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AEVEX (NYSE: AVEX) Q1 revenue surges 307% and returns to profit

Filing Impact
(High)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

AEVEX Corp. delivered a sharp turnaround in First Quarter 2026, with total revenue of $216.7 million, up 307% from $53.3 million a year earlier. The company moved from a net loss of $27.3 million in Q1 2025 to net income of $21.0 million, a 9.7% net margin.

Adjusted EBITDA improved to $36.4 million from $(13.4) million, lifting Adjusted EBITDA margin to 16.8%. Tactical Systems led growth, with segment revenue of $190.8 million, up 547.8%, and Segment Adjusted EBITDA of $38.5 million.

Funded backlog was $356.6 million as of March 31, 2026, with 93.0% expected to convert to revenue during the remainder of 2026 and 73.9% tied to the U.S. Government. For full-year 2026, AEVEX guides to $600.0–$620.0 million of revenue and Adjusted EBITDA of $88.0–$94.5 million.

Positive

  • AEVEX generated First Quarter 2026 revenue of $216.7 million, up 307% from $53.3 million in Q1 2025, with net income of $21.0 million and 9.7% net margin after a prior-period loss, plus full-year 2026 guidance of $600.0–$620.0 million revenue and $88.0–$94.5 million Adjusted EBITDA.

Negative

  • Funded backlog fell from $503.1 million at December 31, 2025 to $356.6 million at March 31, 2026, and about 73.9% of this backlog is concentrated in U.S. Government customers, increasing exposure to defense budget and contracting risks.

Insights

AEVEX posts explosive Q1 growth, returns to profitability, but backlog dependence on U.S. Government remains high.

AEVEX reported Q1 2026 revenue of $216.7 million, up 307% year over year, driven mainly by Tactical Systems, where revenue jumped to $190.8 million, a 547.8% increase. Net income reached $21.0 million with a 9.7% margin, and Adjusted EBITDA rose to $36.4 million, a 16.8% margin.

Profitability was supported by higher products gross profit, lower research and development spending, and improved segment performance in both Tactical Systems and Global Solutions. However, operating cash flow was negative $10.4 million in the quarter as working capital absorbed cash, while long-term debt stood at $255.2 million and Series A preferred units and their derivative liability increased.

Funded backlog declined from $503.1 million at December 31, 2025 to $356.6 million at March 31, 2026, mainly from revenue recognized on the EUCOM AOR Deep Strike program. The company expects to convert about 93.0% of this backlog into 2026 revenue, but approximately 73.9% is concentrated in U.S. Government work, so outcomes remain closely tied to government funding and contracting conditions described in its outlook and risk disclosures.

