pass Diversified LLC(CODI)
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Compass Diversified amends existing credit facility (CODI:NYSE)
Seeking Alpha· 2025-12-19 21:18
Group 1 - The article does not provide any specific content related to a company or industry [1]
Compass Diversified Announces Amendment to Existing Credit Facility
Globenewswire· 2025-12-19 21:10
Core Viewpoint - Compass Diversified has amended its credit agreement to restore full access to a $100 million revolving credit facility, enhancing its financial capacity and flexibility to manage leverage and cash flow generation [1][2][3] Financial Capacity - The Amendment allows Compass Diversified and its subsidiaries to effectively continue operations by providing access to a $100 million revolving credit facility [2] - The Amendment also introduces additional covenant flexibility, which is crucial for the company's strategy to reduce leverage through cash flow generation and other strategic actions [2] Management Commentary - The CEO of Compass Diversified emphasized the importance of the Amendment as a reflection of the support from senior secured lenders and a proactive approach to capital structure management [3] - The company remains focused on cash flow generation, disciplined capital allocation, and operational execution across its subsidiaries to drive long-term shareholder value [3] Strategic Focus - The Amendment aligns with the company's long-term financial objectives and strategy, prioritizing cash flow generation and operational execution [3]
Compass Diversified Restated Q1: Too Risky To Gamble (Rating Downgrade) (NYSE:CODI)
Seeking Alpha· 2025-12-19 20:39
Core Viewpoint - The article discusses the recent developments and financial performance of Compass Diversified (CODI) after a year of significant changes and challenges faced by the company [1]. Group 1: Company Overview - Compass Diversified is positioned as a long-term investment opportunity, appealing to investors with a 5-10 year horizon [1]. - The investment strategy emphasizes a balanced portfolio that includes growth, value, and dividend-paying stocks, with a particular focus on value investments [1]. Group 2: Investment Strategy - The company’s approach to investing is characterized by simplicity, aiming to maintain a straightforward portfolio structure [1]. - There is an indication of occasional options trading as part of the investment strategy, suggesting a flexible approach to market conditions [1].
Compass Diversified Restated Q1: Too Risky To Gamble (Rating Downgrade)
Seeking Alpha· 2025-12-19 20:39
Group 1 - The article discusses the recent developments regarding Compass Diversified (CODI) after a year of inactivity in coverage, indicating a need to reassess the company's financials and performance [1] - The author emphasizes a long-term investment strategy, focusing on a portfolio that includes a mix of growth, value, and dividend-paying stocks, with a particular interest in value investments [1] Group 2 - There is no mention of any stock, option, or derivative positions held by the author in relation to the companies discussed, ensuring an unbiased perspective [2] - The article does not provide specific investment recommendations or advice, highlighting the importance of individual investor discretion [3]
BNP Paribas Unveils AI Tool for Investment Teams
PYMNTS.com· 2025-12-19 20:37
Core Insights - BNP Paribas has launched an internal AI portal to enhance pitch preparation for investment bankers, aiming to streamline workflows and improve efficiency [1][2] - The initiative is part of a broader strategy to integrate generative AI into core operations and leverage partnerships with AI model providers [2][4] - The AI platform functions as an intelligent search system, allowing bankers to quickly access and repurpose historical pitch materials and analyses [3][6] Company Strategy - The new AI portal is integrated into a larger framework that includes internal large language model platforms and external partnerships, reflecting BNP Paribas's commitment to AI integration while maintaining control over sensitive data [4][6] - The bank has established a multiyear agreement with Mistral AI to utilize current and future commercial language models, indicating a strategic focus on enhancing AI capabilities across its business lines [4] Industry Trends - Other investment banks are also adopting AI technologies, with Goldman Sachs launching its GS AI assistant and UBS introducing an M&A co-pilot [5] - JPMorganChase received the 2025 Innovation of the Year Award for its proprietary generative AI platform, highlighting the competitive landscape in AI adoption among major banks [5] - Citigroup has upgraded its internal AI platform to include agentic AI capabilities, further illustrating the trend of enhancing productivity and reducing costs through AI integration [7]
pass Diversified LLC(CODI) - 2025 Q1 - Quarterly Report
2025-12-18 21:11
