HEICO Corporation

08/27/2025 | Press release | Distributed by Public on 08/27/2025 14:32

Quarterly Report for Quarter Ending July 31, 2025 (Form 10-Q)

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Overview
This discussion of our financial condition and results of operations should be read in conjunction with our condensed consolidated financial statements and notes thereto included herein. The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ materially from those estimates if different assumptions were used or different events ultimately transpire.
Our critical accounting policies, which require management to make judgments about matters that are inherently uncertain, are described in Item 7, "Management's Discussion and Analysis of Financial Condition and Results of Operations," under the heading "Critical Accounting Estimates" in our Annual Report on Form 10-K for the year ended October 31, 2024. There have been no material changes to our critical accounting policies during the nine months ended July 31, 2025.
Our business is comprised of two operating segments: the Flight Support Group ("FSG"), consisting of HEICO Aerospace Holdings Corp. and HEICO Flight Support Corp. and their respective subsidiaries; and the Electronic Technologies Group ("ETG"), consisting of HEICO Electronic Technologies Corp. ("HEICO Electronic") and its subsidiaries.
Our results of operations for the nine and three months ended July 31, 2025 have been affected by the fiscal 2024 acquisitions as further detailed in Note 2, Acquisitions, of the Notes to Consolidated Financial Statements of our Annual Report on Form 10-K for the year ended October 31, 2024 and the fiscal 2025 acquisitions as further detailed in Note 2, Acquisitions, of the Notes to the Condensed Consolidated Financial Statements of this quarterly report.
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Results of Operations
The following table sets forth the results of our operations, net sales and operating income by segment and the percentage of net sales represented by the respective items in our Condensed Consolidated Statements of Operations (in thousands):
Nine months ended July 31, Three months ended July 31,
2025 2024 2025 2024
Net sales $3,275,633 $2,844,004 $1,147,591 $992,246
Cost of sales 1,975,010 1,736,170 690,434 602,976
Selling, general and administrative expenses
560,647 502,025 192,138 172,824
Total operating costs and expenses 2,535,657 2,238,195 882,572 775,800
Operating income $739,976 $605,809 $265,019 $216,446
Net sales by segment:
Flight Support Group $2,282,905 $1,947,574 $802,661 $681,626
Electronic Technologies Group 1,028,345 927,393 355,863 322,129
Intersegment sales (35,617) (30,963) (10,933) (11,509)
$3,275,633 $2,844,004 $1,147,591 $992,246
Operating income by segment:
Flight Support Group $549,422 $438,561 $198,326 $153,594
Electronic Technologies Group 235,334 206,379 80,998 75,788
Other, primarily corporate (44,780) (39,131) (14,305) (12,936)
$739,976 $605,809 $265,019 $216,446
Net sales 100.0 % 100.0 % 100.0 % 100.0 %
Gross profit 39.7 % 39.0 % 39.8 % 39.2 %
Selling, general and administrative expenses
17.1 % 17.7 % 16.7 % 17.4 %
Operating income 22.6 % 21.3 % 23.1 % 21.8 %
Interest expense (3.0 %) (4.0 %) (2.8 %) (3.7 %)
Other income .1 % .1 % .1 % .1 %
Income tax expense 3.2 % 3.0 % 3.9 % 3.3 %
Net income attributable to noncontrolling interests
1.2 % 1.2 % 1.2 % 1.1 %
Net income attributable to HEICO 15.3 % 13.2 % 15.5 % 13.8 %
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Comparison of First Nine Months of Fiscal 2025 to First Nine Months of Fiscal 2024
Net Sales
Our consolidated net sales in the first nine months of fiscal 2025 increased by 15% to a record $3,275.6 million, up from net sales of $2,844.0 million in the first nine months of fiscal 2024. The increase in consolidated net sales principally reflects an increase of $335.3 million (a 17% increase) to a record $2,282.9 million in net sales of the FSG and an increase of $101.0 million (an 11% increase) to a record $1,028.3 million in net sales of the ETG. The net sales increase in the FSG reflects strong organic growth of 13% and net sales of $77.9 million contributed by fiscal 2025 and 2024 acquisitions. The FSG's organic net sales growth reflects increased demand within its aftermarket replacement parts, repair and overhaul parts and services, and specialty products product lines resulting in net sales increases of $180.7 million, $53.5 million, and $23.3 million, respectively. The net sales increase in the ETG reflects strong organic growth of 7% and net sales of $33.2 million contributed by fiscal 2024 and 2025 acquisitions. The ETG's organic net sales growth is mainly attributable to increased demand for its space, defense, other electronics, and aerospace products resulting in net sales increases of $25.9 million, $22.6 million, $11.5 million, and $11.0 million, respectively, partially offset by decreased demand for its medical products resulting in a net sales decrease of $8.3 million. Sales price changes were not a significant contributing factor to the change in net sales of the FSG and ETG in the first nine months of fiscal 2025.
