8-K
AeroVironment Inc (AVAV)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): December 9, 2025
AEROVIRONMENT, INC.
(Exact name of registrant as specified in its charter)
| Delaware | 001-33261 | 95-2705790 |
|---|---|---|
| (State or other jurisdiction of | (Commission File Number) | (I.R.S. Employer Identification No.) |
| incorporation or organization) |
| 241 18th Street South , Suite 650 | |
|---|---|
| Arlington , Virginia | 22202 |
| (Address of Principal Executive Offices) | (Zip Code) |
Registrant’s telephone number, including area code: (703) 418-2828
Securities registered pursuant to Section 12(b) of the Act:
| | |||
|---|---|---|---|
| Title of each class | | Trading Symbol(s) | Name of each exchange on which registered |
| Common Stock, par value $0.0001 per share | | AVAV | The NASDAQ Stock Market LLC |
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02. Results of Operations and Financial Condition
On December 9, 2025, AeroVironment, Inc. (the “Company”) issued a press release announcing second quarter results for the period ended November 1, 2025, a copy of which is attached hereto as Exhibit 99.1.
Item 7.01. Regulation FD Disclosure
The information under Item 2.02 above is incorporated herein by reference.
Attached as Exhibit 99.2 hereto is a presentation containing additional information regarding the Company’s second quarter fiscal 2026 financial results for the period ended November 1, 2025. A copy of the presentation is also available on the investor relations section of the Company’s website at https://investor.avinc.com/events-and-presentations. The information contained on the Company’s website is not incorporated by reference into, and does not form a part of, this Current Report on Form 8-K.
In addition to historic information, this report, including the exhibits, contains forward-looking statements regarding events, performance and financial trends. Various factors could affect future results and could cause actual results to differ materially from those expressed in or implied by the forward-looking statements. Some of those factors are identified in the exhibits, and in our periodic reports filed with the Securities and Exchange Commission.
The information in this Current Report on Form 8-K, including the exhibits, is furnished pursuant to Items 2.02 and 7.01 and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing of AeroVironment, Inc. under the Securities Act of 1933, as amended, or the Exchange Act, whether made before or after the date hereof, except as shall be expressly set forth by specific reference in such filing.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits.
| Exhibit | ||
|---|---|---|
| Number | **** | Description |
| 99.1 | Press release issued by AeroVironment, Inc., dated December 9, 2025. | |
| 99.2 | | Presentation regarding AeroVironment, Inc.’s second quarter fiscal 2026 financial results dated December 9, 2025. |
| 104 | | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| AEROVIRONMENT, INC. | ||
|---|---|---|
| Date: December 9, 2025 | By: | /s/ Wahid Nawabi |
| Wahid Nawabi | ||
| Chairman, President and Chief Executive Officer |
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Exhibit 99.1
AeroVironment Announces Fiscal 2026 Second Quarter Results
ARLINGTON, VA, December 9, 2025 — AeroVironment, Inc. (NASDAQ: AVAV) (“AeroVironment” or the “Company”) reported today financial results for the fiscal second quarter ended November 1, 2025.
Second Quarter Highlights:
| ● | Record second quarter revenue of $472.5 million up, 151% year-over-year; with BlueHalo contributing $245.1 million and legacy revenue of $227.4 million up 21% year-over year |
|---|---|
| ● | Bookings of $1.4 billion; Book-to-bill ratio of 2.9 |
| --- | --- |
“AV is operating from a position of strength as evidenced by our record second quarter results, all-time high bookings and long-term contract wins,” said Wahid Nawabi, AeroVironment chairman, president and chief executive officer. “We have built a portfolio of integrated capabilities and advanced technologies to meet the market’s accelerating demand and serve as a partner of choice in critical moments. While we are pleased with our results for the quarter, we are just getting started. We are confident that our unmatched innovation, strategic partnerships and agility to expand our manufacturing capacity enable us to address evolving defense needs and lead the generational shift in defense over the longer-term.”
FISCAL 2026 SECOND QUARTER RESULTS
Revenue for the second quarter of fiscal 2026 was $472.5 million, an increase of 151% as compared to $188.5 million for the second quarter of fiscal 2025, due to higher product sales of $173.8 million and higher service revenue of $110.2 million. The acquisition of BlueHalo on May 1, 2025 contributed to $134.4 million and $110.7 million of the current quarter product and service revenue, respectively. From a segment standpoint, Autonomous Systems (“AxS”) recorded revenue of $301.6 million and Space, Cyber and Directed Energy (“SCDE”) recorded revenue of $170.9 million.
Gross margin for the second quarter of fiscal 2026 was $104.1 million, an increase of 41% as compared to $73.6 million for the second quarter of fiscal 2025, reflecting higher product margin of $19.5 million and higher service margin of $11.0 million. Fiscal 2026 second quarter gross margin was negatively impacted by $24.2 million of intangible amortization expense and other related non-cash purchase accounting expenses, as compared to $3.7 million in the second quarter of fiscal 2025. As a percentage of revenue, gross margin fell to 22% from 39%, primarily due to an increase in the proportion of service revenue resulting from the BlueHalo acquisition and the increased amortization and other non-cash purchase accounting expenses.
Loss from operations for the second quarter of fiscal 2026 was $(30.2) million as compared to income from operations of $7.0 million for the second quarter of last fiscal year. The current quarter was negatively impacted by $48.2 million of intangible amortization and other related non-cash purchase accounting expenses as compared to $4.8 million in the second quarter of fiscal 2025. The decrease year-over-year was primarily due to an increase in selling, general and administrative (“SG&A”) expense of $60.4 million, which includes an increase of $24.0 million of intangible amortization expense, incremental headcount resulting from our acquisition of BlueHalo which closed on May 1, 2025, and an increase of $4.6 million of acquisition related expenses; an increase in research and development (“R&D”) expense of $7.3 million; partially offset by an increase in gross margin of $30.5 million.
Other income, net for the second quarter of fiscal 2026 was $9.6 million, as compared to other loss, net of $(0.7) million for the second quarter of fiscal 2025. The increase year-over-year was primarily due to an increase in interest income due to a combination of higher cash and investment balances, lower intertest bearing debt balances and an increase in unrealized gains on equity security investments.
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Benefit from income taxes for the second quarter of fiscal 2026 was $(2.3) million, as compared to $(0.2) million for the second quarter of last fiscal year. The increase year-over-year was primarily due to the loss before income taxes.
Net loss for the second quarter of fiscal 2026 was $(17.1) million, or $(0.34) per diluted share, as compared to net income of $7.5 million, or $0.27 per diluted share, in the prior-year period, respectively. The current quarter was negatively impacted by $48.2 million, or $0.77 per diluted share, of intangible amortization and other related non-cash purchase accounting expenses as compared to $4.8 million, or $0.14 per diluted share, in the second quarter of fiscal 2025.
Non-GAAP adjusted EBITDA for the second quarter of fiscal 2026 was $45.0 million and non-GAAP earnings per diluted share were $0.44, as compared to $25.9 million and $0.47, respectively, for the second quarter of fiscal 2025.
BACKLOG
As of November 1, 2025, funded backlog (defined as remaining performance obligations under firm orders for which funding is currently appropriated to us under a customer contract) was $1.1 billion, as compared to $726.6 million as of April 30, 2025.
FISCAL 2026 — OUTLOOK FOR THE FULL YEAR
For fiscal year 2026, the Company now expects revenue of between $1.95 billion and $2.0 billion, net loss of between $(38) million and $(30) million, non-GAAP adjusted EBITDA of between $300 million and $320 million, loss per diluted share of between $(0.76) and $(0.61) and non-GAAP earnings per diluted share, which excludes amortization of intangible assets, other non-cash purchase accounting expenses, equity securities investments gains or losses, and equity method income or loss of between $3.40 and $3.55.
The foregoing estimates are forward-looking and reflect management’s view of current and future market conditions, subject to certain risks and uncertainties, including certain assumptions with respect to our ability to efficiently and on a timely basis integrate acquisitions, obtain and retain government contracts, changes in the timing and/or amount of government spending, react to changes in the demand for our products and services, activities of competitors, changes in the regulatory environment, and general economic and business conditions in the United States and elsewhere in the world. Investors are reminded that actual results may differ materially from these estimates and investors should review all risks related to achievement of the guidance reflected under “forward-looking statements” below and in the Company’s filings with the Securities and Exchange Commission.
CONFERENCE CALL AND PRESENTATION
In conjunction with this release, AeroVironment, Inc. will host a conference call today, Tuesday, December 9, 2025, at 4:30 pm Eastern Time that will be webcast live. Wahid Nawabi, chairman, president and chief executive officer, Kevin P. McDonnell, executive vice president and chief financial officer, and Denise Pacioni, investor relations director, will host the call.
Investors may access the call by registering via the following participant registration link up to ten minutes prior to the start time.
Participant registration URL:
https://register-conf.media-server.com/register/BI46fe71ad422544adbca6658227be91e7
Investors may also listen to the live audio webcast via the Investor Relations page of the AeroVironment, Inc. website, http://investor.avinc.com. Please allow 15 minutes prior to the call to download and install any necessary audio software. 2
A supplementary investor presentation for the second quarter fiscal year 2026 can be accessed at https://investor.avinc.com/events-and-presentations.
Audio Replay
An audio replay of the event will be archived on the Investor Relations section of the Company's website at http://investor.avinc.com.
ABOUT AEROVIRONMENT, INC.
AeroVironment (“AV”) (NASDAQ: AVAV) is a defense technology leader delivering integrated capabilities across air, land, sea, space, and cyber. The company develops and deploys autonomous systems, precision strike systems, counter-UAS technologies, space-based platforms, directed energy systems, and cyber and electronic warfare capabilities—built to meet the mission needs of today’s warfighter and tomorrow’s conflicts. With a national manufacturing footprint and a deep innovation pipeline, AV delivers proven systems and future-defining capabilities with speed, scale, and operational relevance. For more information visit: www.avinc.com.
FORWARD-LOOKING STATEMENTS
This press release contains "forward-looking statements" as that term is defined in the Private Securities Litigation Reform Act of 1995. Forward-looking statements include, without limitation, any statement that may predict, forecast, indicate or imply future results, performance or achievements, and may contain words such as “will,” “believe,” “anticipate,” “expect,” “estimate,” “intend,” “project,” “plan,” or words or phrases with similar meaning. Forward-looking statements are based on current expectations, forecasts and assumptions that involve risks and uncertainties, including, but not limited to, economic, competitive, governmental and technological factors outside of our control, that may cause our business, strategy or actual results to differ materially from the forward-looking statements.
Factors that could cause actual results to differ materially from the forward-looking statements include, but are not limited to, the impact of our ability to successfully close and integrate acquisitions into our operations and avoid disruptions from acquisition transactions that will harm our business; the recording of goodwill and other intangible assets as part of acquisitions that are subject to potential impairments in the future and any realization of such impairments; any actual or threatened disruptions to our relationships with our distributors, suppliers, customers and employees, including shortages in components for our products, whether due to restrictions and sanctions imposed by foreign governments or otherwise; the ability to timely and sufficiently integrate international operations into our ongoing business and compliance programs; reliance on sales to the U.S. government, including uncertainties in classification, pricing or potentially burdensome imposed terms for certain types of government contracts; availability of U.S. government funding for defense procurement and R&D programs; our ability to win U.S. and international government R&D and procurement programs, including foreign military financing aid; changes in the timing and/or amount of government spending, including due to continuing resolutions and/or changing government priorities; adverse impacts of any U.S. government shutdown; our ability to realize the anticipated benefits of the BlueHalo transaction or other acquisitions; our ability to execute contracts for anticipated sales, perform under such contracts and other existing contracts and obtain new contracts; risks related to our international business, including compliance with export control laws; the extensive and increasing regulatory requirements governing our contracts with the U.S. government and international customers; the consequences to our financial position, business and reputation that could result from failing to comply with such regulatory requirements; unexpected technical and marketing difficulties inherent in major research and product development efforts; the impact of potential security and cyber threats or the risk of unauthorized access to and resulting misuse of our, our customers’ and/or our suppliers’ information and systems; failure to remain a market innovator, to create new market opportunities or to expand into new markets; our ability to increase production capacity to support anticipated growth; unexpected changes in significant operating expenses, including components and raw materials; failure to develop new products or integrate new technology into current products; any increase in litigation activity or unfavorable results in legal proceedings, including pending class actions, or litigation that may arise from or in conjunction with our recent acquisition of BlueHalo; our ability to respond and adapt to legal, regulatory and government budgetary changes; our ability to comply with the covenants in our loan documents, outstanding convertible notes or merger agreement with BlueHalo; our ability to attract and retain skilled employees, including retention of BlueHalo employees; the impact of inflation; and general economic and business conditions in the United States and elsewhere in the world; and the failure to establish and maintain effective internal control over financial reporting. For a further list and description of such risks and uncertainties, see the reports we file with the Securities and Exchange Commission. We do not intend, and undertake no obligation, to update any forward-looking statements, whether as a result of new information, future events or otherwise.
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NON-GAAP MEASURES
In addition to the financial measures prepared in accordance with generally accepted accounting principles (GAAP), this earnings release also contains non-GAAP financial measures. See in the financial tables below the calculation of these measures, the reasons why we believe these measures provide useful information to investors, and a reconciliation of these measures to the most directly comparable GAAP measures.
– Financial Tables Follow – 4
AeroVironment, Inc.
Consolidated Statements of Operations
(In thousands except share and per share data)
| | | | | | | | | | | | | | |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| | | Three Months Ended | | Six Months Ended | | ||||||||
| | | November 1, | | October 26, | | November 1, | | October 26, | | ||||
| | **** | 2025 | | 2024 | **** | 2025 | | 2024 | **** | ||||
| | | (Unaudited) | | (Unaudited) | | ||||||||
| Revenue: | | | | | | | | | | | | | |
| Product sales | | $ | 325,037 | | $ | 151,231 | | $ | 638,570 | | $ | 310,735 | |
| Contract services | | 147,471 | | | 37,227 | | 288,614 | | | 67,206 | | ||
| | | 472,508 | | | 188,458 | | 927,184 | | | 377,941 | | ||
| Cost of sales: | | | | | | | | | | | | | |
| Product sales | | 241,397 | | | 87,052 | | 472,084 | | | 172,571 | | ||
| Contract services | | 127,006 | | | 27,768 | | 255,877 | | | 50,265 | | ||
| | | 368,403 | | | 114,820 | | 727,961 | | | 222,836 | | ||
| Gross margin: | | | | | | | | | | | | ||
| Product sales | | | 83,640 | | | 64,179 | | | 166,486 | | | 138,164 | |
| Contract services | | | 20,465 | | | 9,459 | | | 32,737 | | | 16,941 | |
| | | | 104,105 | | | 73,638 | | | 199,223 | | | 155,105 | |
| Selling, general and administrative | | 98,336 | | | 37,916 | | 229,612 | | | 71,711 | | ||
| Research and development | | 35,993 | | | 28,716 | | 69,107 | | | 53,329 | | ||
| (Loss) income from operations | | (30,224) | | | 7,006 | | (99,496) | | | 30,065 | | ||
| Other income (loss): | | | | | | | | | | | | | |
| Interest income (expense), net | | 4,669 | | | (690) | | (12,746) | | | (929) | | ||
| Other income (expense), net | | 4,951 | | | 16 | | 7,312 | | | (218) | | ||
| (Loss) income before income taxes | | (20,604) | | | 6,332 | | (104,930) | | | 28,918 | | ||
| (Benefit from) provision for income taxes | | (2,305) | | | (221) | | (17,474) | | | 1,264 | | ||
| Equity method investment income, net of tax | | | 1,196 | | | 990 | | | 2,983 | | | 1,055 | |
| Net (loss) income | | $ | (17,103) | | $ | 7,543 | | $ | (84,473) | | $ | 28,709 | |
| Net (loss) income per share | | | | | | | | | | | | | |
| Basic | | $ | (0.34) | | $ | 0.27 | | $ | (1.75) | | $ | 1.03 | |
| Diluted | | $ | (0.34) | | $ | 0.27 | | $ | (1.75) | | $ | 1.02 | |
| Weighted-average shares outstanding: | | | | | | | | | | | | | |
| Basic | | 49,723,280 | | | 28,009,963 | | 48,279,447 | | | 27,985,425 | | ||
| Diluted | | 49,723,280 | | | 28,145,590 | | 48,279,447 | | | 28,139,942 | |
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AeroVironment, Inc.
Consolidated Balance Sheets
(In thousands except share data)
| | | | | | | | |
|---|---|---|---|---|---|---|---|
| | | November 1, | **** | April 30, | | ||
| | | 2025 | | 2025 | | ||
| Assets | | | | | | | |
| Current assets: | | | | | | | |
| Cash and cash equivalents | | $ | 359,434 | | $ | 40,862 | |
| Short-term investments | | | 229,046 | | | — | |
| Accounts receivable, net of allowance for credit losses of $2,601 at November 1, 2025 and $203 at April 30, 2025 | | 232,342 | | 101,967 | | ||
| Unbilled receivables and retentions | | 513,486 | | 290,009 | | ||
| Inventories, net | | 259,213 | | 144,090 | | ||
| Income taxes receivable | | 26,446 | | 622 | | ||
| Prepaid expenses and other current assets | | 46,490 | | 28,966 | | ||
| Total current assets | | 1,666,457 | | 606,516 | | ||
| Long-term investments | | | 80,970 | | | 31,627 | |
| Property and equipment, net | | 155,383 | | 50,704 | | ||
| Operating lease right-of-use assets | | | 94,291 | | | 31,879 | |
| Deferred income taxes | | — | | 61,460 | | ||
| Intangibles, net | | | 971,787 | | | 48,711 | |
| Goodwill | | | 2,623,669 | | | 256,781 | |
| Other assets | | 45,909 | | 32,889 | | ||
| Total assets | | $ | 5,638,466 | | $ | 1,120,567 | |
| Liabilities and stockholders’ equity | | | | | | | |
| Current liabilities: | | | | | | | |
| Accounts payable | | $ | 119,531 | | $ | 72,462 | |
| Wages and related accruals | | 79,294 | | 44,253 | | ||
| Customer advances | | 71,167 | | 15,952 | | ||
| Current operating lease liabilities | | | 14,829 | | | 10,479 | |
| Income taxes payable | | | 215 | | | 356 | |
| Other current liabilities | | 42,991 | | 28,659 | | ||
| Total current liabilities | | 328,027 | | 172,161 | | ||
| Long-term debt | | | 726,793 | | | 30,000 | |
| Non-current operating lease liabilities | | | 84,313 | | | 23,812 | |
| Other non-current liabilities | | | 2,003 | | | 2,026 | |
| Liability for uncertain tax positions | | 6,061 | | 6,061 | | ||
| Deferred income taxes | | | 73,188 | | | — | |
| Commitments and contingencies | | | | | | | |
| Stockholders’ equity: | | | | | | | |
| Preferred stock, $0.0001 par value: | | | | | | | |
| Authorized shares—10,000,000; none issued or outstanding at November 1, 2025 and April 30,2025 | | — | | — | | ||
| Common stock, $0.0001 par value: | | | | | | | |
| Authorized shares—100,000,000 | | | | | | | |
| Issued and outstanding shares—49,927,306 shares at November 1, 2025 and 28,267,517 shares at April 30, 2025 | | 6 | | 4 | | ||
| Additional paid-in capital | | 4,234,464 | | 618,711 | | ||
| Accumulated other comprehensive loss | | (6,222) | | (6,514) | | ||
| Retained earnings | | 189,833 | | 274,306 | | ||
| Total stockholders’ equity | | | 4,418,081 | | | 886,507 | |
| Total liabilities and stockholders’ equity | | $ | 5,638,466 | | $ | 1,120,567 | |
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AeroVironment, Inc.
Consolidated Statements of Cash Flows
(In thousands)
| | | | | | | | |
|---|---|---|---|---|---|---|---|
| | | Six Months Ended | | ||||
| | **** | November 1, | **** | October 26, | **** | ||
| | | 2025 | | 2024 | | ||
| Operating activities | | | | | | | |
| Net (loss) income | | $ | (84,473) | | $ | 28,709 | |
| Adjustments to reconcile net (loss) income to cash (used in) provided by operating activities: | | | | | | | |
| Depreciation and amortization | | 148,327 | | 17,854 | | ||
| Gain from equity method investments | | | (2,983) | | | (1,055) | |
| Amortization of debt issuance costs | | | 9,054 | | | 1,047 | |
| Provision for credit losses | | 1,978 | | (67) | | ||
| Reserve for inventory excess and obsolescence | | | 2,679 | | | 2,032 | |
| Other non-cash expense, net | | | 2,089 | | | 1,194 | |
| Non-cash lease expense | | | 12,655 | | | 4,980 | |
| Loss on foreign currency transactions | | 215 | | 32 | | ||
| Unrealized (gain) loss on available-for-sale equity securities, net | | | (8,858) | | | 267 | |
| Stock-based compensation | | 19,995 | | 10,137 | | ||
| Loss on disposal of property and equipment | | | 594 | | | 201 | |
| Amortization of debt securities | | | (201) | | | — | |
| Changes in operating assets and liabilities, net of acquisitions: | | | | | | | |
| Accounts receivable | | (51,519) | | (3,500) | | ||
| Unbilled receivables and retentions | | (124,147) | | (4,684) | | ||
| Inventories | | (49,360) | | 7,485 | | ||
| Income taxes receivable | | | (22,230) | | | (9,636) | |
| Prepaid expenses and other assets | | (12,747) | | (2,247) | | ||
| Accounts payable | | (7,772) | | (7,624) | | ||
| Other liabilities | | | (2,106) | | | (20,416) | |
| Net cash (used in) provided by operating activities | | (168,810) | | 24,709 | | ||
| Investing activities | | | | | | | |
| Acquisition of property and equipment | | (33,537) | | (10,447) | | ||
| Contributions in equity method investments | | | (2,123) | | | (1,183) | |
| Purchase of available-for-sale investments | | | (264,215) | | | — | |
| Acquisition of capitalized software to be sold | | | (13,266) | | | — | |
| Business acquisitions, net of cash acquired | | | (844,580) | | | — | |
| Net cash used in investing activities | | (1,157,721) | | (11,630) | | ||
| Financing activities | | | | | | | |
| Principal payments of term loan | | | (700,000) | | | (28,000) | |
| Proceeds from long-term debt | | | 693,202 | | | 15,000 | |
| Principal payments of revolver | | | (265,000) | | | — | |
| Proceeds from revolver, net of creditor costs | | | 233,939 | | | — | |
| Proceeds from shares issued, net of underwriter costs | | | 968,515 | | | — | |
| Proceeds from convertible debt, net of underwriter costs | | | 726,944 | | | — | |
| Payment of debt issuance costs | | | (2,445) | | | (900) | |
| Payment of equity issuance costs | | | (1,388) | | | — | |
| Tax withholding payment related to net settlement of equity awards | | | (10,900) | | | (4,064) | |
| Employee stock purchase plan contributions | | | 2,467 | | | — | |
| Exercise of stock options | | | — | | | 506 | |
| Other | | | (9) | | | (13) | |
| Net cash provided by (used in) financing activities | | 1,645,325 | | (17,471) | | ||
| Effects of currency translation on cash and cash equivalents | | | (222) | | | 51 | |
| Net increase (decrease) in cash and cash equivalents | | 318,572 | | (4,341) | | ||
| Cash and cash equivalents at beginning of period | | 40,862 | | 73,301 | | ||
| Cash and cash equivalents at end of period | | $ | 359,434 | | $ | 68,960 | |
| Supplemental disclosures of cash flow information | | | | | | | |
| Cash paid, net during the period for: | | | | | | | |
| Income taxes | | $ | 3,192 | | $ | 14,444 | |
| Interest | | $ | 12,216 | | $ | 777 | |
| Non-cash activities | | | | | | | |
| Issuance of common stock for business acquisition | | $ | 2,640,365 | | $ | — | |
| Unrealized loss on available-for-sale investments, net of deferred tax expense of $0 for the three and six months ended November 1, 2025 and October 26, 2024, respectively | | $ | (184) | | | — | |
| Change in foreign currency translation adjustments | | $ | 476 | | $ | 364 | |
| Acquisitions of property and equipment included in accounts payable | | $ | 5,625 | | $ | 964 | |
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AeroVironment, Inc.
Reportable Segment Results (Unaudited)
(In thousands)
| | | | | | | | | | |
|---|---|---|---|---|---|---|---|---|---|
| | | Three Months Ended November 1, 2025 | |||||||
| | **** | AxS | **** | SCDE | | Total | |||
| Revenue | | $ | 301,573 | | $ | 170,935 | | $ | 472,508 |
| | | | | | | | | | |
| Segment adjusted EBITDA | | $ | 51,438 | | $ | (6,480) | | $ | 44,958 |
| | | | | | | | | | |
|---|---|---|---|---|---|---|---|---|---|
| | | Three Months Ended October 26, 2024 | |||||||
| | **** | AxS | **** | SCDE | | Total | |||
| Revenue | | $ | 188,458 | | $ | — | | $ | 188,458 |
| | | | | | | | | | |
| Segment adjusted EBITDA | | $ | 25,862 | | $ | — | | $ | 25,862 |
AeroVironment, Inc.
Reconciliation of non-GAAP Earnings per Diluted Share (Unaudited)
| | | | | | | | | | | | | |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| | | | | | | | | | | | ||
| | | Three Months Ended | | Three Months Ended | | Six Months Ended | | Six Months Ended | ||||
| | **** | November 1, 2025 | | October 26, 2024 | | November 1, 2025 | | October 26, 2024 | ||||
| | | | | | | | | | | | | |
| (Loss) earnings per diluted share | | $ | (0.34) | | $ | 0.27 | | $ | (1.75) | | $ | 1.02 |
| Amortization of acquired intangible assets and other purchase accounting adjustments | | | 0.77 | | | 0.14 | | | 2.09 | | | 0.27 |
| Acquisition-related expenses | | | 0.13 | | | 0.10 | | | 0.65 | | | 0.10 |
| Equity method and equity securities investments activity, net | | | (0.12) | | | (0.04) | | | (0.21) | | | (0.03) |
| Earnings per diluted share as adjusted (non-GAAP) | | $ | 0.44 | | $ | 0.47 | | $ | 0.78 | | $ | 1.36 |
Reconciliation of non-GAAP adjusted EBITDA (Unaudited)
| | | | | | | | | | | | | |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| | | | | | | | | | | | | |
| | | Three Months Ended | | Three Months Ended | | Six Months Ended | | Six Months Ended | ||||
| (in millions) | | November 1, 2025 | | October 26, 2024 | | November 1, 2025 | | October 26, 2024 | ||||
| Net (loss) income | | $ | (17.1) | | $ | 7.5 | | $ | (84.5) | | $ | 28.7 |
| Interest expense, net | | | (4.7) | | | 0.7 | | | 12.7 | | | 0.9 |
| Provision for income taxes | | | (2.3) | | | (0.2) | | | (17.5) | | | 1.3 |
| Depreciation and amortization | | | 58.1 | | | 9.0 | | | 148.3 | | | 17.9 |
| EBITDA (non-GAAP) | | | 34.0 | | | 17.0 | | | 59.0 | | | 48.8 |
| Amortization of cloud computing arrangement implementation | | | 1.4 | | | 0.6 | | | 2.3 | | | 1.3 |
| Stock-based compensation | | | 8.6 | | | 5.6 | | | 20.0 | | | 10.1 |
| Acquisition-related expenses | | | 8.3 | | | 3.7 | | | 32.0 | | | 3.7 |
| Equity method and equity securities investments activity, net | | | (7.3) | | | (1.0) | | | (11.8) | | | (0.8) |
| Adjusted EBITDA (non-GAAP) | | $ | 45.0 | | $ | 25.9 | | $ | 101.5 | | $ | 63.1 |
8
Reconciliation of Forecast Earnings per Diluted Share (Unaudited)
| | | | |
|---|---|---|---|
| | | | |
| | | Fiscal year ending | |
| | **** | April 30, 2026 | |
| Forecast loss per diluted share | | $ | (0.76) - (0.61) |
| Amortization of acquired intangible assets and other purchase accounting adjustments | | | 3.63 |
| Acquisition-related expenses | | | 0.74 |
| Equity method and equity securities investments activity, net | | | (0.21) |
| Forecast earnings per diluted share as adjusted (non-GAAP) | | $ | 3.40 - 3.55 |
Reconciliation of 2026 Forecast and Fiscal Year 2025 Actual Non-GAAP adjusted EBITDA (Unaudited)
| | | | | | | |
|---|---|---|---|---|---|---|
| | | | | | | |
| | | Fiscal year ending | | Fiscal year ended | ||
| (in millions) | | April 30, 2026 | | April 30, 2025 | ||
| Net (loss) income | | $ | (38) - (30) | | $ | 44 |
| Interest expense, net | | | 4 - 8 | | | 2 |
| (Benefit from) provision for income taxes | | | (16) - (9) | | | 1 |
| Depreciation and amortization | | | 279 | | | 41 |
| EBITDA (non-GAAP) | | | 230 - 248 | | | 88 |
| Amortization of cloud computing arrangement implementation | | | 7 | | | 2 |
| Stock-based compensation | | | 38 | | | 22 |
| Acquisition-related expenses | | | 37 - 39 | | | 19 |
| Equity method and equity securities investments activity, net | | | (12) | | | (5) |
| Goodwill impairment | | | — | | | 18 |
| Legal accrual | | | — | | | 2 |
| Adjusted EBITDA (non-GAAP) | | $ | 300 - 320 | | $ | 146 |
9
Statement Regarding Non-GAAP Measures
The non-GAAP measures set forth above should be considered in addition to, and not as a replacement for or superior to, the comparable GAAP measures, and may not be comparable to similarly titled measures reported by other companies. Management believes that these measures provide useful information to investors by offering additional ways of viewing our results that, when reconciled to the corresponding GAAP measures, help our investors to understand the long-term profitability trends of our business and compare our profitability to prior and future periods and to our peers. In addition, management uses these non-GAAP measures to evaluate our operating and financial performance.
Non-GAAP Earnings per Diluted Share
We exclude acquisition-related expenses, amortization of acquisition-related intangible assets, equity method investment gains and losses, equity securities investments gains or losses, goodwill impairment and one-time non-operating items because we believe this facilitates more consistent comparisons of operating results over time between our newly acquired and existing businesses, and with our peer companies. We believe, however, that it is important for investors to understand that such intangible assets contribute to revenue generation and that intangible asset amortization will recur in future periods until such intangible assets have been fully amortized.
Adjusted EBITDA (Non-GAAP)
Adjusted EBITDA is defined as net income before interest income, interest expense, income tax expense (benefit) and depreciation and amortization, adjusted for the impact of certain other non-cash items, including amortization of implementation of cloud computing arrangements, stock-based compensation, acquisition related expenses, equity method investment gains or losses, equity securities investments gains or losses, goodwill impairment and one-time non-operating gains or losses. We present Adjusted EBITDA, which is not a recognized financial measure under U.S. GAAP, because we believe it is frequently used by analysts, investors and other interested parties to evaluate companies in our industry. We believe this facilitates more consistent comparisons of operating results over time between our newly acquired and existing businesses, and with our peer companies. We believe, however, that it is important for investors to understand that such intangible assets contribute to revenue generation, intangible asset amortization will recur in future periods until such intangible assets have been fully amortized and that interest and income tax expenses will recur in future periods. In addition, Adjusted EBITDA may not be comparable to similarly titled measures used by other companies in our industry or across different industries.
