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Redwire Corp

For the period ended Jun 30, 2025. Filed Aug 7, 2025.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Jun 30, 2025 · Filed Aug 7, 2025

RDW$7.21+16.5%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2025-03-31; filed 2025-05-12.

0001819810-25-000137

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2025-06-30; filed 2025-08-07.

0001819810-25-000215

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 91 previous paragraphs and 136 current paragraphs.

54 unchanged; 30 reworded; 46 added; 7 removed; 0 previous and 6 current paragraphs rearranged.

Tables are not compared: 7 previous and 9 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Added paragraphs (46)

Current report

Redwire’s primary business model is providing proven, mission critical solutions based on core airborne and space infrastructure offerings through both short- and long-duration projects for U.S. and international government and commercial customers.

Current report

Our field-proven core airborne offerings have decades of innovation and more than 170 thousand flight hours. Key operations include developing and manufacturing UAS for commercial, government, and military applications in areas such as surveillance, logistics, reconnaissance, border security, and emergency response. We design and deploy UAS technology through solutions including autonomous flight systems, artificial intelligence (“AI”) powered data processing, and specialized sensors. Redwire is committed to delivering innovative space and airborne platforms to help transform the future of multi-domain operations.

Current report

•Revenues decreased 21% for the three months ended June 30, 2025 compared to the same period in 2024.

Current report

•Net loss increased $78.9 million for the three months ended June 30, 2025 compared to the same period in 2024.

Current report

•Book-to-bill ratio remained flat at 1.47 for the three months ended June 30, 2025 and 2024.

Current report

•The Company completed its acquisition of Edge Autonomy Intermediate Holdings, LLC. The strategic transaction was approved by Redwire shareholders on June 13, 2025.

Current report

•The Company’s Stalker uncrewed aerial system was added to the Department of Defense’s (“DoD”) Blue List of approved drones.

Current report

•The Company was awarded a contract from Aspera Biomedicines, Inc. to conduct space-based research and analysis on a new cancer treatment using the Company’s Pharmaceutical In-space Laboratory technology.

Current report

On March 15, 2025, President Trump signed into law the Full-Year Continuing Appropriations and Extensions Act of 2025, which extends federal funding (including for the DoD) at near fiscal year (“FY”) 2024 levels through September 30, 2025, but included an increase of $6 billion to defense spending, with NASA held approximately flat at FY 2024 budget levels of roughly $24.9 billion. Although the full-year continuing resolution offers budget continuity through September 2025, its flat funding and lack of detail on appropriation levels has constrained agencies’ procurement efforts to make new awards.

Current report

In May 2025, the President’s FY 2026 budget request proposed reducing NASA’s funding from approximately $24.9 billion to $18.8 billion. The proposal included cuts to Earth science missions, the Mars Sample Return program, and several space science initiatives. As part of the “One Big Beautiful Bill” passed in July 2025, Congress included a supplemental appropriations package that restored approximately $10 billion in NASA funding. The package provided continued funding for the Lunar Gateway, International Space Station operations, and infrastructure projects at Johnson Space Center, while leaving certain proposed cuts to science programs in place. The DoD’s FY 2026 budget request includes a request for additional investment in AI‑enabled autonomy, including Unmanned Aerial Vehicle systems.

Current report

In July 2025, the U.S. House passed a Defense Appropriations Act proposing approximately $832 billion for FY 2026, including increased research and development funding. The Senate Armed Services Committee’s companion FY 2026 budget proposal as part of the National Defense Authorization Act (“NDAA”) includes $878.7 billion for DoD.

Current report

Congressional drafts propose funding for the “Golden Dome” initiative, with approximately $25 billion in initial investment and a projected $542 billion over the life of the program. The NDAA also includes provisions increasing Ukraine security assistance to $500 million, up from $300 million in FY 2025.

Current report

It is currently unclear whether all appropriations bills will be enacted in advance of September 30, 2025, the end of FY 2025.

Current report

In March 2025, the European Commission introduced the Readiness 2030 package (previously dubbed “ReArm Europe”), to deploy nearly €800 billion over four years for collective defense, including drone systems, missile defense, cyber and autonomous platforms. The package includes a suspension of fiscal constraints allowing up to 1.5% of Gross Domestic Product (“GDP”) to be put toward additional defense spending and launched the €150 billion Safe Action for Europe (“SAFE”) loan facility.

Current report

The SAFE fund, formally established in May 2025, is a new European Union (“EU”) financial instrument that is expected to increase defense spending among member states through common procurement. It will be financed by EU borrowing, with the European Commission authorized to issue up to €150 billion in loans. This funding is intended to strengthen the European Defence Technological and Industrial Base by facilitating joint investments in defense capabilities. EU contracts under SAFE will require greater than 65% of value tied to member-state supply chains.

Current report

At the June 2025 North Atlantic Treaty Organization summit in The Hague, member states committed to raising combined defense and security spending to 5% of GDP by 2035—including a 3.5% core defense floor, and up to 1.5% in broader security or industrial base investment – up from the prior 2% target.

