CAE

Good day, ladies and gentlemen, and welcome to the CAE's fourth quarter and full year 2026 financial results and conference call. As a reminder, all participants are in listen only mode and the conference is being recorded. After the presentation, there will be an opportunity for analysts to ask questions. I would now like to turn the conference over to Mr. Andrew Arnovitz. Please go ahead, Mr. Arnovitz.

Good morning, everyone, and thank you for joining us today. Before we begin, I'd like to remind you that today's remarks, including management's outlook for fiscal year 2027, our long-term fiscal 2030 financial targets, and answers to questions contain forward-looking statements. These forward-looking statements represent our expectations as of today, May 22nd, 2026, and accordingly are subject to change. Such statements are based on assumptions that may not materialize and are subject to risks and uncertainties. Actual results may differ materially, and listeners are cautioned not to place undue reliance on these forward-looking statements. The fiscal 2030 targets in particular are subject to greater degree of uncertainty given the longer time horizon. These targets represent management's current view of the company's long-term trajectory and are meant to assist analysts and shareholders in forming their respective views on our strategy and in measuring progress toward our transformation objectives.

They are based on the assumptions set out in our press release issued yesterday and are subject to the risks described therein. A description of the material risks, factors, and assumptions that may affect future results is contained in our press release issued yesterday and in CAE's annual MD&A, both available on our corporate website and on our filings with the Canadian Securities Administrators on SEDAR+ and the U.S. Securities and Exchange Commission on EDGAR. On the call with me this morning are Calin Rovinescu, Executive Chairman, Matthew Bromberg, CAE's President and Chief Executive Officer, and Ryan McLeod, our Chief Financial Officer. After formal remarks, we'll open the call to questions from financial analysts. Let me now turn the call over to Calin.

Good morning, everyone. Before turning it over to Matt, I would like to briefly share a few observations. As all of you know, we have just finished the first fiscal year following Matt's appointment as CEO and mine as Executive Chairman. It has been a very busy year, full of change and renewal for this organization. In addition to a new Chair and new CEO, we also have new Heads in each of our Civil and Defence businesses, a new Head of Operations, and a new Head of Flightscape. We've also simplified reporting structures for greater accountability. The Board recently met with Matt and the leadership team for a detailed review of the company's five-year strategic plan and transformation plan targets.

We carefully assessed CAE's strengths and opportunities for the future and have now set specific plans and detailed financial targets for the longer term as we promised the market we would, which were announced today and which Matt will review with you shortly. I would characterize this work as rigorous and ambitious, yet grounded in a high level of operational and financial detail. More importantly, it's also actionable with clearly defined initiatives, accountabilities, and timelines. CAE's long-term growth prospects remain strong despite some challenges. Our civil business continues to benefit from durable fundamentals with aviation training solutions representing an essential component of a secular growth market. Commercial aircraft and business jet OEMs have backlogs that extend beyond several years of deliveries. As we've previously stated, this segment is also underpinned by global regulatory requirements mandating recurrent training on each aircraft type, providing a recurring demand base.

Additional growth is driven by the ongoing need to train pilots due to fleet expansion and retirements, as well as transition training for pilots moving between platforms. The ongoing conflict in the Middle East and its impact on fuel supply and prices has created disruptions for our business, as well as for the broader aviation business. Of course, we are monitoring developments closely and will continue to make short-term adjustments to help mitigate this impact as required. As Ryan will outline, this has had an impact on our fiscal 2026 results and will continue to affect the first half of fiscal 2027. Our D&S business is at the front end of an upcycle driven by rising defence budgets across NATO and Allied Nations, many of which are now targeting spending levels approaching 5% of GDP.

In Canada, the government has articulated an ambition to reach that level by 2035, representing a generational investment opportunity. This environment creates a significant opportunity for CAE to continue evolving as an international defence leader, leveraging our technology, domain expertise, and global network. Heightened geopolitical tensions, modernization imperatives, and a global shortage of uniformed personnel are driving sustained demand for training, simulation, and mission rehearsal solutions, all core competencies of CAE. As Canada's largest publicly traded defence contractor, CAE is well-positioned to play a meaningful role alongside domestic and international partners in the defence area. We expect fiscal 2027 to be a year of execution and delivery of the various components of our detailed transformation plan, prioritizing core assets and competencies, operational excellence, capital allocation, and improved investment outcomes.

The focus now is all about execution, balancing growth with improved efficiency, discipline, and returns as we position the company for stronger performance, higher margins, improved free cash flow, and sustained value creation over our outlook period. Matt, over to you.

Thank you, Calin, and good morning, everyone. We delivered solid performance in fiscal 2026. Overall, strong Defence revenue and profit was tempered by a soft Civil market. In particular, events in the Middle East were challenging in Q4. Stepping back, after nine months as CEO, I am further resolved by the opportunity CAE presents. The company operates in two markets, both with strong secular tailwinds. We have industry-leading technologies and an entrepreneurial customer-centric team. At the same time, through the transformation plan, we are starting to unlock higher performance with internally driven actions that will focus our portfolio on opportunities where we can differentiate and win, sharpen our capital allocation to drive higher returns, and drive a performance culture to improve margins and free cash flow. Today, I'll provide an update on the Civil and Defence segments, as well as on our transformation plan and new long-term financial targets.

We continue to make meaningful progress aligning our organization around end markets, operationalizing the transformation plan, and positioning the company to capture long-term growth. We are working through many demanding transformation actions organized along eight key work streams that support our objectives. These work streams will generate CAD 125 million-CAD 150 million of structural cost reduction by 2030. This is hard work, but the team is energized with the prospects of a stronger CAE. This year, 2027, is a reset year. First, given the soft market of last year, we enter 2027 with a lighter order backlog of civil full flight simulators. Secondly, the Middle East conflict is having a month-by-month impact on our bookings and sales.

