Arxis raises 2026 revenue outlook to $2.05B–$2.07B
2027 revenue guidance calls for $2,400 to $2,500 million, including 10% to 15% organic growth.
Sentiment and the balance of points
Rhea-AI Sentiment reads the wording of the document, how positive or negative its language is on a 1 to 5 scale. The balance of points shown with the takes weighs what the document actually discloses, so the two can disagree, for example when a trial that missed its main goal is described in upbeat language.
Rhea-AI Filing Summary
Arxis, Inc. (ARXS) reported third-quarter 2026 revenue of $564 million, up 36% year over year, and net income of $84 million versus a $10 million loss in the prior-year quarter. Adjusted EBITDA, a non-GAAP measure, increased 67% to $256 million, with margin up 840 basis points to 45.4%; operating cash flow was $169 million and Free Cash Flow was $150 million. Revenue included 29% organic growth.
Arxis raised full-year 2026 guidance to $2,050 to $2,070 million in revenue and $855 to $865 million in Adjusted EBITDA, with approximately 41.7% margin. It introduced 2027 guidance of $2,400 to $2,500 million in revenue and $1,010 to $1,060 million in Adjusted EBITDA; 2027 revenue growth guidance is 17% to 21% reported and 10% to 15% organic. The 2027 margin range of 42.1% to 42.4% includes approximately 20 to 30 basis points of dilution from acquisitions completed in 2026.
Arxis completed six acquisitions year to date, including Omnetics, Schatz Bearing and StratEdge. The combined purchase price for Schatz and StratEdge was approximately $151 million.
How this balance works
Rhea-AI gives every point it takes from this document a weight. Minor counts 1, Moderate 3 and Major 9, so one Major point outweighs several Minor ones. The bar adds up the weights on each side, and when neither side holds more than 65% of the total the balance reads Mixed.
It reads the document as published, with the same rules for every company, and it does not look at what the market expected or at how the stock traded, so a point can be objectively good on a day the stock falls.
Rhea-AI Sentiment measures something else, the tone of the wording.
Hollow bars mark forward-looking points. How the balance works
Positive
- Major point. Forward-looking: it has not happened yet and may not happen.At midpoint, 2026 revenue guidance rose 5% and Adjusted EBITDA guidance 8%.
- Moderate pointThird-quarter revenue increased 36% to $564 million year over year.
- Moderate pointThird-quarter net income reached $84 million from a $10 million loss.
- Moderate pointThird-quarter Adjusted EBITDA increased 67% to $256 million year over year.
- Moderate pointThird-quarter operating cash flow increased 118% to $169 million year over year.
- Moderate pointThird-quarter Free Cash Flow increased 117% to $150 million year over year.
Negative
- None.
Filing Explained
At
8-K Event Classification
Key Figures
Key Terms
Adjusted EBITDA financial
organic growth financial
Free Cash Flow financial
Net Leverage financial
Earnings Snapshot
Full-year 2026 guidance was raised to revenue of $2,050 to $2,070 million, Adjusted EBITDA of $855 to $865 million and approximately 41.7% Adjusted EBITDA margin. Full-year 2027 guidance is revenue of $2,400 to $2,500 million and Adjusted EBITDA of $1,010 to $1,060 million, with an Adjusted EBITDA margin of 42.1% to 42.4%.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
How did ARXS perform in the third quarter of 2026?
What guidance did ARXS give for 2026 and 2027?
Which acquisitions did ARXS complete in 2026?
AI-generated analysis. How Rhea-AI works. Not financial advice.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): |
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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Securities registered pursuant to Section 12(b) of the Act:
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Trading |
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02 Results of Operations and Financial Condition.
On October 28, 2026, Arxis, Inc. (the “Company”) issued a press release announcing its unaudited financial results for the third quarter ended September 30, 2026. A copy of the press release is furnished as Exhibit 99.1 to this Form 8-K and is incorporated by reference.
Information in Exhibit 99.1 of this Form 8-K shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise incorporated by reference into any filing pursuant to the Securities Act of 1933, as amended, or the Exchange Act, except as otherwise expressly stated in such filing.
Item 9.01 Financial Statements and Exhibits.
Exhibits.
Exhibit No. |
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99.1 |
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Press Release Issued by Arxis, Inc. on October 28, 2026 |
104 |
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Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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.
