Forward-Looking Statements The following discussion and analysis of the financial condition and results of operations of Aebi Schmidt should be read together with Aebi Schmidt’s unaudited condensed consolidated financial statements, and the related notes thereto, included elsewhere in this Quarterly Report. Unless the context requires otherwise, references to “Aebi Schmidt” in this section of the Quarterly Report refer to Aebi Schmidt and its consolidated subsidiaries. The information presented herein is based on management’s perspective of Aebi Schmidt’s results of operations. The following discussion contains forward-looking statements that reflect future plans, estimates, beliefs and expected performance. The forward-looking statements are dependent upon events, risks and uncertainties that may be outside of Aebi Schmidt’s control. Aebi Schmidt’s actual results may differ significantly from those projected in the forward-looking statements. Factors that might cause future results to differ materially from those projected in the forward-looking statements include, but are not limited to, those discussed in the section following the cover page to this Quarterly Report entitled “Forward-Looking Statements”, and Part II, Item 1A of this Quarterly Report (Risk Factors), as well as the section entitled “Risk Factors” in the Company's Annual Report on Form 10-K for the year ended December 31, 2025 (the “Form 10-K”). Overview Aebi Schmidt is a provider of innovative technical products for cleaning and clearing traffic areas as well as mowing green spaces in particularly challenging terrain. The range of products include vehicles, attachable and demountable devices for individual vehicle equipment as well as related services. In addition, the Company manufactures and assembles specialty vehicles for commercial and recreational applications, including walk-in vans, truck bodies for last-mile delivery, vocation-specific upfit solutions, and luxury motorhome chassis. It also offers replacement parts, repair, maintenance, and refurbishment services for these vehicles. Aebi Schmidt covers the European and North American markets with its own sales organizations while clients outside of these markets are served either directly by the exporting subsidiary or indirectly by the worldwide dealer network. On July 1, 2025, Aebi Schmidt acquired 100% of the outstanding equity interests of The Shyft Group, Inc. (“Shyft”), a niche market leader in specialty vehicle manufacturing and assembly for the commercial and recreational vehicle industries, through a merger (the “Merger”). The Merger involved 100% of the voting equity interests of Shyft, with the primary reasons for the combination being to enhance our product offerings in specialty vehicle solutions, develop our market share in North America, and to leverage Shyft's innovative design and manufacturing capabilities. Aebi Schmidt operates in two reportable segments, which consist of (i) North America and (ii) Europe and the Rest of the World (“ROW”). Operating results for the three and six months ended June 30, 2026 are not necessarily indicative of the results we may achieve for the full year ending December 31, 2026. North America Aebi Schmidt North America segment offers a wide range of vehicles, equipment, and services primarily across four of our five lines of business: Airport & Chassis, Commercial Trucks, Goods Transport, and Municipal. Aebi Schmidt operates as a key player in providing innovative solutions for snow removal, street cleaning, and other essential services that enhance infrastructure and public safety. The Merger with Shyft in July 2025 allowed Aebi Schmidt to penetrate additional markets and product lines, as well as combine Aebi Schmidt’s commercial business with Shyft’s fleet and commercial business, optimizing Aebi Schmidt’s purchasing and production capacity. Europe and the ROW In Europe and the ROW, Aebi Schmidt offers a wide range of vehicles, equipment and services primarily across three of our five lines of business: Airport & Chassis, Municipal and Agriculture. Aebi Schmidt has long-lasting relationships with airports and municipalities across Europe and with international customers. Aebi Schmidt offers a wide range of products tailored to European and international markets, including snowplows, street sweepers, multifunctional vehicles, and specialized equipment for airport operations. Aebi Schmidt has established a strong reputation for quality