Form: 424B3

Prospectus filed pursuant to Rule 424(b)(3)

June 8, 2022


Filed pursuant to Rule 424(b)(3)

Registration No. 333-261852




(to Prospectus dated January 5, 2022)





Cadre Holdings, Inc.


27,483,350 Shares of Common Stock


This prospectus supplement supplements the prospectus dated January 5, 2022 (as supplemented or amended from time to time, the “Prospectus”), which forms a part of our registration statement on Form S-1 (No. 333-261852). This prospectus supplement is being filed to update and supplement the information in the Prospectus with the information contained in our current report on Form 8-K, filed with the Securities and Exchange Commission on June 7, 2022 (the “Current Report”). Accordingly, we have attached the Current Report to this prospectus supplement.  The Prospectus and this prospectus supplement relate to the offer and sale from time to time by the selling securityholders named in the Prospectus (the “Selling Securityholders”), or their permitted transferees, of up to 27,483,350 shares of our common stock, $0.0001 par value per share (“Common Stock”). We will not receive any proceeds from the sale of shares of Common Stock by the Selling Securityholders pursuant to the Prospectus and this prospectus supplement.


Our registration of the securities covered by the Prospectus and this prospectus supplement does not mean that the Selling Securityholders will offer or sell any of the shares. The Selling Securityholders may sell the shares of Common Stock covered by the Prospectus and this prospectus supplement in a number of different ways and at varying prices. We provide more information about how the Selling Securityholders may sell the shares in the section entitled “Plan of Distribution.”


Our Common Stock is listed on The New York Stock Exchange under the symbol “CDRE”. On June 7, 2022, the closing price of our Common Stock was $27.94.


This prospectus supplement updates and supplements the information in the Prospectus and is not complete without, and may not be delivered or utilized except in combination with, the Prospectus, including any amendments or supplements thereto. This prospectus supplement should be read in conjunction with the Prospectus and if there is any inconsistency between the information in the Prospectus and this prospectus supplement, you should rely on the information in this prospectus supplement.


See the section entitled “Risk Factors” beginning on page 11 of the Prospectus to read about factors you should consider before buying our securities.


Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or determined if this prospectus supplement or the Prospectus is truthful or complete. Any representation to the contrary is a criminal offense.


The date of this prospectus supplement is June 8, 2022.







United States

Securities and Exchange Commission

Washington, D.C. 20549


Form 8-K


Current Report 

Pursuant to Section 13 or 15(d) of the Securvities Exchange Act of 1934


Date of Report (Date of earliest event reported): June 7, 2022



(Exact name of registrant as specified in its charter)


Delaware 001-40698 38-3873146
(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation)   Identification Number)


13386 International Pkwy 32218
Jacksonville, Florida (Zip Code)
(Address of principal executive offices)  


Registrant’s telephone number, including area code: (904) 741-5400



(Former name or former address, if changed since last report.)


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:


¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)


¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)


¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))


¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


Securities registered pursuant to Section 12(b) of the Act:


Title of each class Trading Symbol Name of each exchange on which registered
Common Stock, par value $.0001 CDRE New York Stock Exchange


Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).


  x Emerging growth company


If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ¨







This current report is neither an offer to sell nor a solicitation of an offer to buy any securities of Cadre Holdings, Inc. (the “Company”) or any subsidiary of the Company.


Item 8.01 Other Events.


On June 7, 2022, the Company issued a press release announcing the launch of a public offering of shares of its common stock, including shares of common stock offered by certain selling stockholders. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated by reference herein.


Item 9.01. Financial Statements and Exhibits


(d) Exhibits.





