STOCK TITAN

StandardAero (NYSE: SARO) lifts 2026 outlook after margin gains and Q2 earnings jump

(High)
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

StandardAero, Inc. reported solid results for the three months ended June 30, 2026, with revenue of $1,599.7 million, up 4.6% year-over-year, driven by commercial aerospace and business aviation, partially offset by lower military revenue and removal of low-margin pass-through contracts.

Net income rose to $97.3 million (GAAP diluted EPS $0.29), a 43.7% increase, while Adjusted EBITDA grew 12.3% to $229.9 million and margin reached a record 14.4%. Adjusted diluted EPS was $0.40, up 24%. Free cash flow was an inflow of $50.2 million in the quarter, though cash from operations for the first half remained negative.

The Engine Services segment grew revenue 4.0% with Segment Adjusted EBITDA margin improving to 14.5%, while Component Repair Services revenue rose 9.2% but margin declined to 26.3% on mix. The company signed an expanded OEM license agreement, closed the acquisition of Unified Turbines, and continued share repurchases, ending with Net Debt to Adjusted EBITDA of 2.6x. Full-year 2026 guidance was raised for revenue ($6,375–$6,500 million), Adjusted EBITDA ($885–$910 million) and Adjusted diluted EPS ($1.50–$1.57), incorporating the elimination of $300–$400 million of pass-through revenue.

Positive

  • Q2 profitability and EPS inflection: Net income grew 43.7% year-over-year to $97.3 million, with GAAP diluted EPS at $0.29 and Adjusted diluted EPS at $0.40, up 24% versus the prior-year quarter.
  • Margin expansion and record Adjusted EBITDA margin: Adjusted EBITDA increased 12.3% to $229.9 million, and Adjusted EBITDA margin improved 100 bps to a record 14.4%, supported by productivity gains and removal of low-margin pass-through revenue.
  • Upgraded full-year 2026 outlook: Revenue guidance was raised to $6,375–$6,500 million, Adjusted EBITDA to $885–$910 million, and Adjusted diluted EPS to $1.50–$1.57, indicating expectations for continued double-digit earnings growth.
  • Improved leverage profile: Net Debt to Adjusted EBITDA declined to 2.6x at June 30, 2026, from 3.0x a year earlier, reflecting higher trailing twelve-month Adjusted EBITDA and supporting balance sheet flexibility.
  • Positive free cash flow in the quarter: Free cash flow was an inflow of $50.2 million in Q2 2026, a notable improvement compared with a $30.7 million outflow in the prior-year quarter.

Negative

  • None.

Filing Explained

The August 6 release changes adjusted-metric definitions and reports 330,910,687 shares outstanding after common-stock repurchases.

The August 6, 2026 Form 8-K furnishes StandardAero’s completed quarter-end results under Item 2.02; its press-release information is expressly not deemed filed for Section 18 liability purposes.

The company reports $100,085 thousand of common-stock repurchases, treasury stock of 3,743,096 shares, and 330,910,687 common shares outstanding at June 30, 2026. The disclosed consequence is a lower period-end share count rather than a new share issuance.

The company changed Adjusted Free Cash Flow to exclude intangible-asset purchases and broadened Adjusted Diluted EPS to exclude non-cash amortization of all intangible assets, including licenses. Accordingly, the updated full-year guidance and adjusted earnings comparison use definitions that exclude these items.

The share-count change can be tracked against 334,294,245 shares outstanding and 176,019 treasury shares at December 31, 2025; the filing also identifies the repurchase as a financing cash outflow.

The stated watch item is the full-year 2026 adjusted EBITDA, Adjusted Free Cash Flow, and Adjusted Diluted EPS guidance: the release provides no forward-looking GAAP reconciliations because the required components cannot be reliably predicted without unreasonable effort or expense.

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.
Q2 2026 Revenue $1,599.7 million Three months ended June 30, 2026; up 4.6% year-over-year from $1,528.9 million
Q2 2026 Net Income $97.3 million Three months ended June 30, 2026; 43.7% growth from $67.7 million
Q2 2026 GAAP Diluted EPS $0.29 Up from $0.20 diluted EPS in the prior-year quarter
Q2 2026 Adjusted EBITDA $229.9 million Increased 12.3% year-over-year; Adjusted EBITDA Margin 14.4%
Q2 2026 Adjusted Diluted EPS $0.40 Up 24% from $0.32 in the prior-year quarter
2026 Revenue Guidance $6,375–$6,500 million Full-year 2026 expected revenue range, including effect of eliminating $300–$400 million pass-through
Net Debt to Adjusted EBITDA 2.6x At June 30, 2026; Net Debt $2,176.0 million and LTM Adjusted EBITDA $838.4 million
Q2 2026 Free Cash Flow $50.2 million Free Cash Flow for the quarter, versus a $30.7 million outflow in prior-year quarter
Adjusted EBITDA financial
"Adjusted EBITDA increased 12.3% year-over-year to $229.9 million; Adjusted EBITDA Margin was 14.4%"
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.
Free Cash Flow financial
"Cash Flow used in Operations was $72.3 million; Free Cash Flow for the quarter was an inflow of $50.2 million"
Free cash flow is the amount of money a company has left over after paying all its expenses and investing in its business, like buying equipment or updating facilities. It shows how much cash is available to reward shareholders, pay down debt, or save for future growth. This helps investors understand if a company is financially healthy and able to grow.
Net Debt to Adjusted EBITDA financial
"Net Debt to Adjusted EBITDA | 2.6x | | | 3.0x |"
Net debt to adjusted EBITDA is a leverage ratio that compares a company’s net debt (total interest-bearing debt minus cash) to its recurring operating earnings after removing one-off items. Think of it like how many years of steady take-home pay the business would need to pay off its outstanding debt; investors use it to gauge debt burden, financial risk and relative creditworthiness, with lower ratios generally indicating a safer balance sheet.
business transformation costs financial
"Represents new product industrialization costs with the business transformation of the LEAP 1A/1B engine line"
Business transformation costs are one-time or short-term expenses a company incurs to change how it operates—such as restructuring, new technology, layoffs, or retraining—so it can compete better in the future. Investors care because these costs reduce near-term profits and cash flow but may improve long-term efficiency and competitiveness; think of it as paying for a renovation that temporarily disrupts a store but aims to increase future sales and lower running costs.
LEAP 1A/1B engine line technical
"business transformation of the LEAP 1A/1B engine line in San Antonio, Texas"
Adjusted Diluted EPS financial
"Adjusted Diluted EPS was $0.40 up 24% from $0.32 in the prior year’s quarter"
Adjusted diluted EPS is a company’s profit per share after adding back or removing one-time items (like restructuring costs or gains) and dividing by the number of shares including potential shares from options and convertible securities. Investors use it as a cleaner view of ongoing earnings—like looking at a car’s regular fuel efficiency rather than a trip boosted by downhill coasting—to judge underlying performance and compare companies without temporary distortions.
Revenue (Q2 2026) $1,599.7 million up 4.6% year-over-year from $1,528.9 million
Net Income (Q2 2026) $97.3 million up 43.7% year-over-year from $67.7 million
Adjusted EBITDA (Q2 2026) $229.9 million up 12.3% year-over-year from $204.6 million
Adjusted Diluted EPS (Q2 2026) $0.40 up 24% from $0.32 in the prior-year quarter
Net income (six months 2026) $177.2 million up from $130.7 million in the prior-year period
Guidance

For full-year 2026, StandardAero guides to revenue of $6,375–$6,500 million, Adjusted EBITDA of $885–$910 million, Adjusted Free Cash Flow of $270–$300 million, and Adjusted Diluted EPS of $1.50–$1.57.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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FAQ

How did StandardAero (SARO) perform financially in Q2 2026?

