8/6/2026

speaker
Operator
Conference Operator

Good day and thank you for standing by. Welcome to the VFC Corporation's second quarter 2026 earnings conference call. At this time, all participants are in a listen-only mode. After the speaker's presentation, there will be a question and answer session. To ask a question during the session, you will need to press star 11 on your telephone. You will then hear an automated message advising your hand is raised. To withdraw your question, please press star 11 again. 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. Please go ahead.

speaker
Michael Perlman
Investor Relations Moderator

Thank you. Welcome to VSC Corporation's second quarter 2026 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're 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. Before we begin, I'd like to highlight that VSC will host the Investor Day on Wednesday, December 9th at current Pier 59 in New York City. We look forward to sharing more on our strategy and long-term outlook there. Save the date invitations will be sent out later this month with full details following September. At the conclusion of our prepared remarks, we will open the line for questions. With that, I'd like to turn the call over to John.

speaker
John Cuomo
President and CEO

Good morning, everyone, and thank you for joining us today. Let's begin on slide three, where I will review our second quarter highlights. This second quarter marked a defining step forward for VSE. We closed two strategic acquisitions, delivered record revenue and profitability, including a record consolidated adjusted EBITDA margin, and launched integration and synergy capture workstreams across the combined platform. Importantly, the quarter demonstrated the underlying strength of our core business and the earnings power of the platform we're building. Let me now walk through our second quarter highlights. First, we completed the acquisition of PAG, the largest transaction in BSE's history and a major milestone in our transformation. Together, PAG, Northstar, and our legacy VSE aviation businesses create a differentiated global aviation aftermarket platform with greater scale, broader capabilities, and deeper customer relevance. We are advancing our strategy to become the world's leading independent provider of aviation aftermarket distribution and repair services, while remaining firmly grounded in the OEM-centric strategy that has guided our transformation. The strength of the platform is already evident in our financial performance and progress. We delivered record revenue and profitability in the second quarter, with results above prior expectations. Organic revenue grew approximately 14% with strength across both repair and distribution, supported by strength in the commercial engine aftermarket, new business wins, expanded capabilities, market share gains, and increased share of wallet. Adjusted EBITDA nearly doubled year over year, significantly outpacing revenue growth, and adjusted EBITDA margins reached a record 19.2% in the quarter. This performance represents a meaningful progress towards our long-term objective of consolidated adjusted EBITDA margins above 20% and supports our decision to raise both revenue and margin guidance for the full year. Finally, Integration, execution, and synergy capture are underway. We've established clear business plans, integration governance, and executive-owned workstreams across the combined platform. Integration is a core VSE capability and an important competitive differentiator. In the short time since closing, our teams have already begun advancing tangible opportunities in insourcing, joint sales, sales channel alignment, and operating efficiency. It remains early, but the pace of execution and the quality of the opportunities identified reinforced our confidence in the revenue synergy and margin expansion potential of the combined platform. Let's now move to slide four, where I will highlight our recent acquisitions in greater detail. Let me start with the acquisition of PAG, which we closed on May 5th. We completed the acquisition from GenX 360 Capital Partners and a transaction valued at approximately $2 billion in cash and equity. The acquisition material expands VSE scale, global reach, proprietary content and repair capabilities across commercial, business, general aviation, rotorcraft, OEM and defense end markets. We recently hosted our first employee connection summit, bringing together leaders from VSE and PAG to accelerate integration planning and commercial collaboration. The teams aligned on sales channel strategy, systems priorities, insourcing, and joint commercial opportunities. Execution is now underway across these work streams. While we are still early in the integration, we are encouraged by both the breadth of the opportunities identified in the engagement of the combined teams. Just as important, PAG brings an exceptional team, highly complementary capabilities, and a strong customer-focused culture. This combination is strengthening VSEs strategically, operationally, and commercially. Moving now to our Northstar acquisition, which closed on April 1st. This acquisition adds engine-related MRO, third-party logistics, and component support capabilities to our aftermarket offering. Northstar's teardown, kitting, and component-level capabilities span multiple engine platforms and deepen our role within the OEM aftermarket supply chains. Since completing the acquisition, we have already rebranded the business as VSC Aviation Services, aligned its leadership structure, and launched key integration initiatives to expand logistics, repair capacity, and engine component support. With that, let me provide an update on the current aviation aftermarket environment. Overall, the fundamentals supporting our business remain healthy and continue to reinforce our confidence in the long-term demand environment. The broader macroeconomic and geopolitical environment remains dynamic, including volatility and energy prices. We continue to monitor these conditions closely and remain disciplined in our planning. Our updated guidance reflects what we are seeing in the business today. Strong first step execution, healthy customer demand, and solid program visibility. To date, we have not seen any recent uncertainty translate into any meaningful change in a customer demand or operator behavior. Customer activity remains healthy across our platforms, and the demand signals we see support confidence in the durability of our business. At the same time, we will continue to stay close to our customers and respond quickly if market conditions should change. Global air traffic and fleet utilization remain resilient. An aging install base, continued constraints on new aircraft and engine availability, and the need to keep existing assets operating are sustaining demand for aftermarket parts and repair services. These are durable demand drivers across our platform. In business and general aviation, conditions also remain unchanged. The diversity of this customer base and the mission critical nature support the aftermarket demand. This market provides an important and complementary source of revenue alongside the strength we continue to see in commercial aviation. Taken together, the breadth of our markets, customers, capabilities, and revenue streams give us confidence in the resilience of our business as we enter the second half, remain optimistic about the opportunity ahead while maintaining discipline around execution and external risk. Let's now turn to slide five where I'll briefly walk through our second quarter 2026 financial highlights. We delivered an outstanding quarter, headlined by record revenue and profitability. The results reflect strong execution in our core aviation businesses, continued organic momentum, and contributions from our recent acquisitions. Our revenue of $449 million increased 65% year over year, including 14% organic growth. Revenue growth was driven by new business wins, expanded product and repair capabilities, market share gains, increased share of wallet, and contributions from recent acquisitions. Adjusted EBITDA reached a record $86 million in the quarter, increasing 98% year over year and significantly outpacing revenue growth. Adjusted EBITDA margin expanded approximately 320 basis points to a record 19.2% in the quarter. The result reflects favorable product and repair mix, strong operating execution, synergies from prior acquisitions, and contributions from PAG. The level of profitability exceeded our expectations for the quarter and demonstrates the earning power of the platform. although quarterly mix and timing can create variability from period to period. Adjusted net income of $55 million increased 101% while adjusted diluted earnings per share of $1.75 increased 33% year over year. Our record profitability reinforces our confidence in the long-term earnings potential of VSE, and our path toward consolidated adjusted EBITDA margins above 20% over time. I'll now turn the call over to Adam to walk through the financial details.

