AEVEX Corp. Announces Pricing of Public Offering

SOLANA BEACH, Calif.--(BUSINESS WIRE)--AEVEX Corp. (NYSE: AVEX), a portfolio company of Madison Dearborn Partners’ funds and a global leader in cutting-edge unmanned systems, today announced the pricing of its public offering of 5,726,157 shares of its Class A common stock by AEVEX and 2,273,843 shares of its Class A common stock by certain selling stockholders (the “Offering”) at a public offering price of $27.00 per share. In addition, AEVEX and the selling stockholders have granted the underwriters a 30-day option to purchase up to an additional 858,923 and 341,077 shares of Class A common stock from AEVEX and the selling stockholders, respectively, at the public offering price, less underwriting discounts and commissions. The Offering is expected to close on June 5, 2026, subject to customary closing conditions.

Goldman Sachs & Co. LLC, BofA Securities and Jefferies are acting as joint lead bookrunning managers for the Offering. J.P. Morgan, RBC Capital Markets and Baird are acting as bookrunning managers. William Blair, Raymond James and Needham & Company are acting as bookrunners. Academy Securities, Capital One Securities and PNC Capital Markets LLC are acting as co-managers.

The Offering is being made only by means of a prospectus. Before you invest, you should read the prospectus and other documents AEVEX has filed with the SEC for more complete information about AEVEX and the Offering. Copies of the final prospectus, when available, may be obtained for free by visiting EDGAR on the SEC’s website at www.sec.gov. Alternatively, a copy of the final prospectus related to the Offering, when available, may be obtained from: Goldman Sachs & Co. LLC, Attention: Prospectus Department, 200 West Street, New York, New York 10282, by telephone at [phone] or by email at [e-mail]; BofA Securities, Attention: Prospectus Department, NC1-022-02-25, 201 North Tryon Street, Charlotte, North Carolina 28255-0001 or by email at [e-mail]; and Jefferies LLC, Attention: Equity Syndicate Prospectus Department, 520 Madison Avenue, New York, New York 10022, by telephone at [phone] or by email at [e-mail].

A registration statement relating to these securities has been filed with, and declared effective by, the SEC. This press release shall not constitute an offer to sell or the solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or jurisdiction in which such an offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction. Any offers, solicitations or offers to buy, or any sales of securities will be made in accordance with the registration requirements of the Securities Act of 1933, as amended.

About AEVEX Corp.

AEVEX Corp. (NYSE: AVEX) is a leading U.S. defense technology company delivering autonomous unmanned systems, AI‑enabled mission software, and advanced ISR and electronic warfare solutions for national security customers. With vertically integrated engineering, rapid prototyping, and high‑volume manufacturing across multiple U.S. locations, AEVEX provides affordable, front‑line‑ready capabilities designed for contested and GPS‑denied environments. AEVEX’s mission is to strengthen deterrence, enhance warfighter effectiveness, and help ensure the United States maintains technological and industrial advantage in the era of autonomy.

Forward-Looking Statement

This press release contains “forward-looking statements” including, but not limited to, statements regarding the Offering and other statements regarding AEVEX’s future expectations, beliefs, plans, objectives, financial condition, assumptions, future events, or performance that are not historical facts. In some cases, you can identify forward-looking statements because they contain words such as “enable,” “demonstrate,” “may,” “will,” “expects,” “plans,” “anticipates,” “could,” “would,” “target”, “intends,” “support,” and “believes.” There may also be negative words or other similar terms or expressions that concern our expectations, strategy, plans, or intentions. Not all forward-looking statements contain such identifying words. The inclusion of forward-looking statements should not be regarded as a representation that such plans, estimates, or expectations will be achieved. Readers are cautioned not to place undue reliance on the forward-looking statements contained herein, which speak only as of the date hereof. These statements are based on management’s current expectations, assumptions, and beliefs concerning future developments, which are inherently subject to uncertainties, risks, and changes in circumstances that are difficult to predict. We cannot assure you that the events reflected in the forward-looking statements will occur; actual events could differ materially from those described in the forward-looking statements. In addition to the risks and uncertainties of our ordinary business operations and conditions in the general economy and markets in which we compete, the forward-looking statements in this press release are subject to the risks, uncertainties, and other factors disclosed in our filings with the SEC, including our Registration Statement on Form S-1 filed with the SEC on June 1, 2026 in connection with the Offering, which risks, uncertainties, and other factors could cause actual events to differ materially from those described in the forward-looking statements. Any forward-looking statement speaks only as of the date as of which such statement is made, and except as required by law, we undertake no obligation to update or revise publicly any forward-looking statements whether because of new information, future events; etc.