and reliability, with innovative solutions that enhance efficiency and sustainability through its technological features. Key Performance Indicators Aebi Schmidt reviews the following key performance indicators on a regular basis in order to evaluate the financial and operating performance of its business, identify trends affecting its performance, prepare financial projections, and make strategic decisions. Aebi Schmidt’s key performance indicators are not based on any standardized industry Page 27 of 43 Index methodology and are not necessarily calculated in the same manner or comparable to similarly titled measures presented by other companies. Similarly, Aebi Schmidt’s key metrics may differ from estimates published by third parties or from similarly titled metrics of its competitors due to differences in methodology. The numbers that Aebi Schmidt uses to calculate its key performance indicators are based on internal data. While these numbers are based on what Aebi Schmidt believes to be reasonable judgments and estimates for the applicable period of measurement, there are inherent challenges in measuring usage and engagement. Increases or decreases in Aebi Schmidt’s key performance indicators may not correspond with increases or decreases in its revenue. Aebi Schmidt regularly reviews and may adjust its processes for calculating its internal metrics to improve their accuracy. In addition to the key performance indicators summarized below, Aebi Schmidt also evaluates certain non-GAAP financial measures (i.e. Adjusted EBITDA and Adjusted EBITDA margin), which are further summarized in the Non-GAAP Financial Measures section below. The following table presents a summary of Aebi Schmidt’s key performance indicators for the six months ended June 30, 2026 and June 30, 2025. Six Months Ended June 30, (in thousands, except percentages) 2026 2025 Sales $ 951,953 $ 526,929 Net income (loss) 11,145 (260) Net income (loss) margin 1.17 % (0.04 %) Adjusted EBITDA(1) 75,230 42,570 Adjusted EBITDA margin(1) 7.9 % 8.1 % Net cash used in operating activities (10,632) (21,216) (1)Adjusted EBITDA and Adjusted EBITDA margin are non-GAAP financial measures. See the section titled “Non-GAAP Financial Measures” below for the definitions of these measures and the reconciliations to the most directly comparable U.S. GAAP financial measure. Page 28 of 43 Index Results of Operations Three months ended June 30, 2026 compared with three months ended June 30, 2025 Results for Aebi Schmidt for the three months ended June 30, 2026, compared to results for the three months ended June 30, 2025. For the Three Months Ended June 30, (in thousands, except percentages) 2026 2025 $ Change % Change Sales $ 496,408 $ 277,743 $ 218,665 79 % Cost of products sold (399,116) (220,911) (178,205) 81 % Gross profit 97,292 56,832 40,460 71 % Operating expenses: Research and development (6,438) (5,432) (1,006) 19 % Selling, general and administrative (55,702) (33,574) (22,128) 66 % Amortization of purchased intangibles (8,414) (3,574) (4,840) 135 % Other operating income (expense) 302 (393) 695 n.m. Total operating expenses (70,252) (42,973) (27,279) 63 % Operating income 27,040 13,859 13,181 95 % Other income (expense): Interest expense (11,126) (9,303) (1,823) 20 % Other income (expense) (592) (7,768) 7,176 (92 %) Total other income (expense) (11,718) (17,071) 5,353 (31 %) Income (loss) before income taxes 15,322 (3,212) 18,534 n.m. Income tax (expense) benefit (4,848) 890 (5,738) n.m. Net income (loss) 10,474 (2,322) 12,796 n.m. Less: Net income (loss) attributable to non-controlling interest (36) (12) (24) 200 % Net income (loss) attributable to Aebi Schmidt Holding AG $ 10,510 $ (2,310) $ 12,820 n.m. n.m. – not meaningful Sales Sales increased by $218.7 million, or 79%, to $496.4 million in the three months ended June 30, 2026, from $277.7 million in the three months ended June 30, 2025. The increase in sales was primarily driven by sales attributed to Shyft of $210.9 million, an increase in new business sales of $6.1 million, and an increase in after sales of $1.7 million. Cost of products sold Cost of products sold increased by $178.2 million, or 81%, to $399.1 million in the three months ended June 30, 2026, from $220.9 million in the three months ended June 30, 2025. The increase in cost of products sold was driven by $170.7 million in costs attributable to Shyft and an increase of $7.5 million in costs related to new business sales. Research