KARMAN HOLDINGS INC., 10-Q filed on 8/8/2025
Quarterly Report
v3.25.2
Document and Entity Information - shares
 6 Months Ended
Jun. 30, 2025
Aug. 01, 2025
Cover [Abstract]    
Document Type 10-Q  
Amendment Flag false  
Document Period End Date Jun. 30, 2025  
Document Fiscal Year Focus 2025  
Current Fiscal Year End Date --12-31  
Document Fiscal Period Focus Q2  
Entity File Number 001-42520  
Entity Registrant Name KARMAN HOLDINGS INC.  
Entity Central Index Key 0002040127  
Entity Incorporation, State or Country Code DE  
Entity Tax Identification Number 85-2660232  
Entity Address, Address Line One 5351 Argosy Avenue  
Entity Address, City or Town Huntington Beach  
Entity Address, State or Province CA  
Entity Address, Postal Zip Code 92649  
City Area Code 714  
Local Phone Number 898-9951  
Title of 12(b) Security Common Stock, $0.001 Par Value  
Trading Symbol KRMN  
Security Exchange Name NYSE  
Entity Current Reporting Status Yes  
Entity Interactive Data Current Yes  
Entity Filer Category Non-accelerated Filer  
Entity Small Business false  
Entity Emerging Growth Company true  
Entity Ex Transition Period false  
Document Quarterly Report true  
Document Transition Report false  
Entity Shell Company false  
Entity Common Stock, Shares Outstanding   132,322,435
v3.25.2
Condensed Consolidated Balance Sheets (Unaudited) - USD ($)
$ in Thousands
Jun. 30, 2025
Dec. 31, 2024
Current assets    
Cash and cash equivalents $ 27,438 $ 11,530
Accounts receivable, net 57,902 55,220
Contract assets 133,590 107,222
Inventory 14,740 9,883
Prepaid and other current assets 8,382 17,856
Total current assets 242,052 201,711
Property, plant and equipment 112,025 87,832
Less accumulated depreciation (32,753) (26,952)
Net property, plant and equipment 79,272 60,880
Goodwill 301,840 225,146
Intangible assets, net 251,144 208,952
Operating lease right-of-use assets 6,697 6,071
Finance lease right-of-use assets 66,144 70,013
Other assets 6,780 1,187
Total other assets 632,605 511,369
Total assets 953,929 773,960
Current liabilities    
Accounts payable 28,056 28,296
Accrued payroll and related expenses 10,677 11,249
Contract Liabilities 19,897 29,868
Short term operating lease liabilities 1,641 1,533
Short term finance lease liabilities 4,165 3,980
Short term notes payable, net of debt issuance costs 2,816 7,140
Income taxes payable 15,104 20,054
Other current liabilities 5,803 12,487
Total current liabilities 88,159 114,607
Long-term liabilities    
Revolving line of credit 30,000 25,000
Long-term notes payable, net of current portion and net of debt issuance costs 365,847 326,920
Noncurrent operating lease liabilities, net of current portion 5,838 5,338
Noncurrent finance lease liabilities, net of current portion 75,477 77,957
Other liabilities 2,479 2,772
Deferred tax liabilities 24,652 25,370
Total long-term liabilities 504,293 463,357
Total liabilities 592,452 577,964
Equity:    
Preferred stock, $0.001 par value; authorized - 100,000,000 shares; issued and outstanding - none 0 0
Common stock; $0.001 par value; authorized - 1,000,000,000 shares; issued and outstanding - 132,174,593 and none, respectively 132 0
Additional paid in capital 367,598 204,258
Accumulated other comprehensive income 75 75
Accumulated deficit (6,328) (8,337)
Stockholders' equity and members' equity, respectively 361,477 195,996
Total liabilities and equity $ 953,929 $ 773,960
v3.25.2
Condensed Consolidated Balance Sheets (Parenthetical) (Unaudited) - $ / shares
Jun. 30, 2025
Dec. 31, 2024
Statement of Financial Position [Abstract]    
Preferred stock, par or stated value per share $ 0.001 $ 0.001
Preferred stock, shares authorized 100,000,000 100,000,000
Preferred stock, shares issued 0 0
Preferred stock, shares outstanding 0 0
Common stock, par or stated value per share $ 0.001 $ 0.001
Common stock, shares authorized 1,000,000,000 1,000,000,000
Common stock, shares issued 132,322,435 0
Common stock, shares outstanding 132,322,435 0
v3.25.2
Condensed Consolidated Statements of Operations (Unaudited) - USD ($)
shares in Thousands, $ in Thousands
 3 Months Ended 6 Months Ended
Jun. 30, 2025
Jun. 30, 2024
Jun. 30, 2025
Jun. 30, 2024
Revenue $ 115,097 $ 85,039 $ 215,221 $ 168,045
Cost of goods sold 68,076 50,445 128,749 104,451
Gross profit 47,021 34,594 86,472 63,594
Operating expenses        
General and administrative expenses 19,430 9,993 42,718 20,082
Depreciation and amortization expense 7,487 6,320 13,687 11,732
Operating expenses 26,917 16,313 56,405 31,814
Net operating income 20,104 18,281 30,067 31,780
Interest expense, net (11,893) (13,401) (23,266) (25,461)
Other income 380 36 300 806
Income before provision for income taxes 8,591 4,916 7,101 7,125
Provision for income taxes (1,784) (312) (5,092) (399)
Net income $ 6,807 $ 4,604 $ 2,009 $ 6,726
Net income per common share and unit, basic $ 0.05 $ 0.03 $ 0.02 $ 0.04
Net income per common share and unit, diluted $ 0.05 $ 0.03 $ 0.02 $ 0.04
Weighted-average common share and units outstanding, basic 132,322 166,737 132,322 166,737
Weighted-average common share and units outstanding, diluted 132,322 166,737 132,322 166,737
v3.25.2
Condensed Consolidated Statements of Equity (Unaudited) - USD ($)
$ in Thousands
Total
Common Stock
Additional Paid-In Capital
Members' Equity
Accumulated Deficit
Accumulated Other Comprehensive Income
Beginning Balance at Dec. 31, 2023 $ 182,460     $ 203,422 $ (21,038) $ 76
Distributions (37)     (37)    
Share-based compensation 251     251    
Net income 2,122       2,122  
Ending Balance at Mar. 31, 2024 184,796     203,636 (18,916) 76
Beginning Balance at Dec. 31, 2023 182,460     203,422 (21,038) 76
Share-based compensation 497          
Net income 6,726          
Ending Balance at Jun. 30, 2024 189,607     203,844 (14,312) 75
Beginning Balance at Mar. 31, 2024 184,796     203,636 (18,916) 76
Distributions (38)     (38)    
Share-based compensation 246     246    
Net income 4,604       4,604  
Other Comprehensive loss (1)         (1)
Ending Balance at Jun. 30, 2024 189,607     203,844 (14,312) 75
Beginning Balance at Dec. 31, 2024 195,996     204,258 (8,337) 75
Share-based compensation 1,410     1,410    
Contributions 1,474     1,474    
Conversion of member's equity into common stock in initial public offering   $ 124 $ 207,018 (207,142)    
Conversion of member's equity into common stock in initial public offering, shares   123,754,000        
Issuance of common stock in initial public offering, net 154,836 $ 8 154,828      
Issuance of common stock in initial public offering, net, shares   8,421,000        
Net income (4,798)       (4,798)  
Ending Balance at Mar. 31, 2025 348,918 $ 132 361,846   (13,135) 75
Ending balance, shares at Mar. 31, 2025   132,175,000        
Beginning Balance at Dec. 31, 2024 195,996     $ 204,258 (8,337) 75
Share-based compensation 1,410          
Net income 2,009          
Ending Balance at Jun. 30, 2025 361,477 $ 132 367,598   (6,328) 75
Ending balance, shares at Jun. 30, 2025   132,322,000        
Beginning Balance at Mar. 31, 2025 348,918 $ 132 361,846   (13,135) 75
Beginning balance, shares at Mar. 31, 2025   132,175,000        
Issuance of common stock upon acquisition of Industrial Solid Propulsion 5,752   5,752      
Issuance of common stock upon acquisition of Industrial Solid Propulsion, shares   147,000        
Net income 6,807       6,807  
Ending Balance at Jun. 30, 2025 $ 361,477 $ 132 $ 367,598   $ (6,328) $ 75
Ending balance, shares at Jun. 30, 2025   132,322,000        
v3.25.2
Condensed Consolidated Statements of Cash Flows - USD ($)
$ in Thousands
 6 Months Ended
Jun. 30, 2025
Jun. 30, 2024
Cash flows from operating activities    
Net income $ 2,009 $ 6,726
Adjustments to reconcile net income to net cash provided by (used in) operating activities    
Depreciation and amortization 19,176 15,656
Amortization of debt issuance costs 789 1,128
Non-cash interest expense and other non-cash adjustments 2,651 (332)
Deferred income taxes (718) (5,251)
Share-based compensation expenses 1,410 497
Changes in operating assets and liabilities    
Change in accounts receivable 936 3,373
Change in contract assets (26,369) (11,390)
Change in inventory (397) 5,839
Change in prepaids and other assets 10,148 (190)
Change in contract liabilities (10,066) (5,502)
Change in accounts payable, accruals and income taxes payable (18,865) (1,108)
Change in acquisition related accrued expenses (11,651)  
Net change in ROU assets and lease liabilities (8) (233)
Net cash provided by (used in) operating activities (30,955) 9,213
Cash flows from investing activities    
Purchases of property and equipment (8,669) (6,703)
Investment in convertible note (6,000)  
Acquisitions of businesses, net of cash acquired (126,279) (30,687)
Net cash flows used in investing activities (140,948) (37,390)
Cash flows from financing activities    
Net proceeds from issuance of common stock in initial public offering 153,808  
Finance lease payments (1,896) (1,098)
Proceeds from notes payable 375,000 35,000
Repayments of notes payable (337,115) (4,984)
Payments of debt issuance costs (6,541) (962)
Proceeds from revolving line of credit 30,000 17,000
Repayments of revolving line of credit (25,000) (17,500)
Repayment of debt assumed in ISP acquisition (1,919)  
Cash contributed from (distribution to) members 1,474 (76)
Net cash provided by financing activities 187,811 27,380
Net increase in cash and cash equivalents 15,908 (797)
Cash and cash equivalents, beginning 11,530 5,455
Cash and cash equivalents, ending 27,438 4,658
Supplemental Disclosures    
Cash paid during the period for interest 20,103 23,898
Cash paid during the period for income taxes, net of refunds 10,360 0
Supplemental Non-Cash Investing and Financing Activities    
Non-cash acquisition of finance lease right-of-use assets   4,087
Non-cash acquisition of operating lease right-of-use assets 1,342  
Acquisition of business included in liabilities 3,899  
Common stock issued in acquisition of business 5,752  
Acquisitions of property and equipment included in liabilities $ 854 1,010
Payment-in-kind interest expense   $ 333
v3.25.2
Pay vs Performance Disclosure - USD ($)
$ in Thousands
 3 Months Ended 6 Months Ended
Jun. 30, 2025
Mar. 31, 2025
Jun. 30, 2024
Mar. 31, 2024
Jun. 30, 2025
Jun. 30, 2024
Pay vs Performance Disclosure            
Net Income (Loss) $ 6,807 $ (4,798) $ 4,604 $ 2,122 $ 2,009 $ 6,726
v3.25.2
Insider Trading Arrangements
 3 Months Ended
Jun. 30, 2025
Trading Arrangements, by Individual  
Rule 10b5-1 Arrangement Adopted false
Non-Rule 10b5-1 Arrangement Adopted false
Rule 10b5-1 Arrangement Terminated false
Non-Rule 10b5-1 Arrangement Terminated false
Rule 10b5-1 Arrangement Modified false
Non-Rule 10b5-1 Arrangement Modified false
v3.25.2
Formation and Nature of Business Operations
 6 Months Ended
Jun. 30, 2025
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Formation and Nature of Business Operations
1.
Formation and Nature of Business Operations

Karman Holdings Inc. (the “Company”) conducts business as Karman Space and Defense (“Karman”). Karman’s predecessor, TCFIII Spaceco Holdings LLC, was formed in August 2020 and, in connection with the Company’s initial public offering, converted into a Delaware corporation as Karman Holdings Inc. Karman is headquartered in Huntington Beach, California. It currently operates seven subsidiaries in Brea, California, El Monte, California, Huntington Beach, California, Mukilteo, Washington, Wilsonville Oregon, Albany, Oregon, Ogden, Utah and Cedar City, Utah.

Karman specializes in the rapid design, development and production of critical, next-generation system solutions for launch vehicle, satellite, spacecraft, missile defense, hypersonic and Unmanned Aircraft Systems (“UAS”) customers. Karman’s integrated payload protection, propulsion, and interstage system solutions are deployed across a wide variety of existing and emerging programs supporting important Department of Defense (“DoD”) and space sector initiatives.

As of June 30, 2025, Karman’s seven wholly-owned subsidiaries are:

1.
Aerospace Engineering, LLC (“AEC”), a limited liability company, purchased August 28, 2020
2.
AMRO Fabricating Corporation (“AMRO”), a C-corporation, purchased October 28, 2020
3.
American Automated Engineering, Inc. (“AAE”), a C-corporation, purchased December 21, 2020
4.
Systima Technologies, Inc. (“Systima”), a C-corporation, purchased September 14, 2021
5.
Rapid Machine Solutions – Wolcott Design Services, LLC (“RMS”), a limited liability company, purchased February 16, 2024
6.
Metal Technology Inc. (“MTI”), a limited liability company, purchased April 2, 2025
7.
Industrial Solid Propulsion (“ISP”), an S-corporation, purchased May 28, 2025

Initial Public Offering

On February 12, 2025 the Company’s Registration Statement on Form S-1 for its initial public offering (the “IPO”) was declared effective. Prior to the effectiveness of the IPO, the Company was a Delaware limited liability company named TCFIII Spaceco Holdings LLC. On February 12, 2025, the Company converted into a Delaware corporation and changed the name to Karman Holdings Inc. Pursuant to the conversion, all outstanding equity interests and all outstanding P Units were converted into an aggregate of 123.8 million shares of common stock of Karman Holdings Inc.

On February 14, 2025, the Company completed the IPO of 26.5 million shares of its common stock at a public offering price of $22.00 per share, of which, 8.4 million shares were sold by the Company. The aggregate net proceeds from the offering, after deducting underwriting discounts and commissions, payments to Phantom Unit holders and other offering expenses, were approximately $147.3 million. See Note 9 and Note 10 for details.

v3.25.2
Summary of Significant Accounting Policies
 6 Months Ended
Jun. 30, 2025
Accounting Policies [Abstract]  
Summary of Significant Accounting Policies
2.
Summary of Significant Accounting Policies

Basis of Presentation

The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and include all adjustments necessary for the fair presentation of the Company’s financial position for the periods presented.

These unaudited interim condensed consolidated financial statements have been prepared on the same basis as the annual financial statements and, in the opinion of management, include all adjustments of a normal recurring nature necessary to present fairly, in all material respects, the Company’s financial position, results of operations and cash flows. These unaudited condensed financial statements should be read in conjunction with the financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024. Operating results for the three-month periods presented are not necessarily indicative of the results to be expected for the full year.

Use of Estimates

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from these estimates. Management periodically evaluates estimates used in the preparation of the financial statements for continued reasonableness. Appropriate adjustments, if any, to estimates are made prospectively based upon such periodic evaluations. It is reasonably possible that changes may occur in the near term that would affect managements’ estimates with respect to revenue recognition, estimates of cost to complete contracts, allowance for credit losses, share-based payments, accrued expenses, inventory, deferred taxes, property and equipment and valuation of net assets acquired in business combinations, and the impairment assessment of goodwill and intangible assets.

Revenue and Costs Recognition

The Company recognizes revenue for each separately identifiable performance obligation in a contract representing a promise to transfer a distinct good to a customer. In most cases, goods provided under the Company’s contracts are accounted for as a single performance obligation due to the complex and integrated nature of its products. These contracts generally require significant integration of a group of goods to deliver a combined output. Warranties are provided on certain contracts, but do not typically provide for services beyond standard assurances and are therefore not considered to be a separate performance obligation. Assets recognized from costs to obtain or fulfill a contract are not material. Payment terms are typically forty-five days, but may vary.

The Company generates revenue under a range of contract types including fixed-price, time and material and cost-plus fixed fee contracts. Substantially all revenue is recognized as control is transferred to the customer over time based on an input measure of progress based on costs incurred compared to estimated total costs at completion. In general, the Company’s contracts contain termination clauses that entitle the Company to payment for work performed to-date for goods that do not have an alternative use. Amounts recoverable in the event of terminations include reasonable profit margins. Control is effectively transferred as the Company performs its contractual obligations.

The Company generally recognizes revenues over time using the input method, measured by the percentage of total costs incurred to-date to estimated total anticipated costs for each contract. This method is used because the Company considers total costs to be the best available measure of satisfaction of its performance obligations. Use of the input method requires the Company to make reasonable estimates regarding the revenue and costs associated with the design, manufacture, and delivery of its products. The Company estimates profit on these contracts as the difference between total estimated revenues and total estimated costs at completion (EAC) and recognizes profit as costs are incurred. Significant judgment is used to estimate total costs at completion. EAC’s are estimated using historical actual margins as a percentage of revenue, applied to open jobs. Unforeseen events and circumstances can alter the estimate of the costs and potential benefits associated with a particular contract.

The nature of Company’s business can give rise to significant contract modifications, which can impact performance obligations and transaction price. A contract modification exists when the parties to a contract agree to a change in the scope and/or price of a contract. Contracts are often modified for changes in contract specifications or requirements. Most of the Company’s contract modifications are for goods that are not distinct in the context of the contract and are therefore accounted for as part of the original performance obligation through a cumulative catch-up adjustment.