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Arxis, Inc. |
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Date: |
October 28, 2026 |
By: |
/s/ Azad Badakhsh |
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Azad Badakhsh |
Arxis Reports Third Quarter 2026 Results; Raises Full-Year 2026 Guidance and Introduces 2027 Guidance
BLOOMFIELD, Conn., October 28, 2026 – Arxis, Inc. (NASDAQ: ARXS) (the “Company” or “Arxis”), a leading designer and manufacturer of proprietary, mission-critical electronic and mechanical engineered components, today reported financial results for the third quarter ended September 30, 2026.
Third Quarter 2026 Highlights (all comparisons against the third quarter of 2025, unless otherwise noted):
Raising Full-Year 2026 Guidance (all comparisons against prior guidance midpoint, unless otherwise noted):
Introducing 2027 Guidance (all comparisons against 2026 guidance midpoint, unless otherwise noted):
“We continued to advance our M&A strategy with the acquisitions of Schatz Bearing and StratEdge, while also closing the previously announced Omnetics transaction, bringing our year-to-date total to six acquisitions,” said Kevin Perhamus, President and Chief Executive Officer of Arxis. “With Arcline’s partnership and an active pipeline, we are well positioned to sustain this momentum.”
“In the quarter, revenue increased 36%, including 29% organic growth, with strength across all three end markets. Net income increased $94 million to $84 million in the quarter, with net income margin of 14.8%. Adjusted EBITDA grew 67% to $256 million, with margin expanding 840 basis points to 45.4%, reflecting operating leverage from increased volumes, stronger price realization and ongoing productivity gains. Net cash provided by operating activities was $169 million and Free Cash Flow was $150 million, increasing 118% and 117%, respectively, supported by earnings growth and more efficient working capital management.”
“Our strong performance and contributions from recent acquisitions support another increase to full-year 2026 guidance. We are also introducing 2027 guidance, which anticipates another year of strong organic growth and continued margin expansion, supported by execution of our long-term growth algorithm.”
(1) Additional detail on non-GAAP financial measures, including reconciliations, is provided in the appendix.
1
Third Quarter 2026 Unaudited Condensed Consolidated Results
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Three Months Ended September 30, |
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(Dollars in millions, except per share amounts) |
2026 |
2025 |
Change |
Revenue |
$564 |
$415 |
36% |
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Net income (loss) |
$84 |
($10) |
$94 |
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Net income (loss) margin |
14.8% |
(2.4)% |
NM |
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Diluted earnings per share |
$0.20 |
N/A |
N/A |
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Adjusted EBITDA(1) |
$256 |
$153 |
67% |
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Adjusted EBITDA margin(1) |
45.4% |
37.0% |
840 bps |
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Adjusted Net Income(1) |
$160 |
$27 |
498% |
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Adjusted Net Income per share, diluted(1) |
$0.37 |
N/A |
N/A |
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Net cash provided by operating activities |
$169 |
$78 |
118% |
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Free Cash Flow(1) |
$150 |
$69 |
117% |
NM = not meaningful due to the small prior-year comparison base.
(1) Additional detail on non-GAAP financial measures, including reconciliations, is provided in the appendix.
Revenue of $564 million increased 36% year-over-year, including 29% organic growth, reflecting continued momentum across all three end markets. Industrial Technology led growth during the quarter, supported by favorable demand trends, while Defense & Space and Commercial Aerospace each delivered strong double-digit growth. Both the Electronic Components and Mechanical Components segments contributed to the increase, supported by underlying market demand, new business generation, and pricing realization.
Net income of $84 million improved by $94 million year-over-year, with net income margin of 14.8% compared to (2.4)% in the prior-year period. The improvement was driven by stronger operating performance, lower interest expense following debt repayment with IPO proceeds, and lower income tax expense.
Adjusted EBITDA(1) increased 67% year-over-year to $256 million, while Adjusted EBITDA margin(1) expanded 840 basis points to 45.4%. Margin expansion reflected operating leverage on higher volumes, disciplined pricing execution, and continued productivity and cost management initiatives.
Recent Acquisition Activity
On August 17, 2026, Arxis completed the previously announced acquisition of Omnetics Connector Corporation (“Omnetics”), a leading designer and manufacturer of proprietary high-reliability Micro-D-Sub and Nano-D-Sub connectors and interconnect systems used in critical defense and space, commercial aerospace, and medical applications.
