grepcent / static financial knowledge base

Informational only - not investment advice.

AerSale Corp (ASLE)

CIK: 0001754170. SIC: 5080 Wholesale-Machinery, Equipment & Supplies. Latest 10-K as of: 2026-03-10.

SIC breadcrumb: Wholesale Trade > SIC Major Group 50 > SIC 5080 Wholesale-Machinery, Equipment & Supplies

SEC company page: https://www.sec.gov/edgar/browse/?CIK=1754170. Latest filing source: 0001104659-26-025574.

Selected Fundamentals

MetricValueUnitFYFiled
Revenue335,286,000USD20252026-03-10
Net income8,575,000USD20252026-03-10
Assets640,472,000USD20252026-03-10

Financials

Annual standardized facts from SEC companyfacts as of latest extracted filing date 2026-03-10. Source: https://data.sec.gov/api/xbrl/companyfacts/CIK0001754170.json. Derived margins, ratios, and free cash flow are computed from the extracted annual SEC facts.

Flow metrics use full-year FY periods from 10-K/10-K/A filings; balance-sheet metrics use FY-end instants. Free cash flow = operating cash flow - capital expenditures. Missing metrics are omitted rather than fabricated.

Metric20182019202020212022202320242025
Revenue290,732,000304,201,000208,938,000340,437,000408,544,000334,503,000345,066,000335,286,000
Net income8,853,21115,499,0008,094,00036,115,00043,861,000-5,563,0005,851,0008,575,000
Operating income25,505,46322,058,00011,283,00056,662,00055,046,000-10,770,0009,744,00015,790,000
Gross profit72,168,80585,049,00052,789,000119,392,000151,394,00092,421,000103,936,000105,774,000
Diluted EPS-668.04-516.987.390.760.83-0.150.110.18
Operating cash flow59,246,48745,456,000-12,231,00079,079,000-113,000-174,150,00011,184,000-22,969,000
Capital expenditures1,648,0002,137,0001,508,0008,462,00011,359,00014,052,0006,081,000
Assets417,500343,984,256389,129,000487,485,000531,579,000553,938,000604,723,000640,472,000
Liabilities49,998,89137,674,00078,606,00086,599,000108,923,000149,103,000216,041,000
Stockholders' equity277,770,000293,985,000351,455,000408,879,000444,980,000445,015,000455,620,000424,431,000
Cash and cash equivalents41,09317,505,00229,317,000130,188,000147,188,0005,873,0004,698,0004,379,000
Free cash flow43,808,000-14,368,00077,571,000-8,575,000-185,509,000-2,868,000-29,050,000

Ratios

ROE and ROA use period-end equity/assets. Liabilities / equity uses total liabilities divided by stockholders' equity. Current ratio uses current assets divided by current liabilities when both are reported.

Metric20182019202020212022202320242025
Net margin3.05%5.09%3.87%10.61%10.74%-1.66%1.70%2.56%
Operating margin8.77%7.25%5.40%16.64%13.47%-3.22%2.82%4.71%
Return on equity3.19%5.27%2.30%8.83%9.86%-1.25%1.28%2.02%
Return on assets4.51%2.08%7.41%8.25%-1.00%0.97%1.34%
Liabilities / equity0.170.110.190.190.240.330.51
Current ratio0.103.445.654.006.315.793.793.71

Financial Charts

Quarterly

Quarterly standardized facts from SEC companyfacts as of latest extracted filing date 2026-05-08. Source: https://data.sec.gov/api/xbrl/companyfacts/CIK0001754170.json.

Flow metrics use discrete quarter-length periods from 10-Q/10-Q/A filings. Q4 revenue and net income are derived only when annual FY and nine-month YTD facts exist for the same fiscal year; derived Q4 values are labeled. EPS Q4 is not derived.

QuarterEnd DateRevenueNet IncomeDiluted EPSMethod
2022-Q12022-03-310.32reported discrete quarter
2022-Q22022-06-300.47reported discrete quarter
2022-Q32022-09-30-0.17reported discrete quarter
2023-Q12023-03-310.00reported discrete quarter
2023-Q22023-03-315,000reported discrete quarter
2023-Q22023-06-3069,326,000-0.08reported discrete quarter
2023-Q32023-06-30-2,688,000reported discrete quarter
2023-Q32023-09-3092,484,000reported discrete quarter
2023-Q42023-12-3194,422,000-2,732,000derived Q4 = FY annual - nine-month YTD
2024-Q12024-03-3190,540,0006,277,0000.12reported discrete quarter
2024-Q22024-03-316,277,000reported discrete quarter
2024-Q22024-06-3077,101,000-0.07reported discrete quarter
2024-Q32024-06-30-3,637,000reported discrete quarter
2024-Q32024-09-3082,684,0000.01reported discrete quarter
2024-Q42024-12-3194,741,0002,702,000derived Q4 = FY annual - nine-month YTD
2025-Q12025-03-3165,776,000-5,277,000-0.10reported discrete quarter
2025-Q22025-03-31-5,277,000reported discrete quarter
2025-Q22025-06-30107,382,0000.18reported discrete quarter
2025-Q32025-06-308,575,000reported discrete quarter
2025-Q32025-09-3071,191,0000.00reported discrete quarter
2025-Q42025-12-3190,937,0005,397,000derived Q4 = FY annual - nine-month YTD
2026-Q12026-03-3170,614,000-3,450,000-0.07reported discrete quarter