speaker
Adam Cohn
Chief Financial Officer

Thank you, John. Let's turn to slide six of the conference call materials where I will provide a detailed overview of our second quarter consolidated financial results. For the second quarter of 2026, we generated $449 million of revenue. An increase of 65% year over year. Both MRO and distribution delivered strong results with MRO revenue increasing 149% and distribution revenue increasing 17% year over year. The 149% increase in MRO revenue was driven by expanded repair capabilities and capacity, strong growth in engine content, market share gains, increased share of wallet with existing OEM partners, and contributions from recent acquisitions, primarily PAG and Arrow 3. The 17% increase in distribution revenue was driven by solid execution on new business wins, product line expansion, market share gains, strong commercial engine and market demand and contributions from the Arrow 3 acquisition. Excluding recent acquisitions, organic revenue increased approximately 14% year over year. reflecting strong underlying demand and execution across the business. This growth rate is net of intercompany eliminations between VSE and PAG since the May 5th closing. Consolidated adjusted EBITDA increased 98% to $86 million. Adjusted EBITDA margin was 19.2%, an increase of approximately 320 basis points from the prior year period. The expansion was driven primarily by a greater mix of higher margin product and repair activity, synergies from previously completed acquisitions, and contributions from PAG. Adjusted net income was $55 million and adjusted diluted earnings per share was $1.75 per share. For the current and prior year periods, adjusted net income and adjusted diluted earnings per share have been updated to exclude amortization of intangible assets, and StockBase Compensation. Turning to slide seven and our balance sheet. During the quarter, we closed on a $900 million term loan B and upsized our revolving credit facility to $500 million. These new facilities replace our prior term loan A and revolver structure. And together, they strengthen our balance sheet and give us the flexibility to execute against our strategic priorities. At the end of the second quarter, total debt outstanding was $967 million. including our new term loan B and the debt portion of the tangible equity units. Debt issuance costs were approximately 20 million and we had approximately $75 million of cash and cash equivalents on hand, resulting in a net debt of approximately $872 million. We had no borrowings under our recently upsized $500 million revolving credit facility. During the second quarter, we generated approximately $19 million of free cash flow. A significant improvement from the first quarter and from the second quarter of last year. The improvements were driven by strong profitability, better working capital performance, and a continued shift in portfolio mix towards MRO. Second quarter free cash flow was also absorbed by approximately $10 million of PAG-related cash transaction expenses. Excluding those expenses, free cash flow conversion was approximately 34% of adjusted EBITDA. We expect cash generation to strengthen in the second half as earnings grow, integration progresses, and working capital investments begin to scale. At quarter end, our adjusted net leverage ratio was 2.4 times, stronger than the pro forma guidance we outlined at the time of the PAG closing. We expect leverage to continue to improve in the second half of the year, supported by stronger free cash flow generation. This will increase our financial flexibility as we execute integration priorities and maintain a disciplined approach to capital allocation. Let's now turn to slide eight to review our updated consolidated company guidance for full year 2026, starting with revenue. Based on the strength of our first half execution, continued double digit organic growth and increasing visibility into customer demand and program activity We are raising our full year 2026 revenue guides. We now expect full year revenue growth of 61% to 64% up from our prior outlook of 57% to 61%. We are also increasing our full year 2026 adjusted EBITDA margin outlook, reflecting record first half profitability, continued operating execution, and the early benefits from our recent acquisitions. We now expect full-year adjusted EBITDA margin of 18.7% to 19%, compared with prior outlook of 18.1% to 18.5%. On free cash flow, inclusive of PAG, we expect meaningful improvement in the second half, driven by earnings growth, lower transaction-related cash costs, and improved working capital efficiency as investments and programs scale. Stronger cash generation remains an important priority and is expected to support continued deleveraging. I would now like to provide an update on several additional modeling assumptions post-PAG acquisition, which are also detailed in the appendix of the presentation. For full year 2026, interest expense net of interest income is projected at approximately $36 to $39 million. Depreciation and amortization is expected to be approximately $96 to $100 million in aggregate. The effective tax rate is projected at approximately 25%. Stock-based compensation is expected to be approximately $18 to $19 million. And capital expenditures are expected to be approximately 2 to 2.5% of revenue. With that, I'll turn the call back over to John.

