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VSE Corporation (VSEC)

Q3 2025 Earnings Call· Mon, Oct 27, 2025

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Transcript

Operator

Operator

Good day, and thank you for standing by. Welcome to the VSE Corporation's Third Quarter 2025 Results Conference Call. [Operator Instructions] Please be advised that today's conference is being recorded. I would now like to hand the conference over to your first speaker today, Michael Perlman, Vice President of Investor Relations and Treasurer. Please go ahead.

Michael Perlman

Analyst

Thank you. Welcome to VSE Corporation's Third Quarter 2025 Results Conference Call. We will begin with remarks from John Cuomo, President and CEO; followed by a financial update from Adam Cohn, our Chief Financial Officer. The presentation we are sharing today is on our website, and we encourage you to follow along accordingly. Today's discussion contains forward-looking statements about future business and financial expectations. Actual results may differ significantly from those projected in today's forward-looking statements due to various risks and uncertainties, including those described in our periodic reports filed with the SEC. Except as required by law, we undertake no obligation to update our forward-looking statements. We are using non-GAAP financial measures in our presentation. Where available, the appropriate GAAP financial reconciliations are incorporated into our presentation and posted on our website. All percentages in today's discussion refer to year-over-year progress, except where noted. With that, I'd like to turn the call over to John.

John Cuomo

Analyst

Thank you, Michael, and thank you for joining us today for VSE's Third Quarter 2025 Conference Call. We appreciate your flexibility in joining us on short notice. We advanced our earnings call to provide timely and detailed information about today's announced acquisition of Aero 3. Before we begin the presentation, I want to share a brief update on the third quarter of 2025. I'm proud to report that VSE delivered another exceptional quarter, achieving record revenue and record profitability, while continuing to improve free cash flow generation. The financial results we are sharing today highlight the strength of our markets, the resilience of our aviation aftermarket platform and the disciplined execution of our 2025 operating plan. At the same time, our team continues to execute on our strategic objectives, integrating recent acquisitions, capturing synergies, advancing OEM license manufacturing, expanding MRO capabilities and growing our organic pipeline. Let's now begin on Slide 3 of our presentation. We are pleased to announce that VSE has signed a definitive agreement to acquire Aero 3, a diversified global Maintenance Repair and Overhaul service provider and parts distributor, offering a comprehensive suite of wheel and brake aftermarket solutions to support commercial, business and general aviation operators. Aero 3 is a global market leader built around 3 complementary business units. The first and largest is Wheel & Brake MRO services, which represents approximately 75% of Aero 3's revenue. This business operates 9 strategically located repair and overhaul facilities across the U.S., Canada and the U.K., providing proximity to key customer operations, reduced logistics costs and industry-leading turnaround times and performance. The second business unit is Distribution, accounting for roughly 20% of revenue. This segment provides OEM authorized distribution of wheel and brake components, further expanding VSE's position as a trusted OEM partner. And third is Proprietary…

Adam Cohn

Analyst

Thank you, John. Let's turn to Slide 7 of the conference call materials, where I will provide an overview of our third quarter consolidated financial performance. VSE generated $283 million of revenue in the quarter, an increase of 39% over the same period in the prior year. In the third quarter, we recorded a noncash fair value adjustment of $23 million related to the earn-out receivable from the divestiture of our noncore fleet business based on updated results and forecast provided by the buyer. This charge only impacted consolidated operating income and had no effect on our Aviation segment results. Consolidated adjusted EBITDA increased 58% to $47 million compared to the third quarter of 2024. Adjusted EBITDA margin was 16.7% in the quarter, an approximate 200 basis point improvement over the prior year period. Adjusted net income was $20 million and adjusted diluted earnings per share was $0.99, an increase of 111% and 87%, respectively, over the prior year period. Now turning to Slide 8, where I will review our Aviation segment's record third quarter performance. VSE Aviation generated $283 million of revenue in the quarter, an increase of 39% over the prior year period. Distribution revenue increased 49% in the period, driven by balanced operational execution of new and existing programs, product line expansion, market share gains and strong contributions from the Kellstrom acquisition. MRO revenue increased 25% in the quarter, driven by higher-margin product mix, the addition of new repair capabilities, an increase from in-sourcing repair activity, strong end market demand and contributions from the Turbine Weld acquisition. Excluding the impact of recent acquisitions, organic Aviation segment revenue increased by approximately 10% in the third quarter as compared to the prior year period. Aviation adjusted EBITDA increased by 51% in the quarter to a record $50 million or…

John Cuomo

Analyst

Thanks, Adam. I'd like to conclude our prepared remarks by providing a brief update on our fourth quarter 2025 priorities. Integration. All projects remain on or ahead of schedule, and our synergy capture plans are significantly ahead of expectations. Our focus is to maintain a disciplined integration approach and complete all open projects in 2026. Focus on 2026. We are accelerating capability expansion, operational capacity increases and new program wins to drive another strong year of performance. We're also advancing our OEM license manufacturing transition, which remains on track for 2026 completion. In addition, we remain focused on building our organic growth pipeline, deepening OEM partnerships and expanding our market presence to support growth in 2026 and beyond. And finally, we're preparing to welcome Daniel Bell and the entire Aero 3 team to VSE as we continue to strengthen our global wheel and brake platform. I'll close by thanking our shareholders, customers and suppliers for their continued trust and support and most importantly, to our exceptional VSE team, congratulations, and thank you for another outstanding quarter.

Michael Perlman

Analyst

Thank you, John and Adam. Due to the acceleration of today's earnings announcement, we will not be conducting a question-and-answer session following today's prepared remarks. Thank you.

Operator

Operator

Thank you for your participation in today's conference. This does conclude the program. You may now disconnect.