Item 2.02 Results of Operations and Financial Condition Financial
Disclosure of earnings results, typically an earnings press release or preliminary financials.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Q1 2026 Revenue $216.7 million Three months ended March 31, 2026; up 307% from $53.3 million in Q1 2025
Q1 2026 Net Income $21.0 million Three months ended March 31, 2026; 9.7% net income margin
Q1 2026 Adjusted EBITDA $36.4 million Three months ended March 31, 2026; 16.8% Adjusted EBITDA margin versus (25.1)% in Q1 2025
Tactical Systems Q1 Revenue $190.8 million Segment revenue for three months ended March 31, 2026; 547.8% growth versus Q1 2025
Funded backlog $356.6 million As of March 31, 2026; down from $503.1 million at December 31, 2025, with 93.0% expected to convert in 2026
Backlog concentration 73.9% Portion of funded backlog value related to U.S. Government as of March 31, 2026
Operating cash flow -$10.4 million Net cash used in operating activities for three months ended March 31, 2026
2026 revenue guidance $600.0–$620.0 million Business outlook for full fiscal year 2026
Adjusted EBITDA financial
"Adjusted EBITDA* of $36.4 million compared to Adjusted EBITDA* of $(13.4) million in Q1 2025"
Adjusted EBITDA is a way companies measure how much money they make from their core operations, like running a business, by removing certain costs or income that aren’t part of regular business activities. It helps investors see how well a company is doing without distractions from unusual expenses or gains, making it easier to compare companies or track performance over time.
funded backlog financial
"Funded backlog represents our estimate of the revenue we expect to realize in future periods"
Funded backlog is the portion of a company’s unfulfilled orders or signed contracts that already has committed financing or approved budget behind it, meaning the customer (or a funding source) has promised the money needed to pay for the work. For investors it signals clearer near-term revenue visibility and lower execution risk — like a stack of paid-for jobs waiting to be finished rather than hopeful leads — which helps assess future cash flow and growth reliability.
non-GAAP financial measures financial
"We use certain non-GAAP key performance indicators to evaluate our business operations, including Adjusted EBITDA"
Non-GAAP financial measures are numbers companies use to show their financial performance that exclude certain expenses or income. They help investors see how the company might perform without one-time costs or other unusual items, giving a different perspective from official reports. However, since they can be adjusted, they don’t always tell the full story and should be looked at alongside standard financial figures.
Series A preferred units derivative liability financial
"Series A preferred units derivative liability | 25,541 | | 19,999"
EUCOM AOR Deep Strike program other
"The decrease of $146.5 million in funded backlog...due to revenue recognized for the EUCOM AOR Deep Strike program"
Revenue $216.7 million +307% vs Q1 2025
Net income $21.0 million from $(27.3) million in Q1 2025
Adjusted EBITDA $36.4 million from $(13.4) million in Q1 2025
Adjusted EBITDA margin 16.8% from (25.1)% in Q1 2025
Guidance

For full year 2026, AEVEX expects revenue of $600.0–$620.0 million and Adjusted EBITDA of $88.0–$94.5 million.

false000209630000020963002026-05-202026-05-20

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): May 20, 2026

AEVEX Corp.
(Exact name of registrant as specified in its charter)

Delaware001-4323841-2460652
(State or other jurisdiction of incorporation)
(Commission File Number)(IRS Employer Identification No.)
440 Stevens Avenue, Suite 150, Solana Beach, CA
92075
(Address of principal executive offices)(Zip Code)
(858) 704-4125
(Registrant’s telephone number, including area code)
N/A
(Former name or address, if changed since last report)
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:
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)
Name of exchange on which registered
Class A Common Stock, par value $0.0001 per share
AVEXNew York Stock Exchange
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 May 20, 2026, AEVEX Corp., a Delaware corporation (“Company”), issued a press release announcing its financial results for the quarter ended March 31, 2026. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and incorporated by reference into this Item 2.02.

The information furnished in this Item 2.02, including the press release incorporated into this Item 2.02, shall not be deemed “filed” for the purposes of Section 18 of the U.S. Securities Exchange Act of 1934, as amended (“Exchange Act”), or otherwise subject to the liabilities of that section and shall not be deemed incorporated by reference into any filing by the Company under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language contained in such filing, unless otherwise expressly stated in such filing.

Item 9.01 Financial Statements and Exhibits
(d)Exhibits
Exhibit No.Description
99.1
Press Release issued by AEVEX Corp. on May 20, 2026
104Cover Page Interactive Data File (embedded within the Inline XBRL document)



SIGNATURE
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.
Date: May 20, 2026
AEVEX Corp.
By:/s/ Roger Wells
Name: Roger Wells
Title: Chief Executive Officer

