AIR Global Reports Third-Quarter and Nine-Month 2026 Results
Nine-month profit turned to a loss despite revenue growth, while AIR raised its year-end leverage expectation.
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Rhea-AI Summary
AIR Global (NASDAQ: AIIR) reported third-quarter 2026 revenue of $99.8 million, up 11.1% from the prior-year quarter as shipments recovered. Net profit rose 13.8% to $7.6 million; adjusted EBITDA, an adjusted earnings measure, increased 7.7% to $30.9 million, while its margin fell to 31.0% from 31.9%.
Nine-month revenue grew 6.0% to $306.7 million, but a $74.2 million net loss replaced a $38.7 million profit amid listing and other costs. AIR reiterated 2026 revenue growth guidance of 4%–6% and low- to mid-single-digit adjusted EBITDA growth. Expected year-end leverage rose to approximately 2.5x from approximately 2.1x. AIR plans a $0.28 annual dividend per share and up to $100 million of repurchases through December 2029. It issued $425 million of notes on October 1, 2026, with a 7.875% coupon, maturing in 2031, and submitted a U.S. tobacco-product application for Crown Switch.
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Positive
- Major pointSenior unsecured notes issued October 1, 2026, provided $425 million of financing. 36% of market cap
- Moderate pointQ3 revenue increased 11.1% to $99.8 million year over year.
- Moderate pointQ3 gross profit increased 9.8% to $53.2 million year over year.
- Moderate pointQ3 operating profit increased 5.1% to $17.9 million year over year.
- Moderate pointQ3 net profit increased 13.8% to $7.6 million year over year.
- Moderate pointQ3 adjusted EBITDA increased 7.7% to $30.9 million year over year.
- Moderate pointNine-month revenue increased 6.0% to $306.7 million, supported by positive price/mix of 11.1%.
- Moderate pointNine-month gross profit increased 4.6% to $170.0 million year over year.
- Moderate pointNine-month adjusted EBITDA increased 2.3% to $102.7 million year over year.
- Moderate point. Forward-looking: it has not happened yet and may not happen.AIR intends up to $100 million of share repurchases through December 2029. 8.5% of market cap
- Moderate point. Forward-looking: it has not happened yet and may not happen.AIR expects leverage of at or below 2.0x by December 2027, including dividends and repurchases.
- Moderate pointGreentank investment announced July 29, 2026, was $20 million at a $170 million pre-money valuation. 1.7% of market cap
23 minor points
- Minor pointQ3 shipment volumes grew 5.8%, with positive price/mix of 5.0%.
- Minor pointQ3 basic earnings per share increased 10.6% to $0.052 from $0.047.
- Minor pointQ3 net finance costs fell to $7.2 million from $8.7 million; taxation fell to $0.4 million from $1.5 million.
- Minor point. Forward-looking: it has not happened yet and may not happen.AIR reiterated 2026 guidance for 4%–6% revenue growth and low- to mid-single-digit adjusted EBITDA growth.
- Minor point. Forward-looking: it has not happened yet and may not happen.AIR reduced its 2026 capital expenditure forecast to $11 million–$14 million from $15 million–$18 million.
- Minor point. Forward-looking: it has not happened yet and may not happen.AIR plans an annual dividend of $0.28 per share, paid quarterly.
- Minor point. Forward-looking: it has not happened yet and may not happen.AIR reiterated FY2027 and medium-term targets for mid-single-digit FSM revenue growth and high-single-digit adjusted EBITDA growth.
- Minor point. Forward-looking: it has not happened yet and may not happen.AIR targets low-single-digit organic shipment growth in flavored shisha molasses, assuming non-disruptive excise-tax increases.
- Minor point. Forward-looking: it has not happened yet and may not happen.Romania factory opening remains planned for Q1 2027.
- Minor pointAlternative shipping routes became operational, supporting third-quarter shipment recovery after first-half disruption.
- Minor pointCrown Switch’s U.S. premarket tobacco-product application was submitted to the FDA.
- Minor point. Forward-looking: it has not happened yet and may not happen.Greentank option permits a further 20% ownership stake during the following 24 months at a $250 million valuation.
- Minor pointAmericas Q3 revenue increased 25.6% to $21.9 million, with shipment volumes up 28.5%.
- Minor pointAmericas nine-month revenue increased 10.0% to $64.8 million, with volumes up 7.4% and price/mix up 2.4%.
- Minor pointAmericas nine-month adjusted EBITDA increased 10.5% to $27.5 million.
- Minor pointMEAA Q3 revenue increased 9.4% to $64.1 million, with volumes up 3.0% and price/mix up 6.2%.
- Minor pointMEAA Q3 adjusted EBITDA increased 2.4% to $25.1 million.
- Minor pointMEAA nine-month revenue increased 5.7% to $200.8 million, with positive price/mix of 13.5%.
- Minor pointEurope Q3 revenue increased 4.9% to $13.8 million, with volumes up 6.9%.
- Minor pointEurope Q3 adjusted EBITDA reached $0.9 million, versus breakeven a year earlier.
- Minor pointEurope nine-month revenue increased 2.1% to $39.1 million, with volumes up 11.3%.
- Minor pointNew Growth Categories Q3 adjusted EBITDA loss narrowed to $2.9 million from $3.9 million.