and development expense Research and development expense increased by $1.0 million, or 19%, to $6.4 million in the three months ended June 30, 2026, from $5.4 million in the three months ended June 30, 2025 driven by an increase of $1.0 million in activity attributable to Shyft. Selling, general and administrative expense Selling, general and administrative expense increased by $22.1 million, or 66%, to $55.8 million in the three months ended June 30, 2026, from $33.6 million in the three months ended June 30, 2025. The increase in selling, general and Page 29 of 43 Index administrative expense was primarily driven by an increase of $20.7 million in costs attributable to Shyft, an increase in management costs of $0.6 million, and an increase in IT costs of $0.7 million. Amortization of purchased intangibles Amortization of purchased intangibles increased by $4.8 million, or 135%, to $8.4 million in the three months ended June 30, 2026, from $3.6 million in the three months ended June 30, 2025. The increase is primarily attributable to amortization of $4.8 million related to the intangible assets acquired as part of the Merger with Shyft. Other operating income (expense) Other operating income increased by $0.7 million to $0.3 million in the three months ended June 30, 2026, from other operating expense of $0.4 million in the three months ended June 30, 2025. The increase in other operating income was primarily driven by an increase of net foreign exchange gains of $0.7 million. Interest expense Interest expense increased by $1.8 million, or 20%, to $11.1 million in the three months ended June 30, 2026, from $9.3 million in the three months ended June 30, 2025. The increase in interest expense was primarily driven by an increase in interest expense attributable to Aebi Schmidt of $3.4 million and interest expense attributable to Shyft of $0.5 million, offset by a decrease of $2.4 million in costs related to the refinancing in connection with the Merger. Other income (expense) Other expense decreased by $7.2 million to $0.6 million in the three months ended June 30, 2026, from other expense of $7.8 million in the three months ended June 30, 2025. The decrease in other expense was driven by a decrease in transaction related expense of $6.1 million and decreases in net foreign exchange losses on financial positions of $2.6 million, partially offset by the incurrence of integration and restructuring costs of $0.6 million. Income tax (expense) benefit Income tax expense increased by $5.7 million to $4.8 million in the three months ended June 30, 2026, from income tax benefit of $0.9 million in the three months ended June 30, 2025. The increase in income tax expense was primarily driven by higher taxable income in the three months ended June 30, 2026. Page 30 of 43 Index Six months ended June 30, 2026 compared with six months ended June 30, 2025 Results for Aebi Schmidt for the six months ended June 30, 2026, compared to results for the six months ended June 30, 2025. For the Six Months Ended June 30, (in thousands, except percentages) 2026 2025 $ Change % Change Sales $ 951,953 $ 526,929 $ 425,024 81 % Cost of products sold (767,272) (416,791) (350,481) 84 % Gross profit 184,681 110,138 74,543 68 % Operating expenses: Research and development (13,139) (10,059) (3,080) 31 % Selling, general and administrative (114,249) (64,298) (49,951) 78 % Amortization of purchased intangibles (16,466) (7,148) (9,318) 130 % Other operating income (expense) 1,581 (380) 1,961 n.m. Total operating expenses (142,273) (81,885) (60,388) 74 % Operating income 42,408 28,253 14,155 50 % Other income (expense): Interest expense (22,476) (15,806) (6,670) 42 % Other income (expense) (3,451) (12,810) 9,359 (73 %) Total other income (expense) (25,927) (28,616) 2,689 (9 %) Income (loss) before income taxes 16,481 (363) 16,844 n.m. Income tax (expense) benefit (5,336) 103 (5,439) n.m. Net income (loss) 11,145 (260) 11,405 n.m. Less: Net income (loss) attributable to non-controlling interest (60) (25) (35) 140 % Net income (loss) attributable to Aebi Schmidt Holding AG $ 11,205 $ (235) $ 11,440 n.m. n.m. – not meaningful Sales Sales increased by $425.0 million, or 81%, to $952.0 million in the six months ended June 30, 2026, from $526.9 million in the six months ended June 30, 2025. The increase in sales was primarily driven by $397.2 million in sales attributable to Shyft, an increase in new business sales of $16.2 million, and an increase