speaker
John Cuomo
President and CEO

Thanks, Adam. I'd like to conclude by briefly reviewing our 2026 priorities on slide nine. First, we are focused on executing acquisition integration and accelerating the realization of synergies. Second, we are implementing newly awarded distribution programs across our core platforms. The recently launched Pratt & Whitney Canada APU agreement ramped ahead of our expectations in the second quarter. We are also advancing our CFM engine initiatives We took delivery of seven CFN 56 engines during the quarter and began processing those assets through our in-house repair and tear down operations. Third, we are expanding our MRO capacity and technical capabilities to capture incremental demand specifically across the engine aftermarket. Fourth, we are advancing and converting our organic pipeline into revenue and margin contribution. Fifth, we are continuing to enhance our systems and our processes to support scale, integration and efficient growth, including the targeted use of AI and data driven tools to improve operational efficiency, optimize workflows and support decision making across the platform. And finally, with the PAG acquisition now closed, we are advancing integration across sales channels, insourcing, systems, organizational alignment and joint commercial opportunities We are confident in the combined strength of the platform and see meaningful revenue synergy and margin expansion potential as the integration progresses. We remain disciplined, measure progress against clear milestones, and prioritize actions that create durable value for customers and shareholders. In closing, this was an exceptional quarter for VSE. We delivered record revenue, record profitability, including record adjusted EBITDA margins, generated approximately 14% organic growth, improved free cash flow, advanced integrations, and raised both revenue and adjusted EBITDA margin guidance. More importantly than any single quarter, these results demonstrate that our strategy continues to work. Our core businesses are performing exceptionally well, our market position continues to strengthen, and our expanded platform is creating new opportunities for growth, Efficiency, and long-term value creation. While we remain disciplined in managing the business through an evolving external environment, I have never been more confident in VSE's long-term competitive position, the quality of our team, and the long-term opportunity to create value for our shareholders. Thank you for your continued support and confidence in VSE. Operator, we are now ready to take questions.

speaker
Operator
Conference Operator

Thank you. At this time, we'll conduct a question and answer session. As a reminder, to ask a question, you will need to press star 11 on your telephone and wait for your name to be announced. To withdraw your question, please press star 11 again. Please stand by. We compile the Q&A roster. And our first question will come from Ken Herbert from RBC Capital Markets. Your line is open.

speaker
Ken Herbert
Analyst, RBC Capital Markets

Yeah, hi, good morning, John and Adam and Michael. Nice results. Maybe, John, just to kick off, the guidance raised in terms of the revenues, can you provide any more specifics around was that maybe better execution on recent acquisitions that you're expecting? Is it legacy business, distribution, MRO? What should we think about underlining sort of the increased confidence in the second half and full year revenue outlook?

speaker
John Cuomo
President and CEO

Yeah, I mean, it's honestly kind of a little bit of everything. So if you look at our first quarter, we had really, you know, our stronger phase of our organic growth is actually on the distribution side in the legacy business. Second quarter, it kind of flipped a little bit and our MRO businesses were slightly stronger. Our acquisitions are all performing well. you know just you know that the teams continue to perform we had a few business wins in late last year that are kind of ramping slightly ahead of schedule so I'd say you know it's a little puts and takes from from across the board rather than kind of one you know strong initiative but I would say on the revenue side it's more the core business competence than anything you know our modeling on our acquisitions is pretty firm but I'd say our competence on the core business is driving the revenue guidance

speaker
Ken Herbert
Analyst, RBC Capital Markets

Okay, very helpful. And maybe really nice gross margins in the second quarter. And maybe, Adam, as we think about sort of moving forward, how do we think about Incremental gross margin opportunities both within PAG and across the organization as we think about that underpinning what should be continued margin expansion. But what are you looking at today as you look at some of the opportunities on gross margins and how do we think about the right run rate there for the margins in the second half of this year, but more importantly exiting 26th?

speaker
Adam Cohn
Chief Financial Officer

Yeah, thanks for the question, Ken. Yeah, the margin performance was exceptionally strong in the quarter, really driven by the strong organic growth that John alluded to, especially in some of our higher margin engine-focused businesses. So we saw very strong incrementals in the second quarter. I think right now, just given the organic growth visibility, We feel strongly about the margins heading into the second half of the year, and you see that embedded into our updated guidance for 18.7% to 19% for a full year. But we continue to see very strong margins, especially in the engine-focused businesses.

speaker
Ken Herbert
Analyst, RBC Capital Markets

Great. Thanks. I'll pass it back there.

speaker
Operator
Conference Operator

Thank you. And our next question comes from Sheila Cayaglo from Jefferies. Your line is open.

speaker
Sheila Cayaglo
Analyst, Jefferies

Good morning, John and Adam. How are you guys? John, you're now 90 days into owning TAG. Maybe can you update us on how that integration is going? I know you're very thorough with those. How much of the synergy realization is contributing to the full year margin raise versus organic improvements?

speaker
John Cuomo
President and CEO

Yeah, I mean, Sheila, it's funny because I read some of the pre-notes last night about kind of acceleration of synergies, and that's really not what drove the margin. You know, we really let businesses run for a solid 90, you know, 100 days. I kind of call it the 100-day plan. You watch the business that you acquire, and then you validate some of your initial integration assumptions. So we really haven't kicked off. You know, we've got things in action. But you'll see the synergy realization more in 27 than you are going to see in 26. This is mostly our core business. Obviously, we're trying to start some insourcing earlier, which will drive some margin improvement. But I'd say the majority of the confidence in our raise is really based on the core business at this point. I feel very good about the business. that we've acquired. I'm not finding anything that's concerning at all that's going to deviate from our plans, but that's not what's driving the back end of the year guidance increase.

speaker
Sheila Cayaglo
Analyst, Jefferies

Okay, great. Maybe I'll stick with a follow-up on PHE in that case. Can you talk about what part of the business has been better than you expected versus when you first bought it, and how do you think about the opportunities within the business?

speaker
John Cuomo
President and CEO

Yeah, I think The part that's better is, and it's interesting, the CEO of PAG was very excited during the diligence of how the businesses can come together and where all of the insourcing and other opportunities can come. I think we'll be able to accelerate that to a faster and greater pace than I had initially thought. I think some of the core technical capabilities of where we can drive proprietary content over time I think some of those areas are greater than probably I had anticipated. But all in all, you know, it's an outstanding team. I love the culture, extremely customer centric. The nimbleness and the agility, you know, of what they bring to the table is absolutely, you know, just second to none. So very excited about what's ahead and excited about accelerating some of our kind of themes around integration on some of those proprietary content concepts sooner than later.

speaker
Sheila Cayaglo
Analyst, Jefferies

Great, thank you.

speaker
Operator
Conference Operator

Thank you. Our next question comes from Louis de Palma from William Blair. Your line is open.

speaker
Louis de Palma
Analyst, William Blair

John, Adam, and Michael, good morning. Good morning.

speaker
John Cuomo
President and CEO

To clarify the previous answer, is the updated margin expansion outlook mostly related to operating leverage and

speaker
Louis de Palma
Analyst, William Blair

The upside on the revenue line?

speaker
Adam Cohn
Chief Financial Officer

Yeah, it's really from a multitude of factors, Louis. Obviously, very strong margins in the second quarter, and we feel good about the organic growth in the second half of the year. I think we continue to see more insourcing opportunities, especially on the repair side, and that's really having an impact on our margins. And then we feel good about the PAG acquisition as well. It's just performing in line with our expectations, but obviously you're going to get a margin uplift in the third quarter as you have full quarter contributions from PAG.

speaker
Louis de Palma
Analyst, William Blair

Adam, can you remind investors what were the original synergy expectations for the PAG acquisition if none of them have been realized yet?

