VSE CORP 8-K

What Happened

• VSE Corporation announced on Feb 2, 2026 (8-K filed Feb 4, 2026) that it entered an Underwriting Agreement with Jefferies LLC and RBC Capital Markets, LLC to sell 3,989,362 firm shares of common stock at $188.00 per share and granted a 30‑day option for an additional 598,404 shares. The underwriters exercised that option in full on Feb 3, 2026, bringing the total offering to 4,587,766 shares and closing on Feb 4, 2026. VSE estimates net proceeds of approximately $830.2 million (after underwriting discounts and commissions, before expenses).

Key Details

• Shares offered: 3,989,362 firm shares + 598,404 option shares = 4,587,766 total.
• Offer price: $188.00 per share; estimated net proceeds ≈ $830.2 million.
• Use of proceeds: to fund a portion of the cash consideration for VSE’s previously announced acquisition of PAG HoldCo (Precision Aviation Group); pending that use, proceeds may be used for general corporate purposes or to repay borrowings.
• Other terms: customary underwriting agreements, 60‑day lock-up agreements for VSE’s officers and directors; offering made under an effective Form S-3 registration statement.

Why It Matters

• The offering provides VSE with a large cash infusion intended to fund its acquisition of Precision Aviation Group, which could materially affect the company’s size and operations if completed. For investors, the equity issuance dilutes existing shareholders but strengthens VSE’s available cash to complete the deal or reduce debt; lock-up agreements temporarily limit insider share sales for 60 days.