440 Stevens Ave. Ste 150 Solana Beach, CA 92075                                                                                                aevex.com
Press Release
For Immediate Release
linea.jpg
logoa.jpg
Exhibit 99.1
AEVEX Corp. Announces Financial Results for First Quarter 2026
SOLANA BEACH, Calif., May 20, 2026 – AEVEX Corp. (NYSE: AVEX) ("AEVEX" or the Company)
announced results today for the three months ended March 31, 2026 ("First Quarter 2026").
First Quarter 2026 Highlights
Total revenue of $216.7 million, up 307% from $53.3 million in Q1 2025
Net Income of $21.0 million compared to a net loss of $27.3 million in Q1 2025
Adjusted EBITDA* of $36.4 million compared to Adjusted EBITDA* of $(13.4) million in Q1 2025
Outlook for Full Year 2026
Total revenue of $600.0 million to $620.0 million
Adjusted EBITDA* of $88.0 million to $94.5 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 $21.3 million and interest expense of
approximately $13.2 million for the year ending December 31, 2026.
“AEVEX entered 2026 with strong momentum, and our first‑quarter performance reflects both continued
execution and the robust demand for the battle-tested autonomous systems and mission software we deliver. Across
our portfolio, our teams are delivering on key programs while scaling production to meet customer needs with speed
and reliability in an increasingly dynamic global environment,” said Roger Wells, CEO of AEVEX.
“We are particularly encouraged by the sustained customer adoption of our AI‑enabled autonomy solutions
powered by CompassX, along with our next‑generation solutions—capabilities that have been validated in
operational use and are increasingly central to customer modernization priorities.
As we move through the year, we remain disciplined in how we invest in innovation, manufacturing
capacity, and mission success. With a proven ability to deliver at scale, a robust pipeline, and deep alignment with
DoW and international allies' priorities, we believe AEVEX is well-positioned to create durable value for all
stakeholders. I’m proud of what our teams accomplished this quarter, and I’m confident in our continued execution
against our long‑term objectives.”
“AEVEX delivered a solid first quarter, driven by disciplined execution across both Tactical Systems and
Global Solutions and supported by funded backlog and healthy demand visibility. We saw balanced contributions
across our product and mission‑solutions portfolios, continued progress in improving cash flow, and prudent capital
deployment. As we move further into the year, we remain focused on scaling efficiently, strengthening margins, and
investing in autonomy and software capabilities aligned with long‑term customer demand, and our teams continue to
perform with discipline as we execute against our 2026 plan,” said Todd Booth, CFO of AEVEX
Total revenues increased to $216.7 million from $53.3 million, or by $163.4 million, for the three months
ended March 31, 2026, compared to the same period in 2025. The increase is primarily due to $161.0 million of
higher revenues in our Tactical Systems segment primarily from UAS products and $4.3 million of higher revenue
in our Global Solutions segment from aircraft modifications and testing products and services, which is offset by
$2.2 million of lower revenue in our Global Solutions segment primarily from a decrease in mission support,
intelligence, surveillance, and reconnaissance services.
For the three months ended March 31, 2026, our net income (loss) increased to net income of $21.0 million
and a net income margin of 9.7% from a net loss of $(27.3) million and a net loss margin of (51.3)%, or by $48.3
million, compared to the same period in 2025. The increase was primarily driven by a $49.4 million increase in
products gross profit, a $4.0 million increase in services gross profit and a $6.2 million decrease in research and
development expenses primarily for UAS products and services development activities. These favorable impacts
were partially offset by a $10.8 million increase in selling, general and administrative expenses, primarily due to a
$3.8 million increase in audit and accounting fees related to our IPO process, a $3.0 million increase in new
employee-related costs and a $1.1 million repurchase of Incentive Units.
For the three months ended March 31, 2026, Adjusted EBITDA was $36.4 million and Adjusted EBITDA
margin was 16.8%. This is compared to Adjusted EBITDA of $(13.4) million and Adjusted EBITDA margin of
(25.1)% for the three months ended March 31, 2025. The increase was primarily driven by a $48.4 million increase
in Tactical Systems Adjusted EBITDA as a result of the increase in products revenue and decrease in research and
development expense for UAS products and services, which was partially offset by the increase in cost of products
revenue and the increase in selling, general and administrative expenses for new employee-related costs. In addition,
the increase was also driven by a $6.3 million increase in Global Solutions Adjusted EBITDA, primarily due to
higher revenue from aircraft modification and testing products and services, which is offset by lower revenue from
mission support, intelligence, surveillance, and reconnaissance products and services.
