AEVEX Corp. Announces Financial Results for Third Quarter 2026
Higher revenue and adjusted earnings accompanied a quarterly net loss as the income tax provision increased.
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-
Total revenue of
, up$189.7 million 56.5% from in Q3 2025$121.2 million -
Net loss of
compared to net income of$16.8 million in Q3 2025$9.9 million -
Adjusted EBITDA* of
compared to Adjusted EBITDA* of$30.8 million in Q3 2025$17.8 million - Completed the acquisition of BlackSea Technologies on September 8, 2026, establishing Maritime Systems as AEVEX’s third reportable segment
Raised Outlook for Full Year 2026
-
Total revenue of
to$820.0 million , compared to our prior range of$840.0 million to$700.0 million $720.0 million -
Adjusted EBITDA* of
to$128.0 million , compared to prior range of$132.0 million to$105.0 million $111.5 million
* See “Non-GAAP Financial Measures” below for an explanation of this measure. The Company is unable to provide a reconciliation for forward-looking outlook of Adjusted EBITDA to net income (loss), the most closely comparable GAAP measure without unreasonable effort, because certain material reconciling items cannot be estimated due to factors outside of the Company's control and could have a material impact on the reported results. However, the Company estimates depreciation and amortization of approximately |
“AEVEX delivered strong third-quarter results with total revenue and Adjusted EBITDA growth, and related margin expansion,” said Roger Wells, Chief Executive Officer of AEVEX. “Beyond the success in our legacy business, we announced and closed on our first acquisition as a public company, with the purchase of BlackSea Technologies. This combination expands our capabilities across air, surface and subsea domains, strengthens our production infrastructure and is creating new opportunities to deliver collaborative, mission-focused solutions to a broader set of customers.
“The strength of our third quarter performance, end market demand and the addition of BlackSea gives us the confidence to raise our full-year outlook. We look forward to continuing to advance the strategic priorities we outlined at the IPO earlier this year, as we are scaling production, broadening our mission and customer reach, investing ahead of the threat and building a differentiated multi-domain autonomous systems company.”
Financial Results for Third Quarter 2026
Total revenues increased to
For the three months ended September 30, 2026, our net loss was
For the three months ended September 30, 2026, Adjusted EBITDA was
Segment Highlights
We measure the performance of our reportable segments based on total segment revenue and Segment Adjusted EBITDA. In connection with the acquisition of BlackSea Technologies, during the three months ended September 30, 2026, we reevaluated how we measure performance and allocate resources. As a result, we now operate three operating and reportable segments: Airborne Systems, Maritime Systems and Global Solutions. Prior period disclosures of segment information have been recast to be comparable to the current period disclosures. The following table presents total revenue by segment, Segment Adjusted EBITDA and Segment Adjusted EBITDA margin (in thousands):
|
Three Months Ended September 30, |
|
Change |
|||||||||||
|
|
2026 |
|
|
|
2025 |
|
|
$ |
|
% |
|||
Airborne Systems |
|
|
|
|
|
|
|
|||||||
Segment revenue |
$ |
147,788 |
|
|
$ |
88,463 |
|
|
$ |
59,325 |
|
|
67.1 |
% |
Segment Adjusted EBITDA |
$ |
33,461 |
|
|
$ |
15,253 |
|
|
$ |
18,208 |
|
|
119.4 |
% |
Segment Adjusted EBITDA Margin |
|
22.6 |
% |
|
|
17.2 |
% |
|
|
|
|
|||
Maritime Systems |
|
|
|
|
|
|
|
|||||||
Segment revenue |
$ |
14,435 |
|
|
$ |
1,996 |
|
|
$ |
12,439 |
|
|
623.2 |
% |
Segment Adjusted EBITDA |
$ |
2,028 |
|
|
$ |
318 |
|
|
$ |
1,710 |
|
|
537.7 |
% |
Segment Adjusted EBITDA Margin |
|
14.0 |
% |
|
|
15.9 |
% |
|
|
|
|
|||
Global Solutions |
|
|
|
|
|
|
|
|||||||
Segment revenue |
$ |
27,474 |
|
|
$ |
30,776 |
|
|
$ |
(3,302 |
) |
|
(10.7 |
)% |
Segment Adjusted EBITDA |
$ |
1,495 |
|
|
$ |
4,410 |
|
|
$ |
(2,915 |
) |
|
(66.1 |
)% |
Segment Adjusted EBITDA Margin |
|
5.4 |
% |
|
|
14.3 |
% |
|
|
|
|
|||
Airborne Systems
Airborne Systems segment revenue increased to
Airborne Systems Adjusted EBITDA increased to
Maritime Systems
Maritime Systems segment revenue increased to
Maritime Systems Adjusted EBITDA increased to
Global Solutions
Global Solutions segment revenue decreased to
Global Solutions Adjusted EBITDA decreased to
Business Outlook for the Full Year 2026
The demand environment for affordable, operationally proven autonomous systems remains compelling. Our customers are seeking platforms that can move quickly from development to scaled production and support increasingly collaborative air, surface and subsea missions. The growth and diversification of our core business, together with our funded backlog, total convertible contract ceiling, and expanding pipeline, reinforce our confidence in continued growth while reducing our reliance on any single program or theater.
