AAR Corp has filed a Current Report on Form 8-K to announce a proposed private offering of senior notes. The company intends to raise up to $1.915 billion in aggregate principal amount through this transaction.
The offering consists of two tranches of debt. The first tranche is for $955 million in aggregate principal amount of senior notes due in 2031. The second tranche is for $960 million in aggregate principal amount of senior notes due in 2034.
These notes are proposed to be offered and sold only to qualified institutional buyers in reliance on Rule 144A under the U.S. Securities Act of 1933. Additionally, the notes may be offered to certain non-U.S. persons in offshore transactions in reliance on Regulation S.
The notes will not be registered under the Securities Act and may not be offered or sold in the United States absent registration or an applicable exemption. The company is furnishing excerpts from a preliminary offering memorandum dated November 2, 2026, as Exhibit 99.1 to this report.