Financial Performance - Net revenues for Q1 2025 increased to $453.775 million, up 10.4% from $410.826 million in Q1 2024[21] - Gross profit for Q1 2025 was $196.032 million, representing a gross margin of 43.2%, compared to $174.952 million in Q1 2024[21] - Operating income for Q1 2025 was $3.441 million, a significant improvement from an operating loss of $12.107 million in Q1 2024[21] - Net loss attributable to Holdings decreased to $29.993 million in Q1 2025, compared to a net loss of $56.177 million in Q1 2024[21] - Basic loss per common share attributable to Holdings improved to $(0.59) in Q1 2025 from $(1.52) in Q1 2024[21] - Total comprehensive loss attributable to Holdings for Q1 2025 was $28.397 million, an improvement from $58.153 million in Q1 2024[23] - The net loss for the three months ended March 31, 2025, was $49.71 million, compared to a net loss of $85.27 million for the same period in 2024, representing a 41.7% improvement[28] - Total segment operating income for the three months ended March 31, 2025, was $25,170,000, compared to $9,270,000 in the same period of 2024, indicating a significant improvement[188] - The company reported a total consolidated operating income of $3,441,000 for Q1 2025, a recovery from a loss of $12,107,000 in Q1 2024[188] - For the three months ended March 31, 2025, the net income from continuing operations attributable to common shares was $(43,619) thousand, compared to $(118,039) thousand for the same period in 2024, reflecting a significant improvement[129] - Basic and diluted earnings per share for the three months ended March 31, 2025, was $(0.59), an improvement from $(1.57) in 2024[131] Assets and Liabilities - Total assets increased to $3.367 billion as of March 31, 2025, up from $3.297 billion as of December 31, 2024[18] - Total liabilities rose to $2.853 billion as of March 31, 2025, compared to $2.767 billion as of December 31, 2024[18] - Total stockholders' equity attributable to Holdings was $680.736 million as of March 31, 2025, compared to $678.620 million as of December 31, 2024[18] - Goodwill net carrying amount as of March 31, 2025, was $895.420 million, slightly down from $895.916 million as of December 31, 2024[79] - Total long-term debt as of March 31, 2025, is $1,860,064,000, an increase from $1,774,290,000 as of December 31, 2024, representing a growth of approximately 4.85%[106] Cash Flow and Financing Activities - Cash and cash equivalents increased significantly to $146.235 million from $59.659 million[18] - Cash flows from financing activities generated net cash of $128.24 million in Q1 2025, compared to $23.07 million in Q1 2024, indicating a significant increase in financing activities[30] - The company issued Trust preferred shares, generating net proceeds of $58.14 million in Q1 2025, compared to $827,000 in Q1 2024[30] - Cash used in operating activities for continuing operations was $29.35 million for Q1 2025, slightly higher than $27.73 million in Q1 2024[28] - Borrowings from the revolving credit facility decreased to $50 million in Q1 2025 from $100 million in Q1 2024, while repayments increased significantly to $160 million[30] - The Company has a total debt of approximately $1,000 million from the 2029 Senior Notes and $300 million from the 2032 Senior Notes, with interest rates of 5.250% and 5.000% respectively[97][99] Acquisitions and Business Operations - As of March 31, 2025, Compass Diversified Holdings operates nine businesses, including The Honey Pot Co. and Lugano Diamonds[33] - The Company reported a total purchase price of approximately $380 million for the acquisition of The Honey Pot Co., funded with cash on hand[55] - The acquisition of The Honey Pot Co. had a purchase price of $380.1 million, with a final allocation of $377.3 million after adjustments[59] - The fair value of identifiable assets acquired from The Honey Pot Co. totaled $313.2 million, while total liabilities assumed were $42.96 million, resulting in net identifiable assets of $270.3 million[59] - Goodwill from the acquisition of The Honey Pot Co. was recorded at $107.0 million, reflecting the strategic fit within the company's branded consumer business[59] - The Company is currently under a forbearance agreement with lenders due to noncompliance with financial covenants under its 2022 Credit Facility[36] - The Company is negotiating an amendment to the 2022 Credit Facility to address the deconsolidation of Lugano, which is undergoing Chapter 11 proceedings[36] Management and Governance - The Company has authorized the issuance of up to 50,000,000 Trust preferred shares[117] - The Company’s management fee structure was amended to include a base management fee of 2% of adjusted net assets up to $3.5 billion, with higher percentages for greater asset levels[168] - The company’s management fees are subject to approval by the Compensation Committee of the Board, and future payments will be reduced by any overpaid amounts[170] - Management fees incurred from December 31, 2021, to March 31, 2025, totaled $239.1 million, with $195.9 million adjusted for restatement, resulting in an overpayment of $43.1 million[172] Legal and Compliance Issues - The Company is currently unable to determine the likelihood of an unfavorable outcome regarding ongoing securities class actions and derivative actions, with management stating that a loss is reasonably possible but cannot estimate a range of potential loss[197][201] - The Company received a