Tat Technologies Ltd 6-K, filed Aug 5, 2026
Tat Technologies Ltd (TATT)
About this 6-K
Tat Technologies Ltd filed this 6-K on August 5, 2026.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
F O R M
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER
THE SECURITIES EXCHANGE ACT OF 1934
For the month of August
Commission file number:
(Name of Registrant)
(Address of Principal Executive Office)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F ☒ Form 40-F ☐
TAT TECHNOLOGIES LTD.
TAT Technologies Ltd. (the “Company”) hereby furnishes the following documents:
| Item/Exhibit No. | Description | |
| 99.1 | ||
| 99.2 | Operating and financial review and prospects |
This Report on Form 6-K and related exhibits are incorporated by reference into the Company’s registration statements on Form F-3 (File No. 333-286699 and 333-294411) and Form S-8 (File Nos.333-268906, and 333-286702), and shall be a part thereof from the date on which this Form 6-K is furnished, to the extent not superseded by documents or reports subsequently filed or furnished.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| TAT TECHNOLOGIES LTD. | ||
| (Registrant) | ||
| By: | /s/ Ehud Ben-Yair | |
| Ehud Ben-Yair | ||
| Chief Financial Officer | ||
Date: August 4, 2026
Exhibit 99.1
TAT TECHNOLOGIES LTD.
UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
For the Period Ended June 30, 2026
TABLE OF CONTENTS
TAT TECHNOLOGIES LTD.
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS
U.S dollars in thousands
| June 30, | December 31, | |||||||
| 2026 | 2025 | |||||||
| ASSETS | ||||||||
| CURRENT ASSETS: | ||||||||
| Cash and cash equivalents | $ | $ | ||||||
| Accounts receivable, net of allowance for credit losses of $ |
||||||||
| Inventory | ||||||||
| Prepaid expenses and other current assets | ||||||||
| Total current assets | ||||||||
| NON-CURRENT ASSETS: | ||||||||
| Property, plant and equipment, net | ||||||||
| Operating lease right of use assets | ||||||||
| Intangible assets, net | ||||||||
| Investment in affiliates | ||||||||
| Funds in respect of employee rights upon retirement | ||||||||
| Deferred tax assets | ||||||||
| Restricted deposit | ||||||||
| Total non-current assets | ||||||||
| Total assets | $ | $ | ||||||
The accompanying notes are an integral part of these unaudited condensed consolidated financial Statements.
F - 2
TAT TECHNOLOGIES LTD.
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS
U.S dollars in thousands
| June 30, | December 31, | |||||||
| 2026 | 2025 | |||||||
| LIABILITIES AND SHAREHOLDERS’ EQUITY | ||||||||
| CURRENT LIABILITIES: | ||||||||
| Current maturities of long-term debts | $ | $ | ||||||
| Accounts payable | ||||||||
| Accrued expenses and other current liabilities | ||||||||
| Current maturities of operating lease liabilities | ||||||||
| Total current liabilities | ||||||||
| NON-CURRENT LIABILITIES: | ||||||||
| Long-term debts, net | ||||||||
| Operating lease liabilities | ||||||||
| Liability in respect of employee rights upon retirement | ||||||||
| Deferred tax liabilities | ||||||||
| Total non-current liabilities | ||||||||
| COMMITMENTS AND CONTINGENCIES (NOTE 7) | ||||||||
| Total liabilities | ||||||||
| SHAREHOLDERS’ EQUITY: | ||||||||
| Ordinary shares of NIS Authorized: Issued: Outstanding: |
||||||||
| Additional paid-in capital | ||||||||
| Treasury stock at cost | ( |
) | ( |
) | ||||
| Accumulated other comprehensive income | ||||||||
| Retained earnings | ||||||||
| Total shareholders' equity | ||||||||
| Total liabilities and shareholders' equity | $ | $ | ||||||
The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.
F - 3
TAT TECHNOLOGIES LTD.
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF INCOME
U.S dollars in thousands
|
Three Months Ended June 30, |
Six Months Ended June 30, |
|||||||||||||||
| 2026 | 2025 | 2026 | 2025 | |||||||||||||
| Revenues: | ||||||||||||||||
| Products | $ | $ | $ | $ | ||||||||||||
| Services | ||||||||||||||||
| Costs: | ||||||||||||||||
| Products | ||||||||||||||||
| Services | ||||||||||||||||
| Gross profit | ||||||||||||||||
| Operating expenses: | ||||||||||||||||
| Research and development, net | ||||||||||||||||
| Selling and marketing | ||||||||||||||||
| General and administrative | ||||||||||||||||
| Operating income | ||||||||||||||||
| Gain on sale of equity investment | ||||||||||||||||
| Interest expenses | ( |
) | ( |
) | ( |
) | ( |
) | ||||||||
| Other financial expenses, net | ( |
) | ( |
) | ( |
) | ( |
) | ||||||||
| Income before taxes on income | ||||||||||||||||
| Provision for income taxes | ||||||||||||||||
| Income before share of equity investment | ||||||||||||||||
| Share in profits of equity investment of affiliated companies | ||||||||||||||||
| Net income | $ | $ | $ | $ | ||||||||||||
F - 4
TAT TECHNOLOGIES LTD.
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF INCOME
U.S dollars in thousands, except share and per share data
|
Three Months Ended June 30, |
Six Months Ended June 30, |
|||||||||||||||
| 2026 | 2025 | 2026 | 2025 | |||||||||||||
| Earnings per share | ||||||||||||||||
| Basic | $ | $ | $ | $ | ||||||||||||
| Diluted | $ | $ | $ | $ | ||||||||||||
| Weighted average number of shares outstanding | ||||||||||||||||
| Basic | ||||||||||||||||
| Diluted | ||||||||||||||||
The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.
F - 5
TAT TECHNOLOGIES LTD.
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
U.S dollars in thousands
|
Three Months Ended June 30, |
Six Months Ended June 30, |
|||||||||||||||
| 2026 | 2025 | 2026 | 2025 | |||||||||||||
| Net income | $ | $ | $ | $ | ||||||||||||
| Other comprehensive income (loss), net: | ||||||||||||||||
| Change in foreign currency translation adjustments | ( |
) | ||||||||||||||
| Net unrealized losses from derivatives | ( |
) | ( |
) | ||||||||||||
| Total comprehensive income | $ | $ | $ | $ | ||||||||||||
The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.
F - 6
TAT TECHNOLOGIES LTD.
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS EQUITY
U.S dollars in thousands, except share data
| Share capital |
|
Accumulated other |
||||||||||||||||||||||||||
|
Number of shares issued |
Amount |
Additional paid-in capital |
comprehensive income |
Treasury shares | Retained earnings | Total equity | ||||||||||||||||||||||
| BALANCE AT MARCH 31, 2025 | $ | $ | $ | $ | ( |
) | $ | $ | ||||||||||||||||||||
| CHANGES DURING THE THREE MONTHS ENDED JUNE 30, 2025: | ||||||||||||||||||||||||||||
| Comprehensive income | - | |||||||||||||||||||||||||||
| Exercise of stock option | ||||||||||||||||||||||||||||
| Issuance of common shares on public offering, net of issuance costs of $ |
||||||||||||||||||||||||||||
| Exercise of the underwriters' option on public offering, net of issuance costs of $ |
||||||||||||||||||||||||||||
| Share based compensation | - | |||||||||||||||||||||||||||
| BALANCE AT JUNE 30, 2025 | $ | $ | $ | $ | ( |
) | $ | $ | ||||||||||||||||||||
| BALANCE AT MARCH 31, 2026 | $ | $ | $ | $ | ( |
) | $ | $ | ||||||||||||||||||||
| CHANGES DURING THE THREE MONTHS ENDED JUNE 30, 2026: | ||||||||||||||||||||||||||||
| Comprehensive income | - | ( |
) | |||||||||||||||||||||||||
| Exercise of stock option | ||||||||||||||||||||||||||||
| Share based compensation | - | |||||||||||||||||||||||||||
| BALANCE AT JUNE 30, 2026 | $ | $ | $ | $ | ( |
) | $ | $ | ||||||||||||||||||||
The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.
F - 7
TAT TECHNOLOGIES LTD.