Contract costs include all direct material and labor costs and those indirect costs related to contract performance, such as payroll taxes, employee benefits, equipment rental, indirect labor, rent, workers’ compensation insurance, utilities, and shop supplies. General operating, selling, and administrative costs are charged to expense as incurred. Provisions for estimated losses on uncompleted contracts are made in the period in which such losses are determined. Changes in job performance, job conditions, estimated profitability, and final contract settlements may result in revisions to costs and income and are recognized in the period in which the revisions are determined.

As of June 30, 2025, the Company had $513.7 million of remaining performance obligations. The Company expects to recognize approximately 38.6% of the remaining performance obligations as revenue in 2025, 34.0% in 2026, and 27.4% thereafter.

The timing of Company billings is generally dependent upon agreed-upon contractual terms, milestone billings based on the completion of certain phases of the work, or when products are provided. Billing can occur prior to revenue recognition, resulting in deferred revenue or subsequent to revenue recognition, resulting in unbilled revenue. The asset, “contract assets” represents revenues recognized in excess of amounts billed. These contract assets are not considered a significant financing component of the Company’s contracts as the payment terms are intended to protect the customer in the event the Company does not fulfill its obligations under the contract. The liability, “contract liabilities” represents amounts billed in excess of revenues recognized. Contract liabilities are not a

significant financing component as they are generally utilized to pay for contract costs within a one-year period or are used to ensure the customer meets contractual requirements.

The following table summarizes our contract assets and liabilities:

 

 

June 30,
2025

 

 

December 31,
2024

 

 

 

(in thousands)

 

Accounts receivable

 

$

57,902

 

 

$

55,220

 

Contract assets

 

$

133,590

 

 

$

107,222

 

Contract liabilities

 

$

19,897

 

 

$

29,868

 

 

Changes in contract assets and contract liabilities are primarily due to the timing of payments from customers and the Company satisfying performance obligations during the normal course of business. The amount of revenue recognized from changes in the transaction price associated with performance obligations satisfied in prior year during the period ended June 30, 2025 and December 31, 2024 was not material. The following table summarizes the changes in contract assets and contract liabilities for the periods ended June 30, 2025 and December 31, 2024:

 

 

 

 

 

 

 

June 30,
2025

 

 

December 31,
2024

 

 

 

(in thousands)

 

Contract assets, beginning of period

 

$

107,222

 

 

$

89,184

 

Contract assets recorded during the period

 

 

100,777

 

 

 

96,433

 

Reclassified to accounts receivable during the period

 

 

(74,409

)

 

 

(78,395

)

Contract assets, end of period

 

$

133,590

 

 

$

107,222

 

 

 

 

 

 

 

 

June 30,
2025

 

 

December 31,
2024

 

 

 

(in thousands)

 

Contract liabilities, beginning of period

 

$

29,868

 

 

$

36,074

 

Customer advances received or billed

 

 

14,505

 

 

 

19,914

 

Recognition of unearned revenue

 

 

(24,476

)

 

 

(26,120

)

Contract liabilities, end of period

 

$

19,897

 

 

$

29,868

 

The Company’s contracts with customers relate to the design, manufacturing and delivery of its products in the following markets:

•
Hypersonic and Strategic Missile Defense – Hypersonic missiles, large diameter missile deterrent technologies and intercontinental strategic missile defense systems
•
Space and Launch – Traditional and new space launch rocket systems, space capsules, vehicles and payloads
•
Tactical Missiles and Integrated Defense Systems – Precision guided missiles, small diameter rocket and missile technologies and integrated defense systems

Substantially all of the Company’s customers are government or commercial enterprises based in the United States.

The following table presents our disaggregated revenue and revenue growth by end-markets for the three and six months ended June 30, 2025 and 2024, respectively:

 

 

Three Months Ended June 30,

 

 

 

2025

 

 

% of Revenue

 

 

2024

 

 

% of Revenue

 

 

% Change

 

 

 

(in thousands, except percent)

 

Hypersonics & Strategic Missile Defense

 

$

34,960

 

 

 

30.4

%

 

$

28,741

 

 

 

33.8

%

 

 

21.6

%

Space & Launch

 

 

39,597

 

 

 

34.4

%

 

 

28,512

 

 

 

33.5

%

 

 

38.9

%

Tactical Missiles & Integrated Defense Systems

 

 

40,540

 

 

 

35.2

%

 

 

27,786

 

 

 

32.7

%

 

 

45.9

%

Total Revenue

 

$

115,097

 

 

 

100.0

%

 

$

85,039

 

 

 

100.0

%

 

 

35.3

%

 

 

 

 

Six Months Ended June 30,

 

 

 

2025

 

 

% of Revenue

 

 

2024

 

 

% of Revenue

 

 

% Change

 

 

 

(in thousands, except percent)

 

Hypersonics & Strategic Missile Defense

 

$

65,016

 

 

 

30.2

%

 

$

53,563

 

 

 

31.9

%

 

 

21.4

%

Space & Launch

 

 

73,468

 

 

 

34.1

%

 

 

58,768

 

 

 

35.0

%

 

 

25.0

%

Tactical Missiles & Integrated Defense Systems

 

 

76,737

 

 

 

35.7

%

 

 

55,714

 

 

 

33.2

%

 

 

37.7

%

Total Revenue

 

$

215,221

 

 

 

100.0

%

 

$

168,045

 

 

 

100.0

%

 

 

28.1

%

Contract Estimates

The Company recognizes changes in contract estimates on a cumulative “catch-up” basis in the period in which the changes are identified. Such changes in contract estimates can result in the recognition of revenue in a current period for performance obligations that were satisfied or partially satisfied in a prior period. Changes in contract estimates may also result in the reversal of previously recognized revenue if the current estimate differs from the previous estimate. If at any time the estimate of contract profitability indicates an anticipated loss on the contract, the Company recognizes the total loss in the condensed consolidated statements of operations in the period in which it is identified. During the period ended June 30, 2025 and 2024, changes in accounting estimates on revenue recognition was immaterial.

Inventory

The Company determines the cost basis for inventory using the lower of cost or net realizable value. Cost is determined by using the weighted average method. As of June 30, 2025, the balance of raw materials and work in progress was $11.5 million and $2.5 million, respectively, and as of December 31, 2024, the balance of raw materials and work in progress was $9.5 million and $0.4 million, respectively.

Prepaid and other current assets

Within prepaid and other current assets, the Company recognizes prepaid expenses for prepayments for goods that are expected to be consumed within 12 months.

The following table summarizes our prepaid and other current assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

June 30,
2025

 

 

December 31,
2024

 

 

 

(in thousands)

 

Deferred offering costs

 

$

—

 

 

$

12,202

 

Other prepaid and current assets

 

 

8,382

 

 

 

5,654

 

Prepaid and other current assets

 

$

8,382

 

 

$

17,856

 

Accounts Receivable and Credit Loss Reserves

Accounts receivable comprise unsecured amounts due from customers and presented net of any allowance for credit losses. The Company recognizes its estimate of expected losses on accounts receivable within the scope of the current expected credit losses (“CECL”) model under ASC 326. All accounts receivable balances 180 days beyond the contractual due date will be reserved at 50% and balances one year beyond the contractual due date will be reserved at 100%. For contract assets, the Company establishes a reserve for contract assets when a job exceeds a certain length of inactivity unless there is persuasive evidence the balance will still be

recoverable. The following table summarizes the allowance for credit losses for the periods ended June 30, 2025 and December 31, 2024:

 

 

June 30,
2025

 

 

December 31,
2024

 

 

 

(in thousands)

 

Allowance for credit losses, beginning balance

 

$

(712

)

 

$

(1,039

)

Credit loss recoveries (expenses)

 

 

(10

)

 

 

(268

)

Write-offs

 

 

46

 

 

 

595

 

Allowance for credit losses, ending balance

 

$

(676

)

 

$

(712

)

Other Current Liabilities

Within other current liabilities, the Company recognizes certain accrued expenses and liabilities due within 12 months. The following table summarizes our other current liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

 

June 30,
2025

 

 

December 31,
2024

 

 

 

(in thousands)

 

Accrued offering costs

 

$

1,028

 

 

$

11,720

 

Earnout liability

 

 

3,899

 

 

 

—

 

Other accrued expenses and current liabilities

 

 

876

 

 

 

767

 

Other current liabilities

 

$

5,803

 

 

$

12,487

 

Concentration of Credit Risk

Revenue from a few customers will typically represent a significant portion of the Company’s total revenue in any given fiscal year.

For the six months ended June 30, 2025, the Company had three customers with greater than 10% of the Company’s revenues, these customers comprised 23.2%, 12.6% and 11.7% of the Company’s total revenues during the year.

For the six months ended June 30, 2024, the Company had two customers with greater than 10% of the Company’s revenues, these customers comprised 28.4% and 11.6% of the Company’s total revenues during the year.

As of June 30, 2025, these three customers accounted for 45.9% of accounts receivable. As of December 31, 2024, these three customers accounted for 58.7% of accounts receivable.

No single supplier accounted more than 10% of accounts payable as of June 30, 2025. One supplier accounted for approximately 19.6% of accounts payable as of December 31, 2024.

Share-Based Compensation

The Company accounts for share-based compensation under the fair value recognition provisions of ASC 718, Compensation - Stock Compensation. Under the fair value provisions, share-based compensation cost is measured at the grant date based on the fair value of the award and is recognized as expense over the requisite vesting period.

Net Income (Loss) Per Common Share or Common Unit

The Company uses the two-class method in calculating earnings per unit when it issues securities other than common units that contractually entitle the holder to participate in distributions and earnings of the Company. The Company historically issued Profit Interest Units (PIUs) in the form of Class P LLC Membership Units (“P Units”) that, once vested, participate in its distributions and earnings after the common units receive their return of capital plus a specified threshold amount. For the six months ended June 30, 2024, because the Company’s undistributed or distributed earnings did not exceeded the P Units’ thresholds, no earnings were allocated to the P Units in the computation of basic and diluted earnings per unit.

The Company presents both basic and diluted earnings per share and per unit amounts. Basic earnings per share and per unit is computed by dividing the net income attributable to common shares or common units by the weighted-average number of shares or units outstanding during the period.

Diluted earnings per share or per unit represents net income divided by the weighted-average number of shares or units outstanding, inclusive of the effect of dilutive units and contingently issuable shares or units. For the six months ended June 30, 2025 and 2024, the Company had no potentially dilutive securities.

Recently Issued Accounting Pronouncements

Recently Issued Accounting Pronouncements Adopted

In March 2024, the FASB issued ASU 2024-01, Compensation-Stock Compensation (Topic 718): Scope Application of Profits Interest and Similar Awards. This update clarifies the scope of “Profit Interest” and similar awards and adds an illustrative example to the existing ASC 718 standard that includes four fact patterns to demonstrate how an entity should apply the scope guidance in paragraph 718-10-15-3 to determine whether a profits interest award should be accounted for in accordance with Topic 718. The amendments in this ASU are effective for annual periods beginning after December 15, 2024, and interim periods within those annual periods. Early adoption is permitted for interim and annual financial statements not yet issued or made available for issuance. The amendments in this ASU should be applied either (1) retrospectively to all prior periods presented in the financial statements or prospectively to profits interest and similar awards granted or (2) modified on or after the date at which the entity first applies the amendments. On January 1, 2025, the Company retrospectively adopted ASU 2024-01. The standard did not have any material impact on the Company’s financial position, results of operations or cash flows.

Investments and Fair Value Measurements

The Company applies the provisions under ASC 820, Fair Value Measurements, for financial assets and liabilities that are remeasured and reported at fair value each reporting period, and for nonfinancial assets and liabilities that are remeasured and reported at fair value on a nonrecurring basis. ASC 820 establishes a three-level valuation hierarchy for disclosure of fair value measurements. Where quoted market prices for identical assets and liabilities are available in active markets, securities are classified in Level 1 of the valuation hierarchy. Level 1 securities include exchange traded securities and mutual funds for which there are quoted prices in active markets. If quoted market prices are not available for the specific security, but are based on other observable inputs, then fair values are estimated by using pricing models, quoted prices of securities with similar characteristics or discounted cash flows and would generally be classified within Level 2 of the valuation hierarchy. Level 3 securities are securities where the inputs to the valuation methodology are unobservable inputs based on best estimates of inputs market participants that would be used in pricing the asset or liability as of the measurement date, including assumptions about risk. There were no transfers between Level 1, Level 2, or Level 3 for the six months ended June 30, 2025 or 2024.

On February 27, 2025, the Company invested $6.0 million in an unrelated party (the “Issuer”) in the form of a convertible promissory note (the “Note”). The Note will mature on the fifth anniversary of the Note’s issuance, bears no interest and is convertible into the Issuer’s shares prior to the maturity date at the Company’s discretion or upon the occurrence of certain future events. The Note was accounted for as available-for-sale debt instrument measured at fair value and recorded in Other assets. The fair value of this Note is classified within level 3 of the fair value hierarchy. As of June 30, 2025, the fair value of the Note approximates its carrying amount.

v3.25.2
Property and Equipment
 6 Months Ended
Jun. 30, 2025
Property, Plant and Equipment [Abstract]  
Property and Equipment
3.
Property and Equipment

Property and equipment consisted of the following as of June 30, 2025 and December 31, 2024:

 

 

 

June 30,
2025

 

 

December 31,
2024

 

 

 

(in thousands)

 

Land and buildings

 

$

6,611

 

 

$

—

 

Machinery and equipment (7-10 year assets)

 

 

74,568

 

 

 

59,669

 

Vehicles (5 year assets)

 

 

162

 

 

 

48

 

Office furniture and equipment (5-7 year assets)

 

 

1,316

 

 

 

1,253

 

Computer systems (3 year assets)

 

 

2,766

 

 

 

2,532

 

Leasehold improvements (life tied to lease duration)

 

 

17,402

 

 

 

14,201

 

Construction in process

 

 

9,200

 

 

 

10,129

 

Total property and equipment

 

 

112,025

 

 

 

87,832

 

Less accumulated depreciation

 

 

(32,753

)

 

 

(26,952

)

Property and equipment, net

 

$

79,272

 

 

$

60,880

 

Depreciation expense for the three months ended June 30, 2025 and 2024 was $3.0 million and $2.3 million, respectively, of which, $2.8 million and $2.0 million was recorded in cost of goods sold, respectively, and the remainder in operating expenses in the accompanying unaudited condensed consolidated statements of operations.

Depreciation expense for the six months ended June 30, 2025 and 2024 was $5.8 million and $4.4 million, respectively, of which, $5.5 million and $3.9 million was recorded in cost of goods sold, respectively, and the remainder in operating expenses in the accompanying unaudited condensed consolidated statements of operations.
v3.25.2
Business Combination
 6 Months Ended
Jun. 30, 2025
Business Combinations [Abstract]  
Business Combination
4.
Business Combination

RMS acquisition

On February 16, 2024 (the “RMS Acquisition Date”), the Company acquired 100% of the equity interests of Rapid Machining Solutions - Wolcott Design Services (RMS) pursuant to the terms of a Securities Purchase Agreement (the “RMS Agreement”) in exchange for cash consideration (the “RMS Acquisition”). The primary purpose of the business combination was to create synergies based on RMS’s expertise in Aviation and Aerospace industry and expand the Company’s design and manufacturing capabilities.

The RMS Acquisition was accounted for as a business combination under ASC 805 using the acquisition method of accounting. The assets and liabilities acquired, affected for adjustments to reflect fair values assigned to assets purchased and liabilities assumed, and results of operations, are included in the Company’s condensed consolidated financial statements from the RMS Acquisition Date. The Company recorded the acquired tangible and identifiable intangible assets and assumed liabilities based on their estimated fair values at the acquisition date as required under ASC 805. As of February 15, 2025, the valuation of the acquired assets and assumed liabilities has been completed.

To fund the RMS Acquisition, the Company increased its TCW Term Note by $35.0 million. The fair value of the total purchase consideration transferred was $31.3 million in cash. The RMS Acquisition does not have any contingent consideration arrangements.

The Company also incurred $1.6 million of direct acquisition-related expenses, recognized as general, and administrative expenses on the accompanying unaudited condensed consolidated statements of operations for the six months ended June 30, 2024.

The following table sets forth the estimated fair values of the assets acquired, and liabilities assumed in connection with the RMS Acquisition:

 

 

Total Amount

 

Assets Acquired

 

(in thousands)

 

Cash and cash equivalents

 

$

44

 

Accounts receivable

 

 

2,312

 

Prepaid expenses

 

 

5

 

Inventory

 

 

828

 

Property plant and equipment

 

 

2,987

 

Customer backlogs

 

 

5,300

 

Customer relationships

 

 

13,000

 

Right of use lease assets

 

 

348

 

Total assets acquired

 

$

24,824

 

 

 

 

 

Accounts payable

 

$

857

 

Accrued liabilities

 

 

157

 

Lease liabilities, current

 

 

12

 

Lease liabilities, non-current

 

 

336

 

Total liabilities assumed

 

$

1,362

 

 

 

 

 

Goodwill

 

$

7,872

 

Fair Value of Consideration

 

$

31,334

 

The excess of the purchase price over the fair value of the net identifiable tangible and intangible assets was recorded as goodwill and is fully deductible for tax purposes. The components of goodwill do not qualify as a separately recognized intangible asset.

Below is a summary of the intangible assets acquired in the RMS Acquisition:

 

 

Acquisition Date
Fair Value

 

 

Estimated Life

 

Intangible Asset

 

(in thousands)

 

 

(in years)

 

Customer Backlog

 

$

5,300

 

 

 

2.5

 

Customer Relationships

 

$

13,000

 

 

 

16.0

 

The fair value for both the customer backlog and the customer relationships were determined using the multi-period excess earnings method (“MPEEM”). This method reflects the present value of the operating cash flows generated by the intangible assets after considering the cost to realize the revenue, and an appropriate discount rate to reflect the time value and risk associated with the invested capital. In total, the intangible assets acquired subject to amortization have a weighted average life of 12.1 years.

