Application of 

### ELITE AIRWAYS BEFORE THE DEPARTMENT OF TRANSPORTATION OFFICE OF THE SECRETARY WASHINGTON, D.C.

for a certificate of public convenience and necessity under 49 U.S.C. 41102 to engage in interstate scheduled and charter air transportation



### APPLICATION OF ELITE AIRWAYS FOR CERTIFICATE OF PUBLIC CONVENIENCE AND NECESSITY

Communications with respect to this document should be sent to: GREGORY S. WALDEN AKIN GUMP STRAUSS HAUER 

### & FELD 1333 New Hampshire Avenue NW Washington, D.C. 20036 202-887-4213 gswalden@akingump.com April 29, 2015



### Notice: Anyperson who wishes to supportoroppose this application must file an answerbyMay 15, 2015 andserve thatansweron the above-signed counsel on allpersons served with this application.

### Application of ELITE AIRWAYS 

### BEFORE THE DEPARTMENT OF TRANSPORTATION OFFICE OF THE SECRETARY WASHINGTON, D.C.

for a certificate of public convenience and necessity under 49 U.S.C. 41102 to engage in interstate scheduled and charter air transportation

APPLICATION OF ELITE AIRWAYS FOR CERTIFICATE OF PUBLIC CONVENIENCE AND NECESSITY 

### Elite Airways submits this application for a certificate of public convenience and necessity authorizing interstate scheduled and charter air transportation pursuant to section 41102 of Title 49 ofthe United States Code (the "Statute"). In support of its application, Elite states the following:
1. 

### Elite is a limited liability company formed in 2006 underthe laws ofthe State of Nevada. The business was started to serve the on-demand market with one Bombardier CRJ-200 (CL-600-2B19) aircraft. Elite's primary focus is on NCAA sports charter business and has grown that business over the past three years to comprise afleet offive CRJ-200 aircraft, four ofwhich are owned. 2. Elite's address, telephone and fax numbers are: 208 Fore Street, Portland, Maine 04101 (207-842-6400), where Elite's corporate, dispatch, maintenance control, and administrative offices are located, and 1135 West Nasa Blvd., Melbourne, Florida 32901 {321-265-5101), where Elite's main maintenance base is located; fax number is 207-221- 1578. A certificate ofgood standing from the Secretary ofState ofthe State of Nevada is attached at Exhibit 1. 3. Applicant is a citizen of the United States as defined in section 40102{a)(15) of the Statute. Elite is owned by (1) JWP Group LLC, a single-member LLC 100% owned by John Pearsall, who is a U.S. citizen; (2) the Lyle Family Trust, atrust managed by Robert V. Lyle and Susan Lyle and whose members are the Lyles' two children, all of whom are U.S. citizens, and (3) the Don Hankey Trust, whose trustor is Don Hankey, who is a U.S.

### Elite Airways Application for Certificate of Public Convenience and Necessity April 29, 

### 2015 Page 2 of5 citizen. This trust is managed forthe benefit of Mr. Hankey's children, each ofwhom is a U.S. citizen. All officers and directors of Elite are citizens of the United States. Sworn affidavits stating that Applicant and each of its owners and officers is a citizen of the United States are attached at Exhibit 2. 4. Applicant currently holds an Air Carrier Operating Permit #19EA891L under Part 119 of the Federal Aviation Regulations ("FARs") authorizing it to conduct charter operations as a supplemental carrier under Part 121 of the FARs. Applicant also has registered as an air taxi with the Department under Part 298 to operate aircraft designed for no more than 60 seats. Elite currently owns and operates four CRJ-200 aircraft with designed seating capacity of 50 seats {N91EA, SN 7705; N92EA, SN 7732, N93EA, SN 7563, N96EA, SN 7700) and leases one 50-seat CRJ-100 aircraft from AVMAX Group {Wells Fargo Bank, is owner-trustee)(N97EA, SN 7027). 5. Applicant conducts scheduled charter services between Branson Airport and Houston Hobby and also between Branson Airport and Denver International Airport on behalf of Branson Air Express. Applicant also conducts charter services for the National Collegiate Athletic Association, flying sports teams of NCAA colleges and universities teams to and from road games, throughout the continental United States. 6. Elite utilizes an in-house FAA-approved training program for pilots, flight attendants, and maintenance personnel. Elite primarily contracts with Pan Am in Minneapolis, Minnesota for simulator time on the CRJ with CAE as a back-up provider. Elite accomplishes a large percentage of maintenance in-house. Heavy maintenance is contracted out to C&L Aerospace in Bangor, Maine and manufacturer-owned West Virginia Air Center. 7. Attached at Exhibit 3 is a sworn affidavit stating that each of these aircraft has been certificated by the FAA as airworthy and complies with all applicable FAA safety standards. 8. Applicant requests authority to engage in (1) charter air transportation of persons, property, and mail, using CRJ-700 aircraft, with a designed seating capacity of 70 seats, in the same manner as Elite's current operations of the CRJ-200 aircraft; and (2) scheduled air transportation of persons, property, and mail using CRJ-200 and -700 aircraft. Elite initially intends to inaugurate scheduled service between Branson MO, (BBG) and Houston TX, 

### (HOU) five times per week. 9. Applicant has leased from Regional One four CRJ-700 aircraft to add to its Operations Specifications ("Op Specs") and to operate these aircraft in both charter and scheduled operations. The addition ofthese aircraft will not change or add to Elite's management

### Elite Airways Application for Certificate of Public Convenience and Necessity April 29, 2015 Page 3 of5 team. Incremental additions will be made in flight crew, flight control, and maintenance areas, mainly due to these aircraft having a common type certificate. 10. Applicant will request an amendment of its Op Specs to add the CRJ-700 aircraft to its certificate as they are conformed to Part 121 specifications. No other new or additional authority from the FAA is required for the CRJ-700 aircraft. The Portland, Maine Flight Standards District Office has oversight jurisdiction for Elite's Part 121 certificate. Contact information: Douglas Bordeaux, Principal Operations Inspector, 207-780-3263 X141.

11. A list of the owners of the Applicant, the number and percentage of total number of voting shares held by each owner, and the citizenship of each owner, is attached at Exhibit 4. 12. Applicant does not have any operating division or subsidiary. Neither the applicant nor any officer ofApplicant nor any substantial owner has afinancial interest in any other air carrier, common carrier, or person substantially engaged in the business of aeronautics. 13. An organization chart of Applicant showing the position held by key personnel of the applicant is attached at Exhibit 5. The resumes and questionnaires for key personnel are attached at Exhibit 6. 14. A statement that Elite's key technical personnel each meets the qualifications for their respective positions as set forth in 14 C.F.R. 119.65 and 119.67 is attached as Exhibit 7. 15. Information about Applicant's financial position and operating plan is attached as follows: Exhibit 8 contains the balance sheet and income statements ofthe applicant for the most recent three calendar Years 2012, 2013, 2014, and 2015 through the first two months. Statements of liens, commitments, transactions, liabilities, judgments, and significant financial events since the preparation ofthe most recent financial statement are attached at Exhibit 9. Applicant's forecast balance sheet and profit and loss statement, and statements regarding capital needed to support applicant's operations are attached at Exhibit 10. 16. Information about the compliance history of key personnel is included in the questionnaires attached at Exhibit 6. With respect to Elite, there is no current pending enforcement action or formal complaint involving the Statute, or rules or regulations of the Department, including the FAA, which involves the applicant. No criminal or civil charges alleging fraud, felony, or antitrust violations, or unfair, anticompetitive or deceptive business practices have ever been filed against Elite. Elite has never been involved in an accident or incident as those terms are defined by the National

### Elite Airways Application for Certificate of Public Convenience and Necessity April 29, 2015 Page 4 of5 Transportation Safety Board ("NTSB"). See the answers to these and related questions in Exhibit 9. 17. Elite's Family Assistance Plan required by Section 41113 of the Statute has been filed separately in Docket DOT-OST-96-1960 and a copy has been provided to the NTSB Office of Public Affairs. 18. Applicant's current Certificate of Insurance, OST Form 6410, has been provided to the FAA (AFS-260) and is attached at Exhibit 11. A revised OST Form 6410 to reflect the higher insurance coverage required for scheduled operations will be filed when the applicant is ready to begin scheduled operations. 19. The signed counterpart to the Montreal Agreement 18900 dated May 13, 1966, OST Form 4523, has been filed with Docket DOT-OST-1995-236, and a copy of which is attached at Exhibit 12. 20. Applicant's Contingency Plan for Lengthy Tarmac Delays required by Part 259 has been approved by the Department and is contained on applicant's website.

Exhibits trauss Hauer & Feld lite AirwaysElite Airways Application for Certificate of Public Convenience and Necessity April 29, 2015 Page 5 of5
CERTIFICATION The contents of this application and the attached Exhibits are true and correct to the best of my knowledge and belief. Pursuant to Title 18 United States Code Section 1001, I, John Pearsall, in my individual capacity and as the authorized representative of the applicant, have not in any manner knowingly and willfully falsified, concealed orfailed to disclose any material fact or made any false, fictitious, or fraudulent statement or knowingly used any documents which contain such statements in connection with the preparation, filing or prosecution ofthe application. I understand that an individual who is found to have violated the provisions of 18 U.S.C. Section 1001 shall be fined or imprisoned not more than five years, or both.



# ~~ ohn Pearsall President Elite Airways April 29, 2015

## EliteAirways: Application for Certificate ofPublic Convenience and Necessity 

# Exhibit 1 Certificate ofGood Standing

# YOFSTA.~

CERTIFICATE OF EXISTENCE WITH STATUS IN GOOD STANDING I, BARBARA K. 

### CEGA VSKE, the duly elected and qualified Nevada Secretary ofState, do hereby certify that I am, by the laws ofsaid State, the custodian ofthe records relating to filings by corporations, non-profit corporations, corporation soles, limited-liability companies, limited partnerships, limited-liability partnerships and business trusts pursuant to Title 7 ofthe Nevada Revised Statutes which are either presently in a status ofgood standing or were in good standing for a time period subsequent of 1976 and am the proper officer to execute this certificate. I further certify that the records ofthe Nevada Secretary ofState, at the date ofthis certificate, evidence, ELITEAIRWAYS, LLC, as a limited liability company duly organized under the laws ofNevada and existing under and by virtue ofthe laws ofthe State ofNevada since January 25, 2007, and is in good standing in this state.

Electronic Certificate Certificate Number: C20150216-0142 You may verify this electronic certificate online at http://www.nvsos.gov/ 

### INWITNESS WHEREOF, I have hereunto set my hand and affixed the Great Seal ofState, at my office on February 16, 2015.



# ~K.~ BARBARA K. 

### CEGA VSKE Secretary ofState

## EliteAirways: Application for Certificate ofPublic Convenience and Necessity 

# Exhibit 2 CitizenshipAffidavits

### AFFIDAVIT OFCITIZENSHIP ,/"" 

### STATE OF

**~?oAt** ()4 

### COUNTYOF 

### &A-ev,q..;fO JohnPearsall, being first duly sworn, deposes and says:
1. Thathe isduly elected, qualified, and serving as PresidentofEliteAirways and that he is authorized to and does makethis affidavit for 

### it.

2. ThatEliteAirways is a citizenofthe United Stateswithinthe meaning of49 U.S.C. 40102(a)(15).

Subscribed and swom to before me this



## ~~~ y of March2015.



# ~64 **~·** 

# (}:(;J:)--

,,,,

## ..,,,

**.d~"' ''~t.'•-:.**  MARV E. ANDERSON 

### i



## ~· • 1 Notary Public •Stateof Florida t 

## =· • ••t \.;"-..

**~§** MyComm. Expires Jul2. 2017 

### (SEAL

**''•:.~r:r.,>,\~<IJ.-~** Commission IfF33354 t

### '· AFFIDAVIT OFCITIZENSHIP

STATE OF FLORIDA COUNTY OF BREVARD



### _ _,J""'ohn=-W..:...:....:P:...:c=ars:::a::..:l'"'"l
___beingfirst

### duly sworn, deposes andsays:
1. Thathe/sheis 

### dulyelected, qualified, and servingas --=Pr:..:::e=si=den=t
___ _ of_____ **_.::E~li~te:.:.A~i!..!rw~auv~s**

### ___andthathe/sheisauthorizedto and does make

### this affidavitforit.
2. 

### That
__ 

# R_e_f'C'._~_/_._...);_**_tt_~_1l_ _·~_AJ_.**  __ 

### .isacitizenoftheUnitedStates within themeaning of49U.S.C. 40102(a)(15).

Subscribed and sworn to before methis



### ,, I •(ill" :. 

### £Jilt,
. 

# IL day of

# fv\(u(

# h '2015

### AFFIDAVIT OF CITIZENSHIP
STATEOF FLORIDA COUNTY OF BREVARD



### _ **__,J'-"o=hn~W...:..:...,;:P::....;:e=ars=al;:....l**

### ___beingfl.t'Stduly sworn, deposes andsays:
1. Thathe/she isdulyelected, qualified, 

### andsetvingas ---"-Pr::.;:;e:si=de=n=t
___ _ of_____ **--=E~li.:::te:...:..Airw.::;·:...:..:.::a::.t.y!;:...s**

### ___andthathe/she isauthorizedto and does makethis affidavitforit.
2. That 

# r

**0'3~"1** 

# v. L-tl.e'



# ~ "€, is

### acitizenoftheUnitedStates within

### the meaning of49 U.S.C. 40102(a)(15).

-r\\.. II.

**~.** 

### Subscribedand swomto before me this \L 

### day of

**1'-~\0..\Cl\** •

### 2015

### AFFIDAVIT OFCITIZENSHIP
STATE OF FLORIDA COUNTY OFBREVARD



### _ **__,J:..:::o~hn:o:...W..:..:.....:P,_,e.,.ars=al"'""l**

### ___being firstduly sworn, deposes andsays:
1. Thathe/she is dulyelected, qualified, andservingas

**---"-'Pt=-=·e~si=de:::.n:.:.t**

### ___ _ of
_____ **__..:;;;E::!lit.:::::e:..:.Ail.::;'~w.:.::a::.Ly~s**

### ___andthathe/she is authorizedto and does makethisaffidavitfor

### it.
2. That



# _D_o_I\J_R_._~_A_f'.J_k_-_t::"'_V...;.__ __.isacitizenofthe UnitedStates 

### within themeaning of49 U.S.C. 40102(a)(15).



# l'7f'\1

**~~** J, 

# r1 Subscribed and swornto before me this 

### L ' 

### day of



### t~VJYLA1 '2015

### AFFIDAVIT OFCITIZENSHIP
STATEOF FLORIDA COUNTY 

### OF BREVARD

**_....:J~o~hn:.:.....!..!W'-'P::...;:e::::ars=al~l**

### ___being

### flrstduly sworn, deposes and says:
1. 

### Thathe/sheis duly elected, qualilled,and serving

### as

**-~Pr:c.::e~si::::de::.n:.:.t**

### ___ _ of_____ --=E=li.::.:te'"'"Airw.=':..:.:.:;a""y::..s___andthathe/sheisauthorizedto and does makethis affidavitforit
2. 

### That 

## ('1,-ett.yt. 

# 1/A ,::r;J.I,VS



# ~.AJ is

### acitizenofthe UnitedStates • 

### withinthemeaning of49U.S.C. 40102(a)(15).



# ll fl\ (\ I ,,j,... 

### Subscribed and swornto before me this 

### day of 

## 1\!llA.tCf\ ,2015AFFIDA VlTOFCITIZENSHIP

STATE OF FLORIDA COUNTY OF BREVARD



### _ .... J'""'oh=n::..W..:...:.....P'""e,_ai=:sa=l"'-1___beingfirstduly sworn, deposes and says:


### 1. Thathe/sheis dulyelected, qualified, andserving as _ **__.:-Pr~e~si.:=:de:::.n!::.t**

### ___ _ of_____ **--=E=lit::::e_...A=it:...:.w.:...::a::.~.v**

### .... s___andthathe/she is authorizedto and does makethis affidavit

### forit.

is

### acitizen

### ofthe UnitedStates withinthe meaning 

### of49U.S.C. 40102(a)(15).

r

## 1th (Ll ,

**.~** 

## \ Subsclibed and sworntobefore me

### this____lk:__day of\1.\(L;

# !\ '2015



### ..... _...... _..... .............. ...-.. ..-.. fil '(}

........., .J // 

### f



## ,,!(~ 'r1

# '1 

# m-··-· ,... U/'-"

**~.pJ ~~**  

### s. : Notary Public • Slate of Florida

**\~• ~;J**  My Comm. Expires Jul2, 2017

**~** 4
**\,~o,f~~··'.l'** Commission II FF 33354 •

,,...,, pSTATE OF FLORIDA COUNTY OF BREVARD 

### AFFIDAVIT OFCITIZENSHIP

**--=J""ohn=-W~P:...::e:::::ars~a==l~l**

### ___beingfirstduly sworn, deposes andsays:
1. Thathe/sheisdulyelected, qualified, and servingas

**-~Pre=si=de::.n:;:..t**

### ___ _ of

_____ **--::;;E~li~te:..!.Airw..:::'::..:.:..:a:.~:v.:::..S**

### ___andthathe/she is authol'izedto and does makethisaffidavit

### forit.


## 2. That 0.t-tALDV 

## 0. 11-c.TtS is acitizenofthe UnitedStates within themeaning of49 U.S.C. 40102(a)(l5).



# ~./2#

Subscribed and swornto before me this 

# I

# z-'1'dayof

# AICtrCh ,2015AFFIDAVIT OFCITIZENSHIP

STATE OF FLORIDA COUNTY OFBREVARD

**_....:J"""ohn.:=-W..:.:.....:P~e::at:.::::S:::al;:...l**

### ___being firstduly swom, deposes andsays:
1. 

### Thathe/she is dulyelected, qualified, and serving as

**-~Pr:..::es::::.:i=de:;:;n~t**

### ___ _ of_____ **--=E=lit=e..:.Ai='tw~a::,L.ys=-----and**

### thathe/sheis authorizedto and does makethisaffidavitforit.

2. 

