Financial Restatements and Adjustments - Compass Diversified's restated financial results for fiscal years 2022, 2023, and 2024 have been filed, addressing prior financial and accounting fraud at Lugano Holding, Inc.[1] - Total net revenues for the year ended December 31, 2024, were reported at $2,198,233, with adjustments leading to a restated figure of $1,788,013, reflecting a decrease of approximately 18.6%[16] - Gross profit for the same period was $1,000,360, which, after adjustments, was restated to $750,419, indicating a reduction of about 25%[16] - Operating income (loss) was reported at $230,130, but after adjustments, it resulted in a loss of $14,868, showing a significant decline[16] - Total assets as of December 31, 2024, were reported at $4,052,422, with adjustments leading to a restated total of $3,297,422, a decrease of approximately 18.6%[14] - Total liabilities amounted to $2,489,358, which, after adjustments, were restated to $2,766,848, reflecting an increase of about 11.1%[14] - The company reported a net income (loss) of $47,349, which, after adjustments, resulted in a loss of $322,770, indicating a substantial negative shift[16] - The accumulated deficit increased from $386,324 to $1,004,975 after adjustments, representing a significant deterioration in financial health[14] - Current liabilities totaled $384,786, which, after adjustments, were restated to $2,433,423, indicating a substantial increase of approximately 532%[14] - Basic and fully diluted loss per share attributable to Holdings was reported at $(1.14), which adjusted to $(3.83), reflecting a significant increase in losses per share[16] - Total net revenues for the year ended December 31, 2023, were reported at $1,965,017, with adjustments leading to a restated figure of $1,689,920, reflecting a decrease of approximately 14%[20] - Gross profit for the same period was $833,003, which, after adjustments, was restated to $674,720, indicating a reduction of about 19%[20] - Operating income (loss) was reported at $85,249, with adjustments resulting in a restated operating loss of $69,409, a decline of approximately 181%[20] - Net income attributable to Holdings was $246,286, which, after adjustments, was restated to $108,647, representing a decrease of around 56%[20] - The total assets as of December 31, 2023, were reported at $3,816,981, with adjustments leading to a restated total of $3,325,141, a reduction of approximately 13%[18] - Total liabilities amounted to $2,297,600, with adjustments resulting in a restated total of $2,468,716, reflecting an increase of about 7%[18] - Cash and cash equivalents were reported at $446,684, with adjustments leading to a restated figure of $446,616, showing a minimal decrease[18] - The company reported a loss from continuing operations of $61,251, which was adjusted to a loss of $198,890, indicating a significant increase in losses[20] - The company classified its 2022 Term Loan and Revolving Credit Facility as current liabilities due to non-compliance with financial covenants for the years ended December 31, 2024 and 2023[18] Financial Performance and Guidance - The company adjusted its full year 2025 guidance for Subsidiary Adjusted EBITDA to a range of $330 million to $360 million, excluding Lugano's impact, consistent with prior guidance[2] - Net revenues for the year ended December 31, 2024, were reported at $1,788,013, an increase from $1,689,920,000 in 2023[11] - The company reported a net loss attributable to Holdings of $208,861,000 for 2024, compared to a net income of $108,647,000 in 2023[11] - Adjusted EBITDA is used by the company to assess performance, but it is not reconciled to GAAP measures due to uncertainties regarding net income from continuing operations[3][4] - The company reported a gain on the sale of discontinued operations amounting to $283,025, with no adjustments necessary for this figure[20] - For the year ended December 31, 2024, the consolidated net income (loss) from continuing operations was $(327,822) thousand, compared to $(274,651) thousand for 2023, indicating a decline in performance[21][22] - Adjusted EBITDA for 2024 was $174,824 thousand, a significant increase from $167,054 thousand in 2023, reflecting improved operational efficiency[21][22] - The company reported a net income (loss) from continuing operations of $(35,634) thousand for Corporate in 2024, compared to $(60,454) thousand in 2023, showing a reduction in losses[21][22] Cash Flow and Assets - Cash and cash equivalents decreased significantly from $446,616,000 in 2023 to $59,659,000 in 2024[9] - Interest expense, net, increased to $122,802 thousand in 2024 from $109,892 thousand in 2023, indicating higher borrowing costs[21][22] - The provision (benefit) for income taxes in 2024 was $(2,095) thousand, compared to $301 thousand in 2023, reflecting changes in tax strategy or liabilities[21][22] - Depreciation and amortization expenses totaled $148,019 thousand in 2024, up from $133,572 thousand in 2023, suggesting increased capital expenditures or asset base[21][22] - The company incurred impairment expenses of $8,182 thousand in 2024, while in 2023, impairment expenses were $90,597 thousand, indicating a reduction in asset write-downs[21][22] - Integration services fees amounted to $2,625 thousand in 2024, compared to $2,375 thousand in 2023, reflecting ongoing integration efforts post-acquisition[21][22] - The adjusted EBITDA for the Outdoor segment was $46,541 thousand in 2024, up from $52,047 thousand in 2023, indicating fluctuations in segment performance[21][22] - The company’s total other (income) expense was $167,522 thousand in 2024, compared to $83,114 thousand in 2023, highlighting increased non-recurring operating expenses[21][22] Debt and Compliance - The company is in discussions with senior lenders for an amendment to its credit agreement to provide additional relief regarding its leverage profile[2] - The company anticipates filing its 2025 first, second, and third quarter financial results on Form 10-Q to regain compliance with SEC requirements[2] - The company classified its 2022 Term Loan and Revolving Credit Facility as current liabilities due to non-compliance with financial covenants[14]

