Cadre Holdings Enters Material Definitive Agreement
Ticker: CDRE · Form: 8-K · Filed: Jan 21, 2025 · CIK: 1860543
| Field | Detail |
|---|---|
| Company | Cadre Holdings, INC. (CDRE) |
| Form Type | 8-K |
| Filed Date | Jan 21, 2025 |
| Risk Level | medium |
| Pages | 4 |
| Reading Time | 5 min |
| Key Dollar Amounts | $91,500,000 |
| Sentiment | neutral |
Sentiment: neutral
Topics: material-agreement
TL;DR
CADRE just signed a big deal, details TBD.
AI Summary
Cadre Holdings, Inc. announced on January 15, 2025, that it entered into a material definitive agreement. The filing does not disclose specific details of the agreement, the other party involved, or any associated financial figures.
Why It Matters
This filing indicates a significant business development for Cadre Holdings, Inc., potentially impacting its future operations and financial performance.
Risk Assessment
Risk Level: medium — The lack of specific details in the filing creates uncertainty about the nature and impact of the material definitive agreement.
Key Players & Entities
- Cadre Holdings, Inc. (company) — Registrant
- January 15, 2025 (date) — Date of earliest event reported
FAQ
What is the nature of the material definitive agreement entered into by Cadre Holdings, Inc.?
The filing does not specify the nature of the material definitive agreement.
Who is the other party to this material definitive agreement?
The filing does not disclose the identity of the other party involved in the agreement.
Are there any financial terms or amounts associated with this agreement?
The filing does not provide any financial details or dollar amounts related to the agreement.
When was the date of the earliest event reported in this 8-K filing?
The date of the earliest event reported is January 15, 2025.
What is the principal executive office address for Cadre Holdings, Inc.?
The principal executive offices are located at 13386 International Pkwy, Jacksonville, Florida 32218.
Filing Stats: 1,317 words · 5 min read · ~4 pages · Grade level 16.8 · Accepted 2025-01-21 16:15:57
Key Financial Figures
- $91,500,000 — se price of 75,000,000 or approximately $91,500,000 (based on the exchange rates in effect
Filing Documents
- tm253828d1_8k.htm (8-K) — 32KB
- tm253828d1_ex2-1.htm (EX-2.1) — 682KB
- tm253828d1_ex2-1img01sp01.jpg (GRAPHIC) — 8KB
- 0001104659-25-004898.txt ( ) — 999KB
- cdre-20250115.xsd (EX-101.SCH) — 3KB
- cdre-20250115_lab.xml (EX-101.LAB) — 33KB
- cdre-20250115_pre.xml (EX-101.PRE) — 22KB
- tm253828d1_8k_htm.xml (XML) — 4KB
01
Item 1.01 Entry into a Material Definitive Agreement. On January 15, 2025, Cadre Holdings, Inc. (the "Company") and Zircaloy Holdings, LLC (the "Buyer"), a subsidiary of the Company, entered into a Share Purchase Agreement (the "Purchase Agreement") with Carr's Group Plc (the "Seller") pursuant to which the Seller agreed to sell all of the issued and outstanding shares (the "UK Target Shares") of Carr's Engineering Limited, a subsidiary of the Seller (the "UK Target"), and all of the issued and outstanding shares (the "US Target Shares" and together with the UK Target Shares, the "Shares") of Carr's Engineering (US), Inc., a subsidiary of the Seller (the "US Target" and together with the UK Target, the "Targets"). The Targets are engaged in the business of providing engineering solutions, including manufacturing and technical services, to clients across sectors such as nuclear, defense, and energy (the "Business"). The Company has agreed to guarantee the obligations of the Buyer under the Purchase Agreement. Capitalized terms not otherwise defined herein shall have their respective meanings as set forth in the Purchase Agreement. Under the terms of the Purchase Agreement, the Buyer has agreed to purchase all of the Shares with full title guarantee free from any security interests, options, equities, claims or other third-party rights, together with all accrued benefits and rights attached thereto, for a purchase price of 75,000,000 or approximately $91,500,000 (based on the exchange rates in effect as of the signing of the Purchase Agreement), subject to adjustment, as calculated pursuant to the Purchase Agreement (the "Consideration"), with such Consideration to be apportioned between the UK Target Shares and the US Target Shares as agreed between the Seller and Buyer and paid in cash upon the closing of the purchase and sale of the Shares, in accordance with the Purchase Agreement. The Purchase Agreement includes customary (a) representations and warranties o
Financial Statements and Exhibits
Financial Statements and Exhibits (d) Exhibits. Exhibit Description 2.1 Share Purchase Agreement, by and among, Cadre Holdings, Inc., Zircaloy Holdings, LLC and Carr's Group Plc, dated January 15, 2025. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document).
SIGNATURES
SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Dated: January 21, 2025 CADRE HOLDINGS, INC. By: /s/ Blaine Browers Name: Blaine Browers Title: Chief Financial Officer