Core Points - CompoSecure, Inc. announced the retirement of its Chief Financial Officer, Tim Fitzsimmons, after over 13 years of service, with a successor expected to be named in the second half of 2025, no later than January 1, 2026 [1][6] - Tim Fitzsimmons will serve as a consultant to ensure a smooth transition until January 1, 2027 [1][6] - The company reaffirms its full year 2025 guidance, projecting mid-single digit growth in both Consolidated Net Sales and Pro Forma Adjusted EBITDA [3][6] Company Leadership Transition - Jon Wilk, President and CEO, acknowledged Tim Fitzsimmons' significant contributions, including supporting critical corporate transactions and building a strong lending group for debt financing [2] - Fitzsimmons expressed gratitude for the opportunity to lead the Finance and IT teams and emphasized the transformation of CompoSecure from a family-owned business to a publicly traded company [2] - Executive Chairman Dave Cote highlighted Fitzsimmons' lasting impact on the company and his central role in building the foundation of the business [2] Financial Guidance - CompoSecure's guidance for 2025 includes the payment of the Resolute Holdings management fee on a pro forma basis for 2024 and 2025 [3]

Financial Data and Key Metrics Changes - Consolidated net sales for Q1 2025 were essentially flat at $103.9 million compared to the prior year [18] - Consolidated gross margin decreased to 52.5% from 53.1% in the same quarter of the prior year [18] - Pro forma adjusted EBITDA decreased by 2% to $33.7 million, driven by higher general and administrative expenses [19] - Adjusted net income increased by 21% to $28.4 million, with adjusted diluted EPS rising to $0.25 from $0.24 [20] Business Line Data and Key Metrics Changes - The Payment Card and Arculus business started the year in line with expectations, with strong program activity and several high-profile customers [12][14] - Arculus delivered record results for the quarter, contributing positively to the overall performance [16] Market Data and Key Metrics Changes - Domestic net sales decreased by $3.3 million or 4% year-over-year, while international net sales increased by $3.1 million or 28% [20] - The metal payment card market continues to show strong issuer adoption and end-user preference, with demand strengthening in Q2 [15] Company Strategy and Development Direction - The company is focused on organic growth through the CompoSecure operating system, which is expected to drive efficiencies and long-term value creation [13][25] - The company aims to enhance its market position in metal cards, which currently has less than 1% penetration in the credit card market [9] - The strategy includes evaluating M&A opportunities that align with the company's growth profile [26] Management's Comments on Operating Environment and Future Outlook - Management remains optimistic about the company's positioning and growth trajectory despite macroeconomic headwinds such as rising labor costs [26] - The company is reaffirming its full-year 2025 guidance, expecting mid-single-digit growth in both consolidated net sales and pro forma adjusted EBITDA [25] Other Important Information - The company has transitioned to using the equity method of accounting following the spin-off of Resolute Holdings, affecting how financial results are reported [21] - Non-GAAP financial measures are provided to help investors understand the underlying performance of the business [5][6] Q&A Session Summary Question: Is the guidance maintained due to macro environment concerns? - Management indicated that the guidance reflects a conservative approach, but they are seeing positive momentum building into Q2 and beyond [30][31] Question: What areas are being focused on for acquisitions? - The company is looking at opportunities within its current space and along the value chain, maintaining a broad approach to potential acquisitions [33][34] Question: How is the company managing supply chain challenges? - Management has proactive routines in place to manage supply chain issues, which have been effective since before COVID [41][42] Question: What traction is being seen with Arculus? - Arculus is resonating well in the market, particularly with traditional banks