Additionally, the network rationalization that we launched last quarter is proceeding, and while we are working closely with customers to retain their business, we expect some stranded cost and attrition as we consolidate sites and rationalize capacity. Finally, we are increasing investments on key internal systems, including simplifying our ERP from five separate systems to two and modernizing our factory. At the same time, we are not assuming any benefit from government R&D programs. Our latest federal funding program recently came to an end, and we decided to pause future programs while we work with the government to align a structure that will advance Canada's Defence Industrial Strategy, further elevate civil aviation, and enhance CAE's capital discipline and flexibility. Looking past this reset year, both businesses remain strong and will work to mitigate some of the referenced disruptions.

We know the actions being taken are necessary to reposition CAE for balanced, profitable growth. Shifting to the team. During the quarter, we announced several important leadership appointments that strengthen the team responsible for executing the transformation and advancing our strategy. Ryan McLeod joined CAE as Chief Financial Officer. Ryan brings significant external experience to CAE's financial organization and is rapidly coming up to speed. Pascal Grenier was appointed President, Defence and Security. Pascal's role centralizes three defence strategies and efforts into a single team that will leverage our unique local presence and our strong technology core. Finally, our Transformation Program Management Office is fully staffed and operating at a rigorous cadence to drive alignment, accountability, and progress. Over the past year, with these final leadership changes, we have simplified CAE, reducing the previous seven president position staffs and organizations to two.

This aligns our talent and organizations around our two customer segments. Additionally, efforts continue to streamline the company and reduce spans and layers. This will further drive performance as we execute our transformation and grow. Now let's look at the business developments during the quarter. Starting with Civil. Demand in the Civil segment is supported by structural growth in global air travel, fleet expansion, and training demand. Civil is a fantastic business, and we are the market leader across commercial and business aviation product and training services. We know that air travel has consistently grown faster than GDP, and one of the core initiatives of our transformation is to streamline our operations to drive structural improvements and returns. In Civil, for fiscal 2026, we delivered modest revenue growth helped by the successful integration of our SIMCOM acquisition.

Our full-year book-to-sales ratio was 0.96, with lower product order intake weighing on our expectations for fiscal 2027. Civil profitability was negatively impacted by a number of factors, including training market headwinds and volatility in the Middle East. Ryan will provide additional details around the items influencing our Q4 results and fiscal year 2027 outlook. This year we marked an important milestone with the FAA and EASA qualification of the world's first Boeing 777-9 full flight simulator. This represents yet another example of CAE innovation and, more importantly, trust and collaboration with the Boeing company, and it reinforces CAE's position at the forefront of next-generation simulator development. Based on Boeing's order book for the 777X, this represents a meaningful pipeline of opportunities for civil aviation over the next decade in a market where CAE is the established leader.

We also expanded our partnership with InterGlobe, the parent of IndiGo Airlines, to grow our training network in India with the inauguration of our fourth advanced pilot training center located in Mumbai. Our joint venture services multiple airlines in India, which is one of the fastest-growing aviation markets globally and already the third-largest domestic market, with passenger volumes approaching 240 million annually. Our partnership with InterGlobe positions us well to meet that demand and support the next phase of growth in the Indian market. In the Business Aviation segment, we signed a long-term training services agreement with BOND, a new private jet fractional operator. This agreement aligns CAE with a high-growth segment of the business aviation market where training demand is recurring and predictable. BOND's fleet will be comprised of super midsize and ultra-long-range aircraft, which is well-suited to CAE's global training network and capabilities.

Despite CAE's world-class platform, our utilization, performance, and returns have been below expectations. This underscores the need to have a nimble, right-sized training network. As discussed last quarter, we will rationalize the training network, and we set the following objectives. We're going to remove approximately 10% of our commercial full flight simulators. We will relocate and optimize more than a dozen additional full flight simulators to facilities where they can be better utilized. Finally, we will close between four and six of our training centers after all this activity is done. To-date, we have already retired five devices and closed one training center. Across the remainder of fiscal year 2027, we expect to retire 8 to 10 additional devices, remove over 300,000 sq ft from our global footprint, and continue to look for opportunities to close additional centers.

These actions will better align the Civil business with anticipated demand over the long term. These initiatives will drive structural improvements in our profitability, cash flow, and returns on invested capital through greater efficiency, stronger asset utilization, and a more disciplined operating framework. Now let's turn to our Defence business. We delivered another strong quarter across the board, with revenues growing 6% in Q4 and 9% for FY 2026. A positive demand backdrop drove our book-to-sales north of 1.11x in Q4. Additionally, alongside solid growth metrics, the team realized another quarter of year-over-year adjusted segment operating income expansion to 10.2% as programmatic and operational improvements continue and the business benefits from program timing and mix. Overall, very solid results from the Defence team in the quarter and for the year, with further progress anticipated in FY 2027 and beyond.

Looking more broadly at the strategic context for defence, we are seeing sustained increases in defence spending driven by readiness, modernization, and evolving mission requirements, and this is creating a significant opportunity for CAE. We are also seeing a robust pipeline of opportunities that is multiple times our current defence backlog, including several programs with potential contract values in excess of CAD 1 billion in Canada and across NATO. In Canada, the federal government has committed approximately CAD 82 billion to defence spending over the next 5 years, with a long-term ambition to reach roughly 5% of GDP by 2035. Training and mission rehearsal accounts for approximately 10% of this expenditure. While that includes infrastructure and organic spending that is not addressable, it represents a large market opportunity for CAE. This is reinforced by Canada's Defence Industrial Strategy, which the Prime Minister announced at our Montreal headquarters.

There's a clear shift towards bolstering sovereign capabilities, reinforcing Canada's industrial base, and fostering long-term partnerships. We are continuing to work closely with the government of Canada to expand and create new Canadian franchise programs such as the Future Aircrew Training Program, the Future Fighter Lead-In Training Program, and the Future Canadian Submarine Program. As a proud and homegrown Canadian training, mission readiness, and simulation leader, we are uniquely positioned to support Canada's defence modernization and mission readiness mandate. Our strategy for defence is focused on scalable, repeatable growth. First, we are deepening our relationship with OEMs and platform providers to embed training and simulation capabilities directly into platform offerings. This positions CAE earlier in the program lifecycle and strengthens our role across long-term program execution and sustainment. We have already begun advancing the strategy through relationships with leading operators and OEMs, including Saab.