speaker
Adam Cohn
Chief Financial Officer

We had about 15 million of run rate synergies was our initial expectation.

speaker
Louis de Palma
Analyst, William Blair

Okay. And one other question. In terms of the strong organic growth, organic growth actually accelerated from last year, even though industry travel volumes and aircraft requirements have been pretty, pretty flattish versus 2025. How do you explain that outperformance on in terms of the organic growth acceleration, would most of it be attributed to the new business wins such as the Pratt & Whitney Canada APU win and the CFM 56? Or I guess how in general do you explain the acceleration versus last year?

speaker
John Cuomo
President and CEO

Yeah, I appreciate the question. And, you know, Louis, the one thing I'd add on top of it is we had a contract that expired. Hold to fill on top of the growth. So if you actually carve that out, the core gas growth is actually even stronger. You know, when you look at it, it's really what drives the growth, right? It's price and volume. We are still seeing, remember, our business mix is slightly different than a lot of our competitors that are out there. Everyone talks about the commercial markets. You know, half of our business is business and general aviation as well. And 50% of our business is engine related in totality. So first of all, the commercial markets are still very healthy. Are they growing at as fast of a rate as last year? No, but they're still quite healthy and robust. It's not a zero growth game. The second is our business in general. Aviation markets are continuing to grow at a nice pace. The third is the engine side of both markets is growing faster than the component side, and that's 50% of our business. And then we have new business wins. and then there's a little bit of you know a price element in there as well so you know it's you kind of break it down into those all those individual buckets and it's you know a little apart from each but it's just a nice to see the core business starting to come together and perform as we had planned.

speaker
Louis de Palma
Analyst, William Blair

Great and are there expected to be any changes to that trend in the second half of the year?

speaker
John Cuomo
President and CEO

No not this time.

speaker
Louis de Palma
Analyst, William Blair

Great thanks John thanks Ed.

speaker
Operator
Conference Operator

Thank you. Our next question will come from John Godden from Citi. Your line is open.

speaker
John Cuomo
President and CEO

Hey, guys. Thanks for taking my question. John, in the prepared remarks, you described the long-term vision as being the world's leading provider of aftermarket distribution and aftermarket services. And I know this isn't the first quarter you've had that sentence in there. but when I just take a step back and I think about what that means it doesn't feel like that's a seven billion dollar enterprise value company when I think of what that means across the coverage of A&D you know I can I can easily brainstorm companies that are 10 times larger that might kind of fit that category and are still growing so so maybe you can just kind of reflect on that vision for a moment and where this all goes from here in the fullness of time. It does kind of feel like we're at the beginning of the beginning. Yeah, I appreciate the question. And, you know, I'll answer half of it because I got to leave a little bit for my investor day in December. But, you know, I look at life in terms of chapters. And as you start a new chapter, you're continuing the story from the chapter before. But the reason you start a new chapter is there is kind of an impetus for some change and for what's next. When we look at our market, which is centered in OEM centricity, and you look at a $200 billion aftermarket that's still 75% or so OEM direct to end user, and that's where we're gaining most of our share, we still see a tremendous amount of upside in the opportunity sets in our distribution business, our maintenance, repair, and overhaul business, and, you know, equally or more important is our newer and more growing proprietary solutions business where we own IP in kind of a few different ways. So I think you're looking at it the right way. You know, I look at things in terms of kind of three year buckets, but I like how you look even bigger than that. And, you know, we just see the enormous kind of firepower in the market, the opportunities, regardless of little blips and ups and downs. I mean, markets take those. That's not are overly concerning to us. We're looking long term of where there are gaps in markets that need to be filled and how we at BSE have something unique to go and fill those markets. So I appreciate the question and you'll see a lot more clarity around the puts and takes and what will financially and kind of from a forecast perspective over the next three plus years help kind of solidify the confidence in that story as we get into December. We'll look out for that. If I could ask one more on PAG, you know, after the deal was announced, one of the things that, you know, we chatted a bit about, but I felt like was underappreciated was the value of the earn out in motivating the team. I recall you describing as the earn out objectives being kind of a very high bar. It does seem like we're executing quite well toward that.

speaker
Louis Raffetto
Analyst, Wolf Research

Any thoughts on the achievability of the earn out this year and if that view has changed?

speaker
John Cuomo
President and CEO

Yeah, I think the top end is the high bar. I mean, I have high expectations and want them to achieve some element of the earn out because It means the business is performing at or better than we had forecast. Adam, you want to kind of share how you modeled it in the queue?

speaker
Adam Cohn
Chief Financial Officer

Yeah, I mean, if you look in the balance sheet within the earnings release, you can see there's about $34 million of fair value on the earn out in terms of total opportunity, about $125 million. So I think we're well aligned based on 2026 adjusted EBITDA, and that's kind of where our expectations are right now.

