CD&R Adjusts Stake Following Resideo Spin-Off
The investor exchanged preferred shares and extended lock-up restrictions as Resideo separated its global specialty distributor segment.
CD&R Channel Holdings II, L.P. has restructured its position in Resideo Technologies following the company's separation of its global specialty distributor segment into a new public entity, ADI Global Distribution Inc.
Resideo distributed 100% of ADI's common stock to its shareholders to complete the spin-off. In tandem with this move, CD&R Holdings exchanged 149,550 shares of Resideo preferred stock for an equal number of ADI preferred shares.
"On July 30, 2025, the Issuer announced its intention to separate its global specialty distributor segment from the Issuer into a new publicly traded company named ADI Global Distribution Inc. ("ADI") through a spin-off to its shareholders (the "ADI Spin-Off"). On August 3, 2026, to consummate the ADI Spin-Off, the Issuer distributed 100% of the outstanding shares of ADI's common stock to the Issuer's common stockholders on a pro rata basis in a distribution intended to be tax-free for U.S. federal income tax purposes, except for cash received in lieu of fractional shares."
The restructuring includes a revised conversion price for the remaining 348,950 preferred shares, which dropped from $26.92 to $18.844. CD&R also extended its lock-up period to August 3, 2028.
Governance at Resideo shifted alongside the financial terms. Andrew Campelli, a partner at CD&R, joined the board to fill the vacancy created by the resignation of Mr. Sleeper.
Source: SC 13D/A