Current report

The European Space Agency’s 2025 budget is approximately €7.7 billion, with continued investment in human and robotic missions, Earth observation, navigation, and telecom infrastructure.

Current report

The European Commission formally introduced the EU Space Act in June 2025 as a proposed regulation to harmonize legal frameworks across the EU for space activities. It establishes a single market for space service providers and applies to EU and non-EU operators whose activities impact the EU internal market. The regulatory structure will be focused on three areas: safety (including orbital debris mitigation and space situational awareness), resilience (including space-based cybersecurity), and sustainability (including in-orbit servicing). If enacted by the European Parliament and Council, the regulation is designed to apply from January 1, 2030, with a two‑year transition period for existing missions not yet launched by that date.

Current report

U.S. and international government spending levels and timely funding thereof may adversely affect our financial condition and operating performance over the short and long term. Please refer to Item 1A. Risk Factors included in our Form 10-K for the year ended December 31, 2024, as filed with the SEC on March 11, 2025, for additional information related to government funding risks.

Current report

We operate in a complex and evolving global space and defense environment and our business is affected by geopolitical issues. Russia’s invasion of Ukraine significantly elevated global geopolitical tensions and security concerns, and following the acquisition of Edge Autonomy, a portion of the combined company’s sales are to customers in Ukraine. Those sales have been declining and may continue to decline in the event that the war and hostilities in Ukraine end, decline or change, or as a result of changes in international support for military assistance to Ukraine. Please refer to Item 1A. Risk Factors section in Part II of this Quarterly Report on Form 10-Q, for additional information related to the new risks arising from our acquisition of Edge Autonomy.

Current report

Cost of sales increased $15.7 million, or 24%, for the three months ended June 30, 2025, as compared to the three months ended June 30, 2024. The year-over-year increase in cost of sales was primarily driven by a $7.2 million contract loss reserve recognized during the three months ended June 30, 2025 for which there was nominal comparable activity in 2024. The increase is also partially due to $11.6 million of costs related to the Edge Autonomy and Hera acquisitions which were completed in the second quarter of 2025 and third quarter of 2024, respectively, and therefore has no comparable amounts in 2024.

Current report

Transaction expenses increased $16.4 million for the three months ended June 30, 2025, as compared with the same period in 2024. The increase is primarily due to the Edge Autonomy and Hera acquisitions. Please refer to Note C – Business Combinations of the accompanying notes to the condensed consolidated financial statements for additional information related to acquisitions.

Current report

Results of operations for the six months ended June 30, 2025 compared to the six months ended June 30, 2024:

Current report

Revenues decreased by $42.7 million, or 26%, for the six months ended June 30, 2025, as compared to the six months ended June 30, 2024. The year-over-year decrease in revenues was primarily related $20.9 million of net unfavorable EAC adjustments for the six months ended June 30, 2025 as compared to $7.0 million of net unfavorable EAC adjustments for the same period in 2024. Please refer to Note O – Revenues of the accompanying notes to the condensed consolidated financial statements for additional information related to the Company’s net EAC adjustments. The decrease is also partially due to timing in the stage of production cycles year-over-year for certain larger contracts for power generation offerings. The foregoing resulted in decreased volume of production and therefore decreased revenue compared to the same period in 2024. The decrease was partially offset by an increase in revenue of $16.8 million related to the Edge Autonomy and Hera acquisitions.

Current report

Gross profit decreased $37.8 million, or 136%, for the six months ended June 30, 2025, as compared to the six months ended June 30, 2024. As a percentage of revenues, gross margin was (8)% and 17% for the six months ended June 30, 2025 and 2024, respectively. The year-over-year decrease in gross margin as a percentage of revenues was driven by a $28.3 million negative impact of net EAC adjustments for the six months ended June 30, 2025 as compared to $7.0 million of net unfavorable EAC adjustments for the same period in 2024. The decrease is also partially due to changes in contract mix, including larger contracts with lower margins and completion of certain higher margin contracts, impacting the overall contract portfolio gross margin. Please refer to Note O – Revenues of the accompanying notes to the condensed consolidated financial statements for additional information related to the Company’s net EAC adjustments.

Current report

SG&A expenses increased$37.8 million, or 107%, for the six months ended June 30, 2025, as compared to the six months ended June 30, 2024. SG&A expenses as a percentage of revenues also increased to 59%for the six months ended June 30, 2025 from 21%during the same period in 2024. The year-over-year increase in SG&A expenses was primarily driven by an increase in share-based compensation of $31.2 million, including $29.6 million related to the Edge Incentive Units, for which there was no comparable cost in

Current report

The increase is also partially due to an increase in labor related costs, including severance, intangible amortization and professional fees.

Current report

Interest expense, net increased $21.4 million for the six months ended June 30, 2025, as compared to the six months ended June 30, 2024. This increase was primarily related to $20.0 million of interest expense recognized related to the repayment of the Seller Note. The increase is also partially due to interest on the new JPMorgan Credit Agreement entered into during the six months ended June 30, 2025 as well as an increase in borrowings on the revolving credit facility compared to 2024. Please refer to Note I – Debt of the accompanying notes to the condensed consolidated financial statements for additional information related to the Company’s debt obligations.

