Madison Air to Acquire ebm-papst, Expanding Return on Air™ Capabilities and Accelerating Durable Growth in Air Quality Solutions

• Acquisition nearly doubles Madison Air’s addressable market while vertically integrating differentiated air flow technology and expanding commercial segment, aftermarket and services opportunities
• Reinforces the durability and resilience of Madison Air’s long-term growth algorithm through the addition of a high-quality business serving attractive, mission-critical air quality, cooling and industrial process applications
• Transaction is expected to be accretive to adjusted earnings per share (EPS) in the first full year following closing, with anticipated annual run-rate synergies of $160 million by year three and Madison Air’s proven operating model driving margin expansion

CHICAGO, Aug. 17, 2026 /PRNewswire/ — Madison Air Solutions Corporation (NYSE: MAIR) (the “Company” or “Madison Air”), a global provider of air quality solutions, today announced it has entered into a definitive agreement to acquire ebm-papst at an enterprise purchase price of $5.4 billion, or $5.0 billion net of future tax savings¹ (“effective enterprise purchase price”). The effective enterprise purchase price represents 14.6x ebm-papst’s forecasted 2026 adjusted EBITDA, or 10x including estimated run-rate synergies.

Headquartered in Mulfingen, Germany and founded in 1963, ebm-papst is a leading global supplier of high-performance airflow technology and a pioneer in integrated electronically commutated (“EC”) fan and motor systems, with more than 250 million fans installed worldwide within its Air Technology business. Its highly engineered products are specified early in the HVAC/R design process, helping customers improve energy efficiency, enhance reliability and reduce total lifecycle costs across mission-critical applications. Operating in approximately 40 countries, ebm-papst serves a diversified global customer base and is expected to generate approximately $2.8 billion of revenue and approximately $343 million of adjusted EBITDA in 2026.

“We’re excited about the opportunities this acquisition creates for our customers, employees and shareholders as Madison Air continues to expand our ability to deliver Return on Air and strengthen our position in attractive, growing markets,” said Jill Wyant, President and CEO of Madison Air. “As a longstanding ebm-papst customer, we have a deep appreciation for its integrated airflow technology, custom engineering expertise and talented team, which complement our expertise in mission-critical applications and market reach.”

Ms. Wyant continued, “Fans enable the airflow performance our customers depend on every day. By combining ebm-papst’s differentiated technology with Madison Air’s application expertise, trusted customer relationships and proven operating model, we will help more customers improve uptime, efficiency, compliance and productivity in mission-critical environments. The acquisition nearly doubles our addressable market, broadens our aftermarket and services opportunity, and further strengthens our long-term growth profile. Together, we are confident we can accelerate growth, enhance performance and create significant long-term value for shareholders.”

“Madison Air was founded on the belief that business can be one of the most powerful forces for good, particularly when we help people live safer, healthier and more productive lives through the power of better air,” said Larry Gies, Chairman of the Board and Founder of Madison Air. “Adding ebm-papst to the Madison Air portfolio is a natural extension of that purpose. The Board of Directors and I have tremendous confidence in Jill and her team and believe this combination will make Madison Air a stronger company capable of serving more customers, pursuing a larger opportunity and creating enduring value for many years to come.”

Klaus Geiβdörfer, CEO of ebm-papst added, “Since our founding more than six decades ago, ebm-papst has built a reputation on engineering excellence, innovation and earning the trust of our customers. Madison Air shares that philosophy and has demonstrated a long-term commitment to supporting entrepreneurial businesses. We are excited to join an organization that values our people, our culture and our technology, and we look forward to what we can accomplish together.”

Compelling Strategic and Financial Rationale:

• Deepens vertical integration and expands technology portfolio: The acquisition adds ebm-papst’s integrated airflow technology, supported by more than 1,200 patents, to Madison Air’s portfolio and extends the Company’s capabilities across more of the air technology value chain. This will enable the combined company to accelerate innovation and deliver more holistic solutions throughout the full product lifecycle to solve complex air quality and energy efficiency challenges for customers in mission-critical applications.

• Creates a more durable growth platform: The transaction adds approximately $30 billion to Madison Air’s addressable market and broadens its commercial, aftermarket and services opportunities through a larger installed base, broader customer relationships and expanded channel presence.

• Applies Madison Air’s proven operating model to accelerate value creation and generate meaningful synergies: Madison Air expects to realize $160 million in annual run-rate cost synergies by year three, driven by its proven 80/20 operating model, the combined company’s scale, procurement savings and operational efficiencies. The combination also creates opportunities for additional growth through cross-selling solutions, collaborative innovation and deeper customer relationships.

• Brings together complementary capabilities and cultures: ebm-papst’s technological leadership, commitment to innovation and pioneering digital capabilities complement Madison Air’s entrepreneurial culture, commercial reach and operational capabilities. Both companies share a long-term focus on delivering differentiated air solutions for customers, providing a strong foundation for successful integration and sustained growth.

• Delivers accretion and compelling financial profile: The acquisition is expected to be accretive to adjusted earnings per share (EPS) in the first full year following closing, supported by strong free cash flow generation and a disciplined path to deleveraging.

Transaction Timing and Details

The effective enterprise purchase price is $5.0 billion.  Madison Air intends to fund the transaction through a combination of cash on hand and debt and equity financing. The Company expects pro forma net leverage of less than 4.0x at closing, with a target of reducing net leverage to approximately 2.5x on a trailing 12-month basis within two years.

In connection with entry into the SPA, the Company received a debt commitment letter from certain financing sources, including fully underwritten financing commitments from UniCredit and Wells Fargo for the debt portion of the acquisition financing (the “Debt Commitment Letter”). The obligations of these financing sources to provide debt financing under the Debt Commitment Letter are subject to a number of customary conditions. The Acquisition is not subject to any financing condition.

The transaction is expected to close around year end, subject to receipt of required regulatory approvals and satisfaction of customary closing conditions.