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS EQUITY
U.S dollars in thousands, except share data
| Share capital |
|
Accumulated other |
||||||||||||||||||||||||||
|
Number of shares issued |
Amount |
Additional paid-in capital |
comprehensive income (loss) |
Treasury shares | Retained earnings | Total equity | ||||||||||||||||||||||
| BALANCE AT DECEMBER 31, 2024 | $ | $ | $ | ( |
) | $ | ( |
) | $ | $ | ||||||||||||||||||
| CHANGES DURING THE SIX MONTHS ENDED JUNE 30, 2025: | ||||||||||||||||||||||||||||
| Comprehensive income | - | |||||||||||||||||||||||||||
| Exercise of option | ||||||||||||||||||||||||||||
| Issuance of common shares on public offering, net of issuance costs of $ |
||||||||||||||||||||||||||||
| Exercise of the underwriters' option on public offering, net of issuance costs of $ |
||||||||||||||||||||||||||||
| Share based compensation | - | |||||||||||||||||||||||||||
| BALANCE AT JUNE 30, 2025 | $ | $ | $ | $ | ( |
) | $ | $ | ||||||||||||||||||||
| BALANCE AT DECEMBER 31, 2025 | $ | $ | $ | $ | ( |
) | $ | $ | ||||||||||||||||||||
| CHANGES DURING THE SIX MONTHS ENDED JUNE 30, 2026: | ||||||||||||||||||||||||||||
| Comprehensive income | - | |||||||||||||||||||||||||||
| Exercise of option | ||||||||||||||||||||||||||||
| Share based compensation | - | |||||||||||||||||||||||||||
| BALANCE AT JUNE 30, 2026 | $ | $ | $ | $ | ( |
) | $ | $ | ||||||||||||||||||||
The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.
F - 8
TAT TECHNOLOGIES LTD.
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
U.S. dollars in thousands
|
Three Months Ended June 30, |
Six Months Ended June 30, |
|||||||||||||||
| 2026 | 2025 | 2026 | 2025 | |||||||||||||
| CASH FLOWS FROM OPERATING ACTIVITIES: | ||||||||||||||||
| Net income | $ | $ | $ | $ | ||||||||||||
| Adjustments to reconcile net income to net cash provided by operating activities: | ||||||||||||||||
| Depreciation and amortization | ||||||||||||||||
| Non-cash financial expenses | ||||||||||||||||
| Gain on sale of equity investment (Note 4) | ( |
) | ( |
) | ||||||||||||
| Change in allowance for credit losses | ( |
) | ||||||||||||||
| Share in profits of equity investment of affiliated companies | ( |
) | ( |
) | ( |
) | ( |
) | ||||||||
| Share based compensation | ||||||||||||||||
| Deferred income taxes, net | ||||||||||||||||
| Changes in operating assets and liabilities: | ||||||||||||||||
| Decrease (increase) in trade accounts receivable | ( |
) | ( |
) | ( |
) | ||||||||||
| Increase in inventory | ( |
) | ( |
) | ( |
) | ( |
) | ||||||||
| Decrease (increase) in prepaid expenses and other current assets | ( |
) | ||||||||||||||
| Increase in trade accounts payable | ||||||||||||||||
| Increase (decrease) in accrued expenses and other current liabilities | ( |
) | ( |
) | ||||||||||||
| Net cash provided by (used in) operating activities | ( |
) | ||||||||||||||
| CASH FLOWS FROM INVESTING ACTIVITIES: | ||||||||||||||||
| Proceeds from sale of equity investment | ||||||||||||||||
| Purchase of property and equipment | ( |
) | ( |
) | ( |
) | ( |
) | ||||||||
| Net cash provided by (used in) investing activities | ( |
) | ( |
) | ||||||||||||
| CASH FLOWS FROM FINANCING ACTIVITIES: | ||||||||||||||||
| Repayment of short-term debts | ( |
) | ( |
) | ||||||||||||
| Repayments of long-term debts | ( |
) | ( |
) | ( |
) | ( |
) | ||||||||
| Proceeds from issuance of ordinary shares and exercise of the underwriters' option | ||||||||||||||||
| Issuance costs of ordinary shares and exercise of the underwriters' option | ( |
) | ( |
) | ||||||||||||
| Proceeds from long term debt, net | ||||||||||||||||
| Proceeds from exercise of options | ||||||||||||||||
| Net cash provided by (used in) financing activities | ( |
) | ||||||||||||||
| Net increase in cash and cash equivalents and restricted cash | ||||||||||||||||
| Cash and cash equivalents and restricted cash at beginning of period | ||||||||||||||||
| Cash and cash equivalents and restricted cash at the end of period | $ | $ | $ | $ | ||||||||||||
| Supplementary information on investing and financing activities not involving cash flows: | ||||||||||||||||
| Additions of operating lease right-of-use assets and operating lease liabilities | $ | $ | $ | $ | ||||||||||||
| Reclassification between inventory and property, plant and equipment | ||||||||||||||||
| Unpaid issuance costs on long term debt and issuance of shares | ||||||||||||||||
| Unpaid addition to property and equipment and intangible assets | ||||||||||||||||
| Supplemental disclosure of cash flow information: | ||||||||||||||||
| Interest paid | ||||||||||||||||
| Taxes paid | ||||||||||||||||
The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.
F - 9
TAT TECHNOLOGIES LTD.
UNAUDITED CONDENSED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
U.S. dollars in thousands
NOTE 1 - GENERAL
Description of Business
TAT Technologies Ltd., (“TAT” or the “Company”) an Israeli corporation, incorporated in 1985, is a leading provider of solutions and services to the aerospace and defense industries. TAT has the following wholly owned subsidiaries, hereinafter collectively referred to as the “Group”: Limco-Piedmont Inc. (“Limco-Piedmont”), Limco Airepair Inc. (“Limco”), a wholly owned Delaware subsidiary of Limco-Piedmont, Piedmont Aviation Component Services LLC (“Piedmont”), a North Carolina limited liability company, wholly owned subsidiary of Limco-Piedmont Inc., and Turbochrome Ltd. (“Turbochrome”). Additionally, the Company holds
TAT operations is focused on the following
On February 28, 2026, Israel and the United States launched a joint attack on Iran, targeting key officials, military commanders, and strategic military and nuclear facilities, resulting in the death of Iran’s Supreme Leader and other senior government and military officials. Iran subsequently launched ballistic missile and drone attacks against targets in Israel, U.S. military assets in the Middle East, and locations in several countries across the region. The conflict also contributed to renewed hostilities between Israel and Hezbollah in Lebanon. In April 2026, the United States and Iran agreed to a conditional ceasefire that included Israel, and in June 2026, the parties entered into a memorandum of understanding intended to facilitate a more comprehensive resolution of the conflict. However, despite these agreements, military confrontations and regional tensions have continued, including renewed incidents involving Iran, the United States, and Israel during July 2026. Although ceasefire and diplomatic efforts remain ongoing, the security situation in the region remains uncertain and volatile. TAT is unable to predict if, when, or on what terms the conflict may further escalate, de-escalate, or ultimately be resolved.
Currently, TAT continues its business and operations but the intensity and duration of Israel’s current war is difficult to predict, as are such wars’ economic implications on our business and operations and on Israel's economy in general. We continue to monitor political and military developments closely. To date, the Company’s operations and financial results have not been materially affected by these events. Also, since this is an event beyond the Company’s control and may impact our Israeli activity, its continuation or cessation may affect our expectations. The Company continues to monitor its ongoing activities and will make any needed adjustments to ensure continuity of its business, while supporting the safety and well-being of its employees. The Group activities in Israel are presented in Note 9 – Segment Information, under the OEM of Heat Transfer Solutions and Aviation Accessories, and the Overhaul and Coating of Jet Engine Components segments.
The ongoing global conflicts and geopolitical uncertainty continue to contribute to volatility in financial, foreign exchange and energy markets, as well as disruptions in global supply chains. These conditions have resulted in increased material and labor costs and have prompted the Company to maintain higher inventory levels to support operational requirements. The Company continues to work closely with suppliers to mitigate potential supply chain disruptions and minimize impacts on its manufacturing and MRO operations.
The Company's international operations are also subject to risks associated with changes in trade policies, import and export regulations, and tariff regimes. Changes in tariffs may increase the cost of raw materials, components and other imported goods, resulting in purchasing price volatility and potential pressure on margins. Additionally, tariffs may affect the economics of cross-border transactions and require modifications to contractual arrangements with customers and suppliers. Based on management’s assessment, existing tariffs have not had a material impact on the Company’s financial condition, or results of operations.
F - 10
TAT TECHNOLOGIES LTD.
U.S. dollars in thousands
NOTE 2 - SIGNIFICANT ACCOUNTING POLICIES
Basis of Presentation
The accompanying interim consolidated balance sheet as of June 30, 2026, the interim consolidated statements of income, interim statements of cash flows and the interim consolidated statements of shareholders’ equity for the three and six months ended June 30, 2026 and 2025 are unaudited. These unaudited interim consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (“U.S. GAAP”) and applicable rules and regulations of the Securities and Exchange Commission regarding interim financial reporting.
In management’s opinion, the unaudited interim consolidated financial statements include all adjustments of a normal recurring nature necessary for the fair statement of the Company’s financial position as of June 30, 2026, as well as its results of operations and cash flows for the three and six months ended June 30, 2026 and 2025.
The results of operations for the three and six months ended June 30, 2026 are not necessarily indicative of the results to be expected for the year ending December 31, 2026, or for other interim periods or for future years.
The accompanying unaudited interim financial statements should be read in conjunction with the Company’s Annual Report on Form 20-F for the fiscal year ended December 31, 2025 (the “2025 Annual Report”) filed with the Securities and Exchange Commission (the “SEC”) on March 18, 2026.
Significant Accounting Policies
There have been no changes to the significant accounting policies described in the 2025 Annual Report that have had a material impact on the unaudited interim consolidated financial statements and related notes, except for the implementation of derivatives and hedge accounting described below.
Use of Estimates
The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclose the nature of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting years. Actual results could differ from those estimates.
As applicable to these financial statements, the most significant estimates and assumptions relate to: recoverability of inventory and income taxes.
F - 11
TAT TECHNOLOGIES LTD.
U.S. dollars in thousands
NOTE 2 - SIGNIFICANT ACCOUNTING POLICIES (CONT)
Concentrations of Credit Risk
Financial instruments that potentially subject the Group to concentrations of credit risk consist principally of cash and cash equivalents and deposits, derivatives and accounts receivable.
Cash and cash equivalents are deposited with several major banks in Israel and the United States. Such deposits in the United States and Israel may be in excess of insured limits and are not insured in other jurisdictions. Management believes that the financial institutions that hold the Group's cash and cash equivalents are financially sound, and that the Group has not been affected by certain banking institutions in the U.S. Accordingly, minimal credit risk exists with respect to these financial instruments.
The Group has a relatively large number of customers with established private and public companies, and governmental institutions which mitigate the credit risk. The Group performs ongoing credit evaluation of its customers' financial condition. As part of the risk management, the Company purchased a credit insurance policy from a well-known insurance Company. As of June 30, 2026 and December 31, 2025 the Company has a single customer which represents
Fair value measurement
The carrying amounts of the Company’s financial instruments, including cash and cash equivalents, accounts receivable, accounts payable, and accrued liabilities, approximate their fair values due to their short-term maturities. Foreign currency derivative financial instruments are recognized and disclosed at fair value in the financial statements on a recurring basis.
Fair value is defined as the exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date, in accordance with ASC Topic 820, Fair Value Measurement. ASC 820 establishes a fair value hierarchy that prioritizes the inputs used in measuring fair value into three levels:
| · | Level 1: Unadjusted quoted prices in active markets for identical assets or liabilities that are accessible at the measurement date. These inputs have the highest priority. |
|
· |
Level 2: Observable inputs other than quoted prices included in Level 1, such as quoted prices for similar assets or liabilities in active markets, or inputs corroborated by observable market data. |
|
· |
Level 3: Unobservable inputs supported by little or no market activity, reflecting the Company’s own assumptions about the assumptions that market participants would use. These inputs have the lowest priority. |
In measuring fair value, the Company utilizes valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs, where available. The Company also considers counterparty credit risk and its own nonperformance risk in measuring the fair value of financial instruments.
F - 12
TAT TECHNOLOGIES LTD.
U.S. dollars in thousands
| NOTE 2 - SIGNIFICANT ACCOUNTING POLICIES (CONT) |
The Company enters into foreign currency derivative financial instruments to manage its exposure to fluctuations in exchange rates associated with transactions denominated in currencies other than the U.S. dollar. The Company does not use derivative instruments for speculative purposes. At hedge inception, the Company formally designates qualifying foreign currency derivative instruments as cash flow hedges and performs an effectiveness assessment to conclude that the hedging relationship is expected to be highly effective in achieving offsetting changes in the designated cash flows attributable to the hedged risk. All derivative instruments are recognized in the consolidated balance sheets at fair value as either assets or liabilities in accordance with ASC Topic 815, Derivatives and Hedging. The accounting for changes in fair value depends on whether the derivative is designated and qualifies for hedge accounting. The Company assesses hedge effectiveness both at inception and on an ongoing basis.
Cash Flow Hedges
For derivative instruments that are formally designated and qualify as cash flow hedges, the gain or loss is recorded in accumulated other comprehensive income (“AOCI”), net of applicable taxes and subsequently reclassified into earnings in the same line item as the underlying hedged transaction in the period in which the hedged transaction affects earnings.
Derivatives Not Designated as Hedging Instruments
For derivative instruments that are not designated as hedging instruments or do not qualify for hedge accounting, changes in fair value are recognized directly in financial expense (income), net in the period
Presentation
Derivative assets and liabilities are presented on a gross basis within prepaid expenses and other current assets or accrued expenses and other current liabilities, as applicable. The Company’s derivative instruments are measured at fair value using observable inputs consistent with Level 2 of the fair value hierarchy.
Cash Flows
Cash flows from derivative instruments are classified in the consolidated statements of cash flows consistent with the nature of the underlying hedged item.
New accounting pronouncements adopted
In July 2025, the FASB issued ASU 2025-05, Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses for Accounts Receivable and Contract Assets (“ASU 2025-05”). ASU 2025-05 provides a practical expedient that all entities can use when estimating expected credit losses for current accounts receivable and current contract assets arising from transactions accounted for under ASC 606, Revenue from Contracts with Customers. Under this practical expedient, an entity is allowed to assume that the current conditions it has applied in determining credit loss allowances for current accounts receivable and current contract assets remain unchanged for the remaining life of those assets. ASU 2025-05 is effective for fiscal years beginning after December 15, 2025, and interim reporting periods in those years. Entities that elect the practical expedient and, if applicable, make the accounting policy election are required to apply the amendments prospectively. The adoption did not have a material impact on the Company’s condensed consolidated financial statements.
Recently issued accounting pronouncements not yet adopted
In November 2024, the FASB issued ASU No. 2024-03 Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40). The ASU improves the disclosures about a public business entity’s expense and provides more detailed information about the types of expenses in commonly presented expense captions. The amendments require that at each interim and annual reporting period an entity will, inter alia, disclose amounts of purchases of inventory, employee compensation, depreciation and amortization included in each relevant expense caption (such as cost of sales, SG&A and research and development). The ASU is effective for fiscal years beginning after December 15, 2026, and interim periods within fiscal years beginning after December 15, 2027. Early adoption is permitted. The Company is currently evaluating this ASU to determine its impact on the Company's disclosures.
In November 2025, the FASB issued ASU 2025-09 to amend the guidance in “Derivatives and Hedging” (Topic 815). The update provides targeted improvements intended to enhance the application of hedge accounting, including expanded eligibility of forecasted transactions, additional flexibility in measuring hedge effectiveness, and clarifications related to hedging non-financial items. The guidance is effective for fiscal years beginning after December 15, 2026, including interim periods within those fiscal years. The Company is currently evaluating this ASU to determine the impact it may have on its consolidated financial statements.
F - 13
TAT TECHNOLOGIES LTD.
U.S. dollars in thousands
NOTE 3 - FAIR VALUE MEASUREMENT
The Company measures certain financial assets and liabilities at fair value on a recurring basis and discloses such measurements in accordance with ASC Topic 820, Fair Value Measurement. The carrying amounts of the Company’s financial instruments, including cash and cash equivalents, accounts receivable, accounts payable, and accrued liabilities, approximate their fair values due to their short-term maturities.
The Company’s financial assets and liabilities measured at fair value on a recurring basis consist primarily of foreign currency forward and option contracts, which are used to hedge exposure to foreign currency exchange rate fluctuations. These instruments are measured using observable market inputs, such as forward exchange rates, and are generally classified within Level 2 of the fair value hierarchy. At June 30, 2026, the fair value of the foreign currency forward contract amounted to $
Foreign Currency Derivative Instruments and Risk Management
The Company hedges its exposure to foreign currency risk arising from probable forecasted expenses denominated in Israeli Shekels (“ILS”) in accordance with its risk management policy. The Company’s objective is to mitigate the variability in expected cash flows attributable to fluctuations in foreign currency exchange rates. A significant portion of this exposure relates to forecasted payroll and other operating expenses denominated in ILS.