Additionally, during the quarter, we announced a team agreement with TKMS to pursue the Canadian Patrol Submarine Project, reinforcing CAE's role as a trusted partner to both global OEMs and national customers. This partnership brings together two world-class companies, TKMS and CAE. Together, we would support a sovereign in-country training and simulation solution for the Royal Canadian Navy. This partnership not only supports Canada's submarine ambitions but also positions CAE to support TKMS international customers in both submarine and maritime pursuits. We hope to expand these partnerships over time. We also have an established track record of successful collaboration with OEMs, including the International Flight Training School, or IFTS, in Sardinia, Italy, developed in partnership with Leonardo. IFTS combines advanced simulation technologies with live flight training to deliver world-class pilot instruction and operational readiness.

Over the last four years, IFTS has delivered over 44,000 flight and synthetic training hours to over 15 nations. Establishing a leadership position in the market necessitates world-class leadership. That's why our Defence business will be integrated across the globe with a centralized team for business development and engineering solutions. This simplifies our structure, reduces duplication, improves execution, reduces spans and layers, and will drive SG&A savings. Additionally, the Defence team is also looking to rationalize its footprint where possible and focus on growth franchise. This is evidenced by our decision to exit our Broken Arrow facility, which is in Oklahoma. Shifting to the portfolio, on May 11th, we announced that we are exploring strategic alternatives for Flightscape. This action reflects early momentum in building a more focused portfolio.

While Flightscape is a high-quality business with a world-class platform, it sits outside our core, and we believe it can better realize its full potential outside of CAE. Advisors have been engaged, and the process is underway. Flightscape represents 4%-5% of our revenues and the bulk of the 8% announced in April. Of the 8% announced in April revenue that we identified as non-core, the majority sits within our Civil business. Looking internally, we are identifying opportunities to insert artificial intelligence and automation to improve efficiency and customer experience. One example recently deployed in our Civil business is leveraging AI to reduce the time it takes to complete technical resolution of certain issues within our full flight simulator network related to customer simulator issues and integration of software and hardware. We've reduced the execution time from hours to minutes.

We'll execute initiatives like this and other key actions over the next 18 months. Overall, these actions demonstrate clear progress against our strategy. We are aligning leadership to execute the transformation, sharpening the portfolio, expanding in attractive growth markets, deepening OEM and customer partnerships, and leveraging our technology leadership and network to drive higher performance and long-term value. Underlying this growth and transformation is a necessary evolution of CAE's culture to reinforce accountability, operational excellence, and continuous improvement across the organization. Looking forward, I will be personally spending a significant amount of my time on embedding a more disciplined, performance-oriented operating model across the company, because I believe this cultural evolution is critical to the long-term success of our transformation and growth of our franchise. Over the last decade, we have fallen short of investor expectations too often.

Going forward, our objective is to build a company that consistently delivers on its commitments and is recognized as a reliable compounder of long-term shareholder value. At its core, this means strengthening CAE's culture as a disciplined steward of shareholder capital with a clear focus on accountability, execution, profitability, cash generation, and returns. Starting in fiscal 2027, we are moving forward to a more disciplined and aligned executive incentive structure, which is centered on free cash flow, operating margin and operating margin expansion, returns on invested capital, and EPS growth. This is expected to help align every leader and employee around the priorities driving our transformation and shareholder value. The announced update to our free cash flow definition is an important example of this progression. We believe capital expenditures should be valued with a consistent lens, regardless of whether they are categorized as growth or maintenance.

Both represent real uses of cash. By incorporating total CapEx into our free cash flow framework, standardizing how we measure simulator utilization and asset performance, and increasing focus on a free cash flow conversion and returns on invested capital, we are reinforcing capital discipline and improving visibility into the underlying drivers of performance across the business. As we continue this evolution, we remain committed to preserving the customer focus, entrepreneurial mindset, and cultural innovation that have defined CAE for nearly 80 years. With that, I will turn it over to Ryan to discuss the Q4 2026 financials and our fiscal 2027 outlook in more depth. When Ryan has concluded his remarks, I'll discuss CAE's transformation plan and the new fiscal 2030 financial targets. Ryan, over to you.

Thank you, Matt, and good morning, everyone. Before I get into the results for the quarter and our outlook, I would like to start with some initial observations from my first months at CAE and take a moment to thank Constantino Malatesta for his partnership and support during the transition. This is a business with strong market positions, a high-quality installed base, and clear opportunities to improve performance through more disciplined capital allocation and execution. My immediate focus has been on learning the business with a view to driving the transformation priorities, including strengthening capital rigor, improving margins and returns, and ensuring we are allocating capital to the highest value opportunities across the portfolio. In addition, activities are underway to strengthen our financial planning and analysis capabilities to improve visibility, tighten forecasting, and support more disciplined execution across the business.

In parallel, we're planning and executing systems and process modernization initiatives to drive greater efficiency, integration, and scalability across the organization. From a capital allocation standpoint, our priorities are clear. First, we're committed to maintaining an investment-grade balance sheet. We ended the year with net debt of CAD 2.7 billion and a net debt-to-adjusted EBITDA ratio of 2.29x. We are well-positioned to execute on our transformation plans, support the growth of the business, and maintain our investment-grade rating. Second, we're embedding a more disciplined, returns-based framework across the organization. All investment decisions will be evaluated through a return on invested capital lens with a clear focus on prioritizing the highest risk-adjusted returns. Third, we are funding the transformation plan while maintaining balance sheet strength. The transformation is targeting total one-time costs between CAD 200 million and CAD 250 million, of which approximately CAD 100 million is non-cash.

We incurred CAD 84 million of expenses in fiscal 2026, of which CAD 59 million was non-cash charges. The majority of the remaining expenses are expected to be incurred in fiscal 2027. Importantly, this is an intentional, time-bound transformation program designed to improve the structural performance of the business, which we are anticipating will yield CAD 125 million-CAD 150 million of run-rate savings by fiscal 2030. As we execute on our transformation plan, the targeted improvement in earnings and cash generation will provide flexibility to return capital to shareholders, while also investing in high-return opportunities to drive growth in the business. As Matt discussed, our transition to a more conventional definition of free cash flow reflects the cash we generate from operations, less all capital and intangible investments, whether for maintenance or growth with no exclusions, plus any cash we invest in or receive back from our joint ventures.