10
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CONTACT
Denise Pacioni
+1 805-795-4108
ir@avinc.com
https://investor.avinc.com/contact-and-faq/contact-us 11
Exhibit 99.2
| Second Quarter Fiscal Year 2026<br>Earnings Conference Call<br>DECEMBER 9, 2025 | ||
|---|---|---|
| [2] © 2025 AEROVIRONMENT, INC.<br>Safe Harbor<br>Statement<br>This press release contains "forward-looking statements" as that term is defined in the Private Securities Litigation Reform Act of 1995.<br>Forward-looking statements include, without limitation, any statement that may predict, forecast, indicate or imply future results, performance or<br>achievements, and may contain words such as “will,” “believe,” “anticipate,” “expect,” “estimate,” “intend,” “project,” “plan,” or words or phrases<br>with similar meaning. Forward-looking statements are based on current expectations, forecasts and assumptions that involve risks and<br>uncertainties, including, but not limited to, economic, competitive, governmental and technological factors outside of our control, that may cause<br>our business, strategy or actual results to differ materially from the forward-looking statements.<br>Factors that could cause actual results to differ materially from the forward-looking statements include, but are not limited to, the impact of our<br>ability to successfully close and integrate acquisitions into our operations and avoid disruptions from acquisition transactions that will harm our<br>business; the recording of goodwill and other intangible assets as part of acquisitions that are subject to potential impairments in the future and<br>any realization of such impairments; any actual or threatened disruptions to our relationships with our distributors, suppliers, customers and<br>employees, including shortages in components for our products, whether due to restrictions and sanctions imposed by foreign governments or<br>otherwise; the ability to timely and sufficiently integrate international operations into our ongoing business and compliance programs; reliance<br>on sales to the U.S. government, including uncertainties in classification, pricing or potentially burdensome imposed terms for certain types of<br>government contracts; availability of U.S. government funding for defense procurement and R&D programs; our ability to win U.S. and<br>international government R&D and procurement programs, including foreign military financing aid; changes in the timing and/or amount of<br>government spending, including due to continuing resolutions and/or changing government priorities; adverse impacts of any U.S. government<br>shutdown; our ability to realize the anticipated benefits of the BlueHalo transaction or other acquisitions; our ability to execute contracts for<br>anticipated sales, perform under such contracts and other existing contracts and obtain new contracts; risks related to our international<br>business, including compliance with export control laws; the extensive and increasing regulatory requirements governing our contracts with the<br>U.S. government and international customers; the consequences to our financial position, business and reputation that could result from failing<br>to comply with such regulatory requirements; unexpected technical and marketing difficulties inherent in major research and product<br>development efforts; the impact of potential security and cyber threats or the risk of unauthorized access to and resulting misuse of our, our<br>customers’ and/or our suppliers’ information and systems; failure to remain a market innovator, to create new market opportunities or to expand<br>into new markets; our ability to increase production capacity to support anticipated growth; unexpected changes in significant operating<br>expenses, including components and raw materials; failure to develop new products or integrate new technology into current products; any<br>increase in litigation activity or unfavorable results in legal proceedings, including pending class actions, or litigation that may arise from or in<br>conjunction with our recent acquisition of BlueHalo; our ability to respond and adapt to legal, regulatory and government budgetary changes;<br>our ability to comply with the covenants in our loan documents, outstanding convertible notes or merger agreement with BlueHalo; our ability to<br>attract and retain skilled employees, including retention of BlueHalo employees; the impact of inflation; and general economic and business<br>conditions in the United States and elsewhere in the world; and the failure to establish and maintain effective internal control over financial<br>reporting. For a further list and description of such risks and uncertainties, see the reports we file with the Securities and Exchange<br>Commission. We do not intend, and undertake no obligation, to update any forward-looking statements, whether as a result of new information,<br>future events or otherwise. | ||
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| [3] © 2025 AEROVIRONMENT, INC.<br>Record second quarter revenue<br>of nearly $473 million driven by<br>strong sales in the AxS segment<br>AV launched several new products<br>aligned to our customers' highest<br>priorities and continued to execute on<br>expanding manufacturing capacity<br>Record second quarter contract<br>awards with a ceiling of $3.5<br>billion; bookings of nearly $1.4<br>billion; funded backlog of $1.1<br>billion and unfunded backlog of<br>$2.8 billion1<br>Raising lower end of FY26 revenue<br>guidance; fiscal year revenue guidance<br>now between $1.95 and $2.0 billion<br>Second Quarter Fiscal Year 2026 Key Messages<br>1REFER TO APPENDIX F FOR DEFINITIONS OF AWARDS, BOOKINGS, FUNDED BACKLOG AND UNFUNDED BACKLOG | ||