### That 

# :J'7:;. ">"CI'Ir

# ..::T.

**~~~IS** r-e/1

# i isacitizenofthe UnitedStates within themeaning of49 U.S.C. 40102(a)(l5).

Subsclibed and swornto before me this 

# 12ih day of

# MnrCY\ , 2015 /\



# .~"'\

# .....
**-=-~~...** 

# vn)lb<ul f



# (L~ My Comm. Expires Jul2, 2017

Commission II FF 33354

### AFFIDAVIT OF CITIZENSHIP


### STATEOF FLORIDA COUNTY OF BREVARD --"J=ohn=....;W"-"-P=ears=al:.:..l
___being firstduly sworn, deposes and says:
I. That

### he/she isduly electcd, qualified, andsetvingas --'P"-"r=es:::::ide=nt=------ of_____ **.....;E:::.:li:::.:'te~Ait~·** 

### w.:..:..a::.Jyt..::::s
___andthathe/she is authorizedto and does makethis affidavitfor

### it.
2. That



## E~tl< 

# '7; 

# Wt t..SoAI. 

### isacitizenofthe United States withinthemeaning of 49 U.S.C. 40102(a)(15).

":f\V\ 

### t.. J. 

### Subscribed and sworntobefore me this 

## \f.- day of 

# 1"\n<Ch ,2015

## EliteAirways: Application for Certificate ofPublic Convenience and Necessity 

# Exhibit 3 FAAComplianceAffidavit

### AFFIDAVIT OFSAFETYCOMPLIANCE 

# ..-- STATE OF 

## T-.?().;z,, 

## 04 COUNTYOF



# f3~t>-ev4.c..O JohnPearsall, being first duly sworn, deposes and says:
1. Thathe is duly elected, qualified, and serving as President ofEliteAirways and thathe is authorized to and does makethis affidavit for it.
2. That aircraft owned andleasedby EliteAhwayshave beencertifiedbythe Federal AviationAdministration and currently comply withall applicable FederalAviation Administration safety standards under Pat1121, as well as the noise standards ofPru136, ofthe FederalAviationregulations.

Subscribed and swornto before me this -'IN 

## 12 day ofMarch2015. 

# J}kru 1

# 6t(SJ.__- 1 4 

### '"''!'"'''' 

# m MARYf. ANDERSON 

### ".w f.'Co 

# '.' :·I Notary Public • Stare or Florida

**\~** "i My Comm. Expires Jul2, 2017 

### (SEAV



### .,~ff,;c:r.r,\~" Commission fl FF 33354

## EliteAirways: Application for Certificate ofPublic Convenience and Necessity 

# Exhibit 4 Ownership Schedule

## Name Lyle FamilyTrust* Don HankeyTrust** JWPGroup, LLC*** EliteAirways LLC Ownership Schedule
Percentage ownership 60% 25% 15% Citizenship
U.S. 

# u.s. U.S.
*Lyle Family Trust is managedby RobertV. 

## Lyle and SusanLyle; members ofthe Trust are Robert Lyle III and Corey Lyle. All four persons are citizens ofthe United States. 

# * * Don Hankey Trust is managed by Don Hankey for the benefit ofhis family, all ofwhom are citizens ofthe United States. 

# *** JWP Group, LLC is 100% owned by John Pearsall, who is a citizen ofthe United States.

## EliteAirways: Application for Certificate ofPublic Convenience and Necessity 

# Exhibit 5 Organization ChartPresident/Director

of Operations John Pearsall Director of Safety - Joseph Battistelli

,,

I I I I I

I Director

Chief Pilot-Shawn Director Corporate VP Customer Service CFO-Cheryl Johnson Chief Inspector Maintennace

Actis Operations Peter Sorensen Eric Wilson

.

I Manager of Maintenance

Check Airmen Technical ..... Finance ...... Inspectors F- Controllers

Publications

. -

R Flight Attendants 1-- Mechanics

' , . Pilots ...... Records-Logistics

## EliteAirways: Application for Certificate ofPublic Convenience and Necessity 

# Exhibit 6 Resumes and Questionnaires ofKey Personnel

# ShawnD. Actis shawnactis@gmail.com Phone: 704-728-8928 

### PERSONAL STATEMENT: Professional pilot with a diverse background, committed to excellence with strengths in safety, management and customer service. 

### QUALIFICATIONS: Airline TransportPilotMEL Type Rated: CL 65: 200,700,900, 850 Commercial SEL CFI 

### I MEl 

### I AGI FAA FirstClass medical FCC Radio License CRM and CPRTrained 

### AVIATION EXPERIENCE: Total Time: 7000+ Hours PIC Jet: 2700+ Hours CL-65: 4700+ Hours Turbine: 4670 Hours MEL: 5350 Hours Instrument: 800 Hours PIC: 4600 Hours

Elite Airways, Inc. (Part 121 Supplemental Airline, North and South America, Caribbean) February 2007- Present ChiefPilot/ Check Airman/ Director ofTraining I Captain IInitial Cadre • Line Captain and Lead Check Airman responsible for the safe operation ofthe aircraft and crew while attaining a high level of service for our VIP passengers, for both domestic and international flights. • Responsible for hiring, training, scheduling and managingpilots. • Advised, wrote, and edited various manuals for the airline: General Operations, FlightTraining, MEL and Checklist. • Work closely with the FAA to ensure compliance, record keeping and safety. MWRRacing, LLC. January 2007- November 2010 CRJ LeadPilot/Captain • Line Captain and Lead pilotresponsible for the safe operation ofthe airplane and crew while attaining a high level ofservice for our VIP passengers. • Led, managed, scheduled and maintained training records for CRJ pilots. • Performed all PIC I Captain duties and responsibilities: preflight, post flight briefings and planning. • Developed, wrote, submitted and received FAA Approval for CRJ procedures manual and checklist and was instrumental in the process ofobtaining the FAA approved Part 125 certificate. Mesa Airlines May 2003- January 2007 Captain • Pilot-in-Command for FAR 121carrier in the Express systems for US Airways, United, America West • Captain in Bombardier CL-65 Series: CL65 CRJ-200, CRJ-700 and CRJ-900 • Performing all PIC I Captain duties and responsibilities, including preflight and post flight briefings and planning for domestic and international flights. Self-employed ContractPilot November2001- May 2003 • PIC- PA31T-350 and PA34T-200 Part 91 flying- RHR Racing and Critical Care Specialists. • Provided superior service and safe flights for customers and their clients. CC Air/US Airways Express August 2001- FurloughedJanuary 2003 Pilot • First officer in BAe Jetstream 32 for Part 121 operator. • Assisted in providing safe and efficient commuter airline service and responsible for seating and briefing passengers. PackageExpress, Inc. May 2001- August 2001 Pilot • PIC in PA34T-200 and PA32-300 • Part 135 cargo andbank check hauling operations ISOAero, Inc. December 2000

- May 2001 Pilot • Flight instructor: Provide primary and advanced flight instruction and taking clientele on photo flights & traffic patrol EDUCATION: Franklin Pierce College, Ringe, NH B.S. Marketing, Magna Cum Laude NewHampshire Technical College, Laconia, NH Major: Aviation Business Airline Transport Certificate #2686026 Flight Instructor#2686026CFI 1995- February 1998 1992- 1994

### Questionnaire Name and address: Shawn Actis, 2225 HwyAlA, unit 302, Indian Harbour Beach, FL 32937 Position and responsibility at Elite (include dates held): Chief Pilot- Feb 2007 to Present Citizenship: USA Education: B.S. Business- Marketing Citizenship: USA 1. Have you ever held a position as officer, director, a 10% ofmore share ofvoting stock, orother interest in any air carrier, common carrier, or persons substantially engaged in the business ofaeronautics orwhose principal business is the holding ofstock in or control ofany air carrier, common carrier, or a person substantially engaged inthe aeronautics business? Ifso, please statethe positions and/or ownership interest you held or hold and the names ofthe business and persons. NO



### 2. Ifyou are related by blood or marriage to any key personnel ora person holding a substantial interest, please state that relationship. NO 

### 3. Please list all actions and outstandingjudgments of morethan $5,000 against you or any person you represent and the amount ofeach such judgment, the partytowhom it is payable and how long it has been outstanding. None 4. Please the list the number ofactions and outstandingjudgments ofless than $5,000 against you or any person you represent and thetotal amount owed on each such judgment. None 5. Please list all pending investigations, enforcement actions orformal complaints filed by the Department ofTransportation, includingthe FAA, involvingyou or any person you may represent, regarding compliance with the Federal Aviation Act or orders, rules or regulations issued pursuant tothe statute and any corrective actionstaken. None

### 6. Please describe any charge of unfair, deceptive, oranticompetitive business practice or offraud, felony, orantitrustviolations brought against you orany person you represent, in the past 10 (ten) years. The description should include all dispositions and the current status ofeach such proceeding. None 7. Please describe any aircraft accident or incident experience byyou or any person you represent, which occurred duringthe previous year precedingthe date ofthe application or at anytime in the past which remains under investigation by the FAA, NTSB or by any other entity. Includethe date ofthe occurrence, thetype offlight, the number of passengers and crew on board and an enumeration ofinjuries and fatalities, and describe the damage tothe aircraft. Provide FAA and NTSB file numbers and the status ofany investigation, including enforcement actions initiated against the carrier oryou. Also describe any actionstaken to preventthe recurrence ofsimilar events. None.

### JOSEPHJ BATTISTELLI

B.S. IN ELECTRICALENGINEERING, UNIVERSITY OF CONNECTICUT M.S. INELECTRICALENGINEERING, UNIVERSITY OFARIZONA DIRECTOROF SAFETY, ELITEAIRWAYS ADJUNCT PROFESSOR, MATHEMATICS, YAVAPAI COMMUNITY COLLEGE ADJUNCT PROFESSOR, ELECTRICALENGINEERING, EMBRY-RIDDLE UNIV.

PROFESSIONALEXPERIENCE March 2006 to Present. Director of Safety, Elite Airways. Responsible for the development of the Safety Manual for certification by the FAA. Responsible for the safety culture throughout Elite Airways, reporting to the President. December 2005 to March 2006. Adjunct Professor of Electrical Engineering at Embry-Riddle University and Adjunct Professor ofMathematics at Yavapai Community College. May 2003 to December 2005. Vice President, Customer Service, Primaris Airlines. Responsible for the development and implementation of foreign and domestic stations during the flag certification ofPrimaris Airlines. Developed the Customer Service Manual for acceptance by the FAA. Responsible for all facets ofCustomer Service after Certification. November 2002 to May 2003. Adjunct Professor of Mathematics at Yavapai Community College and Adjunct Professor ofElectrical Engineering at Embry-Riddle University. November 1998 to November 2002. Pilot Instructor for National Airlines. Responsible for the development ofthe Basic Indoctrination Course material for Pilots. In addition, teaches the Basic Indoctrination Course for Pilots from 1998 through 2002. In addition, Teaches the Initial Security Curriculum as well as the Initial Dangerous Goods Training and the Initial CRM Curriculum. June 1997 to November 1998. Adjunct Professor of Mathematics at Yavapai Community College and Adjunct Professor ofElectrical Engineering at Embry-Riddle University. June 1994 to June 1997. Adjunct Professor of Mathematics and Electronic Technology at Pima Community College. February 1991 to June 1994. Vice President

- Orion Industries. Developed a Configuration Management System for the Royal Saudi Air Defense Forces. He was responsible for conducting

### program reviews with both the client and sub-contractors as well as day to day liaison with the client on all facets ofthe program. November 1980 to February 1991. Riyadh Area Director for Litton Industries. Responsible for the in country installation of the Kingdom of Saudi Arabia's Air Defense System. He was responsible for all facets ofthe program, both administratively and technically, with the client. February 1975 to November 1980. Engineering Director, Air Traffic Control Systems. Lockheed Aircraft Co. Responsible for the engineering and installation ofthe complete Saudi Arabian Air Traffic Control System. He was responsible for the operational viability of the System, the coordination ofall interface data and the test and acceptance ofthe system. July 1972 to February 1975. Senior Member of the Technical Staff of Hughes Aircraft Co. Development ofclassified Satellite Systems. August 1969 to July 1972. Program Manager for a multi-faceted Instrument Landing System Program at Ohio University. This program was to conceive and implement improvements in the National Instrument Landing Systems and to assist the FAA in the evaluation ofnew concepts. June 1962 to August 1969. Vice President of Electro Technical Analysis Corp. A private consulting firm. Consultant to the US Army Electronics Command, The FAA and to Private Industry. August 1958 to June 1962. Hughes Master of Science Fellow and Member of the Technical Staff. Development ofair-to air missile systems 1960 MSEE University ofArizona 1958 BSEE University ofConnecticut He is a member of IEEE, Institute of Navigation, Tau Beta Pi, Eta Kappa Nu, Sigma Xi, Phi Kappa Phi and is a registered Professional Engineer in Arizona and Ohio. He is listed in Who's Who in America, International and Engineering and Science. He holds aprivate pilot certificate with an instrument rating.

### Questionnaire Name and address: Joseph J. Battistelli 

### 50 29th St. NW Unit 

### 158 East Wenatchee, WA 

### 98802 Position and responsibility at Elite (include dates held): Director ofSafety and Security. 

### 1/30/2007to Present Citizenship: USA Education: MSEE, University ofArizona Citizenship: 

### 1. Have you ever held a position as officer, director, a 

### 10% of more share ofvoting stock, or other interest in anyair carrier, common carrier, or persons substantially engaged in the business ofaeronautics orwhose principal business is the holding ofstock in or control ofany air carrier, common carrier, ora person substantially engaged inthe aeronautics business? Ifso, please statethe positions and/orownership interest you held or hold and the names ofthe business and persons. NO 2. Ifyou are related by blood or marriageto any key personnel ora person holding a substantial interest, please state that relationship. NONE 

### 3. Please list all actions and outstandingjudgments of more than 

### $5,000 against you or any person you represent and the amount ofeach such judgment, the partytowhom it is payable and how long it has been outstanding. NONE 

### 4. Please the listthe number ofactions and outstandingjudgments of less than 

### $5,000 against you or any person you represent and thetotal amountowed on each such judgment. NONE 5. Please list all pending investigations, enforcement actions orformal complaints filed bythe Department ofTransportation, includingthe FAA, involvingyou orany person

### you may represent, regarding compliance with the Federal Aviation Act ororders, rules or regulations issued pursuant tothe statute and any corrective actionstaken. NONE 6. Please describe any charge of unfair, deceptive, oranticompetitive business practice or offraud, felony, orantitrust violations brought against you or any person you represent, in the past 10 (ten) years. The description should include all dispositions and the current status ofeach such proceeding. NONE 7. Please describe any aircraft accident or incident experience byyou or any person you represent, which occurred duringthe previousyear precedingthe date ofthe application orat any time in the past which remains under investigation by the FAA, NTSB or by any other entity. Includethe date ofthe occurrence, thetype offlight, the number of passengers and crew on board and an enumeration of injuries and fatalities, and describe the damage tothe aircraft. Provide FAA and NTSB file numbers and the status ofany investigation, including enforcement actions initiated against the carrier oryou. Also describe any actionstaken to preventthe recurrence ofsimilar events. NONE

# Don R. Hankey

'

**~** 1 \\ ,

**~** I I l : '

l:i \ ', ,,

Born and raised in Los Angeles, Don Hankey completed his BA and post-graduate work at the University ofSouthern California in 1965.