For the full fiscal year 2026, the Company expects total revenue of between
* See “Non-GAAP Financial Measures” below for an explanation of this measure. The Company is unable to provide a reconciliation for forward-looking outlook of Adjusted EBITDA to net income (loss), the most closely comparable GAAP measure without unreasonable effort, because certain material reconciling items cannot be estimated due to factors outside of the Company's control and could have a material impact on the reported results. However, the Company estimates depreciation and amortization of approximately |
The foregoing estimates, which are based on information as of November 11, 2026, are forward-looking and reflect management’s view of current and future market conditions, subject to certain risks and uncertainties, including certain assumptions with respect to our expectation that there will not be prolonged continuing resolutions, and that the general contracting and funding environment does not materially change. Investors are reminded that actual results may differ materially from these estimates and investors should review all risks related to achievement of the guidance reflected under “forward-looking statements” below and in the Company’s filings with the Securities and Exchange Commission (the “SEC”).
Investor/Analyst Conference Call
Management will host an earnings conference call Wednesday, November 11, 2026, reviewing the third quarter 2026 results, followed by a question and answer session. The call is scheduled to begin promptly at 5 pm Eastern Time. A live audio webcast and archived replay of the call will be available on the Events and Presentations section of the Company's Investor Relations website at https://ir.aevex.com/events-and-presentations.
For more information, visit www.aevex.com.
About AEVEX
AEVEX Corp. (NYSE: AVEX) is a leading
Forward-Looking Statements
This press release and related conference call contain forward-looking statements that are subject to risks and uncertainties. All statements other than statements of historical fact included in this press release and related conference call are forward-looking statements. Forward-looking statements give our current expectations and projections relating to our financial condition, results of operations, plans, objectives, future performance and business. You can identify forward-looking statements by the fact that they do not relate strictly to historical or current facts. These statements may include words such as “anticipate,” “estimate,” “expect,” “project,” “plan,” “intend,” “believe,” “may,” “will,” “should,” “can have,” “likely” and other words and terms of similar meaning in connection with any discussion of the timing or nature of future operating or financial performance or other events. Such forward-looking statements include, but are not limited to, statements regarding: the acquisition of BlackSea Technologies (the “Transaction”), now AEVEX Maritime Systems and its integration, expected synergies, integration and financial impact, Maritime Systems’ revenue, Adjusted EBITDA margin, funded and unfunded backlog and growth expectations, earnout targets, production capacity expansion plans, new product development, contract awards and their anticipated timing, including as a result of the continuing resolution, the expected conversion of awarded contract vehicles into funded backlog and revenue, our expectations regarding core revenue and revenue from the EUCOM AOR Deep Strike program, pipeline and proposal activity, defense spending and budget trends, multi-domain strategy and technology integration, our 2026 outlook, our expectations for 2027, backlog, total addressable market opportunity, growth and M&A strategy, and capital allocation priorities. All forward-looking statements are subject to risks and uncertainties that may cause actual results to differ materially and adversely from those set forth in, or implied by, such forward-looking statements.