To manage this risk, the Company enters into foreign currency forward contracts and option contracts. These derivative instruments are not used for speculative purposes. All derivatives are recognized on the consolidated balance sheets at fair value in accordance with ASC Topic 815, Derivatives and Hedging, with changes in fair value accounted for based on their designation.
As of June 30, 2026, the Company had designated foreign currency option contracts with an aggregate notional amount of approximately ILS
Management concluded that all designated hedge relationships were highly effective as of June 30, 2026 and that no hedge ineffectiveness was recognized in earnings during the period.
F - 14
TAT TECHNOLOGIES LTD.
U.S. dollars in thousands
NOTE 4 - EQUITY INVESTMENT
TAT, through its Piedmont subsidiary, held a non-controlling interest of less than 5% in First Aviation Services Inc. (“FAvS”), which is accounted for under ASC 321 – Investment – Equity Securities. The investment did not have a readily determinable fair value and is carried at cost, subject to observable price adjustments and impairment.
In April 2026, an unrelated third party entered into a definitive agreement to acquire FAvS. As part of the transaction, which was completed in June 2026, the Company sold its holding to the unrelated third party. Accordingly, the Company recorded a realized gain of approximately $
NOTE 5 - INVENTORY
Inventory is composed of the following:
|
June 30, 2026 |
December 31, 2025 |
|||||||
| Raw materials and components | $ | $ | ||||||
| Work in progress | ||||||||
| Finished goods | ||||||||
| Total inventory | $ | $ | ||||||
Inventories write down expenses due to slow inventory amounted to $
The Company maintains a wide range of exchangeable units and other spare parts related to its products and services in various locations. Due to the long lead time of its suppliers and manufacturing cycles, the Company needs to forecast demand and commit significant resources towards these inventories. As such, the Company is subject to risks including excess inventory no longer relevant.
NOTE 6 - CREDIT FACILITY
Revolving facility
On June 4, 2026, Limco-Piedmont Inc. (the “Borrower”), a wholly owned subsidiary of TAT Technologies Ltd. (the “Company”), entered into a senior secured credit agreement (the “Credit Agreement”) with a syndicate of bank lenders. The Credit Agreement provides for a $
At closing, the Company utilized initial borrowings under the Revolving Facility to repay certain existing indebtedness and transaction-related obligations amounting to $
F - 15
TAT TECHNOLOGIES LTD.
U.S. dollars in thousands
NOTE 6 - CREDIT FACILITY (CONT)
Loans under the Credit Agreement bear interest, at the Company’s option, at either: a Term SOFR-based rate, plus an applicable margin ranging from
The obligations under the Credit Agreement are fully secured by substantially all assets of the Company and its subsidiaries, including accounts receivable, inventory, equipment, intellectual property, and certain real property.
The Credit Agreement is guaranteed by the Company and its domestic and Israeli subsidiaries on a joint and several basis.
The Company is subject to customary financial covenants under the Credit Agreement, including: a maximum Total Net Leverage Ratio, and a minimum Fixed Charge Coverage Ratio. The Company is also subject to additional affirmative and negative covenants that restrict, among other things: additional indebtedness, investments and restricted payments, asset sales, and certain affiliate transactions. As of June 30, 2026, the Company was in compliance with all financial covenants.
As of June 30, 2026, the Company had $
Letters of Credit
The Company may request issuance of standby letters of credit under the Revolving Facility, subject to a $
NOTE 7 - COMMITMENTS AND CONTINGENCIES
Royalty commitments
The Company is committed to paying royalties as percentage of revenue or as a percentage of purchase to certain OEM as part of the Company’s licenses agreements. Royalties expense was $
Litigation
On July 12, 2022, TAT filed a suit against TAT Industries Ltd. in the District Court of Tel Aviv. TAT had leased the Gedera facility from TAT Industries Ltd. until the termination of the lease agreement in 2022. TAT asserts that TAT Industries Ltd. has unlawfully forfeited a bank guarantee that was granted for the benefit TAT Industries Ltd. in connection with the lease in Gedera in the amount of $
F - 16
TAT TECHNOLOGIES LTD.
U.S. dollars in thousands
NOTE 8 - EARNINGS PER SHARE (“EPS”)
Basic earnings per share are based on the weighted average number of ordinary shares outstanding, net of treasury shares. Diluted EPS is based on those shares used in basic EPS plus shares that would have been outstanding assuming issuance of ordinary shares for all dilutive potential ordinary shares outstanding.
|
Three Months Ended June 30, |
Six Months Ended June 30, |
|||||||||||||||
| 2026 | 2025 | 2026 | 2025 | |||||||||||||
| Numerator for EPS: | ||||||||||||||||
| Net income | $ | $ | $ | $ | ||||||||||||
| Denominator for EPS: | ||||||||||||||||
| Weighted average shares outstanding – basic | ||||||||||||||||
| Dilutive shares | ||||||||||||||||
| Weighted average shares outstanding – diluted | ||||||||||||||||
| EPS: | ||||||||||||||||
| Basic | $ | $ | $ | $ | ||||||||||||
| Diluted | $ | $ | $ | $ | ||||||||||||
F - 17
TAT TECHNOLOGIES LTD.
U.S. dollars in thousands
NOTE 9 - SEGMENT INFORMATION
Segment Activities Disclosure:
TAT operates under
| § | OEM of heat transfer solutions and aviation accessories primarily include the design, development and manufacture of (i) broad range of heat transfer solutions, such as pre-coolers heat exchangers and oil/fuel hydraulic heat exchangers, used in mechanical and electronic systems on board of commercial, military and business aircraft; (ii) environmental control and power electronics cooling systems installed on board aircraft in and ground applications; and (iii) a variety of other mechanical aircraft accessories and systems such as pumps, valves, and turbine power units. |
|
§ |
MRO services for heat transfer components and OEM of heat transfer solutions primarily include the MRO of heat transfer components and to a lesser extent, the manufacturing of certain heat transfer solutions. TAT’s Limco subsidiary operates an FAA-certified repair station, which provides heat transfer MRO services for airlines, air cargo carriers, maintenance service centers and the military. |
|
§ |
MRO services for aviation components include the MRO of APUs, landing gears and other aircraft components, as well as APU lease activity. TAT’s Piedmont subsidiary operates an FAA-certified repair station, which provides aircraft component MRO services for airlines, air cargo carriers, maintenance service centers and the military. |
|
§ |
TAT’s activities in the area of overhaul and coating of jet engine components includes the overhaul and coating of jet engine components, including turbine vanes and blades, fan blades, variable inlet guide vanes and afterburner flaps. |
The Group’s chief operating decision-maker ("CODM") is the CEO of the Company. The CODM evaluates segment performance and allocates the Company’s resources, the CODM uses segment measures of revenue, gross profit, operating income and total assets. The CODM reviews budget-to-actual variances of both profit measures on a monthly basis when making decisions about allocation of the Company’s resources to the segments.
F - 18
TAT TECHNOLOGIES LTD.
U.S. dollars in thousands
NOTE 9 - SEGMENT INFORMATION (CONT)
Segments statement operations disclosure:
The following financial information is the information that CODM uses for analyzing the segment results. The following financial information is a summary of the operating income of each operational segment:
| Three Months Ended June 30, 2026 | ||||||||||||||||||||||||
| OEM of Heat Transfer Solutions and Aviation Accessories |
MRO Services for Heat Transfer Components and OEM of Heat Transfer Solutions |
MRO Services for Aviation Components and Lease | Overhaul and Coating of Jet Engine Components | Elimination of Intercompany sales | Consolidated | |||||||||||||||||||
| Revenues - external | $ | $ | $ | $ | $ | $ | ||||||||||||||||||
| Revenues - internal | ( |
) | ||||||||||||||||||||||
| Cost of revenues | ( |
) | ||||||||||||||||||||||
| Gross profit | ||||||||||||||||||||||||
| Research and development | ||||||||||||||||||||||||
| Selling and marketing | ||||||||||||||||||||||||
| General and administrative | ||||||||||||||||||||||||
| Operating income | $ | $ | $ | $ | $ | |||||||||||||||||||
| Gain on sale of equity investment | ||||||||||||||||||||||||
| Interest expenses | ( |
) | ||||||||||||||||||||||
| Other financial expenses, net | ( |
) | ||||||||||||||||||||||
| Income before taxes | $ | |||||||||||||||||||||||
F - 19
TAT TECHNOLOGIES LTD.