Gross Profit and Operating Expenses
Our consolidated gross profit margin improved to 39.7% in the first nine months of fiscal 2025, up from 39.0% in the first nine months of fiscal 2024 principally reflecting a 1.4% increase in the FSG's gross profit margin, partially offset by a .3% decrease in the ETG's gross profit margin. The increase in the FSG's gross profit margin principally reflects the previously mentioned net sales growth within its repair and overhaul parts and services and specialty products product lines. Total new product research and development expenses included within our consolidated cost of sales were $88.3 million in the first nine months of fiscal 2025, up from $82.8 million in the first nine months of fiscal 2024.
Our consolidated selling, general and administrative ("SG&A") expenses were $560.6 million in the first nine months of fiscal 2025, as compared to $502.0 million in the first nine months of fiscal 2024. The increase in consolidated SG&A expenses reflects $21.8 million attributable to our fiscal 2024 and 2025 acquisitions, $19.9 million attributable to changes in the estimated fair value of accrued contingent consideration, $11.1 million of higher performance-based compensation expense and $12.5 million of higher other selling expenses, partially offset by a $6.6 million decrease in other general and administrative expenses.
Our consolidated SG&A expenses as a percentage of net sales improved to 17.1% in the first nine months of fiscal 2025, down from 17.7% in the first nine months of fiscal 2024. The decrease in consolidated SG&A expenses as a percentage of net sales principally reflects efficiencies realized from the previously mentioned net sales growth, partially offset by a .7%
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impact from the previously mentioned changes in the estimated fair value of accrued contingent consideration.
Operating Income
Our consolidated operating income increased by 22% to a record $740.0 million in the first nine months of fiscal 2025, up from $605.8 million in the first nine months of fiscal 2024. The increase in consolidated operating income principally reflects a $110.9 million increase (a 25% increase) to a record $549.4 million in operating income of the FSG and a $29.0 million increase (a 14% increase) to a record $235.3 million in operating income of the ETG. The increase in operating income of the FSG principally reflects the previously mentioned net sales growth, improved gross profit margin and SG&A expense efficiencies realized from the net sales growth, partially offset by a $13.9 million impact from changes in the estimated fair value of accrued contingent consideration. The increase in operating income of the ETG principally reflects the previously mentioned net sales growth and SG&A expense efficiencies realized from the net sales growth, partially offset by the previously mentioned slight decrease in gross profit margin.
Our consolidated operating income as a percentage of net sales improved to 22.6% in the first nine months of fiscal 2025, up from 21.3% in the first nine months of fiscal 2024. The increase in consolidated operating income as a percentage of net sales principally reflects an increase in the FSG's operating income as a percentage of net sales to 24.1% in the first nine months of fiscal 2025, up from 22.5% in the first nine months of fiscal 2024 and an increase in the ETG's operating income as a percentage of net sales to 22.9% in the first nine months of fiscal 2025, up from 22.3% in the first nine months of fiscal 2024. The increase in the FSG's operating income as a percentage of net sales principally reflects the previously mentioned improved gross profit margin. The increase in the ETG's operating income as a percentage of net sales principally reflects a .9% impact from lower SG&A expenses as a percentage of net sales, mainly due to the previously mentioned efficiencies realized from the net sales growth, partially offset by the previously mentioned lower gross profit margin.