These risks and uncertainties include, but are not limited to: the effect of the Transaction and the public announcement of the Transaction on BlackSea’s operations and its relationships with its suppliers, business partners, management and employees, including its ability to attract and retain key personnel; the Company’s ability to successfully integrate BlackSea and execute on the continued development of its programs following the closing of the Transaction; the Company's failure to meet its financial outlook and other goals and expectations, including with respect to BlackSea; the effect of media reports and rumors on our reputation and the price of the Company’s Class A common stock; our reliance on a limited number of major customers for a substantial portion of our revenue; the potential for reductions, delays, or changes in
We derive many of our forward-looking statements from our operating budgets and forecasts, which are based on many detailed assumptions. Important factors that could cause actual results to differ materially from our expectations, or cautionary statements, are disclosed under the “Risk Factors” and “Management's Discussion and Analysis of Financial Condition and Results of Operations” sections in our prospectus filed with the SEC pursuant to Rule 424(b) on June 5, 2026, and in our Quarterly Report on Form 10-Q for the quarter ended September 30, 2026, to be filed with the SEC. All written and oral forward-looking statements attributable to us, or persons acting on our behalf, are expressly qualified in their entirety by these cautionary statements as well as other cautionary statements that are made from time to time in our other SEC filings and public communications. You should evaluate all forward-looking statements made in this press release and related conference call in the context of these risks and uncertainties.
We caution you that the important factors referenced above may not contain all of the factors that are important to you. In addition, we cannot assure you that we will realize the results or developments we expect or anticipate or, even if substantially realized, that they will result in the consequences or affect us or our operations in the way we expect. The forward-looking statements included in this press release and related conference call are made only as of the date hereof. We undertake no obligation to update or revise any forward-looking statement as a result of new information, future events or otherwise, except as otherwise required by law.
AEVEX CORP. |
|||||||
CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED) |
|||||||
(in thousands, except share and unit data) |
|||||||
|
September 30, 2026 |
|
December 31, 2025 |
||||
Assets |
|
|
|
||||
Current Assets: |
|
|
|
||||
Cash and cash equivalents |
$ |
78,643 |
|
|
$ |
27,908 |
|
Accounts receivable, net |
|
124,695 |
|
|
|
55,215 |
|
Contract assets |
|
98,119 |
|
|
|
79,680 |
|
Inventories |
|
20,610 |
|
|
|
4,134 |
|
Prepaid expenses and other current assets |
|
35,301 |
|
|
|
23,479 |
|
Total current assets |
|
357,368 |
|
|
|
190,416 |
|
Goodwill |
|
600,144 |
|
|
|
292,328 |
|
Customer relationships and contracts, net |
|
173,438 |
|
|
|
110,250 |
|
Other intangible assets, net |
|
46,161 |
|
|
|
1,864 |
|
Property, plant and equipment, net |
|
52,842 |
|
|
|
19,586 |
|
Operating lease right-of-use assets |
|
22,215 |
|
|
|
7,697 |
