0001193125-26-164202
SEC filingAEVEX Corp. closed its initial public offering of 18.4 million Class A shares at $20.00 per share, raising gross proceeds of approximately $368 million, and appointed seven directors to its board.
AEVEX Corp. successfully completed its initial public offering (IPO) on April 20, 2026, marking a significant milestone in the company's corporate development. The offering consisted of 16,000,000 firm shares of Class A common stock at a public offering price of $20.00 per share, generating gross proceeds of $320 million from the firm shares alone. The underwriters, led by Goldman Sachs & Co. LLC, BofA Securities, Inc., and Jefferies LLC, fully exercised their 30-day option to purchase an additional 2,400,000 shares, bringing the total offering size to 18,400,000 shares and total gross proceeds to approximately $368 million. The underwriting agreement, dated April 16, 2026, contains customary representations, warranties, and indemnification provisions. In connection with the IPO, the company entered into several ancillary agreements, including a Registration Rights Agreement, Director Designation Agreement, Tax Receivable Agreement, and Exchange Agreement, which govern the post-IPO relationship between the company, its existing stockholders, and the public investors. The company also effected a reorganization of its corporate governance structure, filing an Amended and Restated Certificate of Incorporation and Amended and Restated Bylaws effective April 17, 2026. These documents establish a classified board structure, dual-class common stock with Class A and Class B shares, and various protective provisions for the company's sponsor, Madison Dearborn Partners. The board of directors was expanded to seven members with the appointment of Bradley Feldmann, Matthew Klein, Brandon Levitan, Matthew Norton, and Benjamin Spacapan on April 16, 2026. Additionally, the company adopted the AEVEX Corp. 2026 Omnibus Incentive Plan to provide equity-based compensation to eligible employees, directors, and consultants, and entered into indemnification agreements with each of its directors and executive officers to provide contractual rights to indemnification and expense advancement.