StandardAero delivered Q2 2026 revenue of $1,599.7 million, up 4.6% year-over-year, and net income of $97.3 million, up 43.7%. Adjusted EBITDA rose 12.3% to $229.9 million, and Adjusted diluted EPS increased 24% to $0.40.

What guidance did StandardAero (SARO) provide for full-year 2026?

For 2026, StandardAero expects revenue of $6,375–$6,500 million, Adjusted EBITDA of $885–$910 million, and Adjusted diluted EPS of $1.50–$1.57. Guidance reflects elimination of $300–$400 million of low-margin pass-through revenue.

How did StandardAero’s (SARO) business segments perform in Q2 2026?

In Q2 2026, Engine Services revenue was $1,405.1 million with Segment Adjusted EBITDA of $204.2 million and a 14.5% margin. Component Repair Services revenue reached $194.6 million with Segment Adjusted EBITDA of $51.2 million and a 26.3% margin.

What was StandardAero’s (SARO) cash flow and leverage position at June 30, 2026?

For Q2 2026, StandardAero generated Free Cash Flow of $50.2 million. At June 30, 2026, Net Debt was $2,176.0 million, and Net Debt to Adjusted EBITDA improved to 2.6x, supported by trailing twelve-month Adjusted EBITDA of $838.4 million.

Did StandardAero (SARO) change how it calculates Adjusted diluted EPS?

Effective Q2 2026, StandardAero broadened Adjusted diluted EPS to exclude non-cash amortization of all intangible assets, including license-related intangibles, not just acquired intangibles. Management believes this better reflects core operating performance and improves comparability across periods.

What strategic actions did StandardAero (SARO) take during Q2 2026?

During Q2 2026, StandardAero signed a license agreement with a key OEM partner that expands the relationship and improves economics, closed the acquisition of Unified Turbines to strengthen Component Repair Services, and continued executing on its share repurchase program.
false000202541000020254102026-05-072026-05-0700020254102026-08-062026-08-06

 

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): August 6, 2026

 

 

StandardAero, Inc.

(Exact name of Registrant as Specified in Its Charter)

 

 

Delaware

001-42298

30-1138150

(State or Other Jurisdiction
of Incorporation)

(Commission File Number)

(IRS Employer
Identification No.)

 

 

 

 

 

6710 North Scottsdale Road, Suite 250

 

Scottsdale, Arizona

 

85253

(Address of Principal Executive Offices)

 

(Zip Code)

 

Registrant’s Telephone Number, Including Area Code:

(480) 377 3100

 

N/A

(Former Name or Former 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 class

 

Trading
Symbol(s)

 


Name of each exchange on which registered

Common stock, par value $0.01 per share

 

SARO

 

The New 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 August 6, 2026, StandardAero Inc. (the “Company”) issued a press release announcing its financial results for the fiscal quarter ended June 30, 2026. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K (the “Current Report”).

The information contained in this Item 2.02 of this Current Report, including Exhibit 99.1 attached hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing made by the Company under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly provided by specific reference in such a filing.

Item 9.01 Financial Statements and Exhibits.

(d)

The following exhibit relates to Item 2.02 and shall be deemed to be furnished, and not filed:

 

Exhibit No.

 

Description

99.1

 

Press Release dated August 6, 2026

104

 

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.

 

 

 

STANDARDAERO, INC.

 

 

 

 

Date:

August 6, 2026

By:

/s/ Daniel Satterfield

 

 

 

Daniel Satterfield
Chief Financial Officer

 


Exhibit 99.1

 

StandardAero Announces Second Quarter 2026 Results

Margin Expansion Leads To Double-digit Earnings Growth And Drives Guidance Increase

SCOTTSDALE, Arizona, August 6, 2026 (BUSINESS WIRE)-- StandardAero (NYSE: SARO) announced results today for the three months ended June 30, 2026 (“Second Quarter 2026”).

Second Quarter 2026 Highlights

Revenue increased 4.6% year-over-year to $1,599.7 million
Net Income was $97.3 million; Diluted GAAP EPS was $0.29, Net Income Margin was 6.1%
Adjusted Diluted EPS was $0.40 up 24% from $0.32 in the prior year’s quarter
Adjusted EBITDA increased 12.3% year-over-year to $229.9 million; Adjusted EBITDA Margin was 14.4%
Cash Flow used in Operations was $72.3 million; Free Cash Flow for the quarter was an inflow of $50.2 million
Signed license agreement with a key OEM partner
Increasing FY26 Revenue, Adjusted EBITDA and Adjusted Diluted EPS guidance

 

“StandardAero delivered strong second quarter results with continued operational momentum,” said Russell Ford, StandardAero’s Chairman and Chief Executive Officer. “Amid the higher fuel price environment, we continue to see robust demand across the commercial aerospace platforms we serve, which translated into 12.3% Adjusted EBITDA growth year-over-year. Strong operational execution and the elimination of passthrough revenues from our restructured contracts allowed us to achieve record Adjusted EBITDA Margins of 14.4% and reach profitability on our LEAP and our CFM56 DFW programs during the quarter. Furthermore, we achieved an inflow of $50.2 million in Free Cash Flow during the quarter, as our supply chain initiatives begin to be realized.”

 

“We continue to execute on our strategic priorities,” Mr. Ford continued. “During the quarter, we signed an agreement with a key OEM partner that significantly expands our relationship and provides improved economics across multiple platforms, strengthening our long-term positioning. We also closed the acquisition of Unified Turbines, further building out our Component Repair Services capabilities, and continued to execute on our share repurchase program. Given our strong first-half performance and continued clear visible demand signals, we are raising our full-year 2026 guidance for revenue, Adjusted EBITDA, and Adjusted Diluted EPS, and remain confident in our ability to deliver another year of double-digit earnings growth.”

Second Quarter 2026 Consolidated Results

Revenue for the Second Quarter 2026 was $1,599.7 million, an increase of $70.8 million, or 4.6%, from $1,528.9 million for the prior year period. The increase was driven by continued strong demand in our commercial aerospace and business aviation businesses, partially offset by the previously announced elimination of low-to-no margin material pass-through revenue on restructured contracts and lower military sales at our Component Repairs Services segment. The Commercial Aerospace end market grew 5.7% compared to the prior year period, the Business Aviation end market grew 5.6% compared to the prior year period, and the Military and Helicopter end market decreased 2.6%, compared to the prior year period.

Net income for the Second Quarter 2026 was $97.3 million, as compared to net income of $67.7 million for the prior year period, a 43.7% year-over-year growth rate. Net Income Margin was 6.1% in the quarter, compared to 4.4% in the prior year period.