This will provide greater transparency, both inside CAE and to our stakeholders, and is consistent with the increased capital discipline we're implementing across the business. Additionally, we've also decided to further refine other non-IFRS measures to better align our external reporting with how we measure the performance of the business internally, with a focus on underlying value creation and cash earnings. As a result, effective in the first quarter of fiscal 2027, we will update our definition of adjusted segment operating income, adjusted net income, and adjusted EPS to exclude the impact of amortization of acquisition-related intangible assets, removing a non-cash expense that we no longer consider in evaluating a return on invested capital. Taken together, these changes simplify our reporting, reinforce our focus on cash generation, capital discipline, and will help drive the right behaviors and focus across the company. Turning briefly to our results.

In the fourth quarter, consolidated revenue was CAD 1.3 billion, up 4% year-over-year. Adjusted segment operating income was CAD 211.8 million compared to CAD 258.8 million last year, and adjusted EPS was CAD 0.42 per share. Lower adjusted segment operating income was driven by softer civil training performance, which included headwinds from the Middle East conflict that impacted our business in the region. Performance also reflected several discrete items in the quarter, including higher credit-related charges, lower government grant contributions, higher research and development costs, and a tougher year-over-year comp, which included a gain on an asset sale a year ago. This was partially offset by improved performance in our Defence business. For the full year, revenue was CAD 4.9 billion, up 4%. Adjusted segment operating income was CAD 710.7 million, down 3%, and adjusted EPS was CAD 1.20.

Turning to cash flow for fiscal 2026, we generated CAD 473.8 million in free cash flow under our updated definition, representing a conversion rate of approximately 123%. This compares to an average conversion rate of less than 50% over the four-year period from fiscal 2022 to fiscal 2025. The step change in the conversion reflects the early actions taken in fiscal 2026 to sharpen capital allocation and non-cash working capital management, with total CapEx down approximately 20% year-over-year, driven by an approximate 30% reduction in Civil CapEx. In Civil, fourth quarter revenue was CAD 746.7 million, up 3% year-over-year, while adjusted segment operating income declined to CAD 152.4 million, primarily reflecting lower utilization and the impact from disruptions in the Middle East, along with the majority of the discrete items I described previously.

For the full year, Civil revenue was CAD 2.7 billion and adjusted segment operating income was CAD 510.5 million with a margin of 18.6%. In Defence, fourth quarter revenue was CAD 580 million, up 6%, with adjusted segment operating income of CAD 59.4 million and a margin of 10.2%. For the full year, defence revenue increased 9% to CAD 2.2 billion, with adjusted segment operating income of CAD 200.2 million and a margin of 9.2%, reflecting strong demand and improved execution. Let me now turn to fiscal 2027. As Matt noted, fiscal 2027 will be focused on transformation, where we are actively implementing the actions required to reshape the business and improve its long-term performance, while simultaneously maintaining focus on our core operations. We expect consolidated revenues to grow at a low single-digit rate, with Civil revenue expected to be flat to slightly down and Defence expected to grow at a mid-single-digit rate.

Adjusted segment operating income margin under our updated definition is expected to be in the range of 14.6%-15.1%. Adjusted EPS under our updated definition is expected to be between CAD 1.21 and CAD 1.28, and free cash flow conversion is expected to be between 85% and 95%. Of note, fiscal 2027 cash conversion is embedded in our outlook for 100% cumulative cash conversion over the four-year period ending in fiscal 2030. All in, our capitalized investments in growth, maintenance, and research and development are expected to be approximately flat year-over-year in fiscal 2027. Over time, while our sharpened focus on capital discipline and free cash flow generation will necessitate a more effective balance between returns and growth, we will not shy away from responsibly and diligently using our capital to invest in growth opportunities that generate attractive returns and create sustainable shareholder value.

With our greater cash optionality over the next several years, there will potentially be additional opportunities to creatively deploy cash towards incremental growth opportunities, or in their absence, return excess cash to shareholders. Our commitment is to remain measured, disciplined, and transparent while ensuring that we maximize shareholder value and deliver on our promises. I'd also like to provide some additional details around our expected fiscal 2027 performance. There are three key factors driving the year-over-year margin and earnings profile for fiscal year 2027. First, to successfully execute the transformation plan, we're making intentional investments in our systems and processes, including ERP, as well as our factory. These investments will not be excluded from adjusted segment operating income or adjusted EPS in fiscal year 2027, and they will enable a more effective operation and the capture of operational synergies over time.

Second, we expect fiscal 2027 to be impacted by inefficiencies associated with several of our transformation actions, including underutilization in parts of the Civil network as training centers are wound down and revenues are temporarily negatively impacted by lower utilization as we reposition assets in our network. We expect some temporary cost dyssynergies as we consolidate our footprint and reshape the business. In Civil, the training market remains subdued, and recent developments in the Middle East are expected to continue to impact our operations and customers. We have seen some volumes move to other parts of our network. The impact of the conflict on the aviation industry, including the cost and availability of jet fuel, could have a knock-on impact on demand for training. As Matt mentioned, we're not assuming any potential benefits from specific government R&D programs in our outlook.

In fiscal 2026 and fiscal 2025, these programs benefited our adjusted segment operating income by approximately CAD 11 million and CAD 34 million, respectively. Importantly, the actions we are taking to drive the transformation plan and position CAE for accelerating performance are discrete, intentional, time-bound, and tied to activities within our control. They're expected to enable an attractive payback on the capital we are investing through the transformation. Fiscal 2027 represents a temporary step back in margins and earnings as we invest to execute the transformation and position the business for improved performance, stronger margins, and higher cash generation as we move into fiscal 2028 and beyond. Although the timing of resolution of the Middle East conflict is unknown, we expect that over the mid-to long-term, the civil aviation market will remain resilient. With that, I will turn it back to Matt.