Showing the first 40 of 46 passages. Open the source sections for the rest.

Removed paragraphs (7)

Previous report

•Revenues decreased 30% for the three months ended March 31, 2025 compared to the same period in 2024.

Previous report

•Net loss decreased $5.1 million for the three months ended March 31, 2025 compared to the same period in 2024.

Previous report

•Book-to-bill ratio increased to 0.92 for the three months ended March 31, 2025, from 0.40 for the same period in 2024.

Previous report

•The Company entered into an agreement to acquire Edge Autonomy Holdings, LLC, subject to final closing conditions, including approval of the Company’s stockholders.

Previous report

•The Company contracted to launch four (4) additional PIL investigations for NASA.

Previous report

•The Company was awarded a contract to provide four (4) docking mechanisms for the ESA habitation module for lunar Gateway.
Reworded paragraphs (30)

Previous wording

Redwire is a global space infrastructure and innovation company enabling civil, commercial, and national security programs. Redwire’s proven and reliable capabilities include our core space infrastructure offerings of avionics, sensors, and payloads; power generation; structures and mechanisms; radio frequency (“RF”) systems; spacecraft platforms and missions; and microgravity payloads. Redwire combines decades of flight heritage and proven experience with an agile and innovative culture.

Current wording

Redwire is an integrated space and defense company focused on advanced technologies including space infrastructure, autonomous systems and multi-domain operations leveraging digital engineering and artificial intelligence automation. Redwire’s proven and reliable airborne and space-based capabilities include our core space infrastructure and platform offerings of avionics, sensors, and payloads; power generation; structures and mechanisms; radio frequency (“RF”) systems; airborne and spacecraft platforms and missions; and microgravity payloads. Redwire combines decades of flight heritage and proven experience with an agile and innovative culture.

Previous wording

Redwire’s primary business model is providing mission critical solutions based on core space infrastructure offerings for government and commercial customers through long-duration projects. Our core offerings have been enabling space missions since the 1960s and have been flight-proven on over 200 spaceflight missions, including the National Aeronautics and Space Administration’s (“NASA”) Artemis program, New Horizons and Perseverance, the Space Forces’ GPS, and the European Space Agency’s (“ESA”) Project for On-Board Autonomy (“PROBA”) programs. We are also a provider of innovative technologies with the potential to help transform the economics of space and create new markets for its exploration and commercialization.

Current wording

Our core space-based offerings have been enabling space missions since the 1960s and have been flight-proven on over 200 spaceflight missions, including the National Aeronautics and Space Administration’s (“NASA”) Artemis program, New Horizons and Perseverance, the Space Forces’ GPS, and the European Space Agency’s Project for On-Board Autonomy (“PROBA”) programs. We are also a provider of innovative technologies with the potential to help transform the economics of space and create new markets for its exploration and commercialization.

Previous wording

•Selling, general and administrative expenses as a percentage of revenues increased to 31% for the three months ended March 31, 2025 from 20% during the same period in 2024.

Current wording

•Selling, general and administrative expenses as a percentage of revenues increased to 88% for the three months ended June 30, 2025 from 23% during the same period in 2024.

Previous wording

Substantially all of our contracts are accounted for under the percentage-of-completion cost-to-cost method. As a result, revenues on contracts are recorded over time based on progress towards completion for a particular contract, including the estimate of the profit to be earned at completion. The following discussion of material changes in consolidated revenues should be read in tandem with the subsequent discussion of changes in consolidated cost of sales because changes in revenues are typically accompanied by a corresponding change in cost of sales due to the nature of the percentage-of-completion cost-to-cost method.

Current wording

A majority of our contracts are accounted for under the percentage-of-completion cost-to-cost method. As a result, revenues on contracts are recorded over time based on progress towards completion for a particular contract, including the estimate of the profit to be earned at completion. The following discussion of material changes in consolidated revenues should be read in tandem with the subsequent discussion of changes in consolidated cost of sales because changes in revenues are typically accompanied by a corresponding change in cost of sales due to the nature of the percentage-of-completion cost-to-cost method.

Previous wording

The Company evaluates the contract value and cost estimates at completion for performance obligations no less frequently than quarterly, and more frequently when circumstances significantly change. Changes in contract estimates occur for a variety of reasons including, but not limited to, changes in contract scope, labor productivity, the nature and technical complexity of the work to be performed, availability and cost volatility of materials, subcontractor and vendor performance, volume assumptions, inflationary trends, and schedule and performance delays. We utilize information available to us at the time when revising our estimates and apply consistent judgement across the full portfolio of programs. Refer to Note M – Revenues of the accompanying notes to thecondensed consolidated financial statements for additional information.