WESTPORT, Conn., Dec. 08, 2025 (GLOBE NEWSWIRE) -- Compass Diversified (NYSE: CODI) (“CODI” or the “Company”), an owner of leading middle-market branded consumer and industrial businesses, today announced the filing of its restated financial results for fiscal years 2022, 2023, and 2024 and the financial information for each of the interim periods included within those years. “We are pleased to have completed this extensive restatement process. The financial and accounting fraud perpetrated by the former CE ...

Core Viewpoint - Compass Diversified is exploring the sale of some businesses to reduce debt and is preparing to restate financials due to alleged fraud at its jewelry subsidiary [1][3]. Group 1: Financial Challenges - The firm is currently out of compliance with leverage ratio covenants in its credit facility, making debt reduction a top priority [1]. - Compass is in active discussions with senior lenders to amend its credit agreement for additional flexibility regarding current debt levels [2]. - The company anticipates compliance with its leverage covenant by 2026 [4]. Group 2: Fraud Allegations and Impact - Compass is preparing to release restated financial statements for 2022 through 2024 after discovering irregularities at its Lugano Diamonds & Jewelry Inc. subsidiary [3]. - Lugano filed for Chapter 11 bankruptcy after accusations of inflating revenue through misrepresented diamond investment contracts [3]. - The alleged fraud was confined to the Lugano business and did not impact other subsidiaries, which include The Honey Pot and Arnold Magnetic Technologies [5]. Group 3: Strategic Options - The firm is exploring options for divesting one or more subsidiaries to accelerate debt reduction [4].

Core Insights - The company is on a clear trajectory to deliver long-term sustainable growth in shareholder returns, emphasizing its commitment to fulfilling growth potential and enhancing the organic business [3]. Group 1: Growth Strategy - The focus is on the next phase of the company's journey, which includes unlocking the potential of digital technology to drive productivity and sustainability [3]. - The company aims to compound the benefits of its strong organic business as part of its growth strategy [3]. Group 2: Engagement and Communication - The event includes opportunities for in-person attendees to engage with the executive team and ask questions informally during breaks [2]. - Virtual attendees are encouraged to reach out to the Investor Relations team for any queries not addressed during the event [2]. Group 3: Leadership and Vision - The CEO and Director, Jon Stanton, highlighted the importance of the event and welcomed both in-person and virtual participants, indicating a commitment to transparency and communication [1][2].

Core Points - The conference call is focused on the restatement of financial statements for fiscal years 2022 through 2024 [2][3] - The call includes discussions on the internal investigation of Lugano by the Audit Committee and the company's response actions [3] - An update on the performance of the company's eight other businesses during 2025 will also be provided [3] Company Overview - The call is led by key executives including the CEO Elias Sabo and CFO Stephen Keller, along with Pat Maciariello from Compass Group Management, LLC [2] - The company emphasizes that forward-looking statements will be made during the call, covering forecasts, future business plans, and performance expectations [4][5]

