[8-K] AAR CORP Reports Material Event

Rhea-AI Filing Summary

AAR CORP. (AIR) acquired HAECO Americas, LLC and HAECO Airframe Services, LLC for $80 million in cash. The purchase price is subject to customary post-closing adjustments for working capital, cash, and debt, and was funded through the Company’s existing revolving credit facility. HAECO Americas provides heavy aircraft maintenance, repair, overhaul, and engineering services at facilities in Greensboro, North Carolina, and Lake City, Florida.

Insights

Aerospace MRO analyst

$80M cash acquisition expands AAR’s U.S. MRO footprint.

AAR CORP. closed the purchase of HAECO Americas for $80 million. The target operates heavy airframe maintenance and engineering services in Greensboro, NC and Lake City, FL, adding established U.S. capacity to AAR’s MRO network.

The consideration was paid in cash and drawn from AAR’s existing revolving credit facility, indicating balance-sheet liquidity access rather than new equity. The agreement includes customary post-closing adjustments, which can modestly move final consideration based on working capital, cash, and debt levels.

Operational impacts will hinge on utilization and integration details not provided in the excerpt. Subsequent filings may outline revenue contribution, margins, and any one-time integration costs.

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Common Stock, $1.00 par value AIR

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934

Date of Report (Date of Earliest Event Reported): November 3, 2025

AAR CORP.

(Exact name of registrant as specified in its charter)

Delaware		1-6263		36-2334820
(State of Incorporation )		(Commission File Number)		(IRS Employer Identification No.)

One AAR Place
1100 N. Wood Dale Road
Wood Dale, Illinois 60191

(Address and Zip Code of Principal Executive Offices)

Registrant’s telephone number, including area code: (630) 227-2000

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class		Trading Symbol(s)		Name of Each Exchange on Which Registered
Common Stock, $1.00 par value		AIR		New York Stock Exchange
				NYSE Texas

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b—2 of this chapter).

Emerging growth company ¨

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Item 7.01.  Regulation FD Disclosure.

On November 3, 2025, AAR CORP. (the “Company”) issued a press release announcing the acquisition of HAECO Americas, LLC and its subsidiary HAECO Airframe Services, LLC (together referred to herein as “HAECO Americas”) from HAECO USA, Inc. HAECO Americas performs heavy aircraft maintenance, repair, and overhaul and engineering services at facilities in Greensboro, North Carolina, and Lake City, Florida, for leading commercial airlines. A copy of the press release is furnished and attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

The information in this Item 7.01 and Exhibit 99.1 attached hereto shall not be deemed “filed” for purposes of Section 18 of the Exchange Act, nor shall it be deemed incorporated by reference in any filing under the Securities Act, except as shall be expressly set forth by specific reference in such filing.

Item 8.01.  Other Events.

On November 3, 2025, the Company acquired HAECO Americas for a purchase price of $80 million in cash, subject to customary post-closing adjustments for working capital, cash, and debt. The cash purchase price was funded using the Company’s existing revolving credit facility.

Item 9.01.  Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.		Description
99.1		Press release issued by AAR CORP. on November 3, 2025
104		Cover Page Interactive Data File (the cover page XBRL tags are embedded in the Inline XBRL document)

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: November 3, 2025

	AAR CORP.
	By:	/s/ Jessica A. Garascia
		Jessica A. Garascia
		Senior Vice President, General Counsel, Chief Administrative Officer and Secretary

FAQ

What did AAR CORP. (AIR) announce on its Form 8-K?

AAR CORP. acquired HAECO Americas, LLC and HAECO Airframe Services, LLC.

What is the purchase price for HAECO Americas?

The purchase price was $80 million in cash, subject to customary post-closing adjustments.

How did AAR CORP. fund the acquisition?

The cash purchase price was funded using the Company’s existing revolving credit facility.

What services does HAECO Americas provide?

HAECO Americas provides heavy aircraft maintenance, repair, overhaul, and engineering services.

Where are HAECO Americas’ facilities located?

Facilities are in Greensboro, North Carolina and Lake City, Florida.

Is the disclosure considered filed for liability purposes?

Item 7.01 information and Exhibit 99.1 are furnished, not deemed “filed,” under the Exchange Act.