- Minor pointNew Growth Categories nine-month adjusted EBITDA loss narrowed to $10.8 million from $13.2 million.
Negative
- Major pointNew senior unsecured notes carry a 7.875% coupon and mature in 2031.
- Moderate pointNine-month net loss reached $74.2 million, versus a $38.7 million profit a year earlier.
- Moderate point. Forward-looking: it has not happened yet and may not happen.Expected year-end debt-to-adjusted-EBITDA rose to approximately 2.5x from approximately 2.1x, reflecting bond cashflows and working-capital timing.
- Moderate pointQ3 gross margin fell to 53.3% from 54.0%; nine-month gross margin fell to 55.4% from 56.2%.
- Moderate pointQ3 adjusted EBITDA margin fell to 31.0% from 31.9%; nine-month margin fell to 33.5% from 34.7%.
- Moderate pointNine-month shipment volumes declined 4.6% following first-half regional disruption.
23 minor points
- Minor pointNine-month operating loss was $45.7 million, versus a $68.6 million profit a year earlier.
- Minor pointNine-month basic loss per share was $0.509, versus earnings of $0.270 a year earlier.
- Minor pointNine-month EBITDA was negative $28.4 million, versus positive $82.8 million a year earlier.
- Minor pointNine-month non-cash listing expense relating to equity issued in the business combination was $48.2 million.
- Minor pointNine-month IPO-related cash costs were $47.7 million.
- Minor pointNine-month non-cash share-based compensation expense was $14.1 million.
- Minor pointNine-month public-company readiness costs were $10.5 million.
- Minor pointNine-month Strait of Hormuz supply-chain disruption costs were $4.3 million.
- Minor pointNine-month U.S. tobacco-product application preparation and submission costs were $3.4 million.
- Minor pointNine-month provisions, write-offs and associated legal costs were $2.2 million.
- Minor pointQ3 cost of sales increased 12.7% to $46.6 million, reflecting logistics, material and factory-footprint costs.
- Minor pointQ3 pretax profit decreased 1.3% to $8.1 million, reflecting a $2.5 million financial-instrument fair-value loss.
- Minor point. Forward-looking: it has not happened yet and may not happen.2026 shipment outlook includes an approximately 1.5% headwind from weaker Global Travel Retail volumes.
- Minor pointShare repurchases remain subject to market conditions, capital requirements and applicable regulatory approvals.
- Minor point. Forward-looking: it has not happened yet and may not happen.New Growth Categories revenue and adjusted EBITDA contributions depend on FDA acceptance of AIR’s applications.
- Minor pointAmericas Q3 adjusted EBITDA decreased 3.6% to $7.8 million, mainly reflecting higher cost of goods sold.
- Minor pointAmericas Q3 price/mix was negative 2.3%, reflecting trade-incentive timing.
- Minor pointMEAA nine-month shipment volumes declined 6.9%.
- Minor pointMEAA nine-month adjusted EBITDA decreased 2.2% to $84.9 million.
- Minor pointEurope price/mix was negative 1.8% in Q3 and negative 8.2% over nine months.
- Minor pointEurope nine-month adjusted EBITDA decreased to $1.1 million from $1.8 million.
- Minor pointNew Growth Categories Q3 revenue was negative $0.1 million, versus positive $0.6 million, reflecting trade-incentive timing.
- Minor pointNew Growth Categories nine-month revenue decreased 2.6% to $2.1 million.
News Explained
For the first nine months, AIR Global reported revenue growth of
Key Figures
- Q3 revenue
- $99.8 million; increased 11.1% YoY
- Q3 2026
- Q3 Adjusted EBITDA
- $30.9 million; increased 7.7% YoY
- Q3 2026
- Nine-month Adjusted EBITDA
- $102.7 million; increased 2.3%
- Nine months ended September 30, 2026
- Nine-month net loss
- $74.2 million
- Nine months ended September 30, 2026
- Revenue growth guidance
- 4%–6%
- FY 2026, in U.S. dollars; reiterated
- Year-end net debt to Adjusted EBITDA
- Approximately 2.5x, compared with approximately 2.1x previously
- FY 2026 outlook
- Annual dividend
- $0.28 per share
- Beginning Q1 2027, in quarterly installments
- Share repurchases
- Up to $100 million
- Through December 2029; subject to stated conditions
Historical Context
-
Established $0.28 annual dividend, up to $100 million repurchases, and a 2.0x leverage target.
24h Move is the share-price change in the day after each event; other market factors may also have contributed.
Key Terms
senior unsecured notes financial
premarket tobacco product application regulatory
ifrs technical
AI-generated analysis. How Rhea-AI works. Not financial advice.
Q3’26 revenue increased 11.1% YoY to
Q3’26 Adjusted EBITDA increased 7.7% YoY to
Nine-month revenue increased 6.
DUBAI, United Arab Emirates, Nov. 12, 2026 (GLOBE NEWSWIRE) -- AIR Global PLC (NASDAQ: AIIR), the global leader in Flavored Shisha Molasses ("FSM"), today announces its results for the three and nine-month periods ended September 30, 2026. Unless otherwise specified, all comparative information in this release is presented with reference to the corresponding period of the preceding year.
