Karman Space & Defense Expands into High-Priority Maritime Defense Market with Agreement to Acquire Seemann Composites and Materials Sciences, Leaders in Advanced Composite Systems for Submarine, UUV/USV and Strategic Naval Surface Platforms

HUNTINGTON BEACH, Calif.--(BUSINESS WIRE)--Jan 7, 2026--

Karman Space & Defense (“Karman”, “Karman Holdings, Inc.” or “the Company”) (NYSE: KRMN), a leader in the rapid design, development and production of critical, next-generation system solutions that align with the U.S. Department of War’s core mission priorities, today announced its entry into a definitive agreement to acquire Seemann Composites and MSC, leaders in specialty maritime defense technologies. Seemann and MSC’s core technologies for submarines and related amphibious platforms include (i) sonar, acoustic and signal mitigation solutions, (ii) subsea and surface propulsion systems, and (iii) missile and amphibious strategic launch products. The transaction is subject to customary closing conditions and regulatory approvals with Karman providing a total consideration of $220 million, consisting of $210 million in cash and approximately $10 million in Karman common shares.

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Seemann and MSC, based in Gulfport, Mississippi, and Horsham, Pennsylvania, respectively, have a combined 95 years in business and deliver mission-critical technologies and systems to the U.S. Navy, building on decades of proven performance across multiple high-priority U.S. Department of War (“DOW”) programs. The Seemann/MSC team designs, tests, qualifies and manufactures integrated advanced materials and acoustic coatings, along with propulsion systems, that enhance system-level performance for submarines, surface vessels and autonomous maritime platforms. With the engineering talent, demonstrated performance and scaled manufacturing capabilities required to take a product from concept to production and sustainment, Seemann and MSC strengthen Karman’s vertical integrated platform, particularly in advanced materials, to better serve customers across its end markets.

“Entering the strategic maritime defense market, which is a critical element of near-peer nation state deterrence, has been on our strategic roadmap for years,” said Tony Koblinski, Karman chief executive officer. “The acquisitions of Seemann and MSC represent the natural expansion of the Karman platform into a compelling new market that is poised for decades of sustained growth. With a proven track record of performance, deep expertise in advanced materials, and differentiated manufacturing capabilities, these innovative companies are a natural fit with Karman.”

“We look forward to leveraging the combined strength of the Karman, Seemann and MSC teams to continue delivering advanced technologies to the U.S. Navy and to other customers,” Koblinski added.

“We’ve known and respected the Karman team for nearly a decade, and we are thrilled to start this new chapter of our history as part of Karman,” said Sid Charbonnet, Seemann and MSC chief executive officer. “Seemann and MSC deliver specific capabilities in materials, design, testing and manufacturing, which will further enhance Karman’s impressive product lines and ability to rapidly and effectively address the near-peer nation state threats of today and tomorrow. The alignment of culture and capabilities with Karman provides a perfect fit for our team and will add value to our customers and to Karman’s shareholders.”

Seemann and MSC are pioneers in the advanced composites market, with unique engineering resources, proprietary materials and resin formulations and approximately 240,000 square feet of manufacturing space. These capabilities and capacity enable Seemann and MSC to meet the accelerating, multi-decade demand for new submarines, fleet sustainment and the development of emerging unmanned platforms through multiple programs of record, including Columbia, Virginia and Seawolf class submarines.

“As the second generation of family leadership at Seemann, I am extremely proud of what we have accomplished,” commented Will Seemann, Seemann and MSC chief financial officer. “None of this would have been possible without the strong foundation my father, Bill Seemann, established in 1987. Based on his vision for the company to become a critical supplier to the maritime industrial base, Seemann has built a strong, growing position in this high priority defense sector, which will add value and diversity to the Karman strategy. We are excited to continue our legacy of excellence through innovation as part of the Karman team.”

Karman expects the acquisition to expand Karman’s access to multi-decade, high priority, funded U.S. Navy programs and to be immediately accretive in 2026 to revenue growth, funded backlog, EBITDA, earnings per share and cash flow. Karman further anticipates the acquisition will maintain its position at the upper echelon of Adjusted EBITDA margins among defense technology companies. Concurrent with this transaction, management affirms its prior fiscal year 2025 revenue and adjusted EBITDA guidance issued on November 6, 2025.

