THIRD QUARTER 2022 FORWARD-LOOKING STATEMENTS Except for historical information, certain matters discussed in this presentation may be forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements include but are not limited to all projections and anticipated levels of future performance. Forward-looking statements involve risks, uncertainties and other factors that may cause our actual results to differ materially from those discussed here ...

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended: September 30, 2022 or ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from _________ to _________ Commission File Number: 001-40698 CADRE HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 38-3 ...

Cadre Holdings, Inc. (NYSE:CDRE) Q2 2022 Earnings Conference Call August 11, 2022 5:00 PM ET Company Participants Matt Berkowitz - IGB Group Warren Kanders - Chairman & Chief Executive Officer Brad Williams - President Blaine Browers - Chief Financial Officer Conference Call Participants Daniel Imbro - Stephens Jeff Van Sinderen - B. Riley Matt Koranda - ROTH Capital Bert Subin - Stifel Mark Smith - Lake Street Capital Markets Operator Good afternoon and welcome to Cadre Holdings Second Quarter Ended June 3 ...

SECOND QUARTER 2022 FORWARD-LOOKING STATEMENTS Except for historical information, certain matters discussed in this presentation may be forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements include but are not limited to all projections and anticipated levels of future performance. Forward-looking statements involve risks, uncertainties and other factors that may cause our actual results to differ materially from those discussed her ...

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended: June 30, 2022 or ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from _________ to _________ Commission File Number: 001-40698 CADRE HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 38-387314 ...

| --- | --- | --- | --- | --- | --- | --- | |-------|-----------------------|-------|-------|-------|-------|-------| | | | | | | | | | | | | | | | | | | | | | | | | | | INVESTOR PRESENTATION | | | | | | | | March 2022 | | | | | | FORWARD-LOOKING STATEMENTS Except for historical information, certain matters discussed in this presentation may be forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements include but are not limited to all ...