Quarterly Charts

Macro Cross-References

Latest quarter (10-Q)

Latest 10-Q source: 0001104659-26-057983.

Extracted structurally from real Item 2 body heading to real Item 3/4 boundary. Confidence: high. Filing date: 2026-05-08. Report date: 2026-03-31.

ITEM 2    MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following discussion and analysis provides information that our management believes is relevant to an assessment and understanding of our condensed consolidated results of operations and financial condition. You should read the following management’s discussion and analysis and the accompanying financial statements and related notes with AerSale’s Annual Report on Form 10-K for the year ended December 31, 2025 (the “2025 Form 10-K”). This discussion contains forward-looking statements about AerSale’s business, operations and industry that involve risks and uncertainties, such as statements regarding AerSale’s plans, objectives, expectations and intentions. AerSale’s future results and financial condition may differ materially from those currently anticipated because of the factors described in the section titled “Risk Factors” in the 2025 Form 10-K and in any of AerSale’s subsequent reports filed with the Securities and Exchange Commission. Events relating to the possibility of customer demand fluctuations, supply chain constraints, continuing inflationary pressures, the effects of foreign currency fluctuations and high interest rates, geopolitical uncertainties including continuing hostilities and tensions, trade restrictions and sanctions, tariffs and retaliatory countermeasures. Should one or more of these risks or uncertainties materialize, actual outcomes, including the future results of AerSale’s operations, may vary materially from those indicated. 

The Company

We operate as a platform for serving the commercial aviation aftermarket sector. Our top executives have on average over 30 years of experience in aircraft and engine (“Flight Equipment”) management, sales and maintenance services, and are supported by an experienced management team. We have established a global purpose built and fully integrated aviation company focused on providing products and services that maximize the value of Flight Equipment in the middle to end of its operating life cycle.

We are a worldwide provider of aftermarket commercial aircraft, engines, and their parts to passenger and cargo airlines, leasing companies, original equipment manufacturers (“OEM”), government and defense contractors, and maintenance, repair and overhaul (“MRO”) service providers. We report our activities in two business segments: Asset Management Solutions, comprised of activities that extract value from strategic Flight Equipment acquisitions either as whole assets or by disassembling for used serviceable material (“USM”), and TechOps, comprised of MRO activities for aircraft and their components, sales of internally developed advanced technical repairs, modifications and products, which we market under the tradename “Engineered Solutions”, and other serviceable products.

Our Asset Management Solutions segment focuses on mid-life Flight Equipment. Asset Management Solutions’ activities include monetization of assets through the lease or sale of whole assets, or through disassembly activities in support of our USM-related activities. Our monetizing services have been developed to maximize returns on mid-life Flight Equipment throughout their operating life, in conjunction with realizing the highest residual value of Flight Equipment at its retirement. We accomplish this by utilizing deep market and technical knowledge related to the management of Flight Equipment sales, leasing and MRO services. To extract value from the remaining flight time on whole assets, we provide flexible short-term (generally less than five years) leasing solutions of Flight Equipment to passenger and cargo operators across the globe. Once the value from the Flight Equipment’s flight time has been extracted, Flight Equipment is considered to be at or near the end of its useful life and is analyzed for return maximization as either

19

Table of Contents

whole asset sales or disassembled for sale as USM parts. Revenue from this segment is segregated between Aircraft and Engine depending on the asset type that generated the revenue. Lease revenue and the related depreciation from aircraft and engines installed on those aircraft are recognized under the Aircraft category. Revenue from sales of whole aircraft and related cost of sales are allocated between the Aircraft and Engine categories based on the allocated cost basis of the asset sold.

Our TechOps segment provides internal and third-party aviation services, including internally developed Engineered Solutions, full heavy aircraft maintenance and modification, component MRO, as well as end-of-life disassembly services to all Flight Equipment. Our MRO business also engages in longer-term projects such as aircraft modifications, cargo and tanker conversions of aircraft, and aircraft storage. The TechOps segment also includes MRO services for landing gear, thrust reversers, hydraulic systems, and other aircraft components.

