Cadre Holdings, Inc.

Previous wording

Cadre is a global leader in the manufacturing and distribution of safety equipmentand other related products for the law enforcement, first responder, military and nuclear markets. Our equipment provides critical protection to allow its users to safely and securely perform their duties and protect those around them in hazardous or life-threatening situations. Through our dedication to superior quality, we establish a direct covenant with end users that our products will perform and keep them safe when they are most needed. We sell a wide range of products including body armor, explosive ordnance disposal equipment and duty gear through both direct and indirect channels. In addition, through our owned distribution, we serve as a one-stop shop for first responders providing equipment we manufacture as well as third-party products including uniforms, optics, boots, firearms and ammunition. The majority of our diversified product offering is governed by rigorous safety standards and regulations. Demand for our products is driven by technological advancement as well as recurring modernization and replacement cycles for the equipment to maintain its efficiency, effective performance and regulatory compliance.

Current wording

Cadre is a global leader in the manufacturing and distribution of safety equipment and other related products for the law enforcement, first responder, military and nuclear markets. Our equipment provides critical protection to allow its users to safely and securely perform their duties and protect those around them in hazardous or life-threatening situations. Through our dedication to superior quality, we establish a direct covenant with end users that our products will perform and keep them safe when they are most needed. We sell a wide range of products including body armor, explosive ordnance disposal equipment and duty gear through both direct and indirect channels. In addition, through our owned distribution, we serve as a one-stop shop for first responders providing equipment we manufacture as well as third-party products including uniforms, optics, boots, firearms and ammunition. The majority of our diversified product offering is governed by rigorous safety standards and regulations. Demand for our products is driven by technological advancement as well as recurring modernization and replacement cycles for the equipment to maintain its efficiency, effective performance and regulatory compliance.

Previous wording

Orders backlog increased by $40.6 million as of September 30, 2024 compared to December 31, 2023, primarily due to increases of $35.6 million from recent acquisitions, $4.7 million from higher demand for hard goods and $3.7 million from demand for international orders in crowd control, partially offset by a reduction of $5.1 million from explosive ordinance disposal products due to large orders delivered during 2024.

Current wording

Orders backlog increased by $22.4 million as of March 31, 2025 compared to December 31, 2024, primarily due to increases of $10.6 million from EOD products, $6.6 million from chemiluminescent products, $2.8 million from duty gear products, and $2.2 million from structural armor products, partially offset by a reduction of $1.4 million from delivery of large international crowd control orders.

Previous wording

In order to reflect the way our chief operating decision maker reviews and assesses the performance of the business, Cadre has determined that it has two reportable segments — the Product segment and the Distribution segment. Segment information is consistent with how the chief operating decision maker, our chief executive officer, reviews the business, makes investing and resource allocation decisions and assesses operating performance.

Current wording

In order to reflect the way our chief operating decision maker reviews and assesses the performance of the business, Cadre has determined that it has two reportable segments — the Product segment, which is comprised of components that manufacture and sell products, and the Distribution segment, which is comprised of our business that serves as a one-stop shop for law enforcement agencies that sells goods produced by the Product segment, as well as other third-party products. Segment information is consistent with how the chief operating decision maker, our chief executive officer, reviews the business, makes investing and resource allocation decisions and assesses operating performance.

Previous wording

The following table presents data from our results of operations for the three and nine months ended September 30, 2024 and 2023 (in thousands unless otherwise noted):

Current wording

The following table presents data from our results of operations for the three months ended March 31, 2025 and 2024 (in thousands unless otherwise noted):

Previous wording

The following tables present segment data for the three and nine months ended September 30, 2024 and 2023 (in thousands):

Current wording

The following tables present segment data for the three months ended March 31, 2025 and 2024 (in thousands):

