StandardAero Inc 2026年季度报告

FORM 10-Q (Mark One)☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIESEXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2026OR ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIESEXCHANGE ACT OF 1934For the transition period from _____________ to _____________Commission File Number: 001-42298 StandardAero, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware30-1138150(State or other jurisdiction ofincorporation or organization)(I.R.S. EmployerIdentification No.)6710 North Scottsdale Road, Suite 250Scottsdale, Arizona85253(Address of principal executive offices)(Zip Code)(480) 377-3100(Registrant’s telephone number, including area code)N/A(Former name, former address and former fiscal year, if changed since last report) Securities registered pursuant to Section 12(b) of the Act: Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period thatthe registrant was required to file such reports), and (2) has been subject to such filing requirements for the past90 days.Yes☒No☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data Filerequired to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding12 months (or for such shorter period that the registrant was required to submit such files).Yes☒No☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “largeaccelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule12b-2 of the Exchange Act. Large accelerated filer☒Non-accelerated filer☐Emerging growthcompany☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use theextended transition period for complying with any new or revised financial accounting standards providedpursuant to Section 13(a) of the Exchange Act.☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of theExchange Act).Yes☐No☒As of May 1, 2026, the registrant had 332,471,972 shares of common stock, $0.01 par value per share, outstanding. TABLE OF CONTENTS FORWARD-LOOKING STATEMENTS3 PART IFINANCIAL INFORMATIONItem1.Financial Statements (unaudited)4Item2.Management's Discussion and Analysis of Financial Conditionand Results of Operations28Item3.Quantitative and Qualitative Disclosures About Market Risk37Item4.Controls and Procedures38 PARTIIOTHER INFORMATION Item1.Legal Proceedings42Item1A.Risk Factors42Item2.Unregistered Sales of Equity Securities and Use of Proceeds42Item3.Defaults Upon Senior Securities42Item4.Mine Safety Disclosures43Item5.Other information43Item6.Exhibits44Signatures45 GLOSSARY Unless the context otherwise requires or we otherwise state, references in this Quarterly Reporton Form 10-Q (“Quarterly Report”) to: •the term “2024 Revolving Credit Facility” refers to a senior secured multicurrencyrevolving credit facility available to the U.S. Borrower in an aggregate principalamount of up to $750.0 million (of which up to $150.0 million is available for theissuance of letters of credit);•the term “2024 Term B-1 Loan Facility” refers to a senior secured U.S. Dollar termloan B facility, incurred by the U.S. Borrower in an aggregate principal amount of$1,630.0 million;•the term “2024 Term B-2 Loan Facility” refers to a senior secured U.S. Dollar termloan B facility incurred by the Canadian Borrower in an aggregate principal amountof $620.0 million;•the term “2024 Term Loan Facilities” means, together, the 2024 Term B-2 LoanFacility and the 2024 Term B-1 Loan Facility;•the term “Acquisition” refers to the acquisition by Dynasty Acquisition Co., Inc.,pursuantto that certain stock purchase agreement as amended,restated,supplemented or otherwise modified from time to time, dated December 18, 2018,ofall of the equity interests of StandardAero Holding Corp.,a Delawarecorporation;•the term “Canadian Borrower” refers to Standard Aero Limited (as successor ininterest to 1199169 B.C. Unlimited Liability Company) that is the indirect whollyowned subsidiary of the Company;•the term “Carlyle” refers to those certain investment funds of The Carlyle GroupInc. and its affiliates;•the term “Credit Agreement” refers to that certain Credit Agreement (as amended,restated, amended and restated, modified and/or supplemented from time to time),dated as of October 31, 2024, among the U.S. Borrower, the Canadian Borrower,UBS AG, Stamford Branch, as administrative agent, collateral agent and an L/Cissuer, and certain other parties thereto, governing the Senior Secured CreditFacilities;•the term “Dynasty Acquisition” refers to Dynasty Acquisition Co., Inc., a Delawarec