Core Points - CompoSecure, Inc. has announced a spin-off of its subsidiary, Resolute Holdings Management, Inc., and increased its share repurchase authorization from 100 million [1][4] - The record date for shareholders to receive shares of Resolute Holdings is set for February 20, 2025, with distribution expected on February 28, 2025 [2][10] - The spin-off will be treated as a taxable dividend for shareholders, resulting in a taxable gain for CompoSecure [3][7] - Resolute Holdings anticipates limited profitability in fiscal year 2025 as it builds its operations and infrastructure [4][18] - CompoSecure expects to report net sales of (89.2) million and 149.4 million and $151.4 million [5][9] - The preliminary financial results are subject to finalization and have not been audited [6][15] - The reconciliation of GAAP and non-GAAP financial measures is provided, highlighting the differences in financial performance metrics [7][15] Trading Details - Shares of Resolute Holdings are expected to trade on Nasdaq under the ticker "RHLD," with "when-issued" trading commencing around February 20, 2025 [2][10] - There will be two markets for CompoSecure common stock: a "regular-way" market and an "ex distribution" market [10][11] About the Companies - CompoSecure is a leader in metal payment cards and security solutions, focusing on delivering premium experiences in financial transactions [17] - Resolute Holdings is an alternative asset management platform aimed at enhancing long-term value creation through operational management and capital allocation strategies [18]
CompoSecure Board of Directors Approves Spin-Off of Resolute Holdings and Authorizes Expanded Share Repurchase Program to $100 Million