Stockbroker (1965 -1967) Jeffries & Co. Vice President and Principal (1967 -1972) Mitchum Jones & Templeton Youngest vice-president (age 27) at a major investment banking firm that would later be bought by USB Paine Webber Chairman (1972 -current) Hankey Group Hankey Group, headquartered in Los Angeles, California, is comprised of seven operating companies with 2,025 employees. Hankey Group's Total Assets as of December, 2014 are $4.3 Billion.
1972: With afamily history in the automobile business, I acquired Midway Ford. Under my leadership Midway Ford evolved into an independent, one-stop auto dealership that sold, rented, financed and insured its fleet of automobiles.
1978: Westlake Financial Services is founded. Today Westlake Financial Services represents 53% of the origination's assets which exceeded $2.3 billion in 2014 with over 1200 employees. In 2011, Japanese conglomerate Marubeni Corporation invested $250 million dollars taking a 20 percent ownership stake in Westlake.
1982: Hankey Investment Co. is incorporated. Today HIC owns over one million square feet ofResume: Don R. Hankey

commercial buildings and half a million square feet of urban development land, currently valued at over $450 million
1986: Midway Rent Car is incorporated. Today MRC has over 1,500 vehicles in its fleet with offices throughout Southern California.
1988: Toyota of North Hollywood purchased. In 2014 TNH was ranked #5 in profits among the 76 Toyota dealers in Southern California
1993: Knight Insurance formed as a captive insurer. Today Knight Insurance Group assets exceed $682 million. Knight Insurance Company, Ltd., is rated A- (Excellent) by A.M. Best.
1997: Nowcom is incorporated. With the advent ofthe Internet, I swiftly incorporated technology into every aspect ofthe Hankey Group of companies.
2002 HFC Acceptance is incorporated. Today HFA assets exceed $462 million.

Page 2 

## I[Type your phone number]

### Questionnaire Name and address: 10«»1!'11

**~«»bert** 

### Hankey Position and responsibility at Elite (include dates held): 25% member (()If 

### IEiiil:e Airway$ UC «il$ 

### «»f

**~<lllliiUiill!"\f** 

### :JL, 

### 2013. Citizenship: 

### USA
Citizenship: 

### USA 1. Have you ever held a position as officer, director, a 10% of more share ofvoting stock,
or other interest in any air carrier, common carrier, or persons substantially engaged in the business ofaeronautics orwhose principal business is the holding ofstock in or control ofany air carrier, common carrier, or a person substantially engaged in the aeronautics business? Ifso, please state the positions and/or ownership interestyou held or hold and the names ofthe business and persons 25% «»f Eliii:e Airrways ILIL(


### 2. Ifyou are related by blood or marriageto any key personnel ora person holding a substantial interest, please state that relationship. NONIE

3. Please list all actions and outstandingjudgments of morethan 

### $5,000 against you or any person you represent and the amount ofeach such judgment,the partytowhom it is payable and how long it has been outstanding. NONE

4. Please the listthe number ofactions and outstandingjudgments of less than 

### $5,000 against you or any person you represent and thetotal amount owed on each such judgment. NONE

5. Please list all pending investigations, enforcement actions orformal complaints filed bythe Department ofTransportation, includingthe FAA, involvingyou or any person you may represent, regarding compliance withthe Federal Aviation Act or orders, rules or regulations issued pursuanttothe statute and any corrective actions taken. NONtE

### 6. Please describe any charge of unfair, deceptive, or anticompetitive business practice or offraud, felony, or antitrust violations brought against you or any person you represent, in the past 10 (ten) years. The description should include all dispositions and the current status ofeach such proceeding. NONE

7. Please describe any aircraft accident or incident experience by you or any person you represent, which occurred duringthe previous year preceding the date ofthe application or at anytime in the past which remains under investigation by the FAA, NTSB or by any other entity. Include the date ofthe occurrence, thetype offlight, the number of passengers and crew on board and an enumeration of injuries and fatalities, and describe the damage tothe aircraft. Provide FAA and NTSB file numbers and the status ofany investigation, including enforcement actions initiated against the carrier oryou. Also describe any actions taken to preventthe recurrence ofsimilar events. NOI\!HE

# Cheryl M. 

# Johnson, 

# CPA Chief 

# Financial Officer- Elite Airways, LLC

Cheryl Johnson, Chief Financial Officer, is a seasoned financial professional with over 25 years of successful and practical experience in the management of finance, accounting, human resources and administration for privately held businesses. Cheryl has 

### 15 years of experience in chief financial officer (CFO) positions in evolving, complex business environments. She has worked with companies in the aviation, aerospace and manufacturing areas. Additionally, Cheryl's experience has been in many different company phases including: organic, high growth, acquisitions, divestitures, turnarounds, restructures, wind-downs and start-ups. Prior to her CFO experience, Cheryl was a senior manager at Ernst & Young, LLP. She was in the public accounting practice area for 

### 12 years, primary at "Big 4" accounting firms and international consulting organizations. Her experience was primarily with privately-held companies in a wide range of industries. Cheryl's public accounting expertise included seven years in accounting & auditing and five years in litigation consulting. Cheryl is a CPA in the State of California and holds a Bachelor of Science degree with Honors in Business Administration with a Concentration in Accounting from San Jose State University 

### (1984). Cheryl has received recognition as a top CFO Honoree by numerous organizations including the San Fernando Valley Business Journal and TechAmerica.
Work Historv Elite Airways RVL Coyote Technologies G&H Technologies Ernst & Young Peterson Consulting Clark Nuber ArthurAndersen Jan 

### 2006 to Present May 

### 2001 to Sept 

### 2009 Mar

### 2000 to May 

### 2001 Jan 

### 1998to Mar

### 2000 1994 to Jan 

### 1998 1992 to 

### 1994 1988 to 

### 1992 1984 to 

### 1988

### Questionnaire Name and address: Cheryl Johnson, 483 Mariposa Drive, Ventura, CA 93001 Position and responsibility at Elite (include dates held): Chief Financial Officer since inception Citizenship: U.S. Education: Bachelor ofScience in Business Administration with Concentration in Accounting San Jose State University; Certified Public Accountant State of California Citizenship: 1. Have you ever held a position as officer, director, a 10% ofmore share ofvoting stock, or other interest in any air carrier, common carrier, or persons substantially engaged in the business ofaeronautics orwhose principal business is the holding ofstock in or control ofany air carrier, common carrier, ora person substantially engaged in the aeronautics business? Ifso, please state the positions and/orownership interestyou held or hold and the names ofthe business and persons.
a. Elite Aviation, LLC; Chief Financial Officer b. Elite Airways, LLC; Chief Financial Officer
c. Klune Industries, Chie Financial Officer d. G&H Technologies, Chief Financial Officer
e. Lucix, Chief Financial Officer

2. Ifyou are related by blood or marriageto any key personnel or a person holding a substantial interest, please state that relationship. None

3. Please list all actions and outstandingjudgments of morethan $5,000 against you or any person you represent and the amountofeach such judgment, the partytowhom it is payable and how long it has been outstanding. None

4. Please the listthe number ofactions and outstandingjudgments of less than $5,000 against you or any person you represent and thetotal amountowed on each such judgment. None

### 5. Please list all pending investigations, enforcement actions orformal complaints filed by the Department ofTransportation, includingthe FAA, involvingyou orany person you may represent, regarding compliance withthe Federal Aviation Act or orders, rules or regulations issued pursuant tothe statute and any corrective actions taken. None

6. Please describe any charge of unfair, deceptive, oranticompetitive business practice or offraud, felony, orantitrust violations brought against you orany person you represent, in the past 10 (ten) years. The description should include all dispositions and the current status ofeach such proceeding. None

7. Please describe any aircraft accident or incident experience byyou or any person you represent, which occurred duringthe previous year precedingthe date ofthe application or at any time in the past which remains under investigation by the FAA, NTSB or by any other entity. Includethe date ofthe occurrence, thetype offlight, the number of passengers and crew on board and an enumeration of injuries and fatalities, and describe the damage tothe aircraft. Provide FAA and NTSB file numbers and the status ofany investigation, including enforcement actions initiated against the carrier oryou. Also describe any actions taken to prevent the recurrence ofsimilar events. None

### Education 

### RobertVincentLyle Jr. 4607 Lakeview Canyon Road #588 WestlakeVillage CA, 91361 818-292-0050 cell

Mount PleasantMichigan High School
WorkExperience 

### Automatic Electric Phone Installer Carson Pirie Scott Retail Store American Silk Label National Sales Manager 1957-1961

1961-1963
1963-1970
1970-1978

RVL Packaging (CEO/Owner) 1978-2002 Created alabel sales and marketingcompanywith 700 employees operatingin 23 countries with annual Sales over $300M. Sold in 2002 toAvery Dennison.
RVL GROUP (CEO/Owner) 2002- Present Holding companyfor various investments. Minority Shareholderin PrimarisAirlines 2003- 2005 OwnerofElite Aviation LLC (part 135) 2002-2008 Minority Shareholderin PeritusAssetManagement 2010-Present Majority Shareholderin EliteAirways LLC 2006- Present

### Questionnaire Name and address: lRoberril: Vincent lyle

**~rr** 

### Position and responsibility at Elite (include dates held): Manager ltilf ILl«:

## ;wor#' tto wrrreB'ilil: Citizenship: lUSA
Citizenship: USA :iL. Have you ever held a position as officer, director, a 10% of more share ofvoting stock, or other interest in any air carrier, common carrier, or persons substantially engaged in the business ofaeronautics orwhose principal business is the holding ofstock in or control ofany air carrier, common carrier, or a person substantially engaged inthe aeronautics business? Ifso, please statethe positions and/or ownership interest you held or hold and the names ofthe business and persons. Elite AirwaJys ILILC :lUOlO% ltilWB'il®ll"ship i!'ilterest since irru.:eptimil in 2007 unl:il 2013. llransferred 2!li% il:ltil Don

**tfll<a~B'il~®\f** 

### ilruslt amd :iL!li% t'cltil JJWP Gmup ILLC. Sltille owner ltilf Elite Aviation, lliC l?arrtt :iL3!li

**ltilpera:~il:ltilrr.** 

### A<eqll.!lired iri'il 2.0())2. Sltilld in 200ft 

### MinmityStock Holder in Primaris

**Air~ines;.**



### 2.. Ifyou are related by blood or marriage to any key personnel ora person holding a substantial interest, please state that relationship. Mv son !R@bert R.v!e 

# m is

**IE~e<eulti\9e** 

### Vice Pll'esiderrilt

3. Please list all actions and outstandingjudgments of morethan $5,000 against you or any person you represent and theamount ofeach such judgment, the partytowhom it is payable and how long it has been outstanding. NONE



### 4. Please the listthe number ofactions and outstandingjudgments of less than $5,000 against you or any person you represent and thetotal amount owed on each such judgment. NONIE



### 5. Please list all pending investigations, enforcement actions orformal complaints filed bythe Department ofTransportation, includingthe FAA, involvingyou orany person you may represent, regarding compliance withthe Federal Aviation Act or orders, rules or regulations issued pursuant tothe statute and any corrective actionstaken. NONE

### 6. Please describe any charge of unfair, deceptive, or anticompetitive business practice or offraud, felony, orantitrustviolations brought against you or any person you represent, in the past 10 (ten) years. The description should include all dispositions and the current status ofeach such proceeding. NONIE

7. Please describe any aircraft accident or incident experience byyou orany person you represent, which occurred duringthe previous year precedingthe date ofthe application orat anytime in the past which remains under investigation by the FAA, NTSB or by any otherentity. Includethe date ofthe occurrence, thetype offlight, the number of passengers and crew on board and an enumeration ofinjuries and fatalities, and describethe damage tothe aircraft. Provide FAA and NTSB file numbers and the status ofany investigation, including enforcement actions initiated against the carrier oryou. Also describe any actions taken to preventthe recurrence ofsimilar events. NONIE

### Experience Summary:

Pilot Ratings: 

# John Pearsall CEO-President Elite Airways, LLC
More than 30 years aviation international and domestic experience with FAA Part 135 charter/FBO operations and FAA Part 121 Airline operations. Extensive knowledge ofthe Part 121/135 Certification process, including all requirements ofthe FAAjob and aids associated with certification; ETOPS; FBO Operations; and aircraft procurement. Experienced in the areas of cost analysis, site plan, and bid and contract submission surrounding the development ofa new FBO. He has coordinated with local government officials for approvals and worked successfully with community groups to gain plan approvals. His previous experience includes starting a Part 121 Flag Air Carrier from the ground up including and, significantly, spearheading the certification ofthe airlines in record time, nine months from formal application to certificate award under FAA CSET rules. In this capacity, he also developed and managed an annual budget in excess of$15 million. During this period he negotiated contracts and lines ofcredit, establishing excellent relationships with financial, insurance, and leasing institutions. Additionally, he was responsible for hiring all key personnel, which grew to a staff of85; establishing policies and procedures; and negotiating aircraft service and support contracts. Priorto this, he played an instrumental role in the inception of a Part 121 new entrant airline through certification and subsequently authored all flight operations procedures/ publications. He served as FAA liaison during and after the certification process, with the FAA Flight Standards District Office and the FAA Certification Standards Evaluation Team, and served as liaison with the FAA principle operations inspector. An experienced commercial and private pilot, he has authored and implemented training programs, performed flight test and aircraft acceptance flights, line checks, and served as company representative for aircraft acceptance at various times throughout his careerwith Boeing and Airbus. Boeing 757/767, Gulfstream II, Ill, IV, Falcon 20 Airline Transport Pilot, Commercial SEL 

### &SeaResume Continued forJohn Pearsall 

### Flight Experience:

Work Experience: 19,800 Total Flight Hours Accident/Incidents: None 15,000 PIC Turbine 5000 PIC- Boeing 757 

### February 2006 - Present Elite Airways, LLC 208 ForeSt Portland, Maine 04101 

### CEO-President-FAA Director Operations Part 121 operation (Elite Airways, LLC)
- On demand airline charter with five CRJ-200 aircraft 

### July 2005- February 2006 RVL Group LLC 4607 Lakeview Canyon Dr Westlake Village, CA 91361 Consultant to Part 121 Air Carriers, Part 135 Charter and FBO's. 

### November 2002 -June 2005 Primaris Airlines Las Vegas, Nevada 

### President- December2002- July2005 ChiefOperating Officer- December2002- July2005 FAA DirectorofOperations November2002- July2005 CheckAirman
- March 2003- July2005 Line Captain
- March 2003- July2005 International/Domestic Commercial Airline 2 Boeing 757 aircraft 

### October 1998 - November 2002 National Airlines Las Vegas, Nevada 

### Asst DirectorOperations- October 1998- November2002 CheckAirman- October 1998- November2002 Line Captain- October 1998- November2002 Domestic Commercial Airline, 18 Boeing 757 aircraft 

### 1997-1998 America WestAirlines Phoenix, AZ 

### 757Flight Training Instructor Domestic Major Commercial Airline

Resume Continued forJohn Pearsall

### Professional 

### 1976-1997 Lockheed Aircraft International, Mobil Oil Corporation, Saudia, JetAviation, Sultan of Brunei, Fireman's Fund Insurance ProjectEngineer- August 1976-August 1979 Director

### of Operations- August 1981 -August 1990 ChiefPilot- September 1979-August 1981 Captain Gulfstream II, Ill, IV, Falcon 20, Boeing 757- August 1978-present Memberships: Aircraft Owners 

### &Pilots Association Seaplane Pilots Association 

### Awards Received: FAAWings Award 

### Education: Monmouth University Major: Electronic Engineering

### Questionnaire Name and address: John Pearsall Position and responsibility at Elite (include dates held): CEO-President-FAA Director of Operations February 2006- Present Citizenship: USA Education: Monmouth University Electronic Engineering Citizenship: 1. Have you ever held a position as officer, director, a 10% ofmore share ofvoting stock, or other interest in anyair carrier, common carrier, or persons substantially engaged in the business ofaeronautics orwhose principal business is the holding ofstock in or control ofany air carrier, common carrier, or a person substantially engaged in the aeronautics business? Ifso, please state the positions and/orownership interestyou held or hold and the names ofthe business and persons. President

# -coo Primaris Airlines 15%, Sole OwnerJWP Group LLC which is 15% Owner of Elite Airways LLC

2. Ifyou are related by blood or marriage to any key personnel ora person holding a substantial interest, please state that relationship. None

3. Please list all actions and outstandingjudgments of morethan $5,000 against you or any person you represent and the amount ofeach such judgment, the partytowhom it is payable and how long it has been outstanding. None

4. Please the listthe number ofactions and outstandingjudgments ofless than $5,000 against you or any person you represent and thetotal amountowed on each such judgment. None

5. Please list all pending investigations, enforcement actions orformal complaints filed bythe Department ofTransportation, including the FAA, involvingyou or any person you may represent, regarding compliance with the Federal Aviation Act or orders, rules or regulations issued pursuanttothe statute and any corrective actions taken. None