Upon completion of the transaction, key members of the Seemann and MSC executive management teams will remain in leadership positions. The transaction is expected to close during the first quarter of Karman’s fiscal year 2026, subject to customary closing conditions and regulatory approvals. At close, Seemann and MSC will operate as wholly owned subsidiaries of Karman.

Conference Call and Presentation

In conjunction with this release, Karman will host a live conference call and audio webcast on January 21, 2026, at 1:30 PST/4:30 pm EST to discuss the transaction and the associated improvement to the Company’s fiscal year 2026 outlook. Tony Koblinski, chief executive officer, Mike Willis, chief financial officer, and Steven Gitlin, vice president of investor relations, will host the call.

Date: January 21, 2026

Time: 1:30 PM PST | 2:30 PM MST | 3:30 PM CST | 4:30 PM EST

Participant Dial-In: toll-free +1 (800) 715-9871 / international toll +1 (646) 307-1963

Conference ID: 3511013

Investors with Internet access may listen to the live audio webcast directly by clicking here or via the Investors section of the Karman Space & Defense, Inc. website, https://investors.karman-sd.com, under “News and Events.” Please allow 10 minutes prior to the call to download and install any necessary audio software.

Audio Replay Options

An audio replay of the event will be archived on the Investor Relations section of the Company’s website at https://investors.karman-sd.com. The audio replay will also be available via telephone from Wednesday, January 21, 2026, at approximately 7:00 p.m. Pacific Time through Wednesday, January 28, 2026, at 11:59 p.m. Pacific Time. Dial toll-free +1 (800) 770-2030 or international toll +1 (609) 800-9909 and use Playback ID: 3511013#.

ABOUT SEEMANN COMPOSITES AND MSC

Seemann Composites is a pioneer in the design and manufacture of high-performance composite solutions for military applications, with a primary focus on naval undersea and surface systems. Seemann acquired MSC in 2018 after more than two decades of collaborating to develop innovative composite solutions for U.S. military platforms. The combined team has continued to successfully develop and deploy new materials and products to support the United States warfighter. Headquartered in Gulfport, MS, the combined facilities span more than 240,000 square feet. MSC headquarters are in Horsham, PA with manufacturing operations in Greenville, SC and Huntsville, AL.

ABOUT KARMAN SPACE & DEFENSE

Karman Space & Defense is a leader in the rapid design, development and production of critical, next-generation system solutions for launch vehicles, satellites and spacecraft, missile defense, hypersonics and UAS customers. Building on nearly 50 years of success, we deliver Payload & Protection Systems, Aerodynamic Interstage Systems, and Propulsion & Launch Systems to more than 80 prime contractors supporting more than 130 space and defense programs. Karman is headquartered in Huntington Beach, CA, with multiple facilities across the United States. For more information, visit our website, www.karman-sd.com.

Safe Harbor Statement

This announcement may contain “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. We intend all forward-looking statements to be covered by the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements generally can be identified by the fact that they do not relate strictly to historical or current facts and by the use of forward-looking words such as “expect,” “expectation,” “believe,” “anticipate,” “may,” “could,” “intend,” “belief,” “plan,” “estimate,” “target,” “predict,” “likely,” “seek,” “project,” “model,” “ongoing,” “will,” “should,” “forecast,” “outlook” or similar terminology. These statements are based on and reflect our current expectations, estimates, assumptions and/ or projections, our perception of historical trends and current conditions, as well as other factors that we believe are appropriate and reasonable under the circumstances. Forward-looking statements are neither predictions nor guarantees of future events, circumstances or performance and are inherently subject to known and unknown risks, uncertainties and assumptions that could cause our actual results to differ materially from those indicated by those statements. There can be no assurance that our expectations, estimates, assumptions and/or projections, including with respect to the future earnings and performance or capital structure of Karman, will prove to be correct or that any of our expectations, estimates or projections will be achieved.

