AirAsia X (D7, Kuala Lumpur International) has entered into an agreement with an unnamed Thai party to jointly acquire Asia Aviation PLC, trading as Thai AirAsia (FD, Bangkok Don Mueang). As a result, AirAsia X's shareholding in the Thai entity will remain at 40.7%, which allows the group to waive the necessary regulatory approvals in the country instead of seeking exemption. This paves the way for the completion of the complex consolidation of AirAsia-branded airline units by the end of the year.

Capital A, the current parent of AirAsia and AirAsia Aviation Group, and the airline announced in their respective Bursa Malaysia filings on October 17 that the Thai regulatory hurdle was cleared through a third supplemental share sale and purchase agreement (SSPA).

AirAsia X said the waiver removes a condition precedent requiring approval from the takeover panel of Thailand's Securities and Exchange Commission for an exemption from the obligation to make a tender offer for all remaining shares in Asia Aviation.

Upon completion of the proposed acquisition of AirAsia Aviation Group (AAAGL), AirAsia X and a Thai third party intend jointly to undertake the tender offer for Asia Aviation. AirAsia X said the local partner will fully fund and execute the offer, while AirAsia X will not incur additional funding obligations. As a result, AirAsia X will keep the same shareholding of 40.7% that is currently owned by AAAGL, AirAsia's vehicle for its joint ventures outside Malaysia.

The companies added that the tender offer will not affect the operations or air operator's certificate of Thai AirAsia, and that Asia Aviation's listing on the Stock Exchange of Thailand will be maintained.

Both firms said they now expected all conditions for the consolidation to be met by the end of October, with transaction completion - covering capital reduction, share allotment, and listing steps - targeted for December 2025.

The move is part of Capital A's restructuring plan to consolidate its airline operations under AirAsia X and refocus on its non-aviation subsidiaries: Asia Digital Engineering, Teleport, AirAsia MOVE, Abc., Santan, and BigPay. AirAsia X will acquire AirAsia and AAAGL from Capital A.

AAAGL is a shareholder in AirAsia Cambodia (KT, Phnom Penh Techo International), Indonesia AirAsia (QZ, Jakarta Soekarno-Hatta), Philippines AirAsia (Z2, Manila Ninoy Aquino International), and Thai AirAsia.

In case of Thai AirAsia, its second-largest shareholders besides AAAGL is Tassapon Bijleveld with a 17.8% stake.

In a separate September 18 announcement, AirAsia X said Bursa Malaysia had extended the deadline to December 31, 2025, for completing related corporate exercises, including the issuance of free warrants, private placement, and the acquisitions of AAAGL and AirAsia.