Current wording

The Company evaluates the contract value and cost estimates at completion for performance obligations no less frequently than quarterly, and more frequently when circumstances significantly change. Changes in contract estimates occur for a variety of reasons including, but not limited to, changes in contract scope, labor productivity, the nature and technical complexity of the work to be performed, availability and cost volatility of materials, subcontractor and vendor performance, volume assumptions, inflationary trends, and schedule and performance delays. We utilize information available to us at the time when revising our estimates and apply consistent judgment across the full portfolio of programs. The gross unfavorable EAC adjustments in 2025 were primarily due to a $14.7 million unfavorable adjustment, including a $7.2 million loss reserve, related to a program in the Company’s RF systems offerings as a result of an increase in estimates made for the programmatic and technical assumptions based on the nature and technical complexity of the work to be performed to meet customer specifications. Refer to Note O – Revenues of the accompanying notes to thecondensed consolidated financial statements for additional information.

Previous wording

Revenues decreased 30% to $61.4 million for the three months ended March 31, 2025, as compared to $87.8 million for the three months ended March 31, 2024. The decrease in revenues is primarily due to timing in the stage of production cycles year-over-year for certain larger contracts for power generation offerings. The foregoing resulted in decreased volume of production and therefore decreased revenue compared to the same period in 2024.

Current wording

Revenues decreased by $16.4 million, or 21%, for the three months ended June 30, 2025, as compared to the three months ended June 30, 2024. The decrease in revenues is primarily related to $17.7 million of net unfavorable EAC adjustments for the three months ended June 30, 2025 as compared to $3.1 million of net unfavorable EAC adjustments for the same period in 2024 and timing in the stage of production cycles year-over-year for certain larger contracts for power generation offerings. The foregoing resulted in decreased volume of production and therefore decreased revenue compared to the same period in 2024. The decrease was partially offset by an increase in revenue of $13.0 million related to the Edge Autonomy and Hera acquisitions.

Previous wording

Gross profit decreased $5.8 million, or 39%, for the three months ended March 31, 2025, as compared to the three months ended March 31, 2024. As a percentage of revenues, gross margin was 15% and 17% for the three months ended March 31, 2025 and 2024, respectively. The year-over-year decrease in gross margin was primarily driven by the $3.1 million net unfavorable EAC adjustments for the three months ended March 31, 2025. Please refer to Note M – Revenues of the accompanying notes to the condensed consolidated financial statements for additional information related to the Company’s net EAC adjustments.

Current wording

Gross profit decreased $32.0 million, or 247%, for the three months ended June 30, 2025, as compared to the three months ended June 30, 2024. As a percentage of revenues, gross margin was (31)% and 17% for the three months ended June 30, 2025 and 2024, respectively. The year-over-year decrease in gross margin was primarily driven by the $25.2 million net unfavorable EAC adjustments for the three months ended June 30, 2025. The decrease is also partially due to changes in contract mix, including larger contracts with lower margins and completion of certain higher margin contracts, impacting the overall contract portfolio gross margin. Please refer to Note O – Revenues of the accompanying notes to the condensed consolidated financial statements for additional information related to the Company’s net EAC adjustments.

Previous wording

SG&A expenses increased $1.4 million, or 8%, for the three months ended March 31, 2025, as compared with the same period in 2024. This contributed to a year-over-year increase of SG&A as a percentage of revenue to 31% for the three months ended March 31, 2025 from 20% for the same period in 2024. The year-over-year increase in SG&A expenses was primarily driven by an increase in labor related costs, including equity-based compensation, partially offset by decreases in professional services and legal costs. This increase reflects the Company’s investment in its workforce and implementing a sustainable infrastructure to further its focus on enhancing operating leverage.

Current wording

SG&A expenses increased $36.4 million, or 201%, for the three months ended June 30, 2025, as compared with the same period in 2024. This contributed to a year-over-year increase of SG&A as a percentage of revenue to 88% for the three months ended June 30, 2025 from 23% for the same period in 2024. The year-over-year increase was primarily due to a $30.7 million increase in equity-based compensation, including $29.6 million related to the Edge Incentive Units, for which there was no comparable cost in 2024. The increase was also partially due to $3.4 million in SG&A expenses, other than equity-based compensation related to Edge Autonomy for which there is no comparable cost in 2024.

Previous wording

Interest expense, net increased $0.7 million, or 23%, for the three months ended March 31, 2025, as compared with the three months ended March 31, 2024. The increase was primarily related to increased borrowings on the revolving credit facility compared to the same period in 2024. Refer to Note G – Debt of the accompanying notes to the condensed consolidated financial statements for additional information related to the Company’s debt obligations.

Current wording

Interest expense, net increased $20.7 million for the three months ended June 30, 2025, as compared with the three months ended June 30, 2024. The increase was primarily related to $20.0 million of interest expense recognized related to the repayment of the Seller Note. The increase is also partially due to interest on the new JPMorgan Credit Agreement entered into during the three months ended June 30, 2025 as well as increased borrowings on the revolving credit facility compared to the same period in 2024. Refer to Note I – Debt of the accompanying notes to the condensed consolidated financial statements for additional information related to the Company’s debt obligations.