MTI acquisition

On April 2, 2025 (the “MTI Acquisition Date”), the Company, through its indirect wholly-owned subsidiary Karman Parent LLC (“Karman Parent”), acquired all the issued and outstanding membership interests and other equity interests of MTI Metal Technology Inc., pursuant to the terms of a Securities Purchase Agreement (the “MTI Agreement”) in exchange for cash consideration (the “ MTI Acquisition”). The acquisition of MTI expands the Company’s capabilities in advanced materials and is expected to strengthen its position in the strategic missile defense market through enhanced product offerings and customer relationships.

The MTI Acquisition met the requirements to be considered a business combination under ASC 805. The assets and liabilities acquired, affected for adjustments to reflect fair values assigned to assets purchased and liabilities assumed, and results of operations, are included in the Company’s condensed consolidated financial statements from the MTI Acquisition Date. The Company recorded the acquired tangible and identifiable intangible assets and assumed liabilities based on their estimated fair values at the acquisition date as required under ASC 805.

The MTI Acquisition was funded by the Company’s new Citi credit facilities and was accounted for using the acquisition method of accounting. The fair value of the total purchase consideration transferred was $82.3 million. The MTI Acquisition does not have any contingent consideration arrangements.

The Company also incurred $1.4 million of direct acquisition-related expenses, recognized as general, and administrative expenses on the condensed consolidated statements of operations for the three and six months ended June 30, 2025.

The following table sets forth the preliminary allocation, as of June 30, 2025, of the fair value of the assets acquired and liabilities assumed in connection with the MTI Acquisition:

 

 

Total Amount

 

Assets Acquired

 

(in thousands)

 

Cash and cash equivalents

 

$

2,230

 

Accounts receivable, net

 

 

2,734

 

Inventory

 

 

3,258

 

Prepaid and other current assets

 

 

173

 

Property, plant and equipment

 

 

10,672

 

Intangible assets, net

 

 

30,700

 

Right of use lease assets

 

 

715

 

Total assets acquired

 

$

50,482

 

 

 

 

 

Accounts payable

 

 

374

 

Accrued payroll and related expenses

 

 

10,815

 

Lease liabilities, current

 

 

113

 

Lease liabilities, non-current

 

 

602

 

Other current liabilities

 

 

461

 

Total liabilities assumed

 

$

12,365

 

 

 

 

 

Goodwill

 

$

44,196

 

Fair Value of Consideration

 

$

82,313

 

The excess of the purchase price over the fair value of the net identifiable tangible and intangible assets was recorded as goodwill and is fully deductible for tax purposes. The components of goodwill do not qualify as a separately recognized intangible asset.

Below is a summary of the intangible assets acquired in the MTI Acquisition:

Intangible Asset

 

Acquisition
Date Fair Value
(in thousands)

 

 

Estimated Life
(Years)

 

Customer Relationships

 

$

19,700

 

 

 

14.0

 

Backlog

 

 

3,600

 

 

 

2.7

 

Know-How

 

$

7,400

 

 

 

7.0

 

Total Intangible Assets Acquired

 

$

30,700

 

 

 

 

The fair value for trade name and developed technology was determined using the relief from royalty method and the fair values of customer relationships and backlog was determined using the multi-period excess earnings method. In total, the intangible assets acquired subject to amortization have a weighted average useful life of 11.0 years.

Net revenue and net income from this acquisition has been included in the Consolidated Statements of Operations from the acquisition date through the end of the three months ended June 30, 2025, and the impact of the acquisition to the ongoing operations on the Company’s net revenue and net income was not significant. Supplemental pro forma results of operations have not been presented because they were not material to the condensed consolidated results of operations.

ISP acquisition

On May 28, 2025 (the “ISP Acquisition Date”), the Company completed its acquisition of Industrial Solid Propulsion (“ISP”) pursuant to a Securities Purchase Agreement (the “ISP Agreement”), under which the Company purchased all issued and outstanding equity interests in ISP and related real estate of ISP, for approximately $50 million in cash and 147,842 shares of common stock of the Company and a $5.0 million potential earnout (the “Earnout”), subject to satisfaction or waiver of certain customary closing adjustments. The ISP Agreement contains customary representations, warranties and covenants of the parties. The acquisition of ISP expands the Company’s capabilities in small-diameter solid propellant and energetic propulsion systems, strengthening its position in the UAS and missile defense markets through proprietary technologies and integrated manufacturing expertise.

The ISP Acquisition met the requirements to be considered a business combination under ASC 805. The assets and liabilities acquired, affected for adjustments to reflect fair values assigned to assets purchased and liabilities assumed, and results of operations, are included in the Company’s condensed consolidated financial statements from the ISP Acquisition Date. The Company recorded the acquired tangible and identifiable intangible assets and assumed liabilities based on their estimated fair values at the acquisition date as required under ASC 805.

The ISP Acquisition was funded by increasing the Company’s term note and was accounted for using the acquisition method of accounting. The fair value of the total purchase consideration transferred was $58.6 million, of which $52.9 million represents cash consideration, $5.7 million represents the fair value of the equity consideration as of the ISP Acquisition Date. Of the $52.9 million cash consideration, $3.9 million represents the fair value of the Earnout, which was recorded in other current liabilities on the unaudited condensed balance sheets. The earnout liability was estimated using a Monte Carlo simulation under a risk-neutral framework, based on the average present value of the simulated earnout payments. The Earnout provides for a cash payment equal to $5.0 million to the seller of ISP, contingent upon the achievement of specified Adjusted EBITDA threshold for the twelve months ended December 31, 2025, as defined in the ISP Agreement. If the Adjusted EBITDA threshold is achieved, the Earnout is expected to be paid in 2026.

The Company also incurred $1.2 million of direct acquisition-related expenses, recognized as general, and administrative expenses on the condensed consolidated statements of operations for the three and six months ended June 30, 2025.

The following table sets forth the preliminary allocation, as of June 30, 2025, of the fair value of the assets acquired and liabilities assumed in connection with the ISP Acquisition:

 

 

Total Amount

 

Assets Acquired

 

(in thousands)

 

Cash and cash equivalents

 

$

2,791

 

Accounts receivable, net

 

 

883

 

Inventory

 

 

1,202

 

Prepaid and other current assets

 

 

39

 

Property, plant and equipment

 

 

4,239

 

Intangible assets, net

 

 

21,400

 

Total assets acquired

 

$

30,554

 

 

 

 

 

Accounts payable

 

 

279

 

Accrued payroll and related expenses

 

 

2,122

 

Contract liabilities

 

 

95

 

Long-term notes payable, net of current portion and net of debt issuance costs

 

 

1,919

 

Total liabilities assumed

 

$

4,415

 

 

 

 

 

Goodwill

 

$

32,498

 

Fair Value of Consideration

 

$

58,637

 

The excess of the purchase price over the fair value of the net identifiable tangible and intangible assets was recorded as goodwill and is fully deductible for tax purposes. The components of goodwill do not qualify as a separately recognized intangible asset.

Below is a summary of the intangible assets acquired in the ISP Acquisition:

Intangible Asset

 

Acquisition
Date Fair Value
(in thousands)

 

 

Estimated Life
(Years)

 

Customer Relationships

 

$

13,500

 

 

 

10.0

 

Backlog

 

 

1,900

 

 

 

1.6

 

Know-How

 

$

6,000

 

 

 

15.0

 

Total Intangible Assets Acquired

 

$

21,400

 

 

 

 

The fair value for developed technology was determined using the relief from royalty method and the fair values of customer relationships and backlog was determined using the multi-period excess earnings method. In total, the intangible assets acquired subject to amortization have a weighted average useful life of 10.7 years.

Net revenue and net income from this acquisition has been included in the Consolidated Statements of Operations from the acquisition date through the end of the three months ended June 30, 2025, and the impact of the acquisition to the ongoing operations on the Company’s net revenue and net income was not significant. Supplemental pro forma results of operations have not been presented because they were not material to the condensed consolidated results of operations.
v3.25.2
Goodwill and Intangibles
 6 Months Ended
Jun. 30, 2025
Goodwill and Intangible Assets Disclosure [Abstract]  
Goodwill and Intangibles
5.
Goodwill and Intangibles

The table below summarizes the changes in the Company’s goodwill balances:

 

 

Total Goodwill

 

 

 

(in thousands)

 

Balance at January 1, 2024

 

$

217,274

 

Acquisitions

 

 

7,872

 

Impairments

 

 

—

 

Balance at December 31, 2024

 

 

225,146

 

Acquisitions

 

 

76,694

 

Impairments

 

 

—

 

Balance at June 30, 2025

 

$

301,840

 

The table below summarizes the carrying amounts of the Company’s identifiable intangible assets as of June 30, 2025 and December 31, 2024, respectively:

 

 

 

As of June 30, 2025

 

 

Weighted Average Amortization Period

 

Gross Carrying Amount

 

 

Accumulated Amortization

 

 

Net Carrying Amount

 

 

(in years)

 

(in thousands)

 

Patents (9 years)

9.0

 

$

2,722

 

 

$

(926

)

 

$

1,796

 

Know-How (7.0 - 15.0 years)

10.5

 

 

15,686

 

 

 

(998

)

 

 

14,688

 

Customer Backlogs (1.0 - 7.5 years)

2.4

 

 

44,250

 

 

 

(36,794

)

 

 

7,456

 

Customer Relationships (10 - 19 years)

17

 

 

288,800

 

 

 

(61,596

)

 

 

227,204

 

Total Intangible Assets

 

 

$

351,458

 

 

$

(100,314

)

 

$

251,144

 

 

 

 

 

As of December 31, 2024

 

 

Weighted Average Amortization Period

 

Gross Carrying Amount

 

 

Accumulated Amortization

 

 

Net Carrying Amount

 

 

(in years)

 

(in thousands)

 

Patents (9 years)

9.0

 

$

2,722

 

 

$

(774

)

 

$

1,948

 

Know-How (10 years)

10.0

 

 

2,286

 

 

 

(585

)

 

 

1,701

 

Customer Backlogs (0.6-2.5 years)

2.4

 

 

38,750

 

 

 

(35,302

)

 

 

3,448

 

Customer Relationships (13 - 19 years)

17.6

 

 

255,600

 

 

 

(53,745

)

 

 

201,855

 

Total Intangible Assets

 

 

$

299,358

 

 

$

(90,406

)

 

$

208,952

 

Amortization expense was $5.5 million and $4.4 million for the three months ended June 30, 2025 and 2024, respectively, which was recorded in general and administrative expenses in the accompanying unaudited condensed consolidated statement of operations.

Amortization expense was $9.9 million and $8.3 million for the six months ended June 30, 2025 and 2024, respectively, which was recorded in general and administrative expenses in the accompanying unaudited condensed consolidated statement of operations.
v3.25.2
Debt
 6 Months Ended
Jun. 30, 2025
Debt Disclosure [Abstract]  
Debt
6.
Debt

Notes Payable

On April 1, 2025, the Company entered into a new Credit Agreement (the “Citi Credit Agreement”) by and among Karman, the lenders from time to time party thereto and Citibank, N.A. (“Citi”), as the administrative agent for the lenders, and, substantially contemporaneously therewith, certain direct and indirect subsidiaries of Karman terminated all outstanding commitments and repaid all outstanding obligations under the previous TCW Credit Agreement. This transaction resulted in the extinguishment of the previous TCW Term Note and facilities under the TCW Credit Agreement and the issuance of a new $300.0 million term loan and $50.0 million revolving line of credit. The new term loan will mature on April 1, 2032 and the new revolving line of credit will mature on April 1, 2030.

On May 27, 2025, the Company increased its Citi Term Note by $75 million to fund the acquisition of ISP. All other terms and conditions of the Citi Credit Agreement remain unchanged.

The Company’s notes payable consisted of the following as of June 30, 2025 and December 31, 2024:

 

 

 

 

June 30,

 

 

December 31,

 

 

2025

 

 

2024

 

 

(in thousands)

 

Term Note

$

375,000

 

 

$

326,662

 

Seller Note

 

—

 

 

 

10,452

 

Total notes payable

 

375,000

 

 

 

337,114

 

Issuance costs

 

(6,337

)

 

 

(3,054

)

Subtotal

 

368,663

 

 

 

334,060

 

Less: current portion of notes payable

 

(2,816

)

 

 

(7,140

)

Long-term notes payable

 

365,847

 

 

 

326,920

 

The Citi Term Note carries variable interest payments based on specified benchmark reference rates. Interest rates were 8.65% and 11.01% as of June 30, 2025 and December 31, 2024, respectively.

The Citi Credit Agreement contains a springing financial covenant that is tested on the last day of any testing fiscal quarter if and when the outstanding principal amount of revolving credit loans exceeds an applicable threshold. If the financial covenant is then in effect, the Company is required to maintain a Consolidated First Lien Net Leverage Ratio of less than or equal to 6.50 to 1.00. The financial covenant is also conditioned upon the Company’s requirement to deliver quarterly financial statements to the lender under the Citi Credit Agreement, which obligation commences with the fiscal quarter ending September 30, 2025. As a result, the financial covenant is not tested as of June 30, 2025.

The Company held a note payable to one of the sellers (the “Seller Note”) from a prior acquisition for $6.6 million. The note bears interest at 7.5% and is capitalized annually on the anniversary date of the acquisition. The Seller Note plus all capitalized interest amounts is due and payable March 22, 2026. In April 2025, the Company repaid outstanding principal and interest balance of $10.6 million. No principal and interest balance was outstanding as of June 30, 2025. The outstanding principal and interest balance as of December 31, 2024 was $10.5 million.

Revolving Line of Credit

The Company has a $50 million revolving line of credit under the Citi Credit Agreement to provide for working capital needs. On April 2, 2025, the Company drew $30.0 million from this revolving line of credit to fund the acquisition of MTI. Amount outstanding under the Citi revolving line of credit was $30.0 million as of June 30, 2025. As of December 31, 2024, amounts outstanding on the $25.0 million revolving line of credit under the TCW Credit Agreement was $25.0 million. The maturity date of the revolving line of credit under the TCW Credit Agreement was April 15, 2026.

The Company’s revolving line of credit carries variable interest payments based on specified benchmark reference rates. Borrowings under the line of credit bear interest based on the Secured Overnight Financing Rate (SOFR) and the Company’s leverage ratio. Interest rates were 8.65% and 11.01% as of June 30, 2025 and December 31, 2024, respectively.

Total interest expense related to the revolving line of credit, finance leases (Note 7) and notes payable amounted to $11.9 million and $13.4 million for the three months ended June 30, 2025 and 2024, respectively. Total interest expense was $23.7 million and $25.5 million for the six months ended June 30, 2025 and 2024, respectively. Through June 30, 2025, debt origination fees related to the Citi Term Note was $6.5 million, which are being amortized over the life of the loan using the straight-line method, as the difference between use of the effective interest and straight-line method is not material. Amortization of debt issuance cost related to the Citi Term Note of $0.2 million was recorded as part of interest expense for the three and six months ended June 30, 2025. Additionally, as a result of extinguishment of the TCW Term Note, the associated unamortized debt issuance cost of $2.5 million was written off and recorded as interest expense on the condensed consolidated statement of operations for the three and six months ended June 30, 2025.

Amortization of debt origination fees, related to the TCW Term Note, of $0.5 million and $1.1 million were recorded as part of interest expense for the three and six months ended June 30 2024, respectively.

No accrued interest was recorded under the Citi Credit Agreement or the TCW Credit Agreement as of June 30, 2025 and December 31, 2024.
v3.25.2
Lease Obligations
 6 Months Ended
Jun. 30, 2025
Leases [Abstract]  
Lease Obligations
7.
Lease Obligations

The Company has certain property leases, with former owners and members for facilities of the Company’s subsidiaries. Most of these leases are accounted for as finance leases except for facilities leased by AEC and a plane hangar leased by Systima, which are

accounted for as operating leases. Total lease payments amounted to $2.2 million and $2.9 million for the three months ended June 30, 2025 and 2024, respectively. Total lease payments amounted to $6.4 million and $5.3 million for the six months ended June 30, 2025 and 2024, respectively.

Consolidated Lease Summary

On a consolidated basis, lease activity for the three and six months ended June 30, 2025 and 2024 were as follows:

 

 

Three Months Ended June 30,

 

 

Six Months Ended June 30,

 

 

 

2025

 

 

2024

 

 

2025

 

 

2024

 

 

 

(in thousands)

 

Finance lease expense

 

 

 

 

 

 

 

 

 

 

 

 

Amortization of ROU assets

 

$

1,131

 

 

$

1,611

 

 

$

3,424

 

 

$

3,124

 

Interest on lease liabilities

 

 

1,095

 

 

 

1,671

 

 

 

3,363

 

 

 

3,305

 

Operating lease expense

 

 

386

 

 

 

422

 

 

 

1,065

 

 

 

844

 

Total

 

$

2,612

 

 

$

3,704

 

 

$

7,852

 

 

$

7,273

 

Amortization of ROU assets are included in the depreciation and amortization expense line of the accompanying unaudited condensed consolidated statements of operations.

