Other Non-current Assets	9 Months Ended
Feb. 28, 2025
Other Non-current Assets
Other Non-current Assets	Note 11 – Other Non-current Assets Investment in Indian Joint Venture Our investments in joint ventures previously included a 40% ownership interest in a joint venture in India to operate an airframe maintenance facility. We had also guaranteed 40% of the Indian joint venture’s debt and each of the partners in the Indian joint venture had a loan to the joint venture proportionate to its equity ownership. During the first quarter of fiscal 2025, we executed a Share Purchase Agreement with our Indian joint venture partners whereby we agreed to sell our equity to those partners for $0.1 million conditional on the repayment of our loan and the release of our guarantee of the Indian joint venture’s debt. During the first quarter of fiscal 2025, we were released from our debt guarantee obligations and de-recognized the related $9.4 million guarantee liability. In the second quarter of fiscal 2025, we received $2.1 million reflecting the principal value of our shareholder loan. In conjunction with these transactions, the Share Purchase Agreement, and transition services arrangements, we recognized a gain of $2.1 million related to our exit from the joint venture in the nine-month period ended February 28, 2025. As part of our transition services arrangements, we have a receivable of $0.7 million from our Indian joint venture partners. Investment in AAR Sumisho Aviation Services (“ASAS”) Our investments in joint ventures include a 50% ownership interest in a joint venture to provide aviation aftermarket supply chain solutions to Japanese defense and global commercial markets. Each of the partners in the ASAS joint venture have provided financial guarantees to third-parties to guarantee the payments for ASAS’s financing arrangements, including inventory purchases. No liabilities have been recognized on the outstanding guarantees. We are unable to estimate our maximum exposure under these guarantees as they are largely dependent on the volume of inventory purchase orders outstanding. Our sales to the ASAS joint venture, including service fees earned by us on providing support to the ASAS joint venture, were $2.0 million and $3.5 million during the three-month periods ended February 28/29, 2025 and 2024, respectively, and $4.9 million and $4.1 million during the nine-month periods ended February 28/29, 2025 and 2024, respectively. Investments in Aircraft Joint Ventures Under the terms of servicing agreements with certain of our aircraft joint ventures, we provide administrative services and technical advisory services, including aircraft evaluations, oversight and logistical support of the maintenance process and records management. We also provide evaluation and inspection services prior to the purchase of an aircraft and remarketing services with respect to the divestiture of aircraft by the joint ventures. During the three-month periods ended February 28/29, 2025 and 2024, we received $0.5 million and $0.3 million, respectively, for such services. During the nine-month periods ended February 28/29, 2025 and 2024, we received $1.6 million and $1.1 million, respectively, for such services. Investment in xCelle Americas, LLC (“xCelle”) Our investments in joint ventures include a 49.9% ownership interest in a joint venture to provide component repair services including overhaul of nacelles on next generation aircraft. In March 2025, we provided a loan to xCelle for $3.3 million with semi-annual principal payments over the five-year term of the loan. Interest is payable semi-annually at SOFR plus 2.7%.

Other Non-current Assets

9 Months Ended

Feb. 28, 2025

Note 11 – Other Non-current Assets

Investment in Indian Joint Venture

Our investments in joint ventures previously included a 40% ownership interest in a joint venture in India to operate an airframe maintenance facility. We had also guaranteed 40% of the Indian joint venture’s debt and each of the partners in the Indian joint venture had a loan to the joint venture proportionate to its equity ownership.

During the first quarter of fiscal 2025, we executed a Share Purchase Agreement with our Indian joint venture partners whereby we agreed to sell our equity to those partners for $0.1 million conditional on the repayment of our loan and the release of our guarantee of the Indian joint venture’s debt. During the first quarter of fiscal 2025, we were released from our debt guarantee obligations and de-recognized the related $9.4 million guarantee liability. In the second quarter of fiscal 2025, we received $2.1 million reflecting the principal value of our shareholder loan. In conjunction with these transactions, the Share Purchase Agreement, and transition services arrangements, we recognized a gain of $2.1 million related to our exit from the joint venture in the nine-month period ended February 28, 2025. As part of our transition services arrangements, we have a receivable of $0.7 million from our Indian joint venture partners.

Investment in AAR Sumisho Aviation Services (“ASAS”)

Our investments in joint ventures include a 50% ownership interest in a joint venture to provide aviation aftermarket supply chain solutions to Japanese defense and global commercial markets. Each of the partners in the ASAS joint venture have provided financial guarantees to third-parties to guarantee the payments for ASAS’s financing arrangements, including inventory purchases. No liabilities have been recognized on the outstanding guarantees. We are unable to estimate our maximum exposure under these guarantees as they are largely dependent on the volume of inventory purchase orders outstanding.

Our sales to the ASAS joint venture, including service fees earned by us on providing support to the ASAS joint venture, were $2.0 million and $3.5 million during the three-month periods ended February 28/29, 2025 and 2024, respectively, and $4.9 million and $4.1 million during the nine-month periods ended February 28/29, 2025 and 2024, respectively.

Investments in Aircraft Joint Ventures

Under the terms of servicing agreements with certain of our aircraft joint ventures, we provide administrative services and technical advisory services, including aircraft evaluations, oversight and logistical support of the maintenance process and records management. We also provide evaluation and inspection services prior to the purchase of an aircraft and remarketing services with respect to the divestiture of aircraft by the joint ventures. During the three-month periods ended February 28/29, 2025 and 2024, we received $0.5 million and $0.3 million, respectively, for such services. During the nine-month periods ended February 28/29, 2025 and 2024, we received $1.6 million and $1.1 million, respectively, for such services.

Investment in xCelle Americas, LLC (“xCelle”)

Our investments in joint ventures include a 49.9% ownership interest in a joint venture to provide component repair services including overhaul of nacelles on next generation aircraft. In March 2025, we provided a loan to xCelle for $3.3 million with semi-annual principal payments over the five-year term of the loan. Interest is payable semi-annually at SOFR plus 2.7%.