Amaero Plans US Re-Domiciliation, Retains ASX Listing via CHESS Depositary Interests

Strategic Shift to the US Market

Amaero Ltd (ASX:3DA) has taken a decisive step towards repositioning itself within the global advanced manufacturing landscape by announcing its intention to re-domicile from Australia to the United States. This move involves transferring all ordinary shares to a newly formed Delaware corporation, Amaero US HoldCo, which will become the ultimate parent company of the group.

The re-domiciliation is structured through proposed schemes of arrangement requiring shareholder and option holder approval, alongside regulatory and court endorsements. Importantly, Amaero will maintain its ASX listing via CHESS Depositary Interests, ensuring continuity for existing Australian investors.

Rationale Behind the Move

The Board of Directors unanimously supports the scheme, highlighting several strategic advantages. Primarily, relocating to the US positions Amaero within a larger and deeper market, particularly relevant given the company’s focus on defense, aerospace, and sovereign manufacturing sectors. The US market offers access to a broader investor base more familiar with the company’s industry niche, potentially enhancing valuation and liquidity.

Additionally, the move is expected to improve access to lower-cost debt and equity capital markets, which are more diverse and sizeable than Australia’s. Simplifying the corporate structure as a US Delaware corporation also prepares Amaero for future merger, acquisition, or sale opportunities within the US market, aligning with key stakeholders and strategic partners.

Maintaining Operational Continuity

Despite the corporate restructuring, Amaero assures that its operations, management, and strategic direction will remain unchanged. The company continues to focus on its leadership in producing refractory and titanium alloy powders, as well as advanced manufacturing techniques such as Powder Metallurgy Hot Isostatic Pressing (PM-HIP), which addresses supply chain challenges in critical sectors.

The Board’s confidence is further underscored by their intention to vote in favour of the schemes, pending a positive report from an independent expert appointed to assess the best interests of shareholders and option holders.

Next Steps and Market Implications

Amaero plans to distribute a detailed Scheme Booklet in April 2026, which will include the independent expert’s findings and outline the voting process. Shareholder and option holder meetings are expected by June 2026, with the company targeting scheme completion before the end of that month.

Looking ahead, Amaero is positioning itself for a potential initial public offering on a US exchange by late 2026 or early 2027, subject to market conditions. This dual listing strategy aims to balance the benefits of US market access while retaining its Australian investor base.