Segment Highlights
We measure the performance of our reportable segments based on total segment revenue and Segment
Adjusted EBITDA. Our operating and reportable segments are Tactical Systems and Global Solutions. The
following table presents total revenue by segment, Segment Adjusted EBITDA and Segment Adjusted EBITDA
margin (in thousands):
Three Months Ended March 31,
Change
2026
2025
$
%
Tactical Systems
Segment revenue
$190,797
$29,451
$161,346
547.8%
Segment Adjusted EBITDA
$38,521
$(9,867)
$48,388
Segment Adjusted EBITDA Margin
20.2%
(33.5)%
Global Solutions
Segment revenue
$25,896
$23,807
$2,089
8.8%
Segment Adjusted EBITDA
$4,201
$(2,103)
$6,304
Segment Adjusted EBITDA Margin
16.2%
(8.8)%
Tactical Systems
Tactical Systems segment revenue increased to $190.8 million from $29.5 million, or by $161.3 million
and 547.8%, for the three months ended March 31, 2026, compared to the three months ended March 31, 2025. The
increase is primarily due to $161.0 million of higher revenue from UAS products.
Tactical Systems Adjusted EBITDA increased to $38.5 million from $(9.9) million, or by $48.4 million, for
the three months ended March 31, 2026, compared to the three months ended March 31, 2025. The increase is
primarily due to the increase in products revenue and the decrease in research and development expense for UAS
products and services, which was offset by the increase in cost of products revenue and the increase in selling,
general and administrative expenses for new employee-related costs.
Global Solutions
Global Solutions segment revenue increased to $25.9 million from $23.8 million, or by $2.1 million and
8.8%, for the three months ended March 31, 2026, compared to the three months ended March 31, 2025. The
increase is primarily due to $4.3 million of higher revenue from aircraft modifications and testing products and
services, which is offset by $2.2 million of lower revenue from mission support, intelligence, surveillance, and
reconnaissance products and services.
Global Solutions Adjusted EBITDA increased to $4.2 million from $(2.1) million, or by $6.3 million, for
the three months ended March 31, 2026, compared to the three months ended March 31, 2025. The increase is
primarily due to higher gross profit from aircraft modification and testing products and services and mission support,
intelligence, surveillance, and reconnaissance services.
Funded Backlog
Funded backlog represents our estimate of the revenue we expect to realize in future periods as a result of
performing work on funded contracts that have been awarded to us (net of any revenue already recognized as of the
backlog date). We include the aggregate expected revenue from awarded contracts in our funded backlog upon the
execution of a legally binding agreement (e.g., written contract or purchase order), even though our contracts include
certain termination rights exercisable by our customers with advance notice. We exclude from funded backlog any
unfunded contract options and at-risk work. Deferred revenue recognized on our consolidated balance sheets
consists of payments and billings that we have received in excess of revenue that we have recognized. Because cash
receipts from these contracts have not been recognized into revenue, they are included in our backlog calculation.
We view funded growth in backlog as a key measure of our future business prospects. We monitor our funded
backlog because we believe it is a forward-looking indicator of potential sales that can be helpful to investors in
evaluating the performance of our business and identifying trends over time. Although funded backlog reflects
business associated with contracts that are considered to be firm, terminations, amendments, or contract
cancellations may occur, which could result in a reduction in our total backlog and potential future revenue that
never gets recognized.
March 31, 2026
December 31, 2025
Funded backlog
$356,623
$503,123
Funded backlog includes both single and multi-year awards, and fluctuations in backlog are driven
primarily by the timing of large program wins. The decrease of $146.5 million in funded backlog for the three
months ended March 31, 2026 was primarily due to revenue recognized for the EUCOM AOR Deep Strike program
during the three months ended March 31, 2026. We expect to convert approximately 93.0% of the total $356.6
million of funded backlog as of March 31, 2026 into revenue during the remainder of 2026.
In addition, our funded backlog is subject to meaningful customer concentration risk. As of March 31,
2026, approximately 73.9% of the total dollar value of our funded backlog related to the U.S Government. For
purposes of evaluating our funded backlog, we consider all U.S. Government entities to be one customer.
Additionally, funded backlog that is originally funded through U.S. Government efforts is considered to be U.S.
Government backlog even if the program is directly contracted through an intermediary.
Business Outlook for the Full Year 2026
For the full fiscal year 2026, the Company expects total revenue of between $600.0 million and $620.0
million, and Adjusted EBITDA* between $88.0 million and $94.5 million, excluding any future acquisitions.