and fintechs, and is expected to continue growing [44][72] Question: How does the combination of Arculus and payment impact unit economics? - The combination is expected to improve unit economics through higher average selling prices and potential software revenue from authentication services [52] Question: What is the current status of the metal card market? - The market is broadening from elite to mass affluent segments, with younger demographics showing strong interest in metal cards [56] Question: How is the M&A pipeline looking? - The M&A pipeline remains healthy, with the company being viewed as an attractive acquirer in the market [74]

Financial Data and Key Metrics Changes - Consolidated net sales for Q1 2025 were essentially flat at $103.9 million compared to the prior year [16] - Consolidated gross margin decreased to 52.5% from 53.1% in the same quarter of the prior year [16] - Pro forma adjusted EBITDA decreased by 2% to $33.7 million, driven by higher general and administrative expenses [17] - Adjusted net income increased by 21% to $28.4 million, with adjusted diluted EPS rising to $0.25 from $0.24 [18] Business Line Data and Key Metrics Changes - The Payment Card and Arculus business started the year in line with expectations, with program activity remaining strong [10] - Arculus delivered record results for the quarter, contributing positively with new vertical industry wins [10][14] - Domestic net sales decreased by $3.3 million or 4%, while international net sales increased by $3.1 million or 28% [18] Market Data and Key Metrics Changes - The metal payment card market continues to show strong issuer adoption and end-user preference, with demand strengthening in Q2 [13] - The company is seeing momentum building in both Payment Cards and Arculus, anticipating sustained growth through the remainder of the year [11] Company Strategy and Development Direction - The company is focused on organic growth through the implementation of the CompoSecure Operating System (COS) to enhance operational excellence [11][24] - The strategy includes evaluating M&A opportunities that align with the company's growth profile and create long-term value [25] - The company aims to maintain a disciplined approach to capital allocation, balancing organic growth, M&A, and potential buybacks [84] Management's Comments on Operating Environment and Future Outlook - Management remains optimistic about the company's positioning and growth trajectory despite macroeconomic headwinds such as rising labor costs and economic uncertainty [25] - The company is reaffirming its full-year 2025 guidance, expecting mid-single-digit growth in both consolidated net sales and pro forma adjusted EBITDA [24] Other Important Information - The company is now required to report results using the equity method of accounting following the spin-off of Resolute Holdings, which affects how financial results are presented [19] - Non-GAAP financial measures are provided to help investors understand the underlying economics of the business [4][19] Q&A Session Summary Question: Is the guidance maintained due to macro environment conservatism? - Management indicated that the guidance reflects expected mid-single-digit growth, with momentum building into Q2 and beyond [30] Question: What areas are the biggest focus for acquisition? - The company is looking at opportunities within its current space and along the value chain, maintaining a broad remit for potential acquisitions [32] Question: How is the remainder of the year expected to unfold in terms of revenue growth? - Management expects growth to tick up in Q2 and continue building through Q3 and Q4, with no signs of macroeconomic impacts affecting client activity [39][42] Question: What traction is being seen with Arculus among legacy issuers? - The company is seeing traction in traditional banks, fintechs, and gaming sectors, with a focus on moving towards passkey technology [75] Question: How is the M&A pipeline looking amid recent tariffs? - The M&A pipeline remains healthy, with the company positioned as an attractive acquirer in the market [77]

