, 2028, the Note Amendment revised the Applicable Rate of interest to mean either (i) a 15.00 % annual rate for any period during which the”…
Read from stored SEC filing text by a regex — no model is involved — and each side links to the filing it came from. “Not previously extracted” is a statement about our record, not about the company: the clause may be present in wording we do not match.
What changed: flyExclusive, Inc., the EG Acquisition Corp. successor, closed its transaction with Jet.AI Inc. and Jet.AI SpinCo on July 13, 2026, with Merger Sub merging into SpinCo which survives as a wholly owned subsidiary. On the same day the parties executed Amendment No. 5 to the Amended and Restated Agreement and Plan of Merger and Reorganization, modifying the post-closing net cash adjustment mechanism. The original merger agreement dates from February 13, 2025 and was amended and restated on May 6, 2025 then amended on July 30 and October 10, 2025 and January 13 and February 11, 2026. Why it matters: Five amendments and seventeen months from signing to closing is an unusually long path, and the last change touched the net cash adjustment — the mechanism that determines how much value each side actually delivers at closing, so renegotiating it on the closing date implies the target's cash position moved. For former EGGF holders the deal is now done and the risk shifts from completion to integration, with the post-closing true-up still to be settled under the revised formula.
Show the other 10 filings
The sponsor
The people who set this company up, what they have done before, and the advisers around the deal.
EG Sponsor LLCnamed as sponsor in this SPAC’s filings — but with no researched track record behind it yet.
A missing score, not a score of zero — why
A Sponsor Score is only published once the sponsor’s prior vehicles have been verified on EDGAR and their post-close outcomes priced. That record does not exist for this sponsor yet, so no number and no tier is shown. That is a missing score, not a score of zero — and not a neutral 50 either.
Coverage so far: 301 of 1280 tracked SPACs (24%) are attached to a scored sponsor. This card fills in by itself as the research lands.
The record
The reference detail — how the shares were structured at listing, how thinly they trade, and where the company is registered.
Show the reference detail
Unit structure
from 424B3 0001193125-26-201485
Trading & liquidity
Company profile
Directors & officers
- Segrave Thomas J. SrDirector
- Fox Michael S.Director
- Fegel Gary MischaDirector
- Garner Bradley GChief Financial Officer
- Guina MichaelChief Commercial Officer
- Hymowitz GreggDirector
- Hopper Peter B.Director
- Nichols Zachary M.Chief Accounting Officer
Institutional holders
from SC 13G/13DFunds that have declared a stake above 5%. Heavy ownership by arbitrage funds usually means heavy cash-outs at the next vote.
Show the declared stakes
12 filers with a stake on file · 0 re-affirmed in the last 12 months. A stake with no amendment since is the filer’s last word on it, not proof it is still held — and percentages filed in different years are percentages of different floats, because this vehicle’s share count collapses at every redemption.
- Hymowitz Greggwith 6 other reporting persons on the same schedule85.5% · SC 13D/AAug 12, 2024 stale
- Segrave Thomas James Jr.68.9% · SC 13DJan 8, 2024 stale
- Third Point LLCwith 1 other reporting person on the same schedule7.9% · SC 13DFeb 13, 2024 stale
- HGC Investment Management Inc.7.1% · SC 13GFeb 14, 2023 stale
- EnTrust Magnolia Partners LPwith 1 other reporting person on the same schedule6.6% · SC 13GFeb 14, 2024 stale
- BARCLAYS PLCwith 1 other reporting person on the same schedule5.3% · SC 13GFeb 11, 2022 stale
- INTEGRATED CORE STRATEGIES (US) LLCwith 4 other reporting persons on the same schedule0.2% · SC 13G/AFeb 5, 2024 stale
- FIR TREE CAPITAL MANAGEMENT LP0.0% · SC 13G/AFeb 14, 2024 stale
- Saba Capital Management, L.P.with 1 other reporting person on the same schedule0.0% · SC 13G/AFeb 7, 2024 stale
- PointState Capital LPwith 4 other reporting persons on the same schedule0.0% · SC 13G/AFeb 14, 2023 stale
- CANYON CAPITAL ADVISORS LLCwith 2 other reporting persons on the same schedule0.0% · SC 13G/AFeb 14, 2023 stale
- BTIG, LLCnot stated · SC 13G/AJan 2, 2024 stale
One line per filer, not per reporting person: a joint schedule names the management company, its funds and often the individual who controls them, and all of them report the same shares. Click a name for that filer’s whole footprint across every SPAC it has declared a stake in.
News
company wires and the financial pressReporting we have matched to this ticker. Headlines belong to the outlets that wrote them.
Show the headlines
- flyExclusive and EG Acquisition Corporation Announce Closing of ...
Nasdaqundated by the source
- flyExclusive Deepens Vertical Integration With Expanded Maintenance and New Pilot Training Center at the Global TransPark Backed by $30 Million North Carolina Investment
Business Wireundated by the source
Sources on file
harvested pages, kept in fullEvery public page we have read about this company, stored in full so a source can never go missing.
Show the sources
33 full SEC filing texts archived — searchable, never lost.