On a consolidated basis, supplemental cash flow information for the six months ended June 30, 2025 and 2024 were as follows:

 

 

Six Months Ended June 30,

 

 

 

2025

 

 

2024

 

Cash paid for amounts included in the measurement of lease liabilities

 

(in thousands except percent and year)

 

Operating cash flows from finance leases

 

$

3,371

 

 

$

3,305

 

Financing cash flows from finance leases

 

$

1,896

 

 

$

1,098

 

Operating cash flows from operating leases

 

$

1,083

 

 

$

867

 

ROU assets obtained in exchange for new finance lease liabilities

 

$

—

 

 

$

4,087

 

ROU assets obtained in exchange for new operating lease liabilities

 

$

1,342

 

 

$

—

 

Weighted-average remaining lease term in years for finance leases

 

 

13.47

 

 

n/a

 

Weighted-average remaining lease term in years for operating leases

 

 

5.64

 

 

n/a

 

Weighted-average discount rate for finance leases

 

 

8.37

%

 

n/a

 

Weighted-average discount rate for operating leases

 

 

9.60

%

 

n/a

 
v3.25.2
Retirement Plans
 6 Months Ended
Jun. 30, 2025
Retirement Benefits [Abstract]  
Retirement Plans
8.
Retirement Plans

Employee Benefit Plan

The Company maintains 401(k) Plans for all employees who have completed three months of service and have reached age 18. Qualified employees may contribute up to 90% of their pre-tax annual compensation to this plan, not to exceed the dollar limit set by law. The Company may make discretionary matching contributions and discretionary non-elective contributions to this plan. There were contributions of $0.8 million and $0.6 million made to the plans during the three months ended June 30, 2025 and 2024 respectively. Retirement plan contribution expense is included within either Cost of Goods Sold or General and Administrative expenses on the condensed consolidated statement of operations, depending on the nature of the employee’s work.

v3.25.2
Membership Units
 6 Months Ended
Jun. 30, 2025
Equity [Abstract]  
Membership Units
9.
Membership Units

Prior to the IPO, the Company issued membership units both in conjunction with purchases of subsidiaries and to reflect further investment in the Company’s operations. The Company issued Class A, Class B, and Class C units with substantially identical rights, privileges and liquidation preferences. No member shall be liable for the debts, liabilities or obligations of the Company beyond the member’s contributions. Pursuant to the Third Amended and Restated Limited Liability Company Agreement of TCFIII Spaceco Holdings LLC, such membership units entitled unitholders to share in the proceeds from capital transactions, including a sale of the Company, and granted them voting rights on matters requiring the consent of the members. As of December 31, 2024, a total of 166,737,325 shares of membership units were outstanding. In connection with the IPO in February 2025, all of the outstanding membership units were converted on a 0.68-for-1 basis into 112,566,039 shares of common stock of the Company.
v3.25.2
Share-Based Compensation
 6 Months Ended
Jun. 30, 2025
Share-Based Payment Arrangement [Abstract]  
Share-Based Compensation
10.
Share-Based Compensation

The Company historically, through Spaceco Management Equity LLC (the “Management Company”) under the Spaceco Management Equity LLC Equity Incentive Plan (the “Equity Incentive Plan”), granted P Units to certain employees of the Company and its subsidiaries, in exchange for their services to the Company. Management Company has an economic interest in the Company, but no other interests or business operations other than issuing P Units directly to management employees on behalf of the Company.

The accounting for grants of P Units by the Company to Management Company and Management Company’s contemporaneous issuance of P Units to individual Company employees represents a distribution from the Company immediately followed by a contribution from Management Company, which together would have no financial statement impact. As a result, the Company refers to P Units issued to Management Company as though the Company had issued P Units directly to the employee.

The P Units entitle the holder to receive cash distributions from the Company, including, but not limited to upon a sale or change in control of the Company, provided that the proceeds received exceed the defined threshold value in the individual award agreements. Vesting is dependent on service-based and performance-based vesting conditions, as discussed in further detail below.

The P Units are subject to time-based vesting conditions (Time-Based Units). The Time-Based Units generally vest over 5 years with 20% vesting at each annual vesting date. In some cases, the Company recognizes expense as of the grant date for the portion of an award that is legally vested on the grant date as a result of years of service performed prior to the grant date. Time-Based Units are also subject to an accelerated vesting upon a change of control event, which includes an initial public offering. A corporate conversion will cause all P Units to be converted into new shares of the Company based upon the fair market value of the P Units immediately prior to such conversion.

The Company records compensation cost for Time-Based Units over the requisite service period using the straight-line method.

The following table summarizes P Units activities:

 

P Units

 

 

Weighted
Average Grant-
Date Fair Value

 

Nonvested units at January 1, 2024

 

 

8,892,655

 

 

$

0.31

 

Granted

 

 

—

 

 

 

—

 

Vested

 

 

(3,797,905

)

 

$

0.28

 

Forfeited

 

 

—

 

 

 

—

 

Nonvested units at December 31, 2024

 

 

5,094,750

 

 

$

0.32

 

Granted

 

 

—

 

 

 

—

 

Vested

 

 

(5,094,750

)

 

$

0.32

 

Forfeited

 

 

—

 

 

 

—

 

Nonvested units at June 30, 2025

 

 

—

 

 

 

—

 

In February 2025, in connection with the IPO, all 18,063,207 P Units outstanding were converted into 11,187,501 shares of the Company’s common stock on a 0.62-for-1 basis. All unvested P Units vested immediately. The Company recognized share-based compensation expense of $0.0 million and $0.3 million for the three months ended June 30, 2025 and 2024, respectively, and $1.4 million and $0.7 million for the six months ended June 30, 2025 and 2024, respectively. These expenses were included in general and administrative expenses in all periods presented in the condensed consolidated statement of operations. As of June 30, 2025, there are no P Units outstanding.

Phantom Plan

On September 23, 2024 the Company adopted a Transaction Bonuses plan (the “Phantom Plan”), pursuant to which the Company granted Phantom Units through Management Company to select employees providing services to the Company and/or its subsidiaries.

The Phantom Units are subject to service and performance-based vesting conditions. The Phantom Units are entitled to payment if the recipient is employed in the period in which a distribution event to P Unit holders, such as a change in control, initial public offering or liquidation event is consummated. The Phantom Units are not entitled to any payments until a distribution to the Company’s unitholders in excess of the $470.2 million threshold value occurs. The Company does not recognize any compensation cost for Phantom Units as these events are not considered probable, until the event actually occurs.

The following table summarizes Phantom Units activities:

Phantom Units

 

Weighted Average Grant-Date Fair Value

 

Nonvested units as of January 1, 2024

 

—

 

 

—

 

Granted

 

463,162

 

$

3.04

 

Vested

 

—

 

 

—

 

Forfeited

 

—

 

 

—

 

Nonvested units at December 31, 2024

 

463,162

 

$

3.04

 

Granted

 

—

 

 

—

 

Vested

 

(463,162

)

$

3.04

 

Forfeited

 

—

 

 

—

 

Nonvested units at June 30, 2025

 

—

 

$

—

 

In connection with the IPO in February 2025, the Phantom Units were settled for $6.6 million in cash, which was recognized as share-based compensation expense in general and administrative expenses in the condensed consolidated statements of operations.
v3.25.2
Net Income (Loss) Per Common Share and Common Unit
 6 Months Ended
Jun. 30, 2025
Earnings Per Share [Abstract]  
Net Income (Loss) Per Common Share and Common Unit
11.
Net Income (Loss) Per Common Share and Common Unit

Net income (loss) per common share and common unit was computed as follows:

 

Three Months Ended June 30,

 

 

Six Months Ended June 30,

 

 

2025

 

 

2024

 

 

2025

 

 

2024

 

 

(in thousands except per share data)

 

Net income

$

6,807

 

 

$

4,604

 

 

$

2,009

 

 

$

6,726

 

Weighted average common share and unit outstanding - basic, respectively

 

132,322

 

 

 

166,737

 

 

 

132,322

 

 

 

166,737

 

Effect of dilutive common shares and unit, respectively

 

—

 

 

 

—

 

 

 

—

 

 

 

—

 

Weighted average common share and unit outstanding - diluted, respectively

 

132,322

 

 

 

166,737

 

 

 

132,322

 

 

 

166,737

 

Net income per common share and unit - basic, respectively

$

0.05

 

 

$

0.03

 

 

$

0.02

 

 

$

0.04

 

Net income per common share and unit - diluted, respectively

$

0.05

 

 

$

0.03

 

 

$

0.02

 

 

$

0.04

 

The Company had no potentially dilutive securities in any period presented.

v3.25.2
Segment Reporting
 6 Months Ended
Jun. 30, 2025
Segment Reporting [Abstract]  
Segment Reporting
12.
Segment Reporting

ASC Subtopic 280-10, “Segment Reporting,” establishes standards for reporting information about operating segments. Operating segments are defined as components of an enterprise about which separate financial information is available. This information is regularly evaluated by the chief operating decision maker (“CODM”) to allocate resources and assess performance. The Company’s Chief Executive Officer serves as the CODM, and reviews financial information on an operating segment basis to make operational decisions and assess financial performance. The Company operates as one segment. The accounting policies of the Company’s segment are the same as those described in the summary of significant accounting policies.

The CODM assesses performance at a consolidated level and decides how to allocate resources based on consolidated net income. The measure of segment assets is reported on the balance sheet as total consolidated assets.

The following table summarizes the Company’s revenue, net income and significant expenses:

 

 

Three Months Ended June 30,

 

 

Six Months Ended June 30,

 

 

 

2025

 

 

2024

 

 

2025

 

 

2024

 

 

 

(in thousands)

 

Revenue

 

$

115,097

 

 

$

85,039

 

 

$

215,221

 

 

$

168,045

 

Expenses and other items:

 

 

 

 

 

 

 

 

 

 

 

 

Cost of goods sold:

 

 

 

 

 

 

 

 

 

 

 

 

Labor

 

 

(28,463

)

 

 

(25,346

)

 

 

(56,140

)

 

 

(47,721

)

Materials

 

 

(31,741

)

 

 

(19,163

)

 

 

(57,977

)

 

 

(44,716

)

Overhead

 

 

(5,052

)

 

 

(3,950

)

 

 

(9,143

)

 

 

(8,090

)

Depreciation and amortization

 

 

(2,820

)

 

 

(1,986

)

 

 

(5,489

)

 

 

(3,924

)

Total cost of goods sold

 

 

(68,076

)

 

 

(50,445

)

 

 

(128,749

)

 

 

(104,451

)

General and administrative expenses

 

 

(19,430

)

 

 

(9,993

)

 

 

(42,718

)

 

 

(20,082

)

Depreciation and amortization not included in cost of goods sold

 

 

(7,487

)

 

 

(6,320

)

 

 

(13,687

)

 

 

(11,732

)

Other income

 

 

380

 

 

 

36

 

 

 

300

 

 

 

806

 

Interest expense, net

 

 

(11,893

)

 

 

(13,401

)

 

 

(23,266

)

 

 

(25,461

)

Income tax provision

 

 

(1,784

)

 

 

(312

)

 

 

(5,092

)

 

 

(399

)

Net income

 

$

6,807

 

 

$

4,604

 

 

$

2,009

 

 

$

6,726

 

General and administrative expenses include employee compensation and benefits of $7.8 million and $5.5 million for the three months ended June 30, 2025 and 2024, respectively, and $14.4 million and $10.4 million for the six months ended June 30, 2025 and 2024, respectively.

Other income for the six months ended June 30, 2024 was $0.8 million, which was primarily attributable to the gain from the settlement of a shareholder note in the three months ended March 2024. Other income for other periods presented was immaterial.

Capital expenditures, which include purchases of property, plant, and equipment, are assessed and managed at the enterprise level. Refer to “Investing Activities” in the condensed consolidated statement of cash flows for the amount of cash paid for capital expenditures.

Interest income during the periods presented is insignificant.
v3.25.2
Provision for Income Tax
 6 Months Ended
Jun. 30, 2025
Income Tax Disclosure [Abstract]  
Provision for Income Tax
13.
Provision for Income Tax

The following table summarizes the Company’s income tax expense and effective tax rate for the three and six months ended June 30, 2025 and 2024:

 

 

 

Three Months Ended June 30,

 

 

Six Months Ended June 30,

 

 

 

2025

 

 

2024

 

 

2025

 

 

2024

 

 

 

(in thousands, except percent)

 

Income before provision for income taxes

 

$

8,591

 

 

$

4,916

 

 

$

7,101

 

 

$

7,125

 

Provision for income taxes

 

 

1,784

 

 

 

312

 

 

 

5,092

 

 

 

399

 

Effective tax rate

 

 

20.8

%

 

 

6.3

%

 

 

71.7

%

 

 

5.6

%

The increase in the effective income tax rates for the three and six months ended June 30, 2025, as compared to the same periods prior year, respectively, was primarily driven by change in entity classification, non-deductible profit interests, non-deductible officer compensation, and interest and penalties from prior year tax returns and uncertain tax positions.

On July 4, 2025, the One Big Beautiful Bill Act (“OBBBA”) was signed into law. The OBBBA makes permanent key elements of the Tax Cuts and Jobs Act, including modifications to capitalization of research and development expenses, limitation on deductions for interest expense and accelerated depreciation on fixed asset additions. The Company is currently evaluating the impact of OBBBA to its consolidated financial statements.
v3.25.2
Commitments and Contingencies
 6 Months Ended
Jun. 30, 2025
Commitments and Contingencies Disclosure [Abstract]  
Commitments and Contingencies
14.
Commitments and Contingencies

In the course of doing business, the Company enters into various agreements. These agreements typically include commitments and indemnifications, which could create a liability for the Company in the event of damages or injuries related to providing these services. Management believes the Company is adequately insured. However, future claims related to these agreements could significantly affect the Company’s financial results if a loss is incurred as a result of these agreements.

The Company accrues a liability for legal contingencies when it is both probable that a liability has been incurred and the amount of loss is reasonably estimable. The Company reviews these accruals and adjusts them to reflect ongoing negotiations, settlements, rulings, advice of legal counsel, and other relevant information. To the extent new information is obtained and our views on the probable outcomes of claims, suits, assessments, investigations, or legal proceedings change, changes in our accrued liabilities would be recorded in the period in which such determination is made. For certain matters, the liability is not probable, or the amount cannot be reasonably estimated, and therefore, accruals have not been made. In addition, in accordance with the relevant authoritative guidance, for any matters in which the likelihood of a material loss is at least reasonably possible, the Company will provide disclosure of the possible loss or range of loss. If a reasonable estimate cannot be made, however, the Company will provide disclosure to that effect. As of June 30, 2025 and December 31, 2024, the Company has no material reserves for legal contingencies and does not believe it is subject to material litigation risk. Legal fees are expensed as incurred.
v3.25.2
Subsequent Events
 6 Months Ended
Jun. 30, 2025
Subsequent Events [Abstract]  
Subsequent Events
15.
Subsequent Events

On July 23, 2025, the Company priced the underwritten public offering (the “Offering”) of its common stock, par value $0.001 per share (the “Common Stock”), at a public offering price of $49.00 per share (the “Offering Price”), pursuant to the Company’s registration statement on Form S-1 (File No. 333-288809), as amended (the “Registration Statement”). On July 23, 2025, in connection with the pricing of the Offering, certain of the Company’s existing stockholders (the “Selling Stockholders”) agreed to sell 21,000,000 shares of their Common Stock, in each case at the Offering Price, less underwriting discounts and commissions. The Underwriters were granted a 30-day option to purchase up to an additional 3,150,000 shares of Common Stock from a certain Selling Stockholder, which was fully exercised on July 24, 2025. The Offering and the shares were delivered on July 25, 2025. No shares were sold by the Company in the Offering and the Company did not receive any proceeds from the Offering.

v3.25.2
Summary of Significant Accounting Policies (Policies)
 6 Months Ended
Jun. 30, 2025
Accounting Policies [Abstract]  
Basis of Presentation

Basis of Presentation

The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and include all adjustments necessary for the fair presentation of the Company’s financial position for the periods presented.

These unaudited interim condensed consolidated financial statements have been prepared on the same basis as the annual financial statements and, in the opinion of management, include all adjustments of a normal recurring nature necessary to present fairly, in all material respects, the Company’s financial position, results of operations and cash flows. These unaudited condensed financial statements should be read in conjunction with the financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024. Operating results for the three-month periods presented are not necessarily indicative of the results to be expected for the full year.

Use of Estimates

Use of Estimates

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from these estimates. Management periodically evaluates estimates used in the preparation of the financial statements for continued reasonableness. Appropriate adjustments, if any, to estimates are made prospectively based upon such periodic evaluations. It is reasonably possible that changes may occur in the near term that would affect managements’ estimates with respect to revenue recognition, estimates of cost to complete contracts, allowance for credit losses, share-based payments, accrued expenses, inventory, deferred taxes, property and equipment and valuation of net assets acquired in business combinations, and the impairment assessment of goodwill and intangible assets.

Revenue and Costs Recognition

Revenue and Costs Recognition

The Company recognizes revenue for each separately identifiable performance obligation in a contract representing a promise to transfer a distinct good to a customer. In most cases, goods provided under the Company’s contracts are accounted for as a single performance obligation due to the complex and integrated nature of its products. These contracts generally require significant integration of a group of goods to deliver a combined output. Warranties are provided on certain contracts, but do not typically provide for services beyond standard assurances and are therefore not considered to be a separate performance obligation. Assets recognized from costs to obtain or fulfill a contract are not material. Payment terms are typically forty-five days, but may vary.

The Company generates revenue under a range of contract types including fixed-price, time and material and cost-plus fixed fee contracts. Substantially all revenue is recognized as control is transferred to the customer over time based on an input measure of progress based on costs incurred compared to estimated total costs at completion. In general, the Company’s contracts contain termination clauses that entitle the Company to payment for work performed to-date for goods that do not have an alternative use. Amounts recoverable in the event of terminations include reasonable profit margins. Control is effectively transferred as the Company performs its contractual obligations.

The Company generally recognizes revenues over time using the input method, measured by the percentage of total costs incurred to-date to estimated total anticipated costs for each contract. This method is used because the Company considers total costs to be the best available measure of satisfaction of its performance obligations. Use of the input method requires the Company to make reasonable estimates regarding the revenue and costs associated with the design, manufacture, and delivery of its products. The Company estimates profit on these contracts as the difference between total estimated revenues and total estimated costs at completion (EAC) and recognizes profit as costs are incurred. Significant judgment is used to estimate total costs at completion. EAC’s are estimated using historical actual margins as a percentage of revenue, applied to open jobs. Unforeseen events and circumstances can alter the estimate of the costs and potential benefits associated with a particular contract.

