Innovative Solutions and Support (NASDAQ: ISSC) acquires Aydin Displays for $24.5M
Rhea-AI Filing Summary
Innovative Solutions and Support, Inc. (branded as Innovative Aerosystems) completed the acquisition of all membership interests of Sparton Aydin, LLC (Aydin Displays) from Sparton Corporation on July 21, 2026. The aggregate purchase price is $24,500,000, subject to customary working capital, indebtedness, and transaction expense adjustments under a Membership Interest Purchase Agreement. The acquisition was financed through borrowings under the company’s existing credit facility with J.P. Morgan Chase Bank, N.A. Aydin designs and builds ruggedized display technologies for demanding defense, security, aviation, medical, industrial, naval, ground, and aerospace applications, supports over 20 military platforms across more than 80 countries, operates from a 40,000 square foot facility in Birdsboro, Pennsylvania, and has approximately 50 employees.
The seller agreed to a covenant not to compete with the acquired business in the United States and Canada for five years following closing, and the parties entered into ancillary agreements including a Transition Services Agreement and a Supply Agreement. Aydin is expected to generate approximately $16 million of revenue in calendar 2026. Management highlights the transaction as strengthening display technology offerings, expanding exposure to naval and ground defense markets, enhancing the company’s U.S. manufacturing footprint, and broadening its engineering talent base. Required historical financial statements for Aydin and related pro forma financial information are expected to be filed by amendment within 71 days.
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8-K Event Classification
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Membership Interest Purchase Agreement regulatory
Transition Services Agreement regulatory
Supply Agreement regulatory
covenant not to compete regulatory
forward-looking statements regulatory
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FAQ
What business did Innovative Solutions and Support (ISSC) acquire on July 21, 2026?
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How is the Aydin Displays acquisition financed by Innovative Solutions and Support (ISSC)?
What revenue contribution is expected from Aydin Displays after the ISSC acquisition?
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
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Item 1.01. Entry into a Material Definitive Agreement.
On July 21, 2026, Innovative Solutions and Support, Inc., a Pennsylvania corporation (the “Company”), entered into a Membership Interest Purchase Agreement (the “Purchase Agreement”) with Sparton Corporation, a Delaware corporation (“Seller”), pursuant to which the Company acquired all of the issued and outstanding membership interests (the “Membership Interests”) of Sparton Aydin, LLC, a Delaware limited liability company doing business as Aydin Displays (“Aydin”). Founded over 50 years ago, Aydin designs and builds ruggedized displays for demanding defense and commercial applications across ground, sea, and air environments. Aydin serves the defense, homeland security, law enforcement, aviation, and medical markets.
The aggregate purchase price for the Membership Interests is $24,500,000 (the “Purchase Price”), subject to customary adjustment based on the Company’s calculation of working capital, indebtedness, and transaction expenses as set forth in the Purchase Agreement. The acquisition was financed through borrowings of approximately $24.5 million under the Company’s existing credit facility with J.P. Morgan Chase Bank, N.A. (the “Credit Facility”).
The Purchase Agreement includes representations, warranties and covenants of the parties customary for a transaction of this nature. The Seller has agreed to certain restrictive covenants, including a covenant not to compete with the Business (as defined in the Purchase Agreement) within the United States and Canada for a period of five years following the Closing. The Purchase Agreement also contains customary indemnification provisions, subject to certain limitations as set forth in the Purchase Agreement.
In connection with the closing of the acquisition, the parties entered into certain ancillary agreements, including a Transition Services Agreement pursuant to which Seller will provide certain transitional services to the Company, and a Supply Agreement between Aydin and Seller.
The foregoing description of the Purchase Agreement and the transactions contemplated thereby does not purport to be complete and is qualified in its entirety by reference to the Purchase Agreement, which is filed as Exhibit 2.1 hereto and which is incorporated herein by reference. The Purchase Agreement has been filed to provide information to investors regarding its terms. The Purchase Agreement is not intended to provide any other factual information about the Company, Seller or Aydin, their respective businesses, or the actual conduct of their respective businesses during the period prior to the consummation of the transactions contemplated therein. The Purchase Agreement and this summary should not be relied upon as disclosure about the Company, Seller or Aydin. None of the Company’s stockholders or any other third parties should rely on the representations, warranties and covenants or any descriptions thereof as characterizations of the actual state of facts or conditions of the Company, Seller, Aydin or any of their respective subsidiaries or affiliates. The Purchase Agreement contains representations and warranties that are the product of negotiations among the parties thereto and that the parties made to, and solely for the benefit of, each other as of specified dates. The assertions embodied in those representations and warranties are qualified in important part by confidential disclosure schedules delivered by Seller to the Company in connection with the Purchase Agreement. Moreover, certain representations and warranties in the Purchase Agreement may be subject to a contractual standard of materiality different from what might be viewed as material to stockholders or investors or may have been used for the purpose of allocating risk between the parties to the Purchase Agreement instead of establishing these matters as facts. Accordingly, investors should consider the information in the Purchase Agreement in conjunction with the entirety of the factual disclosure about the Company in the Company’s public reports filed with the SEC.
