M&A - Cadre Holdings, Inc.

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Form Type: 8-K

Filing Date: 2025-01-21

Corporate Action: Acquisition

Type: New

Accession Number: 000110465925004898

Filing Summary: On January 15, 2025, Cadre Holdings, Inc. entered into a Share Purchase Agreement with Zircaloy Holdings, LLC to acquire all issued shares of Carr’s Engineering Limited and Carr’s Engineering (US), Inc. from Carr’s Group Plc for approximately $91,500,000. The transaction involves customary representations and warranties, covenants, and indemnities, with specific closing conditions. The Purchase Agreement outlines that if conditions are unmet by August 31, 2025, it will terminate. The agreement is not meant as a statement of factual information about the involved parties and includes a warranty and indemnity insurance policy for certain losses. An exhibit detailing the agreement is included in the filing.

Additional details:

Item 1 Date: 2025-01-15


Buyer: Zircaloy Holdings, LLC


Seller: Carr’s Group Plc


Uk Target: Carr’s Engineering Limited


Us Target: Carr’s Engineering (US), Inc.


Purchase Price: £75,000,000


Approximate Usd Value: $91,500,000


Closing Condition Date: August 31, 2025


Form Type: 8-K

Filing Date: 2025-01-16

Corporate Action: Acquisition

Type: New

Accession Number: 000110465925003946

Filing Summary: On January 16, 2025, Cadre Holdings, Inc. announced that it has entered into a definitive agreement to acquire Carr's Engineering Limited and Carr's Engineering (US), Inc., both subsidiaries of Carr’s Group plc. The announcement was made during a conference call and webcast where a slide presentation detailing this acquisition was reviewed. The company considers this information to be 'furnished' rather than 'filed' under the Securities Exchange Act of 1934, meaning it is not subject to the reporting liabilities associated with filed documents unless incorporated by reference in future filings. The slide presentation is included as an exhibit (Exhibit 99.1) to this Form 8-K.

Additional details:

Emerging Growth Company: true


Exhibit Description: Slide Presentation for Conference Call held on January 16, 2025 (furnished only)


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