We utilize these capabilities to support our customers’ Flight Equipment, as well as to maintain and improve our own Flight Equipment, which is subsequently sold or leased to our customers. These processes require a high degree of expertise on each individual aircraft or component that is being serviced. Our knowledge of these processes allows us to assist customers to comply with applicable regulatory and OEM requirements. A significant amount of skilled labor is required to support this process, which the Company has accumulated through its diversified offerings.

In addition to our aircraft and USM parts offerings, we develop Engineered Solutions consisting of Supplemental Type Certificates (“STCs”) that can be installed on existing Flight Equipment to improve performance, comply with regulatory requirements, or improve safety. An example of these solutions is the AerSafe® product line, which we designed and for which we obtained Federal Aviation Administration (the “FAA”) approval to sell as a solution for compliance with the FAA’s fuel tank flammability regulations. Another example of these solutions is our AerAware™ product, an industry-leading, next generation Enhanced Flight Vision System that has recently received approval by the FAA for the Boeing B737NG product line. These products are proprietary in nature and function as non-OEM solutions to regulatory requirements and other technical challenges, often at reduced delivery time and cost for operators. In order to develop these products, we engage in research and development (“R&D”) activities that are expensed as incurred.

We source parts and components for our business from various suppliers around the world. Current geopolitical conditions, including trade restrictive actions and strained intercountry relations, and potential shutdowns of the U.S. government could cause significant materials and parts shortages, disruptions to government contracts such as delayed payments or halted projects, effects on supply chains due to reduced staffing for customers, inspections and transportations authorities, or delays in regulatory approvals, distribution issues, energy cost increases and price increases. Furthermore, the U.S. government’s adoption of new approaches to trade policy and imposition of tariffs on certain foreign goods (as well as the possibility of imposing significant, additional tariffs in the future) may make it more difficult or costly for us to procure components and other material supplies and, in turn, may increase the cost to our customers, which may materially and adversely impact demand for our products and services, our results of operations or our financial condition. In addition, these U.S. actions have, and could in the future, result in other countries imposing retaliatory tariffs on our goods and services provided to foreign customers, which similarly could materially and adversely impact demand for our products and services. We continue to monitor the current economic environment and its potential impact on our business, results of operations or financial condition, as well as potential impact on our end customers whose demand for our products and services may be adversely impacted as a result of increased geopolitical instability or changes in policies by the U.S. or other governments, and closely manage our costs and capital resources so that we can respond appropriately as circumstances change. Our estimates may change as new events occur and additional information is obtained. Actual results could differ from these estimates under different assumptions or conditions.

Recent Accounting Pronouncements

The most recently adopted and to be adopted accounting pronouncements are described in Note B of our condensed consolidated financial statements included in this Quarterly Report, as well as in Note B within our consolidated annual financial statements in Part II, Item 8 of the 2025 Form 10-K.

​

20

Table of Contents

Results of Operations

Three months ended March 31, 2026 compared to the three months ended March 31, 2025

Sales and gross profit for AerSale’s two business segments for the three months ended March 31, 2026 and 2025 were as follows:

​

​

​

​

​

​

​

​

​

​

​

​

Three Months Ended March 31, 

​

​

(in thousands, except percentages)

  ​ ​ ​

2026

  ​ ​ ​

2025

  ​ ​ ​

Percent Change

Revenue

​

  ​

​

​

  ​

​

​

  ​

Asset Management Solutions

​

  ​

​

  ​

  ​

​

Aircraft

​

$

8,698

​

$

7,350

18.3

%

Engine

​

34,448

​

31,863

8.1

%

​

​

​

43,146

​

​

39,213

10.0

%

TechOps

​

​

  ​

​

​

  ​

  ​

​

MRO services

​

​

23,464

​

21,153

10.9

%

Product sales

​

​

4,004

​

5,410

(26.0)

%

​

​

​

27,468

​

​

26,563

3.4

%

​

​

​

​

​

​

​

​

​

​

Total

​

$

70,614

​

$

65,776

7.4

%

​

​

​

​

​

​

​

​

​

​

​

​

​

Three Months Ended March 31, 

​

​

(in thousands, except percentages)

  ​ ​ ​

2026

  ​ ​ ​

2025

  ​ ​ ​

Percent Change

Gross Profit

​

​

  ​

​

  ​

​

  ​

​

Asset Management Solutions

​

​

  ​

​

  ​

​

  ​

​

Aircraft

​

$

2,687

​

$

1,576

​

70.5

%

Engine

​

14,249

​

10,473

​

36.1

%

​

​

​

16,936

​

​

12,049

​

40.6

%

TechOps

​

​

  ​

​

​

  ​

​

  ​

​

MRO services

​

​

217

​

3,989

​

(94.6)

%

Product sales

​

​

1,728

​

1,927

​

(10.3)

%

​

​

​

1,945

​

​

5,916

​

(67.1)

%

​

​

​

​

​

​

​

​

​

​

Total

​

$

18,881

​

$

17,965

​

5.1

%

​

Total revenue for the three months ended March 31, 2026 increased $4.8 million, or 7.4%, compared to the same period in 2025, driven by an increase of $3.9 million, or 10.0%, within Asset Management Solutions, and an increase of $0.9 million, or 3.4%, within TechOps.