Item 2.01. Completion of Acquisition or Disposition of Assets.
The information set forth in Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference.
Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
The information set forth in Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference.
Item 8.01. Other Events.
On July 21, 2026, the Company issued a press release announcing the entry into the Purchase Agreement and the completion of the transactions contemplated thereby. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(a) Financial statements of business acquired
Any financial statements required by this Item, with respect to the acquisition described in Item 2.01 herein, are expected to be filed by amendment as soon as practicable, and in any event not later than 71 calendar days after the date on which this Current Report on Form 8-K is required to be filed related to Item 2.01.
(b) Pro forma financial information
Any pro forma financial information required by this Item, with respect to the acquisition described in Item 2.01 herein, is expected to be filed by amendment as soon as practicable, and in any event not later than 71 calendar days after the date on which this Current Report on Form 8-K is required to be filed related to Item 2.01.
(d) Exhibits.
| Exhibit No. | Description |
| 2.1*+ | Membership Interest Purchase Agreement, dated as of July 21, 2026, by and between Sparton Corporation and Innovative Solutions and Support, Inc. |
| 99.1 | Press Release, dated July 21, 2026. |
| 104 | Cover Page Interactive Data File – the cover page XBRL tags are embedded within the inline XBRL document. |
* Schedules and exhibits have been omitted pursuant to Item 601(a)(5) of Regulation S-K. The Company will furnish supplementally a copy of any omitted schedule or exhibit to the Securities and Exchange Commission upon request.
+ Certain portions of this exhibit have been omitted in accordance with Item 601(b)(2) of Regulation S-K. The Company will furnish supplementally an unredacted copy of this exhibit to the Securities and Exchange Commission upon request.
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, thereunto duly authorized.
| INNOVATIVE SOLUTIONS AND SUPPORT, INC. | ||
| Date: July 21, 2026 | By: | /s/ Jeffrey DiGiovanni |
| Jeffrey DiGiovanni | ||
| Chief Financial Officer | ||
Exhibit 99.1
Innovative Aerosystems Announces Acquisition of Aydin Displays, Strengthening Display Capabilities for Military Applications
EXTON, Pa. — July 21, 2026 — Innovative Aerosystems (NASDAQ: ISSC) today announced that it has acquired Aydin Displays, a leading developer and manufacturer of rugged display technologies serving defense, industrial, and other mission-critical aerospace applications, for $24.5 million in cash.
For more than 50 years, Aydin Displays has established a strong reputation for designing and manufacturing high-performance, ruggedized displays serving naval, ground, aerospace, and industrial applications for operations in demanding environments. Based in Birdsboro, PA, Aydin currently supports over 20 military platforms across more than 80 countries out of its vertically integrated manufacturing facility.
By combining Aydin's display expertise with Innovative Aerosystems' advanced avionics, flight management, autopilot, mission computing, and aircraft systems capabilities, the Company will further enhance its ability to deliver fully integrated cockpit and mission solutions to customers worldwide.
"This acquisition supports our long-term vision of delivering increasingly integrated aerospace systems that enhance safety, situational awareness, mission effectiveness, and lifecycle value," said Shahram Askarpour, CEO of Innovative Aerosystems. "Aydin Displays enhances our display technology capabilities, bringing us exceptional engineering talent, proven display technologies, and a respected product portfolio that aligns closely with our expanding family of aerospace solutions. We welcome the Aydin employees to Innovative Aerosystems and look forward to building on this opportunity together."
Financial and Transaction Overview
Innovative Aerosystems will acquire Aydin Displays for $24.5 million, funding the acquisition through a combination of cash on hand and borrowings under its existing credit facility.
Aydin is expected to generate calendar 2026 revenue of approximately $16 million.
As part of the acquisition, the Aydin Displays name will be retained and operations will continue at the existing facility, ensuring uninterrupted support for current programs while providing a strong foundation for future growth and investment. Employees will join the Innovative Aerosystems organization, which remains committed to supporting the existing workforce and investing in the people, technologies, and manufacturing capabilities that have contributed to Aydin Displays' success.