Previous wording

Other (income) expense, net increased from net other expense to net other income by $16.3 million for the three months ended March 31, 2025, as compared to the same period in 2024. The year-over-year increase was primarily due to a gain of $13.6 million recognized as a result of changes in the fair value of the private warrant liability during the three months ended March 31, 2025 as compared to a loss of $1.1 million recognized during the same period of 2024. The increase was also partially due to a more favorable impact from foreign currency transactions for the three months ended March 31, 2025 as compared to the same period in 2024. Refer to Note D – Fair Value of Financial Instruments of the accompanying notes to the condensed consolidated financial statements for additional information related to the fair value of private warrants.

Current wording

Other (income) expense, net increased by $6.0 million for the three months ended June 30, 2025, as compared to the same period in 2024. The year-over-year increase was primarily due to a loss of $16.3 million recognized as a result of changes in the fair value of the private warrant liability during the three months ended June 30, 2025 as compared to a loss of $9.0 million recognized during the same period of 2024. Refer to Note D – Fair Value of Financial Instruments of the accompanying notes to the condensed consolidated financial statements for additional information related to the fair value of private warrants.

Previous wording

The effective tax rate increased to 5.8% for thethree months ended March 31, 2025, as compared to (1.4)% forthree months ended March 31, 2024, primarily related to the Company’s mix in earnings between U.S. and foreign jurisdictions. Refer to Note J – Income Taxes of the accompanying notes to thecondensed consolidated financial statements for further discussion.

Current wording

The effective tax rate decreased to (25.2)% for thethree months ended June 30, 2025, as compared to 0.1% forthree months ended June 30, 2024, primarily related to the Company’s decrease in valuation allowance and mix in earnings between U.S. and foreign jurisdictions. Refer to Note L – Income Taxes of the accompanying notes to thecondensed consolidated financial statements for further discussion.

Previous wording

The net income (loss) attributable to noncontrolling interests for the three months ended March 31, 2025 and 2024 was de minimis.

Current wording

The Company has no net income (loss) attributable to noncontrolling interests for the three months ended June 30, 2025 and a de minimis amount for the same period in 2024.

Previous wording

Cost of sales decreased $20.6 million, or 28%, for the three months ended March 31, 2025, as compared to the three months ended March 31, 2024. The year-over-year decrease in cost of sales was primarily driven by reduced costs due to a shift in the production cycle associated with certain larger contracts in power generation offerings, partially offset by increased labor and subcontractor costs in spacecraft platforms and missions offerings for which there were no related costs during the same period in 2024.

Current wording

Cost of sales decreased $4.9 million, or 4%, for the six months ended June 30, 2025, as compared to the six months ended June 30, 2024. The year-over-year decrease in cost of sales was primarily driven by reduced costs due to a shift in the production cycle associated with certain larger contracts in power generation offerings. These decreases were partially offset by increased labor and subcontractor costs in spacecraft platforms and missions offerings, $17.8 million of costs related to the Edge Autonomy and Hera acquisitions, and a $7.2 million contract loss reserve recognized during the six months ended June 30, 2025 for which there was nominal comparable amounts in 2024.

Previous wording

Transaction expenses increased $3.8 million, or 100.0%, for the three months ended March 31, 2025, as compared with the same period in 2024. The increase is primarily due to pre-acquisition costs incurred consisting of due diligence and additional expenses related to prospective acquisitions, including the pending acquisition of Edge Autonomy. Please refer to Note C – Business Combinations of the accompanying notes to the condensed consolidated financial statements for additional information related to the pending acquisition.

Current wording

Transaction expenses increased $20.2 million for the six months ended June 30, 2025, as compared with the same period in 2024. The increase is primarily due to costs incurred related to the Edge Autonomy and Hera acquisitions. Please refer to Note C – Business Combinations of the accompanying notes to the condensed consolidated financial statements for additional information related to acquisitions.

Previous wording

We use Adjusted EBITDA to evaluate our operating performance, generate future operating plans, and make strategic decisions, including those relating to operating expenses and the allocation of internal resources which are not calculated in accordance with U.S. Generally Accepted Accounting Principles (“U.S. GAAP”) and are considered to be Non-GAAP financial performance measures. These Non-GAAP financial performance measures are used to supplement the financial information presented on a U.S. GAAP basis and should not be considered in isolation or as a substitute for the relevant U.S. GAAP measures and should be read in conjunction with information presented on a U.S. GAAP basis. Because not all companies use identical calculations, our presentation of Non-GAAP measures may not be comparable to other similarly titled measures of other companies.

Current wording

Generally Accepted Accounting Principles (“U.S. GAAP”) and are considered to be Non-GAAP financial performance measures. These Non-GAAP financial performance measures are used to supplement the financial information presented on a U.S. GAAP basis and should not be considered in isolation or as a substitute for the relevant U.S. GAAP measures and should be read in conjunction with information presented on a U.S. GAAP basis. Because not all companies use identical calculations, our presentation of Non-GAAP measures may not be comparable to other similarly titled measures of other companies.