Adjusted EBITDA for the Second Quarter 2026 was $229.9 million, an increase of $25.2 million, or 12.3%, from $ 204.6 million for the prior year period. The increase reflects continued growth in volume and pricing, as well as productivity improvements. Adjusted EBITDA Margin of 14.4% increased 100 basis points compared to 13.4% in the prior year period, primarily due to productivity improvements and the previously mentioned elimination of material pass-through revenue.

Second Quarter 2026 Segment Results

Engine Services Segment

Engine Services segment revenue for the Second Quarter 2026 was $1,405.1 million, an increase of $54.4 million, or 4.0%, from $1,350.7 million for the prior year period. The increase was driven primarily by continued year-over-year growth across all three major

 


 

end markets, offset by the elimination of low-to-no margin material pass-through revenues on restructured contracts.

Engine Services Segment Adjusted EBITDA for the Second Quarter 2026 was $204.2 million, an increase of $25.7 million, or 14.4%, from $178.5 million for the prior year period. The increase was driven by volume, productivity gains, and mix. Segment Adjusted EBITDA Margin of 14.5% increased 130 basis points compared to 13.2% in the prior year period driven by productivity gains, the elimination of material pass-through revenue, and mix, offset partially by the continued ramp in the LEAP and CFM56 DFW programs.

Component Repair Services Segment

Component Repair Services segment revenue for the Second Quarter 2026 was $194.6 million, an increase of $16.3 million, or 9.2%, from $178.3 million for the prior year period. The increase was driven by strong demand on commercial aerospace products and aeroderivative platforms, which were partially offset by lower revenues on certain military platforms due to input delays.

Component Repair Services Segment Adjusted EBITDA for the Second Quarter 2026 was $51.2 million, a decrease of $0.4 million, or 0.9%, from $51.6 million for the prior year period. Segment Adjusted EBITDA Margins decreased 270 basis points to 26.3% from 29.0% in the prior year period, driven primarily by negative mix.

Full Year 2026 Guidance

 

StandardAero is updating its full year 2026 guidance:

 

 

Full Year 2026

($ in millions)

 

 

Revenue1 (increase)

$6,375 to $6,500

 

 

Engine Services1 (increase)

$5,600 to $5,700

 

 

Component Repair Services

$775 to $800

 

 

Adjusted EBITDA (increase)

$885 to $910

 

 

Engine Services Segment (increase)

$770 to $785

 

 

Component Repair Services Segment

$220 to $230

 

 

Adjusted Free Cash Flow2 (revised)

$270 to $300

 

 

Adjusted Diluted Earnings Per Share3 (revised)

$1.50 to $1.57

 

 

 

 

 

 

 

 

 

End Market Revenue Growth Assumptions

 

 

 

Commercial Aerospace4

Low-Double Digit to Mid-Teens YoY Growth

 

 

Military & Helicopter

Low-Double Digit YoY Growth

 

 

Business Aviation

High-Single Digit to Low-Double Digit YoY Growth

 

StandardAero has not reconciled its full year 2026 guidance related to Adjusted EBITDA, Adjusted Free Cash Flow or Adjusted Diluted EPS to its most directly comparable forward looking GAAP financial measure because such information is not available, and management cannot reliably predict all of the necessary components of such GAAP measure without unreasonable effort or expense.

 

Conference Call and Webcast


1 Includes effect from the elimination of $300 to $400 million in material pass-through revenue.

2 Defined as Free Cash Flow excluding the purchase of intangible assets. Although StandardAero has previously provided guidance for Free Cash Flow, the Company has determined to provide guidance for Adjusted Free Cash Flow going forward because management believes that excluding the purchase of all intangible assets will provide investors with a more useful baseline for evaluating the Company’s core operating performance, as these cash payments—whether arising from acquisition accounting or license-related intangible investments—do not reflect StandardAero’s ongoing operations.

3 Effective Q2 2026, the Company updated its definition of Adjusted Diluted EPS to broaden the existing exclusion of amortization of acquired intangible assets to also exclude the non-cash amortization of all intangible assets, including intangible assets associated with licenses. Management believes that excluding this item provides investors with a more useful baseline for evaluating core operating performance, as these non-cash charges—whether arising from acquisition accounting or license-related intangible investments—do not reflect the Company’s ongoing operations and facilitate more consistent comparison of results across periods regardless of how the Company has chosen to deploy capital.

4 Excludes effect from the elimination of $300 to $400 million in material pass-through revenue.

 

 


 

Information

StandardAero management will host a conference call today, August 6, 2026, at 5:00 PM ET, to discuss its results in more detail. The conference call will be broadcast live via webcast, and the webcast and accompanying slide presentation can be accessed by visiting the Events section on StandardAero’s investor relations website at https://ir.standardaero.com/news-events/events. The conference call may also be accessed by dialing (877) 407-9762 or (201) 689-8538 for telephone access to the live call. Please click here for international toll-free access numbers.

For those unable to listen to the live conference call, a replay will be available after the call through the archived webcast in the Events section of the StandardAero’s investor relations website or by dialing (877) 660-6853 or (201) 612-7415. The access code for the replay is 13761161. The replay will be available until 11:59 PM ET on August 20, 2026.

About StandardAero

StandardAero is a leading independent pure-play provider of aerospace engine aftermarket services for fixed and rotary wing aircraft, serving the commercial, military and business aviation end markets. StandardAero provides a comprehensive suite of critical, value-added aftermarket solutions, including engine maintenance, repair and overhaul, engine component repair, on-wing and field service support, asset management and engineering solutions. StandardAero is an NYSE listed company under the ticker symbol SARO. For more information about StandardAero, go to www.standardaero.com.

Investor Relations Contact

Investors@StandardAero.com

Rama Bondada

Forward-Looking Statements

This press release contains forward-looking statements that involve substantial risks and uncertainties. We intend such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and Section 27A of the Securities Act of 1933, as amended (the “Securities Act”). In some cases, you can identify forward-looking statements by the words “anticipate,” “assume,” “believe,” “continue,” “could,” “estimate,” “expect,” “foreseeable,” “future,” “intend,” “may,” “might,” “objective,” “ongoing,” “plan,” “potential,” “predict,” “project,” “seek,” “should,” “will,” or “would” and/or the negative of these terms, or other comparable terminology intended to identify statements about the future. They appear in a number of places throughout this press release and include statements regarding our intentions, beliefs or current expectations concerning, among other things, results of operations for the fiscal year ended December 31, 2026, financial condition, liquidity, prospects, growth, strategies, the industry in which we operate and other information that is not historical information. These statements involve known and unknown risks, uncertainties and other factors that may cause our actual results, levels of activity, performance or achievements to be materially different from the information expressed or implied by these forward-looking statements. Although we believe that we have a reasonable basis for each forward-looking statement contained in this presentation, we cannot assure you that we will achieve or realize these plans, intentions or expectations. Forward-looking statements are inherently subject to risks, uncertainties and assumptions that are difficult to predict or quantify.

