UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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Item 1.01 Entry into a Material Definitive Agreement.
On December 30, 2024, CompoSecure, Inc. (the “Company” or “CompoSecure”) announced a plan to spin off a newly formed entity, Resolute Holdings Management, Inc. (“Resolute Holdings”), to the Company’s existing stockholders, subject to customary conditions (the “Spin-Off”). In connection with the planned Spin-Off, on December 30, 2024, CompoSecure Holdings, L.L.C. (“CompoSecure Holdings”), CompoSecure, L.L.C., Arculus Holdings, L.L.C. as loan parties (the “Loan Parties”), JPMorgan Chase Bank, National Association, as administrative agent and the lenders party thereto entered into an Amendment No. 1 and Limited Waiver (the “Amendment”) to the Company’s Fourth A&R Credit Agreement dated as of August 7, 2024 (the “Credit Agreement”). The Amendment amended the Credit Agreement to permit and waive certain conditions relating to the Spin-Off and the transactions contemplated thereby, including the execution and performance of the management agreement to be entered into by and between CompoSecure Holdings and Resolute Holdings. The Amendment also made conforming changes to certain covenants and amended the Credit Agreement to permit the Loan Parties to make additional investments, subject to satisfaction on a pro forma basis of certain covenants.
The foregoing summary of the Amendment is not complete and is qualified in its entirety by reference to the full text of the Amendment, which is attached hereto as Exhibit 10.1 and which is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
| Exhibit No. |
Description | |
| 10.1 | Amendment No. 1 to Fourth Amended and Restated Credit Agreement and Limited Waiver, dated December 30, 2024, by and among CompoSecure Holdings, L.L.C., CompoSecure, L.L.C., Arculus Holdings, L.L.C., JPMorgan Chase Bank, National Association, as administrative agent, and the lenders party thereto. | |
| 104 | The cover page from this Current Report on Form 8-K, formatted in Inline XBRL. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.
| CompoSecure, Inc. | ||
| (Registrant) | ||
| Date: January 3, 2025 | By: |
/s/ Steven J. Feder |
| Name: | Steven J. Feder | |
| Title: | General Counsel & Corporate Secretary | |