Stuart Brazier, Chief Executive Officer of AIR Global, said:
“Third-quarter revenue increased
On October 1, 2026, we issued senior unsecured notes of
The submission of our PMTA for Crown Switch is an important milestone in AIR’s strategy to build a responsible, science-led presence in the regulated U.S. vaping market. The application reflects a substantial body of evidence spanning product quality, manufacturing, consumer behavior and population-level health impacts. We believe Crown Switch has the potential to provide adult smokers with a differentiated alternative to combustible cigarettes, and we look forward to the FDA’s review.
Our people responded to a period of significant change with focus, agility and determination and this has allowed us to continue to position AIR for its next phase of growth. Our focus now is to translate these strengths into sustainable, profitable growth and attractive long-term returns. “
Bassem Lotfy, Chief Financial Officer of AIR Global, added: “We remain on track to open our Romania factory during Q1’27, which will further diversify our manufacturing footprint and enhance our operational resilience in an uncertain geopolitical environment.
Our capital allocation framework is designed to support long-term value creation. Through equity free cash flow1 generation and with continued growth in Adjusted EBITDA, we expect leverage to decline over time and to be at or below 2.0x by December 2027.”
Webcast and Q&A Session:
AIR Global PLC will hold a live webcast for investors and analysts at 8:00AM ET on November 12, 2026, hosted by Stuart Brazier, CEO and Bassem Lotfy, CFO. The presentation will be followed by a Q&A session. The webcast and presentation slides will be available to view on our website at News/ Events. Conference call dial in details: +1 877 407 0752 or +1 201 389 0912. Alternatively, participants may use the Call Me™ service for immediate access to the event via the following link: Call ME. The Call Me™ service will be available 15 minutes prior to the scheduled start time.
Results Highlights – Q3’26 and 9M’26
(in millions, except percentages and per-share amounts)
| Metric | Q3’26 | Q3’25 | YoY | 9M’26 | 9M’25 | YoY | ||||||
| Revenue | 99.8 | 89.8 | 306.7 | 289.3 | ||||||||
| Gross profit | 53.2 | 48.5 | 170.0 | 162.5 | ||||||||
| Operating (loss) / profit | 17.9 | 17.0 | (45.7) | 68.6 | NM | |||||||
| (Loss) / profit for the period | 7.6 | 6.7 | (74.2) | 38.7 | NM | |||||||
| EBITDA | 23.7 | 21.8 | (28.4) | 82.8 | NM | |||||||
| Adjusted EBITDA | 30.9 | 28.7 | 102.7 | 100.3 | ||||||||
| Basic EPS ($) | 0.052 | 0.047 | (0.509) | 0.270 | NM |
Note: Percentage changes are based on underlying unrounded figures and may differ from those calculated using the presented figures.
Q3’26 Performance Commentary
- FSM shipment volumes increased
5.8% in Q3’26 as shipment activity continued to normalize following the supply-chain disruptions experienced in H1’26, supported by resilient end-consumer demand. - Revenue increased
11.1% to$99.8 million in Q3’26, driven by5.8% volume growth and5.0% price/mix. FX impact was minimal, as AIR operates largely in U.S. dollars or U.S. dollar-pegged currencies. - Gross profit increased
9.8% to$53.2 million in Q3’26. Cost of sales increased12.7% to$46.6 million reflecting higher logistics, material and factory footprint costs, resulting in a gross margin of53.3% vs.54.0% in Q3’25. - Profit for the period increased
13.8% to$7.6 million in Q3’26, compared with$6.7 million in Q3’25. Profit before taxation decreased1.3% to$8.1 million , reflecting a$2.5 million fair value loss on financial instruments, partly offset by lower net finance costs of$7.2 million compared with$8.7 million in the prior-year quarter. Taxation was$0.4 million , compared with$1.5 million in Q3’25. - Adjusted EBITDA increased
7.7% to$30.9 million in Q3’26. Adjusted EBITDA margin was31.0% vs.31.9% in Q3’25. - Basic EPS was
$0.052 in Q3’26, compared with$0.047 in Q3’25, an increase of10.6% based on the disclosed EPS figures.
9M’26 Performance Commentary
- FSM shipment volumes declined
4.6% for 9M’26, reflecting the regional disruption and its impact on shipments in the first half of the year. - Revenue increased
6.0% to$306.7 million for 9M’26, with price/mix of11.1% offsetting volume declines. - Gross profit increased
4.6% to$170.0 million , with a gross margin of55.4% vs.56.2% in 9M’25. - Net loss for the period was
$74.2 million in the first nine months of 2026, impacted by several one-time items, including:$48.2 million of non-cash listing expense in accordance with IFRS 2, relating to equity issued in connection with the business combination;$47.7 million of IPO-related cash costs;$14.1 million of non-cash share-based compensation expense;$10.5 million of other public company readiness costs;$4.3 million of supply chain-related costs resulting from the Strait of Hormuz disruption;$3.4 million of regulatory costs relating to the preparation and submission of a U.S. Premarket Tobacco Product Application (“PMTA”); and$2.2 million of significant provisions, write-offs and associated legal costs.