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| [4] © 2025 AEROVIRONMENT, INC.<br>Second Quarter Fiscal Year 2026 Results<br>1 Q2 GAAP NET LOSS WAS ($17.1M). REFER TO ADJUSTED EBITDA RECONCILIATION ON APPENDIX C.<br>2 Q2 GAAP EPS WAS ($0.34) PER DILUTED SHARE. REFER TO RECONCILIATION OF NON-GAAP EARNINGS PER DILUTED SHARE ON APPENDIX A.<br>3 GAAP SG&A WAS 21% of Q2 REVENUE. REFER TO GAAP TO NON-GAAP RECONCILIATION OF ADJUSTED SG&A ON APPENDIX G.<br>Metric Q2 FY26 Notes<br>Revenue $472.5 M<br>• Strong revenue growth in AxS segment<br>• Increased services mix with BlueHalo acquisition and higher intangible<br>amortization<br>• Adjusted SG&A = 14% of revenue3<br>• R&D = 8% of revenue<br>GAAP<br>Gross Margin $104.1 M<br>Non-GAAP<br>Adjusted EBITDA1 $45.0 M<br>Non-GAAP EPS<br>(diluted)2 $0.44<br>Funded Backlog $1.1 B Strong backlog from AxS<br>Unfunded Backlog $2.8 B Strong unfunded backlog from both segments | ||
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| [5] © 2025 AEROVIRONMENT, INC.<br> $-<br> $100.0<br> $200.0<br> $300.0<br> $400.0<br> $500.0<br> $600.0<br>Q2 FY25 Q3 FY25 Q4 FY25 Q1 FY26 Q2 FY26<br>AxS $261.4 $223.4 $330.6 $285.3 $301.6<br>SCDE $170.9 $160.0 $163.5 $169.4 $170.9<br>$383.4<br>$472.5<br>$454.7<br>$432.3<br>$494.1<br>Revenue Mix, Adjusted Profitability and Non-GAAP EPS<br>1 PRO FORMA FY25 QUARTERLY REVENUE (unaudited) INCLUDES BLUEHALO REVENUES FROM BEFORE ACQUISITION.<br>2 Q2 FY26 GAAP PRODUCT MARGIN: 25.7% | SERVICE MARGIN 13.9%. REFER TO GAAP TO NON-GAAP RECONCILIATION OF GROSS MARGIN ON APPENDIX B.<br>3 REFER TO RECONCILIATION OF NON-GAAP DILUTED EARNINGS PER SHARE ON APPENDIX A.<br>QUARTERLY REVENUE BY SEGMENT1<br>AxS: Autonomous Systems SCDE: Space, Cyber and Directed Energy<br>36%<br>33%<br>13% 14%<br>29%<br>27%<br>0%<br>20%<br>40%<br>Q1 FY26 Q2 FY26<br>Adj Product Margin<br>Adj Service Margin<br>Total Adj Gross Margin<br>$0.47 $0.44<br> $-<br> $0.20<br> $0.40<br> $0.60<br> $0.80<br> $1.00<br>Q2 FY25 Q2 FY26<br>NON-GAAP DILUTED EPS3<br>Q2 FY26 Revenue: 69% Product | 31% Services<br>($M)<br>ADJUSTED GROSS MARGIN2 |
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| [6] © 2025 AEROVIRONMENT, INC.<br>Year over Year Revenue Comparison by Operating Group<br>** INCLUDES FY25 PRO FORMA REVENUE (unaudited) FOR BLUEHALO | ||
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| [7] © 2025 AEROVIRONMENT, INC.<br>YTD Revenue Comparison by Operating Group<br>** INCLUDES FY25 PRO FORMA REVENUE (unaudited) FOR BLUEHALO | ||
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| [8] © 2025 AEROVIRONMENT, INC.<br>Updated Guidance: Fiscal 2026 Outlook<br>1 Q2 GAAP EPS OF $(0.34). REFER TO FORECASTED EARNINGS PER DILUTED SHARE RECONCILIATION ON APPENDIX D.<br>2 Q2 GAAP NET LOSS OF $(17.1M). REFER TO FORECASTED NON-GAAP ADJUSTED EBITDA RECONCILIATION ON APPENDIX E.<br>3 REFER TO ADJUSTED EBITDA RECONCILIATION ON APPENDIX C.<br>4 REFER TO RECONCILIATION OF FISCAL YEAR 2026 QUARTER 2 NON-GAAP DILUTED EARNINGS PER SHARE ON APPENDIX A.<br>5 REFER TO GAAP TO NON-GAAP RECONCILIATION OF ADJUSTED SG&A ON APPENDIX G.<br>AS OF 12/09/2025 FY26 Q2 RESULTS FY26 GUIDANCE NOTES / ASSUMPTIONS<br>Revenue $472.5 million $1.95 to $2.0 billion Q3 = 45%<br>Q4 = 55%<br>Adjusted EBITDA<br>9.5% of Revenue $45.0 million3 $300 million–$320 million2<br>~15.7% at mid-point2<br>• IRAD 6% to 8%<br>• Adj SG&A 12% to 14% (excludes intangible<br>amortization and deal and integration expenses) 5<br>• Stock Based Compensation of approx. $38<br>Million for FY26<br>• Second half Adj EBITDA forecast 30% in Q3<br>and 70% in Q4<br>Non-GAAP Earnings<br>Per Share (diluted) $0.444 $3.40 – $3.551<br>Capital Expenditures 3.7% 6% – 8%<br>• Includes Cloud Implementation Capital Expenditures<br>• Includes Software Capitalization<br>• Includes Integration related Capital Expenditures<br>Other<br>• Deal & Integration Expenses<br>$37M-$42M<br>• Excluding Capital Expenditures | ||
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| [9] © 2025 AEROVIRONMENT, INC.<br>Revenue [Millions]<br>Visibility for FY26<br>1 BASED ON MIDPOINT OF GUIDANCE RANGE OF $1.95 TO $2.0 BILLION.<br>$454.7<br>$927.2<br>$1,003.8<br>$855.7<br>$675.7<br>$115.5<br>$43.8<br>$245.4<br>$175.4<br>$186.8<br> $-<br> $250<br> $500<br> $750<br> $1,000<br> $1,250<br> $1,500<br> $1,750<br> $2,000<br> $2,250<br> $2,500<br>Q4 FY25 (6/24/25) Q1 FY26 (9/9/25) Q2 FY26 (12/9/25) Q3 FY26 Q4 FY26<br>Revenue: Unfunded<br>Backlog Anticipated<br>this FY<br>Revenue: Qtr-to-Date Bookings<br>Anticipated this FY<br>Revenue: Funded<br>Backlog Anticipated<br>this FY<br>Revenue Year-to-Date<br>$112.0<br>Company<br>visibility<br>supports<br>revenue<br>guidance<br>range<br>70% visibility 1<br>Revenue Guidance<br>Range:<br>$1.95 to $ 2.0B<br>82% visibility 1<br>93% visibility 1 | ||
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| [10] © 2025 AEROVIRONMENT, INC.<br>Major Second Quarter and Subsequent Awards<br>_SPACE & DIRECTED ENERGY<br>$75M<br>Space Force Award for<br>Two BADGER Systems<br>Strengthens<br>SCAR Production<br>PROGRAM:<br>SCAR<br>1 _CYBER & MISSION SOLUTIONS<br>$98M<br>Generative Environment<br>for the Next Era of<br>Spectral Imaging<br>Simulators<br>PROGRAM:<br>GENESIS<br>3<br>_CUAS & PRECISION STRIKE<br>$96M<br>Contract to Deliver<br>FE-1 for U.S. Army’s<br>Long-Range Kinetic<br>Interceptor<br>PROGRAM:<br>LRKI<br>2<br>_SPACE & DIRECTED ENERGY<br>$385M<br>Contract Award for<br>Long-haul Laser<br>Communications<br>Terminals<br>PROGRAM:<br>KAIROS<br>4<br>_CYBER & MISSION SOLUTIONS<br>$500M<br>Air Force Contract to<br>Advance<br>Electromagnetic<br>Survivable Materials<br>PROGRAM:<br>HELMSSMAN<br>5<br>_CUAS & PRECISION STRIKE AND<br>UNCREWED AIRCRAFT SYSTEMS<br>$874M<br>Contract to Deliver<br>Puma, Raven, P550, JUMP 20,<br>C-UAS & Switchblade<br>Systems<br>PROGRAM:<br>FMS IDIQ<br>6 | ||
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| Financial Tables | ||
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| [12] © 2025 AEROVIRONMENT, INC.<br>Reconciliation of Non-GAAP Earnings per Diluted Share<br>(unaudited)<br>APPENDIX A - FINANCIAL TABLES<br>Three months ended<br>August 2, 2025<br>Three months ended<br>November 1, 2025<br>Loss per diluted share $ (1.44) $ (0.34)<br>Acquisition-related expenses $ 0.52 $ 0.13<br>Amortization of acquired<br>intangible assets and other<br>purchase accounting<br>adjustments<br>$ 1.34 $ 0.77<br>Equity Method and equity<br>securities investments<br>activity, net<br>$ (0.10) $ (0.12)<br>Earnings per diluted share as<br>adjusted (non-GAAP) $ 0.32 $ 0.44 | ||