U.S. dollars in thousands
NOTE 9 - SEGMENT INFORMATION (CONT)
Segments statement operations disclosure (cont.)
| Three Months Ended June 30, 2025 | ||||||||||||||||||||||||
| OEM of Heat Transfer Solutions and Aviation Accessories | MRO Services for Heat Transfer Components and OEM of Heat Transfer Solutions | MRO Services for Aviation Components and Lease | Overhaul and Coating of Jet Engine Components | Elimination of Intercompany sales | Consolidated | |||||||||||||||||||
| Revenues - external | $ | $ | $ | $ | $ | $ | ||||||||||||||||||
| Revenues - internal | ( |
) | ||||||||||||||||||||||
| Cost of revenues | ( |
) | ||||||||||||||||||||||
| Gross profit | ||||||||||||||||||||||||
| Research and development | ( |
) | ||||||||||||||||||||||
| Selling and marketing | ||||||||||||||||||||||||
| General and administrative | ||||||||||||||||||||||||
| Operating income | $ | $ | $ | $ | $ | |||||||||||||||||||
| Financial expenses, net | ( |
) | ||||||||||||||||||||||
| Income before taxes | $ | |||||||||||||||||||||||
F - 20
TAT TECHNOLOGIES LTD.
U.S. dollars in thousands
NOTE 9 - SEGMENT INFORMATION (CONT)
Segments statement operations disclosure (cont.)
| Six Months Ended June 30, 2026 | ||||||||||||||||||||||||
| OEM of Heat Transfer Solutions and Aviation Accessories | MRO Services for Heat Transfer Components and OEM of Heat Transfer Solutions | MRO Services for Aviation Components and Lease | Overhaul and Coating of Jet Engine Components | Elimination of Intercompany sales | Consolidated | |||||||||||||||||||
| Revenues - external | $ | $ | $ | $ | $ | $ | ||||||||||||||||||
| Revenues - internal | ( |
) | ||||||||||||||||||||||
| Cost of revenues | ( |
) | ||||||||||||||||||||||
| Gross profit | ||||||||||||||||||||||||
| Research and development | ||||||||||||||||||||||||
| Selling and marketing | ||||||||||||||||||||||||
| General and administrative | ||||||||||||||||||||||||
| Operating income | $ | $ | $ | $ | $ | |||||||||||||||||||
| Gain on sale of equity investment | ||||||||||||||||||||||||
| Interest expenses | ( |
) | ||||||||||||||||||||||
| Other financial expenses, net | ( |
) | ||||||||||||||||||||||
| Income before taxes | $ | |||||||||||||||||||||||
F - 21
TAT TECHNOLOGIES LTD.
U.S. dollars in thousands
NOTE 9 - SEGMENT INFORMATION (CONT)
Segments statement operations disclosure (cont.)
| Six Months Ended June 30, 2025 | ||||||||||||||||||||||||
| OEM of Heat Transfer Solutions and Aviation Accessories | MRO Services for Heat Transfer Components and OEM of Heat Transfer Solutions | MRO Services for Aviation Components and Lease | Overhaul and Coating of Jet Engine Components | Elimination of Intercompany sales | Consolidated | |||||||||||||||||||
| Revenues - external | $ | $ | $ | $ | $ | $ | ||||||||||||||||||
| Revenues - internal | ( |
) | ||||||||||||||||||||||
| Cost of revenues | ( |
) | ||||||||||||||||||||||
| Gross profit | ||||||||||||||||||||||||
| Research and development | ( |
) | ||||||||||||||||||||||
| Selling and marketing | ||||||||||||||||||||||||
| General and administrative | ||||||||||||||||||||||||
| Operating income | $ | $ | $ | $ | $ | |||||||||||||||||||
| Financial expenses, net | ( |
) | ||||||||||||||||||||||
| Income before taxes | $ | |||||||||||||||||||||||
F - 22
TAT TECHNOLOGIES LTD.
U.S. dollars in thousands
NOTE 9 - SEGMENT INFORMATION (CONT)
The following financial information identifies the assets, depreciation and amortization, and capital expenditures to segments:
| Six Months Ended June 30, 2026 | ||||||||||||||||||||||||
| OEM of Heat Transfer Solutions and Aviation Accessories | MRO Services for Heat Transfer Components and OEM of Heat Transfer Solutions | MRO Services for Aviation Components and Lease | Overhaul and Coating of Jet Engine Components | Amounts not allocated to segments | Consolidated | |||||||||||||||||||
| Total assets | $ | $ | $ | $ | $ | ( |
) | $ | ||||||||||||||||
| Depreciation and amortization | ( |
) | ||||||||||||||||||||||
| Expenditure for segment assets | ||||||||||||||||||||||||
| Year Ended December 31, 2025 | ||||||||||||||||||||||||
| OEM of Heat Transfer Solutions and Aviation Accessories | MRO Services for Heat Transfer Components and OEM of Heat Transfer Solutions | MRO Services for Aviation Components and Lease | Overhaul and Coating of Jet Engine Components | Amounts not allocated to segments | Consolidated | |||||||||||||||||||
| Total assets | $ | $ | $ | $ | $ | ( |
) | $ | ||||||||||||||||
| Depreciation and amortization | ( |
) | ||||||||||||||||||||||
| Expenditure for segment assets | ||||||||||||||||||||||||
F - 23
TAT TECHNOLOGIES LTD.
U.S. dollars in thousands
NOTE 10 - REVENUES
Total revenues - by geographical location were attributed according to customer residential country as follows:
|
Three Months Ended June 30, |
Six Months Ended June 30, |
|||||||||||||||
| 2026 | 2025 | 2026 | 2025 | |||||||||||||
| Sale of Products | ||||||||||||||||
| United States | $ | $ | $ | $ | ||||||||||||
| Israel | ||||||||||||||||
| Europe | ||||||||||||||||
| Other | ||||||||||||||||
| $ | $ | $ | $ | |||||||||||||
|
Three Months Ended June 30, |
Six Months Ended June 30, |
|||||||||||||||
| 2026 | 2025 | 2026 | 2025 | |||||||||||||
| Sale of Services | ||||||||||||||||
| United States | $ | $ | $ | $ | ||||||||||||
| Europe | ||||||||||||||||
| Israel | ||||||||||||||||
| Other | ||||||||||||||||
| $ | $ | $ | $ | |||||||||||||
Total long-lived assets - by geographical location were as follows:
| June 30, | December 31, | |||||||
| 2026 | 2025 | |||||||
| United States | $ | $ | ||||||
| Israel | ||||||||
| Total | $ | $ | ||||||
Contract liabilities
Contract liabilities primarily included advance payments from customers expected to be recognized within a year. For the three months ended June 30, 2026 and 2025, $
F - 24
Exhibit 99.2
TAT TECHNOLOGIES LTD.
Operating and Financial Review and Prospects
You should read the following discussion and analysis of our financial condition and results of operations together with (i) our unaudited condensed consolidated financial statements as of June 30, 2026 and for the three and six months ended June 30, 2026, included as Exhibit 99.1 to this Report on Form 6-K (this “Report”), (ii) our audited consolidated financial statements and other financial information as of and for the year ended December 31, 2025 appearing in our Annual Report on Form 20-F for the year ended December 31, 2025 (our “Annual Report”) and (iii) Item 5 — “Operating and Financial Review and Prospects” of our Annual Report. Some of the information contained in this discussion and analysis, including information with respect to our plans and strategy for our business and related financing, includes forward-looking statements that involve risks and uncertainties. As a result of many factors, including those factors set forth in the section entitled “Cautionary Statement Regarding Forward-Looking Statement” and in the section entitled Item 3.D. “Risk Factors” of our Annual Report, our actual results could differ materially from the results described in or implied by the forward-looking statements contained in the following discussion and analysis.
Unless otherwise designated, the terms “we”, “us”, “our”, “TAT”, “the Company” and “our company” refer to TAT Technologies Ltd.
All references in this Report to “dollar,” “USD” or “$” refer to U.S. dollars and the terms “Israeli currency”, “NIS”, and “ILS” refer to Israeli New Shekels.
Cautionary Statement Regarding Forward-Looking Statements
Statements in this Report may constitute “forward-looking statements” within the meaning of the United States federal securities laws. These forward-looking statements can generally be identified as such because the context of the statement will include words such as “may,” “might,” “will,” “could,” “would,” “intends,” “plans,” “believes,” “anticipates,” “expects,” “seeks,” “estimates,” “predicts,” “potential,” “continue,” “contemplate” or “opportunity,” the negative of these words or words of similar import. Similarly, statements that describe our business outlook or future economic performance, anticipated revenues, expenses or other financial items, introductions and advancements in development of products, and plans and objectives related thereto, and statements concerning assumptions made or expectations as to any future events, conditions, performance or other matters, are also forward-looking statements. Forward-looking statements are subject to risks, uncertainties and other factors that could cause actual results to differ materially from those stated in such statements. Factors that could cause or contribute to such differences include, but are not limited to, those set forth in Item 3.D. “Risk Factors” in our Annual Report, as well as those discussed elsewhere in our Annual Report and in our other filings with the Securities and Exchange Commission.
