GPGI, Inc. (GPGI): M&A transaction — Resolute led by David Cote acquires majority of CompoSecure; new $330M credit facility

GPGI, Inc.

Resolute (David Cote, Tom Knott) buys 49,290,409 Class A shares from LLR, Logan, and Wilk LLC, gaining majority control.
Board expands to 11; David Cote named Chairman (Class III, term to 2027), Tom Knott Class II (term to 2026).
Mitchell Hollin and Michele Logan resign from board effective upon closing.
New $330M credit facility: $200M term loan, $130M revolver, matures Aug 2029, with $100M accordion each.
TRA Amendment waives accelerated payments upon this change of control and raises discount rate for future early termination.

item 1.01 item 2.03 item 5.01 item 5.02 item 9.01

Executive movements

Machine-extracted from this filing. Every card cites the SEC source. See all recent executive movements.

Departed

Michele Logan

Director

GPGI · GPGI, Inc.

Effective: 2024-08-07
Filed: August 9, 2024, 7:59 PM ET

on August 7, 2024, each of Mitchell Hollin and Michele Logan delivered notice of their resignation as a member of the Board and all committees thereof, subject to and contingent on the consummation of the Closing, pursuant to the terms of the Letter Agreement.

Departed

Mitchell Hollin

Director

GPGI · GPGI, Inc.

Effective: 2024-08-07
Filed: August 9, 2024, 7:59 PM ET

on August 7, 2024, each of Mitchell Hollin and Michele Logan delivered notice of their resignation as a member of the Board and all committees thereof, subject to and contingent on the consummation of the Closing, pursuant to the terms of the Letter Agreement.

Key facts

Extracted from this filing and checked against the source text.

Executive change SEC 8-K Item 5.02 confidence 0.95

Michele Logan resigned as Director at GPGI, Inc..

Action: resigned
Role: Director

Exact text from the filing

on August 7, 2024, each of Mitchell Hollin and Michele Logan delivered notice of their resignation as a member of the Board and all committees thereof, subject to and contingent on the consummation of the Closing, pursuant to the terms of the Letter Agreement.

View on SEC.gov

Executive change SEC 8-K Item 5.02 confidence 0.95

Mitchell Hollin resigned as Director at GPGI, Inc..

Action: resigned
Role: Director

Exact text from the filing

on August 7, 2024, each of Mitchell Hollin and Michele Logan delivered notice of their resignation as a member of the Board and all committees thereof, subject to and contingent on the consummation of the Closing, pursuant to the terms of the Letter Agreement.

View on SEC.gov

M&A Transactions SEC 8-K Item 2.01/5.01 confidence 0.4

GPGI, Inc. underwent a change of control involving Resolute Holdings I, LP and its affiliated vehicles.

Action: change of control
Counterparty: Resolute Holdings I, LP and its affiliated vehicles

Exact text from the filing

Following the closing of the transactions contemplated by the stock purchase agreements between each of the Selling Holders and Resolute (the “Closing”), Resolute will own a majority of the Company’s Class A Common Stock.

View on SEC.gov

31 m&a transactions filed in the last 30 days. Browse all m&a transactions →

GPGI, Inc. filing history →

Source: SEC EDGAR

accession 0001104659-24-087541

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