Generally, statements that are not historical facts, including statements concerning our possible or assumed future actions, business strategies, events or results of operations, are forward-looking statements. Factors that could cause actual results to differ materially from those forward-looking statements included in this press release include, among others: risks related to conditions that affect the commercial and business aviation industries; decreases in budget, spending or outsourcing by our military end-users; risks from any supply chain disruptions or loss of key suppliers; increased costs of labor, equipment, raw materials, freight and utilities due to inflation; future outbreaks and infectious diseases; risks related to competition in the market in which we participate; loss of an OEM authorization or license; risks related to a significant portion of our revenue being derived from a small number of customers; our ability to remediate effectively the material weaknesses identified in our internal control over financial reporting; our ability to respond to changes in GAAP; our or our third-party partners’ failure to protect confidential information; data security incidents or disruptions to our IT systems and capabilities; our ability to comply with laws relating to the handling of information about individuals; changes to, and the impact of, United States tariff and import/export regulations; failure to maintain our regulatory approvals; risks relating to our operations outside of North America; failure to comply with government procurement laws and regulations; any work stoppage, hiring, retention or succession issues with our senior management team and employees; any strains on our resources due to the requirements of being a public company; risks related to our substantial indebtedness; risks related to the ownership of our common stock, including the fact that Carlyle owns a significant amount of our voting power; our success at managing the risks of the foregoing, and the other factors described in our Annual Report on Form 10-K for the year ended December 31, 2025 and our other filings with the SEC.

As a result of these factors, we cannot assure you that the forward-looking statements in this press release will prove to be accurate. You should understand that it is not possible to predict or identify all such factors. We operate in a competitive and rapidly changing

 


 

environment. New factors emerge from time to time, and it is not possible to predict the impact of all of these factors on our business, financial condition or results of operations.

Furthermore, if our forward-looking statements prove to be inaccurate, the inaccuracy may be material. In light of the significant uncertainties in these forward-looking statements, you should not regard these statements as a representation or warranty by us or any other person that we will achieve our objectives, plans or cost savings in any specified time frame or at all. In addition, even if our results of operations, financial condition and liquidity, and the development of the industry in which we operate, are consistent with the forward-looking statements contained in this press release, those results or developments may not be indicative of results or developments in subsequent periods. We caution you not to place undue reliance on these forward-looking statements. All forward looking statements attributable to us or persons acting on our behalf are expressly qualified in their entirety by the foregoing cautionary statements. Forward-looking statements speak only as of the date of this press release. We do not undertake any obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law. Comparisons of results for current and any prior periods are not intended to express any future trends or indications of future performance, unless expressed as such, and should only be viewed as historical data.

Non-GAAP Financial Measures

This press release includes “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, Net Debt to Adjusted EBITDA, Adjusted Diluted EPS, Free Cash Flow and Adjusted Free Cash Flow. We use these non-GAAP financial measures to evaluate our business operations.

Certain of the non-GAAP financial measures presented in this press release are supplemental measures of our performance, in the case of Adjusted EBITDA and Adjusted EBITDA Margin, 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 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. We also present Net Debt to Adjusted EBITDA, Free Cash Flow, and Adjusted Free Cash Flow, which are liquidity measures, that we believe are useful to investors because it is also used by our management for measuring our operating cash flow, liquidity and allocating resources. We believe it is important to measure the free cash flows we have generated from operations, after accounting for routine capital expenditures required to generate those cash flows. 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 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, income tax expense (benefit), depreciation and amortization, further adjusted for certain non-cash items that we may record each period, as well as non-recurring items such as acquisition costs, integration and severance costs, refinance fees, business transformation costs and other discrete expenses, when applicable. We define Adjusted EBITDA Margin as Adjusted EBITDA divided by revenue. We define Adjusted Net Income as GAAP Net income, adjusted for certain one-time items that we may record in a period, as well as non-recurring items such as acquisition costs, integration and severance costs, refinance fees, business transformation costs and other discrete expenses, when applicable, adjusted for the tax effect. We define Adjusted Diluted EPS as Adjusted Net Income divided by the Total Diluted Shares Outstanding. We believe that Adjusted EBITDA, Adjusted EBITDA Margin, Adjusted Net Income and Adjusted Diluted EPS 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 allows for consistent comparison of our operating results over time and relative to our peers. We define Net Debt to Adjusted EBITDA as long-term debt, less cash and cash equivalents divided by Adjusted EBITDA. We define free cash flow as cash from operating activities less capital expenditures. We defined Adjusted Free Cash Flow as Free Cash Flow excluding the purchase of intangible assets.

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 of our non-GAAP financial measures to the corresponding GAAP measures included in this press release and should not rely on any single financial measure to evaluate our business.

We have presented forward-looking statements regarding Adjusted EBITDA, Adjusted Free Cash Flow and Adjusted Diluted EPS. These non-GAAP financial measures are derived by excluding certain amounts, expenses or income, from the corresponding financial

 


 

measure determined in accordance with GAAP. The determination of the amounts that are excluded from each non-GAAP financial measure is a matter of management judgment and depends upon, among other factors, the nature of the underlying expense or income amounts recognized in a given period in reliance on the exception provided by item 10(e)(1)(i)(B) of Regulation S-K. We are unable to present a quantitative reconciliation of each forward-looking Adjusted EBITDA, Adjusted Free Cash Flow and Adjusted Diluted EPS measure to its most directly comparable forward looking GAAP financial measure because such information is not available, and management cannot reliably predict all of the necessary components of such GAAP measure without unreasonable effort or expense. In addition, we believe such reconciliations would imply a degree of precision that would be confusing or misleading to investors. The unavailable information could have a significant impact on the company’s future financial results. These non-GAAP financial measures are preliminary estimates and subject to risks and uncertainties, including, among others, changes in connection with quarter-end and year-end adjustments. Any variation between our actual results and the forward-looking non-GAAP financial data set forth above may be material.

 


 

STANDARDAERO, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(unaudited)

(In thousands, except share figures)

 

June 30,

 

 

December 31,

 

 

 

2026

 

 

2025

 

ASSETS

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

Cash

 

$

179,063

 

 

$

289,717

 

Accounts receivable (less allowance for expected credit losses of $9,911 and $13,484, respectively)

 

 

815,633

 

 

 

654,390

 

Contract assets, net

 

 

1,202,456

 

 

 

1,071,703

 

Inventories

 

 

772,104

 

 

 

827,691

 

Prepaid expenses and other current assets

 

 

34,833

 

 

 

42,776

 

Income tax receivable

 

 

25,173

 

 

 

10,182

 

Total current assets

 

 

3,029,262

 

 

 

2,896,459

 

Property, plant and equipment, net

 

 

589,485

 

 

 

579,971

 

Operating lease right of use asset, net

 

 

224,421

 

 

 

222,151

 

Customer relationships, net

 

 

884,236

 

 

 

920,432

 

Other intangible assets, net

 

 

403,141

 

 

 

244,877

 

Goodwill

 

 

1,710,805

 

 

 

1,684,255

 

Other assets

 

 

5,932

 

 

 

6,434

 

Deferred income tax assets

 

 

2,832

 

 

 

2,832

 

Total assets

 

