---
schema_version: "secwatch.filing_event.v1"
accession: "0001104659-24-087541"
form_type: "8-K"
ticker: "GPGI"
cik: "0001823144"
company_name: "GPGI, Inc."
filed_at: "2024-08-09T23:59:59+00:00"
generated_at: "2026-05-31T10:29:12.073858+00:00"
event_type: "m_and_a"
sentiment: "neutral"
materiality_score: 0.85
calibrated_materiality_score: 0.85
confidence: "high"
source: SEC EDGAR
---

# Resolute led by David Cote acquires majority of CompoSecure; new $330M credit facility

## Summary
- 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.

## SEC filing metadata
- accession: 0001104659-24-087541
- form_type: 8-K
- ticker: GPGI
- cik: 0001823144
- company_name: GPGI, Inc.
- filed_at: 2024-08-09T23:59:59+00:00
- event_type: m_and_a
- sentiment: neutral
- materiality_score: 0.85
- calibrated_materiality_score: 0.85
- confidence: high
- sec_items: 1.01, 2.03, 5.01, 5.02, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1823144/000110465924087541/0001104659-24-087541-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1823144/000110465924087541/tm2419908d5_8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001104659-24-087541
- JSON: https://secwatch.observer/filing/0001104659-24-087541.json
- Plain text: https://secwatch.observer/filing/0001104659-24-087541.txt

## Key facts
- Executive change
  Michele Logan resigned as Director at GPGI, Inc..
  - Action: resigned
  - Role: Director
  source text: 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.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1823144/000110465924087541/0001104659-24-087541-index.htm
- Executive change
  Mitchell Hollin resigned as Director at GPGI, Inc..
  - Action: resigned
  - Role: Director
  source text: 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.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1823144/000110465924087541/0001104659-24-087541-index.htm
- M&A Transactions
  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
  source text: 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.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1823144/000110465924087541/0001104659-24-087541-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.