Amaero IPO: how the business makes money

Defense, aerospace and industrial buyers pay Amaero for metal powders and powder-formed parts; so far costs exceed revenue, and share sales and loans fund the gap.

• 01Titomic (41%) and Continuum Powders (27%) provided most revenue in the six months to Jun 30, 2026.
• 02Of every $100 that came in during FY2025, Amaero spent $350.3, a loss of $250.3.
• 03Amaero's CDIs (depositary interests) have traded on Australia's ASX since Dec 5, 2019, so this is its first US listing, not its first listing.

New shares sold by the company

$20M · 4.71 million shares

Listed on

Nasdaq

Ticker

AMRO

Lock-up on existing holders

180 days

Listing date (as stated)

Oct 15, 2026

• 01New shares: Amaero itself sold all the shares. Its prospectus estimates net proceeds of about $15.7 million, after a $1.4 million underwriting discount and about $2.9 million of expenses.
• 02No selling stockholders: no existing holder sold in the offering, so none of the money goes to them.
• 03Underwriters' option: 705,882 more shares, for 30 days from Oct 14, 2026. No filing reports an exercise as of Nov 5, 2026, so this page uses 28,539,063 shares after the offering.
• 04Not a first listing: CDIs, each 1/40th of a share, have traded on the ASX as 3DA since Dec 5, 2019. The prospectus says the common stock itself had no public market, and none in the US.
• 05First trade: on Oct 15, 2026 the shares opened on the Nasdaq Capital Market at $4.10 and closed at $4.41, per Nasdaq's price table.
• 06From the $4.25 offering price, that is −3.53% at the open and +3.76% at the close on Oct 15, 2026. Cityfort calculation from the Nasdaq price table and the 424B4 filed Oct 15, 2026.
• 07No price range: no filing stated one. The price was set by negotiation with the underwriters, and the ASX closing price of the CDIs was among the factors, per the prospectus.

Directors, officers and Pegasus agreed not to sell for 180 days from Oct 14, 2026, and the company for 90 days; Baird can release them. No other holder is locked up, so 15,667,461 existing shares could be sold at once, per the prospectus.

Underwriters

2 named in the S-1 (lead: Robert W. Baird & Co. (representative), Lake Street Capital Markets)

Controlled company

The prospectus does not say Amaero will be a controlled company under Nasdaq rules. Pegasus holds 26.1% after the offering.

Lead underwriters

Robert W. Baird & Co. (representative), Lake Street Capital Markets

Transfer agent

Computershare Trust Company, N.A.

Source: Amaero Inc. final prospectus (Form 424B4), dated Oct 14, 2026, filed Oct 15, 2026 (Registration No. 333-298612); Nasdaq historical price table, AMRO, Oct 15 to Nov 4, 2026 (read Nov 5, 2026); Nasdaq IPO calendar, October 2026, entry for Amaero Inc. (AMRO), read Nov 5, 2026 and 1 more

Learn: How to read an S-1: Anthropic's IPO registration statement · IPO lock-up agreements: what they are and when they end

• Capital equipment over the next 12 monthsThe prospectus says up to about $10.0 million.$10M
• General corporate purposes: working capital, operating expenses and research and developmentThe prospectus gives this as the remainder, with no amount. It would be about $5.7 million if the full $10.0 million goes on equipment (Cityfort calculation from the 424B4 filed Oct 15, 2026).Amount not fixed
• Possible acquisitions or investmentsThe prospectus says a portion may go here, with no amount and no agreements or commitments.Amount not fixed

The company says net proceeds plus existing cash fund operations and capital spending "into the second quarter of 2027", and that it will need more funds. Management has broad discretion over the money.

Only the shares the company sells raise money for it; money from shares sold by existing stockholders goes to them.

Learn: IPO lock-up agreements: what they are and when they end

• Metal powders

  High-purity round powders of refractory metals (heat-resistant ones such as niobium C103, tungsten and tantalum) and titanium alloys, for 3D printing and other manufacturing. They brought $5.3 million in FY2025, 83.7% of revenue (Cityfort calculation from the 424B4 filed Oct 15, 2026).

• PM-HIP parts

  PM-HIP is powder metallurgy hot isostatic pressing. Powder goes in a canister, then heat and pressure form a near-finished part. Lead time is 3 to 4 months, against 6 to 18 for forgings, per the prospectus. Revenue was $1.0 million in FY2025.