The nature of Company’s business can give rise to significant contract modifications, which can impact performance obligations and transaction price. A contract modification exists when the parties to a contract agree to a change in the scope and/or price of a contract. Contracts are often modified for changes in contract specifications or requirements. Most of the Company’s contract modifications are for goods that are not distinct in the context of the contract and are therefore accounted for as part of the original performance obligation through a cumulative catch-up adjustment.

Contract costs include all direct material and labor costs and those indirect costs related to contract performance, such as payroll taxes, employee benefits, equipment rental, indirect labor, rent, workers’ compensation insurance, utilities, and shop supplies. General operating, selling, and administrative costs are charged to expense as incurred. Provisions for estimated losses on uncompleted contracts are made in the period in which such losses are determined. Changes in job performance, job conditions, estimated profitability, and final contract settlements may result in revisions to costs and income and are recognized in the period in which the revisions are determined.

As of June 30, 2025, the Company had $513.7 million of remaining performance obligations. The Company expects to recognize approximately 38.6% of the remaining performance obligations as revenue in 2025, 34.0% in 2026, and 27.4% thereafter.

The timing of Company billings is generally dependent upon agreed-upon contractual terms, milestone billings based on the completion of certain phases of the work, or when products are provided. Billing can occur prior to revenue recognition, resulting in deferred revenue or subsequent to revenue recognition, resulting in unbilled revenue. The asset, “contract assets” represents revenues recognized in excess of amounts billed. These contract assets are not considered a significant financing component of the Company’s contracts as the payment terms are intended to protect the customer in the event the Company does not fulfill its obligations under the contract. The liability, “contract liabilities” represents amounts billed in excess of revenues recognized. Contract liabilities are not a

significant financing component as they are generally utilized to pay for contract costs within a one-year period or are used to ensure the customer meets contractual requirements.

The following table summarizes our contract assets and liabilities:

 

 

June 30,
2025

 

 

December 31,
2024

 

 

 

(in thousands)

 

Accounts receivable

 

$

57,902

 

 

$

55,220

 

Contract assets

 

$

133,590

 

 

$

107,222

 

Contract liabilities

 

$

19,897

 

 

$

29,868

 

 

Changes in contract assets and contract liabilities are primarily due to the timing of payments from customers and the Company satisfying performance obligations during the normal course of business. The amount of revenue recognized from changes in the transaction price associated with performance obligations satisfied in prior year during the period ended June 30, 2025 and December 31, 2024 was not material. The following table summarizes the changes in contract assets and contract liabilities for the periods ended June 30, 2025 and December 31, 2024:

 

 

 

 

 

 

 

June 30,
2025

 

 

December 31,
2024

 

 

 

(in thousands)

 

Contract assets, beginning of period

 

$

107,222

 

 

$

89,184

 

Contract assets recorded during the period

 

 

100,777

 

 

 

96,433

 

Reclassified to accounts receivable during the period

 

 

(74,409

)

 

 

(78,395

)

Contract assets, end of period

 

$

133,590

 

 

$

107,222

 

 

 

 

 

 

 

 

June 30,
2025

 

 

December 31,
2024

 

 

 

(in thousands)

 

Contract liabilities, beginning of period

 

$

29,868

 

 

$

36,074

 

Customer advances received or billed

 

 

14,505

 

 

 

19,914

 

Recognition of unearned revenue

 

 

(24,476

)

 

 

(26,120

)

Contract liabilities, end of period

 

$

19,897

 

 

$

29,868

 

The Company’s contracts with customers relate to the design, manufacturing and delivery of its products in the following markets:

•
Hypersonic and Strategic Missile Defense – Hypersonic missiles, large diameter missile deterrent technologies and intercontinental strategic missile defense systems
•
Space and Launch – Traditional and new space launch rocket systems, space capsules, vehicles and payloads
•
Tactical Missiles and Integrated Defense Systems – Precision guided missiles, small diameter rocket and missile technologies and integrated defense systems

Substantially all of the Company’s customers are government or commercial enterprises based in the United States.

The following table presents our disaggregated revenue and revenue growth by end-markets for the three and six months ended June 30, 2025 and 2024, respectively:

 

 

Three Months Ended June 30,

 

 

 

2025

 

 

% of Revenue

 

 

2024

 

 

% of Revenue

 

 

% Change

 

 

 

(in thousands, except percent)

 

Hypersonics & Strategic Missile Defense

 

$

34,960

 

 

 

30.4

%

 

$

28,741

 

 

 

33.8

%

 

 

21.6

%

Space & Launch

 

 

39,597

 

 

 

34.4

%

 

 

28,512

 

 

 

33.5

%

 

 

38.9

%

Tactical Missiles & Integrated Defense Systems

 

 

40,540

 

 

 

35.2

%

 

 

27,786

 

 

 

32.7

%

 

 

45.9

%

Total Revenue

 

$

115,097

 

 

 

100.0

%

 

$

85,039

 

 

 

100.0

%

 

 

35.3

%

 

 

 

 

Six Months Ended June 30,

 

 

 

2025

 

 

% of Revenue

 

 

2024

 

 

% of Revenue

 

 

% Change

 

 

 

(in thousands, except percent)

 

Hypersonics & Strategic Missile Defense

 

$

65,016

 

 

 

30.2

%

 

$

53,563

 

 

 

31.9

%

 

 

21.4

%

Space & Launch

 

 

73,468

 

 

 

34.1

%

 

 

58,768

 

 

 

35.0

%

 

 

25.0

%

Tactical Missiles & Integrated Defense Systems

 

 

76,737

 

 

 

35.7

%

 

 

55,714

 

 

 

33.2

%

 

 

37.7

%

Total Revenue

 

$

215,221

 

 

 

100.0

%

 

$

168,045

 

 

 

100.0

%

 

 

28.1

%
Contract Estimates

Contract Estimates

The Company recognizes changes in contract estimates on a cumulative “catch-up” basis in the period in which the changes are identified. Such changes in contract estimates can result in the recognition of revenue in a current period for performance obligations that were satisfied or partially satisfied in a prior period. Changes in contract estimates may also result in the reversal of previously recognized revenue if the current estimate differs from the previous estimate. If at any time the estimate of contract profitability indicates an anticipated loss on the contract, the Company recognizes the total loss in the condensed consolidated statements of operations in the period in which it is identified. During the period ended June 30, 2025 and 2024, changes in accounting estimates on revenue recognition was immaterial.

Inventory

Inventory

The Company determines the cost basis for inventory using the lower of cost or net realizable value. Cost is determined by using the weighted average method. As of June 30, 2025, the balance of raw materials and work in progress was $11.5 million and $2.5 million, respectively, and as of December 31, 2024, the balance of raw materials and work in progress was $9.5 million and $0.4 million, respectively.
Prepaid and other current assets

Prepaid and other current assets

Within prepaid and other current assets, the Company recognizes prepaid expenses for prepayments for goods that are expected to be consumed within 12 months.

The following table summarizes our prepaid and other current assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

June 30,
2025

 

 

December 31,
2024

 

 

 

(in thousands)

 

Deferred offering costs

 

$

—

 

 

$

12,202

 

Other prepaid and current assets

 

 

8,382

 

 

 

5,654

 

Prepaid and other current assets

 

$

8,382

 

 

$

17,856

 
Accounts Receivable and Credit Loss Reserves

Accounts Receivable and Credit Loss Reserves

Accounts receivable comprise unsecured amounts due from customers and presented net of any allowance for credit losses. The Company recognizes its estimate of expected losses on accounts receivable within the scope of the current expected credit losses (“CECL”) model under ASC 326. All accounts receivable balances 180 days beyond the contractual due date will be reserved at 50% and balances one year beyond the contractual due date will be reserved at 100%. For contract assets, the Company establishes a reserve for contract assets when a job exceeds a certain length of inactivity unless there is persuasive evidence the balance will still be

recoverable. The following table summarizes the allowance for credit losses for the periods ended June 30, 2025 and December 31, 2024:

 

 

June 30,
2025

 

 

December 31,
2024

 

 

 

(in thousands)

 

Allowance for credit losses, beginning balance

 

$

(712

)

 

$

(1,039

)

Credit loss recoveries (expenses)

 

 

(10

)

 

 

(268

)

Write-offs

 

 

46

 

 

 

595

 

Allowance for credit losses, ending balance

 

$

(676

)

 

$

(712

)
Other Current Liabilities

Other Current Liabilities

Within other current liabilities, the Company recognizes certain accrued expenses and liabilities due within 12 months. The following table summarizes our other current liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

 

June 30,
2025

 

 

December 31,
2024

 

 

 

(in thousands)

 

Accrued offering costs

 

$

1,028

 

 

$

11,720

 

Earnout liability

 

 

3,899

 

 

 

—

 

Other accrued expenses and current liabilities

 

 

876

 

 

 

767

 

Other current liabilities

 

$

5,803

 

 

$

12,487

 
Concentration of Credit Risk

Concentration of Credit Risk

Revenue from a few customers will typically represent a significant portion of the Company’s total revenue in any given fiscal year.

For the six months ended June 30, 2025, the Company had three customers with greater than 10% of the Company’s revenues, these customers comprised 23.2%, 12.6% and 11.7% of the Company’s total revenues during the year.

For the six months ended June 30, 2024, the Company had two customers with greater than 10% of the Company’s revenues, these customers comprised 28.4% and 11.6% of the Company’s total revenues during the year.

As of June 30, 2025, these three customers accounted for 45.9% of accounts receivable. As of December 31, 2024, these three customers accounted for 58.7% of accounts receivable.

No single supplier accounted more than 10% of accounts payable as of June 30, 2025. One supplier accounted for approximately 19.6% of accounts payable as of December 31, 2024.

Share-Based Compensation

Share-Based Compensation

The Company accounts for share-based compensation under the fair value recognition provisions of ASC 718, Compensation - Stock Compensation. Under the fair value provisions, share-based compensation cost is measured at the grant date based on the fair value of the award and is recognized as expense over the requisite vesting period.

Net Income (Loss) Per Common Share or Common Unit

Net Income (Loss) Per Common Share or Common Unit

The Company uses the two-class method in calculating earnings per unit when it issues securities other than common units that contractually entitle the holder to participate in distributions and earnings of the Company. The Company historically issued Profit Interest Units (PIUs) in the form of Class P LLC Membership Units (“P Units”) that, once vested, participate in its distributions and earnings after the common units receive their return of capital plus a specified threshold amount. For the six months ended June 30, 2024, because the Company’s undistributed or distributed earnings did not exceeded the P Units’ thresholds, no earnings were allocated to the P Units in the computation of basic and diluted earnings per unit.

The Company presents both basic and diluted earnings per share and per unit amounts. Basic earnings per share and per unit is computed by dividing the net income attributable to common shares or common units by the weighted-average number of shares or units outstanding during the period.

Diluted earnings per share or per unit represents net income divided by the weighted-average number of shares or units outstanding, inclusive of the effect of dilutive units and contingently issuable shares or units. For the six months ended June 30, 2025 and 2024, the Company had no potentially dilutive securities.

Recently Issued Accounting Pronouncements

Recently Issued Accounting Pronouncements

Recently Issued Accounting Pronouncements Adopted

In March 2024, the FASB issued ASU 2024-01, Compensation-Stock Compensation (Topic 718): Scope Application of Profits Interest and Similar Awards. This update clarifies the scope of “Profit Interest” and similar awards and adds an illustrative example to the existing ASC 718 standard that includes four fact patterns to demonstrate how an entity should apply the scope guidance in paragraph 718-10-15-3 to determine whether a profits interest award should be accounted for in accordance with Topic 718. The amendments in this ASU are effective for annual periods beginning after December 15, 2024, and interim periods within those annual periods. Early adoption is permitted for interim and annual financial statements not yet issued or made available for issuance. The amendments in this ASU should be applied either (1) retrospectively to all prior periods presented in the financial statements or prospectively to profits interest and similar awards granted or (2) modified on or after the date at which the entity first applies the amendments. On January 1, 2025, the Company retrospectively adopted ASU 2024-01. The standard did not have any material impact on the Company’s financial position, results of operations or cash flows.
Investments and Fair Value Measurements

Investments and Fair Value Measurements

The Company applies the provisions under ASC 820, Fair Value Measurements, for financial assets and liabilities that are remeasured and reported at fair value each reporting period, and for nonfinancial assets and liabilities that are remeasured and reported at fair value on a nonrecurring basis. ASC 820 establishes a three-level valuation hierarchy for disclosure of fair value measurements. Where quoted market prices for identical assets and liabilities are available in active markets, securities are classified in Level 1 of the valuation hierarchy. Level 1 securities include exchange traded securities and mutual funds for which there are quoted prices in active markets. If quoted market prices are not available for the specific security, but are based on other observable inputs, then fair values are estimated by using pricing models, quoted prices of securities with similar characteristics or discounted cash flows and would generally be classified within Level 2 of the valuation hierarchy. Level 3 securities are securities where the inputs to the valuation methodology are unobservable inputs based on best estimates of inputs market participants that would be used in pricing the asset or liability as of the measurement date, including assumptions about risk. There were no transfers between Level 1, Level 2, or Level 3 for the six months ended June 30, 2025 or 2024.

On February 27, 2025, the Company invested $6.0 million in an unrelated party (the “Issuer”) in the form of a convertible promissory note (the “Note”). The Note will mature on the fifth anniversary of the Note’s issuance, bears no interest and is convertible into the Issuer’s shares prior to the maturity date at the Company’s discretion or upon the occurrence of certain future events. The Note was accounted for as available-for-sale debt instrument measured at fair value and recorded in Other assets. The fair value of this Note is classified within level 3 of the fair value hierarchy. As of June 30, 2025, the fair value of the Note approximates its carrying amount.
v3.25.2
Summary of Significant Accounting Policies (Tables)
 6 Months Ended
Jun. 30, 2025
Accounting Policies [Abstract]  
Summary of Contract Assets And Liabilities

The following table summarizes our contract assets and liabilities:

 

 

June 30,
2025

 

 

December 31,
2024

 

 

 

(in thousands)

 

Accounts receivable

 

$

57,902

 

 

$

55,220

 

Contract assets

 

$

133,590

 

 

$

107,222

 

Contract liabilities

 

$

19,897

 

 

$

29,868

 

 

Changes in contract assets and contract liabilities are primarily due to the timing of payments from customers and the Company satisfying performance obligations during the normal course of business. The amount of revenue recognized from changes in the transaction price associated with performance obligations satisfied in prior year during the period ended June 30, 2025 and December 31, 2024 was not material. The following table summarizes the changes in contract assets and contract liabilities for the periods ended June 30, 2025 and December 31, 2024:

 

 

 

 

 

 

 

June 30,
2025

 

 

December 31,
2024

 

 

 

(in thousands)

 

Contract assets, beginning of period

 

$

107,222

 

 

$

89,184

 

Contract assets recorded during the period

 

 

100,777

 

 

 

96,433

 

Reclassified to accounts receivable during the period

 

 

(74,409

)

 

 

(78,395

)

Contract assets, end of period

 

$

133,590

 

 

$

107,222

 

 

 

 

 

 

 

 

June 30,
2025

 

 

December 31,
2024

 

 

 

(in thousands)

 

Contract liabilities, beginning of period

 

$

29,868

 

 

$

36,074

 

Customer advances received or billed

 

 

14,505

 

 

 

19,914

 

Recognition of unearned revenue

 

 

(24,476

)

 

 

(26,120

)

Contract liabilities, end of period

 

$

19,897

 

 

$

29,868

 
Summary of Revenue Disaggregated and Revenue Growth by End Markets

The following table presents our disaggregated revenue and revenue growth by end-markets for the three and six months ended June 30, 2025 and 2024, respectively:

 

 

Three Months Ended June 30,

 

 

 

2025

 

 

% of Revenue

 

 

2024

 

 

% of Revenue

 

 

% Change

 

 

 

(in thousands, except percent)

 

Hypersonics & Strategic Missile Defense

 

$

34,960

 

 

 

30.4

%

 

$

28,741

 

 

 

33.8

%

 

 

21.6

%

Space & Launch

 

 

39,597

 

 

 

34.4

%

 

 

28,512

 

 

 

33.5

%

 

 

38.9

%

Tactical Missiles & Integrated Defense Systems

 

 

40,540

 

 

 

35.2

%

 

 

27,786

 

 

 

32.7

%

 

 

45.9

%

Total Revenue

 

$

115,097

 

 

 

100.0

%

 

$

85,039

 

 

 

100.0

%

 

 

35.3

%

 

 

 

 

Six Months Ended June 30,

 

 

 

2025

 

 

% of Revenue

 

 

2024

 

 

% of Revenue

 

 

% Change

 

 

 

(in thousands, except percent)

 

Hypersonics & Strategic Missile Defense

 

$

65,016

 

 

 

30.2

%

 

$

53,563

 

 

 

31.9

%

 

 

21.4

%

Space & Launch

 

 

73,468

 

 

 

34.1

%

 

 

58,768

 

 

 

35.0

%

 

 

25.0

%

Tactical Missiles & Integrated Defense Systems

 

 

76,737

 

 

 

35.7

%

 

 

55,714

 

 

 

33.2

%

 

 

37.7

%

Total Revenue

 

$

215,221

 

 

 

100.0

%

 

$

168,045

 

 

 

100.0

%

 

 

28.1

%
Summary of Prepaid and Other Current Assets

The following table summarizes our prepaid and other current assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

June 30,
2025

 

 

December 31,
2024

 

 

 

(in thousands)

 

Deferred offering costs

 

$

—

 

 

$

12,202

 

Other prepaid and current assets

 

 

8,382

 

 

 

5,654

 

Prepaid and other current assets

 

$

8,382

 

 

$

17,856

 
Summary of Allowance For Credit Losses The following table summarizes the allowance for credit losses for the periods ended June 30, 2025 and December 31, 2024:

 

 

June 30,
2025

 

 

December 31,
2024

 

 

 

(in thousands)

 

Allowance for credit losses, beginning balance

 

$

(712

)

 

$

(1,039

)

Credit loss recoveries (expenses)