Asset Management Solutions

Sales in the Asset Management Solutions segment increased $3.9 million, or 10.0%, to $43.1 million for the three months ended March 31, 2026, due to a $2.6 million, or 8.1%, increase in revenue from Engine, and a $1.3 million, or 18.3%, increase in revenue from Aircraft. The increase in Engine revenue is due to higher Flight Equipment sales in the amount of $3.5 million and higher leasing revenue of $3.0 million primarily attributable to higher activity in the RB211  and CF6-80 product lines, partly offset by lower USM sales in the amount of $3.9 million. The increase in Aircraft revenue is primarily attributable to higher activity in the B757 product line as a result of higher leasing revenue in the amount of $1.2 million.

Cost of sales in Asset Management Solutions decreased $1.0 million, or 3.5%, to $26.2 million for the three months ended March 31, 2026, compared to the prior year period. The decrease in cost of sales was primarily driven by the decrease in USM sales discussed above. Gross profit in the Asset Management Solutions segment increased $4.9 million to $16.9 million, or 40.6%, for the three months ended March 31, 2026, compared to the three months ended Ma

[Excerpt truncated for page length; source filing is linked above.]

Latest 10-K MD&A

Extracted from Item 7 to the first post-MD&A boundary after HTML sanitization. Confidence: high. Filing date: 2026-03-10. Report date: 2025-12-31.

ITEM 7          MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

You should read the following management’s discussion and analysis together with the Consolidated Financial Statements. This discussion contains forward-looking statements about AerSale’s business, operations and industry that involve risks and uncertainties, such as statements regarding AerSale’s plans, objectives, expectations and intentions. AerSale’s future results and financial condition may differ materially from those currently anticipated by AerSale because of the factors described in the sections entitled “Risk Factors” and “Special Note Regarding Forward-looking Statements.” A discussion of the year ended December 31, 2024 compared to the year ended December 31, 2023 is included in our Annual Report on Form 10-K for the year ended December 31, 2024, filed with the SEC on March 11, 2025, under Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations.”

32

Table of Contents

The Company

We operate as a platform for serving the commercial aviation aftermarket sector. Our top executives have on average over 30 years of experience in aircraft and engine (“Flight Equipment”) management, sales and maintenance services, and are supported by an experienced management team. We have established a global purpose built and fully integrated aviation company focused on providing products and services that maximize the value of Flight Equipment in the middle to end of its operating life cycle.

We are a worldwide provider of aftermarket commercial aircraft, engines, and their parts to passenger and cargo airlines, leasing companies, original equipment manufacturers (“OEM”), government and defense contractors, and maintenance, repair and overhaul (“MRO”) service providers. We report our activities in two business segments: Asset Management Solutions, comprised of activities that extract value from strategic Flight Equipment acquisitions either as whole assets or by disassembling for used serviceable material (“USM”), and TechOps, comprised of MRO activities for aircraft and their components, sales of internally developed advanced technical repairs, modifications and products, which we market under the tradename “Engineered Solutions”, and other serviceable products.

Our Asset Management Solutions segment focuses on mid-life Flight Equipment. Asset Management Solutions’ activities include monetization of assets through the lease or sale of whole assets, or through disassembly activities in support of our USM-related activities. Our monetizing services have been developed to maximize returns on mid-life Flight Equipment throughout their operating life, in conjunction with realizing the highest residual value of Flight Equipment at its retirement. We accomplish this by utilizing deep market and technical knowledge related to the management of Flight Equipment sales, leasing and MRO services. To extract value from the remaining flight time on whole assets, we provide flexible short-term (generally less than five years) leasing solutions of Flight Equipment to passenger and cargo operators across the globe. Once the value from the Flight Equipment’s flight time has been extracted, Flight Equipment is considered to be at or near the end of its useful life and is analyzed for return maximization as either whole asset sales or disassembled for sale as USM parts. Revenue from this segment is segregated between Aircraft and Engine depending on the asset type that generated the revenue. Lease revenue and the related depreciation from aircraft and engines installed on those aircraft are recognized under the Aircraft category. Revenue from sales of whole aircraft and related cost of sales are allocated between the Aircraft and Engine categories based on the allocated cost basis of the asset sold.

Our TechOps segment provides internal and third-party aviation services, including internally developed Engineered Solutions, full heavy aircraft maintenance and modification, component MRO, as well as end-of-life disassembly services to all Flight Equipment. Our MRO business also engages in longer-term projects such as aircraft modifications, cargo and tanker conversions of aircraft, and aircraft storage. The TechOps segment also includes MRO services for landing gear, thrust reversers, hydraulic systems, and other aircraft components.