Previous wording

*Cost of goods sold and gross profit.*Product segment cost of goods sold increased by $32.6 million, or 19.0%, from $171.2 million to $203.8 million for the nine months ended September 30, 2024 as compared to the nine months ended September 30, 2023, primarily due to increased volumes, increased costs to manufacture product (principally material and labor), and increases from the amortization of inventory step up adjustments related to 2024 acquisitions, partially offset by product mix. Product segment gross profit as a percentage of net sales decreased by 316 basis points to 40.7% for the nine months ended September 30, 2024 from 43.9% for the nine months ended September 30, 2023, mainly driven by lower productivity driven by the Cybersecurity Incidents, increases from the amortization of inventory step up adjustments related to the recent acquisitions, and unfavorable mix, partially offset by favorable pricing net of material inflation. Distribution segment cost of goods sold decreased by $2.0 million, or 3.5%, from $57.2 million to $55.2 million for the nine months ended September 30, 2024 as compared to the same period in 2023, primarily due to decreased volume. Distribution segment gross profit as a percentage of net sales decreased by 42 basis points to 22.9% for the nine months ended September 30, 2024 from 23.3% for the nine months ended September 30, 2023, mainly driven by unfavorable mix. Reconciling items consisting primarily of intercompany eliminations were $23.7 million and $21.4 million for the nine months ended September 30, 2024 and 2023, respectively.

Current wording

*Cost of goods sold and gross profit.*Product segment cost of goods sold decreased by $5.2 million, or 7.6%, from $67.8 million to $62.6 million for the three months ended March 31, 2025 as compared to the three months ended March 31, 2024, primarily due to decreased volumes and the absence of inventory step-up amortization, partially offset by increased costs to manufacture product. Product segment gross profit as a percentage of net sales increased by 150 basis points to 44.4% for the three months ended March 31, 2025 from 43.0% for the three months ended March 31, 2024, mainly driven by favorable mix, favorable pricing net of material inflation and the absence of inventory step-up amortization, partially offset by lower volumes. Distribution segment cost of goods sold increased by $0.2 million, or 1.3%, from $21.6 million to $21.8 million for the three months ended March 31, 2025 as compared to the same period in 2024, primarily due to unfavorable mix. Distribution segment gross profit as a percentage of net sales decreased by 192 basis points to 21.6% for the three months ended March 31, 2025 from 23.5% for the three months ended March 31, 2024, mainly driven by unfavorable mix. Reconciling items consisting primarily of intercompany eliminations were $10.5 million and $9.1 million for the three months ended March 31, 2025 and 2024, respectively.

Previous wording

*Selling, general and administrative.*Selling, general and administrative decreased by $2.3 million, or 6.4%, for the three months ended September 30, 2024 as compared to the same period in 2023, primarily due to employee compensation.

Current wording

*Selling, general and administrative.*Selling, general and administrative increased by $1.0 million, or 2.5%, for the three months ended March 31, 2025 as compared to the same period in 2024, primarily due to recent acquisitions.

Previous wording

*Restructuring and transaction costs.*Restructuring and transaction costs increased by $2.5 million, or 219.9%, for the nine months ended September 30, 2024 primarily due to costs incurred associated with the ICOR and Alpha Safety acquisitions.

Current wording

*Restructuring and transaction costs.*Restructuring and transaction costs decreased by $2.4 million for the three months ended March 31, 2025 primarily due to costs incurred in 2024 associated with the ICOR and Alpha Safety acquisitions.

Previous wording

*Related party expense.*Related party expense, which ordinarily consists of rent expense related todistribution warehouses and retail stores that we lease from related parties, increased by $1.7 million for the nine months ended September 30, 2024 as compared to the nine months ended September 30, 2023 primarily due to a$1.8 million transaction fee paid to Kanders & Company, Inc., a company controlled by our Chief Executive Officer, in connection with the acquisition of Alpha Safety.

