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10-Q2025-08-07· merged:deepseek-v4-flash

RHLD · Resolute Holdings Management, Inc.

0001558370-25-010795

SEC filing

Summary

Revenue grew 10% YoY to $119.6M, driven by domestic volumes; gross margin expanded 600bps to 58%.

Key takeaways

Full analysis

Period Performance

Period Performance

For the three months ended June 30, 2025, net sales increased 10% to $119.6M from $108.6M in the prior year period. The growth was driven by a 22% increase in domestic sales to $104.3M, partially offset by a 35% decline in international sales to $15.3M. Gross profit rose 23% to $68.8M, with gross margin expanding 600 basis points to 58% due to higher volumes, favorable product mix, and improved operational execution. Operating expenses increased 24% to $28.2M, primarily from incremental salaries and equity-based compensation at Resolute Holdings. Income from operations grew 22% to $40.6M, resulting in an operating margin of 34%, up from 31% in the prior year. Net income increased 37% to $38.3M, but net income attributable to common stockholders was a loss of $0.6M due to the impact of non-controlling interests.

Segment Dynamics

Resolute Holdings generated $3.4M in management fees from CompoSecure, but reported an operating loss of $0.4M due to SG&A expenses. CompoSecure Holdings achieved net sales of $119.6M and operating income of $41.0M, reflecting a 34.3% operating margin. The domestic business continued to be the primary growth driver, while international sales faced headwinds from order timing among smaller customers.

Forward View

Management noted the Spin-Off was completed on February 28, 2025, and the company is now operating with a management agreement that provides recurring fee income. The non-GAAP Fee-Related Earnings metric was introduced, with Q2 2025 Fee-Related Earnings of $0.7M or $0.08 per share. The company believes its liquidity, including a $5.0M revolving credit facility for Resolute Holdings and a $130.0M facility for CompoSecure Holdings, is sufficient for at least the next 12 months. No formal revenue or earnings guidance was provided.

Notes & Operating Detail

Balance Sheet & Liquidity

Cash and cash equivalents rose to $99.9M at June 30, 2025 from $71.6M at December 31, 2024, driven by operating cash flow of $67.3M partially offset by $36.2M in financing uses (including $15.9M distributions and $15.3M tax withholdings). Total assets were $253.3M. The company's primary debt is the CompoSecure Holdings Term Loan of $192.5M (net of $1.7M deferred financing costs = $190.8M total debt), with maturities extending to 2029. Shareholders' equity (deficit) turned positive at $9.6M, compared to ($0.8M) at year-end, reflecting capital contributions and equity-based compensation. Non-controlling interest was ($5.5M). Inventory was stable at $44.2M.

Commitments & Contractual Obligations

The only significant contractual commitments disclosed are operating leases with total undiscounted payments of $12.6M, including $1.4M due in the remainder of 2025, $2.7M in 2026, $2.1M in 2027, and $2.1M in 2028, with the balance beyond. The company has no other material purchase commitments, supply agreements, or off-balance-sheet obligations noted. The Resolute Credit Agreement provides a $5.0M revolver (undrawn) maturing May 2026.

Capital Allocation (buybacks, dividends, debt, capex)

No share repurchases were authorized or executed. The company paid $15.9M in distributions to CompoSecure Holdings members during Q2 2025. Debt was reduced by $5.0M through scheduled term loan payments. Capital expenditures totaled $2.8M in the first half of 2025 (1.3% of sales), primarily for machinery and software. No dividend per share is disclosed separately; distributions are at the CompoSecure Holdings level.

Segment / Geographic Mix (if disclosed at note level)

The company operates two segments: Resolute Holdings (management services) and CompoSecure Holdings (manufacturing). Resolute Holdings recorded $3.4M in management fees (all eliminated in consolidation) and a $0.4M operating loss. CompoSecure Holdings generated $119.6M in Q2 2025 net sales (+10.2% YoY) and $41.0M operating income (34.3% margin). Geographically, 87.2% of sales were domestic ($104.3M) and 12.8% international ($15.3M). For the six months, CompoSecure revenue was $223.5M with operating income $67.6M. Customer concentration is high: three customers accounted for 67.2% of Q2 2025 sales.