We utilize these capabilities to support our customers’ Flight Equipment, as well as to maintain and improve our own Flight Equipment, which is subsequently sold or leased to our customers. These processes require a high degree of expertise on each individual aircraft or component that is being serviced. Our knowledge of these processes allows us to assist customers to comply with applicable regulatory and OEM requirements. A significant amount of skilled labor is required to support this process, which the Company has accumulated through its diversified offerings.

In addition to our aircraft and USM parts offerings, we develop Engineered Solutions consisting of Supplemental Type Certificates (“STCs”) that can be installed on existing Flight Equipment to improve performance, comply with regulatory requirements, or improve safety. An example of these solutions is the AerSafe® product line, which we designed and for which we obtained Federal Aviation Administration (the “FAA”) approval to sell as a solution for compliance with the FAA’s fuel tank flammability regulations. Another example of these solutions is our AerAware™ product, an industry-leading, next generation Enhanced Flight Vision System that has recently received approval by the FAA for the Boeing B737NG product line. These products are proprietary in nature and function as non-OEM solutions to regulatory requirements and other technical challenges, often at reduced delivery time and cost for operators. In order to develop these products, we engage in research and development (“R&D”) activities that are expensed as incurred.

33

Table of Contents

We source parts and components for our business from various suppliers around the world. Current geopolitical conditions, including trade restrictive actions, strained intercountry relations, and continued shutdowns of the U.S. government, could cause significant materials and parts shortages, as well as delivery delays, labor shortages, disruptions to government contracts such as delayed payments or halted projects, effects on supply chains due to reduced staffing for customs, inspections and transportation authorities, or delays in regulatory approvals, distribution issues, energy cost increases and price increases. Furthermore, the U.S. government’s adoption of new approaches to trade policy and imposition of tariffs on certain foreign goods (as well as the possibility of imposing significant, additional tariffs in the future) may make it more difficult or costly for us to procure components and other material supplies and, in turn, may increase the cost to our customers, which may materially and adversely impact demand for our products and services, our results of operations or our financial condition. In addition, these U.S. actions have, and could in the future, result in other countries imposing retaliatory tariffs on our goods and services provided to foreign customers, which similarly could materially and adversely impact demand for our products and services. We continue to monitor the current economic environment and its potential impact on our business, results of operations or financial condition, as well as potential impact on our end customers whose demand for our products and services may be adversely impacted as a result of changes in policies by the U.S. or other governments, and closely manage our costs and capital resources so that we can respond appropriately as circumstances change.

Results of Operations

Sales and gross profit for AerSale’s two business segments for the years ended in December 31, 2025 and 2024 were as follows:

​

​

​

​

​

​

​

​

​

​

​

​

Year Ended December 31, 

​

​

(in thousands, except percentages)

  ​ ​ ​

2025

  ​ ​ ​

2024

  ​ ​ ​

Percent Change

Revenue

​

  ​

​

​

  ​

​

​

  ​

Asset Management Solutions

​

  ​

​

  ​

  ​

​

Aircraft

​

$

35,957

​

$

41,749

(13.9)

%

Engine

​

175,626

​

173,718

1.1

%

​

​

​

211,583

​

​

215,467

(1.8)

%

TechOps

​

​

  ​

​

​

  ​

  ​

​

MRO services

​

​

93,743

​

107,970

(13.2)

%

Product sales

​

​

29,960

​

21,629

38.5

%

​

​

​

123,703

​

​

129,599

(4.5)

%

​

​

​

​

​

​

​

​

​

​

Total

​

$

335,286

​

$

345,066

(2.8)

%

​

​

​

​

​

​

​

​

​

​

​

​

​

Year Ended December 31, 

​

​

(in thousands, except percentages)

  ​ ​ ​

2025

  ​ ​ ​

2024

  ​ ​ ​

Percent Change

Gross Profit

​

​

  ​

​

  ​

​

  ​

​

Asset Management Solutions

​

​

  ​

​

  ​

​

  ​

​

Aircraft

​

$

11,948

​

$

14,526

​

(17.7)

%

Engine

​

62,115

​

67,915

​

(8.5)

%

​

​

​

74,063

​

​

82,441

​

(10.2)

%

TechOps

​

​

  ​

​

​

  ​

​

  ​

​

MRO services

​

​

19,625

​

16,460

​

19.2

%

Product sales

​

​

12,086

​

5,035

​

140.0

%

​

​

​

31,711

​

​

21,495

​

47.5

%

​

​

​

​

​

​

​

​

​

​

Total

​

$

105,774

​

$

103,936

​

1.8

%

​

Total revenue for the year ended December 31, 2025 decreased by $9.8 million or 2.8% compared to 2024, driven by a decrease of $3.9 million, or 1.8%, within Asset Management Solutions and a decrease of $5.9 million, or 4.5%, within TechOps.

