Good afternoon, and welcome to the Cadre Holdings Third Quarter 2021 Conference Call. Today's call is being recorded. [Operator Instructions] At this time, I would like to turn the call over to Matt Booklet of the IGB Group for introductions and the reading of the safe harbor statement. Please go ahead, sir.

Before we begin, I'd like to remind everyone that during today's call, we will be making several forward-looking statements, and we make these statements under the safe harbor provisions of the Private Securities Litigation Reform Act. These forward-looking statements reflect our best estimates and assumptions based on our understanding of information known to us today. These forward-looking statements are subject to the risks and uncertainties that face Cage and the industries in which we operate. We encourage you to review today's press release and Cadre's SEC filings for more information on these risk factors and uncertainties. Please also note that we have posted presentation materials on our website at w.Cadre-holdings.com with supplementary comments this evening and include a reconciliation of non-GAAP financial measures. At this time, I would like to turn the call over to Cadre's Chairman and CEO, Warren Kanders.

Thank you. Good afternoon, and welcome. I am proud to be here on Cadre's first conference call as a public company. I am also very pleased to be joined by our President Brad Williams; and our Chief Financial Officer, Blaine Browers. With the successful completion of our recent IPO, we achieved an important milestone in our company's storied history, which dates back over 55 years, and we are excited about Cadre's ability to seek to accelerate growth, both organically and through acquisition in a very disciplined manner, while continuing to generate significant free cash flows and expand our margins. I will now turn the call over to Brad.

Thank you, Warren. And thank you all for joining our first earnings call today. We have a lot of information to review. So I'll just dive right in, starting with our agenda on Slide 4. On today's call, we'll cover recent highlights, provide a brief overview of Cadre talk about our financial performance and then close with a Q&A session. If you go to Slide 5, I'll cover our Q3 and year-to-date highlights. Cadre has developed an impressive track record of increasing sales, while driving significant gross and adjusted margin expansion, which was once again demonstrated in our results. We believe that our strong quarterly and 9-month results highlight our ongoing success capitalizing on our leading and entrance positions in large and growing markets with recurring demand. as well as our ability to generate strong free cash flow. We continue to build on Cadre's success improving margins. We expanded adjusted margins 150 basis points during a quarter of challenging comps. For the 9-month period, adjusted EBITDA margins expanded 300 basis points. One thing I'd like to point out is that based on our low CapEx model, we generate strong free cash flow, which was also evident in our third quarter and 9-month results. This enables us to effectively deploy capital to create long-term shareholder value. As Warren mentioned, we completed our initial public offering in November, which has strengthened our balance sheet and combined with our free -- our strong free cash flow positions us to take advantage of the attractive tailwinds that we believe is driving demand for Cadre's mission-critical first responder products. Our focus will be on accelerating growth through a robust acquisition pipeline as well as organically through international expansion, which we will discuss later on the call. As part of our disciplined capital allocation approach, we're…

Thank you, Brad. So we're going to Slide 9 and 10. Here we have detailed year-to-date results and how the business has performed, both in a higher growth and lower growth scenario. First, if you compare 2019, we achieved about 1% top line growth. Both grew margin is about 5% as illustrated on Slide 10, and EBITDA was up 33%. So very strong results in that lower growth environment. Next, as we look to the 9-month period of 2021 versus the comparable 2020 carry, we achieved much stronger growth, expanding sales 9% organically. Increasing gross margin, 16% and EBITDA expand 32%. So looking at Slide I'd like to make a point just on the bottom right of the chart around adjusted EBITDA conversion. In the 9-month period, that EBITDA conversion was over 96%. So we're very proud of our success in generating significant free cash flow. Also a, we don't have seasonality in our business, and more importantly, from a cash generation perspective with very low CapEx needs, about 1% of revenue annually. Next slide, on Slide 11. Here, we have our pro forma capital structure, both before and after the IPO. So we used a portion of the proceeds to pay down debt as planned. We paid down $59.4 million of debt outstanding under our existing term loan and revolving loan. And we also, as mentioned in the results, entered into a new term loan as well as a revolving loan in the third quarter. Our pro forma 9/30 post-IPO net leverage was reduced to about 2 terms, which provides a significant financial flexibility to grow organically and more importantly, inorganically through acquisitions. We do have a successful history of acquiring, integrating and optimizing asset-light businesses with high free cash flow models and take a very targeted approach. We really think about acquisitions in 3 buckets. The first bucket is current core products in new markets, so in geographic expansion. The second bucket is really current core markets and new products, and then the final bucket we think about it is really expanding our portfolio of safety products outside of our current law enforcement and military markets. So for instance, fire, EMS and industrial safety. Now I'm going to turn it back over to Brad for concluding comments.

