VSE CORP — fact timeline

VSE CORP amended revolving credit of $500.0 million at Term SOFR Rate plus 1.25%-2.25% or ABR plus 0.25%-1.25% maturing May 2, 2030.

“(ii) an upsize to the Company's existing senior secured revolving credit facility from $400.0 million to $500.0 million”

VSE CORP incurred term loan of $900.0 million at Term SOFR Rate plus 2.00% or ABR plus 1.00% maturing May 5, 2033.

“The First Amendment provides for, among other things, (i) a new senior secured term loan B facility in an aggregate principal amount of $900.0 million”

VSE CORP completed an acquisition involving GenNx360 PAG Buyer, LLC (Seller) for $2.025 billion (closed 2026-05-05).

“On May 5, 2026, pursuant to the Purchase Agreement, VSE acquired all of the capital stock of PAG HoldCo from the Seller for an up-front consideration equal to $2.025 billion”

VSE CORP amended First Amendment with Citizens Bank, N.A., as revolver administrative agent and collateral agent, and Royal Bank of Canada, as term loan B agent valued at $900.0 million (effective 2026-05-05).

“On May 5, 2026, the Company, as the borrower, and its domestic wholly owned subsidiaries, as guarantors (collectively, together with the Company, the “Loan Parties”), entered into a first amendment (the “First Amendment”) to its existing senior secured credit agreement, dated as of May 2, 2025 (as amended and restated, supplemented or otherwise modified, the “Credit Agreement”), with certain banks and financial institutions as lenders (the “Lenders”), Citizens Bank, N.A., as revolver administrative agent and collateral agent, and Royal Bank of Canada, as term loan B agent”

VSE CORP entered into Lock-Up Agreements with Seller (effective 2026-05-05).

“On May 5, 2026, in connection with the Closing, VSE and Seller entered into (i) a lock-up agreement covering the shares to be issued to Seller pursuant to the Exchange Agreement (the “Closing Lock-Up Agreement”) and (ii) a lock-up agreement covering any shares to be issued to Seller pursuant to the Purchase Agreement as an Earnout Payment (as defined herein) (the “Earnout Lock-Up Agreement””

VSE CORP entered into Registration Rights Agreement with Seller (effective 2026-05-05).

“On May 5, 2026, in connection with the Closing, VSE and Seller entered into a registration rights agreement (the “Registration Rights Agreement”)”

VSE CORP entered into Exchange Agreement with Rollover Purchaser and Seller (effective 2026-05-05).

“On May 5, 2026, in connection with the Closing, VSE, Rollover Purchaser and Seller entered into an exchange and redemption agreement (the “Exchange Agreement”)”

VSE CORP reported first quarter ended March 31, 2026 results: revenue $324.6 million, net income $29.1 million, EPS GAAP EPS (Diluted) of $1.04.

“distribution and repair services, announced today results for the first quarter 2026. FIRST QUARTER 2026 RESULTS (As compared to the First Quarter 2025) (1) ▪ Total Revenues of $324.6 million increased 26.8% ▪ GAAP Net Income of $29.1 million increased 108.0% ▪ GAAP EPS (Diluted) of $1.04 increased 55.2% ▪ Adjusted EBITDA (2) of $55.4 million increased 37.4% ▪”

VSE CORP entered into Underwriting Agreement with Jefferies LLC and RBC Capital Markets, LLC valued at 8,000,000 tangible equity units at $50.00 per Unit; underwriters also granted option to purchase up (effective 2026-02-02).

“On February 2, 2026, VSE Corporation (the “Company”) entered into an Underwriting Agreement (the “Underwriting Agreement”) with Jefferies LLC and RBC Capital Markets, LLC, acting as representatives of the several underwriters named therein (the “Underwriters”), pursuant to which the Company agreed to issue and sell (the “Offering”) 8,000,000 tangible equity units (the “Firm Units”) of the Company, at the stated amount of $50.00 per Unit (as defined below).”

VSE CORP entered into Underwriting Agreement with Jefferies LLC and RBC Capital Markets, LLC, acting as representatives of the several underwriters named therein valued at approximately $830.2 million (effective 2026-02-02).

“On February 2, 2026, VSE Corporation (the “Company”) entered into an Underwriting Agreement (the “Underwriting Agreement”) with Jefferies LLC and RBC Capital Markets, LLC, acting as representatives of the several underwriters named therein (the “Underwriters”), pursuant to which the Company agreed to issue and sell (the “Offering”) 3,989,362 shares (the “Firm Shares”) of the Company’s common stock, par value $0.05 per share (the “Common Stock”), at a price to the public of $188.00 per share.”