34

Table of Contents

Asset Management Solutions

Sales in the Asset Management Solutions segment decreased by $3.9 million to $211.6 million, or 1.8%, for the year ended December 31, 2025 compared to 2024, due to a $5.8 million decrease in revenue from Aircraft, and a $1.9 million increase in revenue from Engine. The decrease in Aircraft revenue is due to lower Flight Equipment sales in the amount of $14.1 million primarily attributable to lower B737 Flight Equipment compared to 2024, partly offset by higher leasing revenue of $5.5 million and higher USM sales. The increase in Engine revenue is due to higher USM sales of $34.0 million, and higher leasing revenue of $7.5 million, primarily attributable to greater activity in the PW4000 and CF6-80 product lines as we continue to monetize our feedstock, partly offset by lower Flight Equipment sales of $39.6 million.

Cost of sales in Asset Management Solutions increased by $4.5 million to $137.5 million, or 3.4%, for the year ended December 31, 2025 compared to 2024. The increase in cost of sales in Asset Management Solutions was driven by an increase in cost of sales for Engine as a result of fluctuations in our product mix, which generated lower gross profit margins, partially offset by a decrease in Aircraft that was primarily driven by the sales decrease discussed above. Gross profit in Asset Management Solutions decreased by $8.4 million to $74.1 million, or 10.2%, for the year ended December 31, 2025 compared to 2024. The gross profit decrease is mainly attributable to the lower margin generated on USM sales, as noted below.

Aircraft gross profit margins decreased to 33.2% for the year ended December 31, 2025, from 34.8% for the year ended December 31, 2024, due to lower margin on USM sales resulting from changes in our product mix. Engine gross profit margins decreased to 35.4% for the year ended December 31, 2025, from 39.1% for the year ended December 31, 2024, mainly due to lower margin on USM sales resulting from changes in our product mix.

TechOps

AerSale’s revenue from the TechOps segment decreased by $5.9 million to $123.7 million, or 4.5%, for the year ended December 31, 2025 compared to 2024. The decrease was primarily driven by lower service revenue of $22.5 million from our heavy MROs as we concluded a maintenance contract in Goodyear, Arizona, which was partly offset by higher revenue of $16.6 million from our Component MROs and Engineered Solutions products.

Cost of sales in TechOps decreased by $16.1 million to $92.0 million, or 14.9%, for the year ended December 31, 2025 compared to 2024, driven by revenue fluctuations noted above and gross profit improvements. Gross profit in TechOps increased $10.2 million to $31.7 million, or 47.5%, for the year ended December 31, 2025 compared to 2024, driven by higher profit generated on product sales. Gross profit margin increased to 25.6% for the year ended December 31, 2025 compared to 16.6% for the year ended December 31, 2024, driven by higher margin on MRO services and Engineered Solutions.

Selling, General and Administrative Expenses

Selling, general and administrative expenses decreased by $4.2 million to $90.0 million, or 4.5%, for the year ended December 31, 2025 compared to 2024. The decrease was related to lower variable and fixed payroll costs that benefited from the efficiency initiatives that were implemented earlier in the year, partially offset by inflationary cost increases.  

Change in fair value of warrant liability

We account for our private warrants as a liability at their fair value, with changes in fair value recognized in our results from operations for the period. The fair value of our private warrants was determined using the Black-Scholes option pricing model. We recorded a $0.1 million gain on the change in fair value of the warrant liability for the year ended December 31, 2025, compared to $2.3 million in 2024. The Private Warrants expired unexercised during the year ended December 31, 2025.  

Interest (expense) income, net

35

Table of Contents

Interest expense, net for the year ended December 31, 2025 was $8.3 million, compared to $5.7 million for the year ended December 31, 2024. The increase in interest expense, net was primarily related to higher borrowings under our debt facilities during the current year as a result of the timing of changes in working capital and funding of the stock buyback executed in the first quarter of 2025.

Other income, net

Other income, net for the year ended December 31, 2025 increased by $1.5 million to $3.0 million, as compared to 2024, primarily due to $2.7 million gain on insurance proceeds related to an engine seized as a result of the Russia-Ukraine conflict.

Income taxes

The effective tax rate for the year ended December 31, 2025 was 18.5% compared to 25.3% for the year ended December 31, 2024. The difference between the effective tax rate and the statutory tax rate of 21% for the year ended December 31, 2025 was primarily due to research and development tax credits and foreign tax credits partially offset by the foreign tax, share-based compensation, and executive compensation deduction limitations. The difference between the effective tax rate and the statutory tax rate of 21% for the year ended December 31, 2024 was primarily due to the change in fair market value of the warrants, and return to provisions adjustments, among others.

