Loar Holdings Inc.
For the period ended Dec 31, 2025. Filed Mar 2, 2026.
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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.
FY2025 · Filed Mar 2, 2026
Extracted filing text, with the paragraph anchors used by the comparison.
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Table of Contents
| Page | ||
|---|---|---|
| PART I | ||
| Item 1. | Business | 4 |
| Item 1A. | Risk Factors | 12 |
| Item 1B. | Unresolved Staff Comments | 27 |
| Item 1C. | Cybersecurity | 27 |
| Item 2. | Properties | 28 |
| Item 3. | Legal Proceedings | 29 |
| Item 4. | Mine Safety Disclosures | 29 |
| PART II | ||
| Item 5. | Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities | 30 |
| Item 6. | [Reserved] | 30 |
| Item 7. | Management’s Discussion and Analysis of Financial Condition and Results of Operations | 31 |
| Item 7A. | Quantitative and Qualitative Disclosures About Market Risk | 39 |
| Item 8. | Financial Statements and Supplementary Data | 41 |
| Item 9. | Changes in and Disagreements With Accountants on Accounting and Financial Disclosure | 41 |
| Item 9A. | Controls and Procedures | 41 |
| Item 9B. | Other Information | 43 |
| Item 9C. | Disclosure Regarding Foreign Jurisdictions that Prevent Inspections | 43 |
| PART III | ||
| Item 10. | Directors, Executive Officers and Corporate Governance | 44 |
| Item 11. | Executive Compensation | 44 |
| Item 12. | Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters | 44 |
| Item 13. | Certain Relationships and Related Transactions, and Director Independence | 44 |
| Item 14. | Principal Accounting Fees and Services | 44 |
| PART IV | ||
| Item 15. | Exhibits, Financial Statement Schedules | 45 |
i
Special Note Regarding Forward-Looking Statements and Certain Definitions
This Annual Report on Form 10-K includes express or implied forward-looking statements. Forward-looking statements include all statements that are not historical facts including those that reflect our current views with respect to, among other things, our operations and financial performance. Forward-looking statements are included throughout this Annual Report on Form 10-K and relate to matters such as our industry, business strategy, goals, acquisitions and expectations concerning our market position, future operations, margins, profitability, capital expenditures, liquidity and capital resources, and other financial and operating information. We have used the words “anticipate,” “assume,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “plan,” “potential,” “predict,” “project,” “future,” “will,” “seek,” “foreseeable,” the negative version of these words or similar terms and phrases to identify forward-looking statements in this Annual Report on Form 10-K. The forward-looking statements contained in this Annual Report on Form 10-K are based on management’s current expectations and are not guarantees of future performance. Our expectations and beliefs are expressed in management’s good faith, and we believe there is a reasonable basis for them, however, the forward-looking statements are subject to various known and unknown risks, uncertainties, assumptions, or changes in circumstances that are difficult to predict or quantify. Actual results may differ materially from these expectations due to changes in global, regional, or local economic, business, competitive, market, regulatory, and other factors, many of which are beyond our control.
Important factors that could cause actual results to differ materially from the forward-looking statements made in this Annual Report on Form 10-K include but are not limited to: the almost exclusive focus of our business on the aerospace and defense industry; our heavy reliance on certain customers for a significant portion of our sales; the fact that we have in the past consummated acquisitions and our intention to continue to pursue acquisitions, and that our business may be adversely affected if we cannot consummate acquisitions on satisfactory terms, or if we cannot effectively integrate acquired operations; and other factors.
The terms “Company,” “Loar,” “we,” “us,” “our” and similar terms, unless the context otherwise requires, refer to Loar Holdings Inc. together with Loar Group Inc. and its other subsidiaries.