• Titomic Limited

  41%

  of revenue

  41% of revenue in the six months to Jun 30, 2026. A five-year exclusive supplier and development agreement from September 2025, with a $3.0 million refractory order in December 2025. Amaero agreed to contribute $1.5 million toward program development expenses.

• Continuum Powders

  27%

  of revenue

  27% of revenue in the six months to Jun 30, 2026, and 48% in FY2025. A one-year agreement from April 2026 sets a minimum of about $5.5 million of titanium powder, July 2026 to June 2027.

• All other customers

  32%

  of revenue

  32% of revenue in the six months to Jun 30, 2026 (Cityfort calculation from the 424B4 filed Oct 15, 2026). Amaero counted 20 active materials customers and 9 PM-HIP customers at Jun 30, 2026.

• Velo3D

  Not disclosed

  25% of FY2025 revenue; included in other customers above. A five-year agreement from April 2025: exclusive for refractory powders, preferred for titanium.

• US Department of War

  Not disclosed

  A 13-month research and development contract worth about $4.5 million, from July 2026. The name is the filing's wording.

• Bechtel Plant Machinery and the US Navy

  Not disclosed

  Over 2 years of development work with both, then a low-rate initial production contract supporting the US submarine industrial base, announced in July 2026. The prospectus states no amount and does not name the contract's counterparty.

1. 1Customers paid $6.3 million in FY2025: $5.3 million for powders and $1.0 million for parts. Interest, other income and discontinued operations added $1.0 million.
2. 2Making those products cost $11.5 million, more than revenue, so the gross loss was $5.2 million.
3. 3Selling and overhead costs were $13.4 million, and research $0.4 million. Stock-based pay of $2.4 million was part of the year's costs.
4. 4Against revenue alone, those costs left an operating loss of $19.0 million. Interest cost another $0.5 million, and no income tax was charged.
5. 5Costs were $18.4 million more than the money that came in. That is the net loss.

Each line = amount ÷ total money in × 100. Lines may not add to exactly $100 because of rounding.

• Atomizing machines

  EIGA machines installed in June 2024, June 2025 and June 2026; the company plans to commission a fourth in June 2027 (prospectus dated Oct 14, 2026). Stated capacity is a planned 680 metric tons a year, and 920 with the fourth. Production has been below installed capacity, per the prospectus.

• Niobium and titanium

  The main inputs, with no price hedging. Most titanium bar comes from suppliers in China on purchase orders, with no long-term contract. A three-year US supply deal with Perryman runs through Dec 31, 2027, with no minimum purchase.

• One Tennessee plant

  About 100,000 square feet on a 15-year lease, with up to 10 more years. It is AS9100D certified, an aerospace quality standard. All manufacturing happens here.

• Money to build

  The prospectus describes an about $45.9 million three-year capital program. At Jun 30, 2026 Amaero had $7.9 million of capital equipment commitments.

• People

  53 full-time employees at Jun 30, 2026, none in a union.

• ATI Inc.

  Named in the prospectus as a competitor in US powders and in PM-HIP parts.

• Carpenter Technology

  Named in the prospectus as a US powder competitor.

• Linde Advanced Material Technologies

  Named in the prospectus as a US powder competitor.

• Elmet Technologies

  Named in the prospectus as a US powder competitor.

• Bodycote Thermal Processing

  A Bodycote plc subsidiary, named in the prospectus as a PM-HIP competitor.

• Synertech PM

  Named in the prospectus as a PM-HIP competitor.

• AP&C (GE Aerospace), Tekna Holding ASA, PyroGenesis

  Canada-based powder makers serving US customers, per the prospectus.

• Powder capacity

  Mixed

  Three machines installed; a fourth planned for June 2027 (prospectus dated Oct 14, 2026)

  A May 2026 flash fire injured 2 employees, and the response included a six-week pause in titanium powder production. In Q3 2026 no titanium was produced until late July, while a facility and process safety review concluded. The prospectus says a third machine and a new sieving system raised titanium throughput capacity by about 100%.

  Status: Mixed, partly on track.

• Supply agreements

  Early

  About $5.5 million minimum from Continuum, July 2026 to June 2027 (prospectus)

  Other multi-year deals include Titomic, Velo3D, Knust-Godwin, United Performance Metals and ADDMAN. Many do not guarantee purchases at expected levels, per the prospectus.

  Status: Early, too early to judge.