Thanks, Ryan. To summarize, we announced the transformation plan in November, outlined our first steps in February, and now we are operating at pace. At its core, the transformation is about focusing on where we can win, investing where we have highest returns, and improving how the business performs and generates cash. In practical terms, this means we're evaluating areas of our portfolio for strategic alternatives, rationalizing our worldwide network by 10%, and driving cost reductions through standardization, automation, and better use of data, while also strengthening our go-to-market approach and improving asset utilization. This is a significant transformation and a necessary one. This is hard work. We will focus on our core, we will sweat our assets, and we will rethink how we operate. At the same time, we will maintain customer focus and continue driving results.

These actions are intended to create a structurally stronger business with higher margins, stronger free cash flow generation, and improved returns over time, with the benefits of the action materializing more meaningful in fiscal 2028 and performance anticipated to build from there through fiscal 2030 and beyond. As we execute, we are targeting mid-single-digit organic revenue growth, we are targeting CAD 950 million-CAD 1 billion of adjusted segment operating income under our updated definition in fiscal 2030. This is backstopped by a cash conversion rate of 100% cumulatively over the four-year period. As we've said, we are targeting approximately CAD 125 million-CAD 150 million in annual run-rate savings from the transformation plan by fiscal 2030.

This means that more than half of the anticipated performance improvement is expected to come from internally driven transformation initiatives already identified and underway, and the balance is supported by volume growth and operating leverage. Importantly, our targets do not contemplate any inorganic investments. While we remain focused on rationalizing our portfolio and executing the transformation, we will opportunistically evaluate potential incremental growth investment and shareholder return opportunities through a shareholder value creation and return on capital lens. As the teams are now mobilized and committed to both business and transformation, my focus will be on supporting them to act with speed. This is my top priority. CAE is an amazing organization with a worldwide team of customer-centric and entrepreneurial individuals who are passionate about the company and what we do. We will maintain that.

At the same time, my focus over the next year will be continuing to build a stronger performance culture, one with a team aligned around a clear plan, supported by incentives and metrics that connect execution directly to strong financial performance, free cash flow generation, and long-term shareholder value. We believe CAE's global installed base, our customer relationship, our technology leadership, and our long-term positioning of both Civil and Defence provide a strong foundation for the next phase of CAE's growth and improvement. We are up to the challenge. We are very proud of CAE, and we see a stronger, more profitable, and higher-performing company ahead. Thank you, and I'd be happy to take your questions.

Matt, thank you for that. Operator, I would now ask that you please open the lines to members of the financial community.

We'll now begin the question-and-answer session. To join the question queue, you may press star then one on your telephone keypad. You will hear a tone acknowledging your request. If you are using a speakerphone, please pick up your handset before pressing any keys. To withdraw your question, please press star then two. Your first question comes from Konark Gupta with Scotiabank. Your line is now open.

Good morning. I think my first question is, Matt, in light of the current geopolitical environment we are seeing, obviously this new world where anything can happen, I'm wondering what adjustments are you contemplating, if you think might be required in your transformation approach or even execution on non-core assets, given the unknowns we are facing today?

I'm sorry. Can you repeat the question? It was a little garbled.

Sorry. Yeah. Hopefully you can hear me okay. I was just wondering if there would be any adjustments required in your approach to transformation or execution on non-core assets, in this new environment where a lot of things are changing dramatically, whether it's geopolitics or something else. I'm just curious if you have any updates or thoughts on how you're positioning your transformation in this new world.

No, look, I appreciate the question. Thanks. I understand. Two answers. If you think about the portfolio and Flightscape and the other assets that we're looking for strategic alternatives, clearly these processes always have some uncertainty. They take time. They have advisors. You have counterparties. We need a solid contract and good value for CAE. Having done this before, we don't know the outcome till we get there, but I'm confident we'll work through that, but there's always a bit of uncertainty. We're committed to pursue Flightscape strategic alternatives, which is why we announced it. We're excited by the prospects of finding the right owner for that asset. I feel good about the process. I've run processes like this before in my prior companies. We have an excellent team engaged, and we're working with advisors.

We also have strong interest in Flightscape now that we're public with its announcement. On the asset side, we've carefully selected these based on where they sit, the regions in which they operate, the customers that are impacted by it, and all the local regulations and laws. One of the challenges we have is we have to work through those, and that's why there's always some uncertainty. There's a little bit of execution risk, which is why we've pushed the team to start executing and why we're committed to do it, but also we recognize it'll take time. I don't think geopolitics will impact either one of these, but general execution risk is something we have our eyes on. I feel very good about both the portfolio exercises and the network rationalization. Thanks for the question.

I appreciate it. If I can follow up with Ryan, actually. On the capital allocation slide, I know you guys have not provided a framework today on capital allocation in the next four years. Looking at your long targets, the billion-dollar in adjusted segment operating income and free cash conversion of 100%, I mean, it sounds like you might have access to dry powder over the next four years. Do you have any sense of what would be your priorities with that excess cash? I know you have done a lot of M&A in the past, and now you're kind of unwrapping some of that, but would shareholder returns be incrementally focused on this new plan?

Yeah. Good morning, Konark. A couple of things. I'll reiterate first. Excuse me. We are committed to maintaining an investment-grade balance sheet. We're going to fund the transformation. Beyond that, capital allocation, it's really going to be return and opportunity driven. I do expect there will be incremental opportunity for returning capital to shareholders. We're going to look at incremental organic investments and as well, there's going to be opportunity for incremental inorganic investments. Over a four-year period, it's a little bit difficult to sit here today and give you a lot of clarity on how that's going to look. What we've tried to do is give clarity over the framework which we're going to evaluate those alternatives, and that's through a return on invested capital lens. It's going to depend on the opportunity set that comes up over the next four years.

I think given our plan, given the focus on capital discipline, we do anticipate, as we've talked about and as you noted, to generate attractive free cash flow over the period. It's going to be a disciplined process on how we allocate and deploy that capital.