Current wording

*Related party expense.*Related party expense, which ordinarily consists of rent expense related todistribution warehouses and retail stores that we lease from related parties, decreased by $1.7 million for the three months ended March 31, 2025 as compared to the three months ended March 31, 2024 primarily due to a$1.8 million transaction fee paid to Kanders & Company, Inc., a company controlled by our Chief Executive Officer, in connection with the acquisition of Alpha Safety.

Previous wording

*Interest expense.*Interest expense increased by $0.9 million, or 85.6%, for the three months ended September 30, 2024 as compared to the three months ended September 30, 2023, primarily due to the addition of the incremental term loan in 2024.

Current wording

*Interest expense.*Interest expense increased by $0.6 million for the three months ended March 31, 2025 as compared to the three months ended March 31, 2024, primarily due to the debt refinancing that occurred in the fourth quarter of 2024.

Previous wording

*Other income (expense), net.*Other income, net was $1.6 million for the three months ended September 30, 2024 as compared to Other expense, net of $0.3 million for the three months ended September 30, 2023, primarily due to changes in foreign currency exchange rates.

Current wording

*Other income (expense), net.*Other income, net was $1.3 million for the three months ended March 31, 2025 as compared to Other expense, net of $1.4 million for the three months ended March 31, 2024, primarily due to changes in foreign currency exchange rates.

Previous wording

*Provision for income taxes.*Provision for income taxes was $1.3 million for the three months ended September 30, 2024 compared to $4.3 million for the three months ended September 30, 2023. The effective tax rate was 26.8% for the three months ended September 30, 2024 and was higher than the statutory rate primarily due to non-deductible executive compensation. The effective tax rate was 28.0% for the three months ended September 30, 2023 and higher than the statutory rate primarily due to state taxes and non-deductible executive compensation, partially offset by research and development tax credits.

Current wording

Provision for income taxes. Provision for income taxes was $3.4 million for the three months ended March 31, 2025 compared to $2.0 million for the three months ended March 31, 2024. The effective tax rate was 26.6% for the three months ended March 31, 2025 and was higher than the statutory rate primarily due to state taxes and non-deductible executive compensation. The effective tax rate was 22.1% for the three months ended March 31, 2024 and was lower than the statutory rate primarily due tothe vesting of stock compensation, partially offset by non-deductible executive compensation.

Previous wording

This Quarterly Report on Form 10-Q includes EBITDA and Adjusted EBITDA, which are non-GAAP financial measures that we use to supplement our results presented in accordance with U.S. GAAP. EBITDA is defined as net income before depreciation and amortization expense, interest expense and provision for income tax. Adjusted EBITDA represents EBITDA that excludes restructuring and transaction costs, other (income) expense, net, stock-based compensation expense, stock-based compensation payroll tax expense, long-term incentive plan (“LTIP”) bonus, amortization of inventory step-up and contingent consideration expense as these items do not represent our core operating performance.

Current wording

This Quarterly Report on Form 10-Q includes EBITDA and Adjusted EBITDA, which are non-GAAP financial measures that we use to supplement our results presented in accordance with U.S. GAAP. EBITDA is defined as net income before depreciation and amortization expense, interest expense and provision for income tax. Adjusted EBITDA represents EBITDA that excludes

Previous wording

For the nine months ended September 30, 2024, net cash provided from operating activities totaled $8.1 million and as of September 30, 2024, cash and cash equivalents totaled $93.0 million. We believe that our cash flows from operations and cash on hand, and available borrowing capacity under our existing credit facilities (as described below) will be adequate to meet our liquidity requirements for at least the 12 months following the date of this Quarterly Report on Form 10-Q. Our future capital requirements will depend on several factors, including future acquisitions and investments in our manufacturing facilities and equipment. We could be required, or could elect, to seek additional funding through public or private equity or debt financings; however, additional funds may not be available on terms acceptable to us, if at all.