99.1 Press Release, dated June 7, 2022.
104 Cover Page Interactive Data File (embedded within the Inline XBRL document).







Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


Dated: June 7, 2022




  By: /s/ Blaine Browers
  Name: Blaine Browers
  Title: Chief Financial Officer





Exhibit 99.1


Cadre Holdings Announces Launch of Public Primary and Secondary Offering of Common Stock


JACKSONVILLE, Fla., June 7, 2022 – Cadre Holdings, Inc. (NYSE: CDRE) (“Cadre” or “the Company”), a global leader in the manufacturing and distribution of safety and survivability equipment for first responders, announced today the commencement of a public offering of its common stock by the Company and selling stockholders. The Company is offering 1,750,000 shares of its common stock pursuant to a registration statement on Form S-1 (the “Registration Statement”) filed with the Securities and Exchange Commission (the “SEC”) and the selling stockholders are offering 1,750,000 shares of common stock pursuant to the Registration Statement. The Company expects to grant the underwriters a 30-day option to purchase up to an additional 525,000 shares of common stock.


Cadre intends to use the net proceeds received from the offering to reduce outstanding indebtedness as well as for general corporate purposes. The selling stockholders will receive all of the net proceeds from the sale of shares of common stock sold by them in the offering.


BofA Securities and Jefferies LLC are acting as lead book-running managers in the offering. B Riley Securities and Stephens Inc. are acting as book-running managers, and Roth Capital Partners, Lake Street Capital Markets, LLC and TCBI Securities, Inc. are acting as co-managers.


The proposed offering will be made only by means of a prospectus. A copy of the preliminary prospectus relating to this offering, when available, may be obtained from the following sources: BofA Securities, NC1-004-03-43, 200 North College Street, 3rd Floor, Charlotte, North Carolina 28555, Attention: Prospectus Department or by email at; or Jefferies LLC, Attention: Equity Syndicate Prospectus Department, 520 Madison Avenue, New York, New York, 10022, by telephone at (877) 821-7388 or by email at


The Registration Statement has been filed with the SEC but has not yet become effective. The securities may not be sold nor may offers to buy be accepted prior to the time the Registration Statement becomes effective. This press release does not constitute an offer to sell or the solicitation of an offer to buy any securities, nor will there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.


About Cadre

Headquartered in Jacksonville, Florida, Cadre is a global leader in the manufacturing and distribution of safety and survivability products for first responders. Cadre's equipment provides critical protection to allow users to safely and securely perform their duties and protect those around them in hazardous or life-threatening situations. The Company's core products include body armor, explosive ordnance disposal equipment, and duty gear. Our highly engineered products are utilized in over 100 countries by federal, state and local law enforcement, fire and rescue professionals, explosive ordnance disposal teams, and emergency medical technicians. Our key brands include Safariland® and Med-Eng®, amongst others.





Forward-Looking Statements

Except for historical information, certain matters discussed in this press release may be forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements include but are not limited to all projections and anticipated levels of future performance. Forward-looking statements involve risks, uncertainties and other factors that may cause our actual results to differ materially from those discussed herein. Any number of factors could cause actual results to differ materially from projections or forward-looking statements, including without limitation, our ability to complete the common stock offering on the proposed terms, or at all; our expectations related to the use of proceeds from the common stock offering; changes to global, social and political economic conditions; spending patterns of government agencies; competitive pressures; the impact of acquisitions and related integration activities; logistical challenges related to disruptions and delays; product liability claims; the success of new product introductions; currency exchange rate fluctuations; and the risks of doing business in the markets in which we operate, including foreign countries. More information on potential factors that could affect the Company’s business, results of operations and/or financial condition are more fully described from time to time in the Company’s public reports filed with the Securities and Exchange Commission, including the Company’s Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, and Current Reports on Form 8-K. All forward-looking statements included in this press release are based upon information available to the Company as of the date of this press release, and speak only as of the date hereof. We assume no obligation to update any forward-looking statements to reflect events or circumstances after the date of this press release.




Gray Hudkins

Cadre Holdings, Inc.

203 550 7148


Investor Relations:

The IGB Group

Leon Berman / Matt Berkowitz

212 477 8438 / 212 227 7098 /


Media Contact:

Jonathan Keehner / Andrew Siegel

Joele Frank, Wilkinson Brimmer Katcher

212 355 4449