|
Deferred income tax assets |
|
26,959 |
|
|
|
— |
|
Other assets |
|
5,842 |
|
|
|
478 |
|
Asset held for sale |
|
— |
|
|
|
4,376 |
|
Total assets |
$ |
1,284,969 |
|
|
$ |
626,995 |
|
|
|
|
|
||||
Liabilities, Mezzanine Equity and (Deficit) Equity |
|
|
|
||||
Current Liabilities: |
|
|
|
||||
Accounts payable |
$ |
41,894 |
|
|
$ |
23,700 |
|
Accrued expenses and other current liabilities |
|
37,152 |
|
|
|
21,760 |
|
Deferred revenue |
|
46,780 |
|
|
|
10,942 |
|
Current portion of long-term debt |
|
4,375 |
|
|
|
2,720 |
|
Operating lease liabilities |
|
5,654 |
|
|
|
3,426 |
|
Total current liabilities |
|
135,855 |
|
|
|
62,548 |
|
Long-term debt, net of current portion |
|
168,122 |
|
|
|
255,780 |
|
TRA liability |
|
85,142 |
|
|
|
— |
|
Operating lease liabilities, net of current portion |
|
17,657 |
|
|
|
4,700 |
|
Series A preferred units derivative liability |
|
— |
|
|
|
19,999 |
|
Other liabilities |
|
30 |
|
|
|
— |
|
Total liabilities |
|
406,806 |
|
|
|
343,027 |
|
|
|
|
|
||||
Commitments and contingencies |
|
|
|
||||
|
|
|
|
||||
Mezzanine Equity: |
|
|
|
||||
Series A preferred units, no par value, 120,000 units authorized, 100,000 units issued and outstanding as of December 31, 2025 |
|
— |
|
|
|
80,371 |
|
Redeemable noncontrolling interests |
|
871,630 |
|
|
|
— |
|
|
|
|
|
||||
Stockholders'/Members' Equity: |
|
|
|
||||
Class A units, no par value; 88,532,824 units authorized, 88,532,824 units issued and outstanding as of December 31, 2025 |
|
— |
|
|
|
199,016 |
|
Class A common stock, |
|
7 |
|
|
|
— |
|
Class B common stock, |
|
5 |
|
|
|
— |
|
Additional paid-in capital |
|
160,962 |
|
|
|
— |
|
Retained (deficit) earnings |
|
(154,441 |
) |
|
|
— |
|
Total stockholders'/members’ equity |
|
6,533 |
|
|
|
199,016 |
|
Noncontrolling interest |
|
— |
|
|
|
4,581 |
|
Total equity |
|
6,533 |
|
|
|
203,597 |
|
Total liabilities, mezzanine equity, and equity |
$ |
1,284,969 |
|
|
$ |
626,995 |
|
AEVEX CORP. |
||||||||||||||||
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) |
||||||||||||||||
(in thousands, except share and per share amounts) |
||||||||||||||||
|
Three Months Ended September 30, |
|
Nine Months Ended September 30, |
|||||||||||||
|
|
2026 |
|
|
|
2025 |
|
|
|
2026 |
|
|
|
2025 |
|
|
Revenue: |
|
|
|
|
|
|
|
|||||||||
Products |
$ |
148,107 |
|
|
$ |
92,973 |
|
|
$ |
508,619 |
|
|
$ |
190,296 |
|
|
Services |
|
41,590 |
|
|
|
28,262 |
|
|
|
99,562 |
|
|
|
85,331 |
|
|
Total revenue |
|
189,697 |
|
|
|
121,235 |
|
|
|
608,181 |
|
|
|
275,627 |
|
|
Cost of revenue: |
|
|
|
|
|
|
|
|||||||||
Products |
|
103,566 |
|
|
|
68,509 |
|
|
|
374,043 |
|
|
|
151,384 |
|
|
Services |
|
31,454 |
|
|
|
22,404 |
|
|
|
75,320 |
|
|
|
72,483 |
|
|
Total cost of revenue |
|
135,020 |
|
|
|
90,913 |
|
|
|
449,363 |
|
|
|
223,867 |
|
|
Gross profit |
|
54,677 |
|
|
|
30,322 |
|
|
|
158,818 |
|
|
|
51,760 |
|
|
Operating expenses: |
|
|
|
|
|
|
|
|||||||||
Selling, general, and administrative |
|
29,314 |
|
|
|
8,261 |
|
|
|
71,195 |
|
|
|
26,232 |
|
|
Research and development |
|
7,205 |
|
|
|
6,351 |
|
|
|
16,181 |
|
|
|
23,035 |
|
|
Amortization of intangible assets |
|
5,254 |
|
|
|
4,188 |
|
|
|
13,544 |
|
|
|
12,393 |
|
|
Change in contingent consideration |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
2,435 |
|
|
Total operating expenses |
|
41,773 |
|
|
|
18,800 |
|
|
|
100,920 |
|
|
|
64,095 |
|
|