$

6,850,114

 

 

$

6,557,411

 

LIABILITIES AND STOCKHOLDERS’ EQUITY

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

Accounts payable

 

$

711,647

 

 

$

679,772

 

Accrued expenses and other current liabilities

 

 

263,191

 

 

 

91,499

 

Accrued employee costs

 

 

81,488

 

 

 

74,008

 

Operating lease liabilities, current

 

 

25,834

 

 

 

22,308

 

Due to related parties

 

 

 

 

 

438

 

Contract liabilities

 

 

312,270

 

 

 

411,321

 

Income taxes payable, current

 

 

1,317

 

 

 

13,547

 

Long-term debt, current portion

 

 

23,322

 

 

 

23,444

 

Total current liabilities

 

 

1,419,069

 

 

 

1,316,337

 

Long-term debt

 

 

2,301,848

 

 

 

2,191,161

 

Operating lease liabilities, non-current

 

 

212,041

 

 

 

212,365

 

Deferred income tax liabilities

 

 

152,437

 

 

 

157,206

 

Income taxes payable, non-current

 

 

6,533

 

 

 

5,770

 

Other non-current liabilities

 

 

4,693

 

 

 

7,261

 

Total liabilities

 

 

4,096,621

 

 

 

3,890,100

 

Commitments and contingencies (Note 11)

 

 

 

 

 

 

Stockholders’ equity

 

 

 

 

 

 

Common stock ($0.01 par value, 3,500,000,000 shares authorized; 334,653,783 issued and 330,910,687 outstanding as of June 30, 2026 and 334,461,630 issued and 334,294,245 outstanding as of December 31, 2025)

 

 

3,309

 

 

 

3,345

 

Preferred stock ($0.01 par value, 100,000,000 shares authorized; no shares were issued)

 

 

 

 

 

 

Additional paid-in capital

 

 

3,967,764

 

 

 

3,958,039

 

Accumulated deficit

 

 

(1,108,696

)

 

 

(1,285,904

)

Accumulated other comprehensive loss

 

 

(7,884

)

 

 

(8,169

)

Treasury stock (at cost, 3,743,096 and 176,019 shares as of June 30, 2026 and December 31, 2025)

 

 

(101,000

)

 

 

 

Total stockholders’ equity

 

 

2,753,493

 

 

 

2,667,311

 

Total liabilities and stockholders’ equity

 

$

6,850,114

 

 

$

6,557,411

 

 

 


 

STANDARDAERO, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(unaudited)

(In thousands, except per share figures)

 

Three Months Ended June 30,

 

 

Six Months Ended June 30,

 

 

2026

 

 

2025

 

 

2026

 

 

2025

 

Revenue

 

$

1,599,693

 

 

$

1,528,943

 

 

$

3,226,550

 

 

$

2,964,531

 

Cost of revenue

 

 

1,330,915

 

 

 

1,292,768

 

 

 

2,718,400

 

 

 

2,510,626

 

Selling, general and administrative expense

 

 

75,597

 

 

 

76,002

 

 

 

147,539

 

 

 

140,477

 

Amortization of intangible assets

 

 

24,698

 

 

 

24,603

 

 

 

49,030

 

 

 

48,935

 

Operating income

 

 

168,483

 

 

 

135,570

 

 

 

311,581

 

 

 

264,493

 

Interest expense

 

 

41,279

 

 

 

43,835

 

 

 

79,430

 

 

 

87,626

 

Income before income taxes

 

 

127,204

 

 

 

91,735

 

 

 

232,151

 

 

 

176,867

 

Income tax expense

 

 

29,926

 

 

 

24,022

 

 

 

54,943

 

 

 

46,211

 

Net income

 

$

97,278

 

 

$

67,713

 

 

$

177,208

 

 

$

130,656

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Earnings per share:

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

$

0.30

 

 

$

0.21

 

 

$

0.54

 

 

$

0.40

 

Diluted

 

$

0.29

 

 

$

0.20

 

 

$

0.53

 

 

$

0.39

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted-average shares of common stock outstanding

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

 

326,261

 

 

 

328,445

 

 

 

326,756

 

 

 

328,442

 

Diluted

 

 

332,310

 

 

 

334,300

 

 

 

332,858

 

 

 

334,227

 

 

 


 

STANDARDAERO, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(unaudited)

(In thousands)

Six Months Ended June 30,

 

2026

 

 

2025

 

Operating activities

 

 

 

 

 

Net income

$

177,208

 

 

$

130,656

 

Adjustments to reconcile net income from operations to net cash used in operating activities:

 

 

 

 

 

Depreciation and amortization

 

93,504

 

 

 

97,223

 

Amortization of deferred finance charges and discounts

 

3,246

 

 

 

3,288

 

Amortization of interest cap premiums

 

3,379

 

 

 

5,467

 

Payment of interest rate cap premiums

 

(3,473

)

 

 

(5,524

)

Stock compensation expense

 

9,725

 

 

 

5,875

 

Loss (gain) from disposals, net

 

(622

)

 

 

3,449

 

Non-cash lease expense

 

902

 

 

 

866

 

Deferred income taxes

 

(4,731

)

 

 

(11,560

)

Foreign exchange gain (loss), net

 

679

 

 

 

431

 

Changes in operating assets and liabilities, net of effect of acquisitions:

 

 

 

 

 

Accounts receivable, net

 

(160,101

)

 

 

(96,589

)

Contract assets, net

 

(130,753

)

 

 

(155,634

)

Inventories, net

 

55,770

 

 

 

(4,579

)

Prepaid expenses and other current assets

 

6,237

 

 

 

(24,422

)

Accounts payable, accrued expenses and other current liabilities

 

27,750

 

 

 

25,885

 

Contract liabilities

 

(99,051

)

 

 

20,204

 

Due to/from related parties

 

(438

)

 

 

(649

)

Income taxes payable and receivable

 

(26,458

)

 

 

(15,490

)

Net cash used in operating activities

 

(47,227

)

 

 

(21,103

)

Investing activities

 

 

 

 

 

Acquisitions, net of cash and other

 

(33,263

)

 

 

1,254

 

Purchase of property, plant and equipment

 

(36,641

)

 

 

(47,262

)

Payments for purchase of intangible assets

 

(476

)

 

 

(30,000

)

Proceeds from disposal of property, plant and equipment

 

828

 

 

 

3,637

 

Net cash used in investing activities

 

(69,552

)

 

 

(72,371

)

Financing activities

 

 

 

 

 

Proceeds from long-term debt

 

235,000

 

 

 

345,000

 

Repayment of long-term debt

 

(126,774

)

 

 

(261,785

)

Repurchase of common stock

 

(100,085

)

 

 

 

Repayments of long-term agreements

 

(911

)

 

 

(1,501

)

Net cash provided by financing activities

 

7,230

 

 

 

81,714

 

Effect of exchange rate changes on cash

 

(1,105

)

 

 

692

 

Net decrease in cash

 

(110,654

)

 

 

(11,068

)

Cash at beginning of the period

 

289,717

 

 

 

102,581

 

Cash at end of the period

$

179,063

 

 

$

91,513

 