720 Pennsylvania Drive Exton Pennsylvania 19341 USA 610-646-9800 FAX 610-646-0146
Compelling Transaction Rationale
| · | Strengthens display technology offerings. Aydin expands the Company’s display technology capabilities and offers the opportunity to expand commercial synergies through the integration of Aydin offerings into existing platforms and the ability to leverage Aydin’s deep customer relationships. | |
| · | Expands military exposure to naval and ground. Aydin provides ruggedized displays for surface and sub-surface naval applications, military vehicle and ground operations, as well as specialized industrial applications. | |
| · | Enhances U.S.-based manufacturing footprint. Aydin operates out of a 40,000 square foot facility based in Birdsboro, and reinforces the Company's position as one of the few U.S.-based aerospace manufacturers capable of designing, certifying, manufacturing, integrating, and supporting complete aircraft systems within a single organization. | |
| · | Dedicated employee base expands engineering talent. Aydin supports its design and manufacturing capabilities with a base of approximately 50 employees. Similar to Innovative Aerosystems, Aydin was built on a strong engineering heritage and further expands the Company’s engineering talent. | |
| · | Attractive growth profile. Aydin is strategically positioned to benefit from favorable spending trends in its key defense and industrial end markets. |
ABOUT INNOVATIVE AEROSYSTEMS
Headquartered in Exton, Pa., Innovative Aerosystems is a U.S.-based company specializing in the engineering, manufacturing, and supply of advanced avionics solutions. Its extensive global product reach and customer base span commercial, business aviation, and military markets, serving both airframe manufacturers and aftermarket providers for fixed-wing and rotorcraft applications. IA offers advanced, cost-effective solutions while maintaining support for legacy product lines. The Company is positioned to leverage its experience to pursue growth opportunities in next-generation navigation systems, advanced flight deck and special mission displays, precision air data instrumentation, autothrottles, flight control computers, mission computers, and software-based situational awareness solutions supporting autonomous flight. Supported by a robust patent portfolio and the highest aircraft certification standards, IA is positioned to address the aerospace industry's demand for increasingly sophisticated and technologically advanced products. For more information, please visit us at www.iascorp.com.
720 Pennsylvania Drive Exton Pennsylvania 19341 USA 610-646-9800 FAX 610-646-0146
FORWARD-LOOKING STATEMENT DISCLAIMER
In addition to the historical information contained herein, this press release contains “forward-looking statements” within the meaning of, and intended to be covered by, the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. In this press release, the words “anticipates,” “believes,” “may,” “will,” “estimates,” “continues,” “intends,” “forecasts,” “expects,” “plans,” “could,” “should,” “would,” “is likely,” “projected,” “might,” “potential,” “preliminary,” “provisionally,” “look forward,” and similar expressions, as they relate to the business or its management, are intended to identify forward-looking statements, although they are not the exclusive means of identifying such statements. All forward-looking statements are based on management’s current expectations and beliefs concerning future developments and their potential effects on the Company, including, without limitation, statements regarding the expected benefits of the acquisition and the expected or projected revenue of the acquired business. Forward-looking statements are subject to numerous assumptions, risks, and uncertainties, which change over time, and speak only as of the date on which they are made. Because forward-looking statements are subject to assumptions, risks, and uncertainties, actual results may differ materially from those expressed or implied by such statements. Factors that could cause results to differ materially from those expressed or implied by forward-looking statements include, but are not limited to, the Company’s ability to efficiently integrate the acquired business into its operations; a reduction in anticipated orders; an economic downturn; changes in the competitive marketplace and/or customer requirements; an inability to perform customer contracts at anticipated cost levels; and other factors that generally affect the economic and business environments in which the Company operates. Such factors are detailed in the Company's Annual Report on Form 10-K for the fiscal year ended September 30, 2025, and subsequent reports filed with the Securities and Exchange Commission. Many of the factors that will determine the Company’s future results are beyond management’s ability to control or predict. Readers should not place undue reliance on forward-looking statements. The Company undertakes no obligation to revise or update any forward-looking statements or to make any other forward-looking statements.
INVESTOR RELATIONS CONTACT
Paul Bartolai or Noel Ryan
ISSC@val-adv.com
Source: Innovative Aerosystems, Inc.
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720 Pennsylvania Drive Exton Pennsylvania 19341 USA 610-646-9800 FAX 610-646-0146