Air Industries Group (AIRI) just announced a merger that's less of a combination and more of an acquisition dressed up in merger clothing. The aerospace manufacturer is joining forces with Tenax Aerospace, and when the dust settles, Tenax shareholders will own about 95% of the combined company while existing Air shareholders keep roughly 5%. So yeah, this is essentially Tenax taking over Air's NYSE listing.
But here's the interesting part: this isn't your typical cash-strapped company desperately seeking a lifeline. The deal doesn't require Tenax to secure financing, and Air's existing debt will simply be refinanced at closing. That's a cleaner structure than you often see in these situations.
The Mathematics of the Merger
The share issuance mechanics are tied to something called AIR Net Indebtedness, which determines the Debt-Adjusted AIR Share Price. Using Air's preliminary December 31, 2025 balance sheet, that price comes out to approximately $3.44 per share. At that price, Tenax members would receive about 112.5 million shares.
The final share count and ownership percentages won't be locked in until closing, though. They'll use AIR Net Indebtedness calculated from the most recent month-end over 15 days before the deal closes. So there's still some math to be done.
What the Combined Company Looks Like
Post-merger, the company will stay listed on the NYSE American under the AIRI symbol. The combination aims to create a diversified mid-cap player focused on special mission aviation and precision aerospace manufacturing.
The numbers tell an ambitious story. For fiscal year 2025 ending December 31, the combined entity projects approximately $183.3 million in revenue with adjusted EBITDA around $65 million. Looking ahead to 2026, management anticipates pro-forma revenues exceeding $210 million and adjusted EBITDA topping $75 million, powered by Tenax's existing contracts and operational cash flow.
That's meaningful scale in the aerospace and defense sectors, where size often translates to better negotiating power with both customers and suppliers.
How the Stock is Trading
The broader market wasn't particularly friendly yesterday, with the Nasdaq down 0.72% and the S&P 500 falling 0.27%. Despite that headwind, Air Industries shares are moving on the merger news, suggesting investors see something interesting here beyond general market sentiment.
The stock has had a rough year, down 20.84% over the past 12 months. But at its current price of $3.33, it's trading closer to its 52-week high of $4.25 than its low of $2.77, which shows some resilience.
From a technical perspective, the stock is sitting 4.29% above its 20-day simple moving average and also above its 100-day SMA, suggesting potential short-term upward momentum. Both the RSI and MACD indicators are neutral at the moment—RSI at 50 with MACD showing no strong directional bias—which means traders are watching for breakout signals in either direction.
Key levels to watch: resistance at $3.50 and support at $3.00.
Looking Ahead
Air Industries Group is scheduled to report earnings on April 14, 2026. Analysts are expecting a loss of 2 cents per share, which is actually an improvement from the prior year's loss of 17 cents. Revenue estimates sit at $13.50 million, down from $14.92 million previously.
The momentum picture remains weak, with a score of 19.6 indicating underperformance relative to the broader market. That's worth keeping in mind as the stock navigates the merger process and integration challenges ahead.
Price Action: Air Industries shares were down 6.58% at $2.98 at the time of publication on Tuesday.