Business Context and Reporting Period
Company: AIR T, INC.
Filing Type: Form 8-K (Current Report)
Date of Report: October 21, 2025
Reporting Period: Event date October 21, 2025
Air T, Inc. filed this report to disclose a material event under Regulation FD regarding a proposed acquisition.
Key Financial Metrics
This filing is a current report regarding a corporate event and does not contain financial statements. Consequently, the filing text does not provide clear values for revenue, profit, cash flow, margins, debt, or liquidity.
Material Changes
The primary material change disclosed is the initiation of a process to acquire Regional Express Holdings Limited ("Rex"), a regional airline in Australia.
- Action Taken: Air T and a wholly-owned, indirect subsidiary delivered a Sale and Implementation Deed and a Reconstruction Deed to the Court-Appointed Administrators of Rex.
- Transaction Structure: The proposed transaction involves the acquisition of all outstanding capital stock of Rex by Air T's indirect subsidiary.
- Expected Timeline: If approvals are received, Air T expects to close the transaction by the end of calendar year 2025.
Guidance, Outlook, and Risks
Outlook: Management expects to close the transaction by year-end 2025, pending necessary approvals.
Risks and Contingencies:
- The transaction is subject to numerous conditions, including court approval and other terms.
- There is no assurance that the transaction will occur.
- There is no assurance that the transaction will occur on the timing or terms presently expected.
- Further disclosure regarding transaction details will be provided only after required approvals are obtained.
Investor Verification Checklist
- Verify the status of court and creditor approvals required for the Rex acquisition.
- Monitor for subsequent filings detailing the specific financial terms of the Sale and Implementation Deed.
- Confirm whether the transaction closes by the stated target of calendar year-end 2025.
- Assess the impact of the acquisition on Air T's capital structure and liquidity once terms are disclosed.