Resolute Holdings Reports First Quarter 2025 Results

NEW YORK, May 12, 2025 (GLOBE NEWSWIRE) -- Resolute Holdings Management, Inc. ("Resolute Holdings") (Nasdaq: RHLD), an operating management company responsible for providing management services to CompoSecure Holdings, L.L.C. ("CompoSecure Holdings"), a wholly owned subsidiary of CompoSecure, Inc. ("CompoSecure") (Nasdaq: CMPO), today reported financial results for its fiscal first quarter ending March 31, 2025. Resolute Holdings reported first quarter earnings per share attributable to common stockholders of ($0.39) and Non-GAAP Fee-Related Earnings per share of ($0.07).

"The first quarter was foundational for Resolute Holdings, with the spin-off from CompoSecure completed in February. We experienced a higher than normal tax provision and post spin-off professional fees in the quarter but reiterate our expectation for limited profitability for the full year with approximately $3.0mm of quarterly management fee revenue. I am pleased with the team we have assembled and believe our unique combination of permanent capital and differentiated operating capabilities position us well for the future," said Tom Knott, Resolute Holdings' Chief Executive Officer.

Dave Cote, Resolute Holdings' Executive Chairman added "We are encouraged by the ongoing work to improve operations, drive organic growth, and build a high-performance culture at CompoSecure. In the first quarter, we also increased our efforts to evaluate potential acquisitions and anticipate those efforts to remain significant through 2025 and beyond. We are pleased with our start to the year and remain focused on supporting CompoSecure while rigorously evaluating potential acquisitions that meet our core investment criteria."

As a result of the spin-off from CompoSecure and execution of the Management Agreement with CompoSecure Holdings, Resolute Holdings is required to consolidate the financial results of CompoSecure Holdings in accordance with U.S. GAAP. This presentation of financial results does not represent the underlying economics or the positive attributes of Resolute Holdings' standalone business model, which consist of recurring, long-duration management fees and a relatively fixed expense base. The results of the Resolute Holdings standalone business and associated Non-GAAP Fee-Related Earnings calculation are included below to provide a clear picture of the economic performance of the business directly attributable to shareholders of RHLD. This release includes such results presented in accordance with U.S. GAAP, as well as certain Non-GAAP measures, including Fee-Related Earnings. See "Use of Non-GAAP Financial Measures" below.

 
          Resolute Holdings Segment Financial Information (GAAP); 
             Fee-Related Earnings and Fee-Related Earnings Per 
             Share (Non-GAAP) ($ in thousands except per share 
                                  figures) 
 
                                                            Three months 
                                                               ended 
                                                           March, 31 2025 
                                                         ------------------ 
Management fees                                           $        1,129 
Selling, general and administrative expenses                       3,926 
                                                             ----------- 
Income from operations                                            (2,797) 
Total other income (expense)                                          (1) 
                                                             ----------- 
Income (loss) before income taxes                                 (2,798) 
Income tax (expense)                                                (568) 
                                                             ----------- 
Net income (loss)                                                 (3,366) 
Net income (loss) attributable to non-controlling 
 interest                                                             -- 
                                                             ----------- 
Net income (loss) attributable to common stockholders             (3,366) 
Net income (loss) per share attributable to common 
 stockholders - diluted                                   $        (0.39) 
                                                             =========== 
 
Adjustments to reconcile Fee-Related Earnings to net 
 income (loss) attributable to common stockholders: 
------------------------------------------------------ 
Add: Equity-based compensation at CompoSecure (1)                  1,148 
Add: Pro forma management fees from Jan 1, 2025 to 
 Feb 27, 2025 (2)                                                  2,046 
Add: Spin-Off costs (3)                                              290 
Net tax impact of adjustments (4)                                   (724) 
                                                             ----------- 
Fee-Related Earnings                                                (606) 
Fee-Related Earnings per share - diluted                  $        (0.07) 
                                                             =========== 
(1) Equity-based compensation required to be reported 
 by Resolute Holdings related to awards issued under 
 the CompoSecure Equity Plan. Equity granted under 
 the CompoSecure Equity Plan relates to CompoSecure 
 Class A common stock and has no impact on Resolute 
 Holdings' common stock outstanding. 
 (2) Incremental management fees as if the CompoSecure 
 Management Agreement was executed on January 1, 2025. 
 (3) One-time costs associated with the Spin-Off from 
 CompoSecure. 
 (4) Tax-effect of adjustments at a 31% effective tax 
 rate. Only applied to those adjustments that would 
 impact Resolute Holdings' taxes. Equity-based compensation 
 expense under the CompoSecure Equity Plan is expensed 
 for tax purposes at CompoSecure and not Resolute Holdings. 
 
 

Exhibit -- Structural Relationship & Non-GAAP Financial Summary

About Resolute Holdings Management, Inc.

Resolute Holdings (Nasdaq: RHLD) is an alternative asset management platform led by David Cote and Tom Knott that provides operating management services including the oversight of capital allocation strategy, operational practices, and M&A sourcing and execution at CompoSecure Holdings and other managed businesses in the future. Resolute Holdings brings a differentiated approach to long-term value creation through the systematic deployment of the Resolute Operating System, which will create value at both the underlying managed businesses and at Resolute Holdings. For additional information on Resolute Holdings, please refer to Resolute Holdings' filings with the U.S. Securities and Exchange Commission or please visit www.resoluteholdings.com.

Cautionary Note Concerning Forward-Looking Statements

This press release contains forward-looking statements as defined by the Private Securities Litigation Reform Act of 1995. These statements are based on the beliefs and assumptions of management. Although Resolute Holdings believes that its plans, intentions, and expectations reflected in or suggested by these forward-looking statements are reasonable, Resolute Holdings cannot assure you that it will achieve or realize these plans, intentions, or expectations. Forward-looking statements are inherently subject to risks, uncertainties, and assumptions. Generally, statements that are not historical facts, including statements concerning Resolute Holdings' expectations regarding personnel, future platform acquisitions, limited profitability for the year ending December 31, 2025, revenues from management fees, the deployment of the Resolute Operating System, market opportunities, possible or assumed future actions, business strategies, events, or results of operations, and other matters, are forward-looking statements. In some instances, these statements may be preceded by, followed by or include the words "believes," "estimates," "expects," "projects," "forecasts," "may," "will," "should," "seeks," "plans," "scheduled," "anticipates" or "intends" or the negatives of these terms or variations of them or similar terminology. Forward-looking statements are not guarantees of performance. You should not put undue reliance on these statements which speak only as of the date hereof. You should understand that the following important factors, among others, could affect Resolute Holdings' future results and could cause those results or other outcomes to differ materially from those expressed or implied in Resolute Holdings' forward-looking statements: the timing and amount of the management fees payable to Resolute Holdings, including unexpected fluctuations therein, unexpected changes in costs, risks associated with the implementation of the Resolute Operating System, unexpected market and macroeconomic developments, demand for Resolute Holdings' services, the ability of Resolute Holdings to grow and manage growth profitably, compete within its industry and attract and retain its key employees; the possibility that Resolute Holdings may be adversely impacted by other global economic, business, competitive and/or other factors, including but not limited to inflationary pressures, volatile interest rates, variable tariff policies or intensified disruptions in the global financial markets; the outcome of any legal proceedings that may be instituted against Resolute Holdings or others; future exchange and interest rates; and other risks and uncertainties, including those under "Risk Factors" in filings that have been made or will be made with the Securities and Exchange Commission. Resolute Holdings undertakes no obligations to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.

Use of Non-GAAP Financial Measures

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