Numerous factors could cause our actual results and events to differ materially from those expressed or implied by forward-looking statements, including, without limitation, that the transaction described in this press release is subject to customary closing conditions and regulatory approvals and there is no assurance that such conditions will be satisfied and that such approvals will be obtained; we may face unforeseen challenges in integrating the Seemann and MSC businesses into Karman and realizing the anticipated operational and strategic benefits of the transaction; a significant portion of our revenue is generated from contracts with the United States military and U.S. military spending is dependent upon the U.S. defense budget; U.S. government contracts are subject to a competitive bidding process that can consume significant resources without generating any revenue; our business and operations expose us to numerous legal and regulatory requirements, and any violation of these requirements could materially adversely affect our business, results of operations, prospects and financial condition; our inability to adequately enforce and protect our intellectual property or defend against assertions of infringement could prevent or restrict our ability to compete; and we have in the past consummated acquisitions and intend to continue to pursue acquisitions, and our business may be adversely affected if we cannot consummate acquisitions on satisfactory terms, or if we cannot effectively integrate acquired operations. Readers and/or attendees are directed to the risk factors identified in the filings we make with the SEC from time to time, copies of which are available free of charge at the SEC’s website at www.sec.gov under Karman Holdings Inc.

The forward-looking statements included in this announcement are only made as of the date of this announcement. Factors or events that could cause our actual results to differ may emerge from time to time, and it is not possible for us to predict all of them. We may not actually achieve the plans, intentions or expectations disclosed in our forward-looking statements and you should not place undue reliance on our forward-looking statements. We undertake no obligation to publicly update or review any forward-looking statement, whether as a result of new information, future developments or otherwise, except as may be required by any applicable law.

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Karman Space & Defense Expands into Strategic Maritime Defense Market with Acquisition of Seemann Composites and Material Sciences; Supports Strategy of Delivering Advanced Systems for Next Gen Propulsion and Shielding Applications Supporting Highest Priority National Security Interests - from Deep Sea to Deep Space

MINNEAPOLIS (AP) — Federal officers have encountered opposition in nearly all of the cities targeted by President Donald Trump’s immigration enforcement campaign. But it was in Minnesota — a state in daily conflict with the Trump administration this year — that a 37-year-old woman was shot and killed by an immigration officer.

Trump has focused on several blue states in the divide-and-conquer campaign that has characterized his second term, and now he has turned to Minnesota, where the killing of George Floyd and the protests it sparked stained his first presidency.

Trump last month called the state’s Somali population “garbage” in the wake of a massive federal investigation into COVID-19 and medical aid fraud tied to organizations serving Somali immigrants, among others. The fraud cases led Minnesota's Democratic governor, Tim Walz — former Vice President Kamala Harris’ 2024 running mate — to announce this week he will not run for reelection.

In June, a Democratic state lawmaker and her husband were assassinated by a Trump supporter, although conservatives insist the gunman was actually a leftist working at Walz’s behest. On Sunday, the victims’ family begged Trump to take down a social media post echoing those conspiracy theories.

Amid that mounting tension, the Trump administration announced Tuesday that it was sending more than 2,000 federal officers to the Twin Cities of Minneapolis and St. Paul in what it claimed would be the biggest immigration enforcement operation in history.

The Immigration and Customs Enforcement officer who killed Renee Good during a protest Wednesday against the immigration raids opened fire just blocks from where, in 2020, a Minneapolis police officer killed George Floyd. The parallels were painful and frightening for many in the area, including Stephanie Abel, a 56-year-old Minneapolis nurse, who is keeping her gas tank full and cash handy in memory of the chaos that followed that slaying.

“I thought the federal government would realize that now is not the time to be toying with people,” Abel said. “What are they going to try to do to get Minneapolis to ignite?”

Floyd's death sparked the biggest protests of Trump’s first term. The president, who is still publicly bitter about the unrest, contends it should have been met with a stronger show of force.

That’s the approach Trump has adopted in his second term, trying to cow blue states by surging military and immigration agents into their cities and insisting that anyone who doesn’t comply with federal demands will face severe consequences.

Immigration operations that started last summer in liberal strongholds such as Chicago,Los Angeles and Portland also generated large protests. Good is at least the fifth person killed during ICE enforcement efforts.