• Defense work

  New

  About $4.5 million, 13-month US Department of War contract, July 2026 (prospectus)

  A low-rate initial production contract for submarine components was also announced in July 2026, with no amount stated. These contracts can generally be ended for convenience.

  Status: New, recently announced.

• Lower argon cost

  New

  Expected cut of at least 77% in argon cost (company's estimate, prospectus dated Oct 14, 2026)

  The company plans to commission an argon recycling system in Q1 2027 (prospectus dated Oct 14, 2026). It carries a 15-year take-or-pay minimum of $24,500 a month, about $4.7 million in total.

  Status: New, recently announced.

Status compares progress with what the company itself said it would do: Working = on track against what the company said; Mixed = partly on track; Behind = behind the company's own plan; New = recently announced; Early = too early to judge.

EBITDA here = operating income plus depreciation and amortization (from the cash flow statement). Fiscal years are the company's own (December 31). Net profit is the share belonging to the company's owners.

Amaero says in its 424B4 that it is an emerging growth company, so the filing gives two audited years instead of three.

Learn: Stock-based compensation and dilution: pay that becomes shares

• Official (GAAP): Loss from continuing operations, FY2025

  −$18.5M

  Company's own measure: Adjusted EBITDA, FY2025

  −$15.2M

  The company's measure: it leaves out interest, taxes, depreciation and amortization, stock-based compensation (what this means)stock-based compensationPay given as shares instead of cash, which spreads ownership more thinly. Learn more and IPO-related costs. Stock-based pay was $2.4 million in FY2025.

• Official (GAAP): Loss from continuing operations, six months to Jun 30, 2026

  −$13.4M

  Company's own measure: Adjusted EBITDA, six months to Jun 30, 2026

  −$8.5M

  Same definition. It leaves out stock-based pay of $1.7 million and IPO-related costs of $2.0 million in the period.

• Official (GAAP): Revenue, six months to Jun 30, 2026

  $7.4M

  Company's own measure: Backlog, Jun 30, 2026

  $10M

  The company's measure: legally binding contracts expected to become revenue within 12 months. It was $6.9 million at Dec 31, 2025. Amaero uses a practical expedient and gives no remaining performance obligations (what this means)remaining performance obligationsSigned contracts with customers that have not been billed yet. (the GAAP measure), so revenue sits beside it.

These are the company's own measures, defined by the company. They are not comparable across companies, and they are not added together. Each sits beside the nearest official (GAAP) figure.

Learn: Non-GAAP measures: what a company's "adjusted" numbers leave out · Stock-based compensation and dilution: pay that becomes shares

• The company estimates in its prospectus that cash was $4.95 million to $4.96 million at Sep 30, 2026, before the offering. These figures are preliminary and unaudited.
• The prospectus shows cash of $29.3 million at Jun 30, 2026 as adjusted for the offering. That does not reflect spending after June.
• Debt is the US Export-Import Bank (EXIM) equipment loan: $22.4 million drawn, carried at $19.6 million after discount and costs. It reached its full $26.1 million by Jul 31, 2026.
• The loan carries a fixed 5.36% rate and matures Jun 30, 2034. Principal payments start Sep 30, 2027, and covenants start in 2027 and 2028.
• Restricted cash of $4.0 million and lease liabilities of $10.7 million are not counted here. The accumulated deficit was $75.5 million.

Officers and directors (as a group), shares

35.5%

From the prospectus table of principal stockholders. Holdings fall after the IPO when new shares are sold; the prospectus also shows the holding after the offering.

• Hank J. Holland

  Chief Executive Officer, President and Executive Chairman · since 2022

  Founder and Managing Member of Pegasus Growth Capital, the largest holder. FY2025 pay was $837,328.

• Eric Bono

  Chief Technology Officer · since 2023

  FY2025 pay was $745,800.

• Brett Paduch

  Chief Financial Officer · since 2025

  Previously CFO of Telestream. FY2025 pay was $1,368,768, including $1,177,101 of options. He received 211,764 restricted stock units on Oct 15, 2026, vesting half in 2027 and half in 2028.

• Erik Levy

  Lead Independent Director

  Received 14,761 restricted stock units on Oct 15, 2026, vesting Aug 28, 2027.

• Omer Granit

  Director

  Held 2.9% before the offering. Received 14,761 restricted stock units on Oct 15, 2026.

