UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM
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CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
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| Item 1.01 | Entry into a Material Definitive Agreement. |
On November 21, 2025, Albacete Aero, S.L. (the “Buyer”), a Spanish sociedad limitada and a wholly-owned subsidiary of Bridger Aerospace Group Holdings, Inc., a Delaware corporation (the “Company”), entered into an Aircraft Purchase Agreement (the “APA”) with MAB Funding Designated Activity Company, a designated activity company incorporated under the laws of Ireland. The APA provides for the purchase of two Bombardier model CL-215-6B11 (CL-215T Variant) aircraft, together with four Pratt and Whitney Canada engines, related components and records, for an aggregate purchase price of $50,000,000, allocated $25,000,000 per aircraft. The Buyer paid a deposit of $3,000,000, which will be credited to the purchase price at closing. The APA includes obligations with respect to aircraft specifications and configurations and defines aircraft delivery and acceptance conditions. In addition, the APA sets forth various other covenants and obligations on the parties and prescribes potential remedies that are customary for an agreement of this nature.
The APA is filed as Exhibit 10.1 to this Current Report on Form 8-K. The foregoing summary of the terms of the APA is subject to, and qualified in its entirety by, the APA, which is incorporated herein by reference.
| Item 7.01 | Regulation FD Disclosure. |
On November 24, 2025, the Company issued a press release announcing the entry into the APA. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
The information in this Item 7.01, including Exhibit 99.1, is furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to liabilities under that section, and shall not be deemed to be incorporated by reference into the filings of the Company under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filings. This Report will not be deemed an admission as to the materiality of any information in this Item 7.01, including Exhibit 99.1.
| Item 9.01 | Financial Statements and Exhibits. |
| Exhibit No. | Description | |
| 10.1* | Aircraft Purchase Agreement, dated as of November 21, 2025, by and between Albacete Aero, S.L. and MAB Funding Designated Activity Company. | |
| 99.1 | Press Release dated November 24, 2025 | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |
| * | Certain of the exhibits or schedules of this Exhibit have been omitted in accordance with Item 601(a)(5) of Regulation S-K. The registrant agrees to furnish a copy of all omitted exhibits and schedules to the SEC upon its request. |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| BRIDGER AEROSPACE GROUP HOLDINGS, INC. | ||
| Dated: November 24, 2025 | By: | /s/ James Muchmore |
| James Muchmore | ||
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Chief Legal Officer and Executive Vice President | ||
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