notice from the NYSE on May 20, 2025, indicating non-compliance with timely filing criteria, and was granted an extension until January 20, 2026, to cure its filing delinquencies[205] - The Company is cooperating with ongoing investigations by the SEC and DOJ following the withdrawal of reliance on its financial statements for 2022, 2023, and 2024[204] Operational Challenges - The Company recorded a significant increase in management fee limitations to no more than $5 million per fiscal quarter as part of the Second Forbearance Agreement[211] - The Company has suspended its at-the-market offering programs due to the commencement of the Lugano Investigation[207] - The Company entered into a Second Forbearance Agreement on July 25, 2025, with lenders to refrain from exercising rights related to the Lugano Events of Default until October 24, 2025[209]
Compass Diversified Reports First Quarter 2025 Financial Results
Globenewswire· 2025-12-18 21:10
Core Insights - Compass Diversified (CODI) reported consolidated operating results for the three months ended March 31, 2025, and plans to file its Quarterly Reports for the second and third quarters soon [1] - The CEO emphasized the company's focus on financial flexibility and operational excellence across its subsidiaries, highlighting strong cash flow generation despite a challenging environment [2] Financial Performance - For Q1 2025, CODI's net sales reached $453.775 million, an increase from $410.826 million in Q1 2024, representing a growth of approximately 10.5% [11][16] - The gross profit for the same period was $196.032 million, compared to $174.952 million in Q1 2024, indicating a gross margin improvement [11] - The company reported a net loss of $49.710 million for Q1 2025, an improvement from a net loss of $85.269 million in Q1 2024 [11][12] Adjusted Financial Metrics - CODI reiterated its expectation for full-year 2025 subsidiary Adjusted EBITDA to be between $330 million and $360 million, excluding Lugano [3] - The Adjusted EBITDA for Q1 2025 was reported at $45.256 million, up from $40.509 million in Q1 2024 [13] Subsidiary Performance - Key subsidiaries showed varied performance, with 5.11 generating $129.370 million in sales, and BOA achieving $48.877 million, both reflecting year-over-year growth [18] - The Honey Pot Co. contributed pro forma net sales of $36.191 million for Q1 2025, compared to $30.836 million in Q1 2024 [18][19] Strategic Focus - The company is prioritizing cash generation and leveraging that cash to reduce debt while supporting growth initiatives across its subsidiaries [2] - CODI is encouraged by strong booking activity in its subsidiaries, particularly at Arnold and PrimaLoft, and is focused on disciplined working capital management [2]
pass Diversified LLC(CODI) - 2025 Q3 - Quarterly Results
2025-12-29 13:11
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]
Compass Diversified Completes Restatement of Previously Issued Financial Statements
Globenewswire· 2025-12-08 11:50
Core Viewpoint - Compass Diversified (CODI) has completed a significant restatement of its financial results for fiscal years 2022, 2023, and 2024 due to pervasive financial and accounting fraud at its subsidiary, Lugano Holding, Inc. The company aims to move forward by focusing on reducing leverage and maintaining its strategy of managing and growing high-quality middle-market companies to create long-term shareholder value [2][4]. Financial Restatement - The restatement process was extensive and isolated to Lugano, with the company confirming that its other eight subsidiaries were not involved and continue to perform well [2][3]. - The restated financial results for 2024 show net revenues of $1,788.013 million, a gross profit of $750.419 million, and a net loss of $322.770 million [9][21]. - Adjusted EBITDA for 2025 is now projected to be between $330 million and $360 million, excluding Lugano's impact [2]. Financial Position - As of December 31, 2024, total assets were restated to $3,297.422 million, down from $4,052.422 million as reported [17][20]. - Current liabilities increased to $2,433.423 million from $384.786 million due to adjustments related to unrecorded liabilities and financing arrangements [17][20]. - Stockholders' equity attributable to Holdings decreased to $678.620 million from $1,296.793 million as a result of the restatement [17][20]. Operational Performance - The company reported a significant increase in operating expenses, with selling, general, and administrative expenses rising to $587.521 million in 2024 from $502.013 million in 2023 [9][21]. - The impairment expense for 2024 was recorded at $8.182 million, reflecting adjustments related to the Lugano investigation [9][21]. Future Outlook - CODI is in discussions with senior lenders to amend its credit agreement, which is expected to provide additional relief and flexibility regarding its leverage profile [2][4]. - The company anticipates filing its first three quarters of 2025 financial results soon, aiming to regain compliance with SEC filing requirements [2].
Compass Diversified Looks to Cut Debt in ‘Most Challenging’ Time
MINT· 2025-12-05 03:06
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].