Income (loss) from operations |
|
12,904 |
|
|
|
11,522 |
|
|
|
57,898 |
|
|
|
(12,335 |
) |
|
Other income (expense), net: |
|
|
|
|
|
|
|
|||||||||
Interest expense |
|
(2,659 |
) |
|
|
(8,573 |
) |
|
|
(13,180 |
) |
|
|
(24,130 |
) |
|
Interest income |
|
1,603 |
|
|
|
142 |
|
|
|
2,815 |
|
|
|
486 |
|
|
Change in fair value of derivative liability |
|
— |
|
|
|
— |
|
|
|
(5,695 |
) |
|
|
— |
|
|
Other income, net |
|
13,113 |
|
|
|
6,840 |
|
|
|
13,269 |
|
|
|
6,840 |
|
|
Total other income (expense), net |
|
12,057 |
|
|
|
(1,591 |
) |
|
|
(2,791 |
) |
|
|
(16,804 |
) |
|
Income (loss) before income taxes |
|
24,961 |
|
|
|
9,931 |
|
|
|
55,107 |
|
|
|
(29,139 |
) |
|
Provision for income taxes |
|
41,722 |
|
|
|
40 |
|
|
|
44,176 |
|
|
|
122 |
|
|
Net (loss) income |
|
(16,761 |
) |
|
|
9,891 |
|
|
|
10,931 |
|
|
|
(29,261 |
) |
|
Net income attributable to noncontrolling interest |
|
76 |
|
|
|
2 |
|
|
|
224 |
|
|
|
23 |
|
|
Net income attributable to redeemable noncontrolling interests |
|
7,021 |
|
|
|
— |
|
|
|
11,311 |
|
|
$ |
— |
|
|
Net (loss) income attributable to AEVEX Corp. |
$ |
(23,858 |
) |
|
$ |
9,889 |
|
|
$ |
(604 |
) |
|
$ |
(29,284 |
) |
|
|
|
|
|
|
|
|
|
|||||||||
Loss per share of Class A common stock: |
|
|
|
|
|
|
|
|||||||||
Basic(1) |
$ |
(0.40 |
) |
|
$ |
— |
|
|
$ |
(0.41 |
) |
(1 |
) |
$ |
— |
|
Diluted(1) |
$ |
(0.40 |
) |
|
$ |
— |
|
|
$ |
(0.41 |
) |
(1 |
) |
$ |
— |
|
|
|
|
|
|
|
|
|
|||||||||
Weighted average shares of Class A common stock outstanding: |
|
|
|
|
|
|
|
|||||||||
Basic(1) |
|
59,652,151 |
|
|
|
— |
|
|
|
56,577,349 |
|
|
|
— |
|
|
Diluted(1) |
|
59,652,151 |
|
|
|
— |
|
|
|
56,577,349 |
|
|
|
— |
|
|
(1) |
Represents net loss per share of Class A common stock and weighted-average shares of Class A common stock outstanding for the period following the Organizational Transactions. Earnings (loss) per share is presented for the period after the Organizational Transactions, April 17, 2026 to September 30, 2026. All earnings and losses prior to the Organizational Transactions were entirely allocable to the redeemable noncontrolling interests. Refer to Note 14, Earnings per Share, in the accompanying notes for additional details. |
AEVEX CORP. |
|||||||
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) |
|||||||
(In thousands) |
|||||||
|
Nine Months Ended September 30, |
||||||
|
|
2026 |
|
|
|
2025 |
|
Operating activities |
|
|
|
||||
Net income (loss) |
$ |
10,931 |
|
|
$ |
(29,261 |
) |
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: |
|
|
|
||||
Depreciation and amortization |
|
17,886 |
|
|
|
16,027 |
|
Amortization of debt issuance costs |
|
498 |
|
|
|
893 |
|
Noncash stock compensation expense |
|
4,983 |
|
|
|
131 |
|
Change in contingent consideration |
|
— |
|
|
|
2,435 |
|
Deferred income taxes |
|
44,176 |
|
|
|
100 |
|
Change in TRA liability |
|
(10,790 |
) |
|
|
— |
|
Noncash operating lease expense |
|
2,827 |
|
|
|
2,313 |
|
Provision for inventory obsolescence |
|
85 |
|
|
|
1,206 |
|
Change in fair value of derivative liability |
|
5,695 |
|
|
|
— |
|
Loss on debt extinguishment |
|
919 |
|
|
|
— |
|
Loss on sale of equipment |
|
9 |
|
|
|
— |
|
Changes in operating assets and liabilities, net of acquisition: |
|
|
|
||||
Accounts receivable, net |
|
(62,779 |
) |
|
|
(48,382 |
) |
Contract assets |
|
(3,431 |
) |
|
|
9,074 |
|
Inventories |
|
(11,908 |
) |
|
|
6,311 |
|