Thanks, Blaine. Before I open the call to questions, I want to point out that we see a great opportunity in our business. Warren's proven track record of creating shareholder value and the great team that we have put together position us well to accelerate growth while generating strong free cash flow and expanding margins. With a rich history dating back in 1964, we are the trusted brand for mission-critical products that have recurring demand. Our company is entrenched positions in large markets to expand as we pursue other product segments in safety and survivability globally. In terms of accelerating growth, we have an active and robust pipeline, which our team is actively working on consistent with our diligent approach and past success acquiring, integrating and optimizing businesses. Finally, we have generated significant cash to reinvest in the business and are pleased to have begun returning capital to shareholders with the initiation of our regular quarterly dividend policy. We look forward to continuing to execute for shareholders and are extremely excited about the future. With that, operator, please open the lines up for Q&A.

[Operator Instructions] The first question comes from Bert Subin with Stifel.

Congrats on your first public quarter. For my first question, in 2020, the murder rate and the violet crime rate were both up pretty substantially. But in '21, there's been general labor challenges across most industries. How do you balance those items when you think about demand across your products product lines into next year? Is there a situation in which crime is getting worse, that spend goes into recruiting new law enforcement officers -- Or do you think you get spent on safety first?

I think it's a great question. All right, I got it. So Bert, I think it's a great question. When you look at -- I think there will be 2 things where there'll be focused, one, on recruiting of officers because during the COVID time frame and be on the police, there are a lot of retirements out and in terms of our customer base. So a lot of law enforcement officers were really lost, and there's less feet on the street out there today. So you'll see recruitment that will be taking place. But in terms of those funds, after recruitments take place, they have to outfit the officers as they go into their daily duties. So I don't look at it as a 1 or the other and look at it as they'll have to be funds spent on both as they equip their officers to go on the streets.

I guess maybe just to elaborate on it. I guess I meant it in the form of budgets are somewhat finite. They're going to have to stretch a bit. But if you have to pay police officers, let's say, 7% more and budgets are up 3%. I'm just wondering how you think about that getting balanced in terms of that spend equation?

Well, I think either way the equation goes, it's always going to point towards safety and survivability products when I prioritize, overall. We've seen it over the years, when there is budget crunches, they will typically deprioritize noncritical products for the products that protect their folks.

Bert, we've seen -- and I think we went through this with you during the road show. But if you look at the major cities across the country, they're actually up spending on policing and so on. And I think that we're going to see, quite frankly, a longer-term trend here as there's a need for more police they will need to be paid more. They will need to be trained better, and they will need to be better equipped. And so we fit in right there. And the question of where the money is going to come from come from? It's going to come from other areas to support this. That's our belief, and we are seeing that right now.

That's very helpful. I mean that sort of segues into my follow-up, which Warren, in the earnings release, you noted that you're focused on seeking to accelerate growth organically. Can you maybe just highlight what you see as the greatest opportunity and then perhaps the greatest headwind to that?

Yes. So I think in terms of the opportunity for us, really, it's equipping the police departments that have been decimated over this period of time. So we just see more numbers coming through. Yes, as we talked about previously, we're under-indexed internationally. As you know, our market shares are quite high domestically, and we've talked about our growth aspirations previously there. But internationally, again, we are under-indexed and so we are looking to expand that. We had talked about a specific acquisition during the roadshow, and we expect to have that signed this month when we closed just after the beginning of the year. And -- but we're very optimistic about the longer-term macro trends that support to support our business. In terms of headwinds, I think for us as well as a lot of folks that manufacture domestically, wage rates are challenging today, hiring employees, good employees are challenging. And -- but we have an outstanding management team led by Brad and others that have been working hard to address that and to stay on top of it. But that is something that we do think about. Coupled with that, they are working -- continuing to work through lean manufacturing opportunities and so on. So even though you may have to pay more for our labor in certain markets there will be opportunities through greening and cross outs and so on to not only maintain but actually they continue to improve our margins.