speaker
John Cuomo
President and CEO

Yeah, so it's the bottom line is it sounds like you're on track to achieve it.

speaker
Adam Cohn
Chief Financial Officer

Of course. Yeah. All right. Thanks, guys.

speaker
Louis de Palma
Analyst, William Blair

Thanks, Joe.

speaker
Operator
Conference Operator

Thank you. Our next question will come from Christine Luang from Morgan Stanley. Your line is open.

speaker
Christine Luang
Analyst, Morgan Stanley

Hey, good morning, everyone. John, there's clear momentum in revenue growth and margin expansion from the core and you've got the incrementals from acquisition and I think those questions are fairly well asked. I was wondering if you could talk about how you think about the free cash flow generation strength of the company and that free cash flow conversion to EBITDA. What are the puts and takes in working capital with this combined entity? And when you compare your business to other aerospace defense kind of suppliers in that ecosystem, is there a path for you to get to a free cash flow to EBITDA conversion north of 70% over time?

speaker
John Cuomo
President and CEO

Oh, big target there. I mean, yeah, I'll just talk anecdotally and then I'll let Adam kind of walk through the math for you. And, you know, we'll work on it. Again, some three-year guidance towards the back end of the year. We've owned the business for 100 days, so I don't always like to overstate my expectations until I just continue to watch it perform. Our businesses, from a CapEx perspective, are quite light. Our distribution business, which is about $700, $800 million of the business, is only about 1% of sales at the top end. Our MRO businesses tend to be 2-3% depending on how much investment we're making in capacity expansion on the organic side. And the inventory on the working capital is really what drives the free cash flow generation. Because of all the supply chain constraints in the market, we have been pretty prudent. You see some others talk about kind of missing a quarter because of inventory. So we're trying to hedge ourselves on core parts and make sure we're ahead of the curve. That says as the business continues to grow, as those markets start to stabilize, and the business mix continues to shift more towards our proprietary solutions and our MRO businesses, What that does is just naturally drive a stronger free cash flow generation. So you want to talk a little bit about the back end of the year, Adam?

speaker
Adam Cohn
Chief Financial Officer

Yeah, no, I mean, you answered it really well. There's going to be less working capital intensity in the back half of the year. And that's just in line with the seasonality of our business, especially this year, where we had a couple of new programs. you know occur in the first quarter and you saw heavy inventory use you saw less use in the second quarter we talked about a conversion in the low 30s particularly if you exclude some of the PAG related cash transaction costs and you know we're even expecting stronger free cash flow in the second half of the year as the working capital intensity continues to reduce we have full you know quarter contributions from PAG. There's obviously going to be some offset with interest expense as we have the full run rate from the Term Loan B that we issued in second quarter. But overall, we feel good about the conversion in the back half of the year. And then as John said, during the Investor Day, we'll share some more about longer term free cash flow conversion targets. But we feel really good about the outlook.

speaker
Christine Luang
Analyst, Morgan Stanley

Great. Super helpful. And following up on that inventory comment, So how much of that inventory increase is driven by part availability to support your MRO business versus filling up the distribution channels? And also following up on that distribution, sorry, I guess it's a three-part question. You know, yesterday we saw Honeywell take an inventory obsolescence charge. Is there a risk in your distribution side of potential obsolescence risk?

speaker
Adam Cohn
Chief Financial Officer

Yeah, good question. I would say in terms of Inventory intensity, you know, it's probably double in distribution than it is from an MRO perspective. So, you know, more of the organic growth and distribution is driving the inventory build, especially in the first half of the year. And then I would say in terms of offsets, no, we feel really good about it. We have very, you know, rigid, strict policies around our health of our inventory. We're constantly assessing our programs and demand. So, no, we feel very good. We don't feel like there's any risk.

speaker
John Cuomo
President and CEO

and I know like I kind of joke Christine that you know we talk fast so we kind of move fast but there's a tremendous amount of discipline in our business and you know some of our sales teams struggle where we don't take a distribution opportunity because exactly to your point we feel like it has some obsolescence risk when you look at our core distribution business we are on real, modern, solid platforms that have a lot of longevity in them and we are not doing kind of one-off programs and that's where I think people get into inventory obsolescence risk when you're supporting whether it's LEAP or Gear Turbo Fan or CFS 56 or PT6 engine work or you're on the airframes of 737 MAX You know, A350. And you're on core product lines, you have a lot of confidence in your inventory that's on the balance sheet.

speaker
Christine Luang
Analyst, Morgan Stanley

Great. Thank you very much.

speaker
John Cuomo
President and CEO

Thank you.