* 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 $21.3 million and interest expense
of approximately $13.2 million for the year ending December 31, 2026.
The foregoing estimates, which are based on information as of May 20, 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 the government will remain open, 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
AEVEX Chief Executive Officer, Roger Wells, and Chief Financial Officer, Todd Booth, will host an
earnings conference call Wednesday, May 20, 2026, reviewing the first quarter results, followed by a question and
answer session. The call is scheduled to begin promptly at 5pm EST.  Details on how to access the call can be found
on Events and Presentation section of the company's Investor Relations website. Analysts looking to participate live
on the call may register here: https://tinyurl.com/AVEXConferenceCall.
For more information, visit www.aevex.com.
About AEVEX
AEVEX Corp. (NYSE: AVEX) is a leading U.S. defense technology company delivering autonomous
unmanned systems, AI‑enabled mission software, and advanced ISR and electronic warfare solutions for national
security customers. With vertically integrated engineering, rapid prototyping, and high‑volume manufacturing across
multiple U.S. locations, AEVEX provides affordable, front‑line‑ready capabilities designed for contested and
GPS‑denied environments. AEVEX’s mission is to strengthen deterrence, enhance warfighter effectiveness, and
help ensure the United States maintains technological and industrial advantage in the era of autonomy.
Media Contact
Brian Manning
bmanning@aevex.com
Investor Relations Contact
Jason Gursky
jgursky@aevex.com
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.
For example, all statements we make relating to our financial outlook or guidance, our estimated and projected costs,
expenditures, cash flows and growth rates, our plans and objectives for future operations, backlog, total addressable
market opportunity, production ramp up, growth and M&A strategy, and capital allocation priorities are forward-
looking statements. All forward-looking statements are subject to risks and uncertainties that may cause actual
results to differ materially from those that we expected, including: our reliance on a limited number of major
customers for a substantial portion of our revenue; the potential for reductions, delays, or changes in U.S. and
foreign government budgets, spending priorities, procurement processes, or military transformation initiatives; our
dependence on government contracts; increasing competitive pressures in our industry; decline or lack of growth
with respect to the markets into which we sell our products and services; our failure to expand into new markets or
introduce new offerings; our inability to manage increasing technological complexity, scale manufacturing capacity,
achieve cost reductions or realize projected economies of scale; claims that our complex products and services may
contain unknown defects or errors; the scarcity, unavailability, or increased cost of critical components or raw
materials; violations of export controls, sanctions and other regulations; political, economic and regulatory
instability in foreign markets; our dependence on senior management and key employees; challenges developing,
commercializing or achieving market acceptance for new products, services or enhancements, particularly those
involving artificial intelligence; changes in tax laws, trade policies, tariffs, inflation, recession and other
macroeconomic or market conditions; difficulties executing, integrating or realizing expected benefits from
acquisitions, and exposure to unexpected liabilities from such transactions; technological failures, cybersecurity
breaches or unauthorized access to our, our customers' or our suppliers' information and systems; dependence on our
facilities; and the other factors set forth in our filings with the SEC.
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. 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. 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.
ATHENA TECHNOLOGY SOLUTIONS HOLDINGS, LLC
CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)
(in thousands, except par value and unit amounts)
March 31,
2026
December 31,
2025
Assets
Current Assets:
Cash and cash equivalents
$27,449
$27,908
Accounts receivable, net
85,821
55,215
Contract assets
120,701
79,680
Inventories
6,101
4,134
Prepaid expenses and other current assets
26,559
23,479
Total current assets
266,631
190,416
Goodwill
292,328
292,328
Customer relationships, net
106,231
110,250
Other intangible assets, net
1,761
1,864
Property and equipment, net
20,038
19,586
Operating lease right-of-use assets
7,322
7,697
Other assets
1,564
478
Asset held for sale
4,376
4,376
Total assets
$700,251
$626,995
Liabilities, Mezzanine Equity and Equity
Current Liabilities:
Accounts payable
$46,747
$23,700
Accrued expenses and other current liabilities
25,098
21,760
Deferred revenue
21,190
10,942
Current portion of long-term debt
2,720
2,720
Operating lease liabilities
3,493
3,426
Total current liabilities
99,248
62,548
Long-term debt, net of current portion
255,164
255,780