Current wording

For the three months ended March 31, 2025, net cash provided by operating activities totaled $17.4 million and as of March 31, 2025, cash and cash equivalents totaled $133.4 million. We believe that our cash flows from operations and cash on hand, and available borrowing capacity under our existing credit facilities (as described below) will be adequate to meet our liquidity requirements for at least the 12 months following the date of this Quarterly Report on Form 10-Q. Our future capital requirements will depend on several factors, including future acquisitions and investments in our manufacturing facilities and equipment. We could be required, or could elect, to seek additional funding through public or private equity or debt financings; however, additional funds may not be available on terms acceptable to us, if at all.

Previous wording

As of September 30, 2024 and December 31, 2023, we had $208.1 million and $140.1 million in outstanding debt, net of debt discounts and debt issuance costs, respectively, primarily related to the term loan facilities.

Current wording

As of March 31, 2025 and December 31, 2024, we had $220.5 million and $223.2 million in outstanding debt, net of debt discounts and debt issuance costs, respectively, primarily related to the term loan facilities.

Previous wording

On August 20, 2021 (the “Closing Date”), the Company refinanced its existing credit facilities and entered into a new credit agreement whereby Safariland, LLC, as borrower (the “Borrower”), the Company and certain domestic subsidiaries of the Borrower, as guarantors (the “Guarantors”), closed on and received funding under a credit agreement (initially entered into on July 23, 2021), pursuant to a First Amendment to Credit Agreement (collectively, the “2021 Credit Agreement”) with PNC Bank, National Association (“PNC”), as administrative agent, and the several lenders from time to time party thereto (together with PNC, the “Lenders”) pursuant to which the Borrower (i) borrowed $200.0 million under a term loan (the “Term Loan”), and (ii) may borrow up to $100.0 million under a revolving credit facility (including up to $15.0 million for letters of credit and up to $10.0 million for swing line loans) (the “Revolving Loan”). Each of the Term Loan and the Revolving Loan mature on July 23, 2026. Commencing December 31, 2021, the New Term Loan requires scheduled quarterly payments in amounts equal to 1.25% per quarter of the original aggregate principal amount of the Term Loan, with the balance due at maturity. The 2021 Credit Agreement is guaranteed, jointly and severally, by the Guarantors and, subject to certain exceptions, is secured by a first-priority security interest in substantially all of the assets of the Borrower and the Guarantors pursuant to a Security and Pledge Agreement and a Guaranty and Suretyship Agreement, each dated as of the Closing Date.

Current wording

On December 20, 2024 (the “2024 Credit Agreement Closing Date”), the Company refinanced its existing credit facilities and entered into an Amended and Restated Credit Agreement (the “2024 Credit Agreement”), whereby Safariland, LLC, as borrower (the “2024 Borrower”), the Company, and certain domestic subsidiaries of the 2024 Borrower, as guarantors (the “2024 Guarantors”), closed on and received funding under the 2024 Credit Agreement with PNC, as administrative agent, swingline lender, and issuing lender, along with several other lenders (collectively, the “2024 Lenders”). The 2024 Credit Agreement amends and restates the 2021 Credit Agreement in its entirety.

Previous wording

mandatory prepayments in connection with certain liquidity events. The 2021 Credit Agreement contains certain restrictive debt covenants, which require us to: (i) maintain a minimum fixed charge coverage ratio of 1.25 to 1.00, starting with the quarter ended December 31, 2021, which is to be determined for each quarter end on a trailing four quarter basis and (ii) maintain a quarterly maximum consolidated total net leverage ratio of 3.75 to 1.00 from the quarter ended December 31, 2021 until the quarter ended September 30, 2022, and thereafter 3.50 to 1.00, which is in each case to be determined on a trailing four quarter basis; provided that under certain circumstances and subject to certain limitations, in the event of a material acquisition, we may temporarily increase the consolidated total net leverage ratio by up to 0.50 to 1.00 for four fiscal quarters following such acquisition. The 2021 Credit Agreement contains customary events of default that include, among others, non-payment of principal, interest or fees, violation of covenants, inaccuracy of representations and warranties, failure to make payment on, or defaults with respect to, certain other material indebtedness, bankruptcy and insolvency events, material judgments and change of control provisions. Upon the occurrence of an event of default, and after the expiration of any applicable grace period, payment of any outstanding loans under the 2021 Credit Agreement may be accelerated and the Lenders could foreclose on their security interests in the assets of the Borrowers and the Guarantors. As of November 4, 2024, there were no amounts outstanding under the Revolving Loan.