in after sales of $11.6 million. Cost of products sold Cost of products sold increased by $350.5 million, or 84%, to $767.3 million in the six months ended June 30, 2026, from $416.8 million in the six months ended June 30, 2025. The increase in cost of products sold was driven by $327.5 million in costs of products sold attributable to Shyft, an increase of $17.3 million in costs related to new business sales, and an increase of $5.7 million in costs related to after sales. Research and development expense Research and development expense increased by $3.0 million, or 31%, to $13.1 million in the six months ended June 30, 2026, from $10.1 million in the six months ended June 30, 2025. The increase in research and development expense was primarily driven by $2.1 million in costs attributable to Shyft and the development of product solutions. Selling, general and administrative expense Selling, general and administrative expense increased by $50.0 million, or 78%, to $114.2 million in the six months ended June 30, 2026, from $64.3 million in the six months ended June 30, 2025. The increase in selling, general and Page 31 of 43 Index administrative expense was primarily driven by $43.0 million in costs attributable to Shyft, along with an increase in finance department expenses of $1.4 million, an increase in sales department costs of $2.1 million, and an increase in IT costs of $2.0 million. Amortization of purchased intangibles Amortization of purchased intangibles increased by $9.3 million, or 130%, to $16.5 million in the six months ended June 30, 2026, from $7.1 million in the six months ended June 30, 2025. The increase is primarily attributable to amortization of $9.3 million related to intangible assets acquired as part of the Merger with Shyft. Other operating income (expense) Other operating income increased by $2.0 million to $1.6 million in the six months ended June 30, 2026, from other operating expense of $0.4 million in the six months ended June 30, 2025. The increase in other operating income was primarily driven by an increase of net foreign exchange gains of $1.6 million. Interest expense Interest expense increased by $6.7 million, or 42%, to $22.5 million in the six months ended June 30, 2026, from $15.8 million in the six months ended June 30, 2025. The increase in interest expense was primarily driven by an increase in interest expense attributable to Aebi Schmidt of $7.1 million and interest expense attributable to Shyft of $1.3 million, offset by a decrease of $2.0 million in costs related to the refinancing in connection with the Merger. Other income (expense) Other expense decreased by $9.3 million, or 73%, to $3.5 million in the six months ended June 30, 2026, from other expense of $12.8 million in the six months ended June 30, 2025. The decrease in other expense was driven primarily by a decrease in transaction related expense of $10.7 million and decreases in net foreign exchange losses on financial positions of $3.3 million, partially offset by the incurrence of integration and restructuring costs of $2.6 million and costs of legal proceedings and settlements of $0.8 million. Income tax (expense) benefit Income tax expense increased by $5.4 million to an expense of $5.3 million in the six months ended June 30, 2026, from a benefit of $0.1 million in the six months ended June 30, 2025. The increase in income tax expense was primarily driven by higher taxable income in the six months ended June 30, 2026. Segment Results of Operations Aebi Schmidt operates its business as two reportable segments: (i) North America and (ii) Europe and ROW. Both segments operate separately with limited cross-selling activities. The information below includes Sales and Adjusted EBITDA by reportable segment, consistent with information presented for financial reporting purposes in Note 13 to Aebi Schmidt’s unaudited condensed consolidated financial statements included elsewhere in this Quarterly Report. Three months ended June 30, 2026 compared with three months ended June 30, 2025 For the Three Months Ended June 30, 2026 (in thousands) North America Europe and ROW Total Segment sales $ 356,263 $ 140,145 $ 496,408 Segment Adjusted EBITDA $ 35,502 $ 6,611 $ 42,113 For the Three Months Ended June 30, 2025 North America Europe and ROW Total Segment sales $ 146,244 $ 131,499 $ 277,743 Segment Adjusted EBITDA $ 16,024 $ 5,269 $ 21,293 Page 32 of 43 Index North America Sales for Aebi Schmidt’s North America