Operating lease liabilities, net of current portion
4,241
4,700
Series A preferred units derivative liability
25,541
19,999
Total liabilities
384,194
343,027
Mezzanine Equity:
Series A preferred units, no par value, 120,000 units authorized, 115,342 and 100,000 units
issued and outstanding as of March 31, 2026 and December 31, 2025, respectively
93,908
80,371
Equity:
Class A units, no par value; 88,532,824 units authorized and issued, 88,432,824 and 88,532,824
units outstanding as of March 31, 2026 and December 31, 2025, respectively
217,571
199,016
Total members’ equity
217,571
199,016
Noncontrolling interest
4,578
4,581
Total equity
222,149
203,597
Total liabilities, mezzanine equity, and equity
$700,251
$626,995
ATHENA TECHNOLOGY SOLUTIONS HOLDINGS, LLC
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
(in thousands, except unit and per unit amounts)
Three Months Ended March 31,
2026
2025
Revenue:
Products
$191,844
$26,487
Services
24,849
26,771
Total revenue
216,693
53,258
Cost of revenue:
Products
140,158
24,241
Services
20,041
25,955
Total cost of revenue
160,199
50,196
Gross profit
56,494
3,062
Operating expenses:
Selling, general, and administrative
19,412
8,588
Research and development
3,337
9,490
Amortization of intangible assets
4,122
4,080
Change in contingent consideration
1,221
Total operating expenses
26,871
23,379
Income (loss) from operations
29,623
(20,317)
Other income (expense), net:
Interest expense
(6,544)
(7,179)
Interest income
106
214
Change in fair value of derivative liability
(2,400)
Other income, net
213
Total other expense, net
(8,625)
(6,965)
Income (loss) before income taxes
20,998
(27,282)
Provision for income taxes
40
Net income (loss)
20,998
(27,322)
Net income attributable to noncontrolling interest
72
7
Net income (loss) attributable to Athena Technology Solutions Holdings, LLC
$20,926
$(27,329)
Net income (loss) per Class A unit:
Basic and diluted
$0.22
$(0.31)
Weighted average Class A units outstanding:
Basic and diluted
88,478,380
88,532,824
ATHENA TECHNOLOGY SOLUTIONS HOLDINGS, LLC
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
(In thousands)
Three Months Ended March 31,
2026
2025
Operating activities
Net income (loss)
$20,998
$(27,322)
Adjustments to reconcile net income (loss) to net cash used in operating activities:
Depreciation and amortization
5,309
5,173
Amortization of debt issuance costs
90
301
Stock compensation expense
39
44
Change in contingent consideration
-
1,221
Deferred income taxes
-
33
Noncash operating lease expense
820
781
Provision for inventory obsolescence
67
358
Change in fair value of derivative liability
2,400
-
Gain on sale of equipment
(48)
-
Changes in operating assets and liabilities:
Accounts receivable, net
(30,371)
(19,139)
Contract assets
(41,021)
9,359
Inventories
(2,034)
(1,785)
Prepaid expenses and other current assets
3,518
(1,031)
Other assets
(12)
340
Accounts payable
21,410
5,733
Accrued expenses and other current liabilities
(927)
5,504
Deferred revenue
10,248
1,058
Operating lease liabilities
(837)
(776)
Net cash used in operating activities
(10,351)
(20,148)
Investing activities
Business acquisition, net of cash acquired
(500)
(2,077)
Purchases of property and equipment
(1,250)
(1,643)
Net cash used in investing activities
(1,750)
(3,720)
Financing activities
Proceeds from Series A preferred units, net of issuance costs
15,317
-
Repurchase of Class A units
(1,048)
-
Distributions to noncontrolling interest
(75)
(68)
Repayment of notes payable
(680)
(680)
Payments of deferred offering costs
(1,872)
-
Net cash provided by (used in) financing activities
11,642
(748)
Net decrease in cash and cash equivalents
(459)
(24,616)
Cash and cash equivalents:
Beginning of period
27,908
45,603
End of period
$27,449
$20,987
Supplemental disclosures of cash flow information:
Cash paid for interest
$6,340
$6,820
Supplemental disclosures of noncash financing and investing activities:
Purchase of property and equipment in accounts payable and accrued expenses
$829
$510
Series A preferred units accretion
1,362
-
Deferred offering costs in accounts payable and accrued expenses
4,726
-
Deferred financing costs in accrued expenses
1,100
-
Right-of-use assets obtained in exchange for new lease liabilities
445
573
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, IPO-related costs, asset impairments, business acquisition costs, and restructuring costs, 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 months ended March 31, 2026 and 2025 (in thousands):
Three Months Ended March 31,
2026
2025
Net income (loss)
$20,998
$(27,322)
Interest expense
6,544
7,179
Interest income
(106)
(214)
Provision for income taxes
40
Depreciation and amortization
5,309
5,173
Other income, net
(213)
Change in contingent consideration
1,221
Change in fair value of derivative liability
2,400
IPO-related costs(1)
1,475
Other(2)
563
Adjusted EBITDA
$36,407
$(13,360)
Total revenue
$216,693
$53,258
Net income (loss) margin
9.7%
(51.3)%
Adjusted EBITDA Margin
16.8%
(25.1)%
(1) Represents non-recurring professional service fees related to the public offering and IPO readiness.
(2) Other for the three months ended March 31, 2025 includes $0.5 million of legal fees related to the non-recurring Viking legal settlement.