In September 2026, Arxis completed the acquisitions of Schatz Bearing, LLC (“Schatz”) and StratEdge Corporation (“StratEdge”). Schatz manufactures highly engineered precision bearings for aerospace, defense, and industrial applications. StratEdge designs and manufactures specialized ceramic packages for high-frequency, high-power electronics used in defense, space, and other demanding applications.
Together, the combined purchase price for these two acquisitions was approximately $151 million.
2
Full-Year 2026 Guidance
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Raising Full-Year Guidance |
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(Dollars in millions) |
Current(3) |
Prior(4) |
Change at Midpoint |
Revenue |
$2,050 to $2,070 |
$1,960 to $1,980 |
+$90 |
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Adjusted EBITDA(2) |
$855 to $865 |
$790 to $800 |
+$65 |
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Adjusted EBITDA margin(2) |
~41.7% |
~40.4% |
+130 bps |
2026 Adjusted EBITDA margin guidance includes approximately 30 to 40 basis points of dilution from acquisitions completed in 2026.
Full-Year 2027 Guidance
(Dollars in millions) |
Introducing 2027 Guidance |
Revenue |
$2,400 to $2,500 |
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Adjusted EBITDA(2) |
$1,010 to $1,060 |
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Adjusted EBITDA margin(2) |
42.1% to 42.4% |
2027 Adjusted EBITDA margin guidance includes approximately 20 to 30 basis points of dilution from acquisitions completed in 2026.
Conference Call and Webcast Information
Arxis will host an investor conference call to discuss its third quarter results at 8:30 a.m. ET on Thursday, October 29, 2026. A live webcast of the call, along with related presentation materials, will be available on the News & Events section of the Company’s website at https://ir.arxis.com. A replay of the webcast will be available for 30 days following the call.
About Arxis
Arxis is a leading designer and manufacturer of proprietary, mission-critical electronic and mechanical components for aerospace and defense, medical technology, and specialized industrial markets. Leveraging significant intellectual property and world-class engineering and operational capabilities, Arxis designs and delivers innovative solutions that address its customers' most complex performance needs. Arxis is a portfolio company of Arcline Investment Management. For more information, visit www.arxis.com.
About Arcline Investment Management
Arcline Investment Management is a private investment firm with over $35 billion in assets under management. Arcline seeks to build the next generation of Industrial Compounders – market-leading, mission-critical industrial platforms designed to consistently compound earnings over decades. For more information, visit www.arcline.com.
Non-GAAP Financial Measures
This press release includes certain “non-GAAP financial measures,” which are financial measures that either exclude or include amounts that are not excluded or included in the most directly comparable measures calculated and presented in accordance with accounting principles generally accepted in the United States (“GAAP”), including Adjusted EBITDA, Adjusted EBITDA margin, Adjusted Net Income, Adjusted Net Income per share, Free Cash Flow, and Net Leverage. We use these non-GAAP financial measures to evaluate our business operations.
3
The non-GAAP financial measures presented in this press release are supplemental measures of our performance and our liquidity 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 U.S. 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 greater transparency to the information used by management for its operational decision-making and allow investors to see our results “through the eyes of management.” 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 U.S. GAAP results, these non-GAAP financial measures provide a baseline for analyzing trends in our underlying businesses and can be used by management as one 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.
We define Adjusted EBITDA as net income (loss) before interest expense, net, income tax expense (benefit), and depreciation and amortization, further adjusted for transaction costs and other deal-related expenses, acquisition and integration costs, restructuring costs, share-based compensation expense and certain related employer payroll taxes, and other income and expense adjustments that are non-recurring, non-operational, or not reflective of core operating performance, when applicable. 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.
We define Adjusted Net Income as net income (loss) adjusted to exclude amortization of intangible assets, acquisition and integration costs, restructuring costs, transaction and other deal-related expenses, share-based compensation expense and certain related employer payroll taxes, and other items that management does not consider indicative of the Company’s core operating performance, together with the related income tax effects of these adjustments. Adjusted Net Income per share is calculated by dividing Adjusted Net Income attributable to common stockholders for diluted earnings per share by the diluted weighted-average number of common shares outstanding during the applicable period. We believe Adjusted Net Income and Adjusted Net Income per share provide investors with useful supplemental measures for evaluating the Company’s underlying operating performance and comparing results across periods.
