January 24, 2015

BEFORE THE

DEPARTMENT OF TRANSPORTATION

OFFICE OF THE SECRETARY

WASHINGTON, D.C.

Application of

Menagerie Enterprises, Inc. 

d/b/a Monarch Air

for authority to conduct scheduled 

passenger operations as a commuter air 

carrier under 49 U.S.C. § 41738

DOCKET 2014-0192-

RESPONSE OF RISE ALPHA, LLC

TO DOT INFORMATION REQUEST DATED JANUARY 14, 2015

Nick Kennedy

Founder and Chief Executive Officer

Rise Alpha, LLC

7363 Herb Kelleher 

Dallas, TX 75235

David T. Denney, Esq.

The Law Offices of David T. Denney, P.C.

8350 N. Central Expressway, Suite 925

Dallas, TX 75206

Patricia N. Snyder

G. Brent Connor

Thompson Hine LLP

1919 M Street, NW

Suite 700

Washington, DC 20036-1600

(202) 263-4189

pat.snyder@thompsonhine.com
January 24, 2015

BEFORE THE

DEPARTMENT OF TRANSPORTATION

OFFICE OF THE SECRETARY

WASHINGTON, D.C.

Application of

Menagerie Enterprises, Inc. 

d/b/a Monarch Air

for authority to conduct scheduled 

passenger operations as a commuter air 

carrier under 49 U.S.C. § 41738

DOCKET 2014-0192-

RESPONSE OF RISE ALPHA, LLC

TO DOT INFORMATION REQUEST DATED JANUARY 14, 2015

Rise Alpha, LLC, a ticket agent acting on behalf of its members, is pleased to 

provide the following information to assist the Department in its review of the abovecaptioned application. Rise is neither an applicant in, nor a party to, this proceeding. 

Instead, Rise has a vital interest in the expeditious grant of Monarch Air’s application 

because Rise wishes to charter aircraft from applicant Monarch Air on behalf of its 

membership. Rise has identified significant, urgent demand for its unique business 

model, and it is anxious for Monarch Air to be able to provide air services to its 

membership.

The information in this response was requested in the Department’s request dated 

January 14, 2015. Attached to this application are four exhibits that verify that Rise has 

the necessary financial wherewithal to fulfill financial commitments made to Monarch

Air on behalf of its membership. Those four exhibits are being provided separately under 

cover of a Rule 12 motion for confidential treatment.
Response of Rise Alpha, LLC

to DOT 1/14/15 Information Request

Page 2 of 4

For the Department’s convenience, we reprint below in italics the Department’s 

specific requests for information relating to Rise. Rise’s answers follow in regular type 

after the questions:

3. In your application and supplemental information submitted, you stated 

that Monarch intends to support the Rise operations by drawing on a line of credit 

provided by Rise. However, we are unable to ascertain the veracity of this statement 

without additional information on Rise. Therefore we ask that you please provide the 

following:

a. The line of credit agreement between Rise and Monarch that includes 

the total available line of credit, amount drawn down, terms of repayment, any 

conditions that must be met before funds will be advanced and the expiration 

date.

Initially, the parties assumed that there would be a line of credit between Rise and 

Monarch Air. As planning evolved, Monarch Air required Rise to establish a line of 

credit with a bank for Monarch Air’s sole benefit, to guarantee Rise’s payment. As 

required, Rise has established a revolving line of credit with Liberty Capital Bank of 

Addison, Texas solely for payment of Monarch’s operating expenses in providing the air 

service. The precise terms and conditions of the signed line of credit and note are in 

Exhibit 4, which is being provided to the Department under separate cover subject to a 

motion for confidential treatment.

This line of credit had been previously arranged with the bank so that Rise could 

meet its obligation to Monarch Air once it started providing air service to Rise members. 

However, Rise did not plan to finalize the line of credit until it was closer to opening for 

business. To expedite the Department’s processing of Monarch Air’s application, Rise 

has established the line of credit early. As a result, the line of credit has not yet been 

drawn upon, but could be a source of funds if necessary to reimburse Monarch Air for the 
Response of Rise Alpha, LLC

to DOT 1/14/15 Information Request

Page 3 of 4

costs of the aircraft lease until the Department grants this application so Monarch Air can 

start service. Those lease costs are reflected in Monarch Air’s financial projections.

b. Third party verification of Rise’s ability to extend the line of credit to 

Monarch, including Rise’s current (within 3 months) financial statements, 

together with their accompanying explanatory footnotes. Since Monarch is 

relying on Rise, we need to determine that Rise has the necessary financial 

wherewithal to fulfill any financial commitment made to or on behalf of Monarch.

Monarch Air and Rise together have more than adequate capital to start service. 

In this response, Rise has provided information regarding its own initial capitalization 

(financial statements and confirmations of bank balances) to the Department in its 

exhibits, which covered by a motion for confidential treatment. 

While Rise awaits the outcome of this proceeding, it has started incurring monthly 

expenses of about $50,000 per month — nearly $1700 per day — for expenses such as 

rent, salary and marketing. These expenses are funded through the cash available to Rise 

in its checking accounts, the amounts of which are verified in Exhibits 2 and 3. Exhibit 

1, Rise’s financial statements, shows Rise’s assets as of November 30, 2014.

1

 The 

balances in the checking accounts are significantly higher than the assets shown in the 

financial statements due to equity investments made since November 30, 2014.

 1 November 30, 2014 are the most current financial statements, as Rise Alpha has not yet closed its books for 

December, 2014. 
Response of Rise Alpha, LLC

to DOT 1/14/15 Information Request

Page 4 of 4

WHEREFORE, Rise Alpha, LLC provides the above information in response to 

the Department’s January 14, 2015 request for information. Rise stands ready to assist 

the Department in any way to expedite its consideration of this application.

Submitted by,

Patricia N. Snyder

Counsel for Rise Alpha, LLC.

Attachments:

Index of Exhibits 

Verification

Certificate of Service
INDEX OF CONFIDENTIAL EXHIBITS

1. Rise Unaudited Financial Statement as of 11/30/14 

2. First Financial Bank Letter confirming total cash balance at 1/21/15

3. Liberty Capital Bank Letter confirming total cash balance at 1/21/15

4. Liberty Capital Bank Commercial Line of Credit Agreement and Note
VERIFICATION

Pursuant to 18 U.S.C. § 1001, I, Nick Kennedy, in my individual capacity and as 

the authorized representative of Rise Alpha, LLC, have not in any manner knowingly and 

willfully falsified, concealed or failed 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 of the application. I 

understand that an individual who is found to have violated the provisions of 18 U.S.C. 

§ 1001 shall be fined not more than $10,000 or imprisoned not more than five years, or 

both. My certification here applies to the contents of this Response to DOT Information 

Request dated January 14, 2015, as well as to the information provided to Monarch Air in 

Exhibits C and D of its Response to Information Request filed on December 30, 2014.

Signed,

Nick Kennedy

in his individual capacity and as manager of Rise 

Alpha, LLC
CERTIFICATE OF SERVICE

I hereby certify that on January 24, 2015, I served the foregoing Response to DOT 

Information Request dated January 14, 2015 in the manner, and upon the persons, shown 

in the following service list.

Patricia N. Snyder

SERVICE LIST

Rebecca B. MacPherson

Counsel for Menagerie Enterprises, Inc. d/b/a Monarch Air

by email: rmacpherson@jonesday.com

By first-class mail, postage prepaid: