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Item 1. Financial Statements

2025-05-05 compared with 2024-11-04 · 168 added, 187 removed, 386 unchanged (48% of the section changed)

FINANCIAL STATEMENTS

CONDENSED CONSOLIDATED STATEMENTS OF INCOME (LOSS) (UNAUDITED)

Three Months Ended Nine Months Ended

September 27, September 29, September 27, September 29,

CONDENSED CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)

Three Months Ended

March 28, March 29,

(In thousands, except per share data) 2025 2024

6 unchanged sentences

Other expense, net ( 2,295 ) ( 1,633 )

Income (loss) from operations before income taxes 19,537 ( 11,237 ) 12,547 ( 32,445 )

Income from operations before income taxes 10,070 1,124

Income tax expense (benefit) 1,963 ( 20 )

Net income (loss) $ 15,051 $ ( 6,400 ) $ 9,651 $ ( 22,081 )

Earnings (loss) per share

Net income $ 8,107 $ 1,144

Earnings per share

Basic $ 0.26 $ 0.04

3 unchanged sentences

The accompanying notes are an integral part of these financial statements.

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (UNAUDITED)

Three Months Ended Nine Months Ended

September 27, September 29, September 27, September 29,

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (UNAUDITED)

Three Months Ended

March 28, March 29,

(In thousands) 2025 2024

Net income (loss) $ 15,051 $ ( 6,400 ) $ 9,651 $ ( 22,081 )

Other comprehensive (loss) income, net of tax

Net income $ 8,107 $ 1,144

Other comprehensive income, net of tax

Changes in derivative instruments:

Net change in fair value of interest rate swaps ( 10,247 ) 4,170 ( 4,785 ) 9,481

Tax benefit (expense) 2,523 ( 1,759 ) 1,220 ( 3,203 )

Change in fair value of interest rate swaps ( 3,509 ) 4,921

Tax benefit 815 1,018

Net change in derivative instruments ( 2,694 ) 5,939

Foreign currency translation adjustments, net of tax 4,574 ( 2,324 ) 1,305 ( 96 )

Other comprehensive (loss) income, net of tax ( 3,150 ) 87 ( 2,260 ) 6,182

Total comprehensive income (loss) $ 11,901 $ ( 6,313 ) $ 7,391 $ ( 15,899 )

Foreign currency translation adjustments, net of tax expense of $( 1,324 ) and $( 588 )

4,376 ( 3,431 )

Other comprehensive income, net of tax 1,682 2,508

Total comprehensive income $ 9,789 $ 3,652

The accompanying notes are an integral part of these financial statements.

CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)

September 27, December 31,

March 28, December 31,

(In thousands, except per share data) 2025 2024

33 unchanged sentences

100,000,000 shares authorized;

31,556,556 and 31,191,628 shares issued and outstanding as of September 27, 2024 and December 31, 2023, respectively

31,684,495 and 31,560,490 shares issued and outstanding as of March 28, 2025 and December 31, 2024, respectively

Additional paid in capital 769,594 769,719

5 unchanged sentences

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)

Nine Months Ended

September 27, September 29,

Three Months Ended

March 28, March 29,

(In thousands) 2025 2024

Operating activities

Net income (loss) $ 9,651 $ ( 22,081 )

Adjustments to reconcile net income (loss) to net cash provided by operating activities:

Net income $ 8,107 $ 1,144

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

Depreciation expense 4,250 6,243

1 unchanged sentence

Amortization of cloud computing arrangements 1,226 71

Impairment of non-operating long-lived asset 2,192 —

Loss on disposal of property, plant, and equipment 253 8

9 unchanged sentences

Other liabilities 15,271 37,000

Net cash provided by operating activities 31,103 135,175

Net cash used in operating activities ( 95,464 ) ( 57,226 )

Investing activities

2 unchanged sentences

Acquisitions of businesses — ( 16,939 )

Distribution from joint venture — 834

Net cash used in investing activities ( 2,609 ) ( 24,709 )

Financing activities

Proceeds from issuance of long-term debt — 250,000

Repayments of long-term debt — ( 3,840 )

3 unchanged sentences

Payment of debt issuance costs ( 1,223 ) —

Prepayment premium on early redemption of debt — ( 1,600 )

Payments of employee withholding taxes on stock-based compensation ( 2,653 ) ( 5,702 )

Net cash used in financing activities ( 16,739 ) ( 155,734 )

Net cash (used in) provided by financing activities ( 3,799 ) 46,461

Exchange rate effect on cash 2,613 ( 1,519 )

8 unchanged sentences

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES TO SHAREHOLDERS' EQUITY (UNAUDITED)

Common Stock Issued Additional Paid-in Capital Accumulated Other Comprehensive (Loss) Income Total Shareholders' Equity

Common Stock Issued Additional Paid-in Capital Accumulated Other Comprehensive Loss Total Shareholders' Equity

(In thousands) Shares Amount Retained Earnings

Balance at December 31, 2023 31,192 $ 312 $ 762,324 $ 230,851 $ ( 2,687 ) $ 990,800

Net loss — — — ( 17,480 ) — ( 17,480 )

Foreign currency translation adjustments — — — — 1,806 1,806

Unrealized loss on cash flow hedge — — — — ( 2,199 ) ( 2,199 )

Employee stock awards and stock options 535 5 — — — 5

Taxes withheld on stock compensation awards — — ( 12,806 ) — — ( 12,806 )

Stock-based compensation — — 12,066 — — 12,066

Balance at March 31, 2023 31,005 $ 310 $ 748,137 $ 235,944 $ ( 5,920 ) $ 978,471

Net income — — — 1,144 — 1,144

4 unchanged sentences

Stock-based compensation — — 4,983 — — 4,983

Balance at June 30, 2023 31,081 $ 311 $ 754,096 $ 237,743 $ 568 $ 992,718

Net income — — — ( 6,400 ) — ( 6,400 )

Foreign currency translation adjustments — — — — ( 2,324 ) ( 2,324 )

Unrealized gain on cash flow hedge — — — — 2,411 2,411

Employee stock awards and stock options 106 1 — — — 1

Taxes withheld on stock compensation awards — — ( 3,254 ) — — ( 3,254 )

Stock-based compensation — — 5,939 — — 5,939

Balance at September 29, 2023 31,187 $ 312 $ 756,781 $ 231,343 $ 655 $ 989,091

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES TO SHAREHOLDERS' EQUITY (UNAUDITED)

Common Stock Issued Additional Paid-in Capital Accumulated Other Comprehensive (Loss) Income Total Shareholders' Equity

Balance at March 29, 2024 31,453 $ 315 $ 761,605 $ 231,995 $ ( 179 ) $ 993,736

Common Stock Issued Additional Paid-in Capital Accumulated Other Comprehensive Loss

Total Shareholders' Equity

(In thousands) Shares Amount Retained Earnings

2 unchanged sentences

Foreign currency translation adjustments — — — — 4,376 4,376

Unrealized gain on cash flow hedge — — — — 5,939 5,939

Employee stock awards and stock options 261 3 — — — 3

Taxes withheld on stock compensation awards — — ( 5,702 ) — — ( 5,702 )

Stock-based compensation — — 4,983 — — 4,983

Balance at March 29, 2024 31,453 $ 315 $ 761,605 $ 231,995 $ ( 179 ) $ 993,736

Net loss — — — ( 6,544 ) — ( 6,544 )

Foreign currency translation adjustments — — — — 162 162

Unrealized loss on cash flow hedge — — — — ( 2,694 ) ( 2,694 )

2 unchanged sentences

Stock-based compensation — — 2,452 — — 2,452

Balance at June 28, 2024 31,480 $ 315 $ 767,982 $ 225,451 $ ( 1,797 ) $ 991,951

Net income — — — 15,051 — 15,051

Foreign currency translation adjustments — — — — 4,574 4,574

Unrealized loss on cash flow hedge — — — — ( 7,724 ) ( 7,724 )

Employee stock awards and stock options 77 1 4 — — 5

Taxes withheld on stock compensation awards — — ( 2,269 ) — — ( 2,269 )

Stock-based compensation — — 973 — — 973

Balance at September 27, 2024 31,557 $ 316 $ 766,690 $ 240,502 $ ( 4,947 ) $ 1,002,561

Balance at March 28, 2025 31,684 $ 317 $ 769,594 $ 273,642 $ ( 7,736 ) $ 1,035,817

The accompanying notes are an integral part of these financial statements.

1 unchanged sentence

DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

V2X, Inc., an Indiana Corporation, formerly known as Vectrus, Inc.

(Vectrus), is a leading provider of critical mission solutions and support to defense clients globally.

The Company operates as one segment and delivers a comprehensive suite of integrated solutions and critical service offerings across the operations and logistics, aerospace, training and technology markets to national security, defense, civilian and international clients.

Unless the context otherwise requires or unless stated otherwise, references in these notes to "V2X", "we," "us," "our," “combined company”, "the Company" and "our Company" refer to V2X, Inc.

V2X, Inc., an Indiana Corporation formed in February 2014, is a leading provider of critical mission solutions primarily to defense customers globally.

The Company operates as one segment and offers a broad suite of capabilities including multi-domain high impact readiness, integrated supply chain management, mission solutions, and platform renewal and modernization to national security, defense, civilian and international customers.

Unless the context otherwise requires or unless stated otherwise, references in these notes to "V2X," "we," "us," "our," "the Company" and "our Company" refer to V2X, Inc.

and all of its consolidated subsidiaries, taken together as a whole.

9 unchanged sentences

In February 2022, the Company and Permagreen Grønland formed Inuksuk A/S (Inuksuk), a corporation in Greenland to bid for certain contracts in Greenland.

The Company accounts for its investments in HDSS, J&J, ServCore, and Inuksuk under the equity method and has the ability to exercise significant influence but does not hold a controlling interest.

The Company's proportionate 25 %, 50 %, 40 %, and 49 % shares, respectively, of income or losses from HDSS, J&J, ServCore, and Inuksuk are recorded in selling, general and administrative expenses in the Condensed Consolidated Statements of Income (Loss).

The Company accounts for its investments in HDSS, J&J, ServCore, and Inuksuk under the equity method and has the ability to exercise significant influence over, but does not hold a controlling interest in, these entities.

These investments are recorded in other non-current assets in the Condensed Consolidated Balance Sheets.

2 unchanged sentences

Any cash distributions in excess of cumulative earnings are recorded as a return of investment in investing cash flows within the Condensed Consolidated Statements of Cash Flows.

As of September 27, 2024 and December 31, 2023, the Company's combined investment balance was $ 8.7 million and $ 5.4 million, respectively.

The Company's proportionate share of income from equity method investments was $ 2.0 million and $ 9.0 million for the three and nine months ended September 27, 2024, respectively, and a loss of $ 1.5 million and income of $ 2.3 million for the three and nine months ended September 29, 2023 , respectively.

As of March 28, 2025 and December 31, 2024, the Company's combined investment balance was $ 7.4 million and $ 8.6 million, respectively.

The Company's proportionate share of income from equity method investments was $ 0.8 million and $ 2.6 million for the three months ended March 28, 2025 and March 29, 2024 , respectively.

Basis of Presentation

The Company's quarterly financial periods end on the Friday closest to the last day of the calendar quarter (September 27, 2024 for the third quarter of 2024 and September 29, 2023 for the third quarter of 2023), except for the last quarter of the fiscal year, which ends on December 31.

The Company's quarterly financial periods end on the Friday closest to the last day of the calendar quarter (March 28, 2025 for the first quarter of 2025 and March 29, 2024 for the first quarter of 2024), except for the last quarter of the fiscal year, which ends on December 31.

For ease of presentation, the quarterly financial statements included herein are described as three months ended.

9 unchanged sentences

Restricted Cash

As of September 27, 2024, the Company had total cash, cash equivalents, and restricted cash of $ 59.9 million which included $ 2.1 million of restricted cash.

As of March 28, 2025, the Company had total cash, cash equivalents, and restricted cash of $ 169.1 million which included $ 3.0 million of restricted cash.

The Company's restricted cash was $ 3.1 million as of December 31, 2024.

3 unchanged sentences

The CCA implementation costs are amortized over the term of the related hosting agreement, including renewal periods that are reasonably certain to be exercised.

Amortization expense of CCA implementation costs is included in cost of revenue on the Company's Condensed Consolidated Statements of Income (Loss).

Amortization expense of CCA implementation costs is included in cost of revenue on the Company's Condensed Consolidated Statements of Income.

The CCA implementation costs are included within operating activities on the Company's Condensed Consolidated Statements of Cash Flows.

As of September 27, 2024, the Company had total capitalized CCA implementation costs, net of accumulated amortization, of $ 30 million included in prepaid expenses and other current assets and other non-current assets.

As of March 28, 2025 and December 31, 2024, the Company had total capitalized CCA implementation costs, net of accumulated amortization, of $ 28.0 million and $ 29.2 million, respectively, included in prepaid expenses and other current assets and other non-current assets on the Company's Condensed Consolidated Balance Sheet.

Prepaid Expenses and Other Current Assets

The components of prepaid expenses and other current assets are as follows:

September 27, December 31,

March 28, December 31,

(In thousands) 2025 2024

4 unchanged sentences

Total $ 128,132 $ 121,831

Related Party Transactions

During the three and nine months ended September 27, 2024, the Company recorded no income and income of $ 0.7 million, respectively, and $ 0.7 million and $ 2.1 million of income for the three and nine months ended September 29, 2023, respectively, related to a Transition Services Agreement with Crestview Aerospace LLC (Crestview).

The income was recorded as a reduction in cost of revenue.

Crestview is a subsidiary of American Industrial Partners Capital Fund VI, L.P.

(AIP), an affiliate of the majority shareholder of the Company.

RECENT AC COUNTING STANDARDS UPDATE

In November 2023, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No.

2023-07, Segment Reporting (Topic 280), to improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses.

Amongst other amendments, the standard requires annual and interim disclosures of significant segment expenses that are regularly provided to the chief operating decision maker (CODM), and interim disclosures about a reportable segment’s profit or loss and assets that are currently required annually.

This standard does not change how an entity identifies its operating segments, aggregates those operating segments, or applies the quantitative thresholds to determine its reportable segments.

The standard is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024.

Early adoption is permitted.

The Company is currently evaluating the impact of adoption of this standard on its consolidated financial statements.

In December 2023, the FASB issued ASU No.

In December 2023, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No.

2023-09 Income Taxes (Topic 740) to improve income tax disclosures primarily related to the rate reconciliation and income taxes paid information.

The amendments in this ASU are effective for fiscal years beginning after December 15, 2024.

2023-09 requires a public business entity (PBE) to disclose, on an annual basis, a tabular rate reconciliation using both percentages and currency amounts, broken out into specified categories with certain reconciling items further broken out by nature and jurisdiction to the extent those items exceed a specified threshold.

In addition, all entities are required to disclose income taxes paid, net of refunds received disaggregated by federal, state/local, and foreign and by jurisdiction if the amount is at least 5% of total income tax payments, net of refunds received.

For PBEs, the new standard is effective for annual periods beginning after December 15, 2024, with early adoption permitted.

The Company will adopt this ASU prospectively for the period ending December 31, 2025.

The Company expects this ASU to impact only its disclosures with no impacts to its results of operations, cash flows and financial condition.

In November 2024, the FASB issued ASU No.

2024-03 Expense Disaggregation Disclosures (Subtopic 220-40), as amended by ASU No.

2025-01 Expense Disaggregation Disclosures (Subtopic 220-40):

Clarifying the Effective Date, to require PBEs to disclose disaggregated information about expenses to help investors better understand an entity's performance, better assess the entity's prospects for future cash flows, and compare an entity's performance over time and with that of other entities.

The amendments in this ASU are effective for PBEs for annual reporting periods beginning after December 15, 2026, and interim reporting periods within annual reporting periods beginning after December 15, 2027.

Early adoption is permitted.

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Remaining performance obligations are presented in the following table:

September 27, December 31,

March 28, December 31,

(In millions) 2025 2024

Performance Obligations $ 3,348 $ 3,483

As of September 27, 2024, the Company expects to recognize approximately 23 % and 77 % of these remaining performance obligations as revenue in 2024 and 2025, respectively.

As of March 28, 2025, the Company expects to recognize approximately 71 % of the remaining performance obligations as revenue in 2025 and the majority of the remainder of the balance as revenue in 2026 and 2027.

Contract Estimates

The impact of adjustments in contract estimates on the Company's operating income can be reflected in either revenue or cost of revenue.

Cumulative adjustments for the three and nine months ended September 27, 2024 were favorable by $ 17.3 million and $ 18.5 million, respectively.

Cumulative adjustments for the three and nine months ended September 29, 2023 were favorable by $ 5.0 million and $ 27.2 million, respectively.

For the three and nine months ended September 27, 2024, the net adjustments to operating income increased revenue by $ 12.8 million and $ 22.2 million, respectively.

For the three and nine months ended September 29, 2023, the net adjustments to operating income increased revenue by $ 10.3 million and $ 33.8 million, respectively.

Cumulative adjustments for the three months ended March 28, 2025 and March 29, 2024 increased operating income by $ 4.2 million and $ 0.5 million, respectively.

For the three months ended March 28, 2025 and March 29, 2024, the net adjustments to operating income increased revenue by $ 14.8 million and $ 3.4 million, respectively.

Revenue by Category

1 unchanged sentence

On a cost-plus contract, the Company is paid allowable incurred costs plus a profit, which can be fixed or variable depending on the contract’s fee arrangement, up to funding levels predetermined by the Company's customers.

The Company does not bear the risks of unexpected cost overruns, provided that incurred costs do not exceed the predetermined funded amounts.

On cost-plus contracts, the Company does not bear the risks of unexpected cost overruns, provided that incurred costs do not exceed the predetermined funded amounts.

Most of the Company's cost-plus contracts also contain a firm-fixed-price element.

10 unchanged sentences

For this contract type, the Company bears the risk that labor costs and allocable indirect expenses are greater than the fixed hourly rate defined within the contract.

The following tables present various revenue disaggregations.

Revenue by contract type is as follows:

Three Months Ended Nine Months Ended

September 27, September 29, % September 27, September 29, %

(In thousands) 2024 2023 Change 2024 2023 Change

Three Months Ended

March 28, March 29, %

(In thousands) 2025 2024 Change

Cost-plus and cost-reimbursable $ 623,213 $ 584,822 6.6 %

3 unchanged sentences

Revenue by geographic region in which the contract is performed is as follows:

Three Months Ended Nine Months Ended

September 27, September 29, % September 27, September 29, %

(In thousands) 2024 2023 Change 2024 2023 Change

Three Months Ended

March 28, March 29, %

(In thousands) 2025 2024 Change

United States $ 577,458 $ 544,726 6.0 %

4 unchanged sentences

Revenue by contract relationship is as follows:

Three Months Ended Nine Months Ended

September 27, September 29, % September 27, September 29, %

(In thousands) 2024 2023 Change 2024 2023 Change

Three Months Ended

March 28, March 29, %

(In thousands) 2025 2024 Change

Prime contractor $ 962,421 $ 945,155 1.8 %

2 unchanged sentences

Revenue by customer is as follows:

Three Months Ended Nine Months Ended

September 27, September 29, % September 27, September 29, %

(In thousands) 2024 2023 Change 2024 2023 Change

Three Months Ended

March 28, March 29, %

(In thousands) 2025 2024 Change

Army $ 442,136 $ 433,430 2.0 %

11 unchanged sentences

As of January 1, 2024, the Company had contract assets of $ 561.9 million.

As of September 27, 2024 and December 31, 2023, the Company had contract assets of $ 644.7 million and $ 561.9 million, respectively.

As of March 28, 2025 and December 31, 2024, the Company had contract assets of $ 595.7 million and $ 620.5 million, respectively.

Contract assets primarily consist of unbilled receivables which represent rights to consideration for work completed but not billed as of the reporting date.

5 unchanged sentences

As of January 1, 2024, the Company had contract liabilities of $ 109.6 million.

As of September 27, 2024 and December 31, 2023, contract liabilities, included in other accrued liabilities in the Condensed Consolidated Balance Sheets, were $ 96.2 million and $ 109.6 million, respectively.

As of March 28, 2025 and December 31, 2024, contract liabilities, included in other accrued liabilities in the Condensed Consolidated Balance Sheets, were $ 95.4 million and $ 98.7 million, respectively.

Receivables were comprised of the following:

September 27, December 31,

March 28, December 31,

(In thousands) 2025 2024

3 unchanged sentences

Total receivables $ 705,384 $ 710,068

As of September 27, 2024 and December 31, 2023, substantially all billed receivables were due from the U.S.

As of March 28, 2025 and December 31, 2024, substantially all billed receivables are due from the U.S.

government, either directly as prime contractor to the U.S.

3 unchanged sentences

Unbilled receivables are contract assets that represent revenue recognized on long-term contracts in excess of amounts billed as of the balance sheet date.

The Company expects to bill customers for most of the September 27, 2024 contract assets during 2024.

The Company expects to bill customers for most of the March 28, 2025 contract assets during 2025.

Changes in the balance of receivables are primarily due to the timing differences between performance and customers' payments.

1 unchanged sentence

First Lien Credit Agreement

On May 30, 2024, the First Lien Credit Agreement was amended to provide, among other things, a new tranche of term loans in an aggregate original principal amount of $ 906.6 million (the New Term Loans), in which the New Term Loans replace or refinance in full all the existing term loans outstanding under the First Lien Term Tranche as in effect immediately prior to the amendment (the Existing Term Loans).

On January 2, 2025, the First Lien Credit Agreement was amended to provide, among other things, a new tranche of term loans in an aggregate original principal amount of $ 899.8 million (the New Term Loans), in which the New Term Loans replace or refinance in full all the existing term loans outstanding under the First Lien Term Tranche as in effect immediately prior to the amendment (the Existing Term Loans).

The loans under the First Lien Credit Agreement, as amended (the First Lien Credit Agreement), amortize in an amount equal to approximately $ 2.2 million per quarter through September 30, 2030, with the balance of $ 848.0 million due on December 6, 2030.

The replacement of the Existing Term Loans with the New Term Loans resulted in a loss on extinguishment of debt of $ 2.0 million in the Condensed Consolidated Statement of Income (Loss) for the nine months ended September 27, 2024.

Vertex Aerospace Services LLC (Vertex Borrower) obligations under the First Lien Credit Agreement are guaranteed by Vertex Intermediate LLC and Vertex Borrower’s wholly-owned domestic subsidiaries (collectively, the Guarantors), subject to customary exceptions and limitations.

The Vertex Borrower’s obligations under the First Lien Credit Agreement and the Guarantors’ obligations under the related guarantees are secured by a first priority-lien on substantially all the Vertex Borrower’s and the Guarantors’ assets which exists on a pari passu basis with the lien held by the 2023 Credit Agreement lenders.

The borrowings under the First Lien Credit Agreement bear interest at rates that, at the Vertex Borrower’s option, can be either a base rate, determined by reference to the greater of (a) the federal funds rate plus 0.50 %, (b) the prime lending rate, or (c) an adjusted Secured Overnight Financing Rate (SOFR) rate plus 1.00 %, plus a margin of 1.75 % per annum, or SOFR, plus a margin of 2.75 % per annum.

As of September 27, 2024, the effective interest rate for the First Lien Credit Agreement was 8.52 %.

The replacement of the Existing Term Loans with the New Term Loans resulted in a loss on extinguishment of debt of $ 2.2 million in the Condensed Consolidated Statement of Income for the three months ended March 28, 2025.

Vertex Aerospace Services LLC (V2X Borrower) obligations under the First Lien Credit Agreement are guaranteed by Vertex Intermediate LLC and V2X Borrower’s wholly-owned domestic subsidiaries (collectively, the Guarantors), subject to customary exceptions and limitations.

The V2X Borrower’s obligations under the First Lien Credit Agreement and the Guarantors’ obligations under the related guarantees are secured by a first priority-lien on substantially all the V2X Borrower’s and the Guarantors’ assets which exists on a pari passu basis with the lien held by the 2023 Credit Agreement lenders.

The borrowings under the First Lien Credit Agreement bear interest at rates that, at the V2X Borrower’s option, can be either a base rate, determined by reference to the greater of (a) the federal funds rate plus 0.50 %, (b) the prime lending rate, or (c) an adjusted Secured Overnight Financing Rate (SOFR) rate plus 1.00 %, plus a margin of 1.25 % per annum, or SOFR, plus a margin of 2.25 % per annum.

As of March 28, 2025, the effective interest rate for the First Lien Credit Agreement was 7.11 %.

The First Lien Credit Agreement contains customary representations and warranties and affirmative covenants.

1 unchanged sentence

The First Lien Credit Agreement contains customary events of default, including, but not limited to, payment defaults, breaches of representations and warranties, covenant defaults, events of bankruptcy and insolvency, failure of any guaranty or security document supporting the First Lien Credit Agreement to be in full force and effect, and a change of control.

If an event of default occurs and is continuing, the Vertex Borrower may be required immediately to repay all amounts outstanding under the First Lien Credit Agreement.

As of September 27, 2024, the carrying value of the First Lien Credit Agreement was $ 904.3 million, excluding deferred discount and unamortized deferred financing costs of $ 31.0 million.

The estimated fair value of the First Lien Credit Agreement as of September 27, 2024 was $ 903.2 million.

If an event of default occurs and is continuing, the V2X Borrower may be required immediately to repay all amounts outstanding under the First Lien Credit Agreement.

As of March 28, 2025, the carrying value of the First Lien Credit Agreement was $ 899.8 million, excluding deferred discount and unamortized deferred financing costs of $ 27.7 million.

The estimated fair value of the First Lien Credit Agreement as of March 28, 2025 was $ 887.4 million.

The fair value is based on observable inputs of interest rates that are currently available to us for debt with similar terms and maturities for non-public debt (Level 2).

2023 Credit Agreement

The 2023 Credit Agreement provides for $ 750.0 million in senior secured financing, with a first lien on substantially all the Vertex Borrower’s assets and consists of (a) a $ 500.0 million five-year revolving credit facility (2023 Revolver) (which includes (i) a $ 50.0 million sublimit of availability for letters of credit, and (ii) a $ 50.0 million sublimit for short-term borrowings on a swingline basis) and (b) a five-year $ 250.0 million term loan (2023 Term Loan).

The 2023 Credit Agreement provides for $ 750.0 million in senior secured financing, with a first lien on substantially all the V2X Borrower’s assets and consists of (a) a $ 500.0 million five-year revolving credit facility (2023 Revolver) (which includes (i) a $ 50.0 million sublimit of availability for letters of credit, and (ii) a $ 50.0 million sublimit for short-term borrowings on a swingline basis) and (b) a five-year $ 250.0 million term loan (2023 Term Loan).

The 2023 Term Loan amortizes at approximately $ 1.6 million per quarter for the fiscal quarters ending June 30, 2023 through March 31, 2025, increasing to $ 3.1 million per quarter for the fiscal quarters ending June 30, 2025 through December 31, 2027, with the balance of $ 203.1 million due on February 28, 2028.

The Vertex Borrower’s obligations under the 2023 Credit Agreement are guaranteed by the Guarantors, subject to customary exceptions and limitations.

The Vertex Borrower’s obligations under the 2023 Credit Agreement and the Guarantors’ obligations under the related guarantees are secured by a first priority-lien on substantially all of the Vertex Borrower’s and the Guarantors’ assets (subject to customary exceptions and limitations) which exists on a pari passu basis with the lien held by the First Lien Credit Agreement lenders.

The borrowings under the 2023 Credit Agreement bear interest at rates that, at the Vertex Borrower’s option, can be either a base rate, determined by reference to the greater of (a) the federal funds rate plus 0.50 %, (b) the prime lending rate, or (c) an adjusted SOFR rate plus 1.00 %, plus a margin of 1.00 % to 2.25 % per annum, or adjusted SOFR, plus a margin of 2.00 % to 3.25 % per annum, in each case, depending on the consolidated total net leverage ratio of the Vertex Borrower and its subsidiaries.

As of September 27, 2024, the effective interest rate for the 2023 Term Loan was 8.55 %.

Unutilized commitments under the 2023 Revolver are subject to a per annum fee ranging from 0.25 % to 0.50 % depending on the consolidated total net leverage ratio of the Vertex Borrower and its subsidiaries.

The Vertex Borrower is also required to pay a letter of credit fronting fee to each letter of credit issuer equal to 0.125 % per annum of the amount available to be drawn under each such letter of credit (or such other amount as may be mutually agreed by the Vertex Borrowers and the applicable letter of credit issuer), as well as a fee to all lenders equal to the applicable margin to SOFR of revolving credit loans times the average daily amount available to be drawn under all outstanding letters of credit.

The 2023 Credit Agreement contains customary representations and warranties, which must be accurate for the Vertex Borrower to borrow under the 2023 Credit Agreement, and affirmative covenants.

The 2023 Credit Agreement also includes negative covenants that limit, among other things, additional indebtedness, transactions with affiliates, additional liens, sales of assets, dividends, investments and advances, prepayments of debt, mergers and acquisitions.

The V2X Borrower’s obligations under the 2023 Credit Agreement are guaranteed by the Guarantors, subject to customary exceptions and limitations.

The V2X Borrower’s obligations under the 2023 Credit Agreement and the Guarantors’ obligations under the related guarantees are secured by a first priority-lien on substantially all of the V2X Borrower’s and the Guarantors’ assets (subject to customary exceptions and limitations) which exists on a pari passu basis with the lien held by the First Lien Credit Agreement lenders.

The borrowings under the 2023 Credit Agreement bear interest at rates that, at the V2X Borrower’s option, can be either a base rate, determined by reference to the greater of (a) the federal funds rate plus 0.50 %, (b) the prime lending rate, or (c) an adjusted SOFR rate plus 1.00 %, plus a margin of 1.00 % to 2.25 % per annum, or SOFR, plus a margin of 2.00 % to 3.25 % per annum, in each case, depending on the consolidated total net leverage ratio of the V2X Borrower and its subsidiaries.

As of March 28, 2025, the effective interest rate for the 2023 Term Loan was 7.13 %.

Unutilized commitments under the 2023 Revolver are subject to a per annum fee ranging from 0.25 % to 0.50 % depending on the consolidated total net leverage ratio of the V2X Borrower and its subsidiaries.

The V2X Borrower is also required to pay a letter of credit fronting fee to each letter of credit issuer equal to 0.125 % per annum of the amount available to be drawn under each such letter of credit (or such other amount as may be mutually agreed by the V2X Borrowers and the applicable letter of credit issuer), as well as a fee to all lenders equal to the applicable margin to SOFR of revolving credit loans times the average daily amount available to be drawn under all outstanding letters of credit.

The 2023 Credit Agreement contains customary representations and warranties, which must be accurate for the V2X Borrower to borrow under the 2023 Credit Agreement, and affirmative covenants.

The 2023 Credit Agreement contains financial covenants requiring (a) the consolidated total net leverage ratio not to exceed 5.00 to 1.00 for the reporting periods ending on or after June 30, 2023, and on or prior to June 30, 2024, with a step down to 4.75 to 1.00 for periods ending on or after July 1, 2024, and on or prior to December 31, 2025, with further step downs thereafter, and (b) the consolidated interest coverage ratio be at least 2.00 to 1.00 commencing with the reporting period ending on June 30, 2023.

The 2023 Credit Agreement contains customary events of default, including, but not limited to, payment defaults, breaches of representations and warranties, covenant defaults, events of bankruptcy and insolvency, failure of any guaranty or security document supporting the 2023 Credit Agreement to be in full force and effect, and a change of control.

If an event of default occurs and is continuing, the Vertex Borrowers may be required immediately to repay all amounts outstanding under the 2023 Credit Agreement.

As of September 27, 2024, there were $ 15.9 million of outstanding letters of credit under the 2023 Revolver.

Availability under the 2023 Revolver was $ 484.1 million as of September 27, 2024.

Unamortized deferred financing costs related to the 2023 Revolver of $ 3.4 million are included in other non-current assets in the Condensed Consolidated Balance Sheets as of September 27, 2024.

As of September 27, 2024, the fair value of the 2023 Revolver approximated the carrying value because the debt bears a floating interest rate.

As of September 27, 2024, the carrying value of the 2023 Term Loan was $ 242.2 million, excluding unamortized deferred financing costs of $ 1.7 million.

The estimated fair value of the 2023 Term Loan as of September 27, 2024 was $ 242.3 million.

If an event of default occurs and is continuing, the V2X Borrower may be required immediately to repay all amounts outstanding under the 2023 Credit Agreement.

As of March 28, 2025, there were no outstanding borrowings and $ 22.3 million of outstanding letters of credit under the 2023 Revolver.

Availability under the 2023 Revolver was $ 477.7 million as of March 28, 2025.

Unamortized deferred financing costs related to the 2023 Revolver of $ 2.9 million are included in other non-current assets in the Condensed Consolidated Balance Sheets.

As of March 28, 2025, the fair value of the 2023 Revolver approximated the carrying value because the debt bears a floating interest rate.

As of March 28, 2025, the carrying value of the 2023 Term Loan was $ 239.1 million, excluding unamortized deferred financing costs of $ 1.5 million.

The estimated fair value of the 2023 Term Loan as of March 28, 2025 was $ 235.8 million.

The fair value is based on observable inputs of interest rates that are currently available to us for debt with similar terms and maturities for non-public debt (Level 2).

The aggregate scheduled maturities of the First Lien Credit Agreement and 2023 Credit Agreement as of September 27, 2024 are as follows:

The aggregate scheduled maturities of the First Lien Credit Agreement and 2023 Credit Agreement as of March 28, 2025 are as follows:

(In thousands) Payments due

2 unchanged sentences

Total $ 1,138,833

As of September 27, 2024, the Company was in compliance with all covenants related to the First Lien Credit Agreement and the 2023 Credit Agreement.

As of March 28, 2025, the Company was in compliance with all covenants related to the First Lien Credit Agreement and the 2023 Credit Agreement .

DERIVATIVE INSTRUMENTS

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Interest Rate Derivative Instruments

The Company is exposed to the risk that the earnings and cash flows could be adversely impacted due to fluctuations in interest rates.

To mitigate this risk, the Company entered into $ 100.0 million and $ 350.0 million of interest rate swap contracts during the three months ended September 27, 2024 and the first six months of 2023, respectively.

As of September 27, 2024 and December 31, 2023, these contracts had notional values of $ 442.2 million and $ 345.3 million, respectively.

The Company is exposed to the risk that earnings and cash flows could be adversely impacted due to fluctuations in interest rates.

To mitigate this risk, the Company has entered into $ 450.0 million of interest rate swap contracts as of March 28, 2025.

As of both March 28, 2025 and December 31, 2024, these contracts had notional values $ 439.1 million, respectively.

These contracts are designated and qualify as effective cash flow hedges.

1 unchanged sentence

Fair Value (level 2)

September 27, December 31,

March 28, December 31,

(In thousands) Balance sheet caption 2025 2024

Interest rate swap designated as cash flow hedge Prepaid expenses and other current assets $ 1,174 $ 1,918

Interest rate swap designated as cash flow hedge Other accrued liabilities $ 53 $ —

Interest rate swap designated as cash flow hedge Other non-current assets $ — $ 1,938

Interest rate swap designated as cash flow hedge Other non-current liabilities $ 827 $ —

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The Company regularly assesses the creditworthiness of the counterparty.

As of September 27, 2024, the counterparty to the interest rate swaps had performed in accordance with its contractual obligations.

Both the counterparty credit risk and the Company's credit risk were considered in the fair value determination.

Net interest rate derivative gains of $ 1.6 million and $ 4.5 million were recognized in interest expense, net, in the Condensed Consolidated Statements of Income (Loss) during the three and nine months ended September 27, 2024, respectively.

Net interest rate derivative gains of $ 1.4 million and $ 2.6 million were recognized in interest expense, net, in the Condensed Consolidated Statements of Income (Loss) during the three and nine months ended September 29, 2023, respectively .

The Company expects $ 0.2 million of existing interest rate swap gains reported in accumulated other comprehensive loss as of September 27, 2024 to be recognized in earnings within the next 12 months.

As of March 28, 2025, the counterparty to the interest rate swaps had performed in accordance with its contractual obligations.

Both the counterparty and the Company's credit risk were considered in the fair value determination.

Net interest rate derivative gains of $ 0.7 million and $ 1.5 million were recognized in interest expense, net, in the Condensed Consolidated Statements of Income during the three months ended March 28, 2025 and March 29, 2024, respectively.

The Company expects $ 1.1 million of existing interest rate swap gains reported in accumulated other comprehensive loss as of March 28, 2025 to be recognized in earnings within the next 12 months.

COMMITMENTS AND CONTINGENCIES

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Such assessments, along with any assessments regarding provisions for other legal proceedings, are reviewed on a quarterly basis for sufficiency based on the latest information available to us.

The Company estimated and accrued $ 14.0 million and $ 12.1 million as of September 27, 2024 and December 31, 2023, respectively, in other accrued liabilities in the Condensed Consolidated Balance Sheets for legal proceedings and for claims with respect to its U.S.

The Company estimated and accrued $ 13.6 million and $ 13.1 million as of March 28, 2025 and December 31, 2024, respectively, in other accrued liabilities in the Condensed Consolidated Balance Sheets for legal proceedings and for claims with respect to its U.S.

government contracts as discussed below, including years where the U.S.

36 unchanged sentences

Liability-based awards are revalued at the end of each reporting period to reflect changes in fair value.

Stock-based compensation expense and the associated tax benefits impacting the Company's Condensed Consolidated Statements of Income (Loss) were as follows:

Three Months Ended Nine Months Ended

September 27, September 29, September 27, September 29,

Stock-based compensation expense and the associated tax benefits impacting the Company's Condensed Consolidated Statements of Income were as follows:

Three Months Ended

March 28, March 29,

(In thousands) 2025 2024

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Future tax benefit $ 582 $ 1,065

As of September 27, 2024, total unrecognized compensation costs related to equity-based awards and liability-based awards were $ 17.2 million and $ 0.04 million, respectively, which are expected to be recognized ratably over a weighted average period of 1.33 years and 0.26 years, respectively.

The following table provides a summary of the activities for NQOs, RSUs and PSUs for the nine months ended September 27, 2024:

As of March 28, 2025, total unrecognized compensation costs related to equity-based awards were $ 27.6 million, which are expected to be recognized ratably over a weighted average period of 1.60 years.

There were no unrecognized compensation costs for liability-based awards as of March 28, 2025.

The following table provides a summary of the activities for NQOs, RSUs and PSUs for the three months ended March 28, 2025:

NQOs RSUs PSUs

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Forfeited or expired — $ — ( 6 ) $ 44.09 ( 6 ) $ 26.26

Outstanding at September 27, 2024 34 $ 22.43 458 $ 41.35 262 $ 43.55

Outstanding at March 28, 2025 32 $ 21.73 472 $ 46.52 387 $ 45.27

Restricted Stock Units

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Stock compensation expense will be recognized ratably over the requisite service period of the RSU awards.

As of September 27, 2024, there was $ 12.1 million of unrecognized RSU related compensation expense.

Total Shareholder Return Awards

TSR awards are performance-based cash awards that are subject to a three-year performance period.

Any payments earned are made in cash following completion of the performance period according to the achievement of specified performance goals.

There were no cash-based TSR awards granted in the first nine months of 2024.

As of September 27, 2024, there was $ 0.04 million of unrecognized TSR related compensation expense.

As of March 28, 2025, there was $ 17.3 million of unrecognized RSU related compensation expense.

Performance Share Units

During the first nine months of 2024, the Company granted performance-based awards with market conditions.

The awards will vest and the stock will be issued at the end of a three-year period based on the attainment of certain total shareholder return performance measures as compared to peer group companies, and the employee's continued service through the vesting date.

During the three months ended March 28, 2025, the Company granted performance-based awards that include two performance components, including TSR performance and Adjusted Earnings Per Share performance.

The performance-based awards will vest and the stock will be issued at the end of a three-year period assuming and based on i) the attainment of total shareholder return performance measures relative to certain Aerospace and Defense companies in the S&P 1500 Index, ii) Company performance against an annual adjusted EPS target established each year and iii) the employee's continued service through the vesting date.

The number of shares ultimately awarded, if any, can range up to 200 % of the specified target awards.

If performance is below the threshold level of performance, no shares will be issued.

As of September 27, 2024, there was $ 5.1 million of unrecognized PSU related compensation expense.

A Monte Carlo valuation model was used to determine the fair value of the awards by simulating 50,000 potential TSR outcomes for the Company and a group of peer companies over the performance periods, and determined the amount of the payout that would occur in each simulation.

The fair value is based on the average of the results.

As of March 28, 2025, there was $ 10.3 million of unrecognized PSU related compensation expense.

Effective Tax Rate

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The computation of the estimated effective income tax rate at each interim period requires certain estimates and judgment including, but not limited to, forecasted operating income for the year, projections of the income earned and taxed in various jurisdictions, newly enacted tax rate and legislative changes, permanent and temporary differences, and the likelihood of recovering deferred tax assets generated in the current year.

For the three months ended September 27, 2024 and September 29, 2023, the Company recorded an income tax provision of $ 4.5 million and income tax benefits of $ 4.8 million, respectively, representing effective income tax rates of 23.0 % and 43.0 %, respectively.

For the nine months ended September 27, 2024 and September 29, 2023, the Company recorded an income tax provision of $ 2.9 million and income tax benefits of $ 10.4 million, respectively, representing effective income tax rates of 23.1 % and 31.9 %, respectively.

For the three months ended March 28, 2025 and March 29, 2024, the Company recorded income tax expense of $ 2.0 million and income tax benefits which were not material, respectively.

The Company's effective income tax rates for the three months ended March 28, 2025 and March 29, 2024 were 19.5 % and ( 1.8 )%, respectively.

The effective income tax rates vary from the federal statutory rate of 21.0% mainly due to state and foreign taxes, disallowed compensation deduction under Internal Revenue Code Section 162(m), offset by available deductions not reflected in book income and income tax credits.

Uncertain Tax Positions

As of both September 27, 2024 and December 31, 2023, unrecognized tax benefits from uncertain tax positions were $ 6.6 million.

As of both March 28, 2025 and December 31, 2024, unrecognized tax benefits from uncertain tax positions were $ 3.6 million.

EARNINGS PER SHARE

2 unchanged sentences

Diluted EPS includes the dilutive effect of stock-based compensation outstanding after application of the treasury stock method.

Three Months Ended Nine Months Ended

September 27, September 29, September 27, September 29,

Three Months Ended

March 28, March 29,

(In thousands, except per share data) 2025 2024

Net income (loss) $ 15,051 $ ( 6,400 ) $ 9,651 $ ( 22,081 )

Net income $ 8,107 $ 1,144

Weighted average common shares outstanding 31,590 31,351

Dilutive impact of stock options 19 18

Dilutive impact of restricted stock units 403 — 444 —

Dilutive impact of restricted stock units and performance share units 412 425

Diluted weighted average common shares outstanding 32,021 31,794

Earnings (loss) per share

Earnings per share

Basic $ 0.26 $ 0.04

1 unchanged sentence

The following table summarizes the weighted average of anti-dilutive securities excluded from the diluted EPS calculation.

Three Months Ended Nine Months Ended

September 27, September 29, September 27, September 29,

Three Months Ended

March 28, March 29,

(In thousands) 2025 2024

Anti-dilutive restricted stock units — — 22 1

Total — — 22 1

Anti-dilutive restricted stock units and performance share units 13 25

POST-EMPLOYMENT BENEFIT PLANS

3 unchanged sentences

Plan investments and obligations were recorded in other non-current assets and other non-current liabilities, respectively, in the Condensed Consolidated Balance Sheets, representing the fair value related to the deferred compensation plans.