Supplemental cash flow information:

 

 

 

 

 

Supplemental disclosure of non-cash investing activities:

 

 

 

 

 

Acquisition of property, plant and equipment, liability incurred, but not paid

$

2,782

 

 

$

839

 

Acquisition of intangible assets, liability incurred, but not paid

 

180,777

 

 

 

 

 

 


 

Selected financial information for each segment is as follows:

 

Three months ended June 30, 2026

 

 

Engine
Services

 

 

Component
Repair Services

 

 

Total
Segments

 

 

(in thousands)

 

Revenue from external customers

 

$

1,424,678

 

 

$

175,015

 

 

$

1,599,693

 

Intersegment revenue

 

 

(19,594

)

 

 

19,594

 

 

 

 

Total segment revenue

 

 

1,405,084

 

 

 

194,609

 

 

 

1,599,693

 

Other segment items (1)

 

 

1,200,871

 

 

 

143,411

 

 

 

1,344,282

 

Segment Adjusted EBITDA

 

$

204,213

 

 

$

51,198

 

 

$

255,411

 

Corporate (2)

 

 

 

 

 

 

 

 

25,534

 

Depreciation and amortization

 

 

 

 

 

 

 

 

47,043

 

Interest expense

 

 

 

 

 

 

 

 

41,279

 

Business transformation costs (LEAP and CFM) (3)

 

 

 

 

 

 

 

 

3,698

 

Non-cash stock compensation expense

 

 

 

 

 

 

 

 

6,267

 

Integration costs and severance (4)

 

 

 

 

 

 

 

 

346

 

Other (5)

 

 

 

 

 

 

 

 

4,040

 

Income before income taxes

 

 

 

 

 

 

 

$

127,204

 

 

(1)
Other segment items for each reportable segment primarily includes cost of sales and other selling, general and administrative expenses.
(2)
Corporate primarily consists of costs related to executive and staff functions, including Information Technology, Human Resources, Legal, Finance, Marketing, Supply Chain, Engineering and Quality, which benefit the enterprise as a whole. These costs are primarily related to the general management of these functions on a corporate level and the design and development of programs, policies, and procedures that are then implemented in the individual segments, with each segment bearing its own cost of implementation. The Corporate function also includes expenses associated with the Company’s debt.
(3)
Represents new product industrialization costs with the business transformation of the LEAP 1A/1B engine line in San Antonio, Texas and the expansion of the Company’s CFM56 capabilities into Dallas, Texas.
(4)
Represents integration costs incurred, including any facility or platform consolidation associated with the integration of an acquisition that does not meet capitalization criteria and severance related to reduction in workforce or acquisitions. Examples of integration costs may include lease breakage or run-off fees, consulting costs, demolition costs or training costs.
(5)
Represents professional fees related to business transformation, secondary offering costs and quarterly management fees payable to Carlyle Investment Management L.L.C. and Beamer Investment Inc. under consulting services agreements, representation and warranty insurance costs associated with acquisitions, that are the result of other, non-comparable events to measure operating performance as these events arise outside of the Company’s ordinary course of continuing operations.

 

 

Six months ended June 30, 2026

 

 

Engine
Services

 

 

Component
Repair Services

 

 

Total
Segments

 

 

(in thousands)

 

Revenue from external customers

 

$

2,891,257

 

 

$

335,293

 

 

$

3,226,550

 

Intersegment revenue

 

 

(39,029

)

 

 

39,029

 

 

 

 

Total segment revenue

 

 

2,852,228

 

 

 

374,322

 

 

 

3,226,550

 

Other segment items (1)

 

 

2,469,382

 

 

 

270,723

 

 

 

2,740,105

 

Segment Adjusted EBITDA

 

$

382,846

 

 

$

103,599

 

 

$

486,445

 

Corporate (2)

 

 

 

 

 

 

 

 

53,412

 

Depreciation and amortization

 

 

 

 

 

 

 

 

93,504

 

Interest expense

 

 

 

 

 

 

 

 

79,430

 

Business transformation costs (LEAP and CFM) (3)

 

 

 

 

 

 

 

 

10,320

 

Non-cash stock compensation expense

 

 

 

 

 

 

 

 

9,725

 

Integration costs and severance (4)

 

 

 

 

 

 

 

 

687

 

Other (5)

 

 

 

 

 

 

 

 

7,216

 

Income before income taxes

 

 

 

 

 

 

 

$

232,151

 

 

(1)
Other segment items for each reportable segment primarily includes cost of sales and other selling, general and administrative expenses.
(2)
Corporate primarily consists of costs related to executive and staff functions, including Information Technology, Human Resources, Legal, Finance, Marketing, Supply Chain, Engineering and Quality, which benefit the enterprise as a whole. These costs are primarily related to the general management of these functions on a corporate level and the design and development of programs, policies, and procedures that are then implemented in the individual segments, with each segment bearing its own cost of implementation. The Corporate function also includes expenses associated with the Company’s debt.

 


 

(3)
Represents new product industrialization costs with the business transformation of the LEAP 1A/1B engine line in San Antonio, Texas and the expansion of the Company’s CFM56 capabilities into Dallas, Texas.
(4)
Represents integration costs incurred, including any facility or platform consolidation associated with the integration of an acquisition that does not meet capitalization criteria and severance related to reduction in workforce or acquisitions. Examples of integration costs may include lease breakage or run-off fees, consulting costs, demolition costs or training costs.
(5)
Represents professional fees related to business transformation, secondary offering costs and quarterly management fees payable to Carlyle Investment Management L.L.C. and Beamer Investment Inc. under consulting services agreements, representation and warranty insurance costs associated with acquisitions, that are the result of other, non-comparable events to measure operating performance as these events arise outside of the Company’s ordinary course of continuing operations.

 

 

Three months ended June 30, 2025

 

 

Engine
Services

 

 

Component
Repair Services

 

 

Total
Segments

 

 

(in thousands)

 

Revenue from external customers

 

$

1,373,701

 

 

$

155,242

 

 

$

1,528,943

 

Intersegment revenue

 

 

(23,024

)

 

 

23,024

 

 

 

 

Total segment revenue

 

 

1,350,677

 

 

 

178,266

 

 

 

1,528,943

 

Other segment items (1)

 

 

1,172,168

 

 

 

126,626

 

 

 

1,298,794

 

Segment Adjusted EBITDA

 

$

178,509

 

 

$

51,640

 

 

$

230,149

 

Corporate (2)

 

 

 

 

 

 

 

 

25,512

 

Depreciation and amortization

 

 

 

 

 

 

 

 

48,547

 

Interest expense

 

 

 

 

 

 

 

 

43,835

 

Business transformation costs (LEAP and CFM) (3)

 

 

 

 

 

 

 

 

5,264

 

Non-cash stock compensation expense

 

 

 

 

 

 

 

 

3,830

 

Integration costs and severance (4)

 

 

 

 

 

 

 

 

1,360

 

Other (5)

 

 

 

 

 

 

 

 

10,066

 

Profit before tax

 

 

 

 

 

 

 

$

91,735

 