Previous wording

Adjusted EBITDA is defined as net income (loss) adjusted for interest expense, net, income tax expense (benefit), depreciation and amortization, impairment expense, transaction expenses, acquisition integration costs, acquisition earnout costs, purchase accounting fair value adjustment related to deferred revenue, severance costs, capital market and advisory fees, litigation-related expenses, write-off of long-lived assets, equity-based compensation, committed equity facility transaction costs, debt financing costs, gains on sale of joint ventures, and warrant liability change in fair value adjustments.

Current wording

Adjusted EBITDA is defined as net income (loss) adjusted for interest expense, net, income tax expense (benefit), depreciation and amortization, impairment expense, transaction expenses, acquisition integration costs, acquisition earnout costs, purchase accounting fair value adjustment related to deferred revenue and inventory, severance costs, capital market and advisory fees, litigation-related expenses, write-off of long-lived assets, equity-based compensation, committed equity facility transaction costs, debt financing costs, gains on sale of joint ventures, net of costs incurred, and warrant liability change in fair value adjustments.

Previous wording

iv. Redwire incurred expenses related to securities litigation. Refer to Note K – Commitments and Contingencies of the accompanying notes to the consolidated financial statements for additional information.

Current wording

v. Redwire incurred expenses related to securities litigation. Refer to Note M – Commitments and Contingencies of the accompanying notes to the condensed consolidated financial statements for additional information.

Previous wording

v. Redwire incurred expenses related to equity-based compensation under Redwire’s equity-based compensation plan.

Current wording

vi. Redwire incurred expenses related to equity-based compensation under Redwire’s equity-based compensation plan and Edge Incentive Units.

Previous wording

Our book-to-bill ratio was 0.92 for the three months ended March 31, 2025, as compared to 0.40 for the three months ended March 31, 2024. For the three months ended March 31, 2025 and 2024, none of the contracts awarded balance relates to acquired contract value.

Current wording

Our book-to-bill ratio was 1.47 for the three months ended June 30, 2025, as compared to 1.47 for the three months ended June 30, 2024. For the three months ended June 30, 2025, contracts awarded includes $73.7 million of acquired contract value from the Edge Autonomy acquisition and none of the contracts awarded balance relates to acquired contract value for the three months ended June 30, 2024.

Previous wording

Our book-to-bill ratio was 0.90 for the Last Twelve Months (“LTM”) ended March 31, 2025, as compared to 1.11 for the LTM ended March 31, 2024. For the LTM ended March 31, 2025, contracts awarded includes $21.9 million of acquired contract value from the Hera Systems acquisition, which was completed in the third quarter of 2024. For the LTM ended March 31, 2024, none of the contracts awarded balance relates to acquired contract value.

Current wording

Our book-to-bill ratio was 0.87 for the Last Twelve Months (“LTM”) ended June 30, 2025, as compared to 1.28 for the LTM ended June 30, 2024. For the LTM ended June 30, 2025, contracts awarded includes $95.7 million of acquired contract value from the Edge Autonomy and Hera Systems acquisitions, which were completed in the second quarter of 2025 and third quarter of 2024, respectively. For the LTM ended June 30, 2024, none of the contracts awarded balance relates to acquired contract value.

Previous wording

The following table presents our contracted backlog as of March 31, 2025 and December 31, 2024, and related activity for the three months ended March 31, 2025 as compared to the year ended December 31, 2024.

Current wording

The following table presents our contracted backlog as of June 30, 2025 and December 31, 2024, and related activity for the six months ended June 30, 2025 as compared to the year ended December 31, 2024.

Previous wording

We view growth in backlog as a key measure of our business growth. Contracted backlog represents the estimated dollar value of firm funded executed contracts for which work has not been performed (also known as the remaining performance obligations on a contract). Our contracted backlog includes $15.5 million and $16.7 million in remaining contract value from T&M contracts as of March 31, 2025 and as of December 31, 2024, respectively.

Current wording

We view growth in backlog as a key measure of our business growth. Contracted backlog represents the estimated dollar value of firm funded executed contracts for which work has not been performed (also known as the remaining performance obligations on a contract). Our contracted backlog includes $86.9 million and $16.7 million in remaining contract value from contracts which recognize revenue at a point in time as of June 30, 2025 and as of December 31, 2024, respectively.

Previous wording

Organic contract value includes the remaining contract value as of January 1 not yet recognized as revenue and additional orders awarded during the period for those entities treated as organic. Acquisition-related contract value includes remaining contract value as of the acquisition date not yet recognized as revenue and additional orders awarded during the period for entities not treated as organic. Organic revenue includes revenue earned during the period presented for those entities treated as organic, while acquisition-related revenue includes the same for all other entities, excluding any pre-acquisition revenue earned during the period. The acquisition-related backlog activity presented in the table above is related to the Hera Systems acquisition completed during third quarter of 2024.

