V2X Inc. Announces Significant Secondary Offering by Vertex Aerospace

On May 15, 2025, V2X, Inc. (NYSE: VVX), a prominent player in the global mission solutions sector, revealed a pivotal development in its stock market activities. Vertex Aerospace Holdco LLC ("Vertex Aerospace") is set to sell 2 million shares of V2X's common stock in a secondary offering. This move is anticipated to bolster Vertex Aerospace's liquidity while V2X itself will not partake in the sale, meaning it will not receive any proceeds from this transaction.

The secondary offering is scheduled to close on or about May 19, 2025, pending customary closing conditions, which typically include regulatory approvals and market conditions.

Vertex Aerospace has engaged RBC Capital Markets as the sole underwriter for this offering. Under the terms of the agreement, RBC Capital Markets retains the option to purchase an additional 300,000 shares from Vertex Aerospace. This provision allows for flexibility in the offering and may enhance the overall liquidity of V2X's stock depending on market demand.

The shares will be sold via various methods, including direct sales, transactions through agents or brokers, and negotiated transactions. Prices for the shares may fluctuate based on market conditions or may be fixed, reflecting the dynamic nature of the stock market.

Following the completion of this secondary offering, Vertex Aerospace will maintain a substantial ownership stake in V2X. Specifically, it will beneficially own approximately 12,167,286 shares, equating to around 38.4% of V2X's outstanding common stock. Should the underwriter fully exercise its option to purchase the additional shares, this ownership percentage would adjust slightly to approximately 37.4%.

This continued significant ownership underscores Vertex Aerospace's commitment to V2X, ensuring that it retains a major influence over the company's strategic direction and operational decisions.

The offering is conducted under a registration statement on Form S-3, which was previously declared effective by the Securities and Exchange Commission (SEC) on September 12, 2022. This regulatory compliance is critical as it ensures that potential investors have access to essential information about the offering and V2X itself.

Investors are encouraged to review the written prospectus associated with the offering to gain a comprehensive understanding of the investment opportunity. The prospectus, along with other relevant documents filed with the SEC, can be accessed for free through the SEC’s EDGAR database or may be requested directly from RBC Capital Markets.

The secondary offering by Vertex Aerospace marks a significant moment for V2X, Inc., reflecting the dynamic interplay between corporate financing and market strategies. As Vertex Aerospace continues to hold a substantial stake in V2X, the implications of this offering may extend beyond immediate liquidity, potentially influencing the company's strategic initiatives and market performance in the future. Investors and analysts will be keenly observing how this transaction unfolds and its impact on V2X's trajectory in the competitive landscape of global mission solutions.