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Private equity giant Stonepeak announced Monday that it will acquire Air Transport Services Group Inc. (ATSG) in a deal valued at approximately $3.1 billion, moving the Ohio-based air cargo and passenger aircraft leasing company into private ownership. Under the terms of the agreement, ATSG shareholders will receive $22.50 per share in cash, marking a 29.3% premium over the company's last closing price. Following the announcement, ATSG's shares rose 26% on Monday to nearly $22.

Transition to Private Ownership and Strategic Growth Plans

Once the acquisition closes, expected in the first half of 2025, ATSG’s stock will no longer trade on the Nasdaq. Stonepeak’s acquisition is part of its broader strategy to bolster its presence in transportation and logistics, enhancing ATSG's standing as a global leader in midsize freighter leasing for the e-commerce market.

ATSG CEO Mike Berger expressed optimism about the deal, stating, "With Stonepeak's investment and extensive expertise in transportation and logistics and asset leasing, ATSG will be well-positioned to further expand its global presence in the air cargo leasing market and enhance its service offerings to customers."

Stonepeak To Buy ATSG : Deal Structure and "Go-Shop" Provision

The acquisition includes a "go-shop" period, allowing ATSG to explore alternative offers through December 8, with a possible extension to December 23 under certain conditions. This feature enables ATSG to assess potential bids from third parties, ensuring that the deal aligns with shareholder interests.

James Wyper, head of Stonepeak’s transportation and logistics division, highlighted ATSG’s importance in supporting e-commerce growth globally. “ATSG’s deep relationships with some of the world's largest e-commerce companies and integrators, combined with the scale and capacity of their fleet and relentless focus on safety and on-time performance, gives us confidence in the company's trajectory as a sector leader,” Wyper stated.

Stonepeak To Buy ATSG : Advisors and Legal Teams

Goldman Sachs & Co. LLC is advising ATSG on the transaction, while Evercore is serving as Stonepeak’s financial adviser. Legal representation for ATSG is provided by a team from Davis Polk & Wardwell LLP, including partners William H. Aaronson, Evan Rosen, Veronica M. Wissel, Patrick E. Sigmon, Jack Orford, and Stephen A. Byeff. Stonepeak is advised by Simpson Thacher & Bartlett LLP, with partners Eli Hunt, Keegan Lopez, Brian Gluck, Ryan Bekkerus, Lia Toback, Tristan Brown, Jonathan Goldstein, Peter Guryan, and Lori Lesser.

Stonepeak’s Recent Activity in Infrastructure and Real Assets

New York-based Stonepeak, which manages around $70 billion in assets, has been actively investing in infrastructure and real assets. Recent acquisitions include Textainer Group Holdings Ltd., purchased in a $7.4 billion deal finalized earlier this year, and a $300 million investment in U.S. onshore wind farms.

As Stonepeak and ATSG move toward closing, this acquisition highlights private equity’s growing role in the e-commerce-driven logistics and air cargo sectors, underscoring the value of infrastructure investments in a rapidly evolving global market.