- Adjusted EBITDA increased
2.3% to$102.7 million for 9M’26. Adjusted EBITDA margin was33.5% vs.34.7% in 9M’25. - Basic loss per share was
$0.509 , compared with basic earnings per share of$0.270 for the first nine months of 2025.
2026 Full-Year Outlook
AIR reiterates its full-year 2026 outlook for operating performance:
- Broadly stable shipment volumes compared with FY’25, reflecting the recovery in shipment activity during the second half of the year, despite an approximately
1.5% headwind from weaker Global Travel Retail (GTR) volumes resulting from the Middle East conflict. - Revenue growth of
4% to6% in U.S. dollars. - Low- to mid-single-digit Adjusted EBITDA growth, reflecting continued underlying business performance, partly offset by incremental public-company costs, the accelerated reorganization of AIR’s factory footprint, and higher logistics and raw-material costs.
- Year-end Net Debt to Adjusted EBITDA3 of approximately 2.5x, compared with the prior expectation of approximately 2.1x, primarily reflecting bond-issuance cashflows and the timing of working-capital movements associated with the continuing supply-chain disruption. These working-capital effects are expected to normalize during 2027.
- An effective tax rate of approximately
15% . - Capital expenditures of
$11 million to$14 million , compared with$15 million to$18 million previously. - We regularly review capital allocation priorities. Future decisions to defer, reduce or discontinue investment in certain workstreams may represent indicators of impairment and could result in the recognition of impairment losses and write-offs where the carrying amount of the related assets exceeds their recoverable amount.
Medium-Term Outlook
AIR reiterates its FY’27 and medium-term outlook for operating performance:
- Low-single-digit organic FSM shipment-volume growth, supported by continued market-share gains and expansion into new markets, assuming non-disruptive excise-tax increases.
- Mid-single-digit FSM revenue growth in U.S. dollars.
- High-single-digit FSM Adjusted EBITDA growth in U.S. dollars.
- The timing and scale of revenue and Adjusted EBITDA contributions from New Growth Categories will depend on FDA acceptance of AIR’s PMTA applications.
- Net Debt to Adjusted EBITDA at or below 2.0x by December 2027, including the impact of dividends and share repurchases.
* No reconciliation to the most directly comparable IFRS financial measures has been provided due to the inherent difficulty in forecasting and quantifying certain amounts necessary for such reconciliation.
Capital allocation
AIR’s capital allocation priorities balance investment in sustainable growth with disciplined shareholder returns and leverage management. The Company intends to commence an annual dividend of
AIR’s capital allocation framework remains focused on investing in high-return growth opportunities, supporting the expansion of the Company’s reduced-risk product portfolio, maintaining a strong balance sheet and prudent leverage profile, and returning excess capital to shareholders through dividends and share repurchases.
Business Review
Segmental Information – Q3’26 and 9M’26
(in millions, except percentages)
| Segment | Q3’26 | Q3’25 | YoY | 9M’26 | 9M’25 | YoY | ||||||
| Revenue | ||||||||||||
| FSM - Americas | 21.9 | 17.5 | 64.8 | 58.9 | ||||||||
| FSM - MEAA | 64.1 | 58.6 | 200.8 | 190.0 | ||||||||
| FSM - Europe | 13.8 | 13.2 | 39.1 | 38.2 | ||||||||
| New Growth Categories | (0.1) | 0.6 | NM | 2.1 | 2.2 | (2.6)% | ||||||
| Adjusted EBITDA | ||||||||||||
| FSM - Americas | 7.8 | 8.1 | (3.6)% | 27.5 | 24.9 | |||||||
| FSM - MEAA | 25.1 | 24.5 | 84.9 | 86.8 | (2.2)% | |||||||
| FSM - Europe | 0.9 | 0.0 | NM | 1.1 | 1.8 | (41.7)% | ||||||
| New Growth Categories | (2.9) | (3.9) | NM | (10.8) | (13.2) | NM |
Note: Percentage changes are based on underlying unrounded figures and may differ from those calculated using the presented figures.
Q3’26 Segment Commentary
Americas
Revenue increased
MEAA
Revenue increased
Europe
Revenue increased
New Growth Categories
Revenue was negative
9M’26 Segment Commentary
Americas
Americas revenue increased
MEAA
MEAA revenue increased
Europe
Europe revenue increased
New Growth Categories
New Growth Categories revenue decreased
Impact of the Strait of Hormuz Disruption
The closure of the Strait of Hormuz disrupted AIR’s supply chain during the first half of 2026 and affected the timing of shipments across several key markets. AIR established alternative routes and accelerated changes to its factory footprint to reduce its long-term dependence on the Strait. Shipment activity recovered as alternative routes came into operation, supporting stronger revenue growth in the third quarter.
