CompoSecure Holdings, L.L.C. (“CompoSecure”), a leading provider
of premium financial payment cards and an emergent provider of
cryptocurrency storage and security solutions, today announced that
it has reaffirmed its financial forecast for full year 2022 and
provided updated full year 2021 financial guidance ranges.
CompoSecure is reaffirming its financial forecast for full year
2022 with net revenue expected to be in the range of $336 million
to $376 million, and full year 2022 Adjusted EBITDA expected to be
in the range of $100 million to $110 million.
CompoSecure also announced its full year 2021 financial guidance
with Adjusted EBITDA consistent with expectations of between $97
million to $102 million (within the previously reported range of
$95 million to $110 million) and full year revenue is now updated
to be in the range of $267 million to $269 million (slightly below
the previously reported $276 million bottom end of the revenue
range). Q4/2021 revenue is expected to show growth of more than
35%, as compared to Q4/2020 and more than 12% as compared to
Q3/2021.
“Customer demand in the fourth quarter was quite strong and
returned to near pre-pandemic levels. We believe the slight
decrease in net revenue we have experienced is driven by delays in
shipping some of our metal payment cards in the fourth quarter of
2021 due to global supply chain constraints for raw material
inputs, including both select polymers and payment card chips,”
said Jon Wilk, CEO of CompoSecure. “Looking ahead, we are excited
to bring the transaction with Roman DBDR to fruition and become a
publicly traded company. We continue to be optimistic about the
growth opportunities in our core business as well as the large
opportunity in the cryptocurrency and broader digital asset
marketplace we are attacking with the launch of our ArculusTM
solution.”
On November 30, 2021, CompoSecure and Roman DBDR announced a
special meeting of Roman DBDR stockholders to consider matters
related to the proposed business combination with CompoSecure. The
meeting will be held on December 23, 2021 at 10:00 a.m., Eastern
Time, in a virtual format. Roman DBDR stockholders may attend and
vote at the Special Meeting by visiting
https://www.cstproxy.com/romandbdr/sm2021 and entering the control
number found on their proxy card, voting instruction form or notice
included in their proxy materials.
More information about voting and attending the Special Meeting
is included in the definitive proxy statement filed by Roman DBDR
with the Securities and Exchange Commission (the “SEC”) on November
30, 2021, which is available without charge on the SEC’s website at
http://www.sec.gov or
https://www.romandbdr.com/investor-relations.
Use of Non-GAAP Financial Information
Due to the forward-looking nature of the foregoing projections,
specific quantifications of the charges excluded from the non-GAAP
financial measures, including with respect to depreciation,
amortization, interest and taxes, that would be required to
reconcile the non-GAAP financial measures included in such
projections to GAAP measures are not available so it is not
feasible to provide accurate forecasted non-GAAP reconciliations
without unreasonable effort. Consequently, no disclosure of
estimated comparable GAAP measures is included and no
reconciliation of the forward-looking non-GAAP financial measures
is included. Non-GAAP financial measures should not be considered
in isolation from, or as a substitute for, financial information
presented in compliance with GAAP, and may not be comparable to
similarly titled measures used by other companies.
About CompoSecure and Arculus
Founded in 2000, CompoSecure is a pioneer and category leader in
premium payment cards and an emergent provider of cryptocurrency
and digital asset storage and security solutions. The company
focuses on serving the affluent customers of payment card issuers
worldwide using proprietary production methods that meet the
highest standards of quality and security. The company offers
secure, innovative, and durable proprietary products that implement
leading-edge engineering capabilities and security. CompoSecure’s
mission is to increase clients’ brand equity in the marketplace by
offering products and solutions which differentiate the brands they
represent, thus elevating cardholder experience. For more
information, please visit www.composecure.com. ArculusTM was
created with the mission to promote cryptocurrency adoption by
making it safe, simple and secure for the average person to buy,
swap and store cryptocurrency. With a strong background in security
hardware and financial payments, the ArculusTM solution was
developed to allow people to use a familiar payment card form
factor to manage their cryptocurrency. For more information, please
visit www.getarculus.com.
About Roman DBDR Tech Acquisition Corp.
Roman DBDR is a special purpose acquisition company whose
business purpose is to effect a merger, capital stock exchange,
asset acquisition, stock purchase, reorganization, or similar
business combination with one or more businesses or entities. While
the company may pursue an initial business combination target in
any stage of its corporate evolution or in any industry or sector,
it intends to focus its search on companies in the technology,
media and telecom (“TMT”) industries. The company is led by its
Co-Chief Executive Officers, Dr. Donald G. Basile and Dixon Doll,
Jr. The Company’s experienced board of directors includes former
NVCA Chairman and longtime venture capitalist Dixon Doll, Global
Net Lease (NYSE: GNL) CEO James L. Nelson, former fund manager Paul
Misir, investment banker and investor Arun Abraham, and
entrepreneur Alan Clingman. For more information, please visit
www.romandbdr.com Roman DBDR raised $236 million in its initial
public offering (inclusive of underwriter’s exercise of
over-allotment option) in November 2020 and is listed on Nasdaq
under the symbol “DBDR”.