We define Free Cash Flow as net cash provided by (used in) operating activities less capital expenditures. We believe this measure allows management and investors to evaluate the capacity of our operations to generate cash that is available to service debt and make strategic investments and acquisitions.
We define Net Leverage as net debt divided by Adjusted EBITDA for the trailing twelve-month period. Net debt is calculated as total debt, less cash and cash equivalents. We believe this measure allows us to evaluate our capital structure, indebtedness, and ability to service debt.
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. 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 U.S. GAAP. The reconciliations to their most directly comparable U.S. GAAP financial measures follow. Readers should review the reconciliations below and should not rely on any single financial measure to evaluate our business. Unless otherwise noted, tables are presented in U.S. dollars in thousands. Certain columns and rows within tables may not add due to the use of rounded numbers. Percentages presented in this report are calculated from the underlying numbers in thousands.
FORWARD-LOOKING STATEMENTS
This release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and other securities laws that are subject to risks and uncertainties. These statements may include words such as “believe”, “expect”, “anticipate”, “intend”, “plan”, “estimate”, “guidance”, “will”, “may,” and negatives or derivatives of these or similar expressions.
These forward-looking statements reflect our current expectations, are based on judgments and assumptions, are inherently uncertain and are subject to risks, uncertainties, and other factors, which could cause our actual results, performance, or achievements to differ materially from current expectations. Some of the risks, uncertainties, and other factors that may cause actual results to differ materially from those expressed or implied by forward-looking statements include, but are not limited to: the concentration of our business on the aerospace and defense industries; the unique business risks of supplying products to companies contracting with the U.S. government; the significant competition that we face; our industry’s rapid change; any decline
4
or lower-than-anticipated growth of the markets into which we sell our products and services; cost overruns; the availability and pricing of certain components and raw materials from suppliers; inflation; our products may not operate as intended; our decentralized organizational structure; our indebtedness and the restrictive covenants under the agreements governing our indebtedness; our ability to comply with the extensive governmental regulation to which we are subject; our ability to maintain our government or industry approvals; product liability lawsuits and product recalls; our ability to obtain, maintain, protect and enforce our intellectual property and proprietary rights on which our business depends; our ability to realize the anticipated benefits from our recent reorganization; and the significant transaction costs that we have incurred and expect to continue to incur in connection with our recent reorganization and as a public company.
These or other uncertainties may cause our actual future results to be materially different than those expressed in our forward-looking statements, and these and other factors are more fully discussed under the captions "Risk Factors" and "Management's Discussion and Analysis of Financial Condition and Results of Operations" in the Company’s filings with the Securities and Exchange Commission, including those set forth in the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2026. We do not undertake any obligation to update or revise our forward-looking statements except as may be required by law or regulation. This press release also includes certain forward-looking projected financial information that is based on current estimates and forecasts. Actual results could differ materially.