segment increased by $210.1 million, or 143.6%, to $356.3 million in the three months ended June 30, 2026, from $146.2 million in the three months ended June 30, 2025. The increase in sales was primarily driven by sales attributable to Shyft of $210.9 million and an increase in after sales of $0.2 million, partially offset by a decrease in sales of new products of $1.0 million. Adjusted EBITDA for Aebi Schmidt’s North America segment increased by $19.5 million, or 121.6%, to $35.5 million for the three months ended June 30, 2026, from $16.0 million for the three months ended June 30, 2025. The increase in Adjusted EBITDA was primarily driven by the addition of $21.3 million in activity attributable to Shyft, along with an increase in other segment items of $3.1 million, partially offset by a decrease in segment gross margin of $2.0 million and an increase in selling, general and administrative expenses of $2.8 million. Europe and ROW Sales for Aebi Schmidt’s Europe and ROW segment increased by $8.6 million, or 6.6%, to $140.1 million in the three months ended June 30, 2026, from $131.5 million in the three months ended June 30, 2025. The increase in sales was driven by an increase in sales of new products of $7.1 million and an increase in after sales of $1.5 million. Adjusted EBITDA for Aebi Schmidt’s Europe and ROW segment increased by $1.3 million, or 24.5%, to $6.6 million in the three months ended June 30, 2026, from $5.3 million in the three months ended June 30, 2025. The increase in Adjusted EBITDA was driven by an increase in gross margin of $2.3 million and a decrease in selling, general and administrative expenses of $1.4 million, partially offset by a decrease in other segment items of $2.4 million. Six months ended June 30, 2026 compared with six months ended June 30, 2025 For the Six Months Ended June 30, 2026 (in thousands) North America Europe and ROW Total Segment sales $ 693,585 $ 258,368 $ 951,953 Segment Adjusted EBITDA $ 61,865 $ 13,365 $ 75,230 For the Six Months Ended June 30, 2025 North America Europe and ROW Total Segment sales $ 293,535 $ 233,394 $ 526,929 Segment Adjusted EBITDA $ 35,060 $ 7,510 $ 42,570 North America Sales for Aebi Schmidt’s North America segment increased by $400.1 million, or 136.3%, to $693.6 million in the six months ended June 30, 2026, from $293.5 million in the six months ended June 30, 2025. The increase in sales was primarily driven by sales attributable to Shyft of $397.2 million, an increase in sales of new products of $0.7 million and an increase in after sales of $2.1 million. Adjusted EBITDA for Aebi Schmidt’s North America segment increased by $26.8 million, or 76.4%, to $61.9 million for the six months ended June 30, 2026, from $35.1 million for the six months ended June 30, 2025. The increase in Adjusted EBITDA was primarily driven by the addition of $31.9 million in activity attributable to Shyft, partially offset by a decrease of $0.6 million in gross margin, a decrease of other segment items of $0,6 million, and an increase in selling, general and administrative expenses of $3.9 million. Europe and ROW Sales for Aebi Schmidt’s Europe and ROW segment increased by $25.0 million, or 10.7%, to $258.4 million in the six months ended June 30, 2026, from $233.4 million in the six months ended June 30, 2025. The increase in sales was driven by an increase in sales of new products of $15.5 million and an increase in after sales of $9.5 million. Adjusted EBITDA for Aebi Schmidt’s Europe and ROW segment increased by $5.9 million, or 78.7%, to $13.4 million in the six months ended June 30, 2026, from $7.5 million in the six months ended June 30, 2025. The increase in Adjusted EBITDA was primarily driven by an increase in gross margin of $5.5 million and an increase in other segment items of $1.0 million, partially offset by an increase in research and development expense of $0.9 million. Page 33 of 43 Index Non-GAAP Financial Measures Aebi Schmidt utilizes non-GAAP financial measures, Adjusted EBITDA and Adjusted EBITDA margin, to complement its U.S. GAAP reporting and to assist stakeholders in evaluating and comparing its financial and operational performance over multiple periods, identifying trends affecting its business, formulating business plans, and making strategic decisions. There can be no assurance that Aebi Schmidt will not modify the presentation of its non-GAAP financial measures in the future, and any such modification may be material. Aebi