• Timothy A. Johnson

  Director

  Has a passive interest in Pegasus, and consulted for Amaero at $4,120 a month from Mar 16, 2026, before joining the board. Received 14,761 restricted stock units on Oct 15, 2026.

• Robert P. Latta

  Director

  Has a passive interest in Pegasus. Formerly a senior partner, then senior of counsel, at Wilson Sonsini, Amaero's lawyers. Received 14,761 restricted stock units on Oct 15, 2026.

• H.R. McMaster

  Special Advisor

  Retired US Army lieutenant general; an adviser, not a director.

Auditor

BDO USA, P.C., since 2026

Auditor changes

Jan 29, 2026: RSM Australia Partners (continues for ASX reporting) → BDO USA, P.C. (primary auditor) (The prospectus says BDO was engaged primarily because of the move to Delaware and the need for US GAAP statements for this offering, not because of any disagreement or reportable event.)

Audit qualifications

FY2025: BDO's audit report includes a going-concern paragraph, meaning substantial doubt about Amaero's ability to keep operating.

Related-party dealings

Pegasus bought shares in ASX placements in 2023 and 2025 and exercised options in 2025; FIL also bought, as did June Seventy Sixers LLC, tied to directors Omer Granit and Erik Levy (Levy's interest is passive and non-controlling). Director Tim Johnson was a paid consultant. All predate the formal related-party policy, per the prospectus.

Credit rating

No public credit rating found

• Holland is Managing Member of Pegasus, with sole voting and investment power. Directors Tim Johnson and Robert Latta hold passive interests in it.
• Pegasus bought shares in ASX placements in late 2023 and early 2025, and exercised options in 2025.
• Pegasus has a registration rights agreement with Amaero. Its lock-up does not cover shares it buys on the open market after the IPO.
• The prospectus states no proceeds going to an affiliate.

Cases are listed as the offer document describes them. A pending case is an allegation until a court or regulator decides it.

• Cash and liquidity

  Going-concern doubt

  The prospectus states substantial doubt about Amaero's ability to keep operating. It says offering proceeds will not remove that doubt for at least 12 months after the offering. It will need more funds.

  Watch Cash and the going-concern wording in the first 10-Q.

• Other

  Never profitable

  Net loss was $18.4 million in FY2025 and $13.4 million in the six months to Jun 30, 2026. The accumulated deficit was $75.5 million at Jun 30, 2026.

  Watch Gross loss, which was $3.1 million in the six months to Jun 30, 2026.

• Concentration

  Two customers bring in most revenue

  Titomic (41%) and Continuum Powders (27%) were 68% of revenue in the six months to Jun 30, 2026. The prospectus says losing a 10% customer could be material.

  Watch The top two customers' share in the next filing.

• Execution

  One plant

  All manufacturing is at one Tennessee site. A May 2026 flash fire injured 2 employees; 2 other fires caused no injuries or material damage. The response included a six-week titanium pause, and the company expects about $0.8 million of expenses, only partly insured. In Q3 2026 no titanium was produced until late July, while a safety review concluded. The company says that and commissioning a sieving system hurt that quarter's gross margins (prospectus dated Oct 14, 2026).

  Watch Titanium output and gross margin in Q3 2026.

• Demand

  Defense contracts can be ended

  PM-HIP and defense contracts can generally be ended for convenience, and can be suspended, canceled or delayed. The prospectus also flags policy reversal.

  Watch Changes to the Navy and Department of War work.

• Raw-material prices

  Reliance on feedstock from China

  Most titanium bar comes from suppliers in China with no long-term contract. The prospectus cites a 35% tariff on imported electrode raw materials and possible export limits.

  Watch Purchases under the Perryman US supply deal, which runs through Dec 31, 2027.

• Execution

  Qualification and backlog

  Powders and parts may fail customer qualification or take a long time to pass it, and backlog may not turn into revenue, per the prospectus. Backlog was $10.0 million at Jun 30, 2026.

  Watch How much of the backlog becomes revenue.

• Competition

  Some larger competitors

  The prospectus says certain rivals, including ATI and Carpenter, are substantially larger, with significantly greater manufacturing capacity. It also says Amaero's powder capacity is greater scale than any other known US competitor. Powder demand depends on 3D printing systems Amaero does not control, per the prospectus.

  Watch Customer wins and losses named in later filings.

