Group 1 - CompoSecure, Inc. has received approval from its stockholders for the issuance of shares of Class A Common Stock related to the business combination with Husky Technologies Limited [1] - The business combination is anticipated to close in January 2026, pending customary closing conditions and regulatory approvals [1] - Final voting results from the special meeting of stockholders will be disclosed in a Form 8-K filed with the U.S. Securities and Exchange Commission [2]

Amid a monster year and, more recently, a transformative deal announcement, this move raises a sharper question about how much upside is really left at today’s valuation.Charlotte-based Tikvah Management cut its stake in CompoSecure (CMPO +0.62%) by 280,000 shares and saw its position value reduced by an estimated $9.31 million, according to a November 14 SEC filing.What HappenedAccording to a Securities and Exchange Commission (SEC) filing dated November 14, Tikvah Management reduced its position in  Compo ...

CompoSecure, Inc. (CMPO) could be a solid choice for investors given its recent upgrade to a Zacks Rank #2 (Buy). This upgrade is essentially a reflection of an upward trend in earnings estimates -- one of the most powerful forces impacting stock prices.The Zacks rating relies solely on a company's changing earnings picture. It tracks EPS estimates for the current and following years from the sell-side analysts covering the stock through a consensus measure -- the Zacks Consensus Estimate.Since a changing e ...

Financial Performance - The Company reported net sales of $0 for the three months ended September 30, 2025, a decrease of $107.1 million, or 100%, compared to $107.1 million in the same period of 2024, primarily due to the deconsolidation of Holdings[166]. - Gross profit for the same period decreased by $55.4 million, or 100%, to $0, with the gross margin dropping from 52% to 0% as a result of the Spin-Off[171]. - The Company experienced a loss from operations of $9.9 million for the three months ended September 30, 2025, compared to income from operations of $29.1 million in the same period of 2024[173]. - The loss before income taxes increased to $184.5 million for the three months ended September 30, 2025, compared to a loss of $84.8 million in the prior year, representing a 117% increase[166]. - The net loss attributable to CompoSecure, Inc. was $174.7 million for the three months ended September 30, 2025, compared to a net loss of $42.1 million in the same period of 2024, marking a 315% increase[166]. - For the nine months ended September 30, 2025, net sales decreased by $259.9 million, or 81%, to $59.8 million compared to $319.7 million for the same period in 2024[178]. - Gross profit for the nine months ended September 30, 2025, decreased by $137.9 million, or 83%, to $28.7 million, with a gross margin decline from 52% to 48%[181]. - The company reported a net loss of $179.3 million for the nine months ended September 30, 2025, compared to a net loss of $34.8 million for the same period in 2024, representing a 415% increase in net loss[177]. - The company had a loss from operations of $6.6 million for the nine months ended September 30, 2025, compared to income from operations of $92.0 million for the same period in 2024[183]. - For the three months ended September 30, 2025, the company reported a net loss of $174.7 million, compared to a net loss of $85.5 million for the same period in 2024[196]. Sales Performance - The Company’s domestic net sales for the three months ended September 30, 2025 decreased by $80.0 million, or 100%, to $0, while Holdings generated $105.1 million of domestic net sales for the same period[169]. - International net sales also decreased by $27.1 million, or 100%, to $0, with Holdings generating $15.8 million of international net sales for the three months ended September 30, 2025[170]. - Domestic net sales decreased by $203.5 million, or 79%, to $54.5 million for the nine months ended September 30, 2025, compared to $258.0 million for the same period in 2024[179]. - International net sales decreased by $56.4 million, or 91%, to $5.3 million for the nine months ended September 30, 2025, compared to $61.7 million for the same period in 2024[180]. Operating Expenses - Operating expenses decreased by $16.4 million, or 62%, to $9.9 million for the three months ended September 30, 2025, compared to $26.3 million in the prior year[172]. - Operating expenses for the nine months ended September 30, 2025, decreased by $39.4 million, or 53%, to $35.3 million compared to $74.7 million for the same period in 2024[182]. - Other expenses for the nine months ended September 30, 2025, were $211.1 million, an increase of $84.3 million, or 67%, compared to $126.8 million for the same period in 2024[184]. Equity Method Investment - Earnings in equity method investment amounted to $39.6 million for the three months ended September 30, 2025, reflecting a 100% increase from the previous period[166]. - Earnings in equity method investment amounted to $93.4 million for the nine months ended September 30, 2025, resulting from the deconsolidation associated with the Spin-Off[185]. Cash Flow and Financing - The company had cash and cash equivalents of $127.4 million as of September 30, 2025, up from $77.5 million as of December 31, 2024[205]. - Cash used in operating activities for the nine months ended September 30, 2025, was $8.9 million, a decrease of $104.3 million compared to cash provided by operating activities of $95.4 million in the same period of 2024[207]. - Cash used in investing activities for the nine months ended September 30, 2025, was $60.7 million, primarily due to cash and cash equivalents deconsolidated from the Spin-Off[208]. - Cash provided by financing activities for the nine months ended September 30, 2025, was $119.5 million, compared to cash used of $78.5 million in the same period of 2024[209]. - The company reported total debt principal outstanding of $190.0 million as of September 30, 2025, down from $197.5 million as of December 31, 2024[205]. - The company anticipates using acquisitions as part of its growth strategy, which may require additional equity or debt financing[206]. Interest Rate Risk - Holdings had $190.0 million in variable rate debt outstanding as of September 30, 2025, exposing the company to interest rate risk[213]. - An increase or decrease of 100 basis points in the applicable interest rate would result in an annual change in interest expense of approximately $1.9 million[214]. Spin-Off Impact - The Spin-Off of Resolute Holdings was completed on February 28, 2025, resulting in the Company no longer consolidating Holdings and accounting for it as an equity method investment[151]. - Adjusted net income for the three months ended September 30, 2025, was $33.99 million, representing an increase of 50.8% from $22.52 million in the same period of 2024[196].