Current wording

Organic contract value includes the remaining contract value as of January 1 not yet recognized as revenue and additional orders awarded during the period for those entities treated as organic. Acquisition-related contract value includes remaining contract value as of the acquisition date not yet recognized as revenue and additional orders awarded during the period for entities not treated as organic. Organic revenue includes revenue earned during the period presented for those entities treated as organic, while acquisition-related revenue includes the same for all other entities, excluding any pre-acquisition revenue earned during the period. The acquisition-related backlog activity presented in the table above is related to the Edge Autonomy and Hera Systems acquisitions completed during the second quarter of 2025 and third quarter of 2024, respectively.

Previous wording

Although contracted backlog reflects business associated with contracts that are considered to be firm, terminations, amendments or contract cancellations may occur, which could result in a reduction in our total backlog. In addition, some of our multi-year contracts are subject to annual funding. Management expects all amounts reflected in contracted backlog to ultimately be fully funded. Contracted backlog from foreign operations in Luxembourg and Belgium was $107.2 million and $70.5 million as of March 31, 2025 and December 31, 2024, respectively. These amounts are subject to foreign exchange rate translations from euros to U.S. dollars that could cause the remaining backlog balance to fluctuate with the foreign exchange rate at the time of measurement.

Current wording

Although contracted backlog reflects business associated with contracts that are considered to be firm, terminations, amendments or contract cancellations may occur, which could result in a reduction in our total backlog. In addition, some of our multi-year contracts are subject to annual funding. Management expects all amounts reflected in contracted backlog to ultimately be fully funded. Contracted backlog from foreign operations was $117.4 million and $70.5 million as of June 30, 2025 and December 31, 2024, respectively. These amounts are subject to foreign exchange rate translations from their respective local currencies to U.S. dollars that could cause the remaining backlog balance to fluctuate with the foreign exchange rate at the time of measurement.

Previous wording

Our operations are primarily funded with cash flows provided by operating activities and access to existing credit facilities. As of March 31, 2025, we had $54.2 million in cash and cash equivalents and $35.0 million in available borrowings from our existing credit facilities.

Current wording

Our operations are primarily funded with cash flows provided by operating activities, proceeds from the exercise of warrants and equity offering, and access to existing credit facilities. As of June 30, 2025, we had $76.5 million in cash and cash equivalents and $35.0 million in available borrowings from our existing credit facilities.

Previous wording

During the three months ended March 31, 2025, there were no material changes to the Company’s contractual obligations as presented in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” included in the Company’s Annual Report that were outside the ordinary course of our business.

Current wording

During the six months ended June 30, 2025, there were no material changes to the Company’s contractual obligations as presented in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” included in the Company’s Annual Report that were outside the ordinary course of our business, except for an increase in operating lease liabilities as a result of the Edge Acquisition. Refer to Note C – Business Combinations for additional information related to the Company’s obligation.

Previous wording

We had no standby letters of credit as of March 31, 2025, and as of December 31, 2024, we had $15.4 million of standby letters of credit outstanding for a submitted proposal, which were secured by our restricted cash. Refer to Note B of the accompanying notes to the condensed consolidated financial statements for additional information related to the Company’s restricted cash.

Current wording

As of June 30, 2025 and December 31, 2024, we had $2.1 million and $15.4 million of standby letters of credit, respectively. Our standby letters of credit outstanding generally relate to submitted proposals and performance guarantees, which are secured by our restricted cash. Refer to Note B of the accompanying notes to the condensed consolidated financial statements for additional information related to the Company’s restricted cash.

Previous wording

Net cash used in operating activities was $45.1 million during the three months ended March 31, 2025 compared to net cash provided by operating activities of $2.8 million, resulting in a $47.8 million increase in the use of cash year-over-year. The change was primarily due to an increase in cash used by working capital of $37.7 million and decrease of $15.3 million in the effects of non-cash adjustments, partially offset by an decrease of $5.1 million in cash used related to the Company’s net loss for the three months ended March 31, 2025 in comparison to 2024. The increase in cash used by working capital is primarily related to a decrease of $5.5 million, $8.2 million and $6.9 million in other liabilities, accounts payable and accrued expenses, and accounts receivable, respectively, compared to an increase of $0.5 million and $7.9 million and a decrease of $13.2 million in the same accounts for 2024, respectively. The decrease was also due to an increase in contract assets of $16.8 million compared to an increase of $3.0 million in contract assets for 2024. These decreases were partially offset by a decrease of $7.6 million in deferred revenue compared to a decrease of $15.4 million in deferred revenue for 2024. The decreases in accounts payable and accrued expenses is primarily a result of timing of payments and invoice receipt and the decrease in other liabilities is primarily related to the payment of a loss contingency related to a litigation matter. Please refer to Note K – Commitments and Contingencies of the accompanying notes to the condensed consolidated financial statements for additional information related to litigation matters. The changes in contract assets and deferred revenue were primarily driven by the timing of billable milestones during the three months ended March 31, 2025 compared to 2024. The decrease in non-cash adjustments is primarily related to a decrease in the fair value of the outstanding private warrants of $13.6 million during the three months ended March 31, 2025 compared to an increase of $1.1 million in 2024. Please refer to Note D – Fair Value of Financial Instruments of the accompanying notes to the condensed consolidated financial statements for additional information related to the fair value of warrants.