VSE CORP entered into Purchase Agreement with GenNx360 PAG Buyer, LLC valued at $2.025 billion (effective 2026-01-29).

“On January 29, 2026, VSE Corporation (“VSE” or the “Company”) entered into a stock purchase agreement (the “Purchase Agreement”) with VSE Mach HoldCo Acquisition Corp., a Delaware corporation and a direct, wholly-owned subsidiary of the Company (“Rollover Purchaser”), VSE Mach Acquisition Corp., a Delaware corporation and a direct, wholly-owned subsidiary of Rollover Purchaser (“Cash Purchaser”), GenNx/PAG IntermediateCo Inc., a Delaware corporation (“PAG HoldCo”), and GenNx360 PAG Buyer, LLC, a Delaware limited liability company (“Seller”), pursuant to which VSE will acquire all of the capital stock of PAG HoldCo, which is the parent company of PAG Holding Corp. (d/b/a Precision Aviation Group) (“PAG”), a portfolio company of GenNx360 Capital Partners (such acquisition, the “PAG Acquisition”).”

VSE CORP incurred revolving credit of $400.0 million with Citizens Bank, N.A. and certain other banks and financial institutions as lenders at Term SOFR Rate plus 1.75% or ABR plus 0.75%.

“The Credit Agreement provides for a senior secured term loan facility in an aggregate principal amount of $300.0 million (the “Term Facility”) and a senior secured revolving credit facility in an aggregate principal amount of $400.0 million (the “Revolving Facility””

VSE CORP incurred credit facility of $300.0 million with Citizens Bank, N.A. and certain other banks and financial institutions as lenders at Term SOFR Rate plus 1.75% or ABR plus 0.75% maturing May 2, 2030.

“The Credit Agreement provides for a senior secured term loan facility in an aggregate principal amount of $300.0 million (the “Term Facility”) and a senior secured revolving credit facility in an aggregate principal amount of $400.0 million (the “Revolving Facility””

Chad M. Wheeler resigned as Group President for Fleet Segment at VSE CORP.

“Chad M. Wheeler, Group President for the Company's Fleet Segment, notified the Company on February 29, 2024, of his decision to resign from his position as VSE’s Group President for the Fleet Segment, with an effective date to be set later in 2024.”

Tarang Sharma changed role as Interim Chief Financial Officer at VSE CORP.

“With Mr. Cohn’s appointment, Tarang Sharma will cease serving as Interim Chief Financial Officer effective as of September 3, 2024, and will continue in his role as Chief Accounting Officer.”

Adam Cohn was appointed as Chief Financial Officer at VSE CORP.

“On August 20, 2024, VSE Corporation (“VSE” or the “Company”) announced the appointment of Adam Cohn as its Chief Financial Officer, effective as of September 3, 2024.”

Tarang Sharma was appointed as Interim Chief Financial Officer at VSE CORP.

“appointed Tarang Sharma to serve as Interim Chief Financial Officer, effective May 27, 2024”

Stephen D. Griffin resigned as Senior Vice President and Chief Financial Officer at VSE CORP.

“Stephen D. Griffin, Senior Vice President and Chief Financial Officer of VSE Corporation (the “Company”), notified the Company of his decision to resign from his positions with the Company, effective May 29, 2024”

VSE CORP entered into Underwriting Agreement with Jefferies LLC, RBC Capital Markets, LLC and William Blair & Company, L.L.C., acting as representatives of the several underwriters named therein valued at approximately $162.1 million (effective 2024-05-14).

“On May 14, 2024, VSE Corporation (the “Company”) entered into an Underwriting Agreement (the “Underwriting Agreement”) with Jefferies LLC, RBC Capital Markets, LLC and William Blair & Company, L.L.C., acting as representatives of the several underwriters named therein (the “Underwriters”), pursuant to which the Company agreed to issue and sell (the “Offering”) 2,112,676 shares (the “Firm Shares”) of the Company’s common stock, par value $0.05 per share (the “Common Stock”), at a price to the public of $71.00 per share. The Company has also granted the Underwriters a 30-day option to purchase up to an additional 316,901 shares of Common Stock (the “Optional Shares” and, together with the Firm Shares, the “Shares”). On May 15, 2024, the Underwriters informed the Company of their exercise in full of the option to purchase the Optional Shares. The Offering is expected to close on May 17, 2024, subject to satisfaction of customary closing conditions. The Company estimates that the net proce”

Tarang Sharma was appointed as Interim Chief Financial Officer at VSE CORP.