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| [13] © 2025 AEROVIRONMENT, INC.<br>GAAP to NON-GAAP Reconciliation of Adjusted Gross Margin<br>APPENDIX B - FINANCIAL TABLES<br>(in thousands)<br>1st Quarter<br>FY2026<br>2nd Quarter<br>FY2026<br>Products<br>Gross Margin $ 82,846 $ 83,640<br>Intangible Amortization $ 31,245 $ 23,482<br>Adjusted Gross Margin $ 114,901 $ 107,122<br>Adj. Prod GM% 36% 33%<br>Services<br>Gross Margin $ 12,272 $ 20,465<br>Intangible Amortization $ 6,134 $ 764<br>Adjusted Gross Margin $ 18,406 $ 21,229<br>Adj. Service GM% 13% 14% | ||
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| [14] © 2025 AEROVIRONMENT, INC.<br>Net Income to EBITDA and non-GAAP Adjusted EBITDA<br>Reconciliation<br>APPENDIX C - FININACIAL TABLES<br>(in $ millions)<br>Fiscal 1st<br>Quarter<br>2026<br>Fiscal 2nd<br>Quarter<br>2026<br>Net loss from continued<br>operations (67.4) (17.1)<br>Interest Expense, net 17.4 (4.7)<br>Tax benefit (15.2) (2.3)<br>Depreciation and<br>amortization 90.3 58.1<br>EBITDA (Non-GAAP) 25.1 34.0<br>Cloud amortization 0.9 1.4<br>Stock-based compensation 11.4 8.6<br>Acquisition-related<br>expenses<br>23.7 8.3<br>Equity method and equity<br>security investment activity (4.5) (7.3)<br>Adjusted EBITDA (Non-GAAP) $ 56.6 $ 45.0 | ||
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| [15] © 2025 AEROVIRONMENT, INC.<br>GAAP to Non-GAAP Reconciliation of Earnings per Diluted Share<br>(Unaudited)<br>APPENDIX D - FINANCIAL TABLES<br>Fiscal year ended<br>April 30, 2025<br>Fiscal year ended<br>April 30, 2026<br>Earnings (loss) per diluted share $1.55 $(0.76) - (0.61)<br>Acquisition-related expenses $0.54 $0.74<br>Amortization of acquired intangible<br>assets and other purchase accounting<br>adjustments<br>$0.66 $3.63<br>Legal accrual $0.06 0<br>Equity Method and equity securities<br>investments activity, net $(0.18) $(0.21)<br>Goodwill impairment $0.65 0<br>Earnings per diluted share as adjusted<br>(non-GAAP) $3.28 $3.40 - 3.55 | ||
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| [16] © 2025 AEROVIRONMENT, INC.<br>Reconciliation of 2026 Forecast and Fiscal Year 2025 Non-GAAP<br>adjusted EBITDA (Unaudited)<br>APPENDIX E - FININACIAL TABLES<br>(in millions)<br>Fiscal year<br>ended April 30,<br>2026<br>Fiscal year<br>ended April 30,<br>2025<br>Net (loss) Income from continued<br>operations $ (38) – (30) $ 44<br>Interest Expense, net 4 – 8 2<br>Tax (benefit) / provision (16) – (9) 1<br>Depreciation and amortization 279 41<br>EBITDA (Non-GAAP) 230 – 248 88<br>Cloud amortization 7 2<br>Stock-based compensation 38 22<br>Acquisition-related expenses 37 – 39 19<br>UGV Goodwill Impairment 0 18<br>Equity method and equity<br>security investment activity (12) (5)<br>Legal Accrual 0 2<br>Adjusted EBITDA (Non-GAAP) $ 300 – 320 $ 146 | ||
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| [17] © 2025 AEROVIRONMENT, INC.<br>AVAV Contracting Related Definitions<br>APPENDIX F - FININACIAL TABLES<br>Term Definition Q2 FY26 Results<br>Award<br>The total potential value of a contract at time of announcement, including all base period value, priced<br>options, expected follow-on periods, and any anticipated modifications if they are contractually<br>priced. Award represents the maximum economic opportunity associated with the contract but does not<br>imply full near-term funding or customer obligation.<br>$3.5B<br>Bookings<br>The value of new authorized/exercised contract awards and contract modifications received during<br>the reporting period. Bookings typically include the total contract value for new awards and the<br>incremental value of modifications. Bookings include authorized contract values where the customer has<br>provided contractual authority to perform work, even if funding has not yet been obligated, but does not<br>include the unauthorized portion of TCV.<br>$1.4B (QTD)<br>$1.7B (YTD)<br>Funded Backlog<br>The portion of backlog for which the customer has provided appropriated, obligated funding that the<br>company is currently authorized to spend. Funded backlog is the most “cash-certain” portion of backlog,<br>representing work the company can execute immediately and bill against. This is often driven by U.S.<br>DoD funding obligations and contract increments.<br>$1.1B<br>Unfunded Backlog<br>The remaining value of awarded contracts for which the customer has not yet obligated funding. These<br>amounts reflect future expected funding—commonly tied to multi-year programs where annual<br>appropriations, options, or increments are still pending. Unfunded backlog is typical in large defense<br>programs and is converted to funded backlog as appropriations and task orders are executed.<br>$2.8B<br>Book-to-Bill Ratio<br>The book-to-bill ratio measures the relationship between the value of new orders booked in a given<br>period (Fiscal YTD) and the revenue billed or recognized over that same period. Book-to-bill ratio is<br>calculated by dividing period bookings by period revenues.<br>1.84 (YTD) | ||
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| [18] © 2025 AEROVIRONMENT, INC.<br>GAAP to non-GAAP Reconciliation of Adjusted SG&A<br>(Unaudited)<br>APPENDIX G - FININACIAL TABLES<br>(in thousands)<br>2nd Quarter<br>QTD FY2025<br>2nd Quarter<br>QTD FY2026 FY2025 FY2026 Full<br>Year Forecast<br>SG&A Reconciliation<br>Revenue $ 188,458 $ 472,508 $ 820,627 $ 1,975,000<br>Total SG&A $ 37,916 $ 98,336 $ 158,753 $ 411,744<br>Total SG&A % of Revenue 20% 21% 19% 21%<br>Acquisition Expense $ 3,684 $ 8,256 $ 19,291 $ 38,002<br>Intangible Amortization $ 1,075 $ 23,952 $ 4,001 $ 120,419<br>Adjusted SG&A $ 33,157 $ 66,128 $ 135,461 $ 253,323<br>Adjusted SG&A % of Revenue 18% 14% 17% 13% | ||
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