Calin, would you like to jump in on this? [crosstalk]

Hi, Konark. Calin here. You'll remember when I came on board, capital discipline, capital allocation was one of the main issues of concern. It's obviously made its way up to the Board level. We like the flexibility that this will give us. We've said we're not going to do acquisitions that don't make sense, that are outside the core. We've said that several times. For sure, there might be some interesting opportunities, especially in and around Defence with what's coming up. Secondly, we've talked, people have asked in the past, what about a dividend? What about greater share buybacks, et cetera? This is one of those areas that the Board and I are personally involved with. As you know, capital discipline, capital allocation is a Board-level sort of a decision.

We're excited at the prospect that this strategy will yield additional liquidity that we will have the opportunity to deploy and make it in an attractive way for shareholders.

Yeah. I appreciate that, and welcome, Ryan. Thanks.

Your next question comes from Fadi Chamoun with BMO. Your line is now open.

Hey, thank you. I appreciate the detailed presentation this morning. A question on the long-term targets. Just trying to understand the bridge to the 2030 guidance, which at the middle of the range is CAD 975 million of adjusted operating income. You did almost CAD 800 million in fiscal 2026. You're suggesting a cost-saving run-rate of CAD 125 million to CAD 150 million. Really, this underscores very limited contribution from this mid-single-digit organic growth rate and revenue. I just want to understand the bridge. What's built into it? Why isn't there more incremental contribution from the organic growth that you've built into those assumptions? What are the various moving parts? Related to that, it seems like a lot of the heavy lifting on the transformation plan happens in fiscal 2027.

I'm just wondering if you can give us some color about when do you expect to achieve that run-rate of CAD 125 million-CAD 150 million? What's the cadence like of that CAD 125 million to CAD 150 million in the next maybe 24 months? Thank you.

Yeah. Thanks, Fadi. I'll take the first part and give it to Ryan for the second part. I'm not surprised that your question feels like a body check. Let me get to the answer. First, if you think back to nine months ago when we started, there were many questions facing CAE. Our leverage ratio was high, our balance sheet was big, our free cash flow conversion was poor. We didn't understand what to do with CapEx. Utilization was a question mark. Were we focused on the right things? What was the Defence strategy? Were we hitting our commitments? This transformation plan is about addressing all that and more. We have a fantastic environment both in Civil and Defence, putting aside the noise in 2027. The transformation plan is going to unlock CAD 125 million-CAD 150 million of value.

We are divesting or finding alternatives for 8% of our revenue, rationalizing 10% of our civil network, shutting five to six training centers and possibly a few other sites, and investing in technologies that are overdue to improve our performance. There's a fair amount of execution required to do this. This is heavy lifting. This is hard work. There is execution risk baked in here, and that is factored into how we're looking at 2030. Most importantly, we're changing the culture of one that has missed internally and externally, and that's disappointing to all the shareholders, all the analysts, and to us. We're going to turn the corner. We're going to clarify our metrics. We have a new incentive compensation system, a new operating cadence, and we're becoming a company that meets its commitments.

That's why when we put those 2030 guidance out, think about transformation plan and organic growth, we feel good about what we're telling you, recognizing that we have tremendous free cash flow generation opportunities. We'll have flexibility to pivot if things don't materialize the way we want. We've got time to get there, and we have the team to deliver. We are the world leader in civil training. We're the world leader in full flight simulator production and development and the largest defence training company in the world. It's a fantastic platform, and this transformation will unlock incredible value. Ryan, the second question?

Yeah. Maybe just a bit of a finer point on the financials. To be clear, fiscal 2027 outlook guidance includes the full business. The long-term targets assume, as Matt said, the divestiture of 8% of our revenue. There's earnings tied to that, and that has to be factored into that longer-term bridge. The other piece is we've benefited from government funding over the last several years, and where we sit today, that's not in our plan. I'd say we're hopeful that that will be in the future, but we need to ensure there's alignment with our priorities and government priorities and making sure there's a fit there. As Matt said, and I'll reemphasize, there's a high degree of confidence in achieving what we've laid out today, and that was very important to the team in putting forward these long-term targets.

On that cadence of CAD 125 million to CAD 150 million, because it seems like a lot of the heavy lifting is in 2027, is there a big jump into that kind of number in the early years, or is it kind of more spread out over the four years?

Well, there's a bigger impact in 2028 versus the incremental benefit in 2029 and 2030. As Matt said, there's a lot of execution to happen between now and then, so I don't want to put too fine a point on a number, but 2027, as we've talked about, it's full on execution this year. We will see that benefit materialize in 2028, it's a bit more incremental for 2029 and 2030.

The only thing I would add, thanks.

Okay. Great. Thanks.

Yeah, the only thing I'd add, Fadi, and thanks, Ryan, is that as we look at the investments on transformation, which today is the best use of capital, as I think about where I want to spend our money, these are two to three year payback projects. Some are on the shorter end, some are on the longer end, but that's a way to characterize. We're spending the bulk of the money in 2027, and think about two to three year paybacks for every project.

Thank you.

Your next question comes from Cameron Doerksen with National Bank. Your line is now open.

Yeah. Thanks very much. I guess a question on the segment operating margins within your longer-term targets. I know you're not providing that now. You have sort of talked about some of the expectations of those in the past between Civil and Defence. Obviously, you've changed your, I guess, definition of segment operating income. Any commentary you could provide on what you think ultimately in 2030 the individual segment margins will look like?

Yeah, let me comment and if Ryan wants to add something. As I've said from my initial day on the job here, I saw there was opportunity to improve Defence margins. I don't subscribe to a mid-single-digit Defence business from an operating income level, and we're on a path to improve that. We're only a couple of years into improving our margins, but we're making good progress, and it's about improving our mix. It's about winding down the legacy programs which were dragging us down and having better contract performance and bidding going forward. We're going to take a methodical, gradual approach. When I look at Defence businesses, stepping back, 11% ± is a solid margin, and that's where we're going to march to. If you infer from that from operating margins within Civil, they will be higher, and that's what we're targeting.

Ryan, you need to add anything?

No, I think that covered it.

Okay. Just on the, I guess, the optimization of the pilot training network, obviously, you kind of mentioned that you expect there to be some attrition of customers. Can you discuss, I guess, some of the discussions you're having with customers there as you ship the network around and, I guess, any other discussions that you're having with customers on potential pricing improvements with some contracts that you have that maybe are a little lower than what they should be?

