Why Is SOAR Stock Falling Today? Volato Group Falls After $500M AI Infrastructure Merger News

Volato Group (SOAR) shares fell roughly 20.5% in pre-market trading as the market continues to digest the company's announcement of a definitive merger agreement with Alignment Engine.

The pullback comes a day after Volato shares surged approximately 55% when the company announced the $500 million deal. That initial rally reflected investor enthusiasm for the strategic pivot — but Thursday's pre-market action suggests some profit-taking and cautious reassessment of the terms.

Volato Group has entered into a definitive agreement to merge with Alignment Engine, Inc., an AI infrastructure company, in a transaction valuing the Ohio-based firm at approximately $500 million. The deal repositions Volato away from its current business and into advanced AI infrastructure, high-performance computing, and data center development.

The key asset is Alignment Engine's powered industrial campus in Ohio. The site currently has 154 megawatts of power available, with a near-term path to at least 480 MW of capacity. That infrastructure is designed to support GPU compute, AI training and inference workloads, and other compute-intensive applications — tapping directly into the growing demand for AI capacity.

Volato will remain the publicly traded parent company following the transaction. Currently, the company operates in the private aviation sector, offering fractional ownership, aircraft management, jet cards, and charter programs. It also offers Vaunt, a software-as-a-service subscription platform, which it will retain post-merger.

The merger closing is not conditioned upon Volato stockholder approval, meaning the deal can proceed without a vote. However, a stockholder meeting will be held at a later date for the subsequent conversion of convertible preferred stock — being issued to Alignment Engine's shareholders — into shares of Volato's Class A common stock. That convertible structure introduces potential dilution for existing shareholders, and the terms of that conversion will be detailed in the company's SEC filings.

The stock's whipsaw trajectory is notable. Wednesday's initial reaction saw SOAR jump roughly 55%, with some reports showing intraday peaks above $0.30. Today, the stock is trading around $0.19 in pre-market activity. Volume has been significantly elevated, reflecting heavy participation on both the initial surge and the follow-day pullback.

Because pre-market liquidity is thinner than regular-session trading, the magnitude of this decline may not fully reflect sustained selling pressure. The regular session on the NYSE American will show whether investors continue to weigh the dilution risk and execution uncertainty against the strategic appeal of the deal.

A $500 million valuation for a company with a market capitalization in the single-digit millions represents a substantial step up in scale. That alone can create uncertainty around execution risk and how quickly the Ohio campus can be developed and monetized. The merger is expected to close shortly after execution of the definitive agreement, subject to satisfaction or waiver of applicable closing conditions.

Investors will watch regular-session trading for a clearer signal on market conviction, the company's upcoming SEC filings that will spell out deal specifics and the convertible preferred stock terms, and the actual timeline for the merger to close. Can Volato execute on a bold pivot from aviation to AI infrastructure? That question will shape how the stock trades in the days ahead.