“appointed Tarang Sharma to serve as Interim Chief Financial Officer, effective May 27, 2024”

Stephen D. Griffin resigned as Senior Vice President and Chief Financial Officer at VSE CORP.

“notified the Company of his decision to resign from his position with the Company, effective May 29, 2024”

VSE CORP reported first quarter ended March 31, 2024 results: revenue $241.5 million, net income $12.1 million, EPS $0.76.

“Total Revenues of $241.5 million increased 28.1% ▪ GAAP Net Income of $12.1 million increased 49.0% ▪ GAAP EPS (Diluted) of $0.76 increased 20.6%”

VSE CORP entered into Seventh Amendment to Fourth Amended and Restated Business Loan and Security Agreement with Citizens Bank, N.A. valued at Amendment provides flexibility for the Company to enter into certain accounts receivables factoring (effective 2024-04-23).

“On April 23, 2024, VSE Corporation (“VSE” or the “Company”) and a majority of its wholly owned subsidiaries, as borrowers, entered into that certain Seventh Amendment (the “Amendment”) to the Fourth Amended and Restated Business Loan and Security Agreement”

Chad M. Wheeler resigned as Group President for the Fleet Segment at VSE CORP.

“After more than thirty-two years of service to the Fleet Segment of the Company, on February 29, 2024, Chad M. Wheeler, the Company’s Group President for the Fleet Segment, gave notice that he will resign from his position as Group President with an effective date to be set later in 2024.”

Calvin Koonce retired as Director at VSE CORP.

“After thirty-two years of service as a director of the Company, on March 5, 2024, Calvin Koonce notified the Company of his intention to retire from the Company’s Board of Directors (the “Board”) and not to stand for re-election to the Board, effective at the conclusion of his term at the Company’s 2024 Annual Meeting of Stockholders on May 21, 2024.”

VSE CORP updated its fourth quarter and full year ended December 31, 2023 guidance (initiated).

“On February 29, 2024, VSE Corporation (the “Company”) issued a press release reporting its preliminary financial results for the fourth quarter and full year ended December 31, 2023.”

VSE CORP amended credit facility of from $177.5 million to $300.0 million with Citizens Bank, N.A. maturing October 7, 2026.

“an increase in the aggregate principal amount of the term loan (“Term loan”) from $177.5 million to $300.0 million and an extension of the maturity date of the Company’s Term Loan by one year to October 7, 2026”

VSE CORP amended Sixth Amendment with Citizens Bank, N.A. and certain other banks and financial institutions valued at $300.0 million (effective 2023-12-28).

“On December 28, 2023, VSE Corporation (“VSE” or the “Company”) and a majority of its wholly owned subsidiaries, as borrowers, entered into that certain Sixth Amendment (the “Amendment”) to the Fourth Amended and Restated Business Loan and Security Agreement, dated as of January 5, 2018 (as amended, restated or otherwise modified to date, the “Credit Agreement”) with Citizens Bank, N.A. and certain other banks and financial institutions from time to time party thereto (the “Lenders”) as lenders, and Citizens Bank, N.A., as administrative agent (as successor by merger to Citizens Bank of Pennsylvania ) (in such capacity, the “Administrative Agent”).”

VSE CORP reported financial results for the third quarter ended September 30, 2023.

“On November 1, 2023, the Company issued a press release reporting its financial results for the third quarter ended September 30, 2023.”

VSE CORP terminated Amendment and Termination to Membership Interest Purchase Agreement with ASG Operations, LLC valued at No termination fee; parties bear own costs (effective 2023-09-27).

“On September 27, 2023, the Company, the Seller, the Purchaser, and BCP entered into an Amendment and Termination to Membership Interest Purchase Agreement (the “Termination Agreement”), effective as of September 27, 2023, pursuant to which the parties mutually agreed to terminate the Purchase Agreement.”

VSE CORP reported the second quarter ended June 30, 2023 results: revenue $205.2 million, net income $10.1 million, EPS $0.78. Guidance raised.