Contact:
Investor Relations
ir@arxis.com
+1 860-243-7100 (Select 1 for Arxis)
5
Table 1: Condensed Consolidated Statements of Operations
(Unaudited, in thousands, except per share amounts)
|
Three Months Ended September 30, |
|
Nine Months Ended September 30, |
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|
2026 |
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2025 |
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2026 |
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2025 |
Revenue |
$ 563,979 |
|
$ 414,827 |
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$ 1,523,565 |
|
$ 1,195,350 |
Cost of revenue |
257,894 |
|
210,529 |
|
720,036 |
|
630,527 |
Gross profit |
306,085 |
|
204,298 |
|
803,529 |
|
564,823 |
Selling, general and administrative expenses |
131,963 |
|
77,252 |
|
413,913 |
|
226,456 |
Amortization of intangible assets |
40,694 |
|
34,964 |
|
113,001 |
|
103,227 |
Operating income |
133,428 |
|
92,082 |
|
276,615 |
|
235,140 |
Interest expense, net |
17,888 |
|
48,259 |
|
101,273 |
|
173,875 |
Other (income) expense, net |
(4,194) |
|
(980) |
|
(11,990) |
|
(5,798) |
Net income (loss) before income taxes |
119,734 |
|
44,803 |
|
187,332 |
|
67,063 |
Income tax expense |
36,021 |
|
54,900 |
|
55,219 |
|
110,740 |
Net income (loss) |
$ 83,713 |
|
$ (10,097) |
|
$ 132,113 |
|
$ (43,677) |
‘ |
|
|
|
|
|
|
|
Net income per common share |
|
|
|
|
|
|
|
Basic |
$ 0.20 |
|
N/A |
|
$ 0.19 |
(1) |
N/A |
Diluted |
$ 0.20 |
|
N/A |
|
$ 0.19 |
(1) |
N/A |
Weighted-average common shares outstanding |
|
|
|
|
|
|
|
Basic |
416,253 |
|
N/A |
|
409,073 |
(2) |
N/A |
Diluted |
427,020 |
|
N/A |
|
419,211 |
(2) |
N/A |
6
Table 2: Condensed Consolidated Balance Sheets
(Unaudited, in thousands, except share amounts)
|
September 30, 2026 |
|
December 31, 2025 |
Assets |
|
|
|
Current assets: |
|
|
|
Cash and cash equivalents |
$ 493,679 |
|
$ 250,303 |
Accounts receivable, net |
315,891 |
|
216,936 |
Contract assets |
72,395 |
|
67,780 |
Inventories |
407,722 |
|
315,604 |
Prepaid expenses and other current assets |
47,309 |
|
57,058 |
Total current assets |
1,336,996 |
|
907,681 |
Property, plant and equipment, net |
429,662 |
|
397,929 |
Intangible assets, net |
2,944,584 |
|
2,429,879 |
Goodwill |
3,206,517 |
|
2,745,351 |
Operating lease right-of-use assets, net |
81,437 |
|
64,651 |
Other assets |
54,049 |
|
50,943 |
Total assets |
$ 8,053,245 |
|
$ 6,596,434 |
‘ |
|
|
|
Liabilities and stockholders' and members' equity |
|
|
|
Current liabilities: |
|
|
|
Accounts payable |
$ 67,677 |
|
$ 56,467 |
Contract liabilities, current |
24,052 |
|
30,027 |
Operating lease liabilities, current |
12,060 |
|
10,584 |
Debt, current |
119 |
|
26,853 |
Accrued expenses and other current liabilities |
180,563 |
|
163,230 |
Total current liabilities |
284,471 |
|
287,161 |
Debt, noncurrent |
1,718,569 |
|
2,606,459 |
Contract liabilities, noncurrent |
1,284 |
|
1,414 |
Operating lease liabilities, noncurrent |
67,331 |
|
53,798 |
Deferred tax liabilities |
501,350 |
|
384,420 |
Other long-term liabilities |
130,252 |
|
139,124 |
Total liabilities |
2,703,257 |
|
3,472,376 |
|
|
|
|
Class A Common Stock, $0.01 par value, 3,500,000,000 shares authorized; 91,056,604 issued; 90,045,099 outstanding as of September 30, 2026 |
911 |
|
— |
Class B Common Stock, $0.01 par value, 3,500,000,000 shares authorized; 340,676,783 issued and outstanding as of September 30, 2026 |
3,407 |
|
— |
