02/14/2026 | Press release | Distributed by Public on 02/14/2026 09:52
CHARLOTTE, NC, February 13, 2026- Air T, Inc. (NASDAQ: AIRT) is an industrious American company with a portfolio of businesses, each of which is independent yet interrelated. We seek dynamic individuals and teams to operate companies with processes and insights that drive increasing value over time. We believe we can invest corporate resources to help activate growth and overcome challenges.
Our core segments are overnight air cargo; ground support equipment; commercial aircraft, engines and parts; regional airline; and digital solutions.
Today the Company is announcing results for the fiscal third quarter ended December 31, 2025:
*Adjusted EBITDA is a non-GAAP financial measure; see below for further explanation and reconciliation to GAAP measure.
Company Chairman and CEO Nick Swenson commented:
"In December 2025, Air T acquired Rex Regional Airlines through a competitive bidding process organized for the benefit of Rex creditors by the Administrators of the Rex Voluntary Administration.
Importantly, the transaction includes a series of long-term commitments by Rex to the Commonwealth of Australia. Notable among these commitments is the requirement the Rex repays - in full - its AUD $108 million Loan from the Commonwealth by allocating 70% of Rex's excess cash flows to amortizing the
Commonwealth Loan. In addition, Rex is obligated to run the airline according to a Rex Regional Commitments
(RRC) plan that will expand the number of Saab 340s servicing regional and remote Australia from approximately thirty (30) to approximately forty-four (45) over the next two years. Air T invested AUD $50 million cash into Rex as part of the acquisition, which will be used to fund the engine overhauls needed to meet the RRC plan.
Our decision to buy Rex was driven in large part by the quality of the Rex management team. Air T is a decentralized portfolio of companies and Australia is as geographically decentralized as it gets. The interactions we have had with the Rex team give us a lot of hope for the future of this venerable and beloved Australian brand. Rex is a good business serving as a critical link from capital cities to regional and remote Australia. We look forward to working together to deliver a bright future for Air T Rex.
Doing the Rex deal required significant efforts by the multi-talented Air T team. This intense period took up most of 2025 and remains ongoing. Watching Air T team in action highlights for me their dedication to working collegially and their ability to do good work. I am very thankful for the people of Air T. They deserve appreciation and respect from all shareholders."
2025 Regional Express Holdings Ltd. Acquisition and Related Financial Information
On December 18, 2025, the Company completed the acquisition of substantially all of the assets and operations of Rex Express Holdings Ltd ("Rex"), an Australian regional airline operator, pursuant to an asset purchase agreement (the "Acquisition"). The Acquisition represents the Company's entry into the Australian regional airline market and expands the Company's international aviation services portfolio.
The following table summarizes the preliminary estimated fair values of the assets acquired and liabilities assumed as of December 18, 2025:
Prior to the Acquisition, Rex was subject to voluntary administration proceedings in Australia since July 30, 2024. The transaction is expected to result in a bargain purchase gain due to Rex's distressed financial condition and the administrators' determination, following a formal bidding process, that the Company's offer represented the optimal outcome for Rex's creditors. As the purchase price allocation is not finalized, we have recorded the preliminary bargain purchase gain as a deferred credit - preliminary bargain purchase gain within the consolidated balance sheet. The table below summarizes the calculation of the preliminary bargain purchase gain as of December 31, 2025:
The impact on earnings attributable to the acquisition of Rex amounted to $5.2 million in revenue, $5.5 million in cost of sales, $0.3 million in general and administrative expenses and $0.9 million of depreciation and amortization expenses. For the period presented, Rex generated a net loss of $1.5 million.The operating loss during this initial period is attributable to fixed operating costs associated with maintaining flight operations, aircraft and crew, regulatory compliance requirements, and transaction-related integration expenses.
Business Segment Results
Overnight Air Cargo
Ground Support Equipment ("GGS")
Commercial Aircraft, Engines and Parts
Regional Airline
Digital Solutions
*Adjusted EBITDA is a non-GAAP financial measure; see below for further explanation and reconciliation to GAAP measures.
Non-GAAP Financial Measures
The Company uses adjusted earnings before taxes, interest, and depreciation and amortization ("Adjusted EBITDA"), a non-GAAP financial measure as defined by the SEC, to evaluate the Company's financial performance. This performance measure is not defined by accounting principles generally accepted in the United States and should be considered in addition to, and not in lieu of, GAAP financial measures.
Management believes that Adjusted EBITDA is a useful measure of the Company's performance because it provides investors additional information about the Company's operations allowing better evaluation of underlying business performance and better period-to-period comparability. We may periodically review and update our non-GAAP financial measures based on our determination of their relevance to our business which could result in the addition or elimination of select non-GAAP financial measures in the future. Adjusted EBITDA is not intended to replace or be an alternative to operating income, the most directly comparable amounts reported under GAAP.
The table below provides a reconciliation of operating income to Adjusted EBITDA for the periods ended December 31, 2025, and 2024 (in thousands):
NOTE REGARDING STAKEHOLDER QUESTIONS
If you have questions related to this release or other Air T matters, please use our interactive Q&A capability, through Slido.com, accessible from our website, to submit your questions. We intend to keep that link open and available for shareholder questions. Questions submitted through Slido will be answered "live" and in writing at our Annual Meeting, and via a written response on a quarterly basis. Note that legal and pragmatic requirements restrict us from answering every question posted, yet we intend to address all reasonable and relevant questions with a written answer.
ABOUT AIR T, INC.
Established in 1980, Air T Inc. is a portfolio of powerful businesses and financial assets, each of which is independent yet interrelated. Its core segments are overnight air cargo, ground support equipment, commercial aircraft, engines and parts, regional airline and digital solutions. We seek to expand, strengthen and diversify Air T's after-tax cash flow per share. Our goal is to build Air T's core businesses, and when appropriate, to expand into adjacent and other industries. We seek to activate growth and overcome challenges while delivering meaningful value for all stakeholders. For more information, visit www.airt.com. The information on our website is available for information purposes only and is not incorporated by reference into this press release.
FORWARD-LOOKING STATEMENTS
Certain statements in this press release, including those contained in "Overview," are "forward-looking" statements within the meaning of the Private Securities Litigation Reform Act of 1995 with respect to the Company's financial condition, results of operations, plans, objectives, future performance and business. Forward-looking statements include those preceded by, followed by or that include the words "believes", "pending", "future", "expects", "anticipates," "intends", "estimates", "depends", "will" or similar expressions. These forward-looking statements involve risks and uncertainties. Actual results may differ materially from those contemplated by such forward-looking statements, because of, among other things, potential risks and uncertainties, such as:
A forward-looking statement is neither a prediction nor a guarantee of future events or circumstances, and those future events or circumstances may not occur. We are under no obligation, and we expressly disclaim any obligation, to update or alter any forward-looking statements, whether as a result of new information, future events or otherwise.
CONTACT
Tracy Kennedy
Chief Financial Officer