Greentank Strategic Investment
On July 29, 2026, AIR announced a
Adjusted EBITDA Reconciliation
Reconciliation of (loss)/ profit for the period to adjusted EBITDA
| Nine-month period ended 30 September | 2026 | 2025 | ||
| $000 | $000 | |||
| (Loss) / profit for the period | (74,177) | 38,690 | ||
| Add / (subtract): | ||||
| Taxation | 4,276 | 6,905 | ||
| Finance costs | 21,645 | 30,276 | ||
| Finance income | (632) | (7,919) | ||
| Depreciation – property, plant and equipment | 3,703 | 3,762 | ||
| Depreciation – right-of-use assets | 2,888 | 2,498 | ||
| Amortization | 10,734 | 7,981 | ||
| Share of results in joint venture | 374 | 603 | ||
| Changes in fair value of derivative financial instruments | 2,807 | — | ||
| EBITDA | (28,382) | 82,796 | ||
| Non-recurring items: | ||||
| Share-based compensation (i) | 14,077 | 3,405 | ||
| Corporate restructuring costs | 797 | 1,091 | ||
| Significant provisions, write-offs and associated legal costs | 2,164 | 8,710 | ||
| Public company readiness cost (ii) | 10,450 | 4,342 | ||
| Extraordinary costs caused by regional disruption (iii) | 4,253 | - | ||
| Regulatory costs (iv) | 3,411 | - | ||
| Fees related to BCA transaction (v) | 47,735 | - | ||
| Expense of equity issued at BCA transaction date (net) (vi) | 48,150 | - | ||
| Adjusted EBITDA | 102,655 | 100,344 | ||
Please note that further details on Adjusted EBITDA, including footnotes (i)–(vi), are included in Appendix C.
Share Count
At the end of Q3’26, AIR had approximately 155.39 million ordinary shares outstanding, including approximately 8.69 million Earnout Shares, which will vest only if specified share-price thresholds are achieved by May 15, 2031.
Debt Financing
In September 2026, AIR priced a
Glossary
1. Equity free cash flow: AIR defines equity free cash flow as cash flow from operations less capital expenditure, interest expense, and principal and interest payments on lease liabilities.
2. AIR defines EBITDA as earnings for the period before interest, taxation, depreciation and amortization. The most directly comparable IFRS measure is profit/(loss) for the period. EBITDA is an intermediate step in AIR’s calculation of Adjusted EBITDA, as set out in Appendix C.
3. AIR defines Adjusted EBITDA as earnings before interest, taxes, depreciation and amortization, further adjusted to exclude items such as non-recurring expenses, share-based compensation and other non-operating expenses. Adjusted EBITDA is not a measure specifically defined under IFRS. The most directly comparable IFRS measure is profit/(loss) for the period. A reconciliation is set out in Appendix C.
4. AIR defines Net Debt as total borrowings (comprising current and non-current interest-bearing loans and borrowings and lease liabilities) less cash and cash equivalents, each as reported on AIR’s IFRS statement of financial position. AIR defines the ratio of Net Debt to Adjusted EBITDA (“leverage”) as Net Debt divided by Adjusted EBITDA. Neither Net Debt nor the Net Debt to Adjusted EBITDA ratio is presented in accordance with IFRS; the most directly comparable IFRS measures are total borrowings and cash and cash equivalents, each as reported on AIR’s statement of financial position. AIR believes this ratio is a useful measure of AIR’s capital structure and progress toward its target leverage. A reconciliation of profit/(loss) for the period to EBITDA and Adjusted EBITDA is set forth in Appendix C, and a reconciliation of total borrowings to Net Debt is set forth under “Reconciliation of total borrowings to Net Debt / Adjusted EBITDA” below.
See “Use of Non-IFRS Financial Measures” for further information regarding the non-IFRS financials measures included in this press release.
Appendix
Appendix A: Condensed Consolidated Statement of Financial Position
| As at | 30 September 2026 | 31 December 2025 | ||
| $000 | $000 | |||
| ASSETS | ||||
| Non-current assets | ||||
| Property, plant and equipment | 26,153 | 28,410 | ||
| Right-of-use assets | 15,529 | 11,663 | ||
| Intangible assets | 366,420 | 371,277 | ||
| Trade and other receivables | 74 | 293 | ||
| Investments in joint ventures | 1,881 | 2,255 | ||
| Financial asset at FVOCI | 12,476 | - | ||
| Derivative financial instruments | 1,137 | - | ||
| Deferred tax assets | 42,246 | 41,071 | ||
| 465,916 | 454,969 | |||
| Current assets | ||||
| Inventories | 73,020 | 55,331 | ||
| Trade and other receivables | 130,591 | 93,160 | ||
| Restricted deposit | 18,200 | - | ||
| Advance tax | 2,258 | 274 | ||
| Cash and cash equivalents | 38,944 | 119,456 | ||
| 263,013 | 268,221 | |||
| Total assets | 728,929 | 723,190 | ||
| LIABILITIES | ||||
| Non-current liabilities | ||||
| Derivative financial instruments | - | 1,216 | ||
| Other interest-bearing loans and borrowings | 303,622 | 357,679 | ||
| Lease liabilities | 13,728 | 9,935 | ||
| Employee benefits | 6,765 | 6,542 | ||
| Deferred tax liabilities | 390 | 436 | ||
| 324,505 | 375,808 | |||
| Current liabilities | ||||
| Other interest-bearing loans and borrowings | 82,496 | 29,852 | ||
| Derivative financial instruments | 401 | 558 | ||
