CVU — what changed in the latest 10-Q

Text added vs the prior filing · source: 10-Q · 2026-05-15

• This Form 10-Q contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. When used in this Form 10-Q and …

• The forward-looking statements contained in this Form 10-Q speak only as of the date of this report. Except as required by applicable law, we undertake no obligation to update or revise any forward-looking statements to reflect subsequent events, changed circumstances, or changes in expectations.

• We are engaged in the contract production of structural aircraft assemblies for fixed wing aircraft and helicopters in both the commercial and defense markets. We also participate in the aerosystems sector through our production of reconnaissance pod structures and fuel panel systems. Within the glo…

• We produce custom assemblies pursuant to long-term contracts and customer purchase orders. Funded backlog consists of the aggregate funded value of remaining performance obligations under such contracts and purchase orders, excluding the portion previously included in operating revenues pursuant to …

• Backlog is not necessarily indicative of future revenues or the timing of such revenues. The realization of backlog depends on a number of factors, including program funding, customer requirements, and the continuation of the underlying programs. Backlog may also include amounts associated with opti…

Text removed vs the prior filing · source: 10-Q · 2025-11-14

• When used in this Form 10-Q and in future filings by us with the Securities and Exchange Commission (the “SEC”), the words or phrases “will likely result,” “management expects” or “we expect,” “will continue,” “is anticipated,” “estimated” or similar expressions are intended to identify “forward-loo…

• CPI Aero is a prime contractor to the U.S. Department of Defense as well as a Tier 1 subcontractor to some of the largest aerospace and defense contractors in the world. CPI Aero provides engineering, program management, supply chain management, assembly operations and MRO services to this global ne…

• On November 13, 2025, CPI Aerostructures, Inc. entered into a Sixteenth Amendment to its Credit Agreement with BankUnited, N.A. and the lenders party thereto. The amendment extended the maturity of the revolving credit facility to November 30, 2026, adjusted borrowing limits for future periods, waiv…

• Effective July 22, 2025, Pamela Levesque, a Company director, was appointed to the positions of Interim Chief Financial Officer and Secretary. Ms. Levesque will also serve as Interim Chief Financial Officer and Secretary of each of the Company’s wholly owned subsidiaries, Welding Metallurgy, Inc. an…

• We produce complex custom structural assemblies pursuant to long-term contracts and customer purchase orders. Funded backlog consists of aggregate funded values under such contracts and purchase orders, excluding the portion previously included in operating revenues pursuant to Accounting Standards …

Text added vs the prior filing · source: 10-Q · 2026-05-15

• Management conducted an evaluation of the effectiveness of internal control over financial reporting based on criteria established in Internal Control- Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”). Based on this evaluation, manag…

• There were no changes in our internal control over financial reporting during the quarter ended March 31, 2026 that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

• “Part I Item 1A - Risk Factors” of our Form 10-K for the year ended December 31, 2025, includes a discussion of significant factors known to us that could materially adversely affect our business, financial condition, or results of operations. There have been no material changes from the risk factor…

• During the fiscal quarter ended March 31, 2026, no director or officer adopted or terminated a Rule 10b5-1 trading arrangement or non-Rule 10b5-1 trading arrangement, as each term is defined in Item 408(a) of Regulation S-K.

Text removed vs the prior filing · source: 10-Q · 2025-11-14

• Under the supervision and with the participation of our Chief Executive Officer and Interim Chief Financial Officer, management evaluated the effectiveness of our disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) as of June 30, 2025. Based on that evaluati…

• During the second quarter, a Material Weakness was identified concerning the application of ASC-470 – Debt, more specifically as it relates to 470-10-45-11, that if a company is in violation of a debt covenant and it is probable that the borrower will not be able to comply with the covenant at measu…

• On August 19, 2025, the Company executed the Fifteenth Amendment, which revised the definition of EBITDA for covenant-calculation purposes by permitting add-backs for the six months ended June 30, 2025 due to the Boeing A-10 program adjustments. The Fifteenth Amendment also has customary terms and c…

• A material weakness is a deficiency, or a combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of the Company’s annual or interim consolidated financial statements will not be prevented or detected on a ti…

• The Company has begun to develop new controls designed to remediate the aforementioned material weakness pertaining to the application of ASC-470 – Debt which the Company implemented during the quarter ended September 30, 2025.