​

Financial Position, Liquidity and Capital Resources

As of December 31, 2025, we had $4.4 million of cash and cash equivalents. We finance our growth through cash flows generated for operations and borrowings secured by our assets. We had $110.1 million outstanding under the Revolving Credit Agreement (as defined below) as of December 31, 2025, with $67.2 million of availability thereunder. We used $23.0 million of cash for operating activities, primarily related to feedstock acquisition, used $3.9 million in investing activities, and generated cash from financing activities in the amount of $26.5 million for the year ended December 31, 2025.

We believe our equity base, internally generated funds, and existing availability under our debt facilities are sufficient to maintain our level of operations over the next twelve months. Any projections of future cash needs and cash flows beyond the next twelve months are subject to substantial uncertainty, but we believe our sources of liquidity, as discussed above, will be sufficient to meet our long-term cash requirements. If an event occurs that affects our ability to meet our capital requirements, our ability to continue to grow our asset base consistent with historical trends could be impaired and our future growth limited to that which can be funded from internally generated capital.

We may, from time to time, purchase our outstanding shares of common stock through cash purchases and/or exchanges for equity or debt, open-market purchases, privately negotiated transactions or otherwise including, but not limited to, privately negotiated transactions with certain of our stockholders who have rights to require us to file a registration statement covering shares of our common stock. Such purchases or exchanges, if any, will be upon such terms and at such prices as we may determine, and will depend on prevailing market conditions, our liquidity requirements, legal and regulatory considerations, contractual restrictions and other factors. Purchases, if any, will be funded through our available cash and cash equivalents. The amounts involved may be material.

On March 18, 2025, the Company repurchased, directly from a selling stockholder, 6,428,571 shares of the Company’s common stock, par value $0.0001 per share, at a price of $7.00 per share for total consideration of $45.0 million.

Cash Flows—Year ended December 31, 2025 compared to Year ended December 31, 2024

Cash Flows from Operating Activities

Net cash used in operating activities was $23.0 million for the year ended December 31, 2025, compared to cash provided by operating activities of $11.2 million in 2024. The decrease in cash provided of $34.2 million was primarily

36

Table of Contents

due to higher feedstock acquisitions totaling $99.6 million during 2025 compared to $61.7 million during 2024, the timing of vendor advances of $27.8 million, and $31.9 million related to proceeds from insurance claims received during 2024.

Cash Flows from Investing Activities

Net cash used in investing activities was $3.9 million for the year ended December 31, 2025, compared to $16.1 million in 2024. The decrease in cash used in investing activities during the year ended December 31, 2025 was driven by lower purchases of property and equipment due to the completion of the Company’s expansion projects.

Cash Flows from Financing Activities

Net cash provided by financing activities for the year ended December 31, 2025 was $26.5 million, compared to $3.8 million in 2024. Cash financing activities during the year ended December 31, 2025 was primarily related to the proceeds from net borrowings under our Revolving Credit Agreement and borrowings under the CIBC Equipment Loan (as defined below), offset by cash used in the repurchase of common stock in the first quarter of 2025. Cash provided by financing activities during the year ended December 31, 2024 is the result of proceeds from net borrowings under the Revolving Credit Agreement partially offset by net repayments of the CIBC Equipment Loan.

Debt Obligations and Covenant Compliance

Wells Fargo Senior Secured Revolving Credit Facility

Effective July 25, 2023, we amended our revolving credit agreement (as amended, the “Revolving Credit Agreement”) to increase our maximum commitments under the Revolving Credit Agreement to $180.0 million in the aggregate, expandable to $200.0 million, subject to conditions and the availability of lender commitments and borrowing base limitations, and to extend the maturity date to July 24, 2028, subject to certain conditions.  

The maximum amount of such commitments available at any time for borrowings and letters of credit is determined according to a borrowing base calculation equal to the sum of eligible inventory and eligible accounts receivable reduced by the aggregate amount, if any, of trade payables of the loan parties, as defined in the Revolving Credit Agreement, and is subject to contractual restrictions. Extensions of credit under the Revolving Credit Agreement are available for working capital and general corporate purposes.

As of December 31, 2025, there was $110.1 million outstanding under the Revolving Credit Agreement and we had $67.2 million of availability thereunder, subject to borrowing base limitations. We were in compliance with our debt covenants for the Revolving Credit Agreement as of December 31, 2025.

CIBC Equipment Loan

On November 22, 2024, the Company entered into a property and equipment term loan (the “CIBC Equipment Loan”) with a total advance commitment of $10.0 million for the purpose of financing capital expenditures on property and equipment. Advances made by the lender are convertible into term loans at the option of the lender at a rate of SOFR plus 3.0% and have a maturity date of thirty-six (36) months from the term loan conversion date. Advances under this loan are collateralized by the property and equipment it finances and require interest only payment until converted to a term loan, at which point, principal and interest payments are required.

37

Table of Contents

Effective November 30, 2025, we amended the CIBC Equipment Loan to extend the term of the advance commitment until November 30, 2026 and reduce the total advance commitment to $2.5 million.