That's very helpful. Just my final question. Blake -- I think it's for probably for Blaine because you mentioned it. You talked about the 3 buckets you look at for your M&A pipeline, which of those 3 do you see as most attractive near term? And is that answer different over the long run?

Yes. Great question, Bert. I think as you think about most attractive -- and maybe let's take the attractive part out and maybe you can talk about kind of maybe ease of execution. The current products, new markets really kind of focus on geographic expansion as is probably the easier execution for us and for the team. I think it probably goes in the same order I mentioned that. So the second being current core markets, new products, but again, because we have the expertise, we have the know-how in those markets, and we're just expanding the portfolio or reaching out to the users and decision-makers in those markets. So the third one, really more safety products in different end markets, that's attractive for a different reason. It really gives us the opportunity to diversify. And one thing we feel very strongly about is the operating model and operating model leveraging in an improvement in daily management, it's really agnostic on end market, right? And between Brad and myself in Warren and the rest of the main variety of end markets and experiences. So Brad with both right now with IXbackground, Danaher, IR or GE work in just a vast amount of different end markets. So we're very confident in our ability to execute outside of the core markets as well.

The next question comes from Jeff Van Sinderen with B. Riley.

First, let me say congratulations on the particularly strong margins. And I know you don't really break it out per se, but wondering if you can give us any more color around what you're seeing in each of the main product categories and then the outlook for each of those? And then any update you can share on the blast sensor project? And I guess, what and when is the next milestone we should expect you to speak about for the last Sensor project?

Brad, do you want me to start and you kind of take up on blast sense or do you want to take it off?

Yes. Yes, you want to take the margin and I'll take the last sensor.

And Jeff, I think you were -- I appreciate the question, Jeff. So thank you. I think you're talking about kind of boom or duty here in EOD, kind of what we're seeing?

Right.

Okay. Yes. So for BODYARMOR, the demand has been solid. We've been very happy with the execution of that business, both commercially and internally. The -- when we started to see here in fourth quarter, some positive signs on the demand side that we're certainly happy to see kind of going forward. But the teams have just done a really great job executing both on a price and margin perspective, so -- or cost out really productivity. Duty gear the -- will the different stores more of a steady state, whether it's a replenishment, it tends to kind of level through the period. So the team has done both facilities that produce the products have done a great job on reducing past due lead times. And as we kind of enter the holiday season, certainly look to prior years an uptick for holiday spending. And then EOD, much -- a little bit more of a project business, but they really come in as we kind of expected for the year. But we really haven't seen any signs of weakening or it's been really kind of continue from the first half as we've expected. So we've been very pleased in the first 9 months of the year and looking forward to the coming months.

Okay. Great. And then anything on the go ahead -- sorry.

I was just going to say if you had any other questions on that one for Blaine before I cover the blasts sensor?

No, no. It would be great if you can jump on the blast sensor.

Yes, absolutely. I appreciate that. So I'll give you where we're at today. So Phase 1 that we've talked about in the roadshow was delivered and the testing for that is ongoing, so that we're pretty much moved out of that phase except for additional testing that's happening. Phase 2 is underway with Phase III that's been awarded okay? So we're in that Phase II time frame. But then looking ahead to Phase III, that 1 has also been awarded. There's some additional milestones for Phase 2 in February 2022 and that's our next major milestone that we'll be working towards. There's also a potential for an additional award, which would be Phase 4, but we don't have any additional information on that at this point in time.

Okay. So we should then -- sorry, go ahead.

Sorry, I was going to circle back on something.

Oh, no, I was just going to ask, it sounded like we should probably hear something then in February. Is that something announce-able hopefully?

No. I won't say that, that will be the final phase because with this additional phase, the project originally started out as a Phase 1, 2 and 3 and now special courses has added or and looked at Phase 4. So as soon as we get additional information on Phase 4, that will give us an idea of if the project will extend beyond the Phase 3 time frame which the next phase 3 deliverable will be in that February time frame. So there's really those 2 milestones, which is the deliverable for Phase 2 and 3 in February and then telling us what Phase 4 is going to look like, which will help us with the overall timing.

Okay. Got it.

And Jeff, on from the circle fact, just -- You didn't ask, but I think it's on everyone's mind, which is a little bit of that kind of inflation and supply chain and certainly, pricing kind of comes in as well. I think on the supply chain brand mentioned it, we don't source a lot outside of the region where make the goods. So in general, we've been up to this point, insulated from any major or material supply chain shortages, which is great. Now the teams are obviously working very hard with our key suppliers to make sure we have the material flow, but certainly not what you kind of see in some of the headlines. We don't have critical goods stuck in the ship off the coast of California. Kind of second component around inflation, we've seen some inflation. I don't think it's what you see a lot of times in the headlines. We're not seeing high singles in teens. But I'll say the teams have done just a fantastic job on price and getting ahead of that. So as that -- we are seeing some inflation coming in, we're able to stay ahead of it and expand margins as you've seen kind of from the results. So I just want to find out a little bit more for you, Jeff.

Okay. No, that's really helpful. And then just a quick follow-up on the acquisition I think everyone knows you've been working on. Just wondering in terms of the closing timing of that and when you might share more in terms of the metrics?

Sure. So that's certainly -- we're very excited about it, fits right in this acquisition strategy we laid out in Chehalis, if not all the boxes, we're looking for an acquisition. So actually on the call with the management of the owners this morning, are working very closely, really expect to sign here before the end of the year, frankly, in the coming weeks and then close very, very early next year. I think as we get a little bit further down the path, Jeff, we're going to share a little bit more about the business. But very excited about the -- not just the core business and what it kind of brings but also the opportunity to leverage the tools that we've talked about before. Very much looking forward to that.

The next question comes from Brian Gesuale with Raymond James.

Congrats on a good start out of the gate here. I wanted to maybe talk a little bit about margins. You had a really fantastic trajectory over the last couple of years. It seems like there's still a few hundred basis points over the next few years to get. You mentioned a little bit with inflation and pricing. But can you maybe just give us the overall bridge to how we might get to 20% over the next, I don't know, pick your time frame, 2, 3, 4 years?

Yes. So I think it really comes in 3 buckets. The first really being the that value gap right price versus material inflation and kind of continued expansion there. We're very proud of our products, premier brand names, very sticky in the marketplace. So we've done it more confident we can kind of continue to do it on the pricing material form there. The second piece really comes down to the ability to leverage our model. So we've talked a lot about as we continue to grow our footprint, our SG&A doesn't grow at the same rate, right? And that's a little bit of the structure of the business, but I think more importantly, how we and the teams view the business, which is just a continuous improvement looking to a little bit better every day, right, take a little bit more out of the cost that cost to serve, if you will, and leverage that. So as we get that organic growth, that volume comes, it's going to flow through certainly not 100% margin, but in between margin and EBITDA. And then the final leg there is really around productivity. And that's something the team is doing a really great job of just always having a robust funnel of cost out of productivity projects. And let's -- every month the project, knock that project off you pull the next one in, and you have this rolling 12 months of just we're always going to get a little bit better, right? And it's everything from redesigns to automation to new products. So that's really kind of how we think about it. And we've certainly made a lot of progress over the past years, and feel strong that we're kind of in early innings on that productivity and operating model side.

Great. That's helpful. And then I wanted to maybe talk about some of the growth opportunities. You mentioned international being underpenetrated. Can you maybe give us a sense for how international versus domestic grew this quarter? And then also Warren has built in the past a fantastically sized federal business. Are there opportunities to get overweight federal beyond the blast sensor program? And how should we think about that as a growth vector going forward?

Blaine, do you want to take the first part of that, and I'll take the second one?

Yes, why don't you get started. And I'll circle back on the first part, if you don't mind.

Okay. All right. So let's talk about the federal piece. And we talked about this some in the road show. So we do have federal business today predominantly in our Med Inge business with our Bonds products globally, and we are the market leader in that category. In terms of additional -- and then we have other federal business today within other product categories. But in terms of going after additional federal business that we have more share in like BodyArmor sale. We talked about it on the roadshow quite a bit. It's just not an area every time we've looked at federal either while I've been here or before that, we just don't like the margin profiles of that market segment overall. So I think where we're at today in terms of the percentage that we have from a federal perspective, we're pretty happy with as we find pockets of high-margin type opportunities within the federal space, we'll go after those.

Perfect. And kind of circling back to the first part of the question, Brian, is International had a very, very strong quarter. We did a little over $6 million in revenue last year. This year, $22.6 million. So they're about 39% growth year-on-year. which speaks to just the strength of the team and the products. On the domestic side, we mentioned earlier a little bit of tough comps this year. So if you kind of rewound to last year we had 2 things that were driving significant demand that you make a tough comp on is around the crowd control side of the business. And the second piece is the commercial side of the business, which -- And for us, that's really holsters. So these folks were out buying guns, they're buying holsters and buying our products. So the very, very strong international.

Yes, it sounds like. And then if I could just sneak one last one in, and then I'll jump into the queue. The business generates such really good free cash flow. How should we your capacity for future M&A.? So we have this one deal that's going to close fairly soon. What's a rhythm might you want to get into? And obviously, closing the deal is different than having capacity. But what would be a nice cadence for the company?

Yes. So many capacity as we think about it is really I think, 2 to 4 acquisitions a year. And it's going to be very -- Brian on size, location, product offering, et cetera. So I'm talking to the past, I'm really talking kind of management capacity and our ability to kind of digest and execute those. So we'll be very focused and processing on those approaches the -- from a cash side, as you kind of model it out is that high free cash flow, depending on the deal size and the multiples, we're certainly able to do a good amount of M&A just through the free cash flow generation. Then we also had the $100 million revolver, which is at this point time undrawn, which gives us plenty of capacity on a go-forward basis.

Brian, let me add one more thing to the federal question that you asked. So kind of tying it back to the M&A. There are -- my answer was more around the organic side of things, but there are some potential M&A that we're looking at that would bring us in to some of the federal space. And obviously, as we're looking at those M&A opportunities, we're digging into what we feel like those margins would be like and how it would fit within the higher margin, high free cash flow type profile that we desire? I just want to make sure I added the M&A view on the federal side of your question.

The next question comes from Matt Koranda with ROTH Capital.

I'll add my congratulations on the IPO as well. Maybe we'll start on Distro. If we could, I noticed margins pretty strong. up year-over-year despite a little bit of softness in revenue on a year-over-year basis. So maybe just wondering if you could talk about some mix dynamics that are at play there. anything to note? And then how sustainable is the margin profile in distro on a go-forward basis?

Yes. So for the distribution side The -- not making anything brings a new element in, right? So we're certainly relying on suppliers, key suppliers to deliver, which right now, we have quite a bit of pent-up backlog that as the manufacturer is able to produce the goods ship, we'll see that revenue flush through. That team does a good job around pricing and kind of work on both avenues just like the product side of the world. So I think the areas that are more susceptible are really on some of the Laporte primarily fixed contracts. So you don't have as much pricing issue there. And the retail is fairly small for them. I say we're talking folks that walk into the count on my boots or cans. So that would be the area where you have a little more pressure around pricing on a go-forward basis the economy to a term, but it's a pretty small portion of the business. So it doesn't give us a ton of exposure there. Mix certainly matters but we haven't seen any significant changes year-to-year that would either be detrimental or incremental to the business.

Okay. That's helpful. And then just wondered if you could run through a few more details on the pending acquisition. It sounds like it's likely to close by the end of the year. So maybe just for the benefit of folks on the call, just in terms of sort of size, margins? Is it accretive to your corporate average? Any detail on sort of just thoughts on multiple and how it compares to kind of just the overall range of multiples that you guys are looking to pay on the pipeline. All that would be super helpful. And then maybe if you could thread in just expected. Are there some operating synergies that we can get out of this or some commercial synergies that we should expect to kind of overlay into '22?

Sure. So maybe starting with kind of the near-term acquisition. We're going to, I think, kind of hold on sharing more about that until we get a little bit further in the process now. But we're as excited about sharing more about it with you as you already hear more about it. So hopefully, here in the next couple of weeks, we'll be able to shed a little more light on that. As far as -- we have talked about it is accretive to kind of where we sit today. And the synergies, because it is a core product and it's that first bucket, the core products, new markets or geographic expansion, it gives us the opportunity to really expand our foothold in that market, which were very excited. We have a commercial presence in that market already. So there's some natural synergies there. It also gives us a manufacturing footprint that we currently don't have for that particular product in that region. So there's some opportunity to really kind of make local for local. And obviously, in today's world with freight, where it's at today, even before kind of the new world freight rates that would have been a significant savings and now in the current environment. it's certainly much more attractive. As far as multiples we see Auto, it very differently by product. So kind of what we've shared before is, if you think about kind of the BodyArmor being kind of mid-singles. Then you move into duty here, you're kind of more high-singles. And then as we kind of go outside the core markets, that really kind of looking for a little more industrialize you're seeing things in the high singles in the teens as well. In all those cases, for us, what's most important is our…

Just last one, if I could throw one in real quick, is just how mature do you think the next opportunity after this kind of near-term one that closes for the end of the year is, I mean, you guys have identified a pretty large and robust pipeline, and you mentioned probably you could do, I guess, comfortably 2 to 4 a year obviously depends on size. Does that mean we should expect you could clip off another one as soon as the first quarter. Just talk to us about kind of level set us on timing and expectations there? And then lastly, just leverage. Any -- I mean, obviously, we can all read covenants and everything like that. But probably don't want to bump up too far against those. What's sort of a comfortable leverage range that you'd like to be in sort of post close on any major acquisition?

Yes. So M&A is always difficult because a bit of it is out of our control, right? It's kind of finding the right time and Warren has some great stores and experience where they've looked at or you've looked at businesses a couple of times and the timing hasn't been right and it works out, right? Everything kind of aligns and the deal goes through. So I just want to kind of caveat that kind of first part. I think as we're thinking about what's next, I would say it's probably more of a Q2 to Q3 timing. We talked very regularly, both kind of internally with targets and kind of moving this forward. sometimes things take a little bit longer, something a little bit quicker. But I'd say that kind of summertime for to be more realistic if things played out as we expected.

And then just on the leverage...

The only other thing I would add to that, Blaine, and Matt is we cover the sum of the road show. But just keep in mind, I mean, we do have that target that Blake mentioned the 2% to 4% per year, but we're not here to just force acquisitions in that's not at all what we'll be doing. I mean, we've got to make sure that it meets our specific criteria around M&A. We talk about how disciplined we are and how we operate and about our operating model and the backgrounds that a lot of us have at some world-class companies, and that also extends into the M&A side of things. So just keep that in mind, we're here to make sure that we're great stewards of this capital that we do have. And we've got to make sure that all those things aligned to double to continue to move those forward.

Great point. Excellent, very helpful. And then just on the leverage front, maybe sorry if you've addressed that, but I don't think I heard it yet.

No. No, we have it. So I think Longer term, we're comfortable to as we look at M&A, I think we would go up to 3, maybe a little bit above that, but not much with the quick plan to work it back down, right? And that's one of the great things about our business is with that free cash flow generation, we're able to -- we're not paying these deals with cash and leveraging or utilizing debt the cash that we generate, we will pay down very quickly and delever.

The next question comes from Mark Smith with Lake Street Capital.

First off for me, just staying kind of on M&A. Any change that you've seen as we look at the last couple of months in multiples out there in any of the areas that you're looking?

No. no. I didn't see any change.

Okay. And then the next question for me is just as we look at domestic expansion opportunities kind of organic growth. Can you just talk about maybe your share in total addressable market in due to gear outside of kind of where we think about typical law enforcement and what opportunities you have there in growth?

Yes, I can take that one. So Mark, as you already alluded to, within law enforcement, we feel like our share is high within that category. So that our strategy within the law enforcement side is just to continue to innovate like we've done for many, many years and to maintain that share within that market segment. Outside of that segment, when you look at holsters, it's really about the consumer segment. The consumer segment for us has really been an afterthought over the years because most all of our resources, whether that's R&D or marketing or whatever resources we would put into it is always around the law enforcement side of things. So like we talked about in the roadshow, we have added R&D engineers and segmented our engineering team plus segment and our commercial selling team so that we'll begin to get more focus in the consumer holster side of things so that we can expand from an outside and inside the waste and product standpoint.

There are no additional questions registered at this time. So I'll pass the conference to Brad Williams for closing remarks.

All right. Thank you, operator. Really appreciate that. I'd like to thank everyone again for joining us on today's call and for your continued interest in Cadre. Really appreciate everyone joining this first earnings call overall. Operator?

Thank you. That concludes the Cadre Holdings Third Quarter 2021 Conference Call. Thank you for your participation. You may now disconnect your lines.