[Part I. Financial Information](index=6&type=section&id=Part%20I.%20Financial%20Information) This section details the company's financial statements and performance, highlighting the significant structural changes from the Resolute Holdings spin-off [Financial Statements](index=6&type=section&id=Item%201.%20Financial%20Statements) The financial statements reflect a major structural change due to the deconsolidation of its primary operating subsidiary - Effective February 28, 2025, due to the spin-off of Resolute Holdings and a new Management Agreement, CompoSecure, Inc. no longer consolidates its operating subsidiary, Holdings. Instead, it accounts for its investment in Holdings using the **equity method**[9](index=9&type=chunk)[29](index=29&type=chunk)[44](index=44&type=chunk) Consolidated Statements of Operations Highlights (Q1 2025 vs Q1 2024) | Metric | Q1 2025 (in thousands) | Q1 2024 (in thousands) | Change | | :--- | :--- | :--- | :--- | | Net Sales | $59,824 | $104,010 | -42.5% | | Gross Profit | $28,749 | $55,213 | -48.0% | | Income from Operations | $6,044 | $31,136 | -80.6% | | Earnings in Equity Method Investment | $14,844 | $0 | N/A | | Net Income Attributable to CompoSecure, Inc. | $21,492 | $4,025 | +434% | | Diluted EPS | $0.07 | $0.17 | -58.8% | Consolidated Balance Sheet Highlights (As of March 31, 2025 vs Dec 31, 2024) | Metric | March 31, 2025 (in thousands) | Dec 31, 2024 (in thousands) | Change | | :--- | :--- | :--- | :--- | | Cash and cash equivalents | $9,506 | $77,461 | -87.7% | | Total Assets | $292,323 | $473,918 | -38.3% | | Long-term debt, net | $0 | $184,389 | -100% | | Total Liabilities | $379,630 | $617,364 | -38.5% | | Equity method investment | $14,844 | $0 | N/A | [Business Operations and Corporate Structure Changes](index=13&type=section&id=1.%20DESCRIPTION%20OF%20ORGANIZATION%20AND%20BUSINESS%20OPERATIONS) The company manufactures metal cards and underwent a major restructuring via the spin-off of Resolute Holdings - The company is a manufacturer of metal financial transaction cards and offers the Arculus platform for secure authentication and digital asset storage[23](index=23&type=chunk) - On February 28, 2025, the company completed the spin-off of Resolute Holdings. Consequently, Holdings is now managed by Resolute Holdings, and **CompoSecure accounts for its investment in Holdings via the equity method**[27](index=27&type=chunk)[29](index=29&type=chunk) - The spin-off was structured as a pro rata distribution of Resolute Holdings stock to CompoSecure stockholders, with one share of Resolute for every twelve shares of CompoSecure held[27](index=27&type=chunk) [Equity Method Investment in Holdings](index=18&type=section&id=5.%20EQUITY%20METHOD%20INVESTMENT) The company now accounts for its investment in Holdings using the equity method following its deconsolidation - The carrying value of the equity method investment in Holdings was **$14.844 million** as of March 31, 2025, resulting entirely from earnings recognized post-deconsolidation[53](index=53&type=chunk)[54](index=54&type=chunk) Holdings' Financial Summary (Post-Deconsolidation) | Metric | For period Feb 28 - Mar 31, 2025 (in thousands) | | :--- | :--- | | Net Sales | $44,065 | | Gross Profit | $25,799 | | Income from Operations | $15,722 | | Net Income | $14,844 | [Debt](index=20&type=section&id=6.%20DEBT) All long-term debt was removed from the consolidated balance sheet due to the deconsolidation of Holdings - As of March 31, 2025, **all debt has been removed from the Company's consolidated balance sheet** due to the deconsolidation of Holdings. The debt is now carried by Holdings[72](index=72&type=chunk) - All **$130 million of Exchangeable Notes were surrendered** and exchanged for Class A Common Stock in 2024 and are no longer outstanding[59](index=59&type=chunk) - Holdings has a **$330 million credit facility** ($200M term loan, $130M revolver) maturing in August 2029. As of March 31, 2025, Holdings was in compliance with all financial covenants[63](index=63&type=chunk)[70](index=70&type=chunk) [Geographic Information and Concentrations](index=29&type=section&id=11.