AAR to Acquire 65% of MRO Holdings for $4.0B Enterprise Value, Funded by $2.1B Debt and $1.0B Equity
AIR sits 58% above its 52-week low of $76.1.
Summary
AAR signed a definitive agreement to acquire a 65% controlling interest in MRO Holdings at a $4.0 billion enterprise value, funded by $2.1 billion of new debt, $780 million of preferred stock, and a $231.55 million PIPE offering. The deal is expected to close in fiscal Q3 2027 and is projected to be accretive to adjusted EPS in the first full fiscal year post-closing.
Key Events · M&A and Partnerships · AIR
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Acquisition of 65% of MRO Holdings
AAR signed a Share Purchase Agreement to acquire 6,500 shares representing 65% of MRO Holdings at a $4.0 billion implied enterprise value, with an option to acquire an additional 5% at any time.
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Consideration Structure
Total consideration includes $1,819,174,310 in cash and 5,783.894 shares of newly designated Series A Convertible Preferred Stock valued at $780,825,690, with a 1:1,000 conversion ratio into common stock.
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PIPE Offering
Concurrent private placement of 2,215,791 shares of common stock at $104.50 per share, generating gross proceeds of approximately $231,550,159.50, expected to close October 1, 2026.
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Debt Financing
Fully committed debt financing of approximately $2.1 billion secured through a debt commitment letter, with no financing condition to the acquisition.
Analysis · AIR · Manufacturing
AAR signed a definitive agreement to acquire a 65% controlling interest in MRO Holdings at a $4.0 billion implied enterprise value. The deal is funded through approximately $2.1 billion of new debt, $780 million of Series A Convertible Preferred Stock issued to MRO Holdings shareholders, and a $231.55 million PIPE offering priced at $104.50 per share. The transaction is expected to close in AAR's fiscal third quarter ending February 2027, subject to regulatory approvals. This is a transformative acquisition that significantly expands AAR's scale, margins, and cash flow profile, with pro forma adjusted EBITDA margin expected to improve from approximately 12% to 16% before synergies.
How filings like this one have moved
In the 30 days to Sep 30, 2026, 42.2% of the 325 measured filings Wiseek scored 9 moved their stock by 5% or more by the next session's close. The median move was -0.39%. These are measured outcomes after filings of this importance, not a forecast for this one.
Measured one observation per ticker per day, after exclusions. Current figures: Filing Impact Tracker · open dataset
At the time of this filing, AIR was trading at $120.00 on NYSE in the Manufacturing sector, with a market capitalization of approximately $4.6B. The 52-week trading range was $76.10 to $154.00. This filing was assessed with positive market sentiment and an importance score of 9 out of 10.