Yeah, that's a great question. Thank you. Every site is going to be an interplay of multiple stakeholders. We have a landlord, we have employees, often have work councils, and yes, multiple customers. Usually one anchor customer, but multiple customers. Those conversations started prior to our April announcement of where we were going. They're complex, but we're having exactly that dialogue. If the contract structure changes, there may be a reason to keep a site open. I've said to many of our investors and analysts, don't over-index on utilization. If I have a low-utilized full flight simulator, but a very highly priced contract, that's a fantastic place to be. It's a combination of pricing, contract structure, and volume. We're ongoing with that. We're optimistic that we're going to retain most of our customers.

I'll be honest, there will be some attrition, which is why we factored it into our 2027 long-term guidance. We hope to retain every single one of them. We think we're the best provider for their training services, but ultimately, we have to come to an agreement, and it's one customer at a time, and that's ongoing.

Okay, perfect. Thanks very much.

Your next question comes from Daryl Young with Stifel. Your line is now open.

Hey, good morning, everyone. With respect to the 100% cumulative free cash flow target, you're obviously starting from a low point in 2027. Are you able to share with us what you think the sort of run-rate 2030 free cash flow conversion? I'm assuming it's more like 110% plus.

Think about it in the range of 100%. I wouldn't want to be more precise than that. Obviously, given what our 2027 number is, when you do the math there to 2030, it's slightly higher than 100%, but that's a good range to think about over the long term.

Yeah, thanks, Ryan. The only thing I would add is some of our investments are large and can be lumpy that affect our free cash flow in a given year. We announced our WestJet Training Center in the fall. We're finalizing agreements to get started on that project. That's a large investment that may cause a spike in one year, and our responsibility as stewards of capital is to make sure that we draw that down. Large investments happen, which can run up and down, but if you step back, over the past years, we've averaged about 50% free cash flow conversion using our new, more simplified definition. Over the next five years, we're going to be cumulative around 100%. Some years will be up, some years will be down, but in total, we're going to be generating a lot of incremental free cash flow for shareholders.

Got it. Okay. With respect to the 2027 guide, it doesn't sound like you're going to add back effectively all of the ERP or maybe even all of the transformation costs in your EBITDA numbers. Are you able to ring-fence for us just how big of an impact that ERP spend is and some of those sort of non-recurring one-time costs actually are?

When we look at 2027 versus 2026, there's a number of headwinds embedded in that guidance. Those, I'll call them investments, as we've talked about, they're intentional, they're time-bound. It's about a third of the cost. They're costs we can't capitalize, they're not restructuring, they are important enablers for the transformation and for the long-term success of the business and helping to unlock some of the benefits we see and are working towards as part of the transformation. It's about a third of that. There's some headwind, as we've talked about, from not having the government funding benefits. Again, that's an intentional choice we're making as we want to make sure that whatever funding that we're seeking and getting is well-aligned with the plans and operational plans for the business.

The rest is, we've talked about, it's a softer civil backlog going into the year. There's the Middle East headwinds, excuse me. That's kind of the high-level bridge from 2026 to 2027.

Okay. That's helpful. Thanks very much.

Your next question comes from Sheila Kahyaoglu with Jefferies. Your line is now open.

Hi, guys. Thank you. This is Kyle on for Sheila. I had a question just about the FY 2027 guide for the Civil Business. You talked in the prepared remarks about, I think, fewer simulators in backlog entering the year. That's despite planned higher airframer build rates, and then obviously the training side of the business still being subdued. Can you sort of parse that out across sims and training and then commercial and business aviation as you look at the near term and ultimately what the sort of terminal growth rates could be for those pieces of the business as you look out towards that mid-single digit growth rate to FY 2030 for the total CAE?

Yeah. Thanks for the question. Let me start, and then I'll turn it over to Ryan. Entering 2027, 2026 was one of the lightest order years we've had since COVID. We have a much lower backlog going into the year. Lead time on our devices is 12 months±. That's the backdrop. Add to it, the network, which we all have come to recognize was overbuilt given the market, and we're rationalizing it. Those are the primary moving pieces. If you step long term, as air traffic grows 4%-5%, putting aside year-over-year ups and downs on deliveries and other factors, the need for simulators is going to grow 4%-5%, and we're the market leader. If I look long term, that's how I frame it. There'll be ups and downs inside there.

There'll be deliveries of new aircraft type, but that's the market. If you look over the next 20 years, it's been the market for the last 20 years, and we intend to maintain our market share and continue to grow our position. I'll turn to Ryan for a little bit more specific.

I think that largely covered it. I mean, the headwinds in Civil, I just kind of talked through. There's, as Matt said, the lower backlog. As these simulators come offline, as they get relocated, there are stranded costs tied to that. There's cost to move them, there's some inefficiencies as these things wind down. That's called a third, and then as we've talked about, the Middle East, the uncertainty there is really the balance.

Okay, that's very helpful. A follow-up on sort of the margin trajectory for the Civil segment. It sounds like some of those stranded costs are at the company level about the ERP integration and whatnot in FY 2027. When you think about the Civil margin over the longer term, is there any reason why it shouldn't be structurally higher than it is today as it comes to rationalizing some of the footprint and some of the pricing comments you made earlier?

Well, our expectation is over the mid- to long-term and embedded within the longer-term outlook is there's margin expansion in both sides of the business, both Civil and Defence. Whether measured under the new definition or old definition, the margins in both businesses would be at levels that hasn't been achieved in this business. The transformation is an important part of unlocking that, but certainly there is margin expansion expectations in both businesses.

Okay. Thank you.

Your next question comes from Krista Friesen with CIBC. Your line is now open. Krista Friesen, your line is open. Your next question comes from Mark Neville with Canaccord Genuity. Your line is now open.

Hi. Good morning. Thanks for taking my questions. First on the cost savings, maybe just two parts. I guess, just first, how much of that I'm just trying to handicap or think about the number. How much of that CAD 125 million-CAD 150 million is identified now and just needs to be acted on? Just sort of thinking, is there potential for that to grow over the years? The second part, I presume any CapEx or working capital efficiencies is on top of that number or incremental?