%20GEOGRAPHIC%20INFORMATION%20AND%20CONCENTRATIONS) Operations are primarily domestic, with significant customer and supplier concentration risks Net Sales by Geography (Q1 2025 vs Q1 2024) | Region | Q1 2025 (in thousands) | Q1 2024 (in thousands) | | :--- | :--- | :--- | | Domestic | $54,480 | $92,790 | | International | $5,344 | $11,220 | | **Total** | **$59,824** | **$104,010** | - **Customer concentration remains high**. In Q1 2025, four customers accounted for 70.0% of total revenue. In Q1 2024, two customers accounted for 73.2% of total revenue[99](index=99&type=chunk) [Related Party Transactions](index=35&type=section&id=16.%20RELATED%20PARTY%20TRANSACTIONS) New agreements with the spun-off Resolute Holdings establish management fees and define the new relationship - Holdings entered into a **10-year Management Agreement** with Resolute Holdings, which will manage its day-to-day business and strategy[121](index=121&type=chunk)[122](index=122&type=chunk) - Holdings will pay Resolute Holdings a quarterly management fee of **2.5% of its last 12 months' Adjusted EBITDA**. The fee for the partial Q1 2025 period was $1.129 million[121](index=121&type=chunk)[122](index=122&type=chunk) - CompoSecure, Resolute Holdings, and Holdings are under **common control by Tungsten** following the spin-off[120](index=120&type=chunk) [Management's Discussion and Analysis (MD&A)](index=38&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses the significant operational and financial impacts of the Resolute Holdings spin-off [Results of Operations](index=42&type=section&id=Results%20of%20Operations) Quarterly results show decreased sales and profit due to deconsolidation, offset by non-cash income gains - The decrease in net sales, gross profit, and income from operations was primarily driven by the **deconsolidation of Holdings on February 28, 2025**, as Q1 2025 results only include two months of consolidated operations[152](index=152&type=chunk)[156](index=156&type=chunk)[158](index=158&type=chunk) - Other income increased by **$42.5 million** year-over-year, primarily due to non-cash income of $29.2 million from changes in the fair value of earnout and warrant liabilities[159](index=159&type=chunk) - The company recognized **$14.8 million in earnings** from its equity method investment in Holdings for the period from February 28, 2025, to March 31, 2025[160](index=160&type=chunk) [Use of Non-GAAP Financial Measures](index=45&type=section&id=Use%20of%20Non-GAAP%20Financial%20Measures) The company utilizes non-GAAP measures, including new ones post-spin-off, to provide comparable performance views - The company presents non-GAAP measures, including new ones post-spin-off, to provide a comparable view of underlying business performance across reporting periods[163](index=163&type=chunk) Reconciliation of Net Income to Adjusted EBITDA | Metric (in thousands) | Q1 2025 | Q1 2024 | | :--- | :--- | :--- | | Net income | $21,492 | $17,073 | | EBITDA | $53,190 | $24,204 | | Stock-based compensation expense | $5,720 | $4,397 | | Mark to market adjustments, net | ($29,151) | $9,153 | | Spin-Off costs | $5,019 | $0 | | **Adjusted EBITDA** | **$34,778** | **$37,754** | Non-GAAP Adjusted Net Income and EPS | Metric | Q1 2025 | Q1 2024 | | :--- | :--- | :--- | | Adjusted net income (in thousands) | $28,412 | $23,317 | | Adjusted net income per share - diluted | $0.25 | $0.24 | [Liquidity and Capital Resources](index=51&type=section&id=Liquidity%20and%20Capital%20Resources) Liquidity was significantly impacted by the deconsolidation, with cash decreasing but future cash flow deemed sufficient - **Cash and cash equivalents decreased to $9.5 million** as of March 31, 2025, from $77.5 million at December 31, 2024, primarily due to the deconsolidation of Holdings[179](index=179&type=chunk) - **Net cash provided by operating activities decreased to $3.0 million** in Q1 2025 from $33.8 million in Q1 2024[181](index=181&type=chunk) - Net cash used in investing activities was **$60.7 million**, primarily due to $60.3 million in cash deconsolidated as part of the Spin-Off and Management Agreement[22](index=22&type=chunk)[182](index=182&type=chunk) [Market Risk Disclosures](index=54&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) Market risk is primarily driven by interest rate fluctuations on debt held by its unconsolidated subsidiary - The company is exposed to interest rate risk through its subsidiary Holdings, which had **$195 million in variable-rate