Schmidt defines Adjusted EBITDA as net income before interest, taxes, depreciation, and amortization, further adjusted for foreign exchange gains and losses on external debt, restructuring and other related expenses, transaction related expenses, integration costs, settlement of acquisition, changes in repurchase liabilities for Aebi Schmidt’s employee share plan, pension related income, legal matters, changes in provisions for contingencies, non-cash stock-based compensation expenses, and other non-operating one-off items. Aebi Schmidt defines Adjusted EBITDA margin as a ratio of Adjusted EBITDA as a percentage of sales. Management uses Adjusted EBITDA to assess Aebi Schmidt’s financial performance because it allows management and stakeholders to compare its operating performance on a consistent basis across periods by removing the effects of its capital structure (such as varying levels of interest expense and income), asset base (such as depreciation and amortization) and other items (such as non-recurring costs) that impact the comparability of financial results from period to period. In evaluating Adjusted EBITDA, you should be aware that in the future Aebi Schmidt may incur expenses that are the same as or similar to some of the adjustments in such presentation. Aebi Schmidt’s presentation of Adjusted EBITDA and Adjusted EBITDA margin should not be construed as an inference that future results will be unaffected by unusual or non-recurring items. Adjusted EBITDA and Adjusted EBITDA margin have important limitations as an analytical tool, and you should not consider these measures in isolation or as a substitute for analysis of Aebi Schmidt’s operating results as reported under U.S. GAAP. Adjusted EBITDA and Adjusted EBITDA margin may be defined differently by other companies in its industry and may not be comparable to similarly titled measures of other companies, thereby diminishing their utility. For the Six Months Ended June 30, (in thousands, except percentages) 2026 2025 Net income (loss) $ 11,145 $ (260) Adjusted for: Income tax expense (benefit) 5,336 (103) Interest expense 22,476 15,806 Foreign exchange (gain) / losses on external debt 277 3,582 Depreciation and amortization 27,955 13,051 Restructuring and other related expenses 1,818 767 Transaction related expenses — 10,708 Integration costs 3,939 — Settlement of acquisition 848 868 Pension related income, net (1,515) (1,954) Legacy legal matters 1,394 586 Change in provision for contingencies (763) (539) Non-cash stock-based compensation expense 973 — Other non-operating one-off items 1,347 58 Adjusted EBITDA $ 75,230 $ 42,570 Sales $ 951,953 $ 526,929 Net Income (Loss) Margin 1.17 % (0.04 %) Adjusted EBITDA Margin 7.9 % 8.1 % Page 34 of 43 Index Liquidity and Capital Resources Aebi Schmidt’s primary liquidity needs are to fund general business requirements, including working capital, capital expenditures, restructuring costs and debt service requirements. Aebi Schmidt’s principal sources of liquidity are cash flows from operating activities, its revolving credit facility (the “Revolving Credit Facility”) and other debt issuances, and existing cash balances of $109.7 million as of June 30, 2026. Aebi Schmidt actively manages its working capital and associated cash requirements and continually seeks more effective uses of cash. As of June 30, 2026, Aebi Schmidt had $444.4 million of net working capital (i.e., current assets minus current liabilities) compared to $416.5 million of net working capital as of December 31, 2025. Aebi Schmidt believes that its available liquidity will be sufficient to meet its current obligations for a period of at least 12 months from the date of the filing of this Quarterly Report and foreseeable future thereafter, and its liquidity will be sufficient to finance its operating and capital needs, including day to day operations, capital expenditures, research and development, investments in information technology systems, dividends and potential future acquisitions. Cash Flows Aebi Schmidt’s cash flows from operating, investing and financing activities, as reflected in the Aebi Schmidt Condensed Consolidated Statements of Cash Flows are summarized in the following table: For the Six Months Ended June 30, (in thousands) 2026 2025 $ Change % Change Net cash used in operating activities (10,632) (21,216) $ 10,584 (50 %) Net cash used in investing activities (3,495) (4,545) 1,050 (23 %) Net cash provided by financing