### 6. Please describe any charge of unfair, deceptive, or anticompetitive business practice or offraud, felony, orantitrust violations brought against you or any person you represent, in the past 10 (ten) years. The description should include all dispositions and the current status ofeach such proceeding. None

7. Please describe any aircraft accident or incident experience by you or any person you represent, which occurred duringthe previous year preceding the date ofthe application or at anytime in the past which remains under investigation by the FAA, NTSB or by any other entity. Include the date ofthe occurrence, thetype offlight, the number of passengers and crew on board and an enumeration ofinjuries and fatalities, and describethe damage tothe aircraft. Provide FAA and NTSB file numbers and the status ofany investigation, including enforcement actions initiated against the carrier oryou. Also describe any actions taken to prevent the recurrence ofsimilar events. None

### Peter Sorensen 4 Briggs Island Cove Windham, ME 04062

Cell 207-632-1074 Email: psorensen@eliteairways.net Airframe and Powerplant Certificate: 2327986 Private Pilot Certificate: 2336527 

## AircraftMaintenanceWork Summary Airframe and Powerplantlicense: 32+years Director ofMaintenance experience: 10+ years Maintenance experience as an inspectorfor aircraft, 10 or more passenger seats: S+years Line MaintenanceExperience on CRJ 100/200: 12+years 121 Maintenance Controller: 17+ months Director ofQuality Control: 4+ months 

## AircraftMaintenanceWorkHistory Director ofQuality Control (part 121) Elite Airways Maintenance Controller (part 121) Employer: Elite Airways 208 Fore Street PortlandMaine 04101 10/1114- Present 9/2013

- Present

Duties: Provide technical and logistical support to Maintenance and Flight Crews for active aircraft, maintenance discrepancies, MELICDL and deferred maintenance items to determine proper and timely corrective action. Coordinate with Maintenance, Flight Control, Parts, and Quality Control to provide current and continuing follow up to ensure promptperformance ofscheduled and unscheduled maintenance. Coordinate and monitor aircraft ferry flights. Coordinate recovery efforts ofaircraft grounded at outstations. Maintain continuous liaison with Flight Control while providing current and continuous reports ofthe general technical status ofCompany aircraft. Part ofthe Conformity team for new aircraft that are inductedin to the fleet. FBOMechanic I

### Line (part-time) 4/2012-9/2013 Employer: DowneastAir 19 Airport Road Owl's Head, Maine 04854 Duties: Light aircraft maintenance for businessjets andpiston aircraft, maintenance on ground equipment and fueling aircraft and other line work Director ofMaintenance Part 91 Employer: HawkerAcquisitions, LLC 19 Airport Road Owl's Head, Maine 04854 Overview:

Aircraft: 3 Hawker4000 12/2012- 7/2013

### Trainedbyand workedwithHawker factory technicians Experience with LAN System, brake heat issues, potable water systemproblems,

boostpump UFI's, Wi-Fi systems, fuel degrades and servicing ofaircraft systems Proficientwith navigational, chart and engine data downloads Director ofMaintenance Part 135 and 91 3/2010- 4/2013 Employer: MBS Aviation 

### I Private Jet Charters 19 Airport Road Overview:

Aircraft: Duties 135:

Duties 91: Owl's Head, Maine 04854 Astra 1125 SPX (GlOO), Pilatus PC-12 Performing maintenance onthe Astra SPX andmanaging maintenance while aircraft

was in other facilities for work Insuring FAAcompliance ofmaintenance items Writing andupdating MEL, NEF, AAIP and RVSM Manuals Working closely with the Director ofOperations 

### IChiefPilot as a team member in

auditing the operational side to insure compliance with regulations Performing maintenance onthe PC-12 andmanaging maintenance while the aircraft

was in other facilities for work Insuring FAA compliance ofmaintenance items Writing and updating MEL andNEF Manuals Director ofMaintenance Part 135 8/2003

- 7/2010 Employer: Charter Ops

Overview:

Aircraft:

Duties 135:

Duties 121: 1011 Westbrook Street Portland, Maine 04102 (contracted out from NortheastAirmotive) 10 passengerormore--Gulfstream II 9 passenger or less--Lear 60 and 35A, Hawker 800XP, Hawker 800, Hawker 700, Hawker 1A, Beechjet400A, and Citation II Managing maintenance on aircraft while they were in facilities for work Insuring FAAcompliance ofmaintenance items Writing RVSM Maintenance Manuals Writing andupdatingMEL's, NEF's, AAIP's, General Operations Manual and

General Maintenance Manual Working closely with the Director ofOperations and ChiefPilot as a team member in

auditing operational side to insure compliance with regulations Perform on-call line maintenance on all major airlines atPWM for Beech 1900,

CRJ 200,700, and 900, ERJ 145, Dash 8 and Q400, Saab 145, DC9, MD88, Boeing 727, 737, and 717, Airbus 319, Embraer 170, 175, and 190

### Mechanic I

### Inspector 1/1998

- 8/2003 Employer: NortheastAirmotive
Overview:

Aircraft: Engines: Duties:
Duties 121: 1011 Westbrook Street Portland, Maine 04102 Cessna, Mooney, Maule, Beech, Piper, Cessna Citation, Aero Commander, Hawker

and Beechjet Lycoming, Continental, Pratt & 

### Whitney and Garrett 100 hr and annual inspections, minor sheetmetalrepair, avionics installations 8/2002- 9/2003--Functioning Assistant to the Charter Ops DOM for 6 to 8 charter

aircraftranging from a Cessna Citation to Gil's On-call maintenance for all the major airlines at PWM

-- Beech 1900, CRJ 200, 700,

and 900, ERJ 145, Dash 8 and Q400, Saab 145, DC9, MD88, Boeing 727,737, and 717, Airbus 319, Embraer 170, 175, and 190 Director ofMaintenance--ForeignPart 135 type company (Indonesia) 111990- 12/1997 Employer: Mission Aviation Fellowship East Kalimantan, Indonesia Overview:

Aircraft: Engines: Duties: (P.O. Box 47, Nampa, ID 83653) 7 to 9 Single Engine Cessna206 and 185 Aircraft Continental 10-520, TSIO 520 and 10550 Maintenance Management ofaircraft on three East Kalimantanbased operations Direct supervision andtraining ofboth U.S. andnational mechanics Responsible for upkeep of$250,000 parts inventory 50 hr, 100 hr, progressive and annual inspections Major and minor sheetmetal repair, major andminor alterations, avionics

installations, and component overhauls A & P Mechanic 9/1984

- 3/1987 Employer: MissionAviationFellowship
Overview:

Aircraft: Engines: Duties: Redlands, California (former Support Center) (P.O. Box 47, NampaID 83653) Cessna, Mooney, Beech, Beech 50 and DC3 Lycoming, Continental andPratt & 

### Whitney radial engine 50 hr, 100 hr and annual inspections, major and minor sheetmetal repair, major and

minor alterations, avionics installations and component overhaul Factory Schools

Cessna High Performance Single Engine, Wichita, KS

-- 1986 Flight Safety

-- Cessna Caravan, Wichita, KS --1993Questionnaire Name and address: Peter Sorensen, 4 Briggs Island Cove, Windham Maine 04062 Position and responsibility at Elite (include dates held): Director ofQuality Control (part 121) 10/14- Present Maintenance Controller (part 121) 9/2013- Present Citizenship: USA Education: Bachelor of Science in Mission AviationTechnology Citizenship: 1. Have you ever held a position as officer, director, a 10% of more share ofvoting stock, orother interest in any air carrier, common carrier, or persons substantially engaged in the business ofaeronautics orwhose principal business is the holding ofstock in or control ofany air carrier, common carrier, or a person substantially engaged in the aeronautics business? Ifso, please state the positions and/orownership interestyou held or hold and the names ofthe business and persons. None 2. Ifyou are related by blood or marriage to any key personnel or a person holding a substantial interest, please state that relationship. None 3. Please list all actions and outstandingjudgments of morethan $5,000 against you or any person you represent and the amount of each such judgment, the partyto whom it is payable and how long it has been outstanding. None 4. Please the listthe numberofactions and outstandingjudgments of less than $5,000 against you or any person you represent and the total amount owed on each such judgment. None 5. Please list all pending investigations, enforcement actions orformal complaints filed by the Department ofTransportation, includingthe FAA, involvingyou or any person you may represent, regarding compliance with the Federal Aviation Act or orders, rules or regulations issued pursuantto the statute and any corrective actions taken. None

### 6. Please describe any charge of unfair, deceptive, or anticompetitive business practice or offraud, felony, orantitrustviolations brought againstyou orany person you represent, inthe past 10 {ten) years. The description should include all dispositions and the current status ofeach such proceeding. None

7. Please describe any aircraft accident or incident experience byyou orany person you represent, which occurred duringthe previous year precedingthe date ofthe application orat anytime in the past which remains under investigation by the FAA, NTSB or by any other entity. Include the date ofthe occurrence, thetype offlight, the numberof passengers and crew on board and an enumeration of injuries and fatalities, and describe the damage tothe aircraft. Provide FAA and NTSB file numbers and the status ofany investigation, including enforcement actions initiated againstthe carrier oryou. Also describe any actions taken to preventthe recurrence ofsimilar events. NoneEricWilson 90 RabbitValley Rd Oxford,ME 04270 (207) 321-9466 ewilson@eliteairways.net Objective Profile

Education To obtain a Managementposition inyour companywith opportunities to further my career byposition advancement, andhelp ensure the future ofourcompany.
• Twenty-three years over all maintenance experience, with fourteen years aircraft maintenance, in line and hangar environments. • TwentyThreeMonths as DirectorofMaintenance/Maintenance Control • Five years Supervision ofHeavy Maintenance • Fourteenyears Airframe andPower-Plant MechanicperformingLine and Heavy Maintenance A.S., AircraftMaintenanceTechnology, Embry RiddleAeronauticalUniversity. Graduated April, 2000 AircraftType Course,AME-M CanadairRegionalJet CRJ 100/200 AircraftType Course,AME-M CanadairRegionalJet CRJ700/900 Diploma,Automotive MaintenanceTechnology, Lake RegionVocational School Relevant Experience & Accomplishments Accreditations/ Licenses

o Airframe and Powerplant license, Original IssueJune 2000. License Number2628493

• State ofMaine Automotive InspectionLicense, May 1996.
• Trainer onproperengine run and taxi procedures for ATR72, CRJ 200, and CRJ 700.

• Certifiedinspector for requiredinspection items onATR72, CRJ 200, and CRJ 700.

o Trained in OSHA approved Lockout & Tagoutprocedures.
• Flight Safety Principles ofTroubleshooting Course.
• Factory trained and companyinstructor for PropBalance System 2100.
• Pratt & WhitneyLine Maintenance PW121A/123/124/125/126/127.
• CATII Lower Level Minima and Reduced Vertical Separation Qualified
. • CRJ200, CRJ700, EMB120 and ATR72A/P Familiarization Courses.
• ATR72 Avionics Course.
• ADCPitot/Static Qualified.
• CRJ 200 Air conditioningTroubleshooting Course.
• NA V 402AP-3 Tester Qualified.
• Suspected Unapproved Parts Training.
• Atlanta AirportAircraftTaxi 101 course. Management/Supervision • DirectorofMaintenance EliteAirways 121 SupplementalAirline • Setup and maintained Cincinnati outstation maintenance program. • Design and maintain flex shaft modification back shopinASA Atlanta Hangar. • ASA On-site Heavy Maintenance Rep ATR 72, CRJ 200,700 and 900 C-Checks.

### Questionnaire Name and address: Eric Wilson 90 Rabbit Valley Rd Oxford ME 04270 Position and responsibility at Elite (include dates held): Maintenance Control
- March 13,2013 to May 7, 2013; Director of Maintenance- May8, 2013 to Present Citizenship: United States Education: Associates inAircraft MaintenanceTechnology Citizenship: United States 1. Have you ever held a position as officer, director, a 10% of more share ofvoting stock, orother interest in any air carrier, common carrier, or persons substantially engaged in the business ofaeronautics orwhose principal business is the holding ofstock in or control ofany air carrier, common carrier, or a person substantially engaged in the aeronautics business? Ifso, please state the positions and/orownership interest you held or hold and the names ofthe business and persons. No

2. Ifyou are related by blood or marriageto any key personnel or a person holding a substantial interest, please statethat relationship. No

3. Please list all actions and outstandingjudgments of morethan $5,000 against you or any person you represent and the amount ofeach such judgment,the partytowhom it is payable and how long it has been outstanding. None

4. Please the list the number ofactions and outstandingjudgments of less than $5,000 against you or any person you represent and thetotal amount owed on each such judgment. None

5. Please list all pending investigations, enforcement actions orformal complaints filed bythe Department ofTransportation, includingthe FAA, involvingyou or any person you may represent, regarding compliance with the Federal Aviation Act or orders, rules or regulations issued pursuant tothe statute and any corrective actionstaken. None

### 6. Please describe any charge of unfair, deceptive, or anticompetitive business practice or offraud, felony, orantitrust violations brought against you orany person you represent, in the past 10 (ten) years. The description should include all dispositions and the current status of each such proceeding. None

7. Please describe any aircraft accident or incident experience by you or any person you represent, which occurred duringthe previous year preceding the date ofthe application or at anytime in the past which remains under investigation by the FAA, NTSB or by any other entity. Includethe date ofthe occurrence, thetype offlight, the number of passengers and crew on board and an enumeration ofinjuries and fatalities, and describe the damage tothe aircraft. Provide FAA and NTSB file numbers and the status ofany investigation, including enforcement actions initiated against the carrier oryou. Also describe any actionstaken to prevent the recurrence ofsimilar events. None

## EliteAirways: Application for Certificate ofPublic Convenience and Necessity 

# Exhibit 7 Statement ofQualification ofKey Technical Personnel208 ForeSt Portland, Maine 04101 Tel (207)·842·6400 Fax 207-221-1578

DepartmentofTransportation WashingtonD.C. 9 March 2015

Thefollowing EliteAirways personnel holdingthepositionsindicated,meetall requirementsfor theirpositions as setforth in 14CFR 119.65 and 119.67 ofthe FederalAviation Regulations andhave beenacceptedbytheFederalAviationAdministration.

John WPearsall DirectorofOperations ShawnDActis ChiefPilot EricTWilson DirectorofMaintenance PeterKSorensen Chieflnspector josephJBattistelli DirectorofSafety 

# ;;·?VUJ

JohnWPearsall President

## EliteAirways: Application for Certificate ofPublic Convenience and Necessity 

# Exhibit 8 Financial Statements, 2012-2015Income 4000 Charter Income 

## Elite Airways, LLC Profit and Loss January
- February, 2015

4010 Charter Income- Elite Aircraft

4011 Aircraft 4013 Scheduled Flights Income Total 4010 Charter Income- Elite Aircraft 4100 Other Charter Inc- EAAircraft

4120 Airport FBO Handling Fees 4126 Deicing 4135 Catering 4160 International Fees Total 4100 Other Charter Inc- EA Aircraft 4200 Fuel

4202 Fuel Cost Over Base Reimbursement Total 4200 Fuel Total 4000 Charter Income 4700 Other Income

4720 FET Credits Total 4700 Other Income Total Income Cost of Goods Sold

5000 Charter Expenses

5010 Aircraft Lease- N97EA 5100 Other Trip Expense- EA Aircraft

5120 Airport FBO Handling Fees 5125 FBO Handling Fees- Scheduled Flights 5126 Deicing 5135 Aircraft Stock 5136 Catering 5150 Flight Crew Airfare 5160 International Fees 5165 Landing Fees 5170 Overnight Fees

5172 Per Diem/Meals 5174 Hotels 5176 Transportation 5178 Tips Total 5170 Overnight Fees 5180 Training

5181 FlightcrewTraining 5182 Hotel 5183 Transportation 5184 Meals 5185 Training Materials 5186 Airfare Total 5180 Training Total

6,426,427.63 71,067.80 $ 6,497,495.43 17,092.97 79,407.35 51,738.07

2,053.37 $ 150,291.76 34,959.75 $ 34,959.75 $ 6,682,746.94 42,183.20 $ 42,183.20 $ 6,724,930.14

110,000.00 416,264.59

55,171.47 93,930.40 10,876.70 44,474.81 65,463.61

4,198.85 49,016.43 18,297.56 114,898.97

10,639.08 9.00 $ 143,844.61
31 '107.52

8,440.87

542.74 318.68 353.50

25.00 $ 40,788.315190 Crew Meals On Road 2,142.61 5200 Fuel

5201 Fuel 1,432,329.90 5203 Fuel-Scheduled Flights 40,283.89 Total 5200 Fuel $ 1,472,613.79 Total 5100 Other Trip Expense- EA Aircraft $ 2,398,786.18 5305 Crew Service Exp
- CA 197.25 5310 Crew Service Exp
- PIC, SIC 10.99 Total 5000 Charter Expenses $ 2,508,994.42 5500 Managed Aircraft Expenses