Interest Expense
Interest expense decreased to $97.0 million in the first nine months of fiscal 2025, down from $113.9 million in the first nine months of fiscal 2024. The decrease in interest expense was principally due to a decrease in the amount of outstanding debt as well as a lower weighted-average interest rate on outstanding borrowings under our revolving credit facility.
Other Income
Other income in the first nine months of fiscal 2025 and 2024 was not material.
Income Tax Expense
Our effective tax rate decreased to 16.0% in the first nine months of fiscal 2025, down
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from 17.3% in the first nine months of fiscal 2024. The decrease in our effective tax rate principally reflects a larger tax benefit from stock option exercises recognized in the first quarter of fiscal 2025. We recognized a discrete tax benefit from stock option exercises in the first quarter of fiscal 2025 and 2024 of $27.2 million and $13.6 million, respectively.
Net Income Attributable to Noncontrolling Interests
Net income attributable to noncontrolling interests relates to the 20% noncontrolling interest held by Lufthansa Technik AG in HEICO Aerospace Holdings Corp. and the noncontrolling interests held by others in certain subsidiaries of the FSG and ETG. Net income attributable to noncontrolling interests was $40.7 million in the first nine months of fiscal 2025, as compared to $33.8 million in the first nine months of fiscal 2024. The increase in net income attributable to noncontrolling interests principally reflects improved operating results of certain subsidiaries of the FSG and ETG in which noncontrolling interests are held.
Net Income Attributable to HEICO
Net income attributable to HEICO increased by 34% to a record $502.1 million, or $3.57 per diluted share, in the first nine months of fiscal 2025, up from $374.4 million, or $2.67 per diluted share, in the first nine months of fiscal 2024 principally reflecting the previously mentioned higher consolidated operating income.
Comparison of Third Quarter of Fiscal 2025 to Third Quarter of Fiscal 2024
Net Sales
Our consolidated net sales in the third quarter of fiscal 2025 increased by 16% to a record $1,147.6 million, up from net sales of $992.2 million in the third quarter of fiscal 2024. The increase in consolidated net sales principally reflects an increase of $121.0 million (an 18% increase) to a record $802.7 million in net sales of the FSG and an increase of $33.7 million (a 10% increase) to a record $355.9 million in net sales of the ETG. The net sales increase in the FSG reflects strong organic growth of 13% and net sales of $34.9 million contributed by fiscal 2025 and 2024 acquisitions. The FSG's organic net sales growth reflects increased demand within its aftermarket replacement parts, repair and overhaul parts and services, and specialty products product lines resulting in net sales increases of $53.6 million, $22.8 million, and $9.8 million, respectively. The net sales increase in the ETG reflects strong organic growth of 7% and net sales of $13.9 million contributed by fiscal 2025 and 2024 acquisitions. The ETG's organic net sales growth is mainly attributable to increased demand for its other electronics, defense, and space products resulting in net sales increases of $11.4 million, $7.5 million, and $5.3 million, respectively, partially offset by a decrease in demand for its medical products resulting in a net sales decrease of $5.3 million. Sales price changes were not a significant contributing factor to the change in net sales of the FSG and ETG in the third quarter of fiscal 2025.
