Offering details
Madison Air Solutions Corporation has disclosed plans to sell 82,692,308 shares of its Class A common stock in an initial public offering, targeting a price range of $25.00 to $27.00 per share. The company’s Class A common stock has received approval to list on the New York Stock Exchange under the ticker MAIR.
Capital structure and voting rights
Following the offering, Madison Air Solutions will operate with two classes of common stock. Class A shares will carry one vote per share, while Class B shares will carry 10 votes per share. The filing states that Class B shares will convert into Class A shares upon certain events identified by the company.
Concurrent private placement and control
Madison Industries Holdings LLC, an entity controlled by founder Larry Gies, has committed to acquire $100.0 million of Class B common stock in a private placement that will occur at the IPO price. Those shares in the private placement will not be registered under the Securities Act of 1933, and underwriters will not receive fees on that portion of the transaction.
As described in the filing, after the public offering and the concurrent private placement, Madison Industries Holdings LLC will own all of the Class B common stock. Assuming underwriters do not exercise their option to purchase additional shares, that ownership would provide Larry Gies with approximately 95.2% of the voting power. Under New York Stock Exchange corporate governance standards, this ownership concentration will qualify Madison Air Solutions as a "controlled company." The filing notes that Gies may initially nominate all directors pursuant to a director nomination agreement.
Underwriting syndicate
The deal is being led by Goldman Sachs & Co. LLC, Barclays, Jefferies, and Wells Fargo Securities acting as lead bookrunners. Additional underwriters named in the filing include BofA Securities, Citigroup, Baird, RBC Capital Markets, Guggenheim Securities, Santander, Wolfe | Nomura Alliance, and CIBC Capital Markets.
Business profile and financials
Madison Air Solutions manufactures indoor air quality and air-management technologies for commercial and residential use, including applications in data centers and semiconductor facilities. The company markets products under brands such as Nortek Air Solutions, AprilAire, and Big Ass Fans.
Madison Air Solutions reported $3.3 billion in revenue for the 12 months ended December 31, 2025. The company indicated that approximately half of its 2025 net sales were driven by replacement and upgrade demand, with roughly 10% of net sales attributable to aftermarket parts and services.
Note on information
This account is based on the information disclosed in the company’s offering documents and related filings. Where the filing identifies conditions or percentages, those items are reported as presented.