“VSE Corporation Announces Second Quarter 2023 Results Record Revenue for Aviation and Fleet Segments Raising Full-Year Revenue Guidance and Maintaining Positive Second-Half Free Cash Flow ALEXANDRIA, VIRGINIA, July 26, 2023 - VSE Corporation (NASDAQ: VSEC, "VSE", or the "Company"), a leading provider of aftermarket distribution and maintenance, repair and overhaul ("MRO") services for air, land and sea transportation assets for commercial and government markets, announced today results for the second quarter 2023. SECOND QUARTER 2023 RESULTS 1 (As compared to the Second Quarter 2022; excludes discontinued operations of Federal & Defense segment) ▪ Total Revenues of $205.2 million increased 20.9% ▪ GAAP Net Income of $10.1 million increased 112.2% ▪ GAAP EPS (Diluted) of $0.78 increased 110.8% ▪ Adjusted EBITDA of $26.5 million increased 44.3% ▪ Adjusted Net Income of $10.6 million increased 58.7% ▪ Adjusted EPS (Diluted) of $0.82 increased 57.7%”

VSE CORP entered into Underwriting Agreement with RBC Capital Markets, LLC and William Blair & Company, L.L.C., acting as representatives of the several underwriters named therein valued at approximately $112.7 million (effective 2023-07-19).

“On July 19, 2023, VSE Corporation (the “Company”) entered into an Underwriting Agreement (the “Underwriting Agreement”) with RBC Capital Markets, LLC and William Blair & Company, L.L.C., acting as representatives of the several underwriters named therein (the “Underwriters”), pursuant to which the Company agreed to issue and sell (the “Offering”) 2,475,000 shares (the “Firm Shares”) of the Company’s common stock, par value $0.05 per share (the “Common Stock”), at a price to the public of $48.50 per share.”

VSE CORP reported the three and six months ended June 30, 2023 results: revenue approximately $203.0 million to $207.0 million and approximately $391.6 million to $395.6 million, respectively.

“• We currently estimate consolidated revenue for the three and six months ended June 30, 2023 of approximately $203.0 million to $207.0 million and approximately $391.6 million to $395.6 million, respectively.”

VSE CORP completed a disposition involving Loar Group Inc. for approximately $30 million (closed 2023-07-03).

“Concurrent with the closing of the Desser Acquisition, the Company sold Desser Aerospace’s propriety solutions businesses to Loar Group Inc. for cash consideration of approximately $30 million (the “Loar Sale”).”

VSE CORP completed an acquisition involving Desser Aerospace for approximately $124 million (closed 2023-07-03).

“being a wholly-owned subsidiary of VSE Aviation (the “Desser Acquisition”). VSE Aviation paid total cash consideration in connection with the Desser Acquisition of approximately $124 million, subject to certain customary post-closing adjustments. Concurrent with the closing of the Desser Acquisition, the Company sold Desser Aerospace’s propriety solutions businesses”

VSE CORP incurred term loan of $90.0 million with Citizens Bank, N.A. (as administrative agent) and certain other lenders.

“the extension of a new term loan in the aggregate principal amount of $90.0 million (the “New Term Loan”), which will mature on the same date as the Company’s existing term loans;”

VSE CORP amended Fifth Amendment with Citizens Bank, N.A. and certain other banks and financial institutions from time to time party thereto as lenders, and Citizens Bank, N.A., as administrative agent valued at aggregate principal amount of $90.0 million (effective 2023-07-03).

“On July 3, 2023, VSE Corporation (“VSE” or the “Company”) and a majority of its wholly owned subsidiaries, as borrowers, entered into that certain Fifth Amendment (the “Amendment”) to the Fourth Amended and Restated Business Loan and Security Agreement, dated as of January 5, 2018 (as amended, restated or otherwise modified to date, the “Credit Agreement”) with Citizens Bank, N.A. and certain other banks and financial institutions from time to time party thereto (the “Lenders”) as lenders, and Citizens Bank, N.A., as administrative agent (as successor by merger to Citizens Bank of Pennsylvania ) (in such capacity, the “Administrative Agent”). The Amendment, among other things, provides for the following: (i) the extension of a new term loan in the aggregate principal amount of $90.0 million (the “New Term Loan”), which will mature on the same date as the Company’s existing term loans”

VSE CORP shareholders approved Approval to amend and restate the Company’s 2006 Restricted Stock Plan, as amended, to increase the number of shares available for issuance under the Plan by 375,000 shares at the 2023-05-03 meeting.

“Proposal 4: Approval to Amend and Restate the Plan With respect to the vote to approve the amendment and restatement of the Company’s 2006 Restricted Stock Plan, as amended (the "Plan"), to increase the number of shares available for issuance under the Plan by 375,000 shares, the final voting results were as follows:”

VSE CORP shareholders approved Non-binding advisory vote to approve the Company's executive compensation at the 2023-05-03 meeting.