- Vault note — EGGF (EG Acquisition Corp.)
vault-note · /vault/tickers/EGGF
- Vault deal note — FLYEXCLUSIVE INC. (EGGF)
vault-note · /vault/deals/flyexclusive-inc
- flyExclusive posts higher Q2 revenue, ongoing losses | FLYX Quarterly Report (10-Q)
news · stocktitan.net
- Private Jet Safety & Certification | flyExclusive
company-site · flyexclusive.com
- Leadership | The Leading Private Jet Company in Private Travel
company-site · flyexclusive.com
- Jim Segrave | Founder, Chairman & CEO | flyExclusive
company-site · flyexclusive.com
- flyExclusive | Your Partner in World-Class Private Travel
company-site · flyexclusive.com
In plain English
tap a term to open itEvery piece of jargon this page could have used, and what it actually means.
Open the plain-English guide
No floor / floorlessthe cash guarantee is gone — the price is unprotected
A SPAC's downside protection is not the cash in trust; it is your right to demand that cash. Once the redemption window closes, the cash stays with the company and the share can trade anywhere.
Redemption deadlinethe last day to hand shares back for cash
Set by the filing that calls the meeting. Tender after it and the company is under no obligation to pay you the trust value.
Broker action datethe day your broker needs the instruction — earlier than the official date
Brokers batch redemption instructions to the transfer agent, so the practical cutoff is roughly two business days before the published deadline. This is the date that actually costs people the floor.
Cash in trust / trust per sharethe cash the company is holding for each public share
Filed quarterly in the 10-Q's XBRL. It earns interest between filings, so the figure on a given day is slightly higher than the last filed one — where we show that we label it an estimate.
Trust discountbuying below the cash held for you
Only meaningful while a redemption right exists. On a floorless name the same arithmetic is not a discount, it is the market pricing distress, and this product will not call it a yield.
Dilutionhow much of the company new shares take from you
Sponsor promote, PIPE shares, warrants and rights all issue stock that did not pay $10 for it. The headline deal value is before that; the effective value is after.
Pro-forma equitywhat the company is valued at once the deal closes
The combined company's equity value assuming the announced terms and the redemptions that have actually happened.
ARShow much upside you get per unit of downside
SpacBrain's asymmetric-return score. It is deterministic — the same inputs always produce the same number — and it is capped, not zeroed, when the floor is gone.
De-SPACthe day the SPAC becomes the real company
The shares stop being a claim on a pot of cash and start being equity in an operating business. Roughly 80% of recent de-SPACs traded below $10 within a year.
Outside datethe contractual long-stop for closing the deal
A deadline between the SPAC and its target, not between the SPAC and you. It confers no right to cash, which is exactly why it must never be counted as a redemption window.
Accession numberthe SEC's unique id for one filing
Every figure on this page carries the accession of the filing that states it, so you can open the primary document rather than trust us.
Accreted NAV (estimate)the last filed cash figure, plus the interest it should have earned since
A model, not a filing: last filed value compounded at the 3-month T-bill for the days elapsed. Always shown in italic with the word estimate, and never printed beside a filed number without it.
Ask the brain
from its filingsData provenance & audit trail3 internal entries
Written by SpacBrain’s data agents whenever a figure is captured, corrected or flagged, and kept verbatim so every number on this page can be traced back to the filing that states it. This is a running log, not the current record: an early entry may be superseded by a later correction — the panels above always hold the current values.
admitted from EDGAR's QUARTERLY FORM INDEX, walked without any SIC filter. The SIC 6770 census could not reach this registrant: EDGAR reassigns a shell's SIC the day it stops being one, and this CIK now files under 4522 (Air Transportation, Nonscheduled). The screen found it by filing SHAPE instead — S-1 2021-04-05 → 8-A12B 2021-05-25 → 424B4 2021-05-27 — which nothing rewrites. Admission rule: src/lib/universe-admit.ts. SIC 4522 + self-described blank check in 424B4 0001193125-21-175579; 424B 0001193125-21-175579 priced 2021-05-27 under S-1 0001193125-21-106505 (file 333-255046, an offering for cash); common ticker EGGF off 10-Q 0001193125-23-279916 (2023-11-17); lifecycle EXITED. The pricing prospectus was filed under SEC file number 333-255046, which belongs to S-1 0001193125-21-106505 (2021-04-05) — a registration of shares sold for CASH, which is what makes it an IPO rather than merger consideration. Blank-check status from the registrant's own first-person sentence in that prospectus (EDGAR full-text search, 424B4 2021-05-27). Ending PROVEN, not inferred: CLOSED per 8-K 0001193125-24-001570 (2024-01-03) — 8-K item 5.06 "Change in Shell Company Status" (EDGAR item index, items: 1.01,2.01,2.02,3.01,3.02,3.03,4.01,5.01,5.02,5.06,9.01). EDGAR now files this CIK as "FLYEXCLUSIVE INC." — the SPAC's own name is kept here and the successor is the target. ipoSizeM and deadline left NULL: gross-proceeds prose conflates the over-allotment with the offering, and a charter deadline belonging to a vehicle that has ended is a date nobody can act on. ipoDate is the 424B pricing date.
sponsor "EG Sponsor LLC" sourced from prospectus definition (10-K) acc 0001193125-22-106732.
[CLOSED-RENAME] EDGAR CIK 0001843973 records "EG Acquisition Corp." ending 2023-12-27; the registrant continues as "FLYEXCLUSIVE INC.". The rename is the SEC's own record of what the vehicle became, keyed by CIK. Closed 2023-12-27. No deal value is set — a rename says what was acquired, never for how much. No date column is set: Deal has announcedAt, voteDate and expectedCloseAt and nowhere to record an actual close, so the SEC's date is kept here until that column exists. [DEAL-STRUCTURE-MINED] minCashM=12, terminationFeeM=0.65 from primary filings (0000950170-25-021150).