| Employee benefits | 1,344 | 1,320 | ||
| Lease liabilities | 3,895 | 3,348 | ||
| Trade and other payables | 114,140 | 99,121 | ||
| Tax payable | 2,780 | 2,053 | ||
| Payables relating to acquisitions | 1,760 | 1,760 | ||
| 206,816 | 138,012 | |||
| Total liabilities | 531,321 | 513,820 | ||
| Net assets | 197,608 | 209,370 | ||
| EQUITY | ||||
| Capital and reserves | ||||
| Share capital | 16 | 968,768 | ||
| Share premium | 1,017,725 | 39,834 | ||
| Merger reserve | (1,100,361) | (1,100,361) | ||
| Cash flow hedge reserve | - | (1,614) | ||
| Translation reserve | 6,389 | 9,194 | ||
| Other reserve | 44,702 | 31,101 | ||
| Retained earnings | 229,137 | 262,448 | ||
| Net equity | 197,608 | 209,370 |
Appendix B: Condensed Consolidated Statement of Comprehensive (loss) / income
| Nine-month period ended 30 September | 2026 | 2025 | ||
| $000 | $000 | |||
| Revenue | 306,721 | 289,304 | ||
| Cost of sales | (136,744) | (126,832) | ||
| Gross profit | 169,977 | 162,472 | ||
| Distribution expenses | (34,047) | (33,704) | ||
| General and administrative expenses | (91,662) | (59,205) | ||
| Provision for expected credit losses on trade receivables | (1,114) | (2,078) | ||
| Other operating (losses) / gains* | (88,861) | 1,070 | ||
| Operating (loss) / profit | (45,707) | 68,555 | ||
| Share of net loss of investments accounted for using the equity method | (374) | (603) | ||
| Changes in fair value of derivative financial instruments | (2,807) | 0 | ||
| Finance income | 632 | 7,919 | ||
| Finance costs | (21,645) | (30,276) | ||
| (Loss) / profit before taxation | (69,901) | 45,595 | ||
| Taxation | (4,276) | (6,905) | ||
| (Loss) / profit for the period | (74,177) | 38,690 | ||
| Other comprehensive (loss) / income | — | — | ||
| Items that may be reclassified to profit or loss: | — | — | ||
| Foreign currency translation differences – foreign operations | (2,805) | 71 | ||
| Changes in fair value of cash flow hedges | 3,381 | (2,201) | ||
| Amounts reclassified to profit or loss from cash flow hedges | (1,767) | 1,002 | ||
| Items that will not be reclassified to profit or loss: | — | — | ||
| Changes in fair value of financial asset at FVOCI | (3,669) | 0 | ||
| Other comprehensive income / (loss) for the period, net of income tax | (4,860) | (1,128) | ||
| Total comprehensive (loss) / income for the period | (79,037) | 37,562 | ||
| Earnings per share for profit attributable to the ordinary equity holders of the Company: | — | |||
| Basic (loss) / earnings per share | (0.509) | 0.270 | ||
| Diluted (loss) / earnings per share | (0.509) | 0.269 |
Earnings per share
| Nine-month period ended 30 September | 2026 | 2025 | ||
| (Losses) / earnings for the purposes of basic and diluted earnings per share as profit for the period attributable to the ordinary equity holders of the parent company ($000) | (74,177) | 38,690 | ||
| Average of ordinary shares outstanding | 145,729,991 | 143,515,060 | ||
| Basic (loss) / earnings per share attributable ($) | (0.509) | 0.270 | ||
| Average of diluted shares outstanding | 145,729,991 | 143,565,992 | ||
| Diluted (loss) / earnings per share attributable ($) | (0.509) | 0.269 | ||
| Weighted average number of shares used as the denominator: | ||||
| Weighted average number of ordinary shares used as the denominator in calculating basic earnings per share | 145,729,991 | 143,515,060 | ||
| Adjustments for calculation of diluted earnings per share: | ||||
| Employee share options plans | - | 50,932 | ||
| Weighted average number of ordinary shares and potential ordinary shares used as the denominator in calculating diluted earnings per share | 145,729,991 | 143,565,992 |
Appendix C: Reconciliation of (loss) / profit for the period to adjusted EBITDA
| Nine-month period ended 30 September | 2026 | 2025 | ||
| $000 | $000 | |||
| (Loss) / profit for the period | (74,177) | 38,690 | ||
| Add / (subtract): | ||||
| Taxation | 4,276 | 6,905 | ||
| Finance costs | 21,645 | 30,276 | ||
| Finance income | (632) | (7,919) | ||
| Depreciation – property, plant and equipment | 3,703 | 3,762 | ||
| Depreciation – right-of-use assets | 2,888 | 2,498 | ||
| Amortisation | 10,734 | 7,981 | ||
| Share of results in joint venture | 374 | 603 | ||
| Changes in fair value of derivative financial instruments | 2,807 | - | ||
| EBITDA | (28,382) | 82,796 | ||
| Non recurring items: | ||||
| Share-based compensation (i) | 14,077 | 3,405 | ||
| Corporate restructuring costs | 797 | 1,091 | ||
| Significant provisions, write-offs and associated legal costs | 2,164 | 8,710 | ||
| Public company readiness cost (ii) | 10,450 | 4,342 | ||
| Extraordinary costs caused by regional disruption (iii) | 4,253 | - | ||
| Regulatory costs (iv) | 3,411 | - | ||
| Fees related to BCA transaction (v) | 47,735 | - | ||
| Expense of equity issued at BCA transaction date (net) (vi) | 48,150 | - | ||
| Adjusted EBITDA | 102,655 | 100,344 |
Reconciliation of (loss) / profit for the quarter to Adjusted EBITDA – Q3’26 and Q3’25
| Three-month period ended 30 September | 2026 | 2025 | ||