debt** as of March 31, 2025[186](index=186&type=chunk) - A **100 basis point change** in interest rates would result in an approximate **$4.0 million annual change** in interest expense for Holdings[187](index=187&type=chunk) - Holdings uses an interest rate swap with a notional value of **$125 million** to hedge a portion of its variable-rate debt exposure, which expires in December 2025[188](index=188&type=chunk) [Controls and Procedures](index=54&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that disclosure controls and procedures were effective as of the quarter's end - The CEO and CFO concluded that as of March 31, 2025, the company's **disclosure controls and procedures were effective** at a reasonable assurance level[191](index=191&type=chunk) - **No material changes** to the internal control over financial reporting occurred during the quarter ended March 31, 2025[193](index=193&type=chunk) [Part II. Other Information](index=56&type=section&id=Part%20II.%20Other%20Information) This section covers legal proceedings, key risk factors, and details on equity securities transactions [Legal Proceedings](index=56&type=section&id=Item%201.%20Legal%20Proceedings) The company is not involved in any material legal proceedings outside of ordinary business claims - The Company is **not a party to any material pending legal proceedings**, other than ordinary routine claims[196](index=196&type=chunk) [Risk Factors](index=56&type=section&id=Item%201A.%20Risk%20Factors) Key risks stem from the new corporate structure, customer dependency, and digital asset market uncertainties - **Management Risk:** The company relies on Resolute Holdings for management services, giving Resolute substantial influence over business, operations, and strategy, which exposes the company to performance risks and potential conflicts of interest[197](index=197&type=chunk)[263](index=263&type=chunk) - **Control Risk:** The company is a **'controlled company'** due to Tungsten's majority ownership, which may result in conflicts of interest and limits governance protections available to other shareholders[197](index=197&type=chunk)[295](index=295&type=chunk) - **Business & Customer Risk:** The business is highly dependent on its two largest customers, JPMorgan Chase and American Express, which represented approximately **63% of net sales** for the year ended December 31, 2024[203](index=203&type=chunk) - **Digital Asset Risk:** The Arculus digital asset solutions face risks from a rapidly evolving and uncertain regulatory environment, potential security breaches, and the challenge of achieving widespread market acceptance[197](index=197&type=chunk)[224](index=224&type=chunk) [Unregistered Sales and Use of Proceeds](index=81&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) No unregistered equity sales occurred, and no shares were repurchased under the authorized program this quarter - The company has a share repurchase program authorized for up to **$100 million** of its Class A Common Stock or warrants[324](index=324&type=chunk) - There was **no repurchase activity** during the quarter ended March 31, 2025, leaving the full $100 million available for future repurchases[324](index=324&type=chunk)

May 12, 2025 Statements in this presentation concerning our industry and the markets in which we operate, including our general expectations and competitive position, business opportunity and market size, growth and share, are based on information from independent industry organizations and other third-party sources, data from our internal research and management estimates. Management estimates are derived from publicly available information and the information and data referred to above and are based on as ...

Exhibit 99.1 CompoSecure Reports First Quarter 2025 Financial Results SOMERSET, N.J., May 12, 2025 -- CompoSecure, Inc. (Nasdaq: CMPO), a leader in metal payment cards, security, and authentication solutions, today announced its financial and operating results for the first quarter ended March 31, 2025. "We started the year with solid execution across our payment card and Arculus business," said Jon Wilk, President and CEO of CompoSecure. "Demand has continued to strengthen throughout the second quarter, re ...