5530 Hangar Expense 1,702.00 Total 5500 Managed Aircraft Expenses $ 1,702.00 5575 Aircraft Maintenance Software 5,500.00 5600 Aircraft Maintenance Reserve

5610 Aircraft Maintenance Reserve- N97EA 107,707.71 5611 Aircraft Maintenance Reserve-Owned Planes 313,930.00 Total 5600 Aircraft Maintenance Reserve $ 421,637.71 5650 Aircraft Maintenance

5651 Aircraft Maint- Elite Aircraft 15,131.82 5652 Aircraft Maint- N97EA 25,684.20 Total 5650 Aircraft Maintenance $ 40,816.02 5660 Subscriptions & Publications 3,887.46 5700 Cost of labor

5711 Payroll
- #200 Flight Crew- N97EA 12,416.66 5712 Payroll Taxes- #200 Flight Crew- N97EA 1,514.26 5713 Payroll- #201 Fit. Crew- Captain 169,583.37 5714 Payroll Taxes- #201 Fit. Crew- Captain 16,887.94 5715 Payroll- #202 Fit. Crew- First Officer 36,038.86 5716 Payroll Taxes- #202 Fit. Crew- First Officer 3,660.93 5717 Payroll
- #203 Fit. Crew- FlightAttnd.
- Full Time 44,225.13 5718 Payroll Taxes- #203 Fit. Crew- Flight Attnd.- Full Time 4,795.37 5719 Payroll- #204 Fit. Crew- FlightAttnd.- On Call 13,100.00 5720 Payroll Taxes- #204 Fit. Crew- Flight Attnd.
- On Call 1,411.33 5721 Health Insurance 34,595.94 5722 Dental Insurance 1,601.93 5723 Vision Insurance 306.41 5725 Garnishment 0.00 Total 5700 Cost of labor $ 340,138.13 5800insurance Expense

5820 Aircraft Liability Ins. 119,324.66 5830 Workers Comp. Ins. 7,041.93 Total 5800 Insurance Expense $ 126,366.59 Total Cost of Goods Sold $ 3,449,042.33 Gross Profit $ 3,275,887.81 Expenses

6100 Aircraft Supplies

6104 Maintenance Supplies 7,282.01 Total 6100 Aircraft Supplies $ 7,282.01 6120 Bank Service Charges

6124 Bank Charges 645.25 6126 Credit Card Fees 465.00 6127 Finance Fees 311.12Total 6120 Bank Service Charges $ 1,421.37 6130 Computer Software 1,391.07 6150 Company Plane 13,951.35 6170 Dues and Subscriptions 4,493.56 6180 Fees & Licensing 4,529.21 6190 Flight Communications 9,445.45 6195 Flight Planning 7,009.00 6200 HR/Recruiting

6202 Recruiting 596.00 6204 Background Checks 2,637.50 6206 HR Expenses 2,688.61 Total 6200 HR/Recruiting $ 5,922.11 6300 Marketing 2,805.00 6600 Insurance

6650 Workers Compensation 1,037.35 Total 6600 Insurance $ 1,037.35 6700 Interest Expense

6720 HFC- Loan Interest 120,525.22 Total 6700 Interest Expense $ 120,525.22 6800 IT Expenses 202.50 6900 Office Supplies 8,065.28 691 0 Office Expense 5,647.78 6945 Office Equipment. 1,672.03 6950 Office Equipment- Rental 1,575.04 6980 Outside Service Expense 19.99 6990 Bad Debt Expense 10,000.00 7000 Payroll Expenses

7010 Payroll- #100 Admin. 180,415.15 7015 Bonus 17,000.00 7020 Payroll
- #300 Maintenance 90,823.62 7030 Payroll
- #400 Dispatch 44,788.29 7040 Payroll Taxes- #100 Admin. 18,599.92 7050 Payroll Taxes
- #300 Maintenance 9,983.60 7060 Payroll Taxes
- #400 Dispatch 5,815.84 7061 Health Insurance 30,297.04 7062 Dental Insurance 1,484.84 7063 Vision Insurance 277.04 7094 Payroll Fees 874.33 Total 7000 Payroll Expenses $ 400,359.67 7370 Postage and Delivery 10,608.67 7480 Printing and Reproduction 1,510.15 7500 Professional Fees

7510 Accounting 16,677.90 7520 Consulting 6,666.66 7540 Legal Fees 3,333.34 Total 7500 Professional Fees $ 26,677.90 7610 Rent- Office space 20,969.63

7612 Office Parking/Melbourne Airport Parking Employees 600.00 Total 7610 Rent- Office space $ 21,569.63 7620 Rent- Residential Housing 2,400.00 7750 Telephone

7755 Cell Phones 3,150.397760 Conf. Call Services 217.36 7762 Data Plans 403.54 7770 Office Phones 515.94 Total 7750 Telephone $ 4,287.23 7850 Travel & Entertainment

7855 Airfare 24,936.10 7860 Entertainment 446.35 7865 Hotels 4,724.21 7870 Meals 4,990.99 7880 Transportation 171.44

7882 Fuel 3,910.58 7885 Rental Car 367.49 7887 Taxis/Tolls 915.61 Total 7880 Transportation $ 5,365.12 Total 7850 Travel & Entertainment $ 40,462.77 7950 Utilities

7955 Gas and Electric 1,471.14 7965 Cable 252.99 7970 Internet connection 3,833.75 Total 7950 Utilities $ 5,557.88 7999 Suspense 0.00 Total Expenses $ 720,429.22 Net Operating Income $ 2,555,458.59 Other Expenses

801 0 Other Expenses

8015 Management Fee-RVL Group, LLC. 105,000.00 8025 Depreciation 167,292.14 Total 8010 Other Expenses $ 272,292.14 Total Other Expenses $ 272,292.14 Net Other Income -$ 272,292.14 Net Income $ 2,283,166.45

Friday, Apr 03, 2015 03:13:14 PM PDT GMT-7- Accrual BasisIncome 4000 Charter Income

4010 Charter Income- Elite Aircraft

4011 Aircraft 4012 Aircraft- ACMI 4013 Scheduled Flights Income 

## Elite Airways, LLC Profit and Loss January- December2014

Total 4010 Charter Income
- Elite Aircraft 4100 Other Charter Inc- EAAircraft

4115 Aircraft Prep 4120 Airport FBO Handling Fees 4135 Catering 4165 Landing Fees Total 4100 Other Charter Inc- EA Aircraft 4200 Fuel

4201 Fuel 4202 Fuel Cost Over Base Reimbursement Total 4200 Fuel 4370 Postage and Delivery Total 4000 Charter Income 4700 Other Income

4720 FET Credits Total 4700 Other Income Total Income Cost of Goods Sold

5000 Charter Expenses

5010 Aircraft Lease
- N97EA 5030 Charter Expense
- Broker 5100 Other Trip Expense
- EAAircraft

5110 Airline Tickets 5120 Airport FBO Handling Fees 5125 FBO Handling Fees- Scheduled Flights 5135 Aircraft Stock 5136 Catering 5137 Catering- Scheduled Flights 5150 Flight Crew Airfare 5155 Passenger Facility Charge 5160 International Fees 5165 Landing Fees 5170 Overnight Fees

5172 Per Diem/Meals 5174 Hotels 5176 Transportation 5178 Tips Total 5170 Overnight Fees 5180 Training

5181 FlightcrewTraining Total

10,405,372.22

853,775.00 463,295.90 $ 11,722,443.12 0.00 59,919.23 12,271.06 679.98 $ 72,870.27 36,765.12 195,304.00 $ 232,069.12 6,404.13 $ 12,033,786.64 31,556.27 $ 31,556.27 $ 12,065,342.91
660,000.00

1,433.50

316.96 658,262.36

96,707.50 22,898.73 37,942.21 364.99 235,493.98 162.43 5,298.41 67,104.94 575.00 74,442.37 243,833.24

26,482.14 50.00 $ 345,382.75 150,716.885182 Hotel 33,863.41 5183 Transportation 1,647.75 5184 Meals 1,270.06 5185 Training Materials 2,057.38 5186 Airfare 13,032.07 Total 5180 Training $ 202,587.55 5190 Crew Meals On Road 11,780.52 5200 Fuel

5201 Fuel 2,759,680.59 5202 Fuel Cost Over Base 179,194.65 5203 Fuel-Scheduled Flights 452,501.71 Total 5200 Fuel $ 3,391 ,376.95 Total 5100 Other Trip Expense- EA Aircraft $ 5,075,680.28 5305 Crew Service Exp
- CA 2,681.32 5310 Crew Service Exp
- PIC, SIC -1,357.32 Total 5000 Charter Expenses $ 5,738,437.78 5500 Managed Aircraft Expenses

5530 Hangar Expense 1,609.00 Total 5500 Managed Aircraft Expenses $ 1,609.00 5600 Aircraft Maintenance Reserve

5610 Aircraft Maintenance Reserve
- N97EA 446,858.93 5611 Aircraft Maintenance Reserve-Owned Planes 548,420.00 Total 5600 Aircraft Maintenance Reserve $ 995,278.93 5650 Aircraft Maintenance 29,000.00

5651 Aircraft Maint- Elite Aircraft 40,865.15 5652 Aircraft Maint- N97EA 239,449.72 Total 5650 Aircraft Maintenance $ 309,314.87 5660 Subscriptions & Publications 19,359.53 5665 Flight Crew Uniforms 2,439.99 5700 Cost of labor

5711 Payroll
- #200 Flight Crew- N97EA 1'133,048.00 5712 Payroll Taxes- #200 Flight Crew- N97EA 99,018.91 5713 Payroll
- #201 Fit. Crew
- Captain 40,583.34 5714 Payroll Taxes- #201 Fit. Crew- Captain 3,035.58 5715 Payroll- #202 Fit. Crew- First Officer 11,541.68 5716 Payroll Taxes- #202 Fit. Crew- First Officer 979.77 5717 Payroll- #203 Fit. Crew- FlightAttnd.- Full Time 10,833.36 5718 Payroll Taxes- #203 Fit. Crew- Flight Attnd.- Full Time 929.65 5719 Payroll- #204 Fit. Crew- Flight Attnd.- On Call 1,700.00 5720 Payroll Taxes- #204 Fit. Crew- Flight Attnd.
- On Call 240.90 5721 Health Insurance 109,985.58 5722 Dental Insurance 5,729.68 5723 Vision Insurance 1,231.48 5725 Garnishment 0.00 Total 5700 Cost of labor $ 1,418,857.93 5800insurance Expense

5820 Aircraft Liability Ins. 534,975.10 5830 Workers Comp. Ins. 53,028.95 Total 5800 Insurance Expense $ 588,004.05 Total Cost of Goods Sold $ 9,073,302.08 Gross Profit $ 2,992,040.83 Expenses6100 Aircraft Supplies 6104 Maintenance Supplies 47,976.20 6105 Medical Supplies 4,142.26 Total 6100 Aircraft Supplies $ 52,118.46 6110 Automobile Expense 2,248.40 6120 Bank Service Charges 775.08

6124 Bank Charges 2,588.93 6125 CC Finance Charge 4,755.81 6126 Credit Card Fees 3,102.45 6127 Finance Fees 9,350.00 Total 6120 Bank Service Charges $ 20,572.27 6130 Computer Software 10,388.78 6135 Charitable Donations 5,210.00 6150 Company Plane 26,893.35 6170 Dues and Subscriptions 9,060.71 6180 Fees & Licensing 6,094.37 6182 FET Penalty & Interest -2,600.30 6190 Flight Communications 64,444.67 6195 Flight Planning 58,228.64 6200 HR/Recruiting 100.00

6202 Recruiting 16,783.00 6204 Background Checks 7,256.16 6206 HR Expenses 8,513.17 Total 6200 HR/Recruiting $ 32,652.33 6300 Marketing 0.00 66001nsurance

6610 Disability Insurance 116.10 6620 Bus. Property- Offices 471.00 6650 Workers Compensation 5,285.92 Total 6600 Insurance $ 5,873.02 6700 Interest Expense

6720 HFC- Loan Interest 796,137.40 6725 Late Fee 9,182.43 Total 6700 Interest Expense $ 805,319.83 6800 IT Expenses 1,811.25 6900 453.89 6900 Office Supplies 34,037.17 6910 Office Expense 18,455.72 6945 Office Equipment. 10,936.86 6950 Office Equipment
- Rental 13,738.58 6980 Outside Service Expense 10,189.84 7000 Payroll Expenses

7010 Payroll- #100 Admin. 957,864.72 7020 Payroll
- #300 Maintenance 437,731.22 7030 Payroll
- #400 Dispatch 246,373.58 7040 Payroll Taxes
- #1 00 Admin. 71,232.31 7050 Payroll Taxes
- #300 Maintenance 37,896.69 7060 Payroll Taxes
- #400 Dispatch 23,234.05 7061 Health Insurance 146,613.26 7062 Dental Insurance 7,561.15 7063 Vision Insurance 1,456.98 7065 Vacation Earned 1,156.637094 Payroll Fees 6,716.10 Total 7000 Payroll Expenses $ 1,937,836.69 7370 Postage and Delivery 62,097.68 7480 Printing and Reproduction 11,243.41 7500 Professional Fees

7510 Accounting 179,348.41 7520 Consulting 52,000.00 7540 Legal Fees 66,485.55 Total 7500 Professional Fees $ 297,833.96 7610 Rent- Office space 120,196.85

7612 Office Parking/Melbourne Airport Parking Employees 400.00 Total 7610 Rent- Office space $ 120,596.85 7620 Rent
- Residential Housing 14,400.00 7630 Maintenance 1,807.55 7650 Repairs

7655 Building Repairs 195.04 Total 7650 Repairs $ 195.04 7680 Training

7685 Seminars 489.50 7686 Travel 266.00 Total 7680 Training $ 755.50 7700 Taxes

7740 State 15,420.24

7741 Penalty & Interest 176.03 Total 7740 State $ 15,596.27 Total 7700 Taxes $ 15,596.27 7750 Telephone

7755 Cell Phones 15,760.34 7760 Conf. Call Services 888.36 7762 Data Plans 2,729.16 7770 Office Phones 3,032.50 Total 7750 Telephone $ 22,410.36 7850 Travel & Entertainment 3,508.50

7855 Airfare 71,873.03 7860 Entertainment 6,558.06 7865 Hotels 37,276.98 7870 Meals 23,458.29 7880 Transportation 3,199.79

7882 Fuel 19,801.65 7885 Rental Car 6,532.67 7886 Parking Expenses 796.18 7887 Taxis/Tolls 1,804.47 Total 7880 Transportation $ 32,134.76 Total 7850 Travel & Entertainment $ 174,809.62 7950 Utilities

7955 Gas and Electric 7,659.45 7970 Internet connection 22,399.17 Total 7950 Utilities $ 30,058.62 7999 Suspense 0.00 Total Expenses $ 3,875,769.39 Net Operating Income -$ 883,728.56 Other Expenses8010 Other Expenses 8015 Management Fee-RVL Group, LLC. 8025 Depreciation Total 8010 Other Expenses Total Other Expenses Net Other Income Net Income

Friday, Apr 03,2015 03:17:50 PM PDT GMT-7- Accrual Basis 45,000.00 577,194.96 $ 622,194.96 $ 622,194.96 -$ 622,194.96 -$ 1,505,923.52Income 4000 Charter Income

4010 Charter Income- Elite Aircraft

4011 Aircraft Total4010 Charter Income- Elite Aircraft 4100 Other Charter Inc- EAAircraft

4120 Airport FBO Handling Fees 4135 Catering 4136 Aircraft Stock 4165 Landing Fees Total 4100 Other Charter Inc- EAAircraft 4200 Fuel

4202 Fuel Cost Over Base Reimbursement Total 4200 Fuel Total 4000 Charter Income 4700 Other Income

4720 FET Credits 4752 Ticketing Software Total 4700 Other Income Total Income Cost of Goods Sold

5000 Charter Expenses

5010 Aircraft Lease- N97EA 5100 Other Trip Expense
- EAAircraft

5110 Airline Tickets 5115 Aircraft Prep 5120 Airport FBO Handling Fees 5135 Aircraft Stock 5136 Catering 5150 Flight Crew Airfare 5160 International Fees 5165 Landing Fees 5170 Overnight Fees

5172 Per Diem/Meals 5174 Hotels 5176 Transportation Total 5170 Overnight Fees 5180 Training

5181 Flightcrew Training 5182 Hotel 5183 Transportation 5184 Meals 5185 Training Materials 5186 Airfare Total 5180 Training 5190 Crew Meals On Road 

## Elite Airways, LLC Profit and Loss January- December2013 Total

3,570,725.81 $ 3,570,725.81 1,575.00

57.73

0.00 300.00 $ 1,932.73 36,096.89 $ 36,096.89 $ 3,608,755.43 5,574.80 15,000.00 $ 20,574.80 $ 3,629,330.23
660,000.00 339.00 350.00 135,210.25