speaker
Operator
Conference Operator

Thank you. Our next question will come from Louis Raffetto from Wolf Research. Your line is open.

speaker
Louis Raffetto
Analyst, Wolf Research

Good morning, everyone.

speaker
John Cuomo
President and CEO

Good morning. Good morning.

speaker
Louis Raffetto
Analyst, Wolf Research

John, I think when you talked about PAG initially, one of the things that you liked most about it was kind of how they leverage the repair distribution model. I think you said maybe they even do it better than you guys. Can you just expand on what you see them do and sort of maybe the difference between what you do and they do and how you can leverage what you're learning from them?

speaker
John Cuomo
President and CEO

Yeah, I think what they do very, very well is how they tie inside of their MRO shops their exchange pools. So yes, there are a number of the larger customers who have inventory on the shelf. And this has been a period post-COVID where holding inventory has not been a bad thing. But for 90% of the cycles I've been through, your end users don't want to hold inventory. So having those exchanges very closely tied with the MRO shop is helping them get the order. and I think that there is just a tremendous opportunity in how we tie the exchange pool to the MRO shops. The second thing is I think as we continue to expand our DER repair capabilities is how do we utilize our in-house alternative sourcing models, whether it's creating our own products or using USM to create repairs where we have gaps in supply chain. I think they do both of those really, really well and look forward to kind of expanding on that inside of our core business.

speaker
Louis Raffetto
Analyst, Wolf Research

Great, thank you. And maybe just your latest thoughts on M&A, not trying to rush anything, obviously, but you've done several deals now, but you're certainly on track to be below, I think, two times leverage by the end of the year. And I know you've got a list of other things you'd still like to do.

speaker
John Cuomo
President and CEO

Yeah, it is a very, very active market. The back end of the year has a tremendous amount of opportunities, so it'll be an interesting kind of back end of the year to see how those opportunities kind of fall out. There are a number that are interesting to us. The bid and ask is an interesting model as well. I think valuations are very, very high. They're actually multiples are expanding and not contracting. The competitive landscape has kind of increased as well. So there's a lot of factors to look into. Does the capability fit? How confident do we feel about a 27 and 28? And then can evaluation work? you know there are certain deals that I think we're able to absorb in our organization today while we're integrating PAG and there might be a few others that might be a little bit too complex for us right now so we'll stay with things that we feel like we can absorb and definitely not risk anything in the franchise or anything in our integration plan but it doesn't preclude us from doing another deal.

speaker
Operator
Conference Operator

Thank you very much.

speaker
John Cuomo
President and CEO

Thank you. Thanks.

speaker
Operator
Conference Operator

Thank you. Our next question comes from Jeff Van Cenderen from B. Reilly Securities. Your line is open.

speaker
Louis Raffetto
Analyst, Wolf Research

Hi, good morning, everyone. In your prepared comments, John, I think you mentioned expanding MRO capacity and capabilities for the engine aftermarket, which obviously is a really strong market right now. Can you speak more about some of the initiatives you're planning and working on toward that end?

speaker
John Cuomo
President and CEO

Yeah, I mean, from an organic perspective, I mean, we have three facilities that we're building, you know, we're building a new facility for one of our engine shops and we'll move that shop and that will give us probably 50% increase in capacity. And then for our other two, you know, stronger engine-focused shops, we're working on kind of expanding existing facilities. You know, the other thing as we get into 2027, we'll talk more about kind of that new capability as those shops when we both have the labor, the space, and the equipment to support those. So as we look at kind of the next generation of engines, specifically on the commercial side, and we want to support our OEM partners with back shop work, we need to make sure we've got both the capacity and the labor to be able to step in and support that. So there are some strong organic initiatives in front of us right now.

speaker
Louis Raffetto
Analyst, Wolf Research

OK, great. And then maybe if we can just touch on supply chain for a moment. Just wondering sort of the latest you're seeing there, how you feel like it's evolving, any impact you expect on inventory management around supply chain?

speaker
John Cuomo
President and CEO

Yeah, I'd say let's start with the BSE side of things. I don't expect any, you know, Adam spoke about kind of stronger pre-captual generation at the back end of the year. You know, so nothing really different on our side. I think from the actual you know like what's happening in the market it continues to be kind of a whack-a-mole you know what you know one area gets fixed and another area you know kind of has an element of concern as OEM production continues to ramp which is you know a good thing for the market in general it also creates the same supply base creates a little bit more constraints as well so I'd say in total you know the puts and takes I'd say there had there's not much of a difference from my perspective Over the last 12 months, there's improvement in some areas and weakness in others. So you just have to be ahead of the curve, but nothing that's materially changing any of our kind of forecasting at this point.

speaker
Louis Raffetto
Analyst, Wolf Research

Okay, great. Thanks for taking my questions. Thanks, John.

