Composecure, Inc. (NASDAQ: CMPO) has announced the completion of the spin-off of its subsidiary, Resolute Holdings Management, Inc. (NASDAQ: RHLD), into a separate public company, effective 12:01 a.m. Eastern Standard Time on February 28, 2025.
Under the terms of the separation, each stockholder of record who held Composecure common stock as of the close of business on February 20, 2025, received one share of Resolute Holdings common stock for every twelve shares of Composecure common stock held on the record date. Cash will be paid in lieu of fractional shares.
The distribution of shares in Resolute Holdings will give rise to a taxable gain to Composecure and will be treated as a taxable dividend to all existing Composecure shareholders for U.S. federal and applicable state and local tax purposes.
Resolute Holdings common stock began trading on NASDAQ under the ticker symbol “RHLD” on the effective date of the spin-off, while Composecure common stock continues to trade on NASDAQ under the ticker symbol “CMPO.”
Goldman Sachs & Co. LLC served as the financial advisor to Composecure, and Paul, Weiss, Rifkind, Wharton & Garrison LLP served as the legal advisor.
Founded in 2000, Composecure (NASDAQ: CMPO) is a technology partner to market leaders, fintechs, and consumers, enabling trust for millions of people around the globe. The company combines elegance, simplicity, and security to deliver exceptional experiences and peace of mind in the physical and digital world. Composecure’s innovative payment card technology and metal cards with Arculus security and authentication capabilities deliver unique, premium branded experiences, enable people to access and use their financial and digital assets, and ensure trust at the point of a transaction. Today the company's shares have moved -2.8% to a price of $12.5. For more information, read the company's full 8-K submission here.