Class C Common Stock, $0.01 par value, 500,000,000 shares authorized; no shares issued or outstanding as of September 30, 2026 |
— |
|
— |
Convertible Common Stock, $0.01 par value, 1 share authorized; 1 share issued and outstanding as of September 30, 2026 |
— |
|
— |
Preferred stock, $0.01 par value, 500,000,000 shares authorized; no shares issued or outstanding as of September 30, 2026 |
— |
|
— |
Additional paid-in capital |
5,312,970 |
|
— |
Retained earnings (accumulated deficit) |
67,601 |
|
— |
Accumulated other comprehensive income (loss) |
(185) |
|
— |
Treasury stock, at cost, 1,011,505 shares |
(34,716) |
|
— |
Members’ equity |
— |
|
3,124,058 |
Total stockholders’ and members' equity |
5,349,988 |
|
3,124,058 |
Total liabilities and stockholders' and members' equity |
$ 8,053,245 |
|
$ 6,596,434 |
7
Table 3: Condensed Consolidated Statements of Cash Flows
(Unaudited, in thousands)
|
Nine Months Ended September 30, |
||
|
2026 |
|
2025 |
Cash flow from operating activities: |
|
|
|
Net income (loss) |
$ 132,113 |
|
$ (43,677) |
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: |
|
|
|
Depreciation and amortization |
161,001 |
|
148,620 |
Amortization of deferred financing cost and accretion of paid-in-kind interest |
3,511 |
|
4,501 |
Amortization of inventory fair value adjustment |
6,285 |
|
18,177 |
Loss (gain) on sale and disposal of assets |
690 |
|
9,964 |
Share-based compensation expense |
133,240 |
|
9,325 |
Interest rate hedges change in fair value |
(12,797) |
|
4,281 |
Deferred income taxes |
1,895 |
|
(1,812) |
Loss on extinguishment of debt |
11,447 |
|
15,535 |
Other operating activities, net |
(109) |
|
799 |
Changes in operating assets and liabilities, net of business acquisitions: |
|
|
|
Accounts receivable |
(72,208) |
|
(27,667) |
Inventories |
(27,365) |
|
(34,411) |
Prepaid expenses and other current assets |
12,140 |
|
(28,084) |
Accounts payable |
6,007 |
|
(4,684) |
Accrued expenses and other current liabilities |
4,411 |
|
75,770 |
Contract assets and liabilities |
(12,597) |
|
(5,665) |
All other assets and liabilities |
(4,168) |
|
5,300 |
Net cash provided by (used in) operating activities |
343,496 |
|
146,272 |
Cash flow from investing activities: |
|
|
|
Capital expenditures |
(41,837) |
|
(30,241) |
Proceeds from sale and disposal of assets, net of cash sold |
192 |
|
2,191 |
Acquisition of businesses, net of cash acquired |
(337,430) |
|
(152,639) |
Net cash provided by (used in) investing activities |
(379,075) |
|
(180,689) |
Cash flow from financing activities: |
|
|
|
Net proceeds from issuance of common stock |
1,227,753 |
|
— |
Payments for taxes related to net share settlement of equity awards |
(34,716) |
|
— |
Proceeds from issuance of debt |
25,000 |
|
2,808,000 |
Repayments of debt |
(952,841) |
|
(2,697,081) |
Payments of debt financing fees |
— |
|
(38,907) |
Issuance of related party notes receivable |
— |
|
(6,500) |
Settlement of related party notes receivable(1) |
6,476 |
|
3,500 |
Repayments of related party payables |
— |
|
(7,000) |
Issuances of members' units |
— |
|
10,851 |
Distributions |
(332) |
|
(362,329) |
Contributions |
11,344 |
|
385,000 |
Other financing activities, net |
(2,464) |
|
(989) |
Net cash provided by (used in) financing activities |
280,220 |
|
94,545 |
Effect of exchange rate changes on cash and cash equivalents |
(1,265) |
|
(8,283) |
8
Net increase (decrease) in cash and cash equivalents |
243,376 |
|
51,845 |
Cash and cash equivalents, beginning of the period |
250,303 |
|
110,838 |
Cash and cash equivalents, end of the period |
$ 493,679 |
|
$ 162,683 |
Table 4: Reconciliation of Net income (loss) to Adjusted EBITDA and Adjusted EBITDA Margin
(Unaudited, in thousands, except for percentages)
|
Three Months Ended September 30, |
|
Nine Months Ended September 30, |
