Karman Space & Defense Completes Acquisition of Seemann Composites and MSC, Increases Incremental Term Loan

HUNTINGTON BEACH, Calif.--(BUSINESS WIRE)--Feb 5, 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 (“DOW”) core mission priorities and the nation’s accelerating demand for access to space, announced the closing of its previously announced agreement to acquire Seemann Composites and MSC on February 3, 2026, creating a multi-domain leader in critical sub-systems for key space and defense programs.

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In connection with the transaction, the Company amended its credit agreement to increase its incremental term loan to $772 million. The Company used the proceeds from the amendment to fund the acquisition of Seemann and MSC and provide additional working capital and liquidity to the Company, while also reducing its interest rate by 75 basis points to SOFR plus 2.75%.

“We are delighted to welcome the talented employees of Seeman Composites and MSC to the Karman team where, together, we can deliver advanced solutions across all domains with greater speed, agility and scale than ever before,” said Tony Koblinski, chief executive officer. “As an all-domain solutions provider, Karman now offers unique, IP-enabled solutions for critical space and defense systems operating in extreme environments ranging from the high pressure of the deep ocean to the searing heat of atmospheric re-entry. Our expanded portfolio of intellectual property incorporating advanced metallics, energetics, composites and resins gives us the ability to design our solutions to customer requirements and produce at scale to support mission success.”

Karman expects the acquisitions to expand its 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 that as a result of the acquisitions it will maintain its position at the upper echelon of Adjusted EBITDA margins among defense technology companies.

Based on the acquisitions, Karman has established a fourth end market, “Maritime Defense Systems,” which will include revenue from Seemann, MSC and the Company’s ongoing maritime projects. Karman’s other end markets are Hypersonics and Strategic Missile Defense, Tactical Missiles and Integrated Defense Systems and Space & Launch. Sid Charbonnet, president of Seemann and MSC, has joined the Company’s leadership team.

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 DOW programs. The Seemann and MSC teams design, test, qualify and manufacture 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 vertically integrated platform, particularly in advanced materials, to better serve customers across its end markets.

The Company expects to complete the integration of Seeman and MSC by the end of 2026.

ABOUT KARMAN SPACE & DEFENSE

Karman Space & Defense is 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 and the nation’s accelerating demand for access to space. Building on nearly 50 years of success, we deliver Payload & Protection Systems, Hydro/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.

Non-GAAP Supplemental Information

Adjusted EBITDA refers to EBITDA plus, as applicable for each period, adjustments for certain items management believes are not indicative of ongoing operations. Adjusted EBITDA excludes non-cash share-based compensation expenses. Additionally, Adjusted EBITDA excludes certain nonrecurring costs that management excludes in contemplation of budget decisions and are not costs of operating the business, such as entity wide re-branding initiatives or acquisition integration costs, and lender and administrative agent fees associated with one-off amendments. Lastly, Adjusted EBITDA excludes other non-recurring costs including gains or losses from disposition of assets, non-cash impairment losses, non-recurring transaction expenses and other charges or gains that the Company believes are not part of the ongoing operations of its business. The resulting expense or benefit from these other non-recurring costs is inconsistent in amount and frequency.

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, unforeseen challenges in integrating the Seemann and MSC businesses into Karman and realizing the anticipated financial, operational and strategic benefits of the transaction; a significant portion of revenue from our existing and the newly acquired businesses 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 Acquires Seemann Composites and MSC

NEW YORK (AP) — Sharp drops hit Wall Street as technology stocks sank even more and bitcoin’s price plunged again to roughly half its record set in the fall. Several discouraging reports on the U.S. job market also knocked down yields in the bond market on Thursday. The S&P 500 fell 1.2% for its sixth loss in the seven days since it set an all-time high. The Dow Jones Industrial Average dropped 1.2%, and the Nasdaq composite sank 1.6%. Bitcoin fell below $65,000, while gold and silver prices resumed their sharp slides. Stock indexes also fell across much of Europe and Asia.

THIS IS A BREAKING NEWS UPDATE. AP’s earlier story follows below.

NEW YORK (AP) — More drops for technology stocks are yanking the U.S. market lower on Thursday, while bitcoin's price dropped by nearly half from its record set last fall. Yields are also sinking in the bond market following discouraging news on the U.S. job market.

The S&P 500 fell 1.1% and is heading toward its sixth loss in the seven days since it set an all-time high. The Dow Jones Industrial Average was down 483 points, or 1%, as of 2:45 p.m. Eastern time, and the Nasdaq composite was 1.3% lower.

Alphabet helped drag the market lower after falling 1.4%, even though the parent company of Google, YouTube and other businesses reported a stronger profit for the latest quarter than analysts expected. Investors focused instead on how much Alphabet is spending on artificial-intelligence technology and questioned whether it will all prove worth it.