Summary of Compass Diversified Conference Call Company Overview - **Company**: Compass Diversified (NYSE: CODI) - **Focus**: Discussion on the restatement of financial statements for fiscal years 2022 through 2024, audit committee's investigation into Lugano, and performance updates on other subsidiaries Key Points Financial Restatement and Investigation - **Restatement**: Financial statements for 2022, 2023, and 2024 are being restated due to fraud at Lugano [2][5][12] - **Fraud Details**: The fraud at Lugano was described as pervasive and complex, involving significant overstatement of sales and profits, misrepresentation of inventory, and concealment of financial liabilities [6][8][9] - **Impact on Financials**: - Consolidated inventory for 2024 was reduced by over $375 million, nearly 40% [13] - Lugano's revenue declined by more than 85% from previously reported levels [13] - The business was significantly smaller than initially reported, leading to substantial losses [13] - **Bankruptcy**: Lugano filed for Chapter 11 protection on November 16, 2025, and is undergoing a Section 363 sale process [13][15] Audit Committee Findings - **Isolation of Fraud**: The audit committee confirmed that the fraud was isolated to Lugano and did not extend to other subsidiaries [12][9] - **Remediation Efforts**: Changes are being made to enhance governance, acquisition criteria, and risk management processes to prevent future occurrences [6][17][18] Performance of Other Subsidiaries - **Overall Performance**: Other eight subsidiaries continue to perform well despite the challenges posed by the Lugano situation [21][22] - **Growth Examples**: - Boa is gaining market share in footwear categories [21] - The Honeypot is the fastest-growing brand in the feminine care market [21] - Arnold Magnetics faces challenges due to trade issues but has potential for future growth [22][36] Financial Outlook and Leverage - **Current Leverage**: The leverage ratio is significantly above covenants, currently above six times, with expectations to reduce it to approximately 5.6 times by the end of 2025 [23][24] - **Deleveraging Strategy**: A dual approach is being taken: ensuring subsidiary performance and exploring divestitures of one or more subsidiaries [25][24] - **Adjusted EBITDA Guidance**: Full-year subsidiary Adjusted EBITDA is expected to be between $330 million and $360 million, excluding Lugano [25][26] Legal Proceedings - **Litigation**: There are ongoing lawsuits related to Lugano, with expectations that many will be dismissed as they pertain to Lugano rather than Cody [75][76] Management's Commitment - **Focus on Trust and Transparency**: Management emphasizes a commitment to rebuilding trust through transparency and accountability [27][29] - **Long-term Strategy**: The company aims to maximize long-term returns for shareholders while navigating the current challenges [27][29] Additional Important Points - **Cost Management**: Significant costs related to the investigation and restatement are expected, estimated at $50-$60 million [40] - **Future Financials**: The company plans to file restated financials and Q3 results shortly [41][78] This summary encapsulates the critical aspects of the conference call, highlighting the challenges faced by Compass Diversified, particularly with Lugano, while also showcasing the resilience and performance of its other subsidiaries.

To ensure this doesn’t happen in the future, please enable Javascript and cookies in your browser.If you have an ad-blocker enabled you may be blocked from proceeding. Please disable your ad-blocker and refresh. ...

Group 1 - U.S. stocks experienced an upward trend, with the Dow Jones increasing by approximately 300 points on Friday [1] - Micron Technology, Inc. shares rose sharply by 2.5% to $235.92, driven by positive sentiment following Dell's strong third-quarter earnings and guidance [1] - Investors perceive Dell's results as indicative of broader strength in the technology sector, contributing to Micron's stock performance [1] Group 2 - DeFi Technologies Inc. shares surged by 20.5% to $1.6750 after the approval of QCAD as Canada's first compliant CAD stablecoin [3] - YD Bio Ltd saw a 13.7% increase in shares to $11.96, following the announcement of 510(k) clearance and plans for a clinical trial in Taiwan [3] - Other notable gainers included Savara Inc. (+12.3% to $6.02), TMC the metals company Inc. (+12.2% to $6.54), and ImmunityBio, Inc. (+10.7% to $2.3586) [3] - Precious metals stocks, including First Majestic Silver Corp. (+8.3% to $14.64) and Endeavour Silver Corp. (+10% to $9.47), rose amid increasing gold and silver prices [3] - Intel Corporation shares jumped by 7.8% to $39.65, reflecting positive market trends [3] - Crypto-linked stocks, such as Applied Digital Corporation, gained 6.8% to $26.61, following Bitcoin's rise above $90,000 [3]

Group 1 - Compass Diversified (CODI) announced plans to host a conference call to discuss the restatement of its financial results [3] - The restatement will cover fiscal years 2022, 2023, and 2024 [4] - Following the announcement, shares of Compass Diversified increased by 4.6% in late morning trading on Friday [3]

Core Viewpoint - Compass Diversified (CODI) plans to host a conference call on December 4, 2025, to discuss the restatement of its financial results for fiscal years 2022, 2023, and 2024, along with unaudited financial information for interim periods within those years [1]. Group 1 - The conference call is scheduled for 5:00 p.m. ET on December 4, 2025 [1]. - A live webcast of the call will be available on CODI's Investor Relations website, and participants are encouraged to log in 15 minutes early to avoid delays [2]. - A replay of the webcast will be accessible for a limited time on the Company's website [2].