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Gross Profit and Operating Expenses
Our consolidated gross profit margin improved to 39.8% in the third quarter of fiscal 2025, up from 39.2% in the third quarter of fiscal 2024 principally reflecting a 1.4% increase in the FSG's gross profit margin, partially offset by a .4% decrease in the ETG's gross profit margin. The increase in the FSG's gross profit margin principally reflects the previously mentioned net sales growth within its repair and overhaul parts and services and specialty products product lines. The decrease in the ETG's gross profit margin principally reflects the previously mentioned decrease in net sales of medical products and a less favorable product mix of defense products, partially offset by higher net sales of aerospace and other electronics products. Total new product research and development expenses included within our consolidated cost of sales were $31.9 million in the third quarter of fiscal 2025, up from $29.8 million in the third quarter of fiscal 2024.
Our consolidated SG&A expenses were $192.1 million in the third quarter of fiscal 2025, as compared to $172.8 million in the third quarter of fiscal 2024. The increase in consolidated SG&A expenses principally reflects $9.2 million attributable to our fiscal 2025 and 2024 acquisitions, as well as higher general and administrative expenses and selling expenses of $6.0 million and $4.1 million, respectively, mainly to support the previously mentioned net sales growth.
Our consolidated SG&A expenses as a percentage of net sales improved to 16.7% in the third quarter of fiscal 2025, down from 17.4% in the third quarter of fiscal 2024. The decrease in consolidated SG&A expenses as a percentage of net sales principally reflects efficiencies realized from the previously mentioned net sales growth.
Operating Income
Our consolidated operating income increased by 22% to a record $265.0 million in the third quarter of fiscal 2025, up from $216.4 million in the third quarter of fiscal 2024. The increase in consolidated operating income principally reflects a $44.7 million increase (a 29% increase) to a record $198.3 million in operating income of the FSG and a $5.2 million increase (a 7% increase) to $81.0 million in operating income of the ETG. The increase in operating income of the FSG principally reflects the previously mentioned net sales growth, improved gross profit margin and SG&A expense efficiencies realized from the net sales growth. The increase in operating income of the ETG principally reflects the previously mentioned net sales growth, partially offset by a $3.6 million increase in performance-based compensation expense.
Our consolidated operating income as a percentage of net sales improved to 23.1% in the third quarter of fiscal 2025, up from 21.8% in the third quarter of fiscal 2024. The increase in consolidated operating income as a percentage of net sales principally reflects an increase in the FSG's operating income as a percentage of net sales to 24.7% in the third quarter of fiscal 2025, up from 22.5% in the third quarter of fiscal 2024, partially offset by a decrease in the ETG's operating income as a percentage of net sales to 22.8% in the third quarter of fiscal 2025, as compared to 23.5% in the third quarter of fiscal 2024. The increase in the FSG's operating
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income as a percentage of net sales principally reflects the previously mentioned improved gross profit margin and a .7% impact from a decrease in SG&A expenses as a percentage of net sales, mainly reflecting the previously mentioned SG&A expense efficiencies. The decrease in the ETG's operating income as a percentage of net sales principally reflects a .4% impact from higher SG&A expenses as a percentage of net sales, mainly from the previously mentioned increase in performance-based compensation expense, as well as the impact from the previously mentioned lower gross profit margin.
Interest Expense
Interest expense decreased to $31.7 million in the third quarter of fiscal 2025, down from $36.8 million in the third quarter of fiscal 2024. The decrease in interest expense was principally due to a lower weighted-average interest rate and a decrease in the amount of outstanding debt on our revolving credit facility.
Other Income
Other income in the third quarter of fiscal 2025 and 2024 was not material.
Income Tax Expense
Our effective tax rate increased to 18.9% in the third quarter of fiscal 2025, up from 18.0% in the third quarter of fiscal 2024. The increase in our effective tax rate principally reflects the prior year favorable impact from the reversal of accrued contingent consideration associated with a subsidiary acquired by the ETG in a stock acquisition and a larger income tax credit for qualified research and development activities recognized in the third quarter of fiscal 2024.