• Immediate dilution

  The prospectus says buyers at $4.25 (Oct 14, 2026) face dilution of $2.02 per share, based on Jun 30, 2026 book value. Plan shares, options and warrants could add more.

• More money needed, with an ASX limit

  Amaero says it will need more funds (prospectus dated Oct 14, 2026). ASX rules require stockholder approval for more than 15% new shares in 12 months, which the prospectus says limits raising capital.

• Most shares can be sold at once

  4,705,883 offered shares and 15,667,461 existing shares could be sold immediately, 71.4% of the total (Cityfort calculation from the 424B4 filed Oct 15, 2026). The rest follow from day 181.

• Two markets for one company

  Prices on Nasdaq and the ASX can differ, in two currencies, per the prospectus. Amaero may delist from the ASX. Offering buyers cannot freely resell in Australia for 12 months, with exceptions.

• Insiders' control

  Directors and officers hold 29.7% after the offering, including Pegasus at 26.1%. The prospectus says they can influence stockholder votes.

• Broad discretion over the money

  Management has broad discretion over net proceeds beyond the equipment plan, per the prospectus. Amaero does not expect to pay dividends.

• Loan terms

  The EXIM loan restricts dividends and has covenants from Sep 30, 2027 and Sep 30, 2028. In October 2026 its collateral grew to substantially all assets.

• Thin or volatile trading

  The prospectus warns the US market for the shares may be thin or volatile.

• Less disclosure as an emerging growth company

  The prospectus gives 2 audited years instead of 3, and Amaero may use other reduced reporting rules as a smaller reporting company.

What does Amaero do?

Amaero (Amaero Inc., McDonald, Tennessee) makes metal powders and large powder-formed metal parts at one plant. Its prospectus dated Oct 14, 2026 lists end uses including hypersonic weapons, satellite propulsion, submarines and aerospace. Revenue was $6.3 million in FY2025.

How does Amaero make money?

Amaero's business model is selling metal powders and PM-HIP parts to manufacturers and defense contractors. Amaero's FY2025 revenue was $6.3 million: $5.3 million from powders and $1.0 million from parts. Substantially all of Amaero's revenue was generated in the US in each period its prospectus presents.

Is Amaero profitable?

No. Amaero's net loss was $18.4 million in FY2025 and $12.7 million in FY2024, and its operating loss was $19.0 million in FY2025. Its prospectus dated Oct 14, 2026 says it has never been profitable.

What is Amaero's revenue by segment?

Amaero reports one segment but splits revenue by product. In the six months to Jun 30, 2026, metal powders brought $6.2 million and PM-HIP parts $1.2 million of Amaero's $7.4 million revenue, per its prospectus.

What are Amaero's metal powders?

Amaero's metal powders are high-purity round powders of refractory metals, such as niobium C103 and tungsten, and titanium alloys, used in 3D printing and other manufacturing. Amaero's powder revenue was $5.3 million in FY2025, up from $0.7 million in FY2024.

What are Amaero's PM-HIP parts?

PM-HIP (powder metallurgy hot isostatic pressing) packs metal powder in a canister, then uses heat and pressure to form a large near-finished part. Amaero's PM-HIP revenue was $1.0 million in FY2025, up from $0.6 million in FY2024.

Who are Amaero's customers?

Titomic Limited provided 41% of Amaero's revenue and Continuum Powders 27% in the six months to Jun 30, 2026, per its prospectus. In FY2025, Continuum provided 48% and Velo3D 25%. Substantially all of Amaero's revenue was generated in the US in each period its prospectus presents.

Who owns Amaero?

Pegasus Growth Capital Fund I LP held 31.3% of Amaero at Aug 27, 2026, and 26.1% after the offering, per the prospectus. Amaero's CEO Hank Holland runs Pegasus. All 7 directors and officers as a group held 35.5% before the offering and 29.7% after.

What is the Amaero IPO?

Amaero sold 4,705,883 new shares at $4.25, or $20.0 million before costs, under a prospectus dated Oct 14, 2026. No existing stockholder sold. Amaero's first trade on the Nasdaq Capital Market as AMRO was on Oct 15, 2026, per Nasdaq.

Was Amaero listed before its US IPO?

Yes, in Australia. Amaero's CDIs (depositary interests, 40 of which convert into 1 share) have traded on the ASX as 3DA since Dec 5, 2019, per its prospectus. The Oct 15, 2026 Nasdaq trade was Amaero's first in the US.

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