Current wording

The 2024 Credit Agreement contains customary representations and warranties, and affirmative and negative covenants, including limitations on additional indebtedness, dividends, and other distributions, entry into new lines of business, use of loan proceeds, capital expenditures, restricted payments, restrictions on liens on the assets of the 2024 Borrower or any 2024 Guarantor, transactions with affiliates, amendments to organizational documents, accounting changes, sale and leaseback transactions, dispositions, and mandatory prepayments in connection with certain liquidity events. Additionally, the 2024 Credit Agreement contains certain restrictive debt covenants, which require us to: (i) maintain a minimum fixed charge coverage ratio of 1.25 to 1.00, starting with the quarter ended December 31, 2024, which is to be determined for each quarter end on a trailing four quarter basis and (ii) maintain a quarterly maximum consolidated total net leverage ratio of 4.00 to 1.00 from the quarter ended December 31, 2024 until the quarter ended March 31, 2026, and thereafter 3.50 to 1.00, which is in each case to be determined on a trailing four quarter basis; provided that under certain circumstances and subject to certain limitations, in the event of a material acquisition, we may temporarily increase the consolidated total net leverage ratio by up to 0.50 to 1.00 for four fiscal quarters following such acquisition, subject to a maximum consolidated total net leverage ratio of 4.00 to 1.00. Furthermore, the 2024 Credit Agreement also includes customary events of default, including non-payment of principal, interest, or fees, violation of covenants, inaccuracy of representations and warranties, failure to make payments on other material indebtedness, bankruptcy and insolvency events, material judgments, and change of control provisions. Upon the occurrence of an event of default, and after the expiration of any applicable grace period, payment of any outstanding loans under the 2024 Credit Agreement may be accelerated, and the Lenders could foreclose on their security interests in the assets of the Borrower and the Guarantors. As of May 2, 2025, there were no amounts outstanding under the Revolving Loan.

Previous wording

The foregoing description of the 2021 Credit Agreement, as amended, does not purport to be complete and is qualified in its entirety by reference to exhibits 10.15,10.16 and 10.17 to our Annual Report on Form 10-K for the year ended December 31, 2022, exhibit 10.1 attached to our Quarterly Report on Form 10-Q for the quarter ended June 30, 2023, as well as exhibit 10.1 attached to our Current Report on Form 8-K filed on March 6, 2024, and are incorporated herein by reference as though fully set forth herein.

Current wording

The foregoing description of the 2024 Credit Agreement does not purport to be complete and is qualified in its entirety by reference to Exhibit 10.1 to our Current Report on Form 8-K filed on December 23, 2024, and is incorporated herein by reference as though fully set forth herein.

Previous wording

There were no amounts outstanding under the Revolving Loan as of September 30, 2024 and December 31, 2023. As of September 30, 2024, there were $2.1 million in outstanding letters of credit and $97.9 million of availability.

Current wording

There were no amounts outstanding under the 2024 Revolving Loan as of March 31, 2025 and December 31, 2024. As of March 31, 2025, there were $2.2 million in outstanding letters of credit and $172.8 million of availability.

Previous wording

The Canadian Borrowers may elect to have borrowings either in United States dollars or Canadian dollars under the Canadian Loan Agreement, which will bear interest at a base rate or SOFR, in each case, plus an applicable margin, in the case of borrowings in United States dollars, or at a Canadian Prime Rate (as announced from time to time by PNC Canada) