Financial Analysis

"Acquisition of Businesses The acquisitions of our businesses are accounted for under the acquisition method of accounting. For each new platform acquisition, the Company typically structures the transaction so that a newly created holding company acquires 100% of the equity interests in the acquired business. The entirety of the purchase consideration is paid by the newly created holding company to the selling shareholders. The total purchase consideration is the amount paid to the selling shareholders and we will, from time to time, allow the selling shareholder to reinvest a portion of their proceeds alongside the Company at the same price per share, into the holding company that acquires the target business. Once the acquisition is complete, the selling shareholders no longer hold equity interests in the acquired company, but rather hold noncontrolling interest in the holding company that acquired the target business. Because the selling shareholders are investing in the transaction alongside the Company at the same price per share as the Company and are not retaining their existing equity in the acquired business, the Company includes the amount provided by noncontrolling shareholders in the total purchase consideration. A component of our acquisition financing strategy that we utilize in acquiring the businesses we own and manage is to provide both equity capital and debt capital, raised at the parent level, typically through our existing credit facility. The debt capit …

BusinessCombinationDisclosureTextBlock · excerpt; the full note is in the filing

Commitments and Contingencies (As Restated) Leases The Company and its subsidiaries lease office and manufacturing facilities, computer equipment and software under various operating arrangements. Certain of the leases are subject to escalation clauses and renewal periods. The Company and its subsidiaries recognize lease expense, including predetermined fixed escalations, on a straight-line basis over the initial term of the lease including reasonably assured renewal periods from the time that the Company and its subsidiaries control the leased property. Leases with an initial term of 12 months or less are not recorded on the balance sheet; we recognize lease expense for these leases on a straight-line basis over the lease term. Certain of our subsidiaries have leases that contain both fixed rent costs and variable rent costs based on achievement of certain operating metrics. The variable lease expense was not a material component of our total lease expense for the years ending December 31, 2024, 2023 or 2022. The maturities of lease liabilities at December 31, 2024 having an initial or remaining non-cancelable term of one year or more are as follows ( in thousands ): Operating Finance Total 2025 $ 53,048 $ 719 $ 53,767 2026 53,868 719 54,587 2027 45,721 7,040 52,761 2028 35,389 35,389 2029 26,003 26,003 Thereafter 70,674 70,674 Total undiscounted lease payments $ 284,703 $ 8,478 $ 293,181 Less: Interest 67,946 1,570 69,516 Present value of lease liabilities $ 216,757 $ 6,908 …

CommitmentsAndContingenciesDisclosureTextBlock · excerpt; the full note is in the filing

Defined Benefit Plan In connection with the acquisition of Arnold, the Company has a defined benefit plan covering substantially all of Arnolds employees at its Lupfig, Switzerland location. The benefits are based on years of service and the employees highest average compensation during the specific period. The following table sets forth the plans funded status and amounts recognized in the Companys consolidated balance sheets at December 31, 2024, 2023 and 2022: December 31, (in thousands) 2024 2023 2022 Change in benefit obligation: Benefit obligation, beginning of year $ 13,847 $ 10,649 $ 12,311 Service cost 538 369 432 Interest cost 243 257 42 Actuarial (gain)/loss 1,125 1,090 (1,792) Plan amendment (67) (67) (73) Employee contributions and transfer 572 444 349 Benefits paid (96) 1,037 74 Settlement (342) (1,139) (518) Foreign currency translation (935) 1,207 (176) Benefit obligation $ 14,885 $ 13,847 $ 10,649 Change in plan assets: Fair value of assets, beginning of period $ 11,426 $ 9,521 $ 9,449 Actual return on plan assets (600) 90 (122) Company contribution 599 465 371 Employee contributions and transfer 572 444 349 Benefits paid (96) 1,037 74 Settlement (342) (1,139) (518) Foreign currency translation (821) 1,008 (82) Fair value of assets 10,738 11,426 9,521 Funded status $ (4,147) $ (2,421) $ (1,128) The unfunded liability of $4.1 million, $2.4 million and $1.1 million at December 31, 2024, 2023 and 2022, respectively, is recognized in the consolidated balance shee …

CompensationAndEmployeeBenefitPlansTextBlock · excerpt; the full note is in the filing

"Debt (As Restated) Financing Arrangements 2022 Credit Facility On July 12, 2022, the LLC entered into the Third Amended and Restated Credit Agreement (the ""2022 Credit Facility"") to amend and restate the 2021 Credit Facility. The 2022 Credit Facility provides for revolving loans, swing line loans and letters of credit (""the 2022 Revolving Line of Credit"") up to a maximum aggregate amount of $600 million (""the 2022 Revolving Loan Commitment"") and a $400 million term loan (the 2022 Term Loan). The 2022 Term Loan requires quarterly payments ranging from $2.5 million to $7.5 million, commencing September 30, 2022, with a final payment of all remaining principal and interest due on July 12, 2027, which is the 2022 Term Loans maturity date. All amounts outstanding under the 2022 Revolving Line of Credit will become due on July 12, 2027, which is the termination date of the 2022 Revolving Loan Commitment. The 2022 Credit Facility also permits the LLC, prior to the applicable maturity date, to increase the Revolving Loan Commitment and/or obtain additional term loans in an aggregate amount of up to $250 million, subject to certain restrictions and conditions. On the closing date for the 2022 Credit Facility, the 2022 Term Loan was advanced in full and the initial borrowings outstanding under the 2022 Revolving Line of Credit were $115 million. The Company used the initial proceeds from the 2022 Credit Facility to pay all amounts outstanding under the 2021 Credit Facility, pay …

DebtDisclosureTextBlock · excerpt; the full note is in the filing

The following tables provide disaggregation of revenue by reportable segment geography for the years ended December 31, 2024, 2023 and 2022 (in thousands). Year ended December 31, 2024 (As Restated) United States Mexico Europe Asia Pacific Other International Total 5.11 $ 412,309 $ 34,648 $ 31,508 $ 17,653 $ 36,043 $ 532,161 BOA (1) 50,932 51 79,201 60,273 354 190,811 Lugano 54,875 301 2,603 1,032 1,635 60,446 PrimaLoft (1) 868 4,091 68,457 810 74,226 The Honey Pot Co. 104,485 104 104,589 Velocity 90,263 463 936 256 4,509 96,427 Altor 213,346 25,722 239,068 Arnold 119,056 396 41,505 7,799 3,081 171,837 Sterno 305,534 289 4,158 121 8,346 318,448 $ 1,351,668 $ 61,870 $ 164,002 $ 155,591 $ 54,882 $ 1,788,013 Year ended December 31, 2023 (As Restated) United States Mexico Europe Asia Pacific Other International Total 5.11 $ 423,750 $ 26,718 $ 34,018 $ 17,313 $ 31,290 $ 533,089 BOA (1) 41,036 22 56,073 58,139 555 155,825 Lugano 29,664 3,102 73 385 33,224 PrimaLoft (1) 774 101 3,500 62,049 629 67,053 Velocity 156,853 1,141 4,393 617 9,186 172,190 Altor 204,598 33,432 238,030 Arnold 115,625 413 39,173 6,388 5,080 166,679 Sterno 312,239 1 3,354 10 8,226 323,830 $ 1,284,539 $ 61,828 $ 143,613 $ 144,589 $ 55,351 $ 1,689,920 Year ended December 31, 2022 (As Restated) United States Mexico Europe Asia Pacific Other International Total 5.11 $ 384,911 $ 19,110 $ 34,389 $ 16,677 31,126 $ 486,213 BOA (1) 61,719 12 66,273 79,848 836 $ 208,688 Lugano 28,140 9,014 439 28 $ 37,621 PrimaLoft (1) 1 …

DisaggregationOfRevenueTableTextBlock · excerpt; the full note is in the filing

"Fair Value Measurement (As Restated) The following table provides the assets and liabilities carried at fair value measured on a recurring basis as of December 31, 2022. There were no assets or liabilities measured on a recurring basis as of December 31, 2024 or December 31, 2023. Fair Value Measurements at December 31, 2022 (in thousands) Carrying Value Level 1 Level 2 Level 3 Liabilities: Put option of noncontrolling shareholders (1) $ (142) $ $ $ (142) Contingent consideration - acquisition (2) $ (1,300) $ $ $ (1,300) Total recorded at fair value $ (1,442) $ $ $ (1,442) The Company had no assets or liabilities Level 3 fair value measurements during 2024. A reconciliation of the change in the carrying value of the Companys Level 3 fair value measurements during the year ended December 31, 2023 and December 31, 2022 is as follows: Year ended December 31, ( in thousands ) 2023 2022 Balance at January 1st $ (1,442) (1,501) Termination of put option of noncontrolling shareholder - 5.11 (1) 142 Contingent consideration - King's Camo (2) (1,600) Adjustment to contingent consideration - King's Camo (2) 25 300 Payment of contingent consideration - Polyfoam 1,350 Payment of contingent consideration - King's Camo (2) 1,275 Increase in the fair value of put option of noncontrolling shareholder - 5.11 (1) 9 Balance at December 31st $ $ (1,442) (1) Represented a put option issued to a noncontrolling shareholder in connection with the 5.11 acquisition. The put option was terminated duri …

FairValueDisclosuresTextBlock · excerpt; the full note is in the filing

Goodwill and Intangible Assets (As Restated) Goodwill As a result of acquisitions of various businesses, the Company has significant intangible assets on its balance sheet that include goodwill and indefinite-lived intangibles. The Companys goodwill and indefinite-lived intangibles are tested and reviewed for impairment annually as of March 31st or more frequently if facts and circumstances warrant by comparing the fair value of each reporting unit to its carrying value. Each of the Companys businesses represent a reporting unit. A reconciliation of the change in the carrying value of goodwill by segment for the years ended December 31, 2024, 2023 and 2022 are as follows (in thousands ): Balance at January 1, 2024 Acquisitions/Measurement Period Adjustments (1) Goodwill Impairment Balance at December 31, 2024 As Restated As Restated 5.11 $ 92,966 $ $ $ 92,966 BOA 254,153 254,153 Lugano PrimaLoft 232,536 232,536 The Honey Pot Co. 107,039 107,039 Velocity Outdoor 8,182 (8,182) Altor Solutions 91,129 23,490 114,619 Arnold 39,267 39,267 Sterno 55,336 55,336 Corporate Total $ 773,569 $ 130,529 $ (8,182) $ 895,916 (1) Acquisition of businesses during the year ended December 31, 2024 includes the acquisition of The Honey Pot Co. by the Company, and an add-on acquisition at Altor. Balance at January 1, 2023 Acquisitions/Measurement Period Adjustments Goodwill Impairment Balance at December 31, 2023 As Restated As Restated 5.11 $ 92,966 $ $ $ 92,966 BOA 254,153 254,153 Lugano PrimaLof …

GoodwillAndIntangibleAssetsDisclosureTextBlock · excerpt; the full note is in the filing

Income Taxes (As Restated) Components of the Company's income (loss) before taxes are as follows: Year ended December 31, 2024 2023 2022 ( in thousands) (As Restated) (As Restated) (As Restated) Domestic (including U.S. exports) $ (358,855) $ (304,300) $ (151,022) Foreign subsidiaries 49,645 37,847 37,086 $ (309,210) $ (266,453) $ (113,936) Components of the Companys income tax provision are as follows: Year ended December 31, 2024 2023 2022 (in thousands) (As Restated) (As Restated) (As Restated) Current taxes Federal $ 15,141 $ 8,973 $ 12,871 State 3,215 2,911 2,125 Foreign 14,374 11,318 10,961 Total current taxes 32,730 23,202 25,957 Deferred taxes: Federal (13,647) (16,776) 3,178 State (538) 1,622 2,010 Foreign 67 150 (1,652) Total deferred taxes (14,118) (15,004) 3,536 Total tax provision $ 18,612 $ 8,198 $ 29,493 The tax effects of temporary differences that have resulted in the creation of deferred tax assets and deferred tax liabilities at December 31, 2024, 2023 and 2022 are as follows: December 31, 2024 2023 2022 ( in thousands) (As Restated) (As Restated) (As Restated) Deferred tax assets: Tax credits $ 3,411 $ 5,023 $ 6,179 Accounts receivable and allowances 1,063 1,093 1,577 Net operating loss carryforwards 37,725 20,041 28,090 Accrued expenses 20,374 17,007 13,164 Interest expense limitation carryforwards 55,778 29,445 10,488 Lease liabilities 50,123 46,231 38,614 Inventory 10,056 8,257 9,068 Stock based compensation 6,068 4,386 4,747 Capitalized research & …

IncomeTaxDisclosureTextBlock · excerpt; the full note is in the filing

"Recently Adopted Accounting Pronouncements Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures In November 2023, the Financial Accounting Standards Board (""FASB"") issued ASU No. 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures. This guidance requires, among other things, the following: (i) enhanced disclosures about significant segment expenses that are regularly provided to the chief operating decision maker (""CODM"") and included in a segment's reported measure of profit or loss; (ii) disclosure of the amount and description of the composition of other segment items, as defined in ASU 2023-07, by reportable segment; and (iii) reporting the disclosures about each reportable segment's profit or loss and assets on an annual and interim basis. The guidance is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. The Company adopted the new standard as of the year ended December 31, 2024, and applied it retrospectively to all prior periods presented (refer to "" Note R - Operating Segment Data ""). Recently Issued Accounting Pronouncements Income Taxes (Topic 740): Improvements to Income Tax Disclosures In December 2023, the FASB issued ASU No. 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures. This guidance will require, among other things, the following for public business entities: (i) enhanced disclosur …

NewAccountingPronouncementsPolicyPolicyTextBlock · excerpt; the full note is in the filing

"Note Q Related Party Transactions (As Restated) The LLC has entered into related party transactions with its Manager, CGM, and Sostratus LLC, an affiliate of CGM, including the following: Management Services Agreement LLC Agreement Integration Services Agreements Cost Reimbursement and Fees Management Services Agreement The LLC entered into a MSA with CGM effective May 16, 2006, as amended. Our Chief Executive Officer is a the managing member of CGM. The MSA, as in effect for fiscal year 2024, provides for, among other things, CGM to perform services for the LLC in exchange for a management fee paid quarterly and equal to 0.5% of the LLCs adjusted net assets, as defined in the MSA. The management fee is required to be paid prior to the payment of any distributions to shareholders. Pursuant to the MSA, CGM is entitled to enter into off-setting management service agreements with each of the operating segments. The amount of the fee is negotiated between CGM and the operating management of each segment and is based upon the value of the services to be provided. The fees paid directly to CGM by the segments offset on a dollar for dollar basis the amount due CGM by the LLC under the MSA. At December 31, 2023, CGM entered into a waiver to exclude cash balances held at the LLC from the calculation of the management fee. During 2022, CGM entered into a waiver of the MSA for the period through June 30, 2023 to receive a 1% annual management fee related to PrimaLoft, rather than the 2 …

RelatedPartyTransactionsDisclosureTextBlock · excerpt; the full note is in the filing

Revenue (As Restated) Performance Obligations - Revenues are recognized when control of the promised goods or service is transferred to the customer, in an amount that reflects the consideration the Company expects to be entitled to in exchange for those goods and services. Each product or service represents a separate performance obligation. Once the performance obligations are identified, the Company determines the transaction price, which includes estimating the amount of variable consideration to be included in the transaction price, if any. The Company then allocates the transaction price to each performance obligation in the contract based on a relative stand-alone selling price method. The corresponding revenues are recognized as the related performance obligations are satisfied as discussed above. The Company determines standalone selling prices based on the price at which the performance obligation is sold separately. The standalone selling price is directly observable as it is the price at which the Company sells its products separately to the customer. The Company assesses promised goods or services as performance obligations deemed immaterial at the contract level. Revenue is recognized generally upon shipment terms for products and when the service is performed for services. Certain sale transactions at our Lugano operating segment also include a non-monetary exchange of inventory with customers whereby the consideration received for the sale transaction has a no …

RevenueFromContractWithCustomerTextBlock · excerpt; the full note is in the filing

Operating Segment Data (As Restated) At December 31, 2024, the Company had nine reportable operating segments. Each operating segment represents a platform acquisition. The Companys operating segments are strategic business units that offer different products and services. While each is actively managed by the Company, they are managed separately because each business requires different technology and marketing strategies. A description of each of the reportable segments and the types of products from which each segment derives its revenues is as follows: 5.11 is a leading provider of purpose-built technical apparel and gear for law enforcement, firefighters, EMS, and military special operations as well as outdoor and adventure enthusiasts. 5.11 is a brand known for innovation and authenticity, and works directly with end users to create purpose-built apparel and gear designed to enhance the safety, accuracy, speed and performance of tactical professionals and enthusiasts worldwide. Headquartered in Costa Mesa, California, 5.11 operates sales offices and distribution centers globally, and 5.11 products are widely distributed in uniform stores, military exchanges, outdoor retail stores, its own retail stores and on 511tactical.com. BOA, creator of the revolutionary, award-winning, patented BOA Fit System, partners with market-leading brands to make the best gear even better. Delivering fit solutions purpose-built for performance, the BOA Fit System is featured in footwear acro …

SegmentReportingDisclosureTextBlock · excerpt; the full note is in the filing

"Summary of Significant Accounting Policies (as restated) Basis of presentation The Companys consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (""GAAP"" or ""US GAAP""). The results of operations represent the results of operations of the Companys acquired businesses from the date of their acquisition by the Company, and therefore may not be indicative of the results to be expected for the full year. Restatement of Previously Issued Financial Statements In April 2025, the Audit Committee of the Board of Directors (the Audit Committee) of the Company commenced an internal investigation into the financing, accounting, and inventory practices of Lugano based on concerns reported to Company management as to these practices (the Lugano Investigation). The Luga no Investigation concluded that the former Lugano chief executive officer deliberately engaged in fraudulent activity by, among other things, entering into off-balance sheet financing arrangements with third parties in violation of Company policies and directives and the terms of the Companys intercompany credit agreement with Lugano, misrepresenting the existence and valuation of inventory, and causing the recording of fictitious sales. In doing so, the former Lugano chief executive officer sought to circumvent financial controls (including, among other things, through the creation and use of false documents and manipulation of Lu …

SignificantAccountingPoliciesTextBlock · excerpt; the full note is in the filing

"Stockholders' Equity Trust Common Shares The Trust is authorized to issue 500,000,000 Trust common shares and the LLC is authorized to issue a corresponding number of LLC interests. The Company will, at all times, have the identical number of LLC interests outstanding as Trust shares. Each Trust share represents an undivided beneficial interest in the Trust, and each Trust share is entitled to one vote per share on any matter with respect to which members of the LLC are entitled to vote. Private Placement On December 15, 2023, the Company completed the sale of 3,550,000 common shares in a private placement to Allspring Special Small Cap Value Fund for consideration per share equal to $21.18 per share, or an aggregate sale price of approximately $75.2 million. In connection with the issuance of the shares, we paid a commission equal to 1% of the aggregate sales price, or approximately $0.8 million. The sale of the common shares was made pursuant to a subscription agreement pursuant to which the buyer agreed not to dispose of the common shares for a period of six months following the date of the private placement. At-The-Market Equity Offering Program - common shares On September 5, 2024, the Company refreshed its at-the-market program for the common shares of the Trust, which was initially established on September 7, 2021, by filing a prospectus supplement pursuant to which the Company may, but has no obligation to, issue and sell up to $500 million common shares of the Trust …

StockholdersEquityNoteDisclosureTextBlock · excerpt; the full note is in the filing

"ote T - Subsequent Events First Incremental Facility Amendment of Credit Agreement On January 9, 2025, the LLC entered into a First Incremental Facility Amendment (the First Amendment to Credit Agreement) to its existing Credit Agreement (as defined below). The First Amendment to Credit Agreement was by and among the LLC, the lenders party thereto (the Lenders), and Bank of America, N.A., as administrative agent for the Lenders (the Administrative Agent). The First Amendment to Credit Agreement modified the LLCs Third Amended and Restated Credit Agreement, dated as of July 12, 2022, as amended, among the LLC, the Lenders, the Administrative Agent and the other financial institutions party thereto (as amended, modified, extended, restated, replaced, or supplemented in writing from time to time, the Credit Agreement), to provide for (a) an additional advance of the term loan in the aggregate amount of $200 million (the Incremental Term Loan) on the date of the First Amendment to Credit Agreement, and (b) delayed draw term loan commitments in the aggregate amount of $100 million (the Incremental Delayed Draw Term Loan Commitments, and any loans drawn thereunder is referred to herein as the Incremental Delayed Draw Term Loan), which was able to be reduced or terminated by the LLC upon five business days notice and pursuant to which the LLC was able to make no more than two draws by July 9, 2025. The proceeds from the Incremental Term Loan and the Incremental Delayed Draw Term Lo …

SubsequentEventsTextBlock · excerpt; the full note is in the filing

"ote B Acquisitions The acquisitions of our businesses are accounted for under the acquisition method of accounting. For each platform acquisition, the Company typically structures the transaction so that a newly created holding company acquires 100% of the equity interests in the acquired business. The entirety of the purchase consideration is paid by the newly created holding company to the selling shareholders. The total purchase consideration is the amount paid to the selling shareholders and we will, from time to time, allow the selling shareholder to reinvest a portion of their proceeds alongside the Company at the same price per share, into the holding company that acquires the target business. Once the acquisition is complete, the selling shareholders no longer hold equity interests in the acquired company, but rather hold noncontrolling interest in the holding company that acquired the target business. Because the selling shareholders are investing in the transaction alongside the Company at the same price per share as the Company and are not retaining their existing equity in the acquired business, the Company includes the amount provided by noncontrolling shareholders in the total purchase consideration. A component of our acquisition financing strategy that we utilize in acquiring the businesses we own and manage is to provide both equity capital and debt capital, raised at the parent level, typically through our existing credit facility. The debt capital is in th …

BusinessCombinationDisclosureTextBlock · excerpt; the full note is in the filing

"ote N - Commitments and Contingencies General Matters The Company and its subsidiaries are subject to legal proceedings and claims that arise in the ordinary course of business. A liability for a loss contingency is accrued when it is both probable that a liability has been incurred and the amount of the loss can be reasonably estimated. For all other material loss contingencies, including those where the loss is reasonably possible or where the amount cannot be reasonably estimated, the Company discloses the nature of the contingency. The Lugano Investigation and the restatement of our previously issued consolidated financial statements for the periods ended at December 31, 2024, 2023 and 2022, may result in additional stockholder litigation, regulatory investigations and additional liabilities in future periods. State Court Action Naming Lugano and the Company as Defendants On July 24, 2025, a complaint was filed against the Company and others in Superior Court of the State of California, Orange County, styled Champion Force Industrial Limited v. Lugano Diamonds & Jewelry Inc., et al., Case Number 30202501499613 CUBCCJCROA. Plaintiff alleges it is a vendor of diamonds and finished jewelry to Lugano and seeks in excess of $56 million in damages, principally for unpaid goods. Champion asserts claims for breach of contract, goods had and received, conversion, fraud, promissory estoppel, unjust enrichment, and fraudulent conveyance. On September 12, 2025, CODI filed a moti …

CommitmentsAndContingenciesDisclosureTextBlock · excerpt; the full note is in the filing

Defined Benefit Plan In connection with the acquisition of Arnold, the company has a defined benefit plan covering substantially all of Arnolds employees at its Lupfig, Switzerland location. The benefits are based on years of service and the employees highest average compensation during the specific period. The unfunded liability of $3.2 million is recognized in the consolidated balance sheet as a component of other non-current liabilities at September 30, 2025. Net periodic benefit cost consists of the following for the three and nine months ended September 30, 2025 and 2024 (in thousands ): Three months ended September 30, Nine months ended September 30, 2025 2024 2025 2024 Service cost $ 183 $ 142 $ 533 $ 406 Interest cost 45 64 129 184 Expected return on plan assets (32) (53) (93) (150) Amortization of prior service cost (15) (43) Amortization of unrecognized loss 25 (12) 73 (34) Effect of settlement 24 30 57 30 Net periodic benefit cost $ 230 $ 171 $ 656 $ 436 During the nine months ended September 30, 2025 , per the terms of the pension agreement, Arnold contributed approximately $0.5 million to the plan. For the remainder of 2025, the expected contribution to the plan will be approximately $0.1 million. The plan assets are pooled with assets of other participating employers and are not separable; therefore, the fair values of the pension plan assets at September 30, 2025 were considered Level 3. …

CompensationAndEmployeeBenefitPlansTextBlock · excerpt; the full note is in the filing

"Debt 2022 Credit Facility On July 12, 2022, the LLC entered into the Third Amended and Restated Credit Agreement with the lenders from time to time party thereto (the Lenders), Bank of America, N.A., as Administrative Agent, Swing Line Lender and letter of credit issuer (as amended from time to time, the ""2022 Credit Facility"" or the Credit Agreement) to amend and restate the Second Amended and Restated Credit Agreement (the ""2021 Credit Facility""). The 2022 Credit Facility provided for revolving loans, swing line loans and letters of credit (""the 2022 Revolving Credit Facility"") up to a maximum aggregate amount of $600 million (""the 2022 Revolving Loan Commitment"") and a $400 million term loan (the 2022 Term Loan). All amounts outstanding under the 2022 Revolving Credit Facility will become due on July 12, 2027, which is the termination date of the 2022 Revolving Loan Commitment. The 2022 Credit Facility also permitted the LLC, prior to the applicable maturity date, to increase the 2022 Revolving Loan Commitment and/or obtain additional term loans in an aggregate amount of up to $250 million, subject to certain restrictions and conditions. The LLC may borrow, prepay and reborrow principal under the 2022 Revolving Credit Facility from time to time during its term. Advances under the 2022 Revolving Credit Facility can be either term Secured Overnight Financing Rate (""SOFR"") loans or base rate loans. Term SOFR revolving loans bear interest on the outstanding principa …

DebtDisclosureTextBlock · excerpt; the full note is in the filing

The following tables provide disaggregation of revenue by reportable segment geography for the three and nine months ended September 30, 2025 and 2024 (in thousands): Three months ended September 30, 2025 United States Mexico Europe Asia Pacific Other International Total 5.11 $ 109,042 $ 12,800 $ 8,012 $ 4,375 $ 9,011 $ 143,240 BOA (1) 10,539 14 21,832 11,458 98 43,941 Lugano 16,184 1,166 17,350 PrimaLoft 307 678 12,046 263 13,294 The Honey Pot Co. 34,708 19 34,727 Velocity Outdoor 28,625 10 14 391 29,040 Altor 75,827 3,997 79,824 Arnold 23,833 10,755 2,110 988 37,686 Sterno 70,342 1,212 1 1,905 73,460 $ 369,407 $ 16,811 $ 43,665 $ 30,004 $ 12,675 $ 472,562 Three months ended September 30, 2024 United States Mexico Europe Asia Pacific Other International Total (As restated) 5.11 $ 104,696 $ 11,515 $ 5,517 $ 4,617 $ 12,873 $ 139,218 BOA (1) 11,898 14 18,307 15,329 59 45,607 Lugano (as restated) 13,548 196 18 507 14,269 PrimaLoft 182 677 12,733 94 13,686 The Honey Pot 31,532 13 31,545 Velocity Outdoor 28,413 2 (98) 11 481 28,809 Altor 45,344 6,785 52,129 Arnold 31,772 99 10,841 2,714 677 46,103 Sterno 80,611 290 2,288 55 1,943 85,187 Total (As Restated) $ 347,996 $ 18,705 $ 37,728 $ 35,477 $ 16,647 $ 456,553 Nine months ended September 30, 2025 United States Mexico Europe Asia Pacific Other International Total 5.11 $ 318,684 $ 23,353 $ 24,009 $ 12,946 $ 25,060 $ 404,052 BOA (1) 37,497 30 70,230 33,138 292 141,187 Lugano 63,955 2,830 95 4,086 70,966 PrimaLoft 919 2,437 57,640 79 …

DisaggregationOfRevenueTableTextBlock · excerpt; the full note is in the filing

"Fair Value Measurement There were no assets or liabilities measured on a recurring basis as of September 30, 2025 or December 31, 2024. The Company had no assets or liabilities Level 3 fair value measurements during the three months ended September 30, 2025 or during the year ended December 31, 2024. Valuation Techniques The Company has not changed its valuation techniques in measuring the fair value of any of its other financial assets and liabilities during the period. For details of the Companys fair value measurement policies under the fair value hierarchy, refer to the Companys 2024 Form 10-K/A for the year ended December 31, 2024. Nonrecurring Fair Value Measurements The following table provides the assets and liabilities carried at fair value measured on a non-recurring basis as of September 30, 2025 and December 31, 2024. Refer to ""Note F - Goodwill and Intangible Assets"" , for a description of the valuation techniques used to determine fair value of the assets measured on a non-recurring basis in the tables below. Expense Fair Value Measurements at September 30, 2025 Nine months ended (in thousands) Carrying Value Level 1 Level 2 Level 3 September 30, 2025 Property, plant and equipment - Lugano $ 3,029 $ 3,029 $ 29,631 Right-of-use asset - Lugano $ 36,837 $ 36,837 $ 1,884 Expense Fair Value Measurements at December 31, 2024 Year ended (in thousands) Carrying Value Level 1 Level 2 Level 3 December 31, 2024 Goodwill - Velocity $ $ $ 8,182" …

FairValueDisclosuresTextBlock · excerpt; the full note is in the filing

ote F Goodwill and Other Intangible Assets As a result of acquisitions of various businesses, the Company has significant intangible assets on its balance sheet that include goodwill and an indefinite-lived intangible. The Companys goodwill and indefinite-lived intangibles are tested and reviewed for impairment annually as of March 31st or more frequently if facts and circumstances warrant by comparing the fair value of each reporting unit to its carrying value. Each of the Companys businesses represent a reporting unit. Goodwill Annual Impairment Testing The Company uses a qualitative approach to test goodwill and indefinite lived intangible assets for impairment by first assessing qualitative factors to determine whether it is more-likely-than-not that the fair value of a reporting unit is less than its carrying amount as a basis for determining whether it is necessary to perform quantitative goodwill impairment testing. 2025 Annual Impairment Testing For the Company's annual impairment testing a t March 31, 2025, the Company performed a qualitative assessment of our reporting units with goodwill balances. The results of the qualitative analysis indicated that it was more-likely-than-not that the fair value of each of the reporting units tested except PrimaLoft exceeded their carrying value. Based on the Company's analysis, the Company determined that the PrimaLoft operating segment required quantitative testing because we could not conclude that the fair value of this repo …

GoodwillAndIntangibleAssetsDisclosureTextBlock · excerpt; the full note is in the filing

Income taxes The Company estimates its annual effective tax rate each fiscal quarter and applies that estimated rate to its interim pre-tax earnings. In this regard, the Company reflects the full years estimated tax impact of certain unusual or infrequently occurring items and the effects of changes in tax laws or rates in the interim period in which they occur. The Company's parent, the Trust, is subject to entity-level U.S. federal, state and local corporate income taxes on the Company's earnings that flow through to the Trust. In the quarter ended September 30, 2025, the LLC entered into a Forbearance Agreement (the Indenture Forbearance Agreement) with certain holders of the Senior Notes (collectively, the Supporting Holders). As consideration for entering into Indenture Forbearance Agreement, the LLC agreed to pay to each holder of Notes such holders pro rata share of (a) an upfront fee, paid in kind by increasing the principal amount of the applicable series of Notes, equal to 1.75% of the aggregate principal amount of Notes outstanding, and (b) additional interest, paid in kind by increasing the principal amount of the applicable series of Notes, equal to the equivalent of a 5.00% per annum increase in the interest rate for the applicable series of Notes for the period between August 1, 2025 and October 24, 2025. The Indenture Forbearance Agreement and paid-in-kind interest were treated as a significant modification of the Senior Notes for U.S. federal income tax purpo …

IncomeTaxDisclosureTextBlock · excerpt; the full note is in the filing

"Recently Adopted Accounting Pronouncements Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures In November 2023, the Financial Accounting Standards Board (""FASB"") issued ASU No. 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures. This guidance will require, among other things, the following: (i) enhanced disclosures about significant segment expenses that are regularly provided to the chief operating decision maker (""CODM"") and included in a segment's reported measure of profit or loss; (ii) disclosure of the amount and description of the composition of other segment items, as defined in ASU 2023-07, by reportable segment; and (iii) reporting the disclosures about each reportable segment's profit or loss and assets on an annual and interim basis. The guidance went into effect for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. The Company adopted the new standard as of the year ended December 31, 2024, and applied it retrospectively to all prior periods presented (refer to "" Note P - Operating Segment Data ""). Recently Issued Accounting Pronouncements Income Taxes (Topic 740): Improvements to Income Tax Disclosures In December 2023, the FASB issued ASU No. 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures. This guidance will require, among other things, the following for public business entities: (i) enhanced d …

NewAccountingPronouncementsPolicyPolicyTextBlock · excerpt; the full note is in the filing

"Related Party Transactions Management Services Agreement The LLC entered into the Management Services Agreement (""MSA"") with CGM effective May 16, 2006, as amended. Our Chief Executive Officer is a partner of CGM. The MSA provides for, among other things, CGM to perform services for the LLC in exchange for a management fee paid quarterly. On January 15, 2025, the LLC and the Manager amended the Sixth Amended and Restated Management Services Agreement dated as of September 30, 2014 and originally effective as of May 16, 2006 (the Existing Agreement), by entering into a Seventh Amended and Restated Management Services Agreement (the MSA Amendment), which restructures the management fee under the Existing Agreement to consist of a base management fee and an incentive management fee. Pursuant to the MSA Amendment, the base management fee will be (i) 2% the Companys adjusted net assets when the adjusted net assets are less than or equal to $3.5 billion (the Initial Threshold Fee), (ii) the Initial Threshold Fee plus 1.25% of the amount of adjusted net assets exceeding $3.5 billion when the adjusted net assets are more than $3.5 billion but less than $10 billion, or (iii) 1.5% of the adjusted net assets when the adjusted net assets are $10 billion or more. The incentive management fee will be 0.25% of the amount of adjusted net assets exceeding $3.5 billion only when the adjusted net assets are more than $3.5 billion but less than $10 billion and only if the Companys annualized …

RelatedPartyTransactionsDisclosureTextBlock · excerpt; the full note is in the filing

The following tables provide disaggregation of revenue by reportable segment geography for the three and nine months ended September 30, 2025 and 2024 (in thousands): Three months ended September 30, 2025 United States Mexico Europe Asia Pacific Other International Total 5.11 $ 109,042 $ 12,800 $ 8,012 $ 4,375 $ 9,011 $ 143,240 BOA (1) 10,539 14 21,832 11,458 98 43,941 Lugano 16,184 1,166 17,350 PrimaLoft 307 678 12,046 263 13,294 The Honey Pot Co. 34,708 19 34,727 Velocity Outdoor 28,625 10 14 391 29,040 Altor 75,827 3,997 79,824 Arnold 23,833 10,755 2,110 988 37,686 Sterno 70,342 1,212 1 1,905 73,460 $ 369,407 $ 16,811 $ 43,665 $ 30,004 $ 12,675 $ 472,562 Three months ended September 30, 2024 United States Mexico Europe Asia Pacific Other International Total (As restated) 5.11 $ 104,696 $ 11,515 $ 5,517 $ 4,617 $ 12,873 $ 139,218 BOA (1) 11,898 14 18,307 15,329 59 45,607 Lugano (as restated) 13,548 196 18 507 14,269 PrimaLoft 182 677 12,733 94 13,686 The Honey Pot 31,532 13 31,545 Velocity Outdoor 28,413 2 (98) 11 481 28,809 Altor 45,344 6,785 52,129 Arnold 31,772 99 10,841 2,714 677 46,103 Sterno 80,611 290 2,288 55 1,943 85,187 Total (As Restated) $ 347,996 $ 18,705 $ 37,728 $ 35,477 $ 16,647 $ 456,553 Nine months ended September 30, 2025 United States Mexico Europe Asia Pacific Other International Total 5.11 $ 318,684 $ 23,353 $ 24,009 $ 12,946 $ 25,060 $ 404,052 BOA (1) 37,497 30 70,230 33,138 292 141,187 Lugano 63,955 2,830 95 4,086 70,966 PrimaLoft 919 2,437 57,640 79 …

RevenueFromContractWithCustomerTextBlock · excerpt; the full note is in the filing

"Operating Segment Data At September 30, 2025, the Company had nine reportable operating segments. Each operating segment represents a platform acquisition. The Companys operating segments are strategic business units that offer different products and services. While each is actively managed by the Company, they are managed separately because each business requires different technology and marketing strategies. A description of each of the reportable segments and the types of products from which each segment derives its revenues is as follows: 5.11 is a leading provider of purpose-built technical apparel and gear for law enforcement, firefighters, EMS, and military special operations as well as outdoor and adventure enthusiasts. 5.11 is a brand known for innovation and authenticity, and works directly with end users to create purpose-built apparel and gear designed to enhance the safety, accuracy, speed and performance of tactical professionals and enthusiasts worldwide. Headquartered in Costa Mesa, California, 5.11 operates sales offices and distribution centers globally, and 5.11 products are widely distributed in uniform stores, military exchanges, outdoor retail stores, its own retail stores and on 511tactical.com. BOA, creator of the revolutionary, award-winning, patented BOA Fit System, partners with market-leading brands to make the best gear even better. Delivering fit solutions purpose-built for performance, the BOA Fit System is featured in footwear across snow spor …

SegmentReportingDisclosureTextBlock · excerpt; the full note is in the filing

"ote I Stockholders Equity Trust Common Shares The Trust is authorized to issue 500,000,000 Trust common shares and the LLC is authorized to issue a corresponding number of Trust common interests. The Company will at all times have the identical number of Trust interests outstanding as Trust shares. Each Trust share represents an undivided beneficial interest in the Trust, and each Trust share is entitled to one vote per share on any matter with respect to which members of the LLC are entitled to vote. At-the-market equity offering program - common shares On September 5, 2024, the Company refreshed its at-the-market (""ATM"") program for the common shares of the Trust, which was initially established on September 7, 2021, by filing a prospectus supplement pursuant to which the Company may, but has no obligation to, issue and sell up to $500 million common shares of the Trust in amounts and at times to be determined by the Company. Actual sales will depend on a variety of factors to be determined by us from time to time, including, market conditions, the trading price of Trust common shares and determinations by us regarding appropriate sources of funding. In connection with refreshing the program, the Company entered into an Amended and Restated At Market Issuance Sales Agreement (the Amended Common Sales Agreement) with B. Riley Securities, Inc. (""B. Riley Securities""), Goldman Sachs & Co. LLC (""Goldman"") and TD Securities (USA) LLC (each a Common Sales Agent and, co …

StockholdersEquityNoteDisclosureTextBlock · excerpt; the full note is in the filing

ote Q - Subsequent Events Third Forbearance Agreement with Respect to Credit Agreement On October 10, 2025, the LLC entered into a Third Forbearance Agreement (the Third Forbearance Agreement) with the Consenting Lenders, pursuant to which the Consenting Lenders agreed on behalf of all lenders under the Credit Agreement to refrain from exercising rights and remedies available to them with respect to the Lugano Events of Default until the earliest of: (a) the occurrence of any event of default other than a Lugano Event of Default; (b) the breach by the LLC of any covenant or provision of the Third Forbearance Agreement; (c) a declaration by the Trustee or any holders of the LLCs 2029 Notes of any default or event of default under the 2029 Notes Indenture, which has was not cured and for which a forbearance agreement was not executed with the LLC within five business days after the date of such declaration; (d) the declaration by the Trustee or any holder of the 2032 Notes of any default or event of default under the 2032 Notes Indenture, which was not cured and for which a forbearance agreement was not executed with the LLC within five business days after the date of such declaration; and (e) 11:59 p.m. (Eastern Time) on November 24, 2025 (the period from October 10, 2025 through the earliest of events (a) through (e) above, the Third Forbearance Period). However, with respect to the foregoing clauses (c) and (d), if the Administrative Agent agreed to extend the date on which …

SubsequentEventsTextBlock · excerpt; the full note is in the filing