Adjustments to the fair value of the plan investments and obligations are recorded in selling, general, and administrative expenses.

The plans assets and liabilities were $ 5.0 million and $ 3.2 million as of September 27, 2024 and December 31, 2023, respectively.

Adjustments to the fair value of the plan investments and obligations are recorded in operating expenses.

The plans assets and liabilities were $ 5.3 million and $ 5.2 million as of March 28, 2025 and December 31, 2024, respectively.

Multi-Employer Pension Plans

C ertain Company employees who perform work on contracts within the continental United States participate in multi-employer pension plans of which the Company is not the sponsor.

Company expenses related to these plans were $ 3.6 million and $ 13.0 million for the three and nine months ended September 27, 2024, respectively, and $ 2.9 million and $ 11.1 million for the three and nine months ended September 29, 2023, respectively.

Company expenses related to these plans were $ 4.0 million and $ 5.0 million for the three months ended March 28, 2025 and March 29, 2024, respectively.

SALE OF RECEIVABLES

6 unchanged sentences

As of and for the

Nine Months Ended

September 27, September 29,

Three Months Ended

March 28, March 29,

(In thousands) 2025 2024

Beginning balance:

$ 218,897 $ 72,715

Sale of receivables 862,728 621,920

5 unchanged sentences

Remaining sold receivables $ 170,371 $ 82,202

1 For the nine months ended September 27, 2024, the Company recorded a net cash inflow from sale of receivables of $ 70.7 million from operating activities.

2 Includes the cash collected on behalf of, but not yet remitted to, MUFG as of September 27, 2024.

1 For the three months ended March 28, 2025, the Company recorded a net cash inflow from sale of receivables of $ 28.2 million from operating activities.

2 Includes the cash collected on behalf of, but not yet remitted to, MUFG as of March 28, 2025.

This balance is included in other accrued liabilities as of the balance sheet date.

During the nine months ended September 27, 2024 and September 29, 2023, the Company incurred purchase discount fees, net of servicing fees, of $ 7.4 million and $ 2.1 million, respectively, which are presented in other expense, net on the Condensed Consolidated Statements of Income (Loss) and are reflected as cash flows from operating activities on the Condensed Consolidated Statements of Cash Flows.

During the three months ended March 28, 2025 and March 29, 2024, the Company incurred purchase discount fees, net of servicing fees, of $ 2.5 million and $ 1.6 million, respectively, which are presented in other expense, net on the Condensed Consolidated Statements of Income and are reflected as cash flows from operating activities on the Condensed Consolidated Statements of Cash Flows.

The Company does not retain an ongoing financial interest in the transferred receivables other than cash collection and administrative services.

The servicing fee approximates fair value and, therefore, the Company has not recognized a servicing asset or liability as of September 27, 2024.

The Company estimated that its servicing fee was at fair value and therefore has not recognized a servicing asset or liability as of March 28, 2025.

Proceeds from the sale of receivables are reflected as cash flows from operating activities on the Condensed Consolidated Statements of Cash Flows.

SEGMENT INFORMATION

The Company operates as a single reportable segment.

V2X performs services worldwide, with the substantial majority of revenue derived from the U.S.

The CODM for the Company is the President and Chief Executive Officer.

The CODM uses consolidated profit metrics, including net income and operating income, as reported on the Condensed Consolidated Statements of Income, to allocate resources and assess financial performance.

Our CODM reviews significant expenses as reported in the Condensed Consolidated Statements of Income in addition to depreciation and amortization information, which is summarized below for the three months ended March 28, 2025 and March 29, 2024:

Three Months Ended

March 28, March 29,

(In thousands) 2025 2024

Depreciation and amortization $ 28,038 $ 28,853

The CODM also reviews consolidated capital expenditures as reported as purchases of capital assets in the Consolidated Statements of Cash Flows.

SUBSEQUENT EVENTS

Amendment No.

1 to 2023 Credit Agreement

On March 31, 2025, Vertex Aerospace Intermediate LLC, a Delaware limited liability company (Holdings), and V2X Borrower, an indirect, wholly owned subsidiary of V2X, Inc., and certain wholly-owned subsidiaries of V2X Borrower party thereto entered into Amendment No.

1 to the 2023 Credit Agreement, dated as of March 31, 2025 (the Amendment), with Bank of America, N.A., as administrative agent, collateral agent, swingline lender and letter of credit issuer, and the other financial institutions and lenders party thereto, which amended the 2023 Credit Agreement, originally dated as of February 28, 2023, by and among V2X Borrower, Holdings, Bank of America, N.A., as administrative agent, collateral agent, swingline lender and L/C issuer, and the other financial institutions party thereto from time to time (as amended prior to March 31, 2025, the 2023 Credit Agreement).

The Amendment provides for, among other things, a new tranche of term loans under the 2023 Credit Agreement in an aggregate original principal amount of $ 237.5 million (the 2023 Credit Agreement New Term Loans), which replace or refinance in full all of the existing term loans outstanding under the 2023 Credit Agreement (as in effect immediately prior to the Amendment), as further set forth in the Amendment.

The Amendment further provides for a new tranche of revolving credit commitments under the 2023 Credit Agreement in an aggregate original principal amount of $ 500.0 million (the New Revolving Credit Commitments), which New Revolving Credit Commitments replace or refinance in full all of the existing revolving credit loans and commitments outstanding under the 2023 Credit Agreement (as in effect immediately prior to the Amendment), as further set forth in the Amendment.

The 2023 Credit Agreement New Term Loans and the New Revolving Credit Commitments mature on March 31, 2030.

The 2023 Credit Agreement New Term Loans and the loans under the New Revolving Credit Commitments shall initially bear interest at a rate per annum equal to (x) the SOFR plus a margin of 2.00 % per annum (subject to a SOFR floor of 0.00 %) or (y) a base rate (which will be the highest of (i) the prime rate, (ii) 0.5 % per annum above the federal funds effective rate and (iii) one-month SOFR plus 1.00 % per annum) plus a margin of 1.00 % per annum.

The 2023 Credit Agreement New Term Loans are subject to quarterly amortization in an amount of 2.5 % per annum, increasing to 5.0 % per annum, commencing with the fiscal quarter ending June 30, 2027.

Voluntary prepayments of the 2023 Credit Agreement New Term Loans are permitted, in whole or in part, with prior notice, without premium or penalty (except SOFR breakage costs).

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements