Mesa Air Group Inc. (MESA) announced that its shareholders voted to approve a merger agreement with Republic Airways Holdings Inc. on November 18 2025. The vote counted 29,695,963 votes in favor, 185,635 against, and 37,271 abstentions, giving the transaction a 99.25 % approval rate among votes cast and a 71.4 % turnout of eligible shares.
The all‑stock transaction will combine Mesa and Republic into a single regional airline. Under the terms, each Republic share will convert into 584.90 Mesa shares, and Mesa will be renamed Republic Airways Holdings Inc. The deal is expected to close this week, creating a publicly traded carrier that will operate roughly 280 regional jets and serve United Airlines, American Airlines, and Delta Air Lines more effectively.
Mesa’s financial position has been a key driver behind the merger. The company has struggled with substantial debt that it has been unable to service from operations, and it has faced Nasdaq compliance issues related to timely reporting and share price thresholds. By merging with Republic, which has a stronger balance sheet, Mesa will eliminate its debt obligations and gain access to Republic’s larger fleet and capacity agreements, including a 10‑year capacity agreement with United Airlines.
Management emphasized the strategic rationale for the deal. Jonathan Ornstein, Mesa’s chairman and CEO, said the vote “confirms the strategic value of combining Mesa and Republic and positions the combined company for enhanced scale and long‑term stability.” Bryan Bedford, Republic’s president and CEO, highlighted the creation of a “single, well‑capitalized, public company” that will benefit from the expertise of both teams.
The combined entity is projected to generate between $1.8 billion and $2 billion in annual revenue. Republic shareholders will own at least 88 % of the new company, while Mesa shareholders will own between 6 % and 12 %. Mesa will not contribute any debt to the combined airline, and all outstanding Mesa debt obligations will be extinguished as part of the transaction. The merger will also streamline operations, creating a single fleet of approximately 310 Embraer 170/175 E‑Jet aircraft and enabling over 1,250 daily departures.
The transaction is still subject to customary regulatory approvals and other closing conditions. The U.S. Department of Transportation has approved interim common ownership, but a single operating certificate for the final merger has not yet been granted. Nonetheless, the deal is expected to close within the week, marking a significant milestone for both companies and positioning the new carrier as the second‑largest regional airline in the United States after SkyWest Airlines.
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