activities 25,385 21,612 3,773 17 % Effect of exchange rate changes on cash and cash equivalents (36) 2,555 (2,591) (101 %) Net increase (decrease) in cash and cash equivalents 11,222 (1,594) 12,816 n.m. Cash and cash equivalents at beginning of the period 98,512 65,173 33,339 51 % Cash and cash equivalents at end of the period $ 109,734 $ 63,579 $ 46,155 73 % Net cash used in operating activities Net cash used in operating activities decreased by $10.6 million, or 50%, to $10.6 million in the six months ended June 30, 2026, from cash used in operating activities of $21.2 million in the six months ended June 30, 2025. The decrease in net cash used in operating activities was primarily driven by an increase of $29.0 million related to net income adjusted for non-cash charges, a favorable change in accounts receivable and contract assets of $23.2 million, a favorable change in inventory of $2.0 million, and a favorable change in contract liabilities of $11.2 million. These favorable changes were primarily offset by an unfavorable change in accounts payable of $53.4 million due to increased purchases of raw materials, and an unfavorable change in remaining balance sheet items of $1.5 million. Net cash used in investing activities Net cash used in investing activities decreased by $1.1 million, or 23%, to $3.5 million in the six months ended June 30, 2026, from cash used in investing activities of $4.5 million in the six months ended June 30, 2025. The decrease was primarily driven by a decrease in cash spent on purchases of property, plant and equipment of $0.6 million and increase in proceeds from sale of property, plant and equipment of $0.4 million. Net cash provided by financing activities Net cash provided by financing activities increased by $3.8 million to $25.4 million in the six months ended June 30, 2026, from net cash provided by $21.6 million in the six months ended June 30, 2025. The increase was primarily driven by higher borrowings of $4.4 million, lower dividend payments of $5.6 million, and lower deferred payments related to historical transactions of $4.8 million. The increase was partially offset by higher payments on debt of $9.5 million and higher payments related to exercising and vesting of stock incentive awards of $1.2 million. Page 35 of 43 Index Debt In thousands June 30, 2026 December 31, 2025 Revolving credit facility, due 2030 $ 200,154 $ 191,819 Term loan, Facility A, due 2030 324,478 328,377 Shareholder loan 57,592 59,101 Other debt 35,455 15,661 Total debt 617,679 594,958 Less current portion of long-term debt (66,336) (46,908) Total long-term debt $ 551,343 $ 548,050 Term loan, Facility A, due 2030 Facility A is a multicurrency senior secured amortizing term loan facility with a total commitment amount of $350.0 million. The interest rate is variable defined based on the applicable reference rate (SOFR, SARON, EURIBOR), plus a margin determined by the Company’s leverage ratio. The average interest rate for the three months ended June 30, 2026 was 5.987%. As of June 30, 2026, debt issuance costs of $4.3 million are deferred and amortized based on the effective interest method. The Company is subject to certain customary covenants that prohibit the Company from incurring additional indebtedness, limit certain acquisitions, investments, advances or loans and restrict substantial asset sales (all subject to certain exceptions and baskets). In addition, the credit facilities agreement governing Facility A (the “New Credit Facilities Agreement”) also requires the Company to maintain certain financial ratios. For the current reporting period, the Company was required to maintain a leverage ratio that did not exceed 3.75x. The Company was in compliance with all covenants as of June 30, 2026 and December 31, 2025. Revolving Credit Facility, due 2030 The Revolving Facility is a multicurrency senior secured revolving loan facility with a total commitment amount of up to $250.0 million. The interest rate is variable and based on the applicable reference rate (SOFR, SARON, EURIBOR), plus a margin determined by the Company’s leverage ratio. The average interest rate for the three months ended June 30, 2026 was 5.829%. As of June 30, 2026, debt issuance costs of $3.0 million are deferred and amortized based on a straight-line basis over the term of the debt. The Company is subject to certain customary covenants that prohibit the Company from incurring additional indebtedness, limit certain acquisitions, investments, advances or loans and restrict substantial asset sales (all subject to certain exceptions and baskets). In addition, the New Credit Facilities Agreement also requires the Company to maintain certain financial ratios. For the current reporting period, the Company was required to maintain a leverage ratio that did not exceed 3.75x. The Company was in compliance with all covenants as of June 30, 2026 and December 31, 2025. Shareholder loans As of June 30, 2026 and December 31, 2025, there were subordinated shareholder loans totaling CHF13.6 million (2026: $16.8 million, 2025: $17.1 million) and EUR15.0 million (2026: $17.1 million, 2025: $17.6 million) from PCS Holding AG, as well as CHF10.0 million (2026: $12.4 million, 2025: $12.6 million) and EUR10.0 million (2026: $11.4 million, 2025: $11.8 million) from Gebuka AG. The loans are originally granted for a fixed term, but the term will be extended if the loan agreement is not terminated 90 days prior to the end date or if an extension agreement is signed. The change in the loan balance as of June 30, 2026 and December 31, 2025 is solely due to foreign exchange rate fluctuations. These shareholder loans were renewed and amended in connection with the New Credit Facilities Agreement. Page 36 of 43 Index Other debt In the first quarter of 2026, the Company entered into an uncommitted revolving credit facility with a maximum availability of $20.0 million and a maturity date of February 9, 2027. The facility bears interest at variable rates based on applicable reference rates (e.g., SOFR, SARON or EURIBOR) plus a margin. The average interest rate for the three months ended June 30, 2026 was 5.896%. The agreement includes customary terms and conditions, including representations and warranties, events of default and covenants typical for facilities of this nature. The lender may cancel the facility any time on short notice. As of June 30, 2026, there was $20.0 million outstanding under the facility. This debt is included in “Other debt” in the table above. Contingent Liabilities Changes in Aebi Schmidt’s warranty liability during the periods ended June 30, 2026 and 2025 were as follows: Six Months Ended June 30, (in thousands) 2026 2025 Balance of warranty liability, beginning of period $ 20,303 $ 10,206 Accruals for current period sales 3,354 2,778 Cash settlements (2,710) (968) Changes in liability for pre-existing warranties (1,749) (18) Translation adjustment (317) 978 Balance of warranty liability, end of period $ 18,881 $ 12,976 Aebi Schmidt’s long-term warranty provisions amounting to $2.6 million and $2.0 million at June 30, 2026 and 2025, respectively, are included within other non-current liabilities on its Condensed Consolidated Balance Sheet. Contractual and Other Obligations Aebi Schmidt is party to contractual and other material obligations (including any material cash obligations) involving commitments to make payments to third parties, and such commitments require a material amount of cash. As part of its normal course of business, Aebi Schmidt enters into contracts with suppliers for purchases of certain raw materials, components, and services to facilitate adequate supply of these materials and services. These arrangements may contain fixed or minimum quantity purchase requirements. Refer to Note 7 – Commitments and Contingent Liabilities to Aebi Schmidt’s unaudited condensed consolidated financial statements for details on its cash obligations. Off-Balance Sheet Arrangements The contingent liabilities include guarantees amounting to $20.3 million and $20.2 million as of June 30, 2026 and December 31, 2025, respectively. Through the normal course of bidding for and executing certain projects, Aebi Schmidt has entered into bid/performance bonds and surety bonds (collectively “performance bonds”) with various financial institutions. Customers can draw on such performance bonds if Aebi Schmidt does not fulfill its contractual obligations. If a performance bond is drawn, Aebi Schmidt would have an obligation to reimburse the financial institution for amounts paid. There have been no significant amounts reimbursed to financial institutions under these types of arrangements for the six months ended June 30, 2026 and 2025. Critical Accounting Policies and Estimates There have been no changes to our critical accounting policies during the six months ended June 30, 2026. Refer to the Company's Form 10-K for a summary of our policies.