speaker
Operator
Conference Operator

Thank you. And as a reminder, to ask a question, please press star 1-1. And our next question will come from Scott Deutchel from Deutsche Bank. Your line is open.

speaker
Scott Deutchel
Analyst, Deutsche Bank

Hi, good morning. I joined a bit late, so I apologize if any of these were already addressed. But John, the sales beat on MyMath was about half organic and half inorganic, so I was wondering if you could talk a bit about where that inorganic outperformance came from, and then maybe what's most surprising you on the upside on some of these recent deals.

speaker
John Cuomo
President and CEO

I'm trying to do the math on yours. Inorganic, organic. I think that Organic growth is about 14%. We had contributions from the acquisitions. I'd say the acquisitions performed relatively in line with our expectations. Did they slightly beat? Yes. The core business was the bigger beat than the M&A side of the beat on the top line. I don't know if that actually answers your question.

speaker
Scott Deutchel
Analyst, Deutsche Bank

No, that's helpful. Yeah. And then John, Honeywell is having some challenges with its supply chain now and it looks like they're needing to make some sacrifices on meeting their aftermarket demand in order to support their OE customers. And so I guess the question I have for you is whether that might create an inroad for you to be able to do more for them given their constraints in serving the aftermarket and given your existing relationship. And then can you say whether you've had any recent discussions to that effect?

speaker
John Cuomo
President and CEO

Yeah I mean I think that we have certain platforms that have a lot of Honeywell content 737 you know you know the the NGs you know we are one of the largest providers of kind of parts and services on that on that on that airframe so I do hope that there's opportunities you know we look at our supplier partners as customers and I hope there's ways that we can help them solve some of those issues as far as kind of detailed discussions I don't rather not to kind of speak about and how we have those conversations but We've read their releases as well, and we'll see anything we can do to support them. There are ways to take some of the kind of used serviceable material parts from some of the part-outs of some of the 737s and hopefully put them through our repair facilities, and maybe we can provide some opportunities to Honeywell with that product. But I don't know the details specifically of where their gaps are at this point.

speaker
Scott Deutchel
Analyst, Deutsche Bank

Okay, thank you.

speaker
Operator
Conference Operator

Thank you. And our next question will come from Jonathan Siegman from Stiefel. Your line is open.

speaker
Jonathan Siegman
Analyst, Stiefel

Good morning. Thanks for taking my question. Good quarter. Just a lot of questions have been answered already, so forgive maybe a more general one. But we have conversations with investors that have a perception that business jet services may be a relatively less attractive part of the aerospace market. just would really appreciate hearing your comments, John, countering why this vertical is attractive and why it's a good fit for your company's capabilities. Thank you.

speaker
John Cuomo
President and CEO

Yeah, I mean, I appreciate the question. We hear that sometimes, too, and I think that, you know, the commercial market has a lot of the sexiness around the big engines. You know, there are more PT6s flying than there are CFM56s, but, you know, everyone likes to talk about the CFM56 opportunities. The, you know, we find the... a business in general aviation market. You have a few fractionals that have a large fleet but other than that you have 15,000 plus end users and it goes everything from a true large business, large cabin business aircraft to a small GA aircraft to a rotorcraft and those end users tend to have very few aircraft. They tend to stock less inventory so there's a long tail of end users that don't have exchanges or inventory on their shelves. And they tend to have a stronger need for a stronger platform of making it rare and overall and inventory centric aftermarket support. There's a lot of, so many different variants to those aircrafts and engine types that again we find it a great opportunity for someone like ourselves to support our OEM partners in managing that tail. And then with regard to kind of the kind of market trends where the volume comes from is less on the large cabin and more on the mid and light cabin aircrafts because those are the ones that you know that are chartering the most take off and landings the most and you tend to see a lot of consistency even a little bit of ups and downs in the markets on the on those and you know kind of in that sector so you know We've been talking about this market for the last six years. We'll continue to talk about it for at least the next six, and it will continue to be a really strong part of our business. So I appreciate the question, and we see it as a tremendous opportunity for our business.

speaker
Jonathan Siegman
Analyst, Stiefel

Thank you, John.

speaker
Operator
Conference Operator

Thank you. And I'm showing no further questions from our phone lines, and I'd like to pass the conference back to John Cuomo for any closing remarks.

speaker
John Cuomo
President and CEO

Thanks everybody for the support this morning. For the analysts, I know it's a very busy earnings day, so I appreciate you all making time for us. And to our shareholders, thanks again for the confidence and speak to you all early November. Thanks and have a great day.

speaker
Operator
Conference Operator

Thank you. And this does conclude today's conference call. Thank you for your participation. You may now disconnect.

Disclaimer

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