Arxis, Inc. (ARXS) SEC Filings

Arxis, Inc. completed the acquisition of Omnetics Connector Corporation, a Minnesota-based designer and manufacturer of high-reliability Micro-D-Sub and Nano-D-Sub connectors used in defense, space, aerospace, and medical applications. The transaction was based on an agreed enterprise value of $770.0 million, subject to customary closing adjustments, and Omnetics will operate within Arxis’ Electronic Components segment.

As consideration, Arxis issued 13,351,964 shares of its Class A common stock, representing approximately 3.1% of total common stock as of the closing date, to former Omnetics shareholders and funded $8.0 million into cash escrow accounts. The stock was issued under a Section 4(a)(2) registration exemption and is subject to lockup provisions. Arxis states that, together with the MagCanica acquisition, the combined purchase price represents approximately 12x FY27 estimated adjusted EBITDA, highlighting the scale of the two deals within its industrial components strategy.

Arxis, Inc. received a Schedule 13G from a group of affiliated Arcline and Engineered Components entities reporting large beneficial ownership of its Class A Common Stock on an as-converted basis. All reporting entities are organized in Delaware and share a common investment management structure.

The filing states that Arcline Investment Management, L.P. may be deemed to beneficially own 344,009,215 shares, representing 81.75% of Arxis’s Class A Common Stock, calculated assuming full conversion of Class B Common Stock and convertible common stock. This total consists primarily of 340,676,783 shares of Class B Common Stock plus one share of convertible common stock held through controlled affiliates.

Class B Common Stock is convertible one-for-one into Class A and carries twenty votes per share, and the convertible common stock is convertible into Class B based on a formula tied to Arxis’s stock price. The reporting entities have shared voting and dispositive power over these holdings and have filed jointly, while expressly disclaiming membership in a statutory “group.”

Capital Research Global Investors, a division of Capital Research and Management Company and affiliated investment management entities, reports beneficial ownership of 3,595,083 shares of Arxis, Inc. common stock. This represents 5.2% of the 69,657,950 shares of Arxis common stock believed to be outstanding.

Capital Research Global Investors has sole voting and dispositive power over all 3,595,083 shares and no shared voting or dispositive power. SMALLCAP World Fund, Inc. is identified as a person with rights to receive dividends or proceeds from these securities.

Capital International Investors, a division of Capital Research and Management Company and affiliated investment management entities, reports beneficial ownership of 3,603,927 shares of Arxis, Inc. common stock on a Schedule 13G. This represents 5.2% of the 69,657,950 Arxis shares believed to be outstanding as of the filing.

Capital International Investors has sole voting power and sole dispositive power over all 3,603,927 shares, with no shared voting or dispositive authority reported. The position is reported as beneficial ownership held across its investment management entities under the Capital International Investors name.

Arxis, Inc. generated Q2 2026 revenue of $500.7 million, up 25.0% from $400.4 million in Q2 2025. Adjusted EBITDA was $211.5 million, a 42.2% margin, with Electronic Components contributing $214.8 million of revenue and Mechanical Components $285.9 million.

The company reported a Q2 net loss of $4.9 million versus a $29.3 million loss a year earlier, reflecting $39.4 million of interest expense, substantial IPO-related share-based compensation and a Convertible-Related Tax Receivable Agreement charge. For the first half of 2026, net income was $48.4 million.

Arxis completed an April 2026 IPO, raising $1,220.6 million in net proceeds and using $946.0 million to prepay its 2025 Term Loan, reducing total debt to $1.73 billion and ending Q2 with $494.7 million of cash. The company acquired Micro-Tronics and MagCanica and agreed to acquire Omnetics for about $770 million to be funded with equity. It also carries environmental remediation accruals of $51.0 million and other legal reserves, including approximately $17.4 million related to K‑Max litigation.

Arxis, Inc. reported strong second quarter 2026 results, with revenue of $501 million, up 25% year-over-year, including 21% organic growth across Electronic and Mechanical Components. Demand was broad-based, led by Defense & Space, and favorable trends in Commercial Aerospace and Industrial Technology.

The company recorded a net loss of $4.9 million, improved from a $29.3 million loss, as stronger operations were offset by share-based compensation tied to its initial public offering. Adjusted EBITDA rose 38% to $211 million, and Adjusted EBITDA margin expanded 390 basis points to 42.2%, supported by volume growth, disciplined pricing, and productivity initiatives.

Cash generation was robust, with net cash from operating activities of $138 million and Free Cash Flow of $127 million, both sharply higher year-over-year. Arxis completed the MagCanica acquisition, agreed to acquire Omnetics, and closed the Blue Line acquisition. A term loan repricing is expected to save about $5 million of annual cash interest, helping reduce net leverage to 1.8x. Reflecting first-half performance and visibility backed by orders and acquisitions, Arxis raised full-year 2026 guidance to revenue of $1,960–$1,980 million and Adjusted EBITDA of $790–$800 million, implying an Adjusted EBITDA margin of approximately 40.4%.

Jankowski Ryan Anthony reported acquisition or exercise transactions in this Form 4 filing.

Arxis, Inc. Chief Accounting Officer Ryan Anthony Jankowski received a grant of 8,517 restricted stock units of Class A Common Stock on June 29, 2026, at no cash cost. These units vest in three substantially equal annual installments on June 23, 2027, June 23, 2028, and June 23, 2029, subject to continued employment. Following this equity award, Jankowski directly holds 59,848 shares of Class A Common Stock.

Arxis, Inc. is expanding its Electronic Components segment through two acquisitions: a pending stock-for-stock merger with Omnetics Connector Corporation and a completed all-cash purchase of MagCanica Inc. The Omnetics Merger Agreement, signed on May 29, 2026, values the transaction at approximately $770,000,000, paid in Class A common stock with an $8,000,000 cash escrow and a capped share component, with any value shortfall paid in cash. Omnetics shareholders will be subject to lock-up agreements, with the five largest holders’ shares released in four tranches from October 2026 through May 2028, and other shareholders released in October 2026. Arxis has already closed the MagCanica acquisition on June 1, 2026, in an all-cash deal. A combined press release cites a total purchase price of approximately $890 million for both transactions, representing 12x FY27 estimated adjusted EBITDA, and notes that the Omnetics deal remains subject to customary regulatory approvals and closing conditions, with an expected closing in the third quarter of 2026.

Arxis, Inc. reported record first quarter 2026 results with strong growth and improved profitability. Revenue reached $458.9 million, up 21% from the prior year, driven by strength in Defense & Space, Commercial Aerospace, and Industrial Technology. Net income was $53.3 million versus a loss of $4.3 million, giving an 11.6% net margin. Adjusted EBITDA rose to $175.2 million, up 31%, with margin expanding to 38.2%. Operating cash flow increased to $36.5 million and free cash flow to $24.8 million. The company completed an IPO in April 2026, raising about $1,221 million net and repaying approximately $946 million of Term Loan B debt. For full-year 2026, Arxis guides to revenue of $1,860–$1,880 million and Adjusted EBITDA of $720–$730 million, implying higher margins versus 2025.