Net Income Attributable to Noncontrolling Interests
Net income attributable to noncontrolling interests relates to the 20% noncontrolling interest held by Lufthansa Technik AG in HEICO Aerospace Holdings Corp. and the noncontrolling interests held by others in certain subsidiaries of the FSG and ETG. Net income attributable to noncontrolling interests was $13.3 million in the third quarter of fiscal 2025, as compared to $11.2 million in the third quarter of fiscal 2024. The increase in net income attributable to noncontrolling interests principally reflects higher allocations of net income to noncontrolling interests as a result of certain fiscal 2025 acquisitions and an increase in the operating results of certain subsidiaries of the FSG in which noncontrolling interests are held.
Net Income Attributable to HEICO
Net income attributable to HEICO increased by 30% to a record $177.3 million, or $1.26 per diluted share, in the third quarter of fiscal 2025, up from $136.6 million, or $.97 per diluted share, in the third quarter of fiscal 2024 principally reflecting the previously mentioned higher consolidated operating income.
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Outlook
As we look ahead, we remain confident in achieving net sales growth across both the FSG and ETG segments, driven by continued organic demand for most of our products. Additionally, we aim to accelerate growth through our recently completed acquisitions, while capitalizing on acquisition opportunities. Our disciplined financial strategy continues to focus on maximizing long-term shareholder value through a balanced approach of strategic acquisitions and organic growth initiatives aimed at gaining market share, while maintaining a strong financial position and preserving flexibility.
Liquidity and Capital Resources
Our principal uses of cash include acquisitions, interest payments, capital expenditures, cash dividends, distributions to noncontrolling interests and working capital needs. We anticipate fiscal 2025 capital expenditures to be approximately $65 to $70 million. We finance our activities primarily from our operating and financing activities, including borrowings under our revolving credit facility. The revolving credit facility and senior unsecured notes contain both financial and non-financial covenants. As of July 31, 2025, we were in compliance with all such covenants and our total debt to shareholders' equity ratio was 58.1%.
Based on our current outlook, we believe that net cash provided by operating activities and available borrowings under our revolving credit facility will be sufficient to fund our cash requirements for at least the next twelve months.
Operating Activities
Net cash provided by operating activities was $638.9 million in the first nine months of fiscal 2025 and consisted primarily of net income from consolidated operations of $542.8 million, depreciation and amortization expense of $144.9 million (a non-cash item), net changes in other long-term liabilities and assets related to the HEICO Corporation Leadership Compensation Plan (the "LCP") of $23.0 million (principally participant deferrals and employer contributions), $18.3 million in share-based compensation expense (a non-cash item), and $14.2 million in employer contributions to the HEICO Savings and Investment Plan (a non-cash item), partially offset by an $88.5 million increase in net working capital and a $28.8 million deferred income tax benefit. The increase in net working capital is inclusive of a $60.2 million increase in inventories to support an increase in consolidated backlog, a $36.1 million increase in accounts receivable resulting from increased net sales and the timing of collections, and a $27.7 million decrease in income taxes payable, partially offset by $28.9 million increase in trade accounts payable.
Net cash provided by operating activities increased by $172.2 million (a 37% increase) in the first nine months of fiscal 2025, up from $466.7 million in the first nine months of fiscal 2024. The increase is principally attributable to a $134.6 million increase in net income from consolidated operations and a $44.5 million decrease in net working capital, principally reflecting a lower investment in inventories.
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Investing Activities
Net cash used in investing activities totaled $697.7 million in the first nine months of fiscal 2025 and related primarily to acquisitions of $629.9 million, capital expenditures of $46.0 million, and LCP funding of $21.7 million. Further details regarding our fiscal 2025 acquisitions may be found in Note 2, Acquisitions, of the Notes to Condensed Consolidated Financial Statements.
Financing Activities
Net cash provided by financing activities in the first nine months of fiscal 2025 totaled $155.2 million. During the first nine months of fiscal 2025, we borrowed $495.0 million under our revolving credit facility and received $11.7 million in proceeds from stock option exercises, which was partially offset by $275.0 million in payments made on our revolving credit facility, $32.0 million of cash dividends paid on our common stock, $27.2 million of distributions to noncontrolling interests, $6.0 million of contingent consideration payments, and $5.8 million to acquire certain noncontrolling interests.