 

 

(10

)

 

 

(268

)

Write-offs

 

 

46

 

 

 

595

 

Allowance for credit losses, ending balance

 

$

(676

)

 

$

(712

)
Summary of Other Current Liabilities The following table summarizes our other current liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

 

June 30,
2025

 

 

December 31,
2024

 

 

 

(in thousands)

 

Accrued offering costs

 

$

1,028

 

 

$

11,720

 

Earnout liability

 

 

3,899

 

 

 

—

 

Other accrued expenses and current liabilities

 

 

876

 

 

 

767

 

Other current liabilities

 

$

5,803

 

 

$

12,487

 
v3.25.2
Property and Equipment (Tables)
 6 Months Ended
Jun. 30, 2025
Property, Plant and Equipment [Abstract]  
Schedule of Property and Equipment

Property and equipment consisted of the following as of June 30, 2025 and December 31, 2024:

 

 

 

June 30,
2025

 

 

December 31,
2024

 

 

 

(in thousands)

 

Land and buildings

 

$

6,611

 

 

$

—

 

Machinery and equipment (7-10 year assets)

 

 

74,568

 

 

 

59,669

 

Vehicles (5 year assets)

 

 

162

 

 

 

48

 

Office furniture and equipment (5-7 year assets)

 

 

1,316

 

 

 

1,253

 

Computer systems (3 year assets)

 

 

2,766

 

 

 

2,532

 

Leasehold improvements (life tied to lease duration)

 

 

17,402

 

 

 

14,201

 

Construction in process

 

 

9,200

 

 

 

10,129

 

Total property and equipment

 

 

112,025

 

 

 

87,832

 

Less accumulated depreciation

 

 

(32,753

)

 

 

(26,952

)

Property and equipment, net

 

$

79,272

 

 

$

60,880

 
v3.25.2
Business Combination (Tables)
 6 Months Ended
Jun. 30, 2025
Rapid Machining Solutions  
Business Acquisition [Line Items]  
Schedule of Estimated Fair Values of Assets Acquired, and Liabilities Assumed in Connection with Acquisition

The following table sets forth the estimated fair values of the assets acquired, and liabilities assumed in connection with the RMS Acquisition:

 

 

Total Amount

 

Assets Acquired

 

(in thousands)

 

Cash and cash equivalents

 

$

44

 

Accounts receivable

 

 

2,312

 

Prepaid expenses

 

 

5

 

Inventory

 

 

828

 

Property plant and equipment

 

 

2,987

 

Customer backlogs

 

 

5,300

 

Customer relationships

 

 

13,000

 

Right of use lease assets

 

 

348

 

Total assets acquired

 

$

24,824

 

 

 

 

 

Accounts payable

 

$

857

 

Accrued liabilities

 

 

157

 

Lease liabilities, current

 

 

12

 

Lease liabilities, non-current

 

 

336

 

Total liabilities assumed

 

$

1,362

 

 

 

 

 

Goodwill

 

$

7,872

 

Fair Value of Consideration

 

$

31,334

 
Schedule of Intangible Assets Acquired in Acquisition

Below is a summary of the intangible assets acquired in the RMS Acquisition:

 

 

Acquisition Date
Fair Value

 

 

Estimated Life

 

Intangible Asset

 

(in thousands)

 

 

(in years)

 

Customer Backlog

 

$

5,300

 

 

 

2.5

 

Customer Relationships

 

$

13,000

 

 

 

16.0

 
Metal Technology Inc  
Business Acquisition [Line Items]  
Schedule of Estimated Fair Values of Assets Acquired, and Liabilities Assumed in Connection with Acquisition

The following table sets forth the preliminary allocation, as of June 30, 2025, of the fair value of the assets acquired and liabilities assumed in connection with the MTI Acquisition:

 

 

Total Amount

 

Assets Acquired

 

(in thousands)

 

Cash and cash equivalents

 

$

2,230

 

Accounts receivable, net

 

 

2,734

 

Inventory

 

 

3,258

 

Prepaid and other current assets

 

 

173

 

Property, plant and equipment

 

 

10,672

 

Intangible assets, net

 

 

30,700

 

Right of use lease assets

 

 

715

 

Total assets acquired

 

$

50,482

 

 

 

 

 

Accounts payable

 

 

374

 

Accrued payroll and related expenses

 

 

10,815

 

Lease liabilities, current

 

 

113

 

Lease liabilities, non-current

 

 

602

 

Other current liabilities

 

 

461

 

Total liabilities assumed

 

$

12,365

 

 

 

 

 

Goodwill

 

$

44,196

 

Fair Value of Consideration

 

$

82,313

 
Schedule of Intangible Assets Acquired in Acquisition

Below is a summary of the intangible assets acquired in the MTI Acquisition:

Intangible Asset

 

Acquisition
Date Fair Value
(in thousands)

 

 

Estimated Life
(Years)

 

Customer Relationships

 

$

19,700

 

 

 

14.0

 

Backlog

 

 

3,600

 

 

 

2.7

 

Know-How

 

$

7,400

 

 

 

7.0

 

Total Intangible Assets Acquired

 

$

30,700

 

 

 

 
Industrial Solid Propulsion  
Business Acquisition [Line Items]  
Schedule of Estimated Fair Values of Assets Acquired, and Liabilities Assumed in Connection with Acquisition

The following table sets forth the preliminary allocation, as of June 30, 2025, of the fair value of the assets acquired and liabilities assumed in connection with the ISP Acquisition:

 

 

Total Amount

 

Assets Acquired

 

(in thousands)

 

Cash and cash equivalents

 

$

2,791

 

Accounts receivable, net

 

 

883

 

Inventory

 

 

1,202

 

Prepaid and other current assets

 

 

39

 

Property, plant and equipment

 

 

4,239

 

Intangible assets, net

 

 

21,400

 

Total assets acquired

 

$

30,554

 

 

 

 

 

Accounts payable

 

 

279

 

Accrued payroll and related expenses

 

 

2,122

 

Contract liabilities

 

 

95

 

Long-term notes payable, net of current portion and net of debt issuance costs

 

 

1,919

 

Total liabilities assumed

 

$

4,415

 

 

 

 

 

Goodwill

 

$

32,498

 

Fair Value of Consideration

 

$

58,637

 
Schedule of Intangible Assets Acquired in Acquisition

Below is a summary of the intangible assets acquired in the ISP Acquisition:

Intangible Asset

 

Acquisition
Date Fair Value
(in thousands)

 

 

Estimated Life
(Years)

 

Customer Relationships

 

$

13,500

 

 

 

10.0

 

Backlog

 

 

1,900

 

 

 

1.6

 

Know-How

 

$

6,000

 

 

 

15.0

 

Total Intangible Assets Acquired

 

$

21,400

 

 

 

 
v3.25.2
Goodwill and Intangibles (Tables)
 6 Months Ended
Jun. 30, 2025
Goodwill and Intangible Assets Disclosure [Abstract]  
Schedule of Goodwill

The table below summarizes the changes in the Company’s goodwill balances:

 

 

Total Goodwill

 

 

 

(in thousands)

 

Balance at January 1, 2024

 

$

217,274

 

Acquisitions

 

 

7,872

 

Impairments

 

 

—

 

Balance at December 31, 2024

 

 

225,146

 

Acquisitions

 

 

76,694

 

Impairments

 

 

—

 

Balance at June 30, 2025

 

$

301,840

 
Schedule of Carrying Amount Identifiable Intangible Assets

The table below summarizes the carrying amounts of the Company’s identifiable intangible assets as of June 30, 2025 and December 31, 2024, respectively:

 

 

 

As of June 30, 2025

 

 

Weighted Average Amortization Period

 

Gross Carrying Amount

 

 

Accumulated Amortization

 

 

Net Carrying Amount

 

 

(in years)

 

(in thousands)

 

Patents (9 years)

9.0

 

$

2,722

 

 

$

(926

)

 

$

1,796

 

Know-How (7.0 - 15.0 years)

10.5

 

 

15,686

 

 

 

(998

)

 

 

14,688

 

Customer Backlogs (1.0 - 7.5 years)

2.4

 

 

44,250

 

 

 

(36,794

)

 

 

7,456

 

Customer Relationships (10 - 19 years)

17

 

 

288,800

 

 

 

(61,596

)

 

 

227,204

 

Total Intangible Assets

 

 

$

351,458

 

 

$

(100,314

)

 

$

251,144

 

 

 

 

 

As of December 31, 2024

 

 

Weighted Average Amortization Period

 

Gross Carrying Amount

 

 

Accumulated Amortization

 

 

Net Carrying Amount

 

 

(in years)

 

(in thousands)

 

Patents (9 years)

9.0

 

$

2,722

 

 

$

(774

)

 

$

1,948

 

Know-How (10 years)

10.0

 

 

2,286

 

 

 

(585

)

 

 

1,701

 

Customer Backlogs (0.6-2.5 years)

2.4

 

 

38,750

 

 

 

(35,302

)

 

 

3,448

 

Customer Relationships (13 - 19 years)

17.6

 

 

255,600

 

 

 

(53,745

)

 

 

201,855

 

Total Intangible Assets

 

 

$

299,358

 

 

$

(90,406

)

 

$

208,952

 
v3.25.2
Debt (Tables)
 6 Months Ended
Jun. 30, 2025
Debt Disclosure [Abstract]  
Schedule of Notes Payable Company’s notes payable consisted of the following as of June 30, 2025 and December 31, 2024:

 

 

 

 

June 30,

 

 

December 31,

 

 

2025

 

 

2024

 

 

(in thousands)

 

Term Note

$

375,000

 

 

$

326,662

 

Seller Note

 

—

 

 

 

10,452

 

Total notes payable

 

375,000

 

 

 

337,114

 

Issuance costs

 

(6,337

)

 

 

(3,054

)

Subtotal

 

368,663

 

 

 

334,060

 

Less: current portion of notes payable

 

(2,816

)

 

 

(7,140

)

Long-term notes payable

 

365,847

 

 

 

326,920

 
v3.25.2
Lease Obligations (Tables)
 6 Months Ended
Jun. 30, 2025
Leases [Abstract]  
Schedule of Lease Activity

On a consolidated basis, lease activity for the three and six months ended June 30, 2025 and 2024 were as follows:

 

 

Three Months Ended June 30,

 

 

Six Months Ended June 30,

 

 

 

2025

 

 

2024

 

 

2025

 

 

2024

 

 

 

(in thousands)

 

Finance lease expense

 

 

 

 

 

 

 

 

 

 

 

 

Amortization of ROU assets

 

$

1,131

 

 

$

1,611

 

 

$

3,424

 

 

$

3,124

 

Interest on lease liabilities

 

 

1,095

 

 

 

1,671

 

 

 

3,363

 

 

 

3,305

 

Operating lease expense

 

 

386

 

 

 

422

 

 

 

1,065

 

 

 

844

 

Total

 

$

2,612

 

 

$

3,704

 

 

$

7,852

 

 

$

7,273

 
Schedule of Supplemental Cash Flow Information

On a consolidated basis, supplemental cash flow information for the six months ended June 30, 2025 and 2024 were as follows:

 

 

Six Months Ended June 30,

 

 

 

2025

 

 

2024

 

Cash paid for amounts included in the measurement of lease liabilities

 

(in thousands except percent and year)

 

Operating cash flows from finance leases

 

$

3,371

 

 

$

3,305

 

Financing cash flows from finance leases

 

$

1,896

 

 

$

1,098

 

Operating cash flows from operating leases

 

$

1,083

 

 

$

867

 

ROU assets obtained in exchange for new finance lease liabilities

 

$

—

 

 

$

4,087

 

ROU assets obtained in exchange for new operating lease liabilities

 

$

1,342

 

 

$

—

 

Weighted-average remaining lease term in years for finance leases

 

 

13.47

 

 

n/a

 

Weighted-average remaining lease term in years for operating leases

 

 

5.64

 

 

n/a

 

Weighted-average discount rate for finance leases

 

 

8.37

%

 

n/a

 

Weighted-average discount rate for operating leases

 

 

9.60

%

 

n/a

 
v3.25.2
Share-Based Compensation (Tables)
 6 Months Ended
Jun. 30, 2025
P Units  
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]  
Summary of Vested and Nonvested Incentive Units

The following table summarizes P Units activities:

 

P Units

 

 

Weighted
Average Grant-
Date Fair Value

 

Nonvested units at January 1, 2024

 

 

8,892,655

 

 

$

0.31

 

Granted

 

 

—

 

 

 

—

 

Vested

 

 

(3,797,905

)

 

$

0.28

 

Forfeited

 

 

—

 

 

 

—

 

Nonvested units at December 31, 2024

 

 

5,094,750

 

 

$

0.32

 

Granted

 

 

—

 

 

 

—

 

Vested

 

 

(5,094,750

)

 

$

0.32

 

Forfeited

 

 

—

 

 

 

—

 

Nonvested units at June 30, 2025

 

 

—

 

 

 

—

 
Phantom Units  
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]  
Summary of Vested and Nonvested Incentive Units

The following table summarizes Phantom Units activities:

Phantom Units

 

Weighted Average Grant-Date Fair Value

 

Nonvested units as of January 1, 2024

 

—

 

 

—

 

Granted

 

463,162

 

$

3.04

 

Vested

 

—

 

 

—

 

Forfeited

 

—

 

 

—

 

Nonvested units at December 31, 2024

 

463,162

 

$

3.04

 

Granted

 

—

 

 

—

 

Vested

 

(463,162

)

$

3.04

 

Forfeited

 

—

 

 

—

 

Nonvested units at June 30, 2025

 

—

 

$

—

 
v3.25.2
Net Income (Loss) Per Common Share and Common Unit (Tables)
 6 Months Ended
Jun. 30, 2025
Earnings Per Share [Abstract]  
Schedule of Net Income (Loss) Per Common Share and Common Unit

Net income (loss) per common share and common unit was computed as follows:

 

Three Months Ended June 30,

 

 

Six Months Ended June 30,

 

 

2025

 

 

2024

 

 

2025

 

 

2024

 

 

(in thousands except per share data)

 

Net income

$

6,807

 

 

$

4,604

 

 

$

2,009

 

 

$

6,726

 

Weighted average common share and unit outstanding - basic, respectively

 

132,322

 

 

 

166,737

 

 

 

132,322

 

 

 

166,737

 

Effect of dilutive common shares and unit, respectively

 

—

 

 

 

—

 

 

 

—

 

 

 

—

 

Weighted average common share and unit outstanding - diluted, respectively

 

132,322

 

 

 

166,737

 

 

 

132,322

 

 

 

166,737

 

Net income per common share and unit - basic, respectively

$

0.05

 

 

$

0.03

 

 

$

0.02

 

 

$

0.04

 

Net income per common share and unit - diluted, respectively

$

0.05

 

 

$

0.03

 

 

$

0.02

 

 

$

0.04

 
v3.25.2
Segment Reporting (Tables)
 6 Months Ended
Jun. 30, 2025
Segment Reporting [Abstract]  
Summary of Revenue, Net Income and Significant Expenses

The following table summarizes the Company’s revenue, net income and significant expenses:

 

 

Three Months Ended June 30,

 

 

Six Months Ended June 30,

 

 

 

2025

 

 

2024

 

 

2025

 

 

2024

 

 

 

(in thousands)

 

Revenue

 

$

115,097

 

 

$

85,039

 

 

$

215,221

 

 

$

168,045

 

Expenses and other items:

 

 

 

 

 

 

 

 

 

 

 

 

Cost of goods sold:

 

 

 

 

 

 

 

 

 

 

 

 

Labor

 

 

(28,463

)

 

 

(25,346

)

 

 

(56,140

)

 

 

(47,721

)

Materials

 

 

(31,741

)

 

 

(19,163

)

 

 

(57,977

)

 

 

(44,716

)

Overhead

 

 

(5,052

)

 

 

(3,950

)

 

 

(9,143

)

 

 

(8,090

)

Depreciation and amortization

 

 

(2,820

)

 

 

(1,986

)

 

 

(5,489

)

 

 

(3,924

)

Total cost of goods sold

 

 

(68,076

)

 

 

(50,445

)

 

 

(128,749

)

 

 

(104,451

)

General and administrative expenses

 

 

(19,430

)

 

 

(9,993

)

 

 

(42,718

)

 

 

(20,082

)

Depreciation and amortization not included in cost of goods sold

 

 

(7,487

)

 

 

(6,320

)

 

 

(13,687

)

 

 

(11,732

)

Other income

 

 

380

 

 

 

36

 

 

 

300

 

 

 

806

 

Interest expense, net

 

 

(11,893

)

 

 

(13,401

)

 

 

(23,266

)

 

 

(25,461

)

Income tax provision

 

 

(1,784

)

 

 

(312

)

 

 

(5,092

)

 

 

(399

)

Net income

 

$

6,807

 

 

$

4,604

 

 

$

2,009

 

 

$

6,726

 
v3.25.2
Provision for Income Tax (Tables)
 6 Months Ended
Jun. 30, 2025
Income Tax Disclosure [Abstract]  
Summary of Income Tax Expense and Effective Tax Rate

The following table summarizes the Company’s income tax expense and effective tax rate for the three and six months ended June 30, 2025 and 2024:

 

 

 

Three Months Ended June 30,

 

 

Six Months Ended June 30,

 

 

 

2025

 

 

2024

 

 

2025

 

 

2024

 

 

 

(in thousands, except percent)

 

Income before provision for income taxes

 

$

8,591

 

 

$

4,916

 

 

$

7,101

 

 

$

7,125

 

Provision for income taxes

 

 

1,784

 

 

 

312

 

 

 

5,092

 

 

 

399

 

Effective tax rate

 

 

20.8

%

 

 

6.3

%

 

 

71.7

%

 

 

