Convertible Preferred Stock

v3.26.1

Convertible Preferred Stock	6 Months Ended
	Jun. 30, 2026
Temporary Equity Disclosure [Abstract]
Convertible Preferred Stock	Note M – Convertible Preferred Stock The table below presents activity of the Company’s Series A Convertible Preferred Stock: Shares Amount Balance as of December 31, 2025 46,505.13  $ 77,034  Conversion into common stock (46,505.13) $ (77,034) Balance as of June 30, 2026 —  $ —  On October 28, 2022, the Company filed a Certificate of Designation describing the terms and conditions of newly issued Series A Convertible Preferred Stock of the Company, par value $0.0001 (the “Convertible Preferred Stock”), with 88,000.00 total shares constituting the series. On or around the same date, the Company entered into investment agreements with (i) AE Industrial Partners Fund II, LP (“AEI Fund II”) and AE Industrial Partners Structured Solutions I, LP (“AEI Structured Solutions”, and together with AEI Fund II, (“AEI”)), (ii) BCC Redwire Aggregator, LP (“Bain Capital”) and (iii) various investors (collectively, the “Additional Investors,” and together with AEI and Bain Capital, the “Investors”). Pursuant to the investment agreements, the Company sold an aggregate of 81,250.00 shares (“Purchased Shares”) of Convertible Preferred Stock for an aggregate purchase price of $81.25 million, or $76.4 million net of issuance costs. Based on an evaluation of the investment agreements, the Company determined that the Convertible Preferred Stock is contingently or optionally redeemable and, therefore, does not require liability classification. However, due to the Convertible Preferred Stock being redeemable at the option of the holder or upon a fundamental change, which includes events that are not fully within the Company’s control, it was determined that the Convertible Preferred Stock should be classified as one line item in temporary (mezzanine) equity on the Company’s condensed consolidated balance sheets. Dividends on the Convertible Preferred Stock were permitted to be paid either in cash or in kind in the form of additional shares of Convertible Preferred Stock (such payment in kind, “PIK”), at the option of the Company, subject to certain exceptions. If paid in cash, such dividends would be paid at a rate of 13% per annum, subject to certain adjustments and exceptions or, if the Company issues PIK dividends, at a rate of 15% per annum, subject to certain adjustments and exceptions. On May 1, 2026, in accordance with the Convertible Preferred Stock Certificate of Designation, the Company paid the dividend due in cash for an aggregate amount of $3.0 million to holders of record as of April 15, 2026. During the three and six months ended June 30, 2026, AEI, at its option, converted all 46,505.13 of their remaining shares of the Company’s Convertible Preferred Stock, in accordance with the Convertible Preferred Stock Certificate of Designation, into 15,247,586 shares of the Company’s common stock, respectively, based on the accrued value (defined as the initial value plus accumulated paid and unpaid dividends) as of the conversion date and a conversion ratio of $3.05. AEI subsequently sold such shares of common stock; therefore, AEI holds no shares of the Convertible Preferred Stock. As of June 30, 2026, the Company had no outstanding shares of Convertible Preferred Stock. During 2025, Bain Capital, at its option, converted all of their remaining shares of Convertible Preferred Stock into shares of the Company’s common stock and subsequently sold such shares of common stock. As such, Bain Capital no longer holds shares of the Company’s common stock or Convertible Preferred Stock. Liquidation Preference The Convertible Preferred Stock ranked senior to the Company’s common stock. In the event of any liquidation or winding up of the Company, the holders of the Convertible Preferred Stock were entitled to receive in preference to the holders of the Company’s common stock the greater of (a) the greater of (i) two times the Initial Value (defined as $1,000 per share) and (ii) the Initial Value plus accrued and unpaid dividends, whether or not declared, and (b) the amount that would have been received based on the if-converted Accrued Value, defined as Initial Value plus accrued and unpaid dividends, whether or not declared. As of June 30, 2026, there were no outstanding shares of Convertible Preferred Stock and, therefore, no liquidation preference. As of December 31, 2025, the liquidation preference of the Convertible Preferred Stock was $118.4 million.