| $000 | $000 | |||
| (Loss) / profit for the period | 7,643 | 6,717 | ||
| Add / (subtract): | ||||
| Taxation | 444 | 1,474 | ||
| Finance costs | 7,229 | 8,660 | ||
| Finance income | (85) | (108) | ||
| Depreciation – property, plant and equipment | 1,211 | 1,268 | ||
| Depreciation – right-of-use assets | 984 | 839 | ||
| Amortisation | 3,628 | 2,635 | ||
| Share of results in joint venture | 134 | 274 | ||
| Changes in fair value of derivative financial instruments | 2,524 | - | ||
| EBITDA | 23,712 | 21,759 | ||
| Non recurring items: | ||||
| Share-based compensation (i) | 1,638 | 2,398 | ||
| Corporate restructuring costs | 94 | (93) | ||
| Significant provisions, write-offs and associated legal costs | 489 | 2,204 | ||
| Public company readiness cost (ii) | 3,085 | 2,417 | ||
| Extraordinary costs caused by regional disruption (iii) | 458 | - | ||
| Regulatory costs (iv) | 1,431 | - | ||
| Fees related to BCA transaction (v) | - | - | ||
| Expense of equity issued at BCA transaction date (net) (vi) | - | - | ||
| Adjusted EBITDA | 30,907 | 28,685 |
(i) Share-based compensation principally relates to the Milestone Incentive Plan and Retention Awards established for senior management in connection with the listing event. These arrangements are one-time programs linked to the completion of an exit event; the related charges will continue to be recognized over the remaining vesting period in accordance with IFRS 2.
(ii) During the periods, the Group incurred public-company readiness and related costs, including the initial implementation of SOX compliance requirements, remediation activities relating to previously reported material weaknesses in internal control over financial reporting, SEC registration and listing-related activities, and related legal, accounting and advisory services. These costs were incurred in connection with the Group's transition to a publicly listed company and are not representative of its ongoing public-company compliance costs.
(iii) Regional disruption rendered certain established supply and logistics routes temporarily unavailable. The Group incurred incremental costs to air-freight materials and finished goods and to secure a key ingredient under short-term supply arrangements at prices above normal market conditions. Other rerouting and situational inflation costs remain within operating results.
(iv) Regulatory costs principally comprise consulting, advisory and research fees supporting preparation and submission of a U.S. Premarket Tobacco Product Application. Management considers these applications infrequent and non-recurring relative to the Group’s normal operating activities.
(v) BCA transaction fees relate to the Business Combination Agreement that took effect on May 15, 2026, and comprise sponsor marketing and advisory fees of
(vi) In connection with the Business Combination Agreement, the Group issued 4,408,369 shares (including 1,500,000 subject to earnout performance conditions) at an average fair value of
Reconciliation of total borrowings to Net Debt / Adjusted EBITDA
| (in millions) | 9M’26 | |
| Total borrowings (including lease liabilities) (i) | 403.7 | |
| Less: Cash and cash equivalents | (38.9) | |
| Net Debt (ii) | 364.8 | |
| Rolling 12 Months Adjusted EBITDA* (iii) | 141.6 | |
| Net Debt / Adjusted EBITDA (iv) | 2.6x |
*Note: Net Debt / Adjusted EBITDA as of September 30, 2026 is calculated using rolling twelve-month Adjusted EBITDA, comprising 9M’26 Adjusted EBITDA plus Q4’25 Adjusted EBITDA. Q4’25 Adjusted EBITDA is derived by deducting 9M’25 Adjusted EBITDA from FY’25 Adjusted EBITDA as previously reported.
(i) Represents total borrowings, comprising current and non-current interest-bearing loans and borrowings and lease liabilities, as reported on the consolidated statement of financial position.
(ii) Represents total borrowings (including “current and non-current borrowings” as shown in the consolidated statement of financial position) less cash and cash equivalents.
(iii) Represents earnings before interest, taxes, depreciation and amortization, further adjusted to exclude items such as non-recurring expenses, share-based compensation and other non-operational items.
(iv) Represents Net Debt divided by Adjusted EBITDA. Net Debt/Adjusted EBITDA is a non-IFRS leverage ratio and differs from the gearing ratio (net debt divided by total capital) presented in AIR’s historical financial statements.
Forward-Looking Statements
This press release contains forward-looking statements within the meaning of the U.S. Private Securities Litigation Reform Act of 1995 that relate to our current expectations and views of future events. We intend such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in Section 27A of the Securities Act and Section 21E of the Exchange Act. AIR Global PLC is the public operating company that resulted from the business combination of AIR Limited with a special purpose acquisition company, which completed in May 2026, and is accordingly not a “blank check company” for purposes of these safe harbor provisions.