“Proposal 3: Non-Binding Advisory Vote on the Company's Executive Compensation With respect to the non-binding advisory vote to approve the Company's Executive Compensation, the final voting results were as follows:”

VSE CORP shareholders approved Ratification of Grant Thornton LLP as independent registered public accountant for the year ending December 31, 2023 at the 2023-05-03 meeting.

“Proposal 2: Ratification of Grant Thornton LLP as Independent Registered Public Accountant With respect to the vote on the ratification of the appointment of Grant Thornton LLP as our independent registered public accounting firm for the year ending December 31, 2023, the final voting results were as follows:”

VSE CORP shareholders approved Election of nine directors to serve for a one-year term until the Company's 2024 annual meeting of stockholders and until their successors are duly elected and qualified at the 2023-05-03 meeting.

“Proposal 1: Election of Directors With respect to the election of nine directors to serve for a one-year term until the Company's 2024 annual meeting of stockholders and until their successors are duly elected and qualified, the final voting results were as follows:”

VSE CORP entered into Agreement and Plan of Merger with Desser-Graham Partnership, L.P. (“Desser Aerospace”) valued at approximately $124 million (effective 2023-05-03).

“Under the terms of the Agreement and Plan of Merger, dated as of May 3, 2023 (the “Merger Agreement”), by and among VSE Aviation, Inc., a wholly-owned subsidiary of the Company (“VSE Aviation”), one of VSE Aviation’s wholly-owned subsidiaries (“Merger Sub”), Desser Aerospace, and Desser Holdings Partnership GP, LLC (“Representative”), Merger Sub will merge with and into Desser Aerospace resulting in Desser Aerospace being a wholly-owned subsidiary of VSE Aviation (the “Merger Transaction”). VSE Aviation will pay total cash consideration in connection with the Merger Transaction of approximately $124 million, subject to certain customary adjustments.”

VSE CORP entered into Purchase Agreement with ASG Operations, LLC, an affiliate of Bernhard Capital Partners valued at total cash consideration of up to $100 million (effective 2023-05-01).

“Under the terms of the membership interest purchase agreement, dated as of May 1, 2023 (the “Purchase Agreement”), between the Company, one of its wholly-owned subsidiaries, and ASG Operations, LLC, an affiliate of the Purchaser, the FDS Business is anticipated to be sold for a total cash consideration of up to $100 million (the “FDS Transaction”).”

VSE CORP reported the first quarter ended March 31, 2023 results: revenue $255.4 million, net income GAAP Net Income of $9.1 million, EPS GAAP EPS (Diluted) of $0.71. Guidance raised.

“for commercial and government markets, announced today results for the first quarter 2023. FIRST QUARTER 2023 RESULTS (As compared to the First Quarter 2022) ▪ Total Revenues of $255.4 million increased 10.5% ▪ GAAP Net Income of $9.1 million increased 46.0% ▪ GAAP EPS (Diluted) of $0.71 increased 44.9% ▪ Adjusted EBITDA of $26.3 million increased 18.5% ▪ Adjusted Net”

VSE CORP: Amended bylaws to decrease maximum number of directors from ten to nine, effective upon conclusion of director's term on May 3, 2023 (effective 2023-05-03).

“the Board approved an amendment to the Company’s Bylaws to decrease the maximum number of directors to serve on the Board from ten directors to nine directors (the “Bylaw Amendment”), effective at the conclusion of Mr. Lafond’s term at the Company’s 2023 Annual Meeting of Stockholders on May 3, 2023.”

James F. Lafond retired as Director at VSE CORP.

“On March 8, 2023, James F. Lafond, a director of VSE Corporation (the “Company”), notified the Company of his intention to retire from the Company’s Board of Directors (the “Board”) and not to stand for re-election to the Board, effective at the conclusion of his term at the Company’s 2023 Annual Meeting of Stockholders on May 3, 2023.”

VSE CORP reported the fiscal year ended December 31, 2022 results: revenue $949.8 million, net income $28.1 million, EPS $2.19.

“Total Revenues of $949.8 million increased 26% ▪ GAAP Net Income of $28.1 million increased 252% ▪ GAAP EPS (Diluted) of $2.19 increased 248%”

VSE CORP reported the fourth quarter ended December 31, 2022 results: revenue $234.3 million, net income $4.8 million, EPS $0.38.

“Total Revenues of $234.3 million increased 11% ▪ GAAP Net Income of $4.8 million decreased 22% ▪ GAAP EPS (Diluted) of $0.38 decreased 22%”