(1)
Other segment items for each reportable segment primarily includes cost of sales and other selling, general and administrative expenses.
(2)
Corporate primarily consists of costs related to executive and staff functions, including Information Technology, Human Resources, Legal, Finance, Marketing, Supply Chain, Engineering and Quality, which benefit the enterprise as a whole. These costs are primarily related to the general management of these functions on a corporate level and the design and development of programs, policies, and procedures that are then implemented in the individual segments, with each segment bearing its own cost of implementation. The Corporate function also includes expenses associated with the Company's debt.
(3)
Represents new product industrialization costs with the business transformation of the LEAP 1A/1B engine line in San Antonio, Texas and the expansion of the Company’s CFM56 capabilities into Dallas, Texas.
(4)
Represents integration costs incurred, including any facility or platform consolidation associated with the integration of an acquisition that does not meet capitalization criteria and severance related to reduction in workforce or acquisitions. Examples of integration costs may include lease breakage or run-off fees, consulting costs, demolition costs or training costs.
(5)
Represents professional fees related to business transformation, secondary offering costs and quarterly management fees payable to Carlyle Investment Management L.L.C. and Beamer Investment Inc. under consulting services agreements, representation and warranty insurance costs associated with acquisitions, that are the result of other, non-comparable events to measure operating performance as these events arise outside of our ordinary course of continuing operations.

 

 


 

 

Six months ended June 30, 2025

 

 

Engine
Services

 

 

Component
Repair Services

 

 

Total
Segments

 

 

(in thousands)

 

Revenue from external customers

 

$

2,659,977

 

 

$

304,554

 

 

$

2,964,531

 

Intersegment revenue

 

 

(40,987

)

 

 

40,987

 

 

 

 

Total segment revenue

 

 

2,618,990

 

 

 

345,541

 

 

 

2,964,531

 

Other segment items (1)

 

 

2,266,472

 

 

 

246,540

 

 

 

2,513,012

 

Segment Adjusted EBITDA

 

$

352,518

 

 

$

99,001

 

 

$

451,519

 

Corporate (2)

 

 

 

 

 

 

 

 

48,655

 

Depreciation and amortization

 

 

 

 

 

 

 

 

97,223

 

Interest expense

 

 

 

 

 

 

 

 

87,626

 

Business transformation costs (LEAP and CFM) (3)

 

 

 

 

 

 

 

 

18,181

 

Non-cash stock compensation expense

 

 

 

 

 

 

 

 

5,875

 

Integration costs and severance (4)

 

 

 

 

 

 

 

 

2,740

 

Other (5)

 

 

 

 

 

 

 

 

14,352

 

Income before income taxes

 

 

 

 

 

 

 

$

176,867

 

(1)
Other segment items for each reportable segment primarily includes cost of sales and other selling, general and administrative expenses.
(2)
Corporate primarily consists of costs related to executive and staff functions, including Information Technology, Human Resources, Legal, Finance, Marketing, Supply Chain, Engineering and Quality, which benefit the enterprise as a whole. These costs are primarily related to the general management of these functions on a corporate level and the design and development of programs, policies, and procedures that are then implemented in the individual segments, with each segment bearing its own cost of implementation. The Corporate function also includes expenses associated with the Company’s debt.
(3)
Represents new product industrialization costs with the business transformation of the LEAP 1A/1B engine line in San Antonio, Texas and the expansion of the Company’s CFM56 capabilities into Dallas, Texas.
(4)
Represents integration costs incurred, including any facility or platform consolidation associated with the integration of an acquisition that does not meet capitalization criteria and severance related to reduction in workforce or acquisitions. Examples of integration costs may include lease breakage or run-off fees, consulting costs, demolition costs or training costs.
(5)
Represents professional fees related to business transformation, secondary offering costs and quarterly management fees payable to Carlyle Investment Management L.L.C. and Beamer Investment Inc. under consulting services agreements, representation and warranty insurance costs associated with acquisitions, that are the result of other, non-comparable events to measure operating performance as these events arise outside of our ordinary course of continuing operations.

 

 


 

The following table presents a reconciliation of net income and net income margin to Adjusted EBITDA and Adjusted EBITDA Margin, respectively:

 

Three months ended June 30,

 

 

Six months ended June 30,

 

 

2026

 

 

2025

 

 

2026

 

 

2025

 

 

(in thousands, except percentages)

 

Net income

 

$

97,278

 

 

$

67,713

 

 

$

177,208

 

 

$

130,656

 

Income tax expense

 

 

29,926

 

 

 

24,022

 

 

 

54,943

 

 

 

46,211

 

Depreciation and amortization

 

 

47,043

 

 

 

48,547

 

 

 

93,504

 

 

 

97,223

 

Interest expense

 

 

41,279

 

 

 

43,835

 

 

 

79,430

 

 

 

87,626

 

Business transformation costs (LEAP and CFM) (1)

 

 

3,698

 

 

 

5,264

 

 

 

10,320

 

 

 

18,181

 

Non-cash stock compensation expense

 

 

6,267

 

 

 

3,830

 

 

 

9,725

 

 

 

5,875

 

Integration costs and severance (2)

 

 

346

 

 

 

1,360

 

 

 

687

 

 

 

2,740

 

Secondary offering costs

 

 

 

 

 

3,860

 

 

 

1,350

 

 

 

3,860

 

Other (3)

 

 

4,040

 

 

 

6,206

 

 

 

5,866

 

 

 

10,492

 

Adjusted EBITDA

 

$

229,877

 

 

$

204,637

 

 

$

433,033

 

 

$

402,864

 

Revenue

 

$

1,599,693

 

 

$

1,528,943

 

 

$

3,226,550

 

 

$

2,964,531

 

Net income margin

 

 

6.1

%

 

 

4.4

%

 

 

5.5

%

 

 

4.4

%

Adjusted EBITDA Margin

 

 

14.4

%

 

 

13.4

%

 

 

13.4

%

 

 

13.6

%

 

(1)
Represents new product industrialization costs with the business transformation of the LEAP 1A/1B engine line in San Antonio, Texas and the expansion of the Company’s CFM56 capabilities into Dallas, Texas.
(2)
Represents integration costs incurred, including any facility or platform consolidation associated with the integration of an acquisition that does not meet capitalization criteria and severance related to reduction in workforce or acquisitions. Examples of integration costs may include lease breakage or run-off fees, consulting costs, demolition costs or training costs.
(3)
Represents other costs not recurring in the ordinary course of business including professional fees related to business transformation and quarterly management fees payable to Carlyle Investment Management L.L.C. and Beamer Investment Inc. under consulting services agreements, representation and warranty insurance costs associated with acquisitions and other non-comparable events to measure operating performance as these events arise outside of the Company’s ordinary course of continuing operations.