5.6

%
v3.25.2
Formation and Nature of Business Operations - Additional Information (Details) - USD ($)
$ / shares in Units, $ in Millions
 3 Months Ended 6 Months Ended
May 28, 2025
Apr. 02, 2025
Feb. 14, 2025
Feb. 12, 2025
Mar. 31, 2025
Jun. 30, 2025
Common Stock            
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]            
Shares issued in exchange of units       123,800,000 123,754,000  
Stock issued and sold         8,421,000  
Common Stock | IPO            
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]            
Shares issued in offering     26,500,000      
Stock issued and sold     8,400,000      
Offering price     $ 22      
Net proceeds after deducting other offering expenses     $ 147.3      
Aerospace Engineering, LLC            
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]            
Business combination, acquisition date           Aug. 28, 2020
AMRO Fabricating Corporation            
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]            
Business combination, acquisition date           Oct. 28, 2020
American Automated Engineering, Inc.            
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]            
Business combination, acquisition date           Dec. 21, 2020
Systima Technologies, Inc            
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]            
Business combination, acquisition date           Sep. 14, 2021
RMS            
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]            
Business combination, acquisition date           Feb. 16, 2024
Metal Technology Inc            
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]            
Business combination, acquisition date May 28, 2025 Apr. 02, 2025       Apr. 02, 2025
Industrial Solid Propulsion            
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]            
Business combination, acquisition date           May 28, 2025
v3.25.2
Summary of Significant Accounting Policies - Additional Information (Details) - USD ($)
 6 Months Ended 12 Months Ended
Feb. 27, 2025
Jun. 30, 2025
Jun. 30, 2024
Dec. 31, 2024
Inventory raw materials   $ 11,500,000   $ 9,500,000
Inventory, work in progress   $ 2,500,000   $ 400,000
Accounts receivable contractual due date   180 days    
Percentage of customers within contractual due date   50.00%    
Potentially dilutive securities   $ 0 $ 0  
Remaining performance obligation   $ 513,700,000    
Convertible Promissory Note        
Debt instrument, maturity date, description On February 27, 2025, the Company invested $6.0 million in an unrelated party (the “Issuer”) in the form of a convertible promissory note (the “Note”). The Note will mature on the fifth anniversary of the Note’s issuance, bears no interest and is convertible into the Issuer’s shares prior to the maturity date at the Company’s discretion or upon the occurrence of certain future events.      
Interest rate 0.00%      
Debt conversion, description is convertible into the Issuer’s shares prior to the maturity date at the Company’s discretion or upon the occurrence of certain future events.      
Convertible Promissory Note | Issuer        
Convertible promissory note $ 6,000,000      
ASU 2024-01        
Change in Accounting Principle, Accounting Standards Update, Adopted [true false]   true    
Change in Accounting Principle, Accounting Standards Update, Adoption Date   Jan. 01, 2025    
Change in Accounting Principle, Accounting Standards Update, Immaterial Effect [true false]   true    
Customer One | Customer Concentration Risk | Sales Revenue Net        
Concentration of Credit Risk   23.20% 28.40%  
Customer Two | Customer Concentration Risk | Sales Revenue Net        
Concentration of Credit Risk   12.60% 11.60%  
Customer Three | Customer Concentration Risk | Sales Revenue Net        
Concentration of Credit Risk   11.70%    
Three Customers | Customer Concentration Risk | Sales Revenue Net        
Concentration of Credit Risk   10.00% 10.00%  
Three Customers | Customer Concentration Risk | Accounts Receivable        
Concentration of Credit Risk   45.90%   58.70%
One Supplier | Customer Concentration Risk | Accounts Payable        
Concentration of Credit Risk       19.60%
Financing Receivables Beyond One Year Past Due        
Percentage of customers within contractual due date   100.00%    
v3.25.2
Summary of Significant Accounting Policies - Additional Information (Details1)
$ in Millions
Jun. 30, 2025
USD ($)
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]  
Revenue, Remaining Performance Obligation, Amount $ 513.7
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-07-01  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]  
Revenue, Remaining Performance Obligation, Percentage 38.60%
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period 6 months
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2026-01-01  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]  
Revenue, Remaining Performance Obligation, Percentage 34.00%
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period 1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2027-01-01  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]  
Revenue, Remaining Performance Obligation, Percentage 27.40%
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period
v3.25.2
Summary of Significant Accounting Policies - Summary of Contract Assets And Liabilities (Details) - USD ($)
$ in Thousands
Jun. 30, 2025
Dec. 31, 2024
Dec. 31, 2023
Revenue from Contract with Customer [Abstract]      
Accounts Receivable $ 57,902 $ 55,220  
Contract Assets 133,590 107,222 $ 89,184
Contract Liabilities $ 19,897 $ 29,868 $ 36,074
v3.25.2
Summary of Significant Accounting Policies - Summary of Changes In Contract Assets And Contract Liabilities (Details) - USD ($)
$ in Thousands
 6 Months Ended 12 Months Ended
Jun. 30, 2025
Dec. 31, 2024
Change in Contract with Customer, Asset [Abstract]    
Contract Assets, Beginning of Period $ 107,222 $ 89,184
Contract assets recorded during the period 100,777 96,433
Reclassified to accounts receivable during the period (74,409) (78,395)
Contract Assets, End of Period 133,590 107,222
Change in Contract with Customer, Liability [Abstract]    
Contract Liabilities, Beginning of Period 29,868 36,074
Customer Advances Received or Billed 14,505 19,914
Recognition of Unearned Revenue (24,476) (26,120)
Contract Liabilities, End of Period $ 19,897 $ 29,868
v3.25.2
Summary of Significant Accounting Policies - Summary of Revenue Disaggregated and Revenue Growth by End Markets (Details) - USD ($)
$ in Thousands
 3 Months Ended 6 Months Ended
Jun. 30, 2025
Jun. 30, 2024
Jun. 30, 2025
Jun. 30, 2024
Disaggregation of Revenue [Line Items]        
Total Revenue $ 115,097 $ 85,039 $ 215,221 $ 168,045
Percentage of total revenue 100.00% 100.00% 100.00% 100.00%
Percentage of change of revenue 35.30%   28.10%  
Hypersonic & Strategic Missile Defense        
Disaggregation of Revenue [Line Items]        
Total Revenue $ 34,960 $ 28,741 $ 65,016 $ 53,563
Percentage of total revenue 30.40% 33.80% 30.20% 31.90%
Percentage of change of revenue 21.60%   21.40%  
Space & Launch        
Disaggregation of Revenue [Line Items]        
Total Revenue $ 39,597 $ 28,512 $ 73,468 $ 58,768
Percentage of total revenue 34.40% 33.50% 34.10% 35.00%
Percentage of change of revenue 38.90%   25.00%  
Tactical Missile & Integrated Defense Systems        
Disaggregation of Revenue [Line Items]        
Total Revenue $ 40,540 $ 27,786 $ 76,737 $ 55,714
Percentage of total revenue 35.20% 32.70% 35.70% 33.20%
Percentage of change of revenue 45.90%   37.70%  
v3.25.2
Summary of Significant Accounting Policies - Summary of Prepaid and Other Current Assets (Details) - USD ($)
$ in Thousands
Jun. 30, 2025
Dec. 31, 2024
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]    
Deferred offering costs $ 0 $ 12,202
Other prepaid and current assets 8,382 5,654
Prepaid and other current assets $ 8,382 $ 17,856
v3.25.2
Summary of Significant Accounting Policies - Summary of Allowance For Credit Losses (Details) - USD ($)
$ in Thousands
 6 Months Ended 12 Months Ended
Jun. 30, 2025
Dec. 31, 2024
Allowance for Credit Loss [Abstract]    
Allowance for credit losses, beginning balance $ (712) $ (1,039)
Credit loss recoveries (expenses) (10) (268)
Write-offs 46 595
Allowance for credit losses, ending balance $ (676) $ (712)
v3.25.2
Summary of Significant Accounting Policies - Summary of Other Current Liabilities (Details) - USD ($)
$ in Thousands
Jun. 30, 2025
Dec. 31, 2024
Other Liabilities, Current [Abstract]    
Accrued offering costs $ 1,028 $ 11,720
Earnout liability 3,899 0
Other accrued expenses and current liabilities 876 767
Other current liabilities $ 5,803 $ 12,487
v3.25.2
Property and Equipment - Schedule of Property and Equipment (Details) - USD ($)
$ in Thousands
Jun. 30, 2025
Dec. 31, 2024
Property, Plant and Equipment [Line Items]    
Property and equipment $ 112,025 $ 87,832
Less accumulated depreciation (32,753) (26,952)
Net property, plant and equipment 79,272 60,880
Land and buildings    
Property, Plant and Equipment [Line Items]    
Property and equipment 6,611 0
Machinery and equipment    
Property, Plant and Equipment [Line Items]    
Property and equipment 74,568 59,669
Vehicles    
Property, Plant and Equipment [Line Items]    
Property and equipment 162 48
Office furniture and equipment    
Property, Plant and Equipment [Line Items]    
Property and equipment 1,316 1,253
Computer systems    
Property, Plant and Equipment [Line Items]    
Property and equipment 2,766 2,532
Leasehold Improvements    
Property, Plant and Equipment [Line Items]    
Property and equipment 17,402 14,201
Construction in Process    
Property, Plant and Equipment [Line Items]    
Property and equipment $ 9,200 $ 10,129
v3.25.2
Property and Equipment - Schedule of Property and Equipment (Parenthetical) (Details)
Jun. 30, 2025
Dec. 31, 2024
Machinery and equipment | Minimum    
Property, Plant and Equipment [Line Items]    
Property and equipment estimated useful lives 7 years 7 years
Machinery and equipment | Maximum    
Property, Plant and Equipment [Line Items]    
Property and equipment estimated useful lives 10 years 10 years
Vehicles    
Property, Plant and Equipment [Line Items]    
Property and equipment estimated useful lives 5 years 5 years
Office furniture and equipment | Minimum    
Property, Plant and Equipment [Line Items]    
Property and equipment estimated useful lives 5 years 5 years
Office furniture and equipment | Maximum    
Property, Plant and Equipment [Line Items]    
Property and equipment estimated useful lives 7 years 7 years
Computer systems    
Property, Plant and Equipment [Line Items]    
Property and equipment estimated useful lives 3 years 3 years
v3.25.2
Property and Equipment - Additional Information (Details) - USD ($)
$ in Millions
 3 Months Ended 6 Months Ended
Jun. 30, 2025
Jun. 30, 2024
Jun. 30, 2025
Jun. 30, 2024
Property, Plant and Equipment [Line Items]        
Depreciation expense associated with property and equipment $ 3.0 $ 2.3 $ 5.8 $ 4.4
Cost of Goods Sold        
Property, Plant and Equipment [Line Items]        
Depreciation expense associated with property and equipment $ 2.8 $ 2.0 $ 5.5 $ 3.9
v3.25.2
Business Combination - Additional Information (Details) - USD ($)
$ in Thousands
 1 Months Ended 3 Months Ended 6 Months Ended
May 28, 2025
Apr. 02, 2025
Feb. 16, 2024
Jun. 30, 2025
Jun. 30, 2025
Jun. 30, 2024
Jun. 30, 2025
Rapid Machining Solutions              
Business Acquisition [Line Items]              
Business combination, acquisition date     Feb. 16, 2024        
Business combination, equity interests     100.00%        
Term loan     $ 35,000        
Business combination, fair Value of consideration     $ 31,334        
Business combination, direct acquisition-related expenses           $ 1,600  
Cost, Product and Service [Extensible Enumeration]           General and Administrative Expense [Member]  
Weighted average useful life     12 years 1 month 6 days        
Metal Technology Inc              
Business Acquisition [Line Items]              
Business combination, acquisition date May 28, 2025 Apr. 02, 2025         Apr. 02, 2025
Business combination, fair Value of consideration   $ 82,313          
Business combination, direct acquisition-related expenses       $ 1,400 $ 1,400   $ 1,400
Cost, Product and Service [Extensible Enumeration]         General and Administrative Expense [Member]   General and Administrative Expense [Member]
Weighted average useful life 11 years            
Industrial Solid Propulsion              
Business Acquisition [Line Items]              
Business combination, acquisition date             May 28, 2025
Business combination, fair Value of consideration $ 58,637            
Business combination, earnout for cash payment $ 5,000            
Business combination, direct acquisition-related expenses       $ 1,200 $ 1,200   $ 1,200
Cost, Product and Service [Extensible Enumeration]         General and Administrative Expense [Member]   General and Administrative Expense [Member]
Weighted average useful life 10 years 8 months 12 days            
Payment to acquire business in cash $ 52,900            
Fair value of equity consideration 5,700            
Business combination fair value of the Earnout 3,900            
Industrial Solid Propulsion | Real Estate of Industrial Solid Propulsion              
Business Acquisition [Line Items]              
Payment to acquire business in cash 50,000            
Business combination common stock issued       147,842      
Business combination potential earnout $ 5,000            
v3.25.2
Business Combination - Schedule of Estimated Fair Values of Assets Acquired, and Liabilities Assumed in Connection with Acquisition (Details) - USD ($)
$ in Thousands
Jun. 30, 2025
May 28, 2025
Apr. 02, 2025
Dec. 31, 2024
Feb. 16, 2024
Dec. 31, 2023
Assets Acquired            
Goodwill $ 301,840     $ 225,146   $ 217,274
Rapid Machining Solutions            
Assets Acquired            
Cash and cash equivalents         $ 44  
Accounts receivable, net         2,312  
Inventory         828  
Prepaid and other current assets         5  
Property plant and equipment         2,987  
Right of use lease assets         348  
Total assets acquired         24,824  
Accounts payable         857  
Accrued liabilities         157  
Lease liabilities, current         12  
Lease liabilities, non-current         336  
Total liabilities assumed         1,362  
Goodwill         7,872  
Fair Value of Consideration         31,334  
Rapid Machining Solutions | Customer Relationships            
Assets Acquired            
Intangible assets, net         13,000  
Rapid Machining Solutions | Customer Backlogs            
Assets Acquired            
Intangible assets, net         $ 5,300  
Metal Technology Inc            
Assets Acquired            
Cash and cash equivalents     $ 2,230      
Accounts receivable, net     2,734      
Inventory     3,258      
Prepaid and other current assets     173      
Property plant and equipment     10,672      
Intangible assets, net     30,700      
Right of use lease assets     715      
Total assets acquired     50,482      
Accounts payable     374      
Accrued payroll and related expenses     10,815      
Lease liabilities, current     113      
Lease liabilities, non-current     602      
Other current liabilities     461      
Total liabilities assumed     12,365      
Goodwill     44,196      
Fair Value of Consideration     $ 82,313      
Industrial Solid Propulsion            
Assets Acquired            
Cash and cash equivalents   $ 2,791        
Accounts receivable, net   883        
Inventory   1,202        
Prepaid and other current assets   39        
Property plant and equipment   4,239        
Intangible assets, net   21,400        
Total assets acquired   30,554        
Accounts payable   279        
Accrued payroll and related expenses   2,122        
Contract liabilities   95        
Long-term notes payable, net of current portion and net of debt issuance costs   1,919        
Total liabilities assumed   4,415        
Goodwill   32,498        
Fair Value of Consideration   $ 58,637        
v3.25.2
Business Combination - Schedule of Intangible Assets Acquired in Acquisition (Details) - USD ($)
$ in Thousands
May 28, 2025
Apr. 02, 2025
Feb. 16, 2024
Metal Technology Inc      
Acquired Finite-Lived Intangible Assets [Line Items]      
Intangible Asset, Acquisition Date Fair Value   $ 30,700  
Industrial Solid Propulsion      
Acquired Finite-Lived Intangible Assets [Line Items]      
Intangible Asset, Acquisition Date Fair Value $ 21,400    
Customer Relationships      
Acquired Finite-Lived Intangible Assets [Line Items]      
Intangible Asset, Estimated Life (Years) 10 years    
Customer Relationships | Rapid Machining Solutions      
Acquired Finite-Lived Intangible Assets [Line Items]      
Intangible Asset, Acquisition Date Fair Value     $ 13,000
Intangible Asset, Estimated Life (Years)     16 years
Customer Relationships | Metal Technology Inc      
Acquired Finite-Lived Intangible Assets [Line Items]      
Intangible Asset, Acquisition Date Fair Value   $ 19,700  
Intangible Asset, Estimated Life (Years)   14 years  
Customer Relationships | Industrial Solid Propulsion      
Acquired Finite-Lived Intangible Assets [Line Items]      
Intangible Asset, Acquisition Date Fair Value $ 13,500    
Customer Backlogs | Rapid Machining Solutions      
Acquired Finite-Lived Intangible Assets [Line Items]      
Intangible Asset, Acquisition Date Fair Value     $ 5,300
Intangible Asset, Estimated Life (Years)     2 years 6 months
Customer Backlogs | Metal Technology Inc      
Acquired Finite-Lived Intangible Assets [Line Items]      
Intangible Asset, Acquisition Date Fair Value   $ 3,600  
Intangible Asset, Estimated Life (Years)   2 years 8 months 12 days  
Customer Backlogs | Industrial Solid Propulsion      
Acquired Finite-Lived Intangible Assets [Line Items]      
Intangible Asset, Acquisition Date Fair Value $ 1,900    
Intangible Asset, Estimated Life (Years) 1 year 7 months 6 days    
Developed Technology | Metal Technology Inc      
Acquired Finite-Lived Intangible Assets [Line Items]      
Intangible Asset, Acquisition Date Fair Value   $ 7,400  
Intangible Asset, Estimated Life (Years)   7 years  
Developed Technology | Industrial Solid Propulsion      
Acquired Finite-Lived Intangible Assets [Line Items]      
Intangible Asset, Acquisition Date Fair Value $ 6,000    
Intangible Asset, Estimated Life (Years) 15 years    
v3.25.2
Goodwill and Intangibles - Schedule of Goodwill (Details) - USD ($)
$ in Thousands
 6 Months Ended 12 Months Ended
Jun. 30, 2025
Dec. 31, 2024
Goodwill and Intangible Assets Disclosure [Abstract]    
Goodwill, Beginning Balance $ 225,146 $ 217,274
Acquisitions 76,694 7,872
Impairments 0 0
Goodwill, Ending Balance $ 301,840 $ 225,146
v3.25.2
Goodwill and Intangibles - Schedule of Carrying Amount Identifiable Intangible Assets (Details) - USD ($)
$ in Thousands
 6 Months Ended 12 Months Ended
Jun. 30, 2025
Dec. 31, 2024
May 28, 2025
Acquired Finite-Lived Intangible Assets [Line Items]      
Gross Carrying Amount $ 351,458 $ 299,358  
Accumulated Amortization (100,314) (90,406)  
Total Intangible Assets, Net $ 251,144 $ 208,952  
Patents      
Acquired Finite-Lived Intangible Assets [Line Items]      
Weighted Average Amortization Period 9 years 9 years  
Gross Carrying Amount $ 2,722 $ 2,722  
Accumulated Amortization (926) (774)  
Total Intangible Assets, Net $ 1,796 $ 1,948  
Estimated Useful lives 9 years 9 years  
Know-How      
Acquired Finite-Lived Intangible Assets [Line Items]      
Weighted Average Amortization Period 10 years 6 months 10 years  
Gross Carrying Amount $ 15,686 $ 2,286  
Accumulated Amortization (998) (585)  
Total Intangible Assets, Net $ 14,688 $ 1,701  
Estimated Useful lives   10 years  
Know-How | Minimum      
Acquired Finite-Lived Intangible Assets [Line Items]      
Estimated Useful lives 7 years    
Know-How | Maximum      
Acquired Finite-Lived Intangible Assets [Line Items]      
Estimated Useful lives 15 years    
Customer Backlogs      
Acquired Finite-Lived Intangible Assets [Line Items]      
Weighted Average Amortization Period 2 years 4 months 24 days 2 years 4 months 24 days  
Gross Carrying Amount $ 44,250 $ 38,750  
Accumulated Amortization (36,794) (35,302)  
Total Intangible Assets, Net $ 7,456 $ 3,448  
Customer Backlogs | Minimum      
Acquired Finite-Lived Intangible Assets [Line Items]      
Estimated Useful lives 1 year 7 months 6 days  
Customer Backlogs | Maximum      
Acquired Finite-Lived Intangible Assets [Line Items]      
Estimated Useful lives 7 years 6 months 2 years 6 months  
Customer Relationships      
Acquired Finite-Lived Intangible Assets [Line Items]      
Weighted Average Amortization Period 17 years 17 years 7 months 6 days  
Gross Carrying Amount $ 288,800 $ 255,600  
Accumulated Amortization (61,596) (53,745)  
Total Intangible Assets, Net $ 227,204 $ 201,855  
Estimated Useful lives     10 years
Customer Relationships | Minimum      
Acquired Finite-Lived Intangible Assets [Line Items]      
Estimated Useful lives 10 years 13 years  
Customer Relationships | Maximum      
Acquired Finite-Lived Intangible Assets [Line Items]      
Estimated Useful lives 19 years 19 years  
v3.25.2
Goodwill and Intangibles - Additional Information (Details) - USD ($)
$ in Millions
 3 Months Ended 6 Months Ended
Jun. 30, 2025
Jun. 30, 2024
Jun. 30, 2025
Jun. 30, 2024
General and Administrative Expenses        
Acquired Finite-Lived Intangible Assets [Line Items]        
Amortization expense $ 5.5 $ 4.4 $ 9.9 $ 8.3
v3.25.2
Debt - Schedule of Notes Payable (Details) - USD ($)
$ in Thousands
Jun. 30, 2025
Dec. 31, 2024
Debt Instrument [Line Items]    
Notes Payable $ 375,000 $ 337,114
Issuance costs (6,337) (3,054)
Subtotal 368,663 334,060
Less: current portion of notes payable (2,816) (7,140)
Long-term notes payable 365,847 326,920
Term Note    
Debt Instrument [Line Items]    
Notes Payable 375,000 326,662
Seller Note    
Debt Instrument [Line Items]    
Notes Payable $ 0 $ 10,452
v3.25.2
Debt - Additional Information (Details) - USD ($)
 1 Months Ended 3 Months Ended 6 Months Ended
Apr. 01, 2025
Apr. 30, 2025
Jun. 30, 2025
Jun. 30, 2024
Jun. 30, 2025
Jun. 30, 2024
May 27, 2025
Apr. 02, 2025
Dec. 31, 2024
Debt Instrument [Line Items]                  
Notes payable     $ 368,663,000   $ 368,663,000       $ 334,060,000
Revolving line of credit     30,000,000   30,000,000       25,000,000
Interest expense     11,900,000 $ 13,400,000 23,700,000 $ 25,500,000      
Amortization of debt origination fees         789,000 1,128,000      
Accrued interest     0   0       $ 0
TCW Term Note                  
Debt Instrument [Line Items]                  
Amortization of debt origination fees       $ 500,000   $ 1,100,000      
Unamortized debt issuance cost     $ 2,500,000   $ 2,500,000        
Citi Term Note                  
Debt Instrument [Line Items]                  
Interest rate     8.65%   8.65%       11.01%
Debt origination fees     $ 6,500,000   $ 6,500,000        
Amortization of debt origination fees     200,000   200,000        
Revolving Line of Credit                  
Debt Instrument [Line Items]                  
Revolving line of credit     $ 30,000,000   $ 30,000,000       $ 25,000,000
Interest rate     8.65%   8.65%       11.01%
Citi Credit Agreement | Revolving Line of Credit                  
Debt Instrument [Line Items]                  
First lien net leverage ratio maximum     6.5   6.5        
Maximum borrowing limit of revolving line of credit     $ 50,000,000   $ 50,000,000        
TCW Asset Management Company | Revolving Line of Credit                  
Debt Instrument [Line Items]                  
Revolving line of credit                 $ 25,000,000
Maturity date         Apr. 15, 2026        
TCW Asset Management Company | Citi Credit Agreement | Revolving Line of Credit                  
Debt Instrument [Line Items]                  
Debt instrument face amount $ 50,000,000                
Maturity date Apr. 01, 2030                
TCW Asset Management Company | Citi Credit Agreement | Term Loan                  
Debt Instrument [Line Items]                  
Debt instrument face amount $ 300,000,000                
Maturity date Apr. 01, 2032                
Industrial Solid Propulsion | Citi Term Note                  
Debt Instrument [Line Items]                  
Debt instrument face amount             $ 75,000,000    
Metal Technology Inc | Revolving Line of Credit                  
Debt Instrument [Line Items]                  
Revolving line of credit               $ 30,000,000  
Prior Acquisition | Seller Note                  
Debt Instrument [Line Items]                  
Notes payable     6,600,000   $ 6,600,000        
Acquisition | Seller Note                  
Debt Instrument [Line Items]                  
Notes payable     $ 0   $ 0       $ 10,500,000
Interest rate percent         7.50%        
Repayment of outstanding principal and interest balance   $ 10,600,000              
v3.25.2
Lease Obligations - Additional Information (Details) - USD ($)
$ in Millions
 3 Months Ended 6 Months Ended
Jun. 30, 2025
Jun. 30, 2024
Jun. 30, 2025
Jun. 30, 2024
Leases [Abstract]        
Total lease payments $ 2.2 $ 2.9 $ 6.4 $ 5.3
v3.25.2
Lease Obligations - Schedule of Lease Activity (Details) - USD ($)
$ in Thousands
 3 Months Ended 6 Months Ended
Jun. 30, 2025
Jun. 30, 2024
Jun. 30, 2025
Jun. 30, 2024
Finance lease expense        
Amortization of ROU assets $ 1,131 $ 1,611 $ 3,424 $ 3,124
Interest on lease liabilities 1,095 1,671 3,363 3,305
Operating lease expense 386 422 1,065 844
Total $ 2,612 $ 3,704 $ 7,852 $ 7,273
v3.25.2
Lease Obligations - Schedule of Supplemental Cash Flow Information (Details) - USD ($)
$ in Thousands
 6 Months Ended
Jun. 30, 2025
Jun. 30, 2024
Cash paid for amounts included in the measurement of lease liabilities    
Operating cash flows from finance leases $ 3,371 $ 3,305
Financing cash flows from finance leases 1,896 1,098
Operating cash flows from operating leases 1,083 867
ROU assets obtained in exchange for new finance lease liabilities 0 4,087
ROU assets obtained in exchange for new operating lease liabilities $ 1,342 $ 0
Weighted-average remaining lease term in years for finance leases 13 years 5 months 19 days  
Weighted-average remaining lease term in years for operating leases 5 years 7 months 20 days  
Weighted-average discount rate for finance leases 8.37%  
Weighted-average discount rate for operating leases 9.60%  
v3.25.2
Retirement Plans - Additional Information (Details) - USD ($)
$ in Millions
 3 Months Ended 6 Months Ended
Jun. 30, 2025
Jun. 30, 2024
Jun. 30, 2025
Defined Contribution Plan Disclosure [Line Items]      
Defined contribution plan, description     The Company maintains 401(k) Plans for all employees who have completed three months of service and have reached age 18. Qualified employees may contribute up to 90% of their pre-tax annual compensation to this plan, not to exceed the dollar limit set by law.
Defined contribution plan, employer contribution amount $ 0.8 $ 0.6  
Maximum [Member]      
Defined Contribution Plan Disclosure [Line Items]      
Defined contribution plan, maximum annual contributions per employee, percent     90.00%
v3.25.2
Membership Units - Additional Information (Details)
Feb. 14, 2025
shares
Dec. 31, 2024
shares
Subsidiary, Sale of Stock [Line Items]    
Membership units outstanding   166,737,325
Common Stock | IPO    
Subsidiary, Sale of Stock [Line Items]    
Membership unit conversion ratio 0.68  
Membership units converted common stock 112,566,039  
v3.25.2
Share-Based Compensation - Additional Information (Details)
$ in Millions
 3 Months Ended 6 Months Ended
Feb. 14, 2025
USD ($)
shares
Jun. 30, 2025
USD ($)
shares
Jun. 30, 2024
USD ($)
Jun. 30, 2025
USD ($)
shares
Jun. 30, 2024
USD ($)
Dec. 31, 2024
shares
Dec. 31, 2023
shares
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]              
Compensation cost | $   $ 7.8 $ 5.5 $ 14.4 $ 10.4    
P Units              
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]              
Share - Based Compensation, shares outstanding | shares 18,063,207            
Shares issued in exchange of units | shares 11,187,501            
Membership unit conversion ratio 0.62            
Share-Based Compensation, vesting years       5 years      
Share-based compensation, vesting percentage       20.00%      
Number of units outstanding | shares   0   0   5,094,750 8,892,655
P Units | General and Administrative Expenses              
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]              
Compensation cost | $   $ 0.0 $ 0.3 $ 1.4 $ 0.7    
Phantom Units              
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]              
Number of units outstanding | shares   0   0   463,162 0
Threshold value | $   $ 470.2   $ 470.2      
Phantom Units | General and Administrative Expenses              
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]              
Cash used to settle awards | $ $ 6.6            
v3.25.2
Share-Based Compensation - Summary of Vested and Nonvested Incentive Units (Details) - $ / shares
 6 Months Ended 12 Months Ended
Jun. 30, 2025
Dec. 31, 2024
P Units    
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Nonvested, Number of Shares [Roll Forward]    
Beginning Balance 5,094,750 8,892,655
Granted 0 0
Vested (5,094,750) (3,797,905)
Forfeited 0 0
Ending Balance 0 5,094,750
Weighted Average Grant - Date Fair Value    
Beginning Balance $ 0.32 $ 0.31
Granted 0 0
Vested 0.32 0.28
Forfeited 0 0
Ending Balance $ 0 $ 0.32
Phantom Units    
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Nonvested, Number of Shares [Roll Forward]    
Beginning Balance 463,162 0
Granted 0 463,162
Vested (463,162) 0
Forfeited 0 0
Ending Balance 0 463,162
Weighted Average Grant - Date Fair Value    
Beginning Balance $ 3.04 $ 0
Granted 0 3.04
Vested 3.04 0
Forfeited 0 0
Ending Balance $ 0 $ 3.04
v3.25.2
Net Income (Loss) Per Common Share and Common Unit - Schedule of Net Income (Loss) Per Common Unit (Details) - USD ($)
$ / shares in Units, shares in Thousands, $ in Thousands
 3 Months Ended 6 Months Ended
Jun. 30, 2025
Mar. 31, 2025
Jun. 30, 2024
Mar. 31, 2024
Jun. 30, 2025
Jun. 30, 2024
Earnings Per Share [Abstract]            
Net income $ 6,807 $ (4,798) $ 4,604 $ 2,122 $ 2,009 $ 6,726
Weighted average common share and unit outstanding - basic 132,322   166,737   132,322 166,737
Effect of dilutive common shares and unit 0   0   0 0
Weighted average common share and unit outstanding - diluted 132,322   166,737   132,322 166,737
Net income per common unit - basic $ 0.05   $ 0.03   $ 0.02 $ 0.04
Net income per common unit - diluted $ 0.05   $ 0.03   $ 0.02 $ 0.04
v3.25.2
Net Income (Loss) Per Common Share and Common Unit - Additional Information (Details) - shares
 3 Months Ended 6 Months Ended
Jun. 30, 2025
Jun. 30, 2024
Jun. 30, 2025
Jun. 30, 2024
Earnings Per Share [Abstract]        
Potentially dilutive securities 0 0 0 0
v3.25.2
Segment Reporting - Additional Information (Details)
$ in Thousands
 3 Months Ended 6 Months Ended
Jun. 30, 2025
USD ($)
Jun. 30, 2024
USD ($)
Jun. 30, 2025
USD ($)
Segment
Jun. 30, 2024
USD ($)
Segment Reporting [Abstract]        
Segment reporting, CODM, individual title and position or group name     srt:ChiefExecutiveOfficerMember  
Number of operating segment | Segment     1  
Segment reporting, CODM, profit (loss) measure, how used, description     The CODM assesses performance at a consolidated level and decides how to allocate resources based on consolidated net income. The measure of segment assets is reported on the balance sheet as total consolidated assets.  
Share-based compensation $ 7,800 $ 5,500 $ 14,400 $ 10,400
Other income $ 380 $ 36 $ 300 $ 806
v3.25.2
Segment Reporting - Summary of Revenue, Net Income and Significant Expenses (Details) - USD ($)
$ in Thousands
 3 Months Ended 6 Months Ended
Jun. 30, 2025
Mar. 31, 2025
Jun. 30, 2024
Mar. 31, 2024
Jun. 30, 2025
Jun. 30, 2024
Segment Reporting Information [Line Items]            
Revenue $ 115,097   $ 85,039   $ 215,221 $ 168,045
Cost of goods sold:            
Labor (28,463)   (25,346)   (56,140) (47,721)
Materials (31,741)   (19,163)   (57,977) (44,716)
Overhead (5,052)   (3,950)   (9,143) (8,090)
Depreciation and amortization (2,820)   (1,986)   (5,489) (3,924)
Total cost of goods sold (68,076)   (50,445)   (128,749) (104,451)
General and administrative expenses (19,430)   (9,993)   (42,718) (20,082)
Depreciation and amortization not included in cost of goods sold (7,487)   (6,320)   (13,687) (11,732)
Other income 380   36   300 806
Interest expense, net (11,893)   (13,401)   (23,266) (25,461)
Income tax provision (1,784)   (312)   (5,092) (399)
Net income $ 6,807 $ (4,798) $ 4,604 $ 2,122 $ 2,009 $ 6,726
v3.25.2
Provision for Income Tax - Summary of Income Tax Expense and Effective Tax Rate (Details) - USD ($)
$ in Thousands
 3 Months Ended 6 Months Ended
Jun. 30, 2025
Jun. 30, 2024
Jun. 30, 2025
Jun. 30, 2024
Income Tax Disclosure [Abstract]        
Income before provision for income taxes $ 8,591 $ 4,916 $ 7,101 $ 7,125
Provision for income taxes $ 1,784 $ 312 $ 5,092 $ 399
Effective tax rate 20.80% 6.30% 71.70% 5.60%
v3.25.2
Subsequent Events - Additional Information (Details) - USD ($)
 3 Months Ended 6 Months Ended
Jul. 23, 2025
Apr. 01, 2025
Mar. 31, 2025
Jun. 30, 2025
Dec. 31, 2024
Subsequent Event [Line Items]          
Notes payable       $ 368,663,000 $ 334,060,000
Common stock, par or stated value per share       $ 0.001 $ 0.001
Net proceeds from issuance of common stock in initial public offering       $ 153,808,000  
TCW Asset Management Company | Term Loan | Citi Credit Agreement          
Subsequent Event [Line Items]          
Maturity date   Apr. 01, 2032      
Debt instrument face amount   $ 300,000,000      
TCW Asset Management Company | Revolving Line of Credit          
Subsequent Event [Line Items]          
Maturity date       Apr. 15, 2026  
TCW Asset Management Company | Revolving Line of Credit | Citi Credit Agreement          
Subsequent Event [Line Items]          
Maturity date   Apr. 01, 2030      
Debt instrument face amount   $ 50,000,000      
Common Stock          
Subsequent Event [Line Items]          
Stock issued and sold     8,421,000    
Subsequent Event | Public Offering          
Subsequent Event [Line Items]          
Stock issued and sold 0        
Net proceeds from issuance of common stock in initial public offering $ 0        
Subsequent Event | Public Offering | Common Stock          
Subsequent Event [Line Items]          
Offering price $ 49        
Common stock, par or stated value per share $ 0.001        
Common Stock agreed to sell at the offering 21,000,000        
Subsequent Event | Underwriters | Common Stock          
Subsequent Event [Line Items]          
Numbers of days were granted 30 days        
Additional shares of common stock exercised date Jul. 24, 2025        
Subsequent Event | Underwriters | Common Stock | Maximum          
Subsequent Event [Line Items]          
Purchase of additional shares of common stock 3,150,000