AAR Corp (NYSE: AIR) announced a definitive agreement on September 29 to acquire a 65% controlling interest in MRO Holdings, an airframe maintenance provider, at an implied enterprise value of $4.0 billion. The price equals 10.7 times MRO Holdings' forecast 2026 adjusted EBITDA, including about $75 million in expected annual cost synergies.
MRO Holdings operates 115 lines of airframe maintenance capacity at facilities in El Salvador, Mexico, Colombia and the United States. The company employs roughly 10,000 maintenance professionals and expects about $1.0 billion in 2026 sales, with adjusted EBITDA near $285 million, a 27% margin. About 90% of its revenue comes from U.S. customers, according to AAR.
AAR outlined a financing package of about $2.1 billion in new debt, roughly $780 million in equity issued at $135 per share, and a private placement of about $230 million led by The Pritzker Organization. The equity purchase price for the initial 65% stake is about $1.8 billion, and about $1.3 billion of the proceeds goes to repay MRO Holdings debt.
AAR describes the combined business as the largest heavy maintenance MRO in the world, serving nearly 3,000 aircraft per year. John M. Holmes, AAR's chief executive, said heavy maintenance is a foundational element of the company's integrated aftermarket strategy.
AAR expects net debt of about 3.6 times adjusted EBITDA at closing. The pro forma combined adjusted EBITDA margin is about 16% before synergies, and the company targets 19% to 20% within three to four years after closing. The transaction is expected to close in AAR's fiscal third quarter, which ends in February 2027, and remains subject to regulatory approvals.
Source: MRO Business Today - https://mrobusinesstoday.com/aar-to-acquire-65-of-mro-holdings-in-4bn-deal/