FAQ

How did AEVEX (AVEX) perform financially in Q1 2026?

AEVEX reported Q1 2026 revenue of $216.7 million, up 307% from $53.3 million in Q1 2025. The company swung from a $27.3 million net loss to $21.0 million in net income, achieving a 9.7% net income margin and $36.4 million in Adjusted EBITDA.

What were AEVEX’s segment results for Tactical Systems and Global Solutions in Q1 2026?

In Q1 2026, Tactical Systems revenue reached $190.8 million, up 547.8%, with Segment Adjusted EBITDA of $38.5 million and a 20.2% margin. Global Solutions revenue was $25.9 million, up 8.8%, with Segment Adjusted EBITDA of $4.2 million and a 16.2% margin.

What 2026 guidance did AEVEX (AVEX) provide for revenue and Adjusted EBITDA?

For full-year 2026, AEVEX expects total revenue between $600.0 million and $620.0 million. The company also guides to Adjusted EBITDA between $88.0 million and $94.5 million, excluding any future acquisitions, and estimates depreciation and amortization of about $21.3 million and interest expense of about $13.2 million.

How large is AEVEX’s funded backlog and when will it be recognized?

AEVEX reported funded backlog of $356.6 million as of March 31, 2026, down from $503.1 million at year-end 2025. The company expects to convert approximately 93.0% of this backlog into revenue during the remainder of 2026, primarily from awarded, funded contracts.

What is AEVEX’s customer concentration in its funded backlog?

As of March 31, 2026, about 73.9% of AEVEX’s funded backlog by dollar value is tied to the U.S. Government. The company treats all U.S. Government entities as one customer, and some programs financed through U.S. efforts are counted as U.S. Government backlog.

How did AEVEX’s profitability and margins change versus Q1 2025?

Net income improved from a $27.3 million loss in Q1 2025 to $21.0 million in Q1 2026, with net margin rising from (51.3)% to 9.7%. Adjusted EBITDA increased from $(13.4) million to $36.4 million, and Adjusted EBITDA margin improved from (25.1)% to 16.8%.

Filing Exhibits & Attachments

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