During the year ended December 31, 2025, the Company borrowed an additional $1.2 million under this facility, and $2.3 million remained outstanding as of December 31, 2025.

We were in compliance with our debt covenants for the CIBC Equipment Loan as of December 31, 2025.

Off-Balance Sheet Arrangements and Contractual Obligations

We did not have any off-balance sheet arrangements as of December 31, 2025. Refer to Note Q – Leases within our Consolidated Financial Statements in this Annual Report for a summary of our non-cancelable contractual obligations under operating leases.

​

Critical Accounting Policies and Estimates

The preparation of Consolidated Financial Statements in conformity with accounting principles generally accepted in the United States (“U.S. GAAP”) requires our management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the Consolidated Financial Statements and the reported amounts of revenue and expenses during the reporting periods. Actual results could differ from those estimates. Refer to Note B to the Consolidated Financial Statements in Item 8 of this Annual Report for a discussion of our significant accounting policies. The following is a summary of critical accounting estimates and additional information on the level of uncertainty regarding relevant changes to the estimates and assumptions.

Revenue Recognition

We measure revenue based on the consideration specified in a contract with a customer, and exclude any sales commissions and taxes collected and remitted to government agencies. We recognize revenue when we satisfy a performance obligation by transferring control over a product or service to a customer. Our performance obligations are satisfied over time as work progresses or at a point in time based on transfer of control of products and services to our customers. For service revenue, we utilize the input method of cost-to-cost to measure progress and recognize revenue over time as this depicts when control of the promised goods or services are transferred to the customer. Revenue is recognized based on the relationship of actual costs incurred to date to the estimated total cost at completion of the performance obligation. We make certain judgments and estimates, including estimated revenue and costs, as well as inflation and the overall profitability of the arrangement. Key assumptions involved include future labor costs and efficiencies, overhead costs, and ultimate timing of product delivery. Differences may occur between the judgments and estimates made by management and actual program results.

Changes in estimates and assumptions related to our arrangements are recorded using the cumulative catch-up method of accounting. The catch-up adjustment for the current year due to changes in revenue estimates did not have a material impact on our financial statements.

Inventory Cost

We record inventory at the lower of cost or net realizable value. For purchases of whole Flight Equipment for sale or lease, cost is determined using the specific identification method whereby total cost is the cost paid, including certain asset acquisition costs that can be capitalized, to acquire such assets as a whole.

Additionally, we purchase certain whole Flight Equipment to disassemble and supply material for our engine and airframe parts inventory. For Flight Equipment parts that originate from such dismantled aircraft and engines, cost is determined using a ratio calculated based on the relationship of the cost of the dismantled aircraft or engine at the time of purchase to the total estimated sales value of the dismantled aircraft or engine at the time of purchase. At the time of sale, this ratio is applied to the sale price of each individual airframe and/or engine part to determine its allocated cost. At the

38

Table of Contents

time of sale, the sum of an individual part’s allocated cost and actual repair or overhaul costs incurred represent the total cost for such part.

We evaluate this ratio periodically, and if necessary, update our sales estimates and make prospective adjustments to this ratio. Any amounts identified with an estimated sales value lower than the carrying value is reduced to the estimated net realizable value at the time of the review. Expenditures required for the repair of engine and airframe parts are capitalized as inventory and are expensed as cost of sales when associated parts are sold. Our allocation of inventory between short term and long term reflects the inventory’s operating cycle, which is longer than one year due to teardown and repair lead times. Inventory expected to be monetized within 18 months as well as work-in-process and inventory used in MROs are reported under current assets on the Consolidated Balance Sheets. During the year ended December 31, 2025, we adjusted the estimated return in certain product lines as a result of new material received into inventory as well as changes in demand for certain product lines. During the year ended December 31, 2025, the Company recorded additional inventory reserves of $0.2 million.

Goodwill

The Company performed a qualitative impairment assessment as of the Company’s annual impairment testing date of October 1, 2025 and concluded there were no triggering events that may have indicated the fair value of one or more of the Company’s reporting units more likely than not did not exceed their carrying values. During the quarter ended December 31, 2025, the Company’s stock price decreased significantly and had not recovered by December 31, 2025, which management considered a triggering event. As a result, management decided that one or more of the Company’s reporting units more likely than not did not exceed their carrying values. Therefore, the Company performed a quantitative goodwill impairment assessment for the Asset Management Solutions and ACT reporting units as of December 31, 2025, and determined that the fair values exceeded the carrying values for each reporting unit as of December 31, 2025. As such, the quantitative tests did not result in a goodwill impairment for the Company’s reporting units.  

​

Recent Accounting Pronouncements

​

The most recent adopted and to be adopted accounting pronouncements are described in Note B to AerSale’s Consolidated Financial Statements included in this Annual Report.