3,275.29 1,099.26 46,309.30 11,154.14 13,067.47 11.32 20,091.36 71,694.64 8,007.34 $ 99,804.66 58,343.01 62,025.47

1,987.92 3,252.03 2,899.24 26,834.69 $ 155,342.36 482.485195 Passports and Immunizations 1,210.00 5200 Fuel

5201 Fuel 931,288.65 5202 Fuel Cost Over Base 51,739.40 Total 5200 Fuel $ 983,028.05 Total 5100 Other Trip Expense- EAAircraft $ 1,450,672.26 5305 Crew Service Exp
- CA 983.00 5310 Crew Service Exp
- PIC, SIC 3,114.60 Total 5000 Charter Expenses $ 2,114,769.86 5500 Managed Aircraft Expenses

5520 Aircraft Payroll Exp 2,532.30 5540 Maintenance Expense 11,061.88 Total 5500 Managed Aircraft Expenses $ 13,594.18 5600 Aircraft Maintenance Reserve

5610 Aircraft Maintenance Reserve- N97EA 434,522.52 Total 5600 Aircraft Maintenance Reserve $ 434,522.52 5650 Aircraft Maintenance 48,004.43

5651 Aircraft Maint- Elite Aircraft 28,893.92 5652 Aircraft Maint- N97EA 309,160.75 Total 5650 Aircraft Maintenance $ 386,059.10 5660 Subscriptions & Publications 10,790.94 5665 Flight Crew Uniforms 7,659.95 5700 Cost of labor

5711 Payroll
- #200 Flight Crew
- N97EA 593,848.61 5712 Payroll Taxes- #200 Flight Crew- N97EA 53,347.29 5721 Health Insurance 33,502.41 5722 Dental Insurance 2,270.19 5723 Vision Insurance 332.17 Total 5700 Cost of labor $ 683,300.67 5800insurance Expense

5820 Aircraft Liability Ins. 257,334.65 5830 Workers Comp. Ins. 20,023.14 Total 5800 Insurance Expense $ 277,357.79 Total Cost of Goods Sold $ 3,928,055.01 Gross Profit -$ 298,724.78 Expenses

6100 Aircraft Supplies 744.95

6104 Maintenance Supplies 3,822.68 6105 Medical Supplies 4,874.89 Total 6100 Aircraft Supplies $ 9,442.52 6110 Automobile Expense 4,353.98 6120 Bank Service Charges 25.00

6124 Bank Charges 1,068.09 6125 CC Finance Charge 4,069.80 6126 Credit Card Fees 2,074.67 6127 Finance Fees 5,000.00 Total 6120 Bank Service Charges $ 12,237.56 6130 Computer Software 3,431.73 6135 Charitable Donations 345.64 6150 Company Plane 27,155.71 6170 Dues and Subscriptions 16,266.71 6175 Office Equip/Furniture Purchase (deleted) 3,528.846180 Fees & Licensing 2,850.29 6182 FET Penalty & Interest 813.86 6190 Flight Communications 21,021.09 6195 Flight Planning 44,282.24 6200 HR/Recruiting 165.00

6202 Recruiting 55,150.37 6204 Background Checks 7,502.00 6206 HR Expenses 24.95 Total 6200 HR/Recruiting $ 62,842.32 66001nsurance 1,733.00

6620 Bus. Property- Offices 842.41 6630 Auto 818.23 6650 Workers Compensation 9,765.49 Total 6600 Insurance $ 13,159.13 6700 Interest Expense

6710 Finance Charge 6.43 6720 HFC
- Loan Interest 146,290.23 Total 6700 Interest Expense $ 146,296.66 6800 IT Expenses 14,190.31 6865 Loan Fees 37,735.00 6900 Office Supplies 56,963.69 6910 Office Expense 15,018.65 6945 Office Equipment. 14,294.54 6950 Office Equipment- Rental 5,146.09 6980 Outside Service Expense 13,093.42 7000 Payroll Expenses

7010 Payroll- #100 Admin. 560,657.19 7020 Payroll
- #300 Maintenance 206,826.94 7030 Payroll
- #400 Dispatch 170,913.11 7040 Payroll Taxes- #100 Admin. 52,833.22 7050 Payroll Taxes- #300 Maintenance 26,996.23 7060 Payroll Taxes
- #400 Dispatch 18,683.23 7061 Health Insurance 43,026.20 7062 Dental Insurance 2,315.37 7063 Vision Insurance 622.97 7094 Payroll Fees 4,870.41 Total 7000 Payroll Expenses $ 1,087,744.87 7370 Postage and Delivery 37,272.36 7400 Payroll -Administrative

7430 Payroll Taxes. 0.00 Total 7400 Payroll -Administrative $ 0.00 7480 Printing and Reproduction 4,798.68 7490 Professional Development 74,041.66 7500 Professional Fees

7510 Accounting 96,230.60 7520 Consulting 16,000.00 7530 Dispatch Services 2,127.62 7540 Legal Fees 73,591.17 Total 7500 Professional Fees $ 187,949.39 7610 Rent- Office space 94,057.30

7612 Office Parking/Melbourne Airport Parking Employees 2,805.88 Total 7610 Rent
- Office space $ 96,863.187620 Rent- Residential Housing 14,400.00 7630 Maintenance 3,230.62 7650 Repairs 8,852.56

7655 Building Repairs 7,573.41 Total 7650 Repairs $ 16,425.97 7680 Training

7685 Seminars 500.00 7686 Travel 3,003.31 Total 7680 Training $ 3,503.31 7700 Taxes

7740 State 1,600.00 Total 7700 Taxes $ 1,600.00 7750 Telephone 2,930.00

7755 Cell Phones 11,699.93 7762 Data Plans 1,684.16 7770 Office Phones 2,888.88 Total 7750 Telephone $ 19,202.97 7850 Travel & Entertainment 137.50

7855 Airfare 82,252.54 7860 Entertainment 5,660.60 7865 Hotels 36,030.44 7870 Meals 24,499.63 7880 Transportation

7882 Fuel 15,200.81 7885 Rental Car 7,509.58 7886 Parking Expenses 1,937.62 7887 Taxis{Tolls 2,220.50 Total 7880 Transportation $ 26,868.51 Total 7850 Travel & Entertainment $ 175,449.22 7895 Uniforms 1,955.29 7950 Utilities

7955 Gas and Electric 9,107.39 7965 Cable 640.00 7970 Internet connection 16,188.53 Total 7950 Utilities $ 25,935.92 Total Expenses $ 2,274,843.42 Net Operating Income -$ 2,573,568.20 Net Income -$ 2,573,568.20

Friday, Apr 03, 2015 03:19:29 PM PDT GMT-7- Accrual BasisIncome 4000 Charter Income

4010 Charter Income- Elite Aircraft Total 4000 Charter Income Total Income Cost of Goods Sold

5000 Charter Expenses

5010 Aircraft Lease- N97EA 5100 Other Trip Expense- EA Aircraft

5110 Airline Tickets 5136 Catering 5165 Landing Fees 

## Elite Airways, LLC Profit and Loss January- December 2012

Total 5100 Other Trip Expense
- EAAircraft 5305 Crew Service Exp
- CA 5310 Crew Service Exp- PIC, SIC Total 5000 Charter Expenses 5600 Aircraft Maintenance Reserve 5650 Aircraft Maintenance 5700 Cost of labor

5710 Payroll 5730 Payroll Taxes Total 5700 Cost of labor 5800insurance Expense

5820 Aircraft Liability Ins. 5830 Workers Comp. Ins. Total 5800 Insurance Expense Total Cost of Goods Sold Gross Profit Expenses

6120 Bank Service Charges

6126 Credit Card Fees Total 6120 Bank Service Charges 6130 Computer Software 6170 Dues and Subscriptions 6180 Fees & Licensing 6600insurance

6650 Workers Compensation Total 6600 Insurance 6800 IT Expenses 6880 Management Fees RVL Group 6900 Office Supplies 6950 Office Equipment- Rental 7000 Payroll Expenses

7094 Payroll Fees Total 7000 Payroll Expenses 7370 Postage and Delivery Total
351,504.00 $ 351,504.00 $ 351,504.00
110,000.00
50.00 17.73 41.36 $ 109.09 200.00 778.98 $ 111,088.07 72,919.20 17,395.72 159,199.76

9,677.39 $ 168,877.15 52,352.00

2,834.92 $ 55,186.92 $ 425,467.06 -$ 73,963.06

0.00 $ 0.00 271.23

59.50 450.00 2,158.88 0.00 $ 2,158.88 2,598.60 75,000.00 11 '132.22 10.00 0.00 214.79 $ 214.79 4,159.007400 Payroll -Administrative 7430 Payroll Taxes. 0.00 Total 7400 Payroll -Administrative $ 0.00 7480 Printing and Reproduction 0.00 7490 Professional Development 9,263.34 7500 Professional Fees 6,672.00

7530 Dispatch Services 9,121.94 Total 7500 Professional Fees $ 15,793.94 7610 Rent- Office space 1,735.00 7620 Rent- Residential Housing 4,135.00 7630 Maintenance 1,320.00 7750 Telephone 1,412.00

7755 Cell Phones 400.04 7765 Dispatch Phones 1,210.00 Total 7750 Telephone $ 3,022.04 7850 Travel & Entertainment 621.74

7855 Airfare 21,968.44 7865 Hotels 15,098.18 7870 Meals 5,050.03 7880 Transportation

7882 Fuel 968.31 7885 Rental Car 2,455.78 7886 Parking Expenses 127.00 Total 7880 Transportation $ 3,551.09 Total 7850 Travel & Entertainment $ 46,289.48 7950 Utilities

7955 Gas and Electric 400.46 7970 Internet connection 170.00 Total 7950 Utilities $ 570.46 Total Expenses $ 178,183.48 Net Operating Income -$ 252,146.54 Net Income -$ 252,146.54

Friday, Apr 03, 2015 03:21:30 PM PDT GMT-7- Accrual BasisASSETS Current Assets

Bank Accounts 

## Elite Airways, LLC Balance Sheet As of February 28, 2015

1000 Bank of America- 9414 (deleted) 1005 SBBT/UNION BANK- 3717 1006 Bank ofAmerica- 1265 1006 CNB-6931/EA (deleted) Total Bank Accounts Accounts Receivable

1100 Accounts Receivable 1105 Unbilled Receivable 1110 Accts Rec
- Reserve for Bad Debt Total Accounts Receivable Other current assets

1010 PettyCash 1200 Contractual Receivables

1201 Contractual Receivables- Flown (deleted) 1202 Contractual Receivables- Monthly Estimate (deleted) 1203 Contractual Receivables Payments (deleted) Total1200 Contractual Receivables 1265 11 EA- Maintenance 1270 Prepaid Expenses

1271 Aircraft Liability Ins. 1272 Captain's Training 1273 First Officer's Training 1274 PilotTraining 1275 Other 1276 Worker's Comp. Ins. 1277 Legal 1278 Fuel- EpicAviation 1279 TSA Services 1280 AC Maintenance Total1270 Prepaid Expenses 1281 Call Options 1285 Payroll Clearing 1395 Outside Services 1510 Loan Receivable 1520 Employee Advances/Manual Checks 1540 Due To/From RCBL interbanktransfers Total Other current assets Total Current Assets Fixed Assets

1601 Aircraft- N96EA

Original Cost Total 1601 Aircraft
- N96EA Total

0.00 0.00 984,542.37 0.00 $ 984,542.37 448,794.17

31 '141.36 -10,000.00 $ 469,935.53 3,772.72
0.00 0.00 0.00 $ 0.00 0.00 182,802.37 0.00 0.00 115,757.04 181,002.00 34,461.30

3,500.00 16,433.50 30,757.26 0.00 $ 564,713.47 0.00 13,470.16 0.00 0.00 0.00 0.00 0.00 $ 581,956.35 $ 2,036,434.25
2,807,479.66 $ 2,807,479.661602 Aircraft- N91 EA Original Cost Total 1602 Aircraft- N91 EA 1603 Aircraft • N92EA

Original Cost Total 1603 Aircraft
- N92EA 1604 Aircraft- N93EA

Original Cost Total 1604 Aircraft- N93EA 1610 Office Equipment 1620 Software 1625 Software-Aircraft Maintenance 1650 Airplane Maintenance Tools & Equipment 1655 Furniture & Fixtures 1690 Accumulated Depreciation Total Fixed Assets Other Assets

1300 121 Certificate Total 1300 121 Certificate 1750 Security Deposit (Paid) Total Other Assets TOTAL ASSETS LIABILITIES AND EQUITY

Liabilities

Current Liabilities

Accounts Payable

2000 Accounts Payable 2010 Due to RVL Total Accounts Payable Credit Cards

2014 Capitol One Total Credit Cards Other Current Liabilities

2005 Accrued Expenses 2006 Accrued Expenses
- Aircraft Fuel 2007 Accrued Expenses
- Payroll 2015 Customer Deposits

2017 Sub-Service Credits Total 2015 Customer Deposits 2020 Due to RVL Group 2025 HFC Acceptance, LLC Current Loan 2030 HFC Acceptance, LLC-Short Term Loan 2040 Due to/from Lyle 2045 Due to/from Elite Airways Tours LLC 2050 Reserve-Aircraft Maintenance 2051 Reserve-Aircraft Maintenance-Owned Planes 2100 Payroll Liabilities 2220 Direct Deposit Payable (deleted) 2230 *Direct Deposit Liabilities (deleted) 2310 Unearned Charter Income-Leased Aircraft (deleted) 2410 Accrued- Charter Income Lease (deleted) 2510 FET 7.5% Tax 2,661,117.14 $ 2,661,117.14 2,756,740.92 $ 2,756,740.92 2,825,497.29 $ 2,825,497.29 60,888.21 24,835.04 164,787.75 50,554.00

1,882.01 -744,487.10 $ 10,609,294.92 3,974,705.96 $ 3,974,705.96 131,688.88 $ 4,106,394.84 $ 16,752,124.01

1,656,492.47 0.00 $ 1,656,492.47 0.00 $ 0.00 4,671.63 36,047.85

8,500.00 1'716,250.50 40,002.75 $ 1,756,253.25 0.00 1,210,714.32

700,000.00 0.00 -400.00 1,061,748.36

148,243.60 0.00 0.00 0.00 0.00 0.00 121,585.822515 FET Domestic Segment Fees 10,564.00 2520 FET International Arrival/Departure 0.00 2527 FET- Fuel Tax Credits 87,439.12 2530 New York Disability Ins. 0.00 Total Other Current Liabilities $ 5,145,367.95 Total Current Liabilities $ 6,801,860.42 Long-Term Liabilities

2700 Security Deposits 0.00 2710 HFC Acceptance, LLC. 5,778,578.34 2725 Note- Maintenance Software 155,250.00 Total Long-Term Liabilities $ 5,933,828.34 Total Liabilities $ 12,735,688.76 Equity

3000 Common Contributions-Net

3100 Common Contributions-Net 3,455,990.43 Total 3000 Common Contributions-Net $ 3,455,990.43 3200 Preferred Contributions 3,000,000.00

3250 Preferred Distributions -391 ,083.37 Total 3200 Preferred Contributions $ 2,608,916.63 3500 Retained Earnings -4,331,638.26 Net Income 2,283,166.45 Total Equity $ 4,016,435.25 TOTAL LIABILITIES AND EQUITY $ 16,752,124.01

Friday, Apr 03, 2015 02:44:12 PM PDT GMT-7- Accrual BasisASSETS Current Assets

Bank Accounts 

## 1=1ne Airways, LLC Balance Sheet As of December 31, 2014

1000 Bank ofAmerica- 9414 (deleted) 1005 SBBT/UNION BANK- 3717 1006 Bank ofAmerica- 1265 1006 CNB-6931/EA (deleted) Total Bank Accounts Accounts Receivable

1100 Accounts Receivable 1105 Unbilled Receivable Total Accounts Receivable Other current assets

1 01 0 Petty Cash 1200 Contractual Receivables

1201 Contractual Receivables- Flown (deleted) 1202 Contractual Receivables- Monthly Estimate (deleted) 1203 Contractual Receivables Payments (deleted) Total 1200 Contractual Receivables 1270 Prepaid Expenses

1271 Aircraft Liability Ins. 1272 Captain's Training 1273 First Officer'sTraining 1274 PilotTraining 1275 Other 1276 Worker's Comp. Ins. 1277 Legal 1278 Fuel- Epic Aviation Total 1270 Prepaid Expenses 1281 Call Options 1395 Outside Services 1510 Loan Receivable 1520 Employee Advances/Manual Checks 1540 Due To/From RCBL interbanktransfers Total Other current assets Total Current Assets Fixed Assets