Financial Data and Key Metrics Changes - Non-GAAP net sales increased by 13% year-over-year to $120.9 million, up from $107.1 million [11][17] - Non-GAAP gross margin for the quarter was 59%, compared to 51.7% in the same quarter last year [12][18] - Pro forma adjusted EBITDA increased by 30% to $47.7 million, with an EBITDA margin of 39.5%, up 529 basis points year-over-year [12][19] - Cash and cash equivalents rose to $224.6 million, compared to $52.7 million a year ago, while total debt decreased from $330 million to $190 million [18] Business Line Data and Key Metrics Changes - Domestic net sales grew by 31% to $105.1 million, while international net sales declined by 42% to $15.8 million due to timing of customer orders [18] Market Data and Key Metrics Changes - The demand for metal card products remains strong, supported by ongoing market trends [14] Company Strategy and Development Direction - The company is focused on implementing the CompoSecure Operating System to drive organic growth, improve margins, and enhance capital allocation [5][9] - The planned business combination with Husky Technologies is viewed as a foundation for a diversified compounder, enhancing growth and profitability opportunities [6][23] - The company aims to maintain discipline in execution, innovation, and strategic investments to capitalize on growth opportunities [9][21] Management's Comments on Operating Environment and Future Outlook - Management expressed optimism about the company's financial performance and operational improvements, highlighting the positive impact of the CompoSecure Operating System [21][32] - The company raised its 2025 guidance for non-GAAP net sales to approximately $463 million and introduced guidance for 2026 of approximately $510 million [12][20] Other Important Information - The company is transitioning to a new CFO, Mary Holt, who is expected to contribute significantly to the company's strategic initiatives [10][11] - The combination with Husky is expected to close in the first quarter of 2026, subject to regulatory approvals [27] Q&A Session Summary Question: Share count for pro forma basis - The pro forma share count will be 291 million shares [34] Question: Margin improvement expectations - There is significant potential for further efficiency improvements through the operating system, with ongoing investments in growth areas [36] Question: Synergies from the acquisition - The company does not expect to rely on synergies between the two businesses but emphasizes the importance of consistent application of the management operating system [40] Question: Recurring revenue nature of Husky's business - Husky's business model includes a large installed base of machines, generating recurring revenue from aftermarket parts and services [42] Question: Margin expansion potential - The company believes there is still substantial opportunity for margin improvement across the combined businesses, with a commitment to sustainable growth and innovation [48]

Transaction Highlights - CompoSecure 将与 Husky Technologies 合并，交易价格约为 50 亿美元[13]，相当于 Husky 2026 年预计净调整后 EBITDA 的 11.2 倍[13]，约为 4.45 亿美元[13] - 预计交易完成后第一年，CompoSecure 的盈利将增加 20% 以上[13] - 该交易预计将于 2026 年第一季度完成[13] Husky Technologies Overview - Husky 是全球领先的工程设备和售后服务制造商，拥有约 13,500 个已安装系统[13] - Husky 的售后市场零件和服务收入占比约为 65%[13] - Husky 在约 135 个国家拥有超过 3,500 名客户[19] - Husky 2025 财年预计收入约为 15.82 亿美元[19]，同比增长约 6%[19]，净调整后 EBITDA 约为 4 亿美元[19]，净调整后 EBITDA 利润率约为 25%[19] Pro Forma Company Financials - 合并后的公司 2026 年预计收入约为 22.25 亿美元[24]，净调整后 EBITDA 约为 6.35 亿美元[24]，净调整后 EBITDA 利润率约为 29%[24] - CompoSecure 业务的经常性收入占比约为 75%[15]，自由现金流转化率约为 94%[24] - Husky 业务的售后市场经常性收入占比约为 65%[15]，自由现金流转化率约为 87%[24] Transaction Funding and Ownership - 该交易的资金来源包括约 20 亿美元的普通股私募[13]，约 20 亿美元的债务[13]，以及 Platinum Equity 约 10 亿美元的股权转入[13] - 交易完成后，现有 CompoSecure 股东将持有合并后公司约 44.5% 的股份[36]，Platinum Equity 将持有约 19% 的股份[36]，私募投资者将持有约 36.5% 的股份[36]

