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Carmel-based Republic Airways announced on Monday that it is taking over Phoenix-based Mesa Air Group in an all-stock deal expected to close later this year.
The new, combined regional airline will operate under the name Republic Airways Holdings Inc. and will be led by Republic’s executive leadership team. The new board of directors will comprise six existing members of Republic’s board and an independent member from Mesa. The new combined company will remain Nasdaq-listed under the ticker symbol “RJET.”
The transaction is expected to be complete in the late third or early fourth quarter of this year. Both companies said they expect to retain all flight crews, technicians and operational staff.
Post-merger, the company’s fleet will have grown to more than 310 E-Jet aircraft, with more than 1,250 daily departures, maintaining its current routes and basing structures. Revenue projections put the company at $1.9 billion per year.
When the deal closes, Republic will hold 88% of the combined company’s common shares. Mesa shareholders will own between 6% and 12%, depending on the completion of certain pre-closing criteria.
The deal comes after several difficult years for the Arizona-based regional airliner.
Mesa’s shares surged 41%, to $1.00, as of mid-morning. The stock had tumbled 39% this year through Friday’s close—and had lost about 90% of its value since the early days of the pandemic—as the carrier has faced sustained losses.
The Nasdaq stock market has threatened to delist Mesa shares several times since 2023, including after its stock price fell below $1 for 30 days and, more recently, for failing to file some financial reports on time.
Jonathan Ornstein, Mesa’s chairman and CEO, said in a written statement that decision is “an exciting next step” that “represents the best outcome for our shareholders, employees, and all of our stakeholders.”
“By bringing the best of our organizations together, we will create a regional carrier that continues to connect communities across America while providing advancement opportunities to our employees,” Ornstein said.
Regional airlines connect cities that lack sufficient demand or infrastructure to support flights from major airlines’ larger planes, like the Boeing 737, that operate between hub airports.
Republic’s fleet of more than 240 E-Jet aircraft serves passengers in 80 U.S. cities, Canada, the Caribbean and Central America. It operates more than 1,000 daily scheduled flights for major airliners American Airlines, Delta Airlines and United Airlines. The company, which has more than 6,000 employees, moved its headquarters from Indianapolis to Carmel in 2021.
The three major airlines owned a combined 61% stake in Republic when it emerged from bankruptcy in 2017. The carrier explored going public in 2021, but the offering never materialized.
Founded in 1982, Mesa Air Group is the holding company of Mesa Airlines, a regional operator serving passengers in 40 states and several international destinations, including the Bahamas, Canada, Cuba and Mexico. The airliner operates a fleet of 60 E-Jet aircraft with more than 250 daily departures. The company has about 1,700 employees.
Mesa and Republic will continue to operate under their current Federal Aviation Administration certificates until a single certificate has been approved.
“Republic and Mesa share a common mission to connect communities across America, and we believe that we can better achieve that mission together,” Bryan Bedford, Republic president and CEO, said in a written statement. “With this combination, we are establishing a single, well-capitalized, public company that will benefit from the deep expertise of Republic and Mesa associates, creating value for all stakeholders well into the future.”
Last month, President Donald Trump nominated Bedford to helm the aviation administration. During his time at Republic, the airline has grown from $85 million in revenue to more than $1.5 billion in revenue. Bedford, a 2024 Indiana 250 honoree, will be considered by the U.S. Senate before being officially named to the post.
Simpson Thacher & Bartlett LLP serve as legal counsel for Republic, and Goldman Sachs & Co. LLC serve as financial advisers.
Mesa is represented by financial adviser FTI Capital Advisors LLC and legal counsel Pachulski Stang Ziehl & Jones LLP and DLA Piper LLP.
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Smaller commercial jets such as Embraer and Canadian Regional exist not only to serve smaller airports and smaller markets (as alleged in this article), but to offer more convenient flights that could easily fill large pr Boeing and Airbus aircraft.
For example, last Monday Republic and Endeavor Air flew nine separate flights for American and Delta airlines from Indianapolis to LaGuardia between 8:30am and 7:40pm using the smaller regional jets. Clearly American and Delta could switch and fill larger planes. But they would not do it for the same number of flights.
Offering more flights means more convenience to the flyer, perhaps even at less revenue than if everyone was forced to fly on large planes with fewer daily departures.
Yes, but smaller mainline A220s will eventually replace a lot of contracted regional service.