On Thursday, Vice President JD Vance said Good's death was “a tragedy of her own making,” blamed “leftist ideology” and said the media had encouraged protests against Trump's immigration crackdown.

The Twin Cities operation is intertwined with a conservative effort to make Minnesota the poster child for government fraud. Though prosecutions for the fraudulent use of hundreds of millions of dollars of federal COVID-19 and health aid by social service groups began in the Biden administration, Trump and conservatives have seized on the scandal in recent weeks.

In November, Trump called Minnesota “a hub of fraudulent money laundering activity” after a report by a conservative news site, City Journal, claimed federal money was fraudulently flowing to the militant group al-Shabab. There has been little, if any, evidence, proving such a link. Nevertheless, the president said he would end Temporary Protected Status for Somalis in Minnesota.

The allegations got a new charge late last month when conservative influencer Nick Shirley posted an unconfirmed video claiming that day care centers in Minneapolis run by Somalis had fraudulently collected over $100 million in government aid.

Jamal Osman, a Somali immigrant and Minneapolis city councilman who lives just a few blocks from the location of the ICE shooting, said he and other prominent Somalis in the area have been swamped with angry calls and messages since Trump made his statements. The vitriol, he said, mainly comes from out of state.

“We have whole groups of people who've never been to Minnesota,” Osman said in an interview. “Minnesota is probably one of the nicest places to live. It's a beautiful area with very nice people and we blended in, it's all very nice. We don't really see bad things happening here normally.”

The Trump administration on Tuesday said is withholding funding for programs that support needy families with children, including day care funding, in five Democratic-led states over concerns about fraud. Joining Minnesota on the list were California, Colorado, Illinois and New York.

Minnesota’s place on a list of targeted blue states is not unexpected.

Under Walz, Minnesota has become something of a beacon for liberals as an example of a state that expanded the public safety net even as the nation swung to the right. Since Trump’s first election, the state has seen large increases in education spending, free school breakfasts and lunches, and improved protection of abortion rights.

Trump lost Minnesota by only 4 percentage points in 2024, making it significantly less liberal than California and New York. Still, it has been reliably Democratic throughout the Trump years, a rarity in the swingy upper Midwest.

The state’s political tilt reflects the size of the Twin Cities metro area and its robust population of college-educated liberals, which overwhelm the state's more conservative rural reaches.

It’s the sort of cleavage that has defined national politics during Trump's years in office.

“Minnesota is a microcosm of a lot of the tensions we have in our society,” said David Schultz, a political scientist at Hamline University in St. Paul. “We’re a country that’s hugely polarized, Democrats-Republicans, urban-rural.”

On Thursday, Minnesota was an ominous indicator of the damage those divisions can inflict. Minneapolis schools remained closed after immigration agents clashed with high school students at one campus on Wednesday. The state’s National Guard remained on standby at Walz’s directive.

Walz begged Trump to ease up, saying Minnesota's residents are “exhausted” by the president’s “relentless assault on Minnesota.”

“So please, just give us a break,” Walz said during a news conference Thursday. “And if it’s me, you’re already getting what you want, but leave my people alone. Leave our state alone.”

Riccardi reported from Denver. Associated Press reporters Giovanna Dell'Orto, Rebecca Santana and Tim Sullivan in Minneapolis contributed.

This story has been corrected to show George Floyd was not fatally shot.

Federal agents confront protesters outside the Bishop Henry Whipple Federal Building, Thursday, Jan. 8, 2026, in Minneapolis, Minn. (AP Photo/Tom Baker)

A makeshift memorial honoring the victim of a fatal shooting involving federal law enforcement agents is taped to a post near the site of the previous day's shooting, Thursday, Jan. 8, 2026, in Minneapolis, Minn. (AP Photo/Mike Householder)

Minnesota Gov. Tim Walz responds to questions from reporters regarding whether he will seek a third term during a press conference following an event on the state's new Paid Family and Medical Leave program, Tuesday, Jan. 6, 2026, in Minneapolis. (Kerem Yücel/Minnesota Public Radio via AP)