1
Company Overview
TAT is reliant on the robustness of the commercial and military aerospace and ground defense industries. Any downturn in these industries could weaken demand for its solutions and services and negatively impact its financial results. The commercial airline industry is cyclical and has historically been subject to fluctuations due to general economic and political conditions, such as fuel and labor costs, price competition, downturns in the global economy and national and international events.
TAT’s cost of revenues for OEM operations and MRO services consists of component and material costs, direct labor costs, quality assurance costs, shipping expenses, royalties, overhead related to manufacturing and depreciation of manufacturing equipment. TAT’s gross margin is affected by the proportion of its revenues generated from each of its operational segments.
The principal factors that affect the operating income of TAT’s four segments, in addition to their gross profit, is the expenditure on selling and marketing expenses and general and administrative expenses. While TAT closely monitors its operating expenses to prevent unnecessary spending, we believe that these operating expenses may increase in the future in accordance with our plans to grow the business.
TAT’s research and development expenses are related to new products and technologies or significant improvement of existing products and technologies.
TAT’s selling and marketing expenses are related to commission payments, compensation and related expenses of TAT’s sales teams, participation in trade shows, travel expenses, advertising expenses and related costs for facilities and equipment.
TAT’s general and administrative expenses are related to compensation and related expenses for executive, finance and administrative personnel, professional fees such as legal, audit, SOX, internal audit, insurance premiums and general corporate expenses and related costs for facilities and equipment.
2
Results of operations
TAT’s management evaluates its performance by focusing on key performance indicators, which are revenues, sources of revenues, gross profit, operating income and EBITDA. These key performance indicators are primarily affected by the competitive landscape in which TAT operates and its ability to meet the challenges posed.
The results of operations presented below should be reviewed in conjunction with the unaudited condensed consolidated financial statements as of June 30, 2026 and for the three and six months ended June 30, 2026 and 2025, included in Exhibit 99.1 to this Report, our audited consolidated financial statements as of and for the year ended December 31, 2025 appearing in our Annual Report, and Item 5 - “Operating and Financial Review and Prospects” of our Annual Report.
The following table presents, for the periods indicated, information concerning TAT’s results of operations:
| Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||||||||||||||||||||||
| 2026 | 2025 | 2026 | 2025 | |||||||||||||||||||||||||||||
| U.S. dollars in thousands | Amount | % | Amount | % | Amount | % | Amount | % | ||||||||||||||||||||||||
| Revenues: | ||||||||||||||||||||||||||||||||
| Products | $ | 15,329 | 29.0 | % | $ | 12,463 | 28.9 | % | $ | 29,235 | 31.1 | % | $ | 25,187 | 29.5 | % | ||||||||||||||||
| Services | 37,609 | 71.0 | % | 30,641 | 71.1 | % | 64,850 | 68.9 | % | 60,059 | 70.5 | % | ||||||||||||||||||||
| 52,938 | 100.0 | % | 43,104 | 100.0 | % | 94,085 | 100.0 | % | 85,246 | 100.0 | % | |||||||||||||||||||||
| Cost of goods: | ||||||||||||||||||||||||||||||||
| Products | 10,775 | 20.4 | % | 9,112 | 21.1 | % | 20,874 | 22.2 | % | 17,443 | 20.5 | % | ||||||||||||||||||||
| Services | 28,843 | 54.5 | % | 23,167 | 53.7 | % | 49,860 | 53.0 | % | 47,024 | 55.2 | % | ||||||||||||||||||||
| 39,618 | 74.8 | % | 32,279 | 74.9 | % | 70,734 | 75.2 | % | 64,467 | 75.6 | % | |||||||||||||||||||||
| Gross profit | 13,320 | 25.2 | % | 10,825 | 25.1 | % | 23,351 | 24.8 | % | 20,779 | 24.4 | % | ||||||||||||||||||||
| Operating expenses: | ||||||||||||||||||||||||||||||||
| Research and development, net | 535 | 1.0 | % | 240 | 0.6 | % | 1,106 | 1.2 | % | 564 | 0.7 | % | ||||||||||||||||||||
| Selling and marketing | 2,530 | 4.8 | % | 2,185 | 5.1 | % | 4,712 | 5.0 | % | 4,113 | 4.8 | % | ||||||||||||||||||||
| General and administrative | 4,632 | 8.7 | % | 3,965 | 9.2 | % | 8,925 | 9.5 | % | 7,497 | 8.8 | % | ||||||||||||||||||||
| 7,697 | 14.5 | % | 6,390 | 14.8 | % | 14,743 | 15.7 | % | 12,174 | 14.3 | % | |||||||||||||||||||||
| Operating income | 5,623 | 10.6 | % | 4,435 | 10.3 | % | 8,608 | 9.1 | % | 8,605 | 10.1 | % | ||||||||||||||||||||
| Gain on sale of equity investment | 4,324 | 8.2 | % | - | - | 4,324 | 4.6 | % | - | - | ||||||||||||||||||||||
| Interest expenses | (182 | ) | (0.3 | )% | (324 | ) | (0.8 | )% | (330 | ) | (0.4 | )% | (659 | ) | (0.8 | )% | ||||||||||||||||
| Other financial expenses, net | (368 | ) | (0.7 | )% | (776 | ) | (1.8 | )% | (181 | ) | (0.2 | )% | (499 | ) | (0.6 | )% | ||||||||||||||||
| Income before taxes on income | 9,397 | 17.8 | % | 3,335 | 7.7 | % | 12,421 | 13.2 | % | 7,447 | 8.7 | % | ||||||||||||||||||||
| Provision for taxes on income | 1,911 | 3.6 | % | 211 | 0.5 | % | 2,056 | 2.2 | % | 803 | 0.9 | % | ||||||||||||||||||||
| Profit before share of equity investment | 7,486 | 14.1 | % | 3,124 | 7.2 | % | 10,365 | 11.0 | % | 6,644 | 7.8 | % | ||||||||||||||||||||
| Share in profits of equity investment of affiliated companies | 585 | 1.1 | % | 318 | 0.7 | % | 1,106 | 1.2 | % | 611 | 0.7 | % | ||||||||||||||||||||
| Net income | $ | 8,071 | 15.2 | % | $ | 3,442 | 8.0 | % | $ | 11,471 | 12.2 | % | $ | 7,255 | 8.5 | % | ||||||||||||||||
3
Revenues
TAT, directly and through its subsidiaries, provides a variety of solutions and services to the commercial and military aerospace and ground defense industries, including:
| (i) | OEM of heat transfer solutions and aviation components, such as heat exchangers, pre-coolers and oil/fuel hydraulic coolers (through TAT Israel); |
| (ii) | MRO services for heat transfer components and OEM of heat transfer solutions (through our Limco subsidiary); |
| (iii) | MRO services for aviation components (through our Piedmont subsidiary); and |
| (iv) | Overhaul and coating of jet engine components (through our Turbochrome subsidiary). |
Three months ended June 30, | Change | Six months ended June 30, | Change | |||||||||||||||||||||||||||||
| U.S. dollars in thousands | 2026 | 2025 | $ | % | 2026 | 2025 | $ | % | ||||||||||||||||||||||||
| OEM of heat transfer solutions and aviation accessories | $ | 11,131 | $ | 9,608 | $ | 1,523 | 15.9 | % | $ | 21,871 | $ | 19,694 | $ | 2,177 | 11.1 | % | ||||||||||||||||
| MRO services for heat transfer components and OEM of heat transfer solutions | 12,005 | 11,578 | 427 | 3.7 | % | 23,128 | 24,055 | (927 | ) | (3.9 | )% | |||||||||||||||||||||
| MRO services for aviation components | 27,704 | 19,996 | 7,708 | 38.5 | % | 44,577 | 38,294 | 6,283 | 16.4 | % | ||||||||||||||||||||||
| Overhaul and coating of jet engine components | 2,264 | 2,252 | 12 | 0.5 | % | 4,820 | 4,438 | 382 | 8.6 | % | ||||||||||||||||||||||
| Eliminations | (166 | ) | (330 | ) | 164 | (49.7 | )% | (311 | ) | (1,235 | ) | 924 | (74.8 | )% | ||||||||||||||||||
| Total revenue | $ | 52,938 | $ | 43,104 | $ | 9,834 | 22.8 | % | $ | 94,085 | $ | 85,246 | $ | 8,839 | 10.4 | % | ||||||||||||||||
Total revenues were $52.9 million for the three months ended June 30, 2026, compared to $43.1 million for the same period in 2025, a 22.8% increase. Total revenues were $94.1 million for the six months ended June 30, 2026, compared to $85.2 million for the same period in 2025, a 10.4% increase. The change in revenues reflects a mixed performance across our operating segments. Revenues increased in both the OEM of heat transfer solutions and aviation accessories segment, MRO services for heat transfer components and OEM heat transfer solutions segment, and in the MRO services for aviation components segment.