Prepaid expenses and other current assets |
|
(2,371 |
) |
|
|
(11,215 |
) |
Other assets |
|
(429 |
) |
|
|
341 |
|
Accounts payable |
|
11,569 |
|
|
|
7,972 |
|
Accrued expenses and other current liabilities |
|
14,085 |
|
|
|
27,504 |
|
Deferred revenue |
|
21,298 |
|
|
|
2,800 |
|
Operating lease liabilities |
|
(2,480 |
) |
|
|
(2,309 |
) |
Net cash provided by (used in) operating activities |
|
40,773 |
|
|
|
(14,060 |
) |
Investing activities |
|
|
|
||||
Acquisition of long-lived assets |
|
— |
|
|
|
(988 |
) |
Business acquisition, net of cash acquired |
|
(240,313 |
) |
|
|
(2,077 |
) |
VIE deconsolidation |
|
(205 |
) |
|
|
— |
|
Proceeds from sale of property, plant and equipment |
|
235 |
|
|
|
— |
|
Purchases of property, plant and equipment |
|
(6,187 |
) |
|
|
(6,252 |
) |
Net cash used in investing activities |
|
(246,470 |
) |
|
|
(9,317 |
) |
Financing activities |
|
|
|
||||
Proceeds from Series A preferred units, net of issuance costs |
|
15,317 |
|
|
|
— |
|
Repurchase of Class A units |
|
(1,048 |
) |
|
|
— |
|
Distributions to members |
|
(3,000 |
) |
|
|
— |
|
Distributions to noncontrolling interest |
|
(225 |
) |
|
|
(203 |
) |
Proceeds from issuance of Class B common stock |
|
1,000 |
|
|
|
— |
|
Proceeds from notes payable |
|
173,120 |
|
|
|
— |
|
Payments of debt issuance costs |
|
(1,597 |
) |
|
|
(311 |
) |
Repayment of notes payable |
|
(260,229 |
) |
|
|
(2,040 |
) |
Payment of debt extinguishment costs |
|
(176 |
) |
|
|
— |
|
Proceeds from IPO, net of underwriting discounts and commissions |
|
345,920 |
|
|
|
— |
|
Payments of offering costs |
|
(12,253 |
) |
|
|
— |
|
Proceeds from secondary offering, net of underwriting discounts and commissions |
|
148,809 |
|
|
|
— |
|
Purchase of Series B units |
|
(148,809 |
) |
|
|
— |
|
Proceeds from revolving credit facility |
|
60,000 |
|
|
|
10,000 |
|
Repayment of revolving credit facility |
|
(60,000 |
) |
|
|
— |
|
Net cash provided by financing activities |
|
256,829 |
|
|
|
7,446 |
|
Net increase (decrease) in cash, cash equivalents and restricted cash |
|
51,132 |
|
|
|
(15,931 |
) |
AEVEX CORP. |
||||||
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) (Continued) |
||||||
(In thousands) |
||||||
Cash, cash equivalents and restricted cash: |
|
|
|
|||
Beginning of period |
|
27,908 |
|
|
45,603 |
|
End of period(1) |
$ |
79,040 |
|
$ |
29,672 |
|
|
|
|
|
|||
Supplemental disclosures of cash flow information: |
|
|
|
|||
Cash paid for interest |
$ |
11,763 |
|
$ |
23,025 |
|
Cash paid (refunded) for income taxes |
|
1,385 |
|
|
(83 |
) |
|
|
|
|
|||
Supplemental disclosures of noncash financing and investing activities: |
|
|
|
|||
Purchase of property, plant and equipment in accounts payable |
$ |
52 |
|
$ |
78 |
|
Series A preferred units accretion |
|
1,616 |
|
|
— |
|
Deferred offering costs in accrued expenses |
|
700 |
|
|
— |
|
Equity issued in business combination |
|
217,763 |
|
|
— |
|
Equity issued in settlement of contingent consideration |
|
— |
|
|
61,650 |
|
Right-of-use assets obtained in exchange for new lease liabilities |
|
9,278 |
|
|
915 |
|
Transfer of fixed assets to inventory |
|
— |
|
|
4,878 |
|
(1) |
As of September 30, 2026, other assets included |
Non-GAAP Financial Measures
We use certain non-GAAP key performance indicators to evaluate our business operations, including Adjusted EBITDA, Adjusted EBITDA Margin and free cash flow.