PART I FINANCIAL INFORMATION [Financial Statements (Unaudited)](index=7&type=section&id=Item%201.%20Financial%20Statements%20(Unaudited)) This section presents the unaudited consolidated financial statements for the three months ended March 31, 2022, with comparative data for 2021 Consolidated Balance Sheet Highlights (in thousands) | Account | March 31, 2022 | December 31, 2021 | | :--- | :--- | :--- | | **Total Assets** | **$320,998** | **$311,796** | | Total Current Assets | $143,657 | $159,981 | | Goodwill | $72,510 | $66,262 | | **Total Liabilities** | **$225,053** | **$223,156** | | Total Current Liabilities | $75,899 | $74,621 | | Long-term Debt | $144,661 | $146,516 | | **Total Shareholders' Equity** | **$95,945** | **$88,640** | Consolidated Statements of Operations Highlights (in thousands, except per share data) | Metric | Q1 2022 | Q1 2021 | | :--- | :--- | :--- | | Net Sales | $104,406 | $110,536 | | Gross Profit | $40,189 | $43,959 | | Operating (Loss) Income | $(14,482) | $15,434 | | Net (Loss) Income | $(10,165) | $6,864 | | Diluted (Loss) Income Per Share | $(0.30) | $0.25 | Consolidated Statements of Cash Flows Highlights (in thousands) | Cash Flow Activity | Three Months Ended March 31, 2022 | Three Months Ended March 31, 2021 | | :--- | :--- | :--- | | Net cash provided by operating activities | $8,916 | $16,832 | | Net cash used in investing activities | $(20,737) | $(788) | | Net cash used in financing activities | $(12,957) | $(1,490) | | Change in cash and cash equivalents | $(23,980) | $14,567 | [Notes to Consolidated Financial Statements](index=11&type=section&id=Notes%20to%20Consolidated%20Financial%20Statements) The notes provide detailed explanations for items in the financial statements, covering significant accounting policies, the acquisition of Radar, revenue disaggregation, debt structure, compensation plans, segment performance, and subsequent events - On January 11, 2022, the Company acquired Radar Leather Division S.r.l. for **$19.8 million**, net of cash acquired, with the acquisition expected to be accretive[63](index=63&type=chunk)[64](index=64&type=chunk) Net Sales by Channel (in thousands) | Channel | Q1 2022 | Q1 2021 | | :--- | :--- | :--- | | U.S. state and local agencies | $57,923 | $59,377 | | Commercial | $11,034 | $11,842 | | U.S. federal agencies | $7,914 | $15,593 | | International | $27,019 | $21,994 | | **Total Net Sales** | **$104,406** | **$110,536** | - As of March 31, 2022, total debt was **$156.6 million**, including a **$200 million** Term Loan and a **$100 million** Revolving Loan facility, both maturing in July 2026[80](index=80&type=chunk)[82](index=82&type=chunk) - A modification to the executive compensation plan on March 9, 2022, resulted in the recognition of **$23.0 million** in compensation expense during the first quarter[117](index=117&type=chunk) - In May 2022, subsequent to the quarter end, the Company acquired Cyalume Technologies for approximately **$35.0 million**, funded by a draw on its Revolving Loan facility[124](index=124&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations (MD&A)](index=32&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management provides an analysis of the financial results for Q1 2022 compared to Q1 2021, covering business overview, acquisitions, key metrics, operational results by segment, liquidity, and critical accounting policies [Results of Operations](index=35&type=section&id=Results%20of%20Operations) Net sales for Q1 2022 decreased by 5.5% to $104.4 million from $110.5 million in Q1 2021, primarily due to a large prior-year federal shipment and increased stock-based compensation expense - Product segment net sales decreased by **$8.4 million (9.0%)** YoY, mainly due to a large US Federal shipment in the prior year and lower demand for less lethal products compared to Q1 2021[150](index=150&type=chunk) - Selling, general and administrative (SG&A) expenses increased by **$25.9 million (92.3%)** YoY, primarily due to **$23.7 million** in stock-based compensation expense[152](index=152&type=chunk) - Interest expense decreased by **$3.6 million (70.5%)** YoY due to debt refinancing at a lower interest rate and debt repayments[155](index=155&type=chunk) [Key Performance Metrics](index=34&type=section&id=KEY%20PERFORMANCE%20METRICS) The company monitors its order backlog as a forward-looking indicator of potential sales, which increased as of March 31, 2022 Orders Backlog (in thousands) | Date | Orders Backlog | | :--- | :--- | | March 31, 2022 | $117,146 | | December 31, 2021 | $113,840 | - The order backlog increased by **$3.3 million** from Q4 2021 to Q1 2022, driven