Cost of revenues
TAT’s cost of revenues for OEM operations and MRO services consists of component and material costs, direct and indirect labor costs, quality assurance costs, royalties, shipping expenses, overhead related to manufacturing and depreciation of manufacturing equipment.
TAT’s gross margin was affected by the proportion of TAT’s revenues generated from OEM operations and MRO services in each of the reported periods.
4
Three months ended June 30, | Change | Six months ended June 30, | Change | |||||||||||||||||||||||||||||
| U.S. dollars in thousands | 2026 | 2025 | $ | % | 2026 | 2025 | $ | % | ||||||||||||||||||||||||
| OEM of heat transfer solutions and aviation accessories | $ | 8,252 | $ | 6,714 | $ | 1,538 | 22.9 | % | 15,974 | 13,887 | $ | 2,087 | 15.0 | % | ||||||||||||||||||
| MRO services for heat transfer components and OEM of heat transfer solutions | 8,697 | 8,139 | 558 | 6.9 | % | 16,290 | 16,962 | (672 | ) | (4.0 | )% | |||||||||||||||||||||
| MRO services for aviation components | 21,325 | 16,700 | 4,625 | 27.7 | % | 35,790 | 32,745 | 3,045 | 9.3 | % | ||||||||||||||||||||||
| Overhaul and coating of jet engine components | 1,540 | 1,083 | 457 | 42.2 | % | 3,079 | 2,191 | 888 | 40.5 | % | ||||||||||||||||||||||
| Eliminations | (196 | ) | (357 | ) | 161 | (45.1 | )% | (399 | ) | (1,318 | ) | 919 | (69.7 | )% | ||||||||||||||||||
| Total cost of revenue | 39,618 | 32,279 | 7,339 | 22.7 | % | 70,734 | 64,467 | 6,267 | 9.7 | % | ||||||||||||||||||||||
| Gross profit | $ | 13,320 | $ | 10,825 | $ | 2,495 | 23.0 | % | $ | 23,351 | $ | 20,779 | $ | 2,572 | 12.4 | % | ||||||||||||||||
Cost of revenues was $39.6 million for the three months ended June 30, 2026, compared to $32.3 million for the same period in 2025, a 22.7% increase. As a percentage of revenues, gross profit increased to 25.2% for the three months ended June 30, 2026, from 25.1% in the prior period.
Cost of revenues was $70.7 million for the six months ended June 30, 2026, compared to $64.5 million for the same period in 2025, a 9.7% increase. As a percentage of revenues, gross profit increased to 24.8% for the six months ended June 30, 2026, from 24.4% in the prior period.
The increase in gross profit was primarily driven by a more favorable mix of segment revenues and improved operating efficiencies. The improvement in cost of revenues as a percentage of revenues reflects better absorption of fixed manufacturing overhead and continued focus on cost management across our operations.
Operating expenses
Research and development expenses, net
Research and development expenses, net are related to new products and technologies or to a significant improvement of products and technologies, net of grants and participations received.
Selling and marketing expenses
Selling and marketing expenses consist primarily of commission payments, compensation and related expenses of TAT’s sales teams, participation in trade shows, travel expenses, advertising expenses and related costs for facilities and equipment.
5
General and administrative expenses
General and administrative expenses consist of compensation and related expenses for executive, finance and administrative personnel, professional fees such as legal, audit, SOX, internal audit, other general corporate expenses and related costs for facilities and equipment.
Three months ended June 30, | Change | Six months ended June 30, | Change | |||||||||||||||||||||||||||||
| U.S. dollars in thousands | 2026 | 2025 | $ | % | 2026 | 2025 | $ | % | ||||||||||||||||||||||||
| Research and development, net | $ | 535 | $ | 240 | $ | 295 | 122.9 | % | $ | 1,106 | $ | 564 | $ | 542 | 96.1 | % | ||||||||||||||||
| Selling and marketing | 2,530 | 2,185 | 345 | 15.8 | % | 4,712 | 4,113 | 599 | 14.6 | % | ||||||||||||||||||||||
| General and administrative | 4,632 | 3,965 | 667 | 16.8 | % | 8,925 | 7,497 | 1,428 | 19.0 | % | ||||||||||||||||||||||
| Total operating expenses | $ | 7,697 | $ | 6,390 | $ | 1,307 | 20.45 | % | $ | 14,743 | $ | 12,174 | $ | 2,569 | 21.10 | % | ||||||||||||||||
Research and development, net
Research and development expenses were $0.5 million for the three months ended June 30, 2026, an increase of 122.9% compared to $0.2 million for the same period in 2025. As a percentage of revenues, research and development expenses were 1.0% for the three months ended June 30, 2026, compared to 0.6% in the prior period.
Research and development expenses were $1.1 million for the six months ended June 30, 2026, an increase of 96.1% compared to $0.6 million for the same period in 2025. As a percentage of revenues, research and development expenses were 1.2% for the six months ended June 30, 2026, compared to 0.7% in the prior period.
The increase was primarily driven by higher personnel-related costs associated with additional headcount and increased spending on materials and supplies to support the launch of our new FutureWorks R&D Lab and development cost of our NewGen thermal solution. These expenditures reflect our continued investment in innovation and product development capabilities.
Selling and marketing
Selling and marketing expenses were $2.5 million for the three months ended June 30, 2026, compared to $2.2 million for the three months ended June 30, 2025. Selling and marketing expenses represented 4.8% of revenues for the three months ended June 30, 2026, compared to 5.1% in the prior period.
Selling and marketing expenses were $4.7 million for the six months ended June 30, 2026, compared to $4.1 million for the six months ended June 30, 2025. Selling and marketing expenses represented 5.0% of revenues for the three months ended June 30, 2026, compared to 4.8% in the prior period.
The increase reflects higher promotional activity and continued investment in brand-building initiatives to support revenue growth.
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General and administrative
General and administrative expenses increased 16.8% to $4.6 million for the three months ended June 30, 2026, from $4.0 million for the same period in 2025. General and administrative expenses were 8.7% of revenues for the three months ended June 30, 2026, compared to 9.2% in the prior period.
General and administrative expenses increased 19.0% to $8.9 million for the six months ended June 30, 2026, from $7.5 million for the same period in 2025. General and administrative expenses were 9.5% of revenues for the three months ended June 30, 2026, compared to 8.8% in the prior period.
The increase was primarily driven by higher personnel-related expenses, including additional headcount to improve the finance department capabilities given the change in our regulatory environment, stock-based compensation, and severance. These increases are consistent with our long-term strategy to strengthen our organizational infrastructure in support of both organic and inorganic growth initiatives.
Other expenses (income)
Interest expenses, net
Interest expenses, net consist of interest income and expense. Interest income and expenses relate to the interest received from or paid to banks for the outstanding deposits and debts, respectively.
Other financial expenses, net
Other financial income, net included foreign exchange gain (loss) for the changes in rate of the ILS or other currencies against the U.S. dollar.
Provision for taxes on income
Tax expense consists of Israeli and U.S. federal and state taxes on the income of TAT’s business and changes in deferred tax assets or liabilities.