Other Obligations and Commitments
There have not been any material changes to our other obligations and commitments that were included in our Annual Report on Form 10-K for the year ended October 31, 2024.
New Accounting Pronouncements
See Note 1, Summary of Significant Accounting Policies - New Accounting Pronouncements, of the Notes to Condensed Consolidated Financial Statements for additional information.
Guarantor Group Summarized Financial Information
On July 27, 2023, we completed the public offer and sale of senior unsecured notes, which consisted of $600 million principal amount of 5.25% Senior Notes due August 1, 2028 (the "2028 Notes") and $600 million principal amount of 5.35% Senior Notes due August 1, 2033 (the "2033 Notes" and, collectively with the 2028 Notes, the "Notes"). The Notes are fully and unconditionally guaranteed on a senior unsecured basis by all of our existing and future subsidiaries that guarantee our obligations under our revolving credit facility ("Credit Facility") (the "Guarantor Group").
The Notes were issued pursuant to an Indenture, dated as of July 27, 2023 (the "Base Indenture"), between HEICO and certain of its subsidiaries (collectively, the "Subsidiary Guarantors") and Truist Bank, as trustee (the "Trustee"), as supplemented by a First Supplemental Indenture, dated as of July 27, 2023 (the "First Supplemental Indenture" and, together with the Base Indenture, the "Indenture"), between us, the Subsidiary Guarantors and the Trustee. The Notes are direct, unsecured senior obligations of HEICO and rank equally in
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right of payment with all of our existing and future senior unsecured indebtedness. Each Subsidiary Guarantor is owned either directly or indirectly by the Company and jointly and severally guarantee our obligations under the Notes. None of the Subsidiary Guarantors are organized outside of the U.S.
Under the Indenture, holders of the Notes will be deemed to have consented to the release of a subsidiary guarantee provided by a subsidiary guarantor, without any action required on the part of the Trustee or any holder of the Notes, upon such subsidiary guarantor ceasing to guarantee or to be an obligor with respect to the Credit Facility. Accordingly, if the lenders under the Credit Facility release a subsidiary guarantor from its guarantee of, or obligations as a borrower under, the Credit Facility, the obligations of the subsidiary guarantors to guarantee the Notes will immediately terminate. If any of our future subsidiaries incur obligations under the Credit Facility while the Notes are outstanding, then such subsidiary will be required to guarantee the Notes.
In addition, a subsidiary guarantor will be released and relieved from all its obligations under its subsidiary guarantee in the following circumstances, each of which is permitted by the indenture:
•upon the sale or other disposition (including by way of consolidation or merger), in one transaction or a series of related transactions, of a majority of the total voting stock of such subsidiary guarantor (other than to us or any of our affiliates); or
•upon the sale or disposition of all or substantially all the property of such subsidiary guarantor (other than to any of our affiliates or another subsidiary guarantor);
provided, however, that, in each case, such transaction is permitted by the Credit Facility and after giving effect to such transaction, such subsidiary guarantor is no longer liable for any subsidiary guarantee or other obligations in respect of the Credit Facility. The subsidiary guarantee of a subsidiary guarantor also will be released if we exercise our legal defeasance, covenant defeasance option or discharge the Indenture.
We conduct our operations almost entirely through our subsidiaries. Accordingly, the Guarantor Group's cash flow and ability to service any guaranteed registered debt securities will depend on the earnings of our subsidiaries and the distribution of those earnings to the Guarantor Group, including the earnings of the non-guarantor subsidiaries, whether by dividends, loans or otherwise. Holders of the guaranteed registered debt securities will have a direct claim only against the Guarantor Group.
The following tables include summarized financial information for the Guarantor Group (in thousands). The information for the Guarantor Group is presented on a combined basis, excluding intercompany balances and transactions between us and the Guarantor Group and excluding investments in and equity in the earnings of non-guarantor subsidiaries. The Guarantor Group's amounts due from, amounts due to, and transactions with non-guarantor subsidiaries have been presented in separate line items. The consolidating schedules are
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provided in accordance with the reporting requirements of Rule 13-01 under SEC Regulation S-X for the issuer and guarantor subsidiaries.
As of As of
July 31, 2025 October 31, 2024
Current assets (excluding net intercompany receivable from non-guarantor subsidiaries) $1,881,632 $1,642,341
Noncurrent assets 4,966,866 4,627,711
Net intercompany receivable from/ (payable to) non-guarantor subsidiaries 260,876 243,421
Current liabilities (excluding net intercompany payable to non-guarantor subsidiaries) 594,466 546,677
Noncurrent liabilities 3,064,155 2,793,193
Redeemable noncontrolling interests 314,394 243,277
Noncontrolling interests 60,250 49,900
Nine months ended
July 31, 2025
Net sales $2,772,998
Gross profit 1,078,388
Operating income 636,812
Net income from consolidated operations 535,927
Net income attributable to HEICO 504,413
Nine months ended
July 31, 2025
Intercompany net sales $9,402
Intercompany management fee 2,669
Intercompany interest income 7,055
Intercompany dividends 70,396
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Forward-Looking Statements
Certain statements in this report constitute "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. All statements contained herein that are not clearly historical in nature may be forward-looking and the words "anticipate," "believe," "expect," "estimate" and similar expressions are generally intended to identify forward-looking statements. Any forward-looking statement contained herein, in press releases, written statements or other documents filed with the Securities and Exchange Commission or in communications and discussions with investors and analysts in the normal course of business through meetings, phone calls and conference calls, concerning our operations, economic performance and financial condition are subject to risks, uncertainties and contingencies. We have based these forward-looking statements on our current expectations and projections about future events. All forward-looking statements involve risks and uncertainties, many of which are beyond our control, which may cause actual results, performance or achievements to differ materially from anticipated results, performance or achievements. Also, forward-looking statements are based upon management's estimates of fair values and of future costs, using currently available information. Therefore, actual results may differ materially from those expressed in or implied by those forward-looking statements. Factors that could cause such differences include:
•The severity, magnitude and duration of public health threats, such as the COVID-19 pandemic;
•Our liquidity and the amount and timing of cash generation;
•Lower commercial air travel, airline fleet changes or airline purchasing decisions, which could cause lower demand for our goods and services;
•Product specification costs and requirements, which could cause an increase in our costs to complete contracts;
•Governmental and regulatory demands, export policies and restrictions, reductions in defense, space or homeland security spending by U.S. and/or foreign customers or competition from existing and new competitors, which could reduce our sales;
•Our ability to introduce new products and services at profitable pricing levels, which could reduce our sales or sales growth;
•Product development or manufacturing difficulties, which could increase our product development and manufacturing costs and delay sales;
•Cyber security events or other disruptions of our information technology systems could adversely affect our business; and
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•Our ability to make acquisitions, including obtaining any applicable domestic and/or foreign governmental approvals, and achieve operating synergies from acquired businesses; customer credit risk; interest, foreign currency exchange and income tax rates; and economic conditions, including the effects of inflation, within and outside of the aviation, defense, space, medical, telecommunications and electronics industries, which could negatively impact our costs and revenues.
For further information on these and other factors that potentially could materially affect our financial results, see Item 1A, "Risk Factors," of our Annual Report on Form 10-K for the year ended October 31, 2024. We undertake no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise, except to the extent required by applicable law.
HEICO Corporation published this content on August 27, 2025, and is solely responsible for the information contained herein. Distributed via SEC EDGAR on August 27, 2025 at 20:32 UTC. If you believe the information included in the content is inaccurate or outdated and requires editing or removal, please contact us at [email protected]