by higher demand for soft armor and duty gear, partially offset by shipments of large contractual orders[143](index=143&type=chunk) [Non-GAAP Measures](index=38&type=section&id=NON-GAAP%20MEASURES) The company uses non-GAAP measures such as EBITDA and Adjusted EBITDA to supplement its GAAP results, with Adjusted EBITDA decreasing to $14.2 million in Q1 2022 Adjusted EBITDA Reconciliation (in thousands) | Metric | Q1 2022 | Q1 2021 | | :--- | :--- | :--- | | Net (loss) income | $(10,165) | $6,864 | | EBITDA | $(11,143) | $18,929 | | Stock-based compensation expense | $23,723 | $— | | **Adjusted EBITDA** | **$14,219** | **$20,246** | | Adjusted EBITDA conversion rate | 92% | 96% | - Adjusted EBITDA decreased by **$6.0 million** in Q1 2022 compared to Q1 2021, primarily due to the decrease in net sales and unfavorable product portfolio mix, partially offset by favorable pricing[169](index=169&type=chunk) [Liquidity and Capital Resources](index=41&type=section&id=LIQUIDITY%20AND%20CAPITAL%20RESOURCES) The company's primary liquidity sources are cash from operations, cash on hand, and its revolving credit facility, with $8.9 million in net cash from operations in Q1 2022 Cash Flow Summary (in thousands) | Cash Flow Activity | Q1 2022 | Q1 2021 | | :--- | :--- | :--- | | Net cash provided by operating activities | $8,916 | $16,832 | | Net cash used in investing activities | $(20,737) | $(788) | | Net cash used in financing activities | $(12,957) | $(1,490) | - As of March 31, 2022, the company had **$156.4 million** in outstanding debt, primarily related to its term loan facilities[174](index=174&type=chunk) - As of March 31, 2022, there were no amounts outstanding under the Revolving Loan, with **$96.9 million** of availability, and subsequently **$35.0 million** was drawn in May 2022 to fund the Cyalume acquisition[176](index=176&type=chunk)[181](index=181&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=47&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company states that as a smaller reporting company, it is not required to provide the information for this item - As a smaller reporting company, Cadre is not required to provide quantitative and qualitative disclosures about market risk[206](index=206&type=chunk) [Controls and Procedures](index=47&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that the company's disclosure controls and procedures were effective as of March 31, 2022, with no material changes to internal control over financial reporting - The CEO and CFO concluded that the company's disclosure controls and procedures were effective as of March 31, 2022[207](index=207&type=chunk) - There were no changes in internal control over financial reporting during the quarter that materially affected, or are reasonably likely to materially affect, internal controls[208](index=208&type=chunk) PART II OTHER INFORMATION [Legal Proceedings](index=48&type=section&id=Item%201.%20Legal%20Proceedings) This section refers to Note 7 of the financial statements, detailing ongoing legal matters including a DOJ investigation and a personal injury lawsuit - The company is subject to a Department of Justice (DOJ) False Claims Act investigation regarding allegations that soft body armor accessory panels were falsely labeled as compliant with National Institute of Justice standards[100](index=100&type=chunk) - A subsidiary, Safariland, LLC, received a **$7.5 million** jury verdict in a personal injury case, which the company is appealing and believes any potential losses would be covered by insurance[102](index=102&type=chunk) [Risk Factors](index=48&type=section&id=Item%201A.%20Risk%20Factors) The company reports no material changes to its risk factors from its last Annual Report on Form 10-K, except for no longer being a "controlled company" under NYSE rules - The company is no longer a "controlled company" under NYSE rules as CEO Warren B. Kanders no longer beneficially owns a majority of the outstanding common stock following equity issuances for employee compensation[215](index=215&type=chunk) - Due to the change in status, the company must meet certain NYSE corporate governance requirements, such as having a majority-independent board, within specified transition periods[215](index=215&type=chunk) [Exhibits](index=50&type=section&id=Item%206.%20Exhibits) This section lists the exhibits filed with the 10-Q report, including the Stock Purchase Agreement for the Cyalume Technologies acquisition and officer certifications - A key exhibit filed is the Stock Purchase Agreement dated May 3, 2022, for the acquisition of Cyalume Technologies Holdings, Inc[219](index=219&type=chunk)