The short answer, Mark, is it's all identified now. I don't mean to sound overconfident. We're very confident in achieving the target, there's going to be pluses and minuses, certainly, as we get into execution. The short answer is it's all identified, roughly half of it's going to come from labor productivity, about a third is tied to footprint efficiencies, the balance is other operational efficiencies. There's a very robust plan set of targets that are tied to that. Your question, or the second part around CapEx, that I would look at as not margin-driving as much, certainly will positively impact the free cash flow, that's partly how we get to the free cash flow conversion that we're targeting.

I mentioned this in the prepared remarks, but over the last four or five years, from 2022 to 2025, our free cash flow conversion was less than 50%. As we look at targeting 100%, there's an element of margin expansion in there. There's an element of growth, but a lot of that is going to be capital discipline. As Matt said, we're still going to spend capital. This is not a low single-digit CapEx business. This is a mid to high single-digit CapEx business that'll vary year-to-year depending on the nature of projects, and it's also a long cycle business. If we build out a training center, that's a year process, minimum, and then it takes a year to ramp-up. You got to think about these in two-to three- year time frames from beginning to end.

As I said, that's all embedded in that free cash flow conversion that we've outlined in our targets.

Thanks, Ryan. Let me just amplify. I just want to amplify. Behind every one of these boxes in our spreadsheet that makes up the CAD 125 million to CAD 150 million savings, there is a project, there is a timeline, there is a team of dozens, if not hundreds of people. As I talked about with the training center, it is a lot of moving pieces. We have landlords, we have suppliers, we have customers, we have employees, we have work councils, and so we feel good about it. It is about executing. Every two weeks, we get together, the leadership team, and we go down and review project-by-project. We feel good about the portfolio projects, and we have to now go work them, and the team is up to the task. We know how to do these, can do it, we have done it before, and that is the focus of 2027.

Got it. That's super helpful. Maybe a second question, maybe just on the non-core assets. I can appreciate they consume capital, effort, they may not be meeting the return thresholds, but when you think about sort of what you would consider a value-accretive divestiture or finish to sort of divesting these assets, there's a certain way, I guess, analysts think about it, so how would you sort of think about a value-accretive resolution to those assets?

First, let me start from a strategic lens and let Ryan follow up from a financial lens. Strategically, I look at these businesses and try and understand, do they support our core training and simulation franchises? They don't. While they're aviation service related, they're not right in the center of what we do, which is aviation safety and training and simulation. Secondly, we look at how it impacts our customer discussions, and they're in different parts of the airline organizations. Third, if I think about use of the capital, we're very good at allocating capital to develop, manufacture, and deploy full-flight sims and building training centers, and that's the best use of my growth capital going in the future. Strategically, when I look at that lens, that's why these businesses, aviation service businesses, good businesses, are not core to what we do.

Now, Ryan, from a financial perspective, can add to this.

I don't want to get into too many specifics. I think the way to think about it, Mark, is there's a value to CAE if we retain the business, and there's a value if we divest. When we think about that in this strategic lens that Matt just talked about, we think there may be a better opportunity for these businesses with another owner. It's as simple as that, without getting into the specifics on expectations of value and so forth.

Got it. Thanks again. Good luck.

Your next question comes from Tim James with TD Cowen. Your line is now open.

Thank you very much. First question, just returning to the asset divestitures. Is there any color you can provide on a margin profile or how we should think about the assets being sold? You've mentioned that the majority of them are Civil businesses. Would we be wrong in assuming that the margin profile is generally lower than the consolidated Civil business, just by virtue of your decision to sell them, or is that not necessarily the case? I'm just trying to get a bit of a sense on how we should think about the margin that's coming from those assets.

Your assumption is fine. They're below the company average. I guess to be clear, and maybe it'll be a little bit repetitive with my previous answer, it's not as simple as to say it's a low-margin business and therefore it should be divested. It's more of a where is it today, where can it be in the future, the capital required to get it there, does it fit with the strategy, is it a distraction to management? All those factors go into that framework to make that kind of a decision.

Okay, that's helpful. Thank you. My second question, just thinking about future potential M&A, and I realize I'm looking forward, and this is maybe a strategic question. I'm just wondering, is it possible to identify the type of targets that might be valuable to CAE? I guess I'm thinking more on the Defence side. Is it about bringing new capabilities in-house that tack on nicely with what you've got? Is it more about building scale in certain areas? Just any insights you can, if you have them at this point on the M&A opportunity set that investors could maybe think about for the next several years.

Look, I appreciate the question. I view it as a great question because we will earn the right to go back into the M&A market. That is one of the primary purposes of the transformation strategy. I think Defence is a very attractive field. Yes, one lens is Defence technology. We have an amazing suite of simulation training, synthetic environment technologies. We'll start talking more about that in the future, but there are areas where we can augment that using some of these exciting small Defence tech companies. We will bring the scale, go to market, they'll bring unique technologies. We're pragmatic. If we have it in-house, we'll develop it. If we need to partner or buy it, we can. That's one lens.

The second lens, as you said, is there are sovereign opportunities where we may not have the scale we want, or those companies may not have the resources we have. Adding scale in the right geographies is the second lens. The third that you didn't mention is domain. We are heavily focused on aviation. It's not surprising because simulation and training started in the aviation segment. Over the past few years, it's evolving quickly into land, maritime, space, and cyber. We're excited with our partnership with TKMS because that is a chance to bring our world-leading simulation training, hardware, software integration technology to a submarine and maritime environment. We're going to continue to look for other companies in other domains because those are rapidly growing parts of the addressable market.

Those are three lenses I would think about as we earn the right to go back into the M&A market over the next couple of years. Thanks for the question.

Great. Thank you. That's very helpful.

Operator, I see we've exceeded.

Ladies and gentlemen.

Sorry, operator, I see we've exceeded the time here, glad that we got everybody in here for questions. I think we'll conclude the call here. I want to thank all participants for joining us today and to remind you that a transcript of the call can be found on CAE's website. Thank you, have a good day.

This brings to a close today's conference call. You may disconnect your lines. Thank you for participating, and have a pleasant day.