Text added vs the prior filing · source: 10-Q · 2026-05-15

• Management conducted an evaluation of the effectiveness of internal control over financial reporting based on criteria established in Internal Control- Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”). Based on this evaluation, manag…

• There were no changes in our internal control over financial reporting during the quarter ended March 31, 2026 that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

• “Part I Item 1A - Risk Factors” of our Form 10-K for the year ended December 31, 2025, includes a discussion of significant factors known to us that could materially adversely affect our business, financial condition, or results of operations. There have been no material changes from the risk factor…

• During the fiscal quarter ended March 31, 2026, no director or officer adopted or terminated a Rule 10b5-1 trading arrangement or non-Rule 10b5-1 trading arrangement, as each term is defined in Item 408(a) of Regulation S-K.

Text removed vs the prior filing · source: 10-Q · 2025-11-14

• Under the supervision and with the participation of our Chief Executive Officer and Interim Chief Financial Officer, management evaluated the effectiveness of our disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) as of June 30, 2025. Based on that evaluati…

• During the second quarter, a Material Weakness was identified concerning the application of ASC-470 – Debt, more specifically as it relates to 470-10-45-11, that if a company is in violation of a debt covenant and it is probable that the borrower will not be able to comply with the covenant at measu…

• On August 19, 2025, the Company executed the Fifteenth Amendment, which revised the definition of EBITDA for covenant-calculation purposes by permitting add-backs for the six months ended June 30, 2025 due to the Boeing A-10 program adjustments. The Fifteenth Amendment also has customary terms and c…

• A material weakness is a deficiency, or a combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of the Company’s annual or interim consolidated financial statements will not be prevented or detected on a ti…

• The Company has begun to develop new controls designed to remediate the aforementioned material weakness pertaining to the application of ASC-470 – Debt which the Company implemented during the quarter ended September 30, 2025.

Text added vs the prior filing · source: 10-Q · 2026-05-15

• During the fiscal quarter ended March 31, 2026, no director or officer adopted or terminated a Rule 10b5-1 trading arrangement or non-Rule 10b5-1 trading arrangement, as each term is defined in Item 408(a) of Regulation S-K.

Text removed vs the prior filing · source: 10-Q · 2025-11-14

• On November 13, 2025, the Company entered into the Sixteenth Amendment. The Sixteenth Amendment amended the Credit Agreement by extending the maturity date of the Revolving Credit Loans to November 30, 2026, and (ii) resetting the aggregate maximum principal amount of all Revolving Credit Loans to $…

• The Company paid a $39,725 fee to the Lenders in connection with the Sixteenth Amendment.

• The foregoing description is qualified in its entirety by reference to the Sixteenth Amendment, a copy of which is attached to this Form 10-Q as Exhibit 10.1 and incorporated herein by reference.

• During the three months ended September 30, 2025, none of our directors or officers (as defined in Rule 16a-1(f) of the Securities and Exchange Act of 1934) adopted or terminated any "Rule 10b5-1 trading arrangement" or "non-rule 10b5-1 trading arrangement" as each term is defined in Item 408(a) of …

• 10.1* Waiver and Sixteenth Amendment to Amended and Restated Credit Agreement, dated as of November 13, 2025, by and among CPI Aerostructures, Inc., BankUnited, N.A., and Dime Community Bank.

Text added vs the prior filing · source: 10-Q · 2026-05-15

• During the fiscal quarter ended March 31, 2026, no director or officer adopted or terminated a Rule 10b5-1 trading arrangement or non-Rule 10b5-1 trading arrangement, as each term is defined in Item 408(a) of Regulation S-K.

Text removed vs the prior filing · source: 10-Q · 2025-11-14

• On November 13, 2025, the Company entered into the Sixteenth Amendment. The Sixteenth Amendment amended the Credit Agreement by extending the maturity date of the Revolving Credit Loans to November 30, 2026, and (ii) resetting the aggregate maximum principal amount of all Revolving Credit Loans to $…

• The Company paid a $39,725 fee to the Lenders in connection with the Sixteenth Amendment.

• The foregoing description is qualified in its entirety by reference to the Sixteenth Amendment, a copy of which is attached to this Form 10-Q as Exhibit 10.1 and incorporated herein by reference.

• During the three months ended September 30, 2025, none of our directors or officers (as defined in Rule 16a-1(f) of the Securities and Exchange Act of 1934) adopted or terminated any "Rule 10b5-1 trading arrangement" or "non-rule 10b5-1 trading arrangement" as each term is defined in Item 408(a) of …

• 10.1* Waiver and Sixteenth Amendment to Amended and Restated Credit Agreement, dated as of November 13, 2025, by and among CPI Aerostructures, Inc., BankUnited, N.A., and Dime Community Bank.