Any express or implied statements contained in this press release that are not statements of historical fact may be deemed forward-looking statements, including, without limitation, statements regarding: our FY2026 and FY2027 outlook and medium-term guidance; future results of operations, financial position, shipment volumes, costs and leverage; our capital allocation framework, including dividends, share repurchases and equity free cash flow; our manufacturing footprint, including the planned opening of our Romania factory; potential impairments; the Greentank investment; PMTA applications and the anticipated U.S. launch of Crown Switch and other New Growth Categories products; share count and Earnout Shares; and our business strategy and management’s plans and objectives. Forward-looking statements may include words such as “expect,” “intend,” “plan,” “believe,” “anticipate,” “estimate,” “forecast,” “project,” “target,” “outlook,” “guidance,” “aim,” “potential,” “may,” “could,” “would,” “should,” “will,” “continue,” “on track” and similar expressions.
Any future dividends and share repurchases remain subject to Board approval, available distributable reserves, any required shareholder authority, financial performance, market conditions and applicable legal requirements, and there can be no assurance that they will be made in the amounts or on the timeline described, or at all.
Forward-looking statements are neither promises nor guarantees and involve known and unknown risks and uncertainties that could cause actual results to differ materially, including: supply-chain disruption and higher logistics and raw-material costs, shipment disruptions; dependence on distributors and suppliers; competition and cannibalization; FDA review and authorization of our PMTA applications on the timelines we expect, or at all, and other regulatory change and enforcement; scientific-study outcomes; product development and commercialization; excise taxes and illicit trade; consumer preferences; our indebtedness and our ability to generate sufficient cash flow to reduce leverage and fund dividends and share repurchases; potential asset impairments; dilution; foreign exchange, tariffs, trade policy and general economic conditions; realization of the anticipated benefits of the Greentank investment; tax, legal and accounting developments; our internal control over financial reporting, including previously identified material weaknesses; and the other important factors discussed under the caption “Risk Factors” in our Registration Statement on Form F-1, as amended, filed with the U.S. Securities and Exchange Commission (“SEC”), as such factors may be updated from time to time in our other filings with the SEC, including our Reports on Form 6-K. Any forward-looking statement speaks only as of the date made, and undue reliance should not be placed on such statements. AIR disclaims any obligation to update or revise forward-looking statements except as required by applicable law.
Use of Non-IFRS Financial Measures
This press release includes EBITDA, Adjusted EBITDA, Net Debt and Net Debt to Adjusted EBITDA, each of which is not presented in accordance with IFRS and may differ from similarly titled measures used by other companies.
AIR defines EBITDA as earnings for the period before interest, taxation, depreciation and amortization. The most directly comparable IFRS measure is profit/(loss) for the period. EBITDA is an intermediate step in AIR’s calculation of Adjusted EBITDA.
AIR defines Adjusted EBITDA as earnings before interest, taxes, depreciation and amortization, further adjusted to exclude items such as non-recurring expenses, share-based compensation and other non-operating expenses. AIR believes Adjusted EBITDA assists investors and management in evaluating operating performance consistently, but it should not be considered in isolation or as a substitute for IFRS results.
Adjusted EBITDA does not reflect cash expenditures or capital requirements, working-capital needs, interest or principal payments, cash taxes, or the future replacement of depreciated and amortized assets. Other companies may calculate the measure differently, and management’s adjustments involve judgment. A reconciliation is provided in Appendix C.
AIR defines Net Debt as total borrowings less cash and cash equivalents. AIR defines Net Debt to Adjusted EBITDA as Net Debt divided by Adjusted EBITDA. Neither measure is presented in accordance with IFRS. AIR believes the ratio is useful in assessing capital structure and progress toward target leverage.
No Offer or Solicitation
This press release is for informational purposes only and does not constitute, and shall not be construed as, an offer to sell or the solicitation of an offer to buy any securities of AIR, nor shall there be any sale of securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
Contacts
AIR Investor Relations:
Gaurav Jain: Gaurav.jain@air.global; +971-56-439-4296
Anuja Shendye: a.shendye@air.global; +971-58-907-8782
investor@air.global
AIR Media Relations:
ICR for AIR | AIRglobal@icrinc.com
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What were AIR Global’s Q3 2026 revenue and profit?
AIR Global reported $99.8 million in revenue and $7.6 million in net profit for the third quarter of 2026. Revenue increased 11.1% and net profit increased 13.8% from the prior-year quarter. Adjusted EBITDA rose 7.7% to $30.9 million.
What is AIR Global’s full-year 2026 growth guidance?
AIR Global reiterated expected 4%–6% revenue growth in U.S. dollars and low- to mid-single-digit adjusted EBITDA growth for 2026. It expects broadly stable shipment volumes compared with FY2025, despite an approximately 1.5% headwind from weaker Global Travel Retail volumes resulting from the Middle East conflict.
When does AIR Global plan to start its dividend?
AIR intends to commence its $0.28 annual dividend per share, paid in quarterly installments, with Q1 2027 results expected to be announced in May 2027. It intends a progressive dividend policy, with potential increases supported by earnings expansion, equity free cash flow and its financial position.
Why did AIR Global raise its year-end 2026 leverage expectation?
The higher leverage expectation primarily reflects bond-issuance cashflows and working-capital timing associated with continuing supply-chain disruption. AIR expects those working-capital effects to normalize during 2027 and expects debt-to-adjusted-EBITDA to decline to at or below 2.0x by December 2027, including dividends and share repurchases.