Contract analysis

I. Executive Summary The purpose of this memorandum is to analyze the pro forma compliance of Whitmore Aerospace LLC ("WAL" or the "Borrower") with each of the three financial maintenance covenants contained in the $450,000,000 Senior Secured Revolving Credit Agreement dated as of January 30, 2026 (the "Credit Agreement"), based on FY2025 financial data for the fiscal year ending December 31, 2025. This analysis is i

II. Sources of Financial Data The financial data and assumptions underlying this pro forma compliance analysis are derived from the following sources: Audited Financial Statements. The consolidated financial statements of WAL for FY2025 (fiscal year ended December 31, 2025) serve as the primary source of financial data for this analysis. These financial statements were audited by Grayson Tidwell & Associates LLP, an

III. Summary of Financial Covenant Requirements The Credit Agreement contains three financial maintenance covenants, each of which must be satisfied as of the last day of each fiscal quarter (with testing occurring upon delivery of the quarterly or annual Compliance Certificate by the Borrower's Chief Financial Officer). The requirements of each covenant are summarized below. A. Maximum Total Leverage Ratio Covenant

IV. Pro Forma Total Leverage Ratio Analysis A. Calculation of Pro Forma Total Funded Debt New Facility Commitment Structure. The Credit Agreement provides for aggregate commitments of $450,000,000, structured as follows: (i) Revolving Credit Commitment: $400,000,000, available to the Borrower as revolving credit loans on a revolving basis through the Maturity Date (January 30, 2031), with mandatory repayment and rebo

V. Pro Forma Interest Coverage Ratio Analysis A. Estimation of Pro Forma Consolidated Interest Expense For purposes of the pro forma Interest Coverage Ratio analysis, Consolidated Interest Expense has been estimated based on the following assumptions: Assumed Average Drawn Balance. The analysis assumes an average drawn balance under the new facility of $350,000,000 during the measurement period. This is a conservativ

VI. Capital Expenditure Covenant Analysis A. FY2025 Actual Capital Expenditures Per the audited consolidated financial statements of WAL for FY2025, the Borrower and its Restricted Subsidiaries incurred aggregate capital expenditures of $38,200,000 during the fiscal year ended December 31, 2025. This figure includes all amounts capitalized under GAAP, including additions to property, plant, and equipment, leasehold i

VII. Sensitivity Analysis To assess the resilience of WAL's financial covenant compliance posture under adverse conditions, we have performed sensitivity analyses across several key variables, including drawn balance levels, SOFR rate movements, combined stress scenarios, and EBITDA declines. The results of each analysis are presented below. A. Leverage Ratio Sensitivity — Varying Drawn Balances The following table i

VIII. Incremental Facility / Accordion Considerations The Credit Agreement includes provisions permitting the Borrower to request incremental revolving credit commitments or incremental term loan commitments (the "Accordion") in an aggregate amount not to exceed $100,000,000. Any exercise of the Accordion is subject to the following conditions, among others: (a) Lender Consent. Each incremental commitment must be con

IX. Default Rate Implications The Credit Agreement provides that upon the occurrence and during the continuance of an Event of Default, interest on all outstanding obligations shall accrue at the "Default Rate," which is defined as the otherwise applicable interest rate plus an additional 200 basis points (2.00%). At the current SOFR rate of 4.60% and the applicable margin of 350 basis points, the default rate would

X. Key Assumptions and Qualifications The pro forma financial covenant compliance analysis set forth in this memorandum is subject to the following assumptions and qualifications:

1. Source Data. All financial data is derived from WAL's FY2025 consolidated audited financial statements (audited by Grayson Tidwell & Associates LLP, McLean, Virginia; engagement partner Catherine Llewellyn, CPA) and management representations provided by Sandra Petrova, Chief Financial Officer of WAL. This firm has not independently verified the financial data and has relied upon the accuracy and completeness of s

2. EBITDA Definition Reconciliation. The terms "Adjusted EBITDA" (as computed by WAL management) and "Consolidated EBITDA" (as defined in the Credit Agreement) may differ based on the specific add-back and exclusion categories set forth in the Credit Agreement's definitional provisions. The $138,000,000 figure used herein represents the Adjusted EBITDA as reported by management and is subject to final reconciliation