In addition, as used in this Annual Report on Form 10-K, unless the context requires otherwise requires:
“2024 Plan” means our Amended and Restated 2024 Equity Incentive Plan;
“AAI” refers to Applied Avionics, LLC, a Delaware LLC, which was formerly known as Applied Avionics, Inc.;
“Adjusted EBITDA” mean EBITDA plus, as applicable for each relevant period, certain adjustments as set forth in the reconciliations of net loss to EBITDA and Adjusted EBITDA;
“Adjusted EBITDA Margin” refer to Adjusted EBITDA divided by net sales;
“Board” refers to our board of directors;
“CAV” refers to CAV Systems Group Limited;
“Credit Agreement” refers to our Nineteenth Amendment to Credit Agreement, dated as of December 23, 2025, by and among Loar Group Inc., Loar Holdings Inc., the other guarantors party thereto from time to time, the lenders party thereto from time to time and First Eagle Alternative Credit, LLC, as administrative agent (the “Administrative Agent”) for the lenders and as collateral agent for the secured parties, as amended, restated, supplemented or otherwise modified;
“DAC” refers to DAC Engineered Products, LLC;
“Delayed Draw Term Loan Commitment” refers to the meaning assigned to such term in the Credit Agreement;
“Delayed Draw Term Loans” refers to the meaning assigned to such term in the Credit Agreement;
“EBITDA” mean earnings before interest, taxes, depreciation and amortization;
“DOD” refers to the U.S. Department of Defense;
“Exchange Act” refers to the Securities Exchange Act of 1934, as amended;
“FAA” refers to the Federal Aviation Administration in the United States;
“Follow-On Offering" refers to the Company’s follow-on SEC-registered underwritten equity offering, which closed on December 12, 2024;
“GAAP” refers to U.S. generally accepted accounting principles;
“Harper Engineering” means Harper Engineering Company;
“IPO” refers to the Company’s SEC-registered underwritten initial public offering (IPO), which closed on April 29, 2024;
“JLL” refers to JLL Partners;
“K&F” refers to K&F Industries;
"LMB" refers to LMB Fans & Motors;
“McKechnie” refers to McKechnie Aerospace;
"OBBBA" refers to the One Big Beautiful Bill Act which was signed into law on July 4, 2025;
“OEMs” refers to original equipment manufacturers;
“Revenue Passenger Kilometers” and “RPKs” refer to revenue paying passengers multiplied by the distance travelled in kilometers;
“Revolving Line of Credit” refers to the revolving line of credit under the Credit Agreement;
“Sarbanes-Oxley Act” refers to the Sarbanes-Oxley Act of 2002, as amended;
“TransDigm” refers to TransDigm Group Incorporated; and
“Voting Agreement” refers to the Voting Agreement, by and between Loar Holdings Inc., funds advised by Abrams Capital Management, L.P., GPV Loar LLC, Dirkson Charles and Brett Milgrim, dated as of April 29, 2024.
Summary of Risk Factors
Investing in our common stock involves a high degree of risk. You should carefully consider all of the risks described in “Risk Factors” before deciding to invest in our common stock. If any of the risks actually occur, our business, results of operations, prospects, and financial condition may be materially adversely affected. In such case, the trading price of our common stock may decline and you may lose part or all of your investment. Below is a summary of some of the principal risks we face:
our business focuses almost exclusively on the aerospace and defense industry;
we rely heavily on certain customers for a significant portion of our sales;
we have in the past consummated acquisitions and intend to continue to pursue acquisitions, and our business may be adversely affected if we cannot consummate acquisitions on satisfactory terms, or if we cannot effectively integrate acquired operations;
we depend on our executive officers, senior management team and highly trained employees and any work stoppage, difficulty hiring similar employees, or ineffective succession planning could adversely affect our business;
our sales to manufacturers of aircraft are cyclical, and a downturn in sales to these manufacturers may adversely affect us;
our business depends on the availability and pricing of certain components and raw materials from suppliers;
our operations depend on our manufacturing facilities, which are subject to physical and other risks that could disrupt production;
our business may be adversely affected if we were to lose our government or industry approvals, if more stringent government regulations were enacted or if industry oversight were to increase;
our commercial business is sensitive to the number of flight hours that our customers’ planes spend aloft, the size and age of the worldwide aircraft fleet and our customers’ profitability, and these items are, in turn, affected by general economic and geopolitical and other worldwide conditions;
technology failures or cyber security breaches or other unauthorized access to our information technology systems or sensitive or proprietary information could have an adverse effect on the Company’s business and operations;
our inability to adequately enforce and protect our intellectual property or defend against assertions of infringement could prevent or restrict our ability to compete;
we could incur substantial costs as a result of violations of or liabilities under environmental laws and regulations;
tariffs on certain imports to the United States and other potential changes to U.S. tariff and import/export regulations may have a negative effect on global economic conditions and our business, financial results and financial condition;
our indebtedness, which is subject to variable interest rates, could adversely affect our financial health and could harm our ability to react to changes to our business;
to service our indebtedness, we will require a significant amount of cash, and our ability to generate cash depends on many factors beyond our control, and any failure to meet our debt service obligations could harm our business, financial condition and results of operations;
pursuant to the Voting Agreement, Abrams Capital, GPV Loar LLC, Dirkson Charles and Brett Milgrim directly control a majority of the voting power of the shares of our common stock eligible to vote in the election of our directors, and their interests may conflict with ours or yours in the future; and
the other factors discussed under “Risk Factors.”
PART I
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.