||||
|
2026 |
|
2025 |
|
2026 |
|
2025 |
Net income (loss) |
$ 83,713 |
|
$ (10,097) |
|
$ 132,113 |
|
$ (43,677) |
Interest expense, net |
17,888 |
|
48,259 |
|
101,273 |
|
173,875 |
Income tax expense |
36,021 |
|
54,900 |
|
55,219 |
|
110,740 |
Depreciation and amortization |
57,445 |
|
50,527 |
|
161,001 |
|
148,620 |
Acquisition and integration costs(1) |
5,594 |
|
287 |
|
7,031 |
|
20,250 |
Restructuring costs(2) |
— |
|
1,772 |
|
270 |
|
4,247 |
Transaction and other deal related expenses(3) |
11,256 |
|
3,035 |
|
20,300 |
|
7,990 |
Share-based compensation expense(4) |
31,182 |
|
4,789 |
|
140,773 |
|
9,325 |
Other non-recurring adjustments(5) |
12,842 |
|
— |
|
24,654 |
|
9,901 |
Adjusted EBITDA |
$ 255,941 |
|
$ 153,472 |
|
$ 642,634 |
|
$ 441,271 |
Revenue |
$ 563,979 |
|
$ 414,827 |
|
$ 1,523,565 |
|
$ 1,195,350 |
Adjusted EBITDA Margin |
45.4% |
|
37.0% |
|
42.2% |
|
36.9% |
9
Table 5: Reconciliation of Net income (loss) to Adjusted Net Income and Adjusted Diluted Earnings Per Share
(Unaudited, in thousands, except per share amounts)
|
|
Three Months Ended September 30, |
|
Nine Months Ended September 30, |
||||
|
|
2026 |
|
2025 |
|
2026 |
|
2025 |
Net income (loss) |
|
$ 83,713 |
|
$ (10,097) |
|
$ 132,113 |
|
$ (43,677) |
Amortization of intangible assets |
|
40,694 |
|
34,964 |
|
113,001 |
|
103,227 |
Acquisition and integration costs |
|
5,594 |
|
287 |
|
7,031 |
|
20,250 |
Restructuring costs |
|
— |
|
1,772 |
|
270 |
|
4,247 |
Transaction and other deal related expenses |
|
11,256 |
|
3,035 |
|
20,300 |
|
7,990 |
Share-based compensation expense |
|
31,182 |
|
4,789 |
|
140,773 |
|
9,325 |
Other non-recurring adjustments |
|
12,842 |
|
— |
|
24,654 |
|
9,901 |
Tax adjustment(1) |
|
(25,555) |
|
(8,023) |
|
(76,997) |
|
(27,719) |
Adjusted Net Income |
|
$ 159,726 |
|
$ 26,727 |
|
$ 361,145 |
|
$ 83,544 |
‘ |
|
|
|
|
|
|
|
|
Adjusted Net Income |
|
$ 159,726 |
|
N/A |
|
$ 361,145 |
|
N/A |
Less: Adjusted Net Income pre-IPO and Reorganization |
|
— |
|
N/A |
|
(88,293) |
(2) |
N/A |
Adjusted Net Income attributable to common stockholders. diluted |
|
$ 159,726 |
|
N/A |
|
$ 272,852 |
|
N/A |
‘ |
|
|
|
|
|
|
|
|
Net income per common share, basic |
|
$ 0.20 |
|
N/A |
|
$ 0.19 |
(3) |
N/A |
Net income per common share, diluted |
|
$ 0.20 |
|
N/A |
|
$ 0.19 |
(3) |
N/A |
Adjusted Net Income per common share, diluted(4) |
|
$ 0.37 |
|
N/A |
|
$ 0.65 |
(3) |
N/A |
Weighted-average common shares outstanding, diluted |
|
427,020 |
|
N/A |
|
419,211 |
(3) |
N/A |
10
Table 6: Reconciliation of Net cash provided by operating activities to Free Cash Flow
(Unaudited, in thousands)
|
Three Months Ended September 30, |
|
Nine Months Ended September 30, |
||||
|
2026 |
|
2025 |
|
2026 |
|
2025 |
Net cash provided by operating activities |
$ 169,142 |
|
$ 77,667 |
|
$ 343,496 |
|
$ 146,272 |
Less: |
|
|
|
|
|
|
|
Capital expenditures |
(19,547) |
|
(8,846) |
|
(41,837) |
|
(30,241) |
Free Cash Flow |
$ 149,595 |
|
$ 68,821 |
|
$ 301,659 |
|
$ 116,031 |
11
Table 7: Net Leverage Reconciliation
(Unaudited, in thousands, except for multiples)
|
|
September 30, 2026 |
|
June 30, 2026 |
|
March 31, 2026 |
|
December 31, 2025 |
Total debt |
|
$ 1,718,688 |
|
$ 1,718,137 |
|
$ 2,652,495 |
|
$ 2,633,312 |
Add: Unamortized deferred financing costs |
|
14,942 |
|
15,523 |
|
27,225 |
|
28,159 |
Less: Cash and cash equivalents |
|
(493,679) |
|
(494,693) |
|
(238,918) |
|
(250,303) |
Total net debt |
|
$ 1,239,951 |
|
$ 1,238,967 |
|
$ 2,440,802 |
|
$ 2,411,168 |
Net income(1) |
|
221,779 |
|
127,969 |
|
103,622 |
|
45,989 |
Adjusted EBITDA(2) |
|
772,667 |
|
670,198 |
|
612,374 |
|
571,304 |
Total debt to net income |
|
7.7x |
|
13.4x |
|
25.6x |
|
57.3x |
Net Leverage |
|
1.6x |
|
1.8x |
|
4.0x |
|
4.2x |
12