Alphabet said its spending on equipment and other investments could double this year to roughly $180 billion. That blew past analysts’ expectations of less than $119 billion, according to FactSet.

In the bond market, Treasury yields sank after a report said the number of U.S. workers applying for unemployment benefits jumped last week by more than economists expected. That could be a signal that the pace of layoffs is accelerating.

Some economists suggested last week’s rise could be statistical noise, and the total number remains relatively low compared with history. But a separate report said that layoffs announced by U.S.-based employers surged last month. The 108,435 was the highest number for a month since October, according to global outplacement and executive coaching firm Challenger, Gray & Christmas.

For a January, it’s the worst since 2009.

A third report from the U.S. government said that employers were advertising the lowest number of job openings in December in more than five years.

Weakness in the job market could push the Federal Reserve to cut interest rates to support the economy, even if it also risks worsening inflation. Treasury yields fell across the board in response.

The yield on the 10-year Treasury sank to 4.20% from 4.29% late Wednesday. That's a notable move for the bond market.

The moves were even sharper in commodities markets.

Silver’s price dropped 9.1% in its latest wild swing since its record-breaking momentum suddenly halted last week.

Gold’s price fell 1.2% to settle at $4,889.50 per ounce. It’s been careening back and forth since roughly doubling in price over 12 months. It neared $5,600 last week and then fell below $4,500 on Monday.

Both gold and silver had been screaming higher as investors piled into places they thought would be safer amid worries about political turmoil, a U.S. stock market that critics called expensive and huge debt loads for governments worldwide. But nothing can keep rising at such extreme rates forever, and critics had been calling for a pullback.

Bitcoin, which is pitched as “digital gold,” also sank. It dropped toward $65,000, down from its record above $124,000 set in October.

The tumbling prices dragged down stocks of companies enmeshed in the crypto industry. Coinbase Global, the crypto trading platform, dropped 10.5%. Strategy, which has made a business of buying and holding bitcoin, tumbled 14.5%.

Outside of crypto, Qualcomm fell 8% even though the chip company topped analysts’ expectations for profit and revenue in the latest quarter. Its forecast for profit in the current quarter fell short of analysts’ expectations as an industrywide shortage of memory pushes some handset makers to cut back on orders.

Estee Lauder also topped Wall Street targets, and it raised some of its financial forecasts for the full fiscal year. But analysts said investors may have been expecting even more, as the company shepherds through its turnaround efforts and the punishing effects of tariffs. The New York cosmetic company’s shares sank 21.3%.

On the winning side of Wall Street were some companies that stand to benefit from big spending by Alphabet and other companies continuing the AI frenzy. Chip company Broadcom rose 1.8% and was the strongest force limiting the S&P 500’s losses.

McKesson jumped 18.1% for the biggest gain in the S&P 500 after reporting stronger profit and revenue for the latest quarter than analysts expected. The health care company also raised its forecasted range for profit this fiscal year.

In stock markets abroad, indexes fell across much of Europe and Asia.

London’s FTSE 100 fell 0.9% after the Bank of England held interest rates there steady. France’s CAC 40 fell 0.3%, and Germany’s DAX lost 0.5% after the European Central Bank likewise stood pat on interest rates.

South Korea’s Kospi tumbled 3.9% for one of the world’s biggest moves and dropped from its all-time high. Samsung Electronics dropped 5.8%, just two days after it had surged 11.4%.

AP Business Writers Matt Ott and Elaine Kurtenbach contributed.

Trader Robert FInnerty Jr. works on the floor of the New York Stock Exchange, Thursday, Feb. 5, 2026. (AP Photo/Richard Drew)

Trader Joseph Stevens, foreground, works with colleagues on the floor of the New York Stock Exchange, Tuesday, Feb. 3, 2026. (AP Photo/Richard Drew)

Currency traders watch monitors near a screen showing the Korea Composite Stock Price Index (KOSPI), top right, at the foreign exchange dealing room of the Hana Bank headquarters in Seoul, South Korea, Monday, Feb. 2, 2026. (AP Photo/Ahn Young-joon)

A currency traders watches monitors near a screen showing the Korea Composite Stock Price Index (KOSPI), left, at the foreign exchange dealing room of the Hana Bank headquarters in Seoul, South Korea, Monday, Feb. 2, 2026. (AP Photo/Ahn Young-joon)

A board above the trading floor of the New York Stock Exchange displays the closing number for the Dow Jones industrial average, Monday, Feb. 2, 2026. (AP Photo/Richard Drew)

Specialist Anthony Matesic works at his post on the floor of the New York Stock Exchange, Monday, Feb. 2, 2026. (AP Photo/Richard Drew)