The following table presents a reconciliation of Debt to Net Debt and Net Debt to Adjusted EBITDA:

 

 

June 30,

 

 

June 30,

 

 

 

 

2026

 

 

2025

 

 

 

 

(in millions, except percentages)

 

 

2024 Term Loan Facilities

 

$

2,216.3

 

 

$

2,238.8

 

 

2024 Revolving Credit Facility

 

 

120.0

 

 

 

95.0

 

 

Finance leases

 

 

17.8

 

 

 

19.1

 

 

Other

 

 

1.0

 

 

 

1.1

 

 

Debt

 

 

2,355.1

 

 

 

2,354.0

 

 

Less Cash

 

 

179.1

 

 

 

91.5

 

 

Net Debt

 

$

2,176.0

 

 

$

2,262.5

 

 

 

 

 

 

 

 

 

 

LTM Adjusted EBITDA

 

$

838.4

 

 

$

757.4

 

 

Net Debt to Adjusted EBITDA

 

2.6x

 

 

3.0x

 

 

 

 


 

The following table presents revenue by segment, Segment Adjusted EBITDA and Segment Adjusted EBITDA Margin:

 

Three months ended June 30,

 

 

Six months ended June 30,

 

 

2026

 

 

2025

 

 

2026

 

 

2025

 

 

(in thousands, except percentages)

 

Engine Services

 

 

 

 

 

 

 

 

 

 

 

 

Segment Revenue

 

$

1,405,084

 

 

$

1,350,677

 

 

$

2,852,228

 

 

$

2,618,990

 

Segment Adjusted EBITDA

 

$

204,213

 

 

$

178,509

 

 

$

382,846

 

 

$

352,518

 

Segment Adjusted EBITDA Margin

 

 

14.5

%

 

 

13.2

%

 

 

13.4

%

 

 

13.5

%

Component Repair Services

 

 

 

 

 

 

 

 

 

 

 

 

Segment Revenue

 

$

194,609

 

 

$

178,266

 

 

$

374,322

 

 

$

345,541

 

Segment Adjusted EBITDA

 

$

51,198

 

 

$

51,640

 

 

$

103,599

 

 

$

99,001

 

Segment Adjusted EBITDA Margin

 

 

26.3

%

 

 

29.0

%

 

 

27.7

%

 

 

28.7

%

The following table presents a reconciliation of Cash Flow from Operations to Free Cash Flow:

 

Three months ended June 30,

 

 

Six months ended June 30,

 

2026

 

 

2025

 

 

2026

 

 

2025

 

 

(in thousands)

 

Net cash used in operating activities

$

72,328

 

 

$

2,883

 

 

$

(47,227

)

 

$

(21,103

)

Purchase of property, plant and equipment

 

(21,051

)

 

 

(21,924

)

 

 

(36,641

)

 

 

(47,262

)

Payments for purchase of intangible assets

 

(476

)

 

 

(15,000

)

 

 

(476

)

 

 

(30,000

)

Proceeds from disposal of property, plant and equipment

 

(578

)

 

 

3,369

 

 

 

828

 

 

 

3,637

 

 

 

(22,105

)

 

 

(33,555

)

 

 

(36,289

)

 

 

(73,625

)

Free cash flow

$

50,223

 

 

$

(30,672

)

 

$

(83,516

)

 

$

(94,728

)

 

The following tables present a reconciliation of Net income/Diluted EPS to Adjusted Net Income/Adjusted Diluted EPS:
 

 

Three months Ended June 30, 2026

 

 

Six months ended June 30, 2026

 

 

$

 

 

EPS

 

 

$

 

 

EPS

 

 

(in millions, except per share data )

 

Net income/Diluted EPS

 

$

97.3

 

 

$

0.29

 

 

$

177.2

 

 

$

0.53

 

Business transformation costs (LEAP and CFM)

 

 

3.7

 

 

 

0.01

 

 

 

10.3

 

 

 

0.03

 

Stock compensation

 

 

6.2

 

 

 

0.02

 

 

 

9.7

 

 

 

0.03

 

Integration costs and severance

 

 

0.4

 

 

 

0.00

 

 

 

0.7

 

 

 

0.00

 

Secondary offering costs

 

 

 

 

 

 

 

 

1.3

 

 

 

0.00

 

Professional services fees and other

 

 

4.1

 

 

 

0.01

 

 

 

5.9

 

 

 

0.02

 

One-offs included in adjusted EBITDA add-back

 

 

14.4

 

 

 

0.04

 

 

 

27.9

 

 

 

0.08

 

Amortization of intangible assets (1)

 

 

32.6

 

 

 

0.10

 

 

 

64.9

 

 

 

0.19

 

Tax adjustment

 

 

(11.3

)

 

 

(0.03

)

 

 

(22.1

)

 

 

(0.07

)

Adjusted Net Income/Adjusted Diluted EPS (1)

 

$

133.0

 

 

$

0.40

 

 

$

247.9

 

 

$

0.74

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1) Effective Q2 2026, the Company updated its definition of Adjusted Diluted EPS to broaden the existing exclusion of amortization of acquired intangible assets to also exclude the non-cash amortization of all intangible assets, including intangible assets associated with licenses. Management believes that excluding this item provides investors with a more useful baseline for evaluating core operating performance, as these non-cash charges—whether arising from acquisition accounting or license-related intangible investments—do not reflect the Company’s ongoing operations and facilitate more consistent comparison of results across periods regardless of how the Company has chosen to deploy capital, and will provide further comparability to StandardAero’s peers.

 


 

 

Three months Ended June 30, 2025

 

 

Six months ended June 30, 2025

 

 

$

 

 

EPS

 

 

$

 

 

EPS

 

 

(in millions, except per share data )

 

Net income/Diluted EPS

 

$

67.8

 

 

$

0.20

 

 

$

130.7

 

 

$

0.39

 

Business transformation costs (LEAP and CFM)

 

 

5.3

 

 

 

0.02

 

 

 

18.2

 

 

 

0.05

 

Stock compensation

 

 

3.9

 

 

 

0.01

 

 

 

5.9

 

 

 

0.02

 

Integration costs and severance

 

 

1.3

 

 

 

0.00

 

 

 

2.7

 

 

 

0.01

 

Secondary offering costs

 

 

3.9

 

 

 

0.01

 

 

 

3.9

 

 

 

0.01

 

Professional services fees and other

 

 

6.2

 

 

 

0.02

 

 

 

10.5

 

 

 

0.03

 

One-offs included in adjusted EBITDA add-back

 

 

20.6

 

 

 

0.06

 

 

 

41.2

 

 

 

0.12

 

Amortization of intangible assets (1)

 

 

32.7

 

 

 

0.10

 

 

 

65.0

 

 

 

0.19

 

Tax adjustment

 

 

(13.0

)

 

 

(0.04

)

 

 

(25.9

)

 

 

(0.08

)

Adjusted Net Income/Adjusted Diluted EPS (1)

 

$

108.1

 

 

$

0.32

 

 

$

211.0

 

 

$

0.63

 

 

1) Effective Q2 2026, the Company updated its definition of Adjusted Diluted EPS to broaden the existing exclusion of amortization of acquired intangible assets to also exclude the non-cash amortization of all intangible assets, including intangible assets associated with licenses. Management believes that excluding this item provides investors with a more useful baseline for evaluating core operating performance, as these non-cash charges—whether arising from acquisition accounting or license-related intangible investments—do not reflect the Company’s ongoing operations and facilitate more consistent comparison of results across periods regardless of how the Company has chosen to deploy capital, and will provide further comparability to StandardAero’s peers.

 


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