The non-GAAP financial measures presented in this press release and related conference call are supplemental measures of our performance that we believe help investors understand our financial condition and operating results and assess our future prospects. We believe that presenting these non-GAAP financial measures, in addition to the corresponding GAAP financial measures, are important supplemental measures that exclude non-cash or other items that may not be indicative of or are unrelated to our core operating results and the overall health of our company. We believe that these non-GAAP financial measures provide investors with greater transparency to the information used by management for its operational decision-making. We further believe that providing this information assists our investors in understanding our operating performance and the methodology used by management to evaluate and measure such performance. When read in conjunction with our GAAP results, these non-GAAP financial measures provide a baseline for analyzing trends in our underlying businesses and can be used by management as a basis for financial, operational and planning decisions. Finally, these measures are often used by analysts and other interested parties to evaluate companies in our industry.
Management recognizes that these non-GAAP financial measures have limitations, including that they may be calculated differently by other companies or may be used under different circumstances or for different purposes, thereby affecting their comparability from company to company. In order to compensate for these and the other limitations discussed below, management does not consider these measures in isolation from or as alternatives to the comparable financial measures determined in accordance with GAAP. Readers should review the reconciliations below and should not rely on any single financial measure to evaluate our business. The reasons we use these non-GAAP financial measures and the reconciliations to their most directly comparable GAAP financial measures follow.
Adjusted EBITDA and Adjusted EBITDA Margin
We define Adjusted EBITDA as net income (loss) before interest income and expense, income tax expense (benefit), depreciation and amortization expense, other income (expense), changes in the fair value of contingent consideration liabilities and derivative liabilities, noncash stock compensation expense, offering costs related to the IPO or Secondary Offering, asset impairments, business acquisition costs, restructuring costs, and gains or losses on debt extinguishments, as well as certain non-recurring items. We define Adjusted EBITDA Margin as Adjusted EBITDA divided by revenue. We believe that Adjusted EBITDA and Adjusted EBITDA Margin are important metrics for management and investors as they remove the impact of items that we do not believe are indicative of our core operating results or the overall health of our company and allow for consistent comparison of our operating results over time and relative to our peers.