1601 Aircraft- N96EA

Original Cost Total1601 Aircraft- N96EA 1602 Aircraft
- N91 EA

Original Cost
Total 1602 Aircraft
- N91 EA Total

0.00 0.00 713,029.69 0.00 $ 713,029.69 299,414.47 0.00 $ 299,414.47 4,779.00
0.00 0.00 0.00 $ 0.00 128,928.31 0.00 0.00 62,894.56 170,495.92 42,540.58

8,500.00 19,680.24 $ 433,039.61 4,011.00 0.00 0.00 0.00 0.00 0.00 $ 441,829.61 $ 1,454,273.77

2,807,479.66 $ 2,807,479.66

2,661,117.14 $ 2,661,117.141603 Aircraft- N92EA Original Cost Total 1603 Aircraft
- N92EA 1604 Aircraft- N93EA

Original Cost Total 1604 Aircraft
- N93EA 1610 Office Equipment 1620 Software 1625 Software-Aircraft Maintenance 1650 Airplane Maintenance Tools & Equipment 1690 Accumulated Depreciation Total Fixed Assets Other Assets

1300 121 Certificate Total 1300 121 Certificate 1750 Security Deposit (Paid) Total Other Assets TOTAL ASSETS LIABILITIES AND EQUITY

Liabilities

Current Liabilities

Accounts Payable

2000 Accounts Payable 2010 Due to RVL Total Accounts Payable Credit Cards

2014 Capitol One Total Credit Cards Other Current Liabilities

2005 Accrued Expenses 2015 Customer Deposits 2020 Due to RVL Group 2025 HFC Acceptance, LLC Current Loan 2030 HFC Acceptance, LLC-Short Term Loan 2040 Due to/from Lyle 2045 Due to/from Elite Airways Tours LLC 2050 Reserve-Aircraft Maintenance 2051 Reserve-Aircraft Maintenance-Owned Planes 2100 Payroll Liabilities 2220 Direct Deposit Payable (deleted) 2230 *Direct Deposit Liabilities (deleted) 2310 Unearned Charter Income-Leased Aircraft (deleted) 2410 Accrued- Charter Income Lease (deleted) 2510 FET 7.5% Tax 2515 FET Domestic Segment Fees 2,756,740.92 $ 2,756,740.92

2,787,340.29 $ 2,787,340.29 46,928.53 24,835.04 162,000.00 50,554.00 -577,194.96 $10,719,800.62

3,974,705.96 $ 3,974,705.96 6,688.88 $ 3,981 ,394.84 $16,155,469.23

1,023,039.39 0.00 $ 1,023,039.39 0.00 $ 0.00 11,152.07 4,243,298.14 0.00 1,210,714.32

700,000.00 0.00 -400.00 954,040.65

81,308.26 0.00 0.00 0.00 0.00 0.00 111,861.04 872.002520 FET International Arrival/Departure 2530 New York Disability Ins. Total Other Current Liabilities Total Current Liabilities Long-Term Liabilities

2700 Security Deposits 2710 HFC Acceptance, LLC. 2725 Note- Maintenance Software Total Long-Term Liabilities Total Liabilities Equity

3000 Common Contributions-Net

3100 Common Contributions-Net Total 3000 Common Contributions-Net 3200 Preferred Contributions

3250 Preferred Distributions Total 3200 Preferred Contributions 3500 Retained Earnings Net Income Total Equity TOTAL LIABILITIES AND EQUITY

Friday, Apr 03, 2015 02:40:58 PM PDT GMT-7- Accrual Basis 385.00 0.00 $ 7,313,231.48 $ 8,336,270.87
0.00 5,879,471.22

159,750.00 $ 6,039,221.22 $14,375,492.09

3,455,990.43 $ 3,455,990.43

3,000,000.00

-344,375.03 $ 2,655,624.97

-2,825,714.74 -1,505,923.52 $ 1,779,977.14 $16,155,469.23ASSETS Current Assets

Bank Accounts 

## Elite Airways, LLC Balance Sheet As of December 31, 2013

1000 Bank of America- 9414 (deleted) 1005 SBBT/UNION BANK- 3717 1006 Bank ofAmerica- 1265 1006 CNB-6931/EA (deleted) Total Bank Accounts Accounts Receivable

1100 Accounts Receivable Total Accounts Receivable Other current assets

1200 Contractual Receivables

1201 Contractual Receivables- Flown (deleted) 1202 Contractual Receivables- Monthly Estimate (deleted) 1203 Contractual Receivables Payments (deleted) Total1200 Contractual Receivables 1270 Prepaid Expenses

1271 Aircraft Liability Ins. 1272 Captain's Training 1273 First Officer'sTraining 1274 Pilot Training 1275 Other 1276 Worker's Comp. Ins. 1277 Legal Total 1270 Prepaid Expenses 1395 Outside Services 1510 Loan Receivable 1520 Employee Advances/Manual Checks Total Other current assets Total Current Assets Fixed Assets

1601 Aircraft
- N96EA

Original Cost Total 1601 Aircraft- N96EA 1602 Aircraft- N91 EA

Original Cost Total 1602 Aircraft- N91 EA 1603 Aircraft- N92EA

Original Cost Total 1603 Aircraft
- N92EA 1604 Aircraft- N93EA

Original Cost Total 1604 Aircraft
- N93EA 1610 Office Equipment 1620 Software $

$

$

$

$ $

$

$

$

$ Total

0.00 492.07 56,401.09 0.00 56,893.16 50,429.40 50,429.40

0.00 0.00 0.00 0.00 225,240.27 0.00 0.00 85,479.94 22,595.00 39,716.28

5,000.00 378,031.49 0.00 12,932.96 0.00 390,964.45 498,287.01

2,550,125.94 2,550,125.94 2,548,908.08 2,548,908.08 2,502,532.55 2,502,532.55 2,495,864.08 2,495,864.08 14,537.83 24,835.04Total Fixed Assets $ 1 0,136,803.52 Other Assets

1300 121 Certificate 3,974,705.96 Total1300 121 Certificate $ 3,974,705.96 1750 Security Deposit (Paid) 6,688.88 Total Other Assets $ 3,981 ,394.84 TOTAL ASSETS $ 14,616,485.37 LIABILITIES AND EQUITY

Liabilities

Current Liabilities

Accounts Payable

2000 Accounts Payable 964,625.84 2010 Due to RVL 0.00 Total Accounts Payable $ 964,625.84 Credit Cards

2014 Capitol One 15,574.87 Total Credit Cards $ 15,574.87 Other Current Liabilities

2005 Accrued Expenses 23,732.76 2015 Customer Deposits 949,649.03 2020 Due to RVL Group 75,000.00 2050 Reserve-Aircraft Maintenance 507,441.72 2100 Payroll Liabilities 0.00 2220 Direct Deposit Payable (deleted) 0.00 2230 *Direct Deposit Liabilities (deleted) 0.00 2310 Unearned Charter Income-Leased Aircraft (deleted) 0.00 2410 Accrued- Charter Income Lease (deleted) 0.00 2510 FET 7.5% Tax 71,683.03 2515 FET Domestic Segment Fees 6,119.10 2520 FET International Arrival/Departure 0.00 Total Other Current Liabilities $ 1,633,625.64 Total Current Liabilities $ 2,613,826.35 Long-Term Liabilities

2700 Security Deposits 0.00 2710 HFC Acceptance, LLC. 8,300,900.00 Total Long-Term Liabilities $ 8,300,900.00 Total Liabilities $ 10,914,726.35 Equity

3000 Common Contributions-Net

3100 Common Contributions-Net 3,582,890.43 Total 3000 Common Contributions-Net $ 3,582,890.43 3200 Preferred Contributions 3,000,000.00

3250 Preferred Distributions -55,416.67 Total 3200 Preferred Contributions $ 2,944,583.33 3500 Retained Earnings -252,146.54 Net Income -2,573,568.20 Total Equity $ 3,701,759.02 TOTAL LIABILITIES AND EQUITY $ 14,616,485.37

Friday, Apr 03, 2015 03:02:31 PM PDT GMT-7- Accrual BasisASSETS Current Assets

Bank Accounts 

## Elite Airways, LLC Balance Sheet As of December 

### 31, 2012

1000 Bank ofAmerica- 9414 (deleted) 1005 SBBT/UNION BANK- 3717 1006 CNB-6931/EA (deleted) Total Bank Accounts Other current assets

1200 Contractual Receivables

1201 Contractual Receivables- Flown (deleted) 1203 Contractual Receivables Payments (deleted) Total1200 Contractual Receivables 1270 Prepaid Expenses

1273 First Officer'sTraining 1276 Worker's Comp. Ins. Total1270 Prepaid Expenses 1395 Outside Services 1510 Loan Receivable Total Other current assets Total Current Assets Fixed Assets

1610 Office Equipment 1620 Software Total Fixed Assets Other Assets

1300 121 Certificate Total1300 121 Certificate 1750 Security Deposit (Paid) Total Other Assets TOTAL ASSETS LIABILITIES AND EQUITY

Liabilities

Current Liabilities

Accounts Payable

2000 Accounts Payable 201 0 Due to RVL Total Accounts Payable Other Current Liabilities

2020 Due to RVL Group 2050 Reserve-Aircraft Maintenance 2100 Payroll Liabilities 2220 Direct Deposit Payable (deleted) 2230 *Direct Deposit Liabilities (deleted) 2410 Accrued- Charter Income Lease (deleted) Total Other Current Liabilities Total Current Liabilities Total

0.00 115,313.26 0.00 $ 115,313.26

351,504.00 -643,525.46 -$ 292,021.46 42,316.66

7,748.43 $ 50,065.09 0.00 12,000.00 -$ 229,956.37 -$ 114,643.11 22,404.74

3,835.04 $ 26,239.78 3,97 4,705.96 $ 3,974,705.96 1,500.00 $ 3,976,205.96 $ 3,887,802.63

76,679.69 0.00 $ 76,679.69 75,000.00 72,919.20 409.85

0.00 0.00 0.00 $ 148,329.05 $ 225,008.74Long-Term Liabilities 2700 Security Deposits 200,000.00 Total Long-Term Liabilities $ 200,000.00 Total Liabilities $ 425,008.74 Equity

3000 Common Contributions-Net

3100 Common Contributions-Net 3,714,940.43 Total 3000 Common Contributions-Net $ 3,714,940.43 3500 Retained Earnings 0.00 Net Income -252,146.54 Total Equity $ 3,462,793.89 TOTAL LIABILITIES AND EQUITY $ 3,887,802.63

Friday, Apr 03, 2015 03:07:06 PM PDT GMT-7- Accrual Basis

## EliteAirways: Application for Certificate ofPublic Convenience and Necessity 

# Exhibit 9 Response to Financial Positon Data Requirements Response to Compliance Disposition Data RequirementsElite Airways Response to Financial Position Data Requirements The following responds to the request for statements on page 18 (#2) and page 20 (#6) ofthe DOT Fitness Guidance. 

### 1. 

### List anyliens orencumbrances against any ofapplicant's assets, including thosepledges as collateralfor any outstanding obligations. Security Agreement with Hankey Finance Corporation for four CRJ-200 aircraft, N91EA, N92EA, N93EA, N96EA, recorded with FAA. 

### 2. 

### List any majorcommitmentinto which applicant has enteredduring thepast 6 months, orproposes to enterinto during the next 6 months, including bankorotherinstitutional financing, privatefinancing, issuance ofbonds orstockin Elite, ormajorcontracts to perform services. None 

### 3. 

### List any transaction in which applicantsoldorexchangedany majorassets during the past 6 months, orplans to sell orexchange within the next6months, including howany funds realized from those transactions were orare intended to be used. None 

### 4. 

### List any liabilities thatare more than 60 days pastdue atthe time ofthe application, including the amountand the circumstances underwhich theyarepastdue and will be paid. None 

### 5. 

### List any contingent liabilities thatmayhave an effecton the applicant'sfinancialposture (e.g., lawsuits, pendingjudgments), includingplans to meetthose obligations. None 

### 6. 

### List any events thatoccurredafter thepreparation ofthe mostrecent financial statements thatmayhave a significant impact on thefinancialposition ofthe applicant. Ifno such events have occurred, provide a statementto thateffect. No Events 

### 7. 

### A description ofall outstandingjudgments against the applicant

### a. All actions andoutstandingjudgments of more than $5,000 against the applicant and the amountofeach suchjudgment, theparty to whom it is payable andhow long it has been outstanding. None 

### b. List the numberofactions andoutstandingjudgments ofless than $5,000against the applicant and the total amountowedon each suchjudgment. None Response to Compliance Disposition data requirements, page 21-22 (#1-#4) 

### 8. List allpending investigations, enforcementactions or formal complaintsfiled by the DepartmentofTransportation, including the FAA, involving applicant, regarding compliance with the FederalAviationActororders, rules orregulations issuedpursuant to the statute andany corrective actions taken. There are no such pending investigations, enforcement actions or formal complaints. 

### 9. 

### Describe anycharges (civil orcriminal) within thepast 10years broughtagainst applicant, of fraud,felony, orantitrust violations, orofunfair, anticompetitive or deceptive businesspractices, including their final disposition orcurrentstatus. No such civil or criminal charges have been brought against applicant since its incorporation. 

### 10. 

### Please describe any aircraft accidentorincident experience byapplicant, which occurred during theprevious yearpreceding the date ofthe application oratany time in thepast which remains underinvestigation bythe FAA, NTSB orbyany otherentity. Include the date ofthe occurrence, the type of flight, the numberof passengers andcrew on board andan enumeration ofinjuries and fatalities, anddescribe the damage to the aircraft. Provide FAA andNTSBfile numbers andthe status ofany investigation, including enforcementactions initiatedagainst the carrieroryou. Also describe any actions taken toprevent the recurrence of similarevents. Since beginning operations, applicant has not been involved in any such aircraft accident or incident.

## EliteAirways: Application for Certificate ofPublic Convenience and Necessity 

# Exhibit 10 Forecast Balance Sheet and Profit & 

# Loss StatementFlights (round trips) BBG-HOU-BBG

Total Flight Segments

Average Load Factor(%)

Average Fare Passenger Revenue:

Airfare

Ancillary (15%) Total Revenue Costs

Excise Tax

TSA Security Fee

PFC

Ground Handling

Airport Fees

Fuel

Credit Card Fees

Catering

Ticketing/Reservations BLOCK TIME (Hours)

Aircraft Costs

TOTAL NET INCOME Month 1 20

40

40

179.00 200,480.00

30,072.00

230,552.00 15,036.00

1,198.40

5,040.00

5,280.00

4,600.00

56,492.00

5,813.92

4,000.00

2,000.00

48.60

102,060.00

201,568.92 28,983.08 Month 2 20

40

45

179.00 225,540.00

33,831.00

259,371.00 16,915.50

2,301.60

924.75

4,000.00

4,600.00

56,492.00

6,540.66

4,000.00

2,000.00

48.60

102,060.00

199,883.11 59,487.89 Month 3 20

40 50

179.00 250,600.00

37,590.00

288,190.00 18,795.00

2,251.20

904.50

4,000.00

4,600.00

56,492.00

7,267.40

4,000.00

2,000.00

48.60

102,060.00

202,418.70 85,771.30 Elite Schedule Projections Month 4 20.0

40

50

179.00 250,600.00

37,590.00

288,190.00 18,795.00

1,556.80

562.50

4,000.00

4,600.00

56,492.00

7,267.40

4,000.00

2,000.00

48.60

102,060.00

201,382.30 86,807.70 Month 5 20

40 55

179.00 275,660.00

41,349.00

317,009.00 20,674.50

2,439.10

1,093.50

4,388.08

4,600.00

56,492.00

7,994.14

4,000.00

2,000.00

48.60

102,060.00

205,789.92 111,219.08 Month 6 20

40

60

179.00 300,720.00

45,108.00

345,828.00 22,554.00

2,226.30

805.50

4,388.08

4,600.00

56,492.00

8,720.88

4,000.00

2,000.00

48.60

102,060.00

207,895.36 137,932.64 Month 7 20

40

60

179.00 300,720.00

45,108.00

345,828.00 22,554.00

716.80

261.00

3,234.06

4,600.00

56,492.00

8,720.88

4,000.00

2,000.00

48.60

102,060.00

204,687.34 141,140.66 Month 8 20

40

60

179.00 300,720.00

45,108.00

345,828.00 22,554.00

1,265.60

445.50

3,291.06

4,600.00

56,492.00

8,720.88

4,000.00

2,000.00

48.60

102,060.00

205,477.64 140,350.36 Month 9 20

40

60

179.00 300,720.00

45,108.00

345,828.00 22,554.00

1,618.40

670.50

2,197.65

4,600.00

56,492.00

8,720.88

4,000.00

2,000.00

48.60

102,060.00

204,962.03 140,865.97 Month 10 Month 11 Month 12

20

40 60

179.00 300,720.00

45,108.00

345,828.00 22,554.00

2,161.60

810.00

3,228.06

4,600.00

56,492.00

8,720.88

4,000.00

2,000.00

48.60

102,060.00

206,675.14 139,152.86 20 40 60

179.00 300,720.00

45,108.00

345,828.00 22,554.00

2,525.60

846.00

2,802.42

4,600.00

56,492.00

8,720.88

4,000.00

2,000.00

48.60

102,060.00

206,649.50 139,178.50 20 40

60

179.00 300,720.00

45,108.00

345,828.00 22,554.00

666.40

261.00

814.00

4,600.00

56,492.00

8,720.88

4,000.00

2,000.00

48.60

102,060.00

202,216.88 143,611.12

ASM's 1,346,800.00 1,346,800.00 1,346,800.00 1,346,800.00 1,346,800.00 1,346,800.00 ########### ########### ########### ########### ########### ###########