Forward-Looking Statements
Certain statements included in this Press Release that are not
historical facts are forward-looking statements for purposes of the
safe harbor provisions under the United States Private Securities
Litigation Reform Act of 1995. Forward-looking statements include,
but are not limited to statements regarding Roman DBDR’s or
CompoSecure’s expectations, hopes, beliefs, intentions or
strategies regarding the future, including, without limitation,
statements regarding: (i) the ability of Roman DBDR and CompoSecure
to complete the proposed merger described in the Press Release,
(ii) the size, demand and growth potential of the markets for
CompoSecure’s products and CompoSecure’s ability to serve those
markets, (iii) the degree of market acceptance and adoption of
CompoSecure’s products, (iv) CompoSecure’s ability to develop
innovative products and compete with other companies engaged in the
financial services and technology industry, (v) CompoSecure’s
ability to attract and retain clients, and (vi) CompoSecure’s
projected 2021 and 2022 financial results. In addition, any
statements that refer to projections, forecasts, or other
characterizations of future events or circumstances, including any
underlying assumptions, are forward-looking statements.
Forward-looking statements generally are accompanied by words such
as “believe,” “may,” “will,” “estimate,” “continue,” “anticipate,”
“intend,” “expect,” “should,” “would,” “plan,” “predict,”
“potential,” “seem,” “seek,” “future,” “outlook,” and similar
expressions that predict or indicate future events or trends or
that are not statements of historical matters. These
forward-looking statements include, but are not limited to,
statements regarding estimates and forecasts of other financial and
performance metrics and projections of market opportunity. These
statements are based on various assumptions, whether or not
identified in this Press Release, and on the current expectations
of CompoSecure’s and Roman DBDR’s management and are not
predictions of actual performance. These forward-looking statements
are provided for illustrative purposes only and are not intended to
serve as, and must not be relied on by any investor as, a
guarantee, a prediction or a definitive statement of fact or
probability. Neither Roman DBDR nor CompoSecure gives any assurance
that either Roman DBDR or CompoSecure will achieve its
expectations. Actual events and circumstances are difficult or
impossible to predict and will differ from assumptions. Many actual
events and circumstances are beyond the control of CompoSecure and
Roman DBDR. These forward-looking statements involve a number of
risks, uncertainties (some of which are beyond Roman DBDR’s and
CompoSecure’s control) or other assumptions that may cause actual
results or performance to be materially different from those
expressed or implied by these forward-looking statements. These
factors include, among others: the inability to complete the
proposed merger; the inability to recognize the anticipated
benefits of the proposed merger, including due to the failure to
receive required security holder approvals, or the failure of other
closing conditions; and costs related to the proposed merger. You
should carefully consider the risks and uncertainties described in
the “Risk Factors” section of the definitive proxy statement on
Schedule 14A (the “Proxy Statement”) relating to the proposed
merger filed by Roman DBDR with the U.S. Securities and Exchange
Commission (the “SEC”) and other documents filed by Roman DBDR from
time to time with the SEC. These filings identify and address other
important risks and uncertainties that could cause actual events
and results to differ materially from those contained in the
forward-looking statements. If any of these risks materialize or
our assumptions prove incorrect, actual results could differ
materially from the results implied by these forward-looking
statements. There may be additional risks that none of Roman DBDR
or CompoSecure presently know or that Roman DBDR or CompoSecure
currently believe are immaterial that could also cause actual
results to differ from those contained in the forward-looking
statements. In addition, forward-looking statements reflect Roman
DBDR’s and CompoSecure’s expectations, plans or forecasts of future
events and views as of the date of this Press Release. Roman DBDR
and CompoSecure anticipate that subsequent events and developments
will cause Roman DBDR’s and CompoSecure’s assessments to change.
However, while Roman DBDR and CompoSecure may elect to update these
forward-looking statements at some point in the future, Roman DBDR
and CompoSecure specifically disclaim any obligation to do so.
These forward-looking statements should not be relied upon as
representing Roman DBDR’s and CompoSecure’s assessments as of any
date subsequent to the date of this Press Release. Accordingly,
undue reliance should not be placed upon the forward-looking
statements. Certain market data information in this Press Release
is based on the estimates of CompoSecure and Roman DBDR
management.
Participants in the Solicitation
This communication is not a solicitation of a proxy from any
security holder of Roman DBDR. CompoSecure, Roman DBDR and our
respective directors, executive officers, other members of
management and employees may be deemed to be participants in the
solicitation of proxies from Roman DBDR’s stockholders in
connection with the proposed merger. Information regarding the
names and interests in the proposed merger of Roman DBDR’s
directors and officers is contained Roman DBDR’s filings with the
SEC. Additional information regarding the interests of potential
participants in the solicitation process has also been included in
the definitive proxy statement relating to the proposed merger and
other relevant documents filed with the SEC. These documents can be
obtained free of charge from the sources indicated above.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20211207006066/en/
Investor Contact: Marc P. Griffin 212-277-1290
Marc.griffin@ICRinc.com
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