8-K filed December 18, 2025, 6:59 PM ET ticker AIRT CIK 0000353184

M&A confidence high sentiment neutral materiality 0.85

Air T completes acquisition of Australian regional airline Rex for $1 plus ~A$108M liabilities

AIR T INC

Acquired all outstanding stock of Regional Express Holdings (Rex) for $1 cash and assumption of ~A$108M liabilities; court-approved Dec 11, 2025.
Issued US$40M 11.5% senior secured note to Honeywell funds due 2031 to finance A$50M credit facility for Rex at 12% interest.
Commonwealth of Australia remains secured creditor with ~A$108M perpetual facility and provides additional A$60M for fleet overhaul.
Rex currently operates ~31 Saab 340 aircraft; plans to increase to 45 within two years using new financing.
Warrants issued to three executives for up to 19% equity in acquisition subsidiary with nominal exercise price.

item 1.01 item 2.01 item 2.03 item 9.01

Machine-readable event card

schema_version: secwatch.filing_event.v1
accession: 0000353184-25-000140
form_type: 8-K
ticker: AIRT
cik: 0000353184
company_name: AIR T INC
filed_at: 2025-12-18T23:59:59+00:00
discovered_at: 2026-05-14T18:02:41.740498+00:00
generated_at: 2026-05-16T12:50:09.195531+00:00
sec_items: ["1.01", "2.01", "2.03", "9.01"]
event_type: m_and_a
sentiment: neutral
materiality_score: 0.85
calibrated_materiality_score: 0.85
confidence: high
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text_url: https://secwatch.observer/filing/0000353184-25-000140.txt
edgar_index_url: https://www.sec.gov/Archives/edgar/data/353184/000035318425000140/0000353184-25-000140-index.htm
edgar_primary_document_url: https://www.sec.gov/Archives/edgar/data/353184/000035318425000140/airt-20251218.htm
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Source-grounded claims

5e825ac73056b4d3e3ef2dd5af896434be8015ed

AIR T INC incurred credit facility of A$50,000,000 with Rex Express at 12.0% per annum maturing five years from the date of closing.

The New Cap Note Facility provides a A$50,000,000 line of credit, matures five years from the date of closing, and bears interest at 12.0% per annum.

SEC 8-K Item 2.03/2.04 confidence 0.9 SEC evidence

bf75ec1cc4532add362f5949c5a18ba9dd5662c7

AIR T INC incurred senior notes of US$40,000,000 with Honeywell Common Investment Fund and Honeywell International Inc. Master Retirement Fund at 11.5% per annum maturing December 15, 2031.

Acquisition 25.1 issued to the Investors a 11.5% Senior Secured Note due December 15, 2031 in the aggregate principal amount of US$40,000,000

SEC 8-K Item 2.03/2.04 confidence 0.9 SEC evidence

a4f5f9f38523883142f2028583a939fecdca6f83

AIR T INC completed an acquisition involving Regional Express Holdings Limited for $1.00 and assumption of approximately A$108,000,000 in liabilities (closed 2025-12-17).

On December 17, 2025, the Company, through Rex Acquisition, completed the acquisition of all of the outstanding capital stock of Regional Express Holdings Limited ("Rex Express") for cash consideration of $1.00 and the assumption of Rex Express’s liabilities.

SEC 8-K Item 2.01/5.01 confidence 0.9 SEC evidence

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The New Cap Note Facility provides a A$50,000,000 line of credit, matures five years from the date of closing, and bears interest at 12.0% per annum.

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The New Cap Note Facility provides a A$50,000,000 line of credit, matures five years from the date of closing, and bears interest at 12.0% per annum.

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The New Cap Note Facility provides a A$50,000,000 line of credit, matures five years from the date of closing, and bears interest at 12.0% per annum.

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On December 17, 2025, the Company, through Rex Acquisition, completed the acquisition of all of the outstanding capital stock of Regional Express Holdings Limited ("Rex Express") for cash consideration of $1.00 and the assumption of Rex Express’s liabilities.

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The New Cap Note Facility provides a A$50,000,000 line of credit, matures five years from the date of closing, and bears interest at 12.0% per annum.

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On December 17, 2025, the Company, through Rex Acquisition, completed the acquisition of all of the outstanding capital stock of Regional Express Holdings Limited ("Rex Express") for cash consideration of $1.00 and the assumption of Rex Express’s liabilities.

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Source: SEC EDGAR

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