Cadre Holdings, Inc. (NYSE:CDRE) Q1 2022 Results Conference Call May 12, 2022 5:00 PM ET Company Participants Matt Berkowitz - IGB Group Warren Kanders - Chairman and CEO Brad Williams - President Blaine Browers - CFO Conference Call Participants Daniel Imbro - Stephens Jeff Van Sinderen - B. Riley Bert Subin - Stifel Matt Koranda - ROTH Capital Mark Smith - Lake Street Capital Markets Operator Good afternoon, and welcome to the Cadre Holdings First Quarter ended March 31, 2022 Conference Call. Today’s conf ...

Cadre Holdings Inc. (NYSE:CDRE) Q4 2021 Earnings Conference Call March 10, 2022 5:00 PM ET Company Participants Warren Kanders – Chairman and Chief Executive Officer Brad Williams – President Blaine Browers – Chief Financial Officer Matt Berkowitz – IGB Group Conference Call Participants Mike Jay – ROTH Capital Daniel Imbro – Stephens Mark Smith – Lake Street Capital Bert Subin – Stifel Jeff Van Sinderen – B. Riley Brian Gesuale – Raymond James Operator Good afternoon and welcome to the Cadre Holdings Four ...

Market Opportunities - The annual addressable market for soft body armor is estimated to be approximately $870 million[32]. - The addressable market for explosive ordnance disposal equipment is estimated at approximately $245 million over a seven-to-ten year product lifecycle[32]. - The annual addressable market for holsters in the global law enforcement and military markets is estimated to be approximately $380 million[32]. - The company aims to capture a total potential addressable market opportunity of approximately $500 million for blast sensor equipment based on the U.S. Department of Defense branches participating in the program[55]. - The international market for safety and survivability equipment is expected to grow due to increasing safety challenges faced by foreign governments[33]. Growth Strategy - The company plans to drive profitable organic revenue growth through new product development and geographic expansion, particularly in international markets[39]. - The growth strategy includes driving profitable core revenue growth through new product introductions, international market expansion, and targeted acquisitions[54]. - The company has completed 13 strategic acquisitions to expand product and technology offerings and enter new markets[57]. Financial Performance - The Adjusted EBITDA Conversion Rate is consistently greater than 90%[40]. - Continuous margin improvement initiatives have led to past years' margin improvements through cost structure optimization and operational enhancements[61]. - The company has significant long-term debt obligations, with $161.7 million outstanding as of December 31, 2021[99]. - The company incurred higher freight and distribution costs, including air freight, to mitigate delays caused by supply chain disruptions[126]. Operational Challenges - The ongoing COVID-19 pandemic has caused disruptions in global supply chains, leading to increased costs for raw materials, storage, and shipping[91]. - The COVID-19 pandemic has caused ongoing disruptions in manufacturing, shipping, and transportation, adversely affecting the company's business and results of operations[125]. - Limited sources for raw materials and components may significantly curtail manufacturing operations, impacting production capabilities[132]. - The company faces risks related to fluctuating budgets of customers, particularly government agencies, which can lead to substantial fluctuations in results of operations[127]. Regulatory and Compliance Risks - The company is subject to extensive government regulations, which could materially restrict operations and lead to substantial penalties[107]. - The company is subject to extensive regulation and audit by the Defense Contract Audit Agency, which could impact its operating results and prospects[152]. - Environmental, health, and safety regulations may impose significant compliance costs and liabilities, potentially affecting financial results[142]. - The company may incur significant expenses in responding to governmental audits and inquiries, which could divert management's attention[152]. Market Position and Relationships - The company maintains long-term relationships with over 23,000 first responders and federal agencies, with top customer relationships averaging over 15 years[43]. - The company has built relationships with nearly every domestic law enforcement agency, selling at least one product category to each of the top 50 major departments[63]. - The company actively markets its products in various international markets, including Europe, North and South America, the Middle East, Africa, and Asia[115]. Risks and Uncertainties - The company faces risks related to international operations, including U.S.-imposed embargoes and foreign import controls that could disrupt supplies[112]. - The company is uncertain about its ability to manage growth effectively, which could impact its financial condition[99]. - The company is exposed to risks associated with foreign currency fluctuations and longer payment cycles in international markets[116]. - The company’s operations could be adversely affected by geopolitical events, such as the ongoing conflict in Ukraine and related sanctions[120]. Corporate Governance - The company is classified as a "controlled company," with Warren B. Kanders owning over 50% of the voting power, affecting its corporate governance structure[183]. - The company’s executive officers, directors, and principal stockholders control approximately 67.41% of the outstanding voting stock, allowing them to significantly influence shareholder decisions[187]. Stock Market Considerations - An active trading market for the company’s common stock may not develop, which could hinder the ability to sell shares without affecting market price[188]. - The market price of the company’s common stock may be volatile, influenced by factors such as operating performance fluctuations and changes in financial projections[189]. - Substantial future sales of shares could lead to a decline in the market price of the company’s common stock, impacting capital raising efforts[192]. - Approximately 27,509,050 shares of common stock will become eligible for sale after the expiration of the 180-day lock-up period[193]. Research and Development - The company must continue to invest in research and development to adapt to technological advances and maintain competitive positioning[140]. - The company relies heavily on information technology systems, and any disruptions or cyber-attacks could materially affect its business[156].