Current wording

Net cash used in operating activities increased by $126.0 million year-over-year. The change was primarily due to an increase in cash used by working capital of $43.5 million, a decrease of $8.8 million in the effects of reconciling adjustments to net income (loss) and increase of $73.7 million in cash used related to the Company’s net loss for the six months ended June 30, 2025 in comparison to 2024. The increase in cash used by working capital is primarily related to a decrease of $5.6 million and an increase of $3.5 million in accounts payable and accrued expenses, and accounts receivable, respectively, compared to an increase of $4.8 million and a decrease of $10.0 million in the same accounts for 2024, respectively. The decrease was also due to a decrease of $28.4 million in deferred revenue compared to a decrease of $8.5 million in deferred revenue for 2024. The decreases in accounts payable and accrued expenses were primarily a result of timing of payments and invoice receipt. The changes in accounts receivable and deferred revenue were primarily driven by the timing of billable milestones during the six months ended June 30, 2025 compared to 2024. The decrease in non-cash adjustments is primarily related to a decrease in the loss on the change in fair value of the outstanding private warrants of $2.7 million during the six months ended June 30, 2025 compared to $10.1 million in 2024. Please refer to Note D – Fair Value of Financial Instruments of the accompanying notes to the condensed consolidated financial statements for additional information related to the fair value of warrants.

Previous wording

Net cash used in investing activities increased by$1.7 millionfor the three months ended March 31, 2025, as compared to the same period in 2024. The change was due to an increase in capital expenditures primarily related to licensed software for internal-use.

Current wording

Net cash used in investing activities increased by$162.3 millionfor the six months ended June 30, 2025, as compared to the same period in 2024. The change was primarily due to cash used to complete the Edge Autonomy acquisition, and an increase in capital expenditures primarily related to licensed software for internal-use, partially offset by proceeds received during the six months ended June 30, 2024 related the sale of joint ventures for which there is no comparable activity in the current period.

Previous wording

Net cash provided by financing activities increased by$52.2 million during thethree months ended March 31, 2025, as compared to 2024. The change was primarily due to an increase in net proceeds received from the exercise of the Company’s public and private warrants of $82.9 million during the three months ended March 31, 2025, for which there was no comparable activity for the same period in 2024. The increase was partially offset by net cash used in debt of $20.7 million during the three months ended March 31, 2025, compared to net proceeds from debt of $2.2 million in 2024 and repayments of advances from third-parties of $7.8 million, for which there was no comparable activity for the same period in 2024. The change from net proceeds from debt to net cash used in debt was driven primarily by increased repayments on draws from the Adams Street Revolving Credit Facility during the three months ended March 31, 2025, compared to 2024.

Current wording

Net cash provided by financing activities increased by$316.6 million during thesix months ended June 30, 2025, as compared to 2024. The change was primarily due to an increase in net proceeds received from the issuance of common stock and exercise of the Company’s public and private warrants of $328.7 million during the six months ended June 30, 2025, for which there was nominal activity for the same period in 2024. The increase was partially offset by net cash used in debt of $64.5 million during the six months ended June 30, 2025, compared to net proceeds from debt of $7.0 million in 2024 and repurchase of the Company’s Series A Preferred Stock of $61.5 million, for which there was no comparable activity for the same period in 2024. The increase in net proceeds from debt was driven primarily by the proceeds from the issuance of the JPMorgan Credit Agreement for which there was no comparable activity for the same period in 2024, partially offset by increased repayments on draws from the Adams Street Revolving Credit Facility during the six months ended June 30, 2025, compared to 2024. Please refer to Note I – Debt of the accompanying notes to the condensed consolidated financial statements for additional information related to the Company’s debt obligations.
Rearranged current paragraphs (6)

Current report — wording carried from elsewhere

Selling, General and Administrative (“SG&A”) Expenses

Current report — wording carried from elsewhere

Research and development for the six months ended June 30, 2025 remained materially consistent as compared with the same period in 2024.

Current report — wording carried from elsewhere

The table below provides information regarding our income tax expense (benefit) for the following periods:

Current report — wording carried from elsewhere

The effective tax rate decreased to(24.7)%for thesix months ended June 30, 2025 as compared to 0.5% for thesix months ended June 30, 2024, primarily related to the Company’s decrease in valuation allowance and mix in earnings between U.S. and foreign jurisdictions. Please refer to Note L – Income Taxes of the accompanying notes to thecondensed consolidated financial statements for additional information.

Current report — wording carried from elsewhere

Net Income (Loss) Attributable to Noncontrolling Interests

Current report — wording carried from elsewhere

We use Adjusted EBITDA to evaluate our operating performance, generate future operating plans, and make strategic decisions, including those relating to operating expenses and the allocation of internal resources which are not calculated in accordance with U.S.