CompoSecure, Inc. Files Material Definitive Agreement 8-K
Ticker: GPGI · Form: 8-K · Filed: Nov 22, 2024 · CIK: 1823144
| Field | Detail |
|---|---|
| Company | Composecure, Inc. (GPGI) |
| Form Type | 8-K |
| Filed Date | Nov 22, 2024 |
| Risk Level | medium |
| Pages | 2 |
| Reading Time | 3 min |
| Key Dollar Amounts | $0.0001 |
| Sentiment | neutral |
Sentiment: neutral
Topics: material-agreement, corporate-action
Related Tickers: CMPO
TL;DR
CMPO filed an 8-K for a material definitive agreement. Big news incoming.
AI Summary
On November 21, 2024, CompoSecure, Inc. filed an 8-K report detailing a material definitive agreement. The company, formerly known as Roman DBDR Tech Acquisition Corp., is incorporated in Delaware and has its principal executive offices in Somerset, New Jersey.
Why It Matters
This filing indicates a significant new contract or partnership for CompoSecure, Inc., which could impact its future financial performance and strategic direction.
Risk Assessment
Risk Level: medium — Material definitive agreements can introduce new risks and opportunities, requiring careful evaluation of the terms and potential impact on the company's operations and financials.
Key Players & Entities
- CompoSecure, Inc. (company) — Registrant
- Roman DBDR Tech Acquisition Corp. (company) — Former company name
- November 21, 2024 (date) — Date of earliest event reported
- Delaware (jurisdiction) — State of Incorporation
- Somerset, New Jersey (location) — Address of Principal Executive Offices
FAQ
What is the nature of the material definitive agreement filed by CompoSecure, Inc.?
The provided text does not specify the details of the material definitive agreement, only that one was entered into on November 21, 2024.
When was CompoSecure, Inc. formerly known as Roman DBDR Tech Acquisition Corp.?
The filing indicates the former company name was Roman DBDR Tech Acquisition Corp., with a date of name change not explicitly stated in this excerpt but implied to be prior to the current filing.
Where are CompoSecure, Inc.'s principal executive offices located?
CompoSecure, Inc.'s principal executive offices are located at 309 Pierce Street, Somerset, New Jersey, 08873.
What is the SEC file number for CompoSecure, Inc.?
The SEC file number for CompoSecure, Inc. is 001-39687.
What is the IRS Employer Identification Number for CompoSecure, Inc.?
The IRS Employer Identification Number for CompoSecure, Inc. is 85-2749902.
Filing Stats: 656 words · 3 min read · ~2 pages · Grade level 11.5 · Accepted 2024-11-22 16:07:38
Key Financial Figures
- $0.0001 — hich registered Class A Common Stock, $0.0001 par value CMPO Nasdaq Global Market
Filing Documents
- tm2429195d1_8k.htm (8-K) — 31KB
- tm2429195d1_ex10-1.htm (EX-10.1) — 196KB
- 0001104659-24-122095.txt ( ) — 482KB
- cmpo-20241121.xsd (EX-101.SCH) — 4KB
- cmpo-20241121_def.xml (EX-101.DEF) — 26KB
- cmpo-20241121_lab.xml (EX-101.LAB) — 36KB
- cmpo-20241121_pre.xml (EX-101.PRE) — 25KB
- tm2429195d1_8k_htm.xml (XML) — 6KB
01 Entry Into a Material Definitive Agreement
Item 1.01 Entry Into a Material Definitive Agreement. As previously disclosed, on September 17, 2024, pursuant to and in accordance with the Stock Purchase Agreements, dated as of August 7, 2024, by and among Tungsten 2024 LLC, a Delaware limited liability company (" Tungsten "), and the other parties thereto (" Sellers "), Sellers (a) exchanged all of their Class B Units (" Class B Units ") of CompoSecure Holdings, L.L.C., a Delaware limited liability company (" CompoSecure Holdings "), for shares of Class A Common Stock, par value $0.0001 per share (" Class A Common Stock "), of CompoSecure, Inc., a Delaware corporation (" CompoSecure "), and (b) thereafter sold to Resolute Compo Holdings LLC, a Delaware limited liability company and Tungsten's permitted assignee, certain shares of Class A Common Stock (collectively, the " Transaction "). The consummation of the Transaction eliminated the dual-class structure of CompoSecure. On November 21, 2024, CompoSecure and CompoSecure Holdings entered into the Third Amended and Restated Limited Liability Company Agreement of CompoSecure Holdings (the " Third A&R LLC Agreement ") to, among other things, reflect that no Class B Units were outstanding as of the consummation of the Transaction and that CompoSecure's dual-class structure had been eliminated. The foregoing description does not purport to be complete and is qualified in its entirety the full text of the Third A&R LLC Agreement that is attached as Exhibit 10.1 to this Current Report on Form 8-K and incorporated by reference into this Item 1.01.
01 Exhibits
Item 9.01 Exhibits. (d) Exhibits Exhibit No. Description 10.1 Third Amended and Restated Limited Liability Company Agreement of CompoSecure Holdings, L.L.C., dated as of November 21, 2024. 104 Cover Page Interactive Data File (embedded with the Inline XBRL document) SIGNATURE 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. Date: November 22, 2024 By: /s/ Steven J. Feder Steven J. Feder General Counsel & Corporate Secretary