Break Even Load Factor Notes; Aircraft Costs include Crew, Maintenance Reserves

Fuel Avg Burn 487 Gallons actual

HOU-BBG Fuel $2.90 per gal into plane 36% 36% 36% 36% 36% 36% 36% 36% 36% 36% 36% 36% First Year Total 240.00

480.00 3,307,920.00

496,188.00

3,804,108.00 248,094.00

20,927.80

12,624.75

41,623.41

55,200.00

677,904.00

95,929.68

48,000.00

24,000.00

583.20

1,224, 720.00

2,449,606.84 1,354,501.16

## EliteAirways: Application for Certificate ofPublic Convenience and Necessity 

# Exhibit 11 OST Form 6410- Certificate ofInsuranceAGENCY DISPLAY OFESTIMATED BURDEN The public reporting burden for this collection ofinformation is estimated to average 30 minutes perresponse. Ifyou wish to comment on the accuracy ofthe estimate ormake suggestions for reducing this burden, please direct your comments to: U.S. Department ofTransportation, Office ofAviation Analysis, X-56, 400 7"' St., SW., Washington, D.C. 20580. According to the Paperwork Reduction Act of1995, no persons are required to respond to a collection ofinformation unless it displays a valid OMB control number. NOTE: For information on where to file completed copies ofthis form, see FILING INSTRUCTIONS below. Office ofthe Secretary ofTransportation OMB No. 2106-0030 Expires 9-30-2007 

### U.S. AIRCARRIERS- CERTIFICATE OF INSURANCE POLICIES OF INSURANCE FOR AIRCRAFT ACCIDENT BODILY INJURY AND PROPERTY DAMAGE LIABILITY FILINGINSTRUCTIONS: File a signed original ofthis form with the Federal Aviation Administration, AFS-260,800 Independence Ave., S.W., Washington, D.C. 20591. (See EXCEPTIONS I and 2below).

EXCEPTION 1: IfBlock 28 on the reverse is filled in because the insured is a commuter air carrier, file a signed original ofthis form with the Department of Transportation, air CarrierFitness Division, X-56, 400 7"' St., SW, Washington, DC 20590.

EXCEPTION 2: For l!!!Y insured that is located in the State ofAlaska (regardless as to whether Block 2A, 2B or 2C is filled in), file a signed original ofthis form with the Federal Administration, Alaskan Region Hq., AAL-230, 222 W. 7"' Ave., #14, Anchorage, Alaska 99513 (Please type information, exceptsignatures.) THIS CERTIFIES THAT: SEE ATTACHED SECURITY SHEET (Name oflnsurer) has issued a policy orpolicies ofAircraft Liability Insurance to

**~E~h!!:·te!<....!:A~i.!..:rw!!..!!.ay~s~.-'L""L"'C"---------------------------** 97A Exchange Street. Suite 204 Portland ME 04101-5016 FAA Certificate Number 19EA891L (Name, address and FAA Certificate number ofInsured U.S. Air Carrier effective from May I. 2014 until ten (10) days after written notice from the insurer orcarrier ofthe intent to terminate coverage is receivedbythe Department ofTransportation. NOTE: Part 205 ofthe Department's Regulations does not allow for a predetermined termination date, and a certificate showing such a date is unacceptable. I. The Insurer (CheckOne): 

### t8J is licensed to issued aircraft insurancepolicies in theUnited States; 

### D is licensed orapproved bythe governmentof__________________to issued aircraft insurance policies, or 

### D is an approved surplus line insurerin the State(s) of____________________ _ 2. The insurer assumes, underthepolicyorpolicies listed below, aircraft accident liability insured to minimums at least equal to the following during operation, maintenance, oruse ofaircraft in "airtransportation" as thatterm is defined in 49 U.S.C. 40102. (Comolete applicable section(s)A B or C below): A. U.S. AIRTAXI OPERA TORS (EXCLUDING U.S. COMMUTERAIR CARRIERS) WITH PART 298 AUTHORITY ONLY: The aircraft covered bythis policy are SMALLAIRCRAFT (i.e., with 60 orfewerpassenger seats orwith a maximumpayload capacity of 18,000poundsorless). (Complete separate orcombined coverage as appropriate). 

### 0 Separate Coverages: Policy No. Tvoe ofLiability Bodily Injury Liability (Excluding Passengers) Passenger Bodily injury

Property Damage Minimum Limit Each person Each Occurrence $75,000 $300.000 $75,000 $75,000 x 75% of

$100,000 total number of passenger seats installed in aircraft 

### 0 Combined Coverage. The amount ofcoverage set forth below is a single limit ofliability for each occurrence at least equal to the required minimum stated above for bodily injury (excluding passengers), property damage, and passengerbodily injury. Policy No.--------------- Amount ofCoverage-------------- 

### 0 This policy covers CARGO operations only and exclude passenger liability insurance.

OST Form 6410B. U.S. COMMUTERAIR CARRIERS OR CERTIFICATED AIR CARRIERS OPERATING SMALLAIRCRAFT The aircraft covered by this policy are SMALLAIRCRAFT (i.e., with 60 or fewer passenger seats or with a maximum payload capacity of 18,000 pounds or less). (Complete separate or combined coverage as aporooriate): 

### 0 Separate Coverages: Policy No. Type ofLiability Combined Bodily Injury (ExcludingPassengers other than cargo attendants) and Property Damage Liability Passenger Bodily injury Minimum Limit Each oerson $300,000 $300,000 Each Occurrence $2,000.000 $300,000 x 75% of total number of passenger seats installed in aircraft 

### 0 Combined Coverage. The amount ofcoverage setforth below is a single limitofliability for each occurrence at least equal to the required minimums stated above for bodily injury (excludingpassengers), property damage, and passenger bodily injury. Policy No.---------------- Amount ofCoverage--------------- 

### 0 This policy covers CARGO operations only and exclude passenger liability insurance. C. U.S. CERTIFICATED AIRCARRIERS OPERATINGLARGE AIRCRAFT The aircraft covered by this policy are LARGE AIRCRAFr (i.e., with more than 60 passenger seats or with a maximum payload capacity ofmore than 18,000pounds). (Complete separate or combined coverage

**a~** appropriate): 

### 0 Separate Coverages: Minimum Limit Policy No. Type ofLiability Each person Each Occurrence Combined Bodily Injury (Excluding Passengers other than cargo attendants) and Property Damage Liability $300,000 $300,000 $2,000.000 $300,000 x 75% of total number of passenger seats installed in aircraft Passenger Bodily injury

12:1 Combined Coverage. The amount ofcoverage set forth below is a single limit ofliability for each occurrence at least equal to the required minimums stated above for bodily injury (excludingpassengers), property damage, and passenger bodily injury. Policy No. See Attached Security Sheet Amount ofCoverage-"$'-"3"'0""0"'0""00"-""0f,JOcL....________ _ 0 This policy covers CARGO operations only and exclude passenger liability insurance. 3. The policy or policies listed in this certificate insure(s) (Check One): 12:1 Operations conducted with all aircraft operated by the insured 

### 0 Operations conducted with the following types ofaircraft: 0 Operations with the following aircraft: (Use additional page ifnecessary) Make and Model FAA or Foreign Flag Registration No.

4. Each policy listed in this certificate meets or exceeds the requirements in 14 CFR Part 205. SEE ATTACHED SECURITY SHEET Aon Risk Services Inc. (Name ofInsured) (Name ofBroker, ifapplicable) 1001 Brickell Bay Drive Suite 1100 (Address) (Address) Miami FL 33131 (City, State, Zip Code) (City, State, Zip Code) Nick Sirianni Vice President Contact (person who can verify the effectiveness ofthe coverage) (Officer or authorized representative) 305-961-6176 305-372-8599 (Area Code, Phone Number) (Area Code, Fax Number) (Area Code

**Phnn~ 1\Tnmh~•\**  r

**"'~" rnri~**  Fax Number) (Signature ifapplicable) March 13 2015

Date DateELITE AIRWAYS LLC SECURITY SHEET- HULL AND LIABILITY
POLICY TERM: May 27, 2014- May 27, 2015 on both dates at 12:01 A.M. Local Standard Time at the address of the Named Insured. INSURER/ADDRESS Starr Surplus Lines Insurance Company lronshore Specialty Insurance Company through StarrAviation Agency, Inc. 3353 Peachtree Road, NE, Suite 1000 Atlanta, GA 30326 Underwriters at Lloyd's of London and other London Companies through Aon Limited, Aviation 8 Devonshire Square London, EC2M 4PL, UK XL Specialty Insurance Company One World Financial Center 200 Liberty Street, 21st Floor New York, NewYork 10281 Catlin Insurance Company, Inc c/o W. Brown & Associates Insurance Services 4675 MacArthur Court, Suite 770 Newport Beach, CA 92660 StarNet Insurance Company through BerkleyAviation, LLC 3780 State Street, Suite C Santa Barbara, CA 93105 Great American Insurance 197 Route 18 South, Suite 3000 East Brunswick, NJ 08816 POLICY NUMBER SASLAMR63616613-03 IHM1 00157-03

AM1434401

UA00006927AV14A

NQC4024490

BA-13-05-00078

QS2406120-00

TOTAL
SEVERAL LIABILITY NOTICE QUOTA SHARE 19.5%

5.5%

36.0%

12.0%

10.0%

10.0%

7.0%

100.0%

The subscribing insurers' obligations under contracts of insurance to which they subscribe are several and not joint and are limited solely to the extent oftheir individual subscriptions. The subscribing insurers are not responsible for the subscription of any co-subscribing insurer who for any reason does not satisfy all or part of its obligations. LSW 1001 (Insurance)

## EliteAirways: Application for Certificate ofPublic Convenience and Necessity 

# Exhibit 12 OSTForm 4523

- MontrealAgreement Signed CounterpartU.S. Department ofTransportation Office ofthe Secretary ofTransportation 

## AGREEMENT Docket OST 95-236

The undersigned carriers (hereinafter referred to as "the Carriers") hereby agree as follows: 1. Each ofthe Carriers shall, effective May 16, 1966, include the following in its conditions ofcarriage, including tariffs embodying conditions ofcarriage tiled by it with any government: "The Carrier shall avail itself ofthe limitation ofliability provided in the Convention for the Unification ofCertain Rules Relating to International Carriage by Air signed atWarsaw October 12th, 1929, or provided in the said Convention as amended by the Protocol signed atThe Hague September 28th, 1955. However, in accordance with Article 22(1) ofsaid Convention, or said Convention as amended by said Protocol, the Carrieragrees that, as to all international transportation by the Carrier as defined in the said Convention or said Convention as amended by said Protocol, which, according to the contract of Carriage, includes a point in the United States ofAmerica as a point oforigin, point of destination, or agreed stopping place (1) The limit of liability for each passengerfor death, wounding, or other bodily injury shall be the sum of US $75,000 inclusive of legal fees and costs, except that, in case ofa claim brought in a State where provision is made for separate award of legal fees and costs, the limit shall be the sum of US $58,000 exclusive of legal fees and costs. (2) The Carrier shall not, with respect to any claim arising out ofthe death, wounding, or other bodily injury ofa passenger, avail itself ofany defense underArticle 20(1) of said Convention or said Convention as amended by said Protocol. Nothing herein shall be deemed to affect the rights and liabilities ofthe Carrier with regard to any claim brought by, on behalf of, or in respect ofany person who has willfully caused damage which resulted in death, wounding, or other bodily injury of a passenger." 2. Each Carrier shall, at the time ofdelivery ofthe ticket, furnish to each passenger whose transportation is governed by the Convention, orthe Convention as amended bythe Hague Protocol, and by the special contract described in paragraph 1, the following notice, which shall be printed in type at least as large as 10 point modern type and in ink contrasting with the stock on (i) each ticket; (ii) a piece ofpaper either placed in the ticket envelope with the ticket or attached to the ticket; or (iii) on the ticket envelope: "ADVICE TO INTERNATIONAL PASSENGER ON LIMITATION OF LIABILITY Passengers on ajourney involving an ultimate destination or a stop in a country otherthan the country of origin are advised thatthe provisions ofa treaty known as the Warsaw Convention may be applicable to the entirejourney, including any portion entirely within the country oforigin ordestination. For such passengers on ajourney to, from, or with an agreed stopping place in the United States ofAmerica, the Convention and special contracts ofcarriage embodied in applicable tariffs provide thatthe liability of [certain ]"' [{name ofcarrier) and certain other] carriers parties to such special contracts for death ofor personal injury to passengers is limited in most cases to proven damages notto exceed US $75,000 per passenger, and thatthis liability up to such limit shall not depend on negligence on the part ofthe carrier. For such passengers traveling by a carrier not a party to such special contracts or on ajourney not to, from, or having an agreed stopping place in the United States ofAmerica, liability ofthe carrierfor death or personal injury to passengers is limited in most cases to approximately US $10,000 or US $20,000. The names of Carriers parties to such special contracts are available at all ticket offices ofsuch carriers and may be examined on request. Additional protection can usually be obtained by purchasing insurance from a private company. Such insurance is not affected by any limitation ofthe carrier's liability underthe Warsaw Convention or such special contracts ofcarriage. Forfurther information please consult your airline or insurance company representative." 3. [This Agreement was tiled with the Civil Aeronautics Board ofthe United States. The Board approved it by Order E-23680, adopted May 13, 1966. The Agreement (Agreement 18900) became effective May 16, 1966. On January 1, 1985, this Agreement became the responsibility ofthe Department ofTransportation (DOT) by operation oflaw.] 4. This Agreement may be signed in any number ofcounterparts, all ofwhich shall constitute one Agreement. Any Carrier may become a party to this Agreement by signing a counterpart hereof and depositing it with DOT. 5. Any Carrier party hereto may withdrawfrom this Agreement by giving

### tw~ ths'

### wr~~eQ_ n ice ofwith

. and the other Carriers parties to the Agreement.

. 

## ::.;;7

- (Signature and Date)**~e..** "::t<t1t'-' *Either alternative may be used. (Printed Name and Tit

## ~**~** IN •

## t--'~~**~-** 

# // (Name and Address of Carrier) _.soe-.Jt:..L'**::r:+F::::~~-:::..........,c.-4+Lt.!!lld:;.:!~!:!IL~"~S.::..'---=L~L~C----** OST Fonn 4523 (FormerlyCAB Form 263)

### ~ 

### Ok**Pt.>~~** 'Sf'7

### CERTIFICATE OFSERVICE



### I certify that, onApril 29, 2015, I caused to be served a copy ofthe foregoingApplication for Certificate ofPublic Convenience and Necessity, by electronic mail upon those addressees listed below: laura.remo@dot.gov (DOT) vanessa.balgobin@dot.gov (DOT) douglas.bordeaux@faa.gov (FAAPrincipal Operations Inspector) steve.morrissey@united.com (United) gmurphy@crowell.com (Counsel for United) sascha.vanderbellen@delta.com (Delta) jhill@cooley.com (Counsel for JetBlue and Hawaiian) perkmann@cooley.com (Counsel for JetBlue and Hawaiian) Jeremy.ross@alaskair.com (Alaska) dheffernan@cozen.com (Counsel for Alaska) jyoung@yklaw.com (Counsel for Spirit) dkirstein@yklaw.com (Counsel for Spirit) bob.kneisley@wnco.com (Southwest) leslie.abbott@wncom.com (Southwest) john.fredericksen@suncountry.com (Sun Country) thomas.ting@suncountry.com (Sun Country) matwood@cozen.com (Counsel for Frontier) slachter@cozen.com (Counsel for Frontier) howard.kass@aa.com (American) agoerlich@ggh-airlaw.com (Counsel for Allegiant) jmaddux@ggh-airlaw.com (Counsel for Allegiant) kday@flydenver.com (Denver InternationalAirport) cmcintyr@panynj.gov (PortAuthority ofNewYork and NewJersey) jbourk@flybranson.com (BransonAirport) jpbourk@aol.com (BransonAirport) gdonovan@mlbair.com (MelbourneAirport)