The following table presents a reconciliation of net income to Adjusted EBITDA and Adjusted EBITDA Margin for the three and nine months ended September 30, 2026 and 2025 (in thousands):
|
Three Months Ended September 30, |
|
Nine Months Ended September 30, |
||||||||||||
|
|
2026 |
|
|
|
2025 |
|
|
|
2026 |
|
|
|
2025 |
|
Net (loss) income |
$ |
(16,761 |
) |
|
$ |
9,891 |
|
|
$ |
10,931 |
|
|
$ |
(29,261 |
) |
Interest expense |
|
2,659 |
|
|
|
8,573 |
|
|
|
13,180 |
|
|
|
24,130 |
|
Interest income |
|
(1,603 |
) |
|
|
(142 |
) |
|
|
(2,815 |
) |
|
|
(486 |
) |
Provision for income taxes |
|
41,722 |
|
|
|
40 |
|
|
|
44,176 |
|
|
|
122 |
|
Depreciation and amortization |
|
7,099 |
|
|
|
5,356 |
|
|
|
17,886 |
|
|
|
16,027 |
|
Other income, net |
|
(13,113 |
) |
|
|
(6,840 |
) |
|
|
(13,269 |
) |
|
|
(6,840 |
) |
Change in contingent consideration |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
2,435 |
|
Change in fair value of derivative liability |
|
— |
|
|
|
— |
|
|
|
5,695 |
|
|
|
— |
|
Noncash stock compensation |
|
3,134 |
|
|
|
— |
|
|
|
4,865 |
|
|
|
— |
|
IPO-related costs(1) |
|
— |
|
|
|
— |
|
|
|
1,475 |
|
|
|
— |
|
Secondary Offering related costs(2) |
|
— |
|
|
|
— |
|
|
|
2,967 |
|
|
|
— |
|
Business acquisition costs |
|
7,445 |
|
|
|
— |
|
|
|
9,713 |
|
|
|
— |
|
Other(3) |
|
200 |
|
|
|
877 |
|
|
|
533 |
|
|
|
1,896 |
|
Adjusted EBITDA |
$ |
30,782 |
|
|
$ |
17,755 |
|
|
$ |
95,337 |
|
|
$ |
8,023 |
|
Total revenue |
$ |
189,697 |
|
|
$ |
121,235 |
|
|
$ |
608,181 |
|
|
$ |
275,627 |
|
Net (loss) income margin |
|
(8.8 |
)% |
|
|
8.2 |
% |
|
|
1.8 |
% |
|
|
(10.6 |
)% |
Adjusted EBITDA Margin |
|
16.2 |
% |
|
|
14.6 |
% |
|
|
15.7 |
% |
|
|
2.9 |
% |
(1) Represents non-recurring professional service fees related to the initial public offering and IPO readiness. |
|||||||||||||||
(2) Represents non-recurring professional service fees related to the Secondary Offering. |
|||||||||||||||
(3) Other for the three and nine months ended September 30, 2026 includes |
|||||||||||||||
Free Cash Flow
We consider free cash flow to be a useful, supplemental measure of our ability to generate cash on a normalized basis. We use free cash flow to supplement GAAP measures in evaluating our flexibility to allocate capital and pursue opportunities that may enhance shareholder value and the effectiveness of our strategies, to make budgeting decisions and to compare our performance against that of our peer companies, many of which present similar non-GAAP financial measures.
While expenditures and dispositions of property and equipment will fluctuate on a period-to-period basis, we seek to ensure that we have adequate capital on hand to maintain ongoing operations and enable growth of the business. Additionally, free cash flow is of limited usefulness in that it does not represent residual cash flows available for discretionary expenditures due to the fact the measures do not deduct the payments required for debt service and other contractual obligations or payments.
We define free cash flow as the sum of our net cash provided by (used in) operating activities less our capital expenditures. Our calculation of free cash flow may not be comparable to the calculation of similarly titled measures reported by other companies. The reconciliation between free cash flow and net cash provided by (used in) operating activities (the most comparable GAAP measure) for the periods presented is shown below (in thousands):
|
Nine Months Ended September 30, |
||||||
|
|
2026 |
|
|
|
2025 |
|
Net cash provided by (used in) operating activities |
$ |
40,773 |
|
|
$ |
(14,060 |
) |
Purchases of property, plant and equipment |
|
(6,187 |
) |
|
|
(6,252 |
) |
Free cash flow |
$ |
34,586 |
|
|
$ |
(20,312 |
) |
There can be no assurance that we will not modify the presentation of the previously presented non-GAAP financial measures in the future, and any such modification may be material. Non-GAAP financial measures have important limitations as analytical tools and you should not consider non-GAAP financial measures in isolation or as a substitute for analyses of our operating results or cash flows as reported under
View source version on businesswire.com: https://www.businesswire.com/news/home/20261111533507/en/
Media Contact
Brian Manning
bmanning@aevex.com
Investor Relations Contact
Farand Pawlak
fpawlak@aevex.com
Source: AEVEX Corp.