Core Insights - CompoSecure, Inc. reported strong execution in its payment card and Arculus business, with expectations for sustained growth throughout 2025 [2][12] - The company achieved record results for Arculus, indicating a positive contribution and differentiation in the digital asset and Web3 payments landscape [2][11] - The financial results reflect a transition to equity method accounting following the spin-off of Resolute Holdings Management, impacting the presentation of operating results [3][4] Financial Results - For Q1 2025, net sales were $59.8 million, a decrease from $104.0 million in Q1 2024, while non-GAAP net sales were $103.9 million [5][13] - Gross profit for Q1 2025 was $28.7 million, with a gross margin of 48.1%, compared to $55.2 million and 53.1% in Q1 2024 [5][13] - Adjusted net income increased by 21% to $28.4 million, while diluted adjusted EPS was $0.25, compared to $0.24 in the prior year [13][29] Financial Condition - As of March 31, 2025, CompoSecure had $9.5 million in cash and cash equivalents, with total debt of $195.0 million, resulting in net debt of $180.7 million [13][19] - The company's liquidity needs are expected to be met through the operations of CompoSecure Holdings [13][19] - The bank agreement's senior secured debt leverage ratio improved to 1.05x from 1.34x year-over-year [13][19] 2025 Financial Outlook - CompoSecure reiterated its full-year 2025 guidance, projecting mid-single digit growth in both consolidated net sales and Pro Forma Adjusted EBITDA [12][18] - The company anticipates continued sales momentum throughout the year, supported by strategic investments and the implementation of the CompoSecure Operating System [2][12]

Core Viewpoint - CompoSecure, Inc. will host a conference call on May 12, 2025, to discuss its financial results for Q1 2025, which ended on March 31, 2025 [1] Group 1: Conference Call Details - The conference call is scheduled for May 12, 2025, at 5:00 p.m. Eastern Daylight Time (EDT) [2] - Participants are encouraged to register at least 15 minutes prior to the start time [2] - A live webcast will be available on the company's investor relations website [3] Group 2: Company Overview - CompoSecure, founded in 2000, specializes in metal payment cards, security, and authentication solutions [4] - The company aims to provide trust and exceptional experiences for consumers and fintech partners globally [4] - CompoSecure's technology combines elegance, simplicity, and security, enhancing the use of financial and digital assets [4]

Core Insights - CompoSecure, in collaboration with Baanx and MetaMask, has launched the MetaMask metal payment card, enabling users to spend cryptocurrency directly from their MetaMask wallets without traditional banking intermediaries [1][2][4] - The card allows for seamless transactions, retaining custody of funds until the moment of payment, and operates on the Linea network secured by Ethereum [3][4] - The MetaMask Card is positioned as a transformative solution for non-custodial neobanking, aiming to redefine global commerce by making crypto spending as easy as using a traditional debit card [2][4] Company Overview - CompoSecure is a leader in metal payment cards and security solutions, founded in 2000, and focuses on delivering exceptional experiences in both physical and digital transactions [5] - Baanx is a prominent provider of crypto payments and digital asset services, offering users control over their assets and facilitating secure global spending with major crypto card programs [6] - MetaMask, a product of Consensys, is a leading blockchain and web3 software company that has been innovating in the web3 ecosystem since 2014, providing tools for users and developers [7]

Core Insights - CompoSecure, Inc. has released a report indicating that metal payment cards significantly drive growth for financial institutions, particularly among wealthy and younger consumers [1][2]. Consumer Preferences - 68% of respondents prefer a bank card program offering a metal payment card over others if rewards and benefits are equal, with this preference rising to 87% among ultra-high-net-worth individuals (UHNW) and 77% among those aged 18-25 [2][4]. - The survey identified key consumer segments favoring metal cards: 91% of the Elite, 90% of Innovators, and 89% of Up-and-coming individuals would choose metal payment cards if all rewards were equal [3]. Market Awareness and Demand - Awareness of metal cards has increased to 52%, up 11% from 2021 and 19% from 2018, with 67% awareness among those under 25 [5]. - 73% of global respondents are willing to pay extra for a metal payment card, with 96% of UHNW individuals expressing similar interest [5]. Brand Perception - Banks issuing metal cards are perceived as innovative (74%), environmentally conscious (70%), prestigious (67%), secure (64%), and cool (68%) [4][5]. - 63% of respondents would prefer a payment card made from eco-friendly materials if all rewards were equal, highlighting a growing climate consciousness [5]. Survey Methodology - The survey was conducted by Capuchin Behavioural Science, involving 21,250 participants across 17 global markets, providing a comprehensive view of consumer sentiment towards metal cards [6].