3. Pro Forma Funded Debt. The pro forma Total Funded Debt of $450,000,000 assumes that the Existing Facility (estimated payoff of $169,312,500) is fully retired contemporaneously with the initial draw under the Credit Agreement and that no other material funded debt of the Borrower or any Subsidiary Guarantor exists outside the Credit Agreement. This assumption is based on management representations and has not been

4. Interest Expense Estimates. Interest expense estimates are approximations based on assumed average drawn balances and the prevailing SOFR rate as of the date of this analysis. Actual Consolidated Interest Expense will vary based on actual utilization patterns, borrowing dates, applicable SOFR rates on each interest determination date, actual letter of credit utilization, and other variable factors. The estimates p

5. No Compliance Certificate. This analysis does not constitute a Compliance Certificate within the meaning of the Credit Agreement. The formal Compliance Certificate, which must be delivered quarterly by WAL's Chief Financial Officer pursuant to the reporting covenants of the Credit Agreement, will contain the definitive calculations of each financial covenant ratio based on actual financial results for the applicab

6. Capital Expenditure Classification. Capital expenditure figures are sourced from the audited financial statements and are subject to GAAP classification requirements. This analysis does not independently assess whether any particular expenditure has been correctly classified as a capital expenditure or an operating expense for purposes of the Credit Agreement's capital expenditure covenant.

7. SOFR Floor. The SOFR floor of 0.00% specified in the Credit Agreement is not material at current SOFR rate levels (approximately 4.60%) but would become relevant in a near-zero or negative rate environment, establishing a minimum effective SOFR rate of 0.00% for interest calculation purposes.

XI. Conclusions and Recommendations Based on the analysis presented in this memorandum, WAL is in full pro forma compliance with all three financial maintenance covenants under the Credit Agreement as of December 31, 2025, with meaningful headroom on each covenant: • Maximum Total Leverage Ratio: Pro forma ratio of approximately 3.26x versus a covenant maximum of 3.75x, providing headroom of 0.49x (equivalent to appr

1. Leverage Ratio Monitoring. The Total Leverage Ratio is the tightest of the three financial covenants and represents the binding constraint on the Borrower's financial flexibility. The engagement team should monitor quarterly EBITDA trends and actual drawn balance levels closely to ensure continued compliance, particularly in the event of any deterioration in the Borrower's operating performance or increases in fac

2. Accordion Exercise. Any future exercise of the Accordion should be preceded by an updated compliance analysis to confirm pro forma compliance with all financial covenants. At current EBITDA levels, the maximum pro forma compliant Accordion draw is approximately $67,500,000 (out of $100,000,000 of contractual capacity). The Borrower should be advised of this limitation.

3. Solvency Certificate Consistency. The engagement team should recommend that the Solvency Certificate to be executed by Sandra Petrova, Chief Financial Officer of WAL, at the signing of the Credit Agreement on January 30, 2026, reference the pro forma financial figures presented in this memorandum for consistency and internal alignment. Specifically, the Solvency Certificate should reflect total funded debt of $450

4. First Compliance Certificate. The first formal quarterly Compliance Certificate under the Credit Agreement will be due for the fiscal quarter ending March 31, 2026, to be delivered within 45 days following the end of such fiscal quarter (i.e., no later than May 15, 2026). The engagement team should coordinate with WAL's finance team in advance to ensure timely preparation and delivery.

5. Interest Rate Hedging. Given that the interest coverage ratio is sensitive to SOFR movements — particularly at higher utilization levels — the engagement team may wish to discuss with the Borrower whether interest rate hedging arrangements (e.g., SOFR interest rate swaps or caps) would be advisable to mitigate rate risk and protect covenant compliance over the term of the facility.

XII. Appendices Appendix A — Syndicate Allocation Summary The following table sets forth the commitment allocations among the Lenders under the Credit Agreement: Prescott National Bank, N.A. holds the largest commitment at 30.0% of the facility and serves in multiple agency capacities, including as Administrative Agent, Collateral Agent, and Swingline Lender. The two Co-Syndication Agents — Harborview Trust Company a