Group 1 - CompoSecure plans to acquire Husky Technologies for approximately $5 billion, including debt, supported by former Honeywell CEO David Cote [1] - The acquisition will be partially funded by a $2 billion PIPE investment, with shares priced at $18.50 each [1] - Husky Technologies, established in 1953, is a leading supplier of plastic injection molding systems, serving various sectors including packaging, medical, and automotive [1] Group 2 - CompoSecure specializes in fintech and payment security technologies, primarily offering metal payment cards and security solutions [2] - David Cote's family office holds approximately $1.1 billion in CompoSecure, which will be included in the transaction [2] - Platinum Equity will retain about $1 billion in equity, holding just under 20% of the combined business post-merger [2]

Core Insights - Resolute Holdings reported a third quarter loss per share of ($0.03) and Non-GAAP Fee-Related Earnings per share of $0.13 for the fiscal third quarter ending September 30, 2025 [1][4]. Financial Performance - Management fees for the three months ended September 30, 2025, were $3.698 million, while for the nine months, they totaled $8.246 million [4]. - Selling, general and administrative expenses for the three months were $3.960 million, and for the nine months, they were $11.690 million [4]. - The company reported an operating loss of $262,000 for the three months and a loss of $3.444 million for the nine months [4]. - Total other income (expense) was $94,000 for the three months and $166,000 for the nine months [4]. - The net loss attributable to common stockholders was $231,000 for the three months and $4.208 million for the nine months [4]. - Fee-Related Earnings were $1.093 million for the three months and $1.186 million for the nine months, with Fee-Related Earnings per share of $0.13 and $0.14 respectively [4][22]. Business Developments - Resolute Holdings is entering into a management agreement with Husky Technologies Limited as part of CompoSecure's planned business combination with Husky [2]. - The financial results of CompoSecure Holdings will be consolidated in accordance with U.S. GAAP due to the spin-off from CompoSecure and the execution of the Management Agreement [3]. Structural Overview - Resolute Holdings operates as an alternative asset management platform, providing management services including capital allocation strategy and operational practices [8]. - The company aims to create long-term value through the Resolute Operating System, which is designed to enhance value at both managed businesses and Resolute Holdings itself [8].

Core Insights - CompoSecure, Inc. reported strong third-quarter performance, exceeding expectations across key metrics, driven by customer demand and operational improvements [2][7] - The company announced a business combination with Husky Technologies, valuing the combined entity at approximately $7.4 billion [1][5] Financial Performance - Non-GAAP Net Sales for Q3 2025 increased by 13% to $120.9 million compared to $107.1 million in Q3 2024, attributed to strong domestic demand and new program wins [13] - Non-GAAP Gross Profit rose to $71.3 million with a gross margin of 59.0%, up from $55.4 million and 51.7% in the same quarter last year [13] - Non-GAAP Pro Forma Adjusted EBITDA increased by 30% to $47.7 million compared to $36.6 million in Q3 2024 [20] Business Combination with Husky Technologies - The transaction will combine CompoSecure with Husky for an enterprise value of approximately $5 billion, with a pro forma enterprise value of about $7.4 billion [5][6] - The deal is expected to be funded through a private placement of approximately $2.0 billion and an equity rollover of about $1.0 billion from Platinum Equity [6] - The transaction is anticipated to close in Q1 2026, subject to regulatory approval, and is expected to be 20%+ accretive to adjusted diluted earnings per share in the first full year post-closing [8] Future Outlook - CompoSecure raised its guidance for full-year 2025, expecting total Non-GAAP Net Sales of approximately $463 million and Non-GAAP Pro Forma Adjusted EBITDA of approximately $165-170 million [17] - For fiscal year 2026, the company anticipates Non-GAAP Net Sales of approximately $510 million, reflecting a 10% year-over-year increase, and Non-GAAP Pro Forma Adjusted EBITDA of approximately $190 million, representing a 12-15% increase year-over-year [18] Management Commentary - The President and CEO highlighted the effectiveness of the CompoSecure Operating System in driving organic growth and profitability [2] - The Executive Chairman expressed confidence in the future opportunities for CompoSecure following the implementation of a high-performance culture [2]

Core Viewpoint - Financial technology firm CompoSecure is acquiring Husky Technologies for approximately $5 billion, which includes debt [1] Group 1: Company Overview - CompoSecure is a financial technology firm backed by David Cote [1] - Husky Technologies specializes in injection-molding equipment [1] Group 2: Transaction Details - The acquisition price for Husky Technologies is around $5 billion, inclusive of debt [1]