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Three months ended June 30, | Change | Six months ended June 30, | Change | |||||||||||||||||||||||||||||
| U.S. dollars in thousands | 2026 | 2025 | $ | % | 2026 | 2025 | $ | % | ||||||||||||||||||||||||
| Gain on sale of equity investment | $ | 4,324 | $ | - | $ | 4,324 | - | $ | 4,324 | - | $ | 4,324 | - | |||||||||||||||||||
| Interest expenses | (182 | ) | (324 | ) | 142 | (43.8 | )% | (330 | ) | $ | (659 | ) | 329 | (49.9 | )% | |||||||||||||||||
| Other financial expenses, net | (368 | ) | (776 | ) | 408 | (52.6 | )% | (181 | ) | (499 | ) | 318 | (63.7 | )% | ||||||||||||||||||
| Provision for taxes on income | 1,911 | 211 | 1,700 | 805.7 | % | 2,056 | 803 | 1,253 | 156.0 | % | ||||||||||||||||||||||
| Share in profits of equity investment of affiliated companies | 585 | 318 | 267 | 84.0 | % | 1,106 | 611 | 495 | 81.0 | % | ||||||||||||||||||||||
Gain on sale of equity investments
The Company realized gain of approximately $4.3 million upon receipt of aggregate proceeds of $4.5 million from the sale of its non-controlling interest of less than 5% in First Aviation Services Inc.
Interest expenses, net
Interest expense was $0.2 million for the three months ended June 30, 2026, compared to $0.3 million for the same period in 2025. Interest expense represented 0.3% of revenues for the three months ended June 30, 2026, compared to 0.8% in the prior period.
Interest expense, net was $0.3 million for the six months ended June 30, 2026, compared to $0.7 million for the same period in 2025. Interest expense represented 0.4% of revenues for the six months ended June 30, 2026, compared to 0.8% in the prior period.
The decrease reflects reduced average outstanding debt during the period.
Other financial expenses, net
Other financial expenses, net was $0.4 million for the three months ended June 30, 2026, compared to $0.8 million for the same period in 2025. As a percentage of revenues, other financial income, net was 0.7% for the three months ended June 30, 2026, compared to 1.8% in the prior period.
Other financial income, net was $0.2 million for the six months ended June 30, 2026, compared to $0.5 million for the same period in 2025. As a percentage of revenues, other financial income, net was 0.2% for the six months ended June 30, 2026, compared to 0.6% in the prior period.
The change was primarily driven by interest income earned on money market placements, offset by higher foreign exchange losses related to the revaluation of long-term loans and monetary accounts denominated in Israeli Shekel. These losses resulted from fluctuations in the U.S. dollar/ILS exchange rate during the first half of 2026.
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Provision for taxes on income
Provision for taxes on income was $1.9 million for the three months ended June 30, 2026, compared to $0.2 million for the same period in 2025. The increase primarily reflects higher taxable income and the impact of jurisdictional mix during the period. As a percentage of revenues, the provision for taxes on income was 3.6% for the three months ended June 30, 2026, compared to 0.5% in the prior period.
Provision for taxes on income was $2.1 million for the six months ended June 30, 2026, compared to $0.8 million for the same period in 2025. The increase primarily reflects higher taxable income and the impact of jurisdictional mix during the period. As a percentage of revenues, the provision for taxes on income was 2.2% for the six months ended June 30, 2026, compared to 0.9% in the prior period.
Share in profits of equity investment of affiliated companies
Share in profits of equity-method investees amounted to a gain of $0.6 million for the three months ended June 30, 2026, compared to a gain of $0.3 million for the same period in 2025. Share in profits of equity-method investees amounted to a gain of $1.1 million for the six months ended June 30, 2026, compared to a gain of $0.6 million for the same period in 2025. The increase reflects improved operating performance of the affiliated companies during the period.
Liquidity and Capital Resources
As of June 30, 2026, TAT had cash and cash equivalents of $54.6 million, compared to $51.3 million as of December 31, 2025, reflecting an increase of $3.3 million during the period.
On June 4, 2026, the Company entered into a senior secured credit agreement (the “Credit Agreement”) with a syndicate of bank lenders. The Credit Agreement provides for a $75.0 million revolving credit facility (the “Revolving Facility”), with an incremental feature by an aggregate amount not to exceed the greater of $25.0 million and 100% of consolidated EBITDA as of the most recently completed fiscal quarter. The Credit Facility also includes a $2.5 million swingline sub-facility and up to $5.0 million in letters of credit, with a maturity date of June 4, 2029. The Revolving Facility may be used for working capital, capital expenditures, acquisitions, refinancing of existing indebtedness, and other general corporate purposes. At closing, the Company utilized initial borrowings under the Revolving Facility to repay certain existing indebtedness and transaction-related obligations amounting to $10.9 million. In addition, approximately $0.7 million of financing fees and lender-related costs were incurred in connection with the transaction, including upfront loan and syndication fees. As a result of these transactions, the Revolving Facility effectively refinanced and replaced prior credit arrangements, simplifying the Company’s capital structure. As of June 30, 2026, the Company had $11.5 million in outstanding borrowings under the Revolving Facility, and $88.5 million available for future borrowings.
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Capital expenditure totaled $2.6 million for the six months ended June 30, 2026. These investments were funded primarily through existing cash resources and cash generated from operations. TAT expects that its current cash position, together with anticipated operating cash flows, will be sufficient to fund planned capital expenditures and ongoing operational needs.
Management believes that anticipated cash flows from operations, combined with current cash balances, will be adequate to meet the Company’s liquidity requirements for at least the next 12 months from the issuance date of the unaudited financial statements. Future capital requirements will depend on a variety of factors, including the pace of revenue growth, expansion of selling and marketing activities, entry into new markets, and the timing of new product and service introductions.
Cash Flows
The following table summarizes TAT’s statements cash flows for the periods presented:
Three months ended June 30, | Six months ended June 30, | |||||||||||||||
| U.S. dollars in thousands | 2026 | 2025 | 2026 | 2025 | ||||||||||||
| Net cash (used in) provided by operating activities | $ | (562 | ) | $ | 6,949 | $ | 1,388 | $ | 1,914 | |||||||
| Net cash provided by (used in) investing activities | 3,354 | (3,305 | ) | 1,934 | (6,167 | ) | ||||||||||
| Net cash provided by (used in) financing activities | 292 | 34,495 | (259 | ) | 40,293 | |||||||||||
| Net increase in cash and cash equivalents | 3,084 | 38,139 | 3,063 | 36,040 | ||||||||||||
| Cash and cash equivalents and restricted cash at beginning of the period | 51,545 | 5,335 | 51,566 | 7,434 | ||||||||||||
| Cash and cash equivalents and restricted cash at end of the period | $ | 54,629 | $ | 43,474 | $ | 54,629 | $ | 43,474 | ||||||||
Net cash used in operating activities for the three months ended June 30, 2026, amounted to $0.6 million, compared to net cash used in operating activities of $6.9 million for the three months June 30, 2025. Net cash provided by operating activities for the six months ended June 30, 2026, amounted to approximately $1.4 million, compared to net cash used provided by operating activities of $1.9 million for the six months June 30, 2025.
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Net cash used in operating activities was $0.6 million for the three months ended June 30, 2026, reflecting the combined impact of operating performance and working capital movements. Operating cash inflows were primarily driven by a $2.4 million increases in trade accounts payable, largely due to the timing of inventory-related purchases and $1.4 million decrease in prepaid expenses and other current assets. These inflows were offset by an increase of $8.3 million in trade accounts receivable and a $3.5 million increases in inventory. Net cash provided by operating activities was $1.4 million for the six months ended June 30, 2026, reflecting the combined impact of operating performance and working capital movements. Operating cash inflows were primarily driven by a $4.9 million increase in trade accounts payable, largely due to the timing of inventory-related purchases. These inflows were offset by an increase of $5.4 million in trade accounts receivable and a $9.9 million increase in inventory.
For the three months ended June 30, 2026 and 2025, net cash provided by investing activities was $3.4 million and net cash used in investing activities of $3.3 million, respectively. For the six months ended June 30, 2026 and 2025, net cash provided by investing activities was $1.9 million and net cash used in investing activities of $6.2 million, respectively. The cash provided by investing activities was driven by the $4.5 million proceeds from the sale of its non-controlling interest of less than 5% in First Aviation Services Inc. This was partially offset by cash usage attributed to investments in machinery and equipment for strategic improvements at the Company’s various operating facilities.
For the three months ended June 30, 2026 and 2025, net cash provided by financing activities was $0.3 million and $34.5 million, respectively. For the six months ended June 30, 2026 and 2025, net cash used in financing activities was $0.3 million and net cash provided by financing activities was $40.3 million, respectively. Net cash provided by financing activities was primarily attributable to the proceeds on the new revolving facility, options exercises and repayments of long-term debts. The prior year activity was driven by the public equity offering that was completed which generated net proceeds for the Company after issuance costs of $45.7 million.
Off-Balance Sheet Arrangements
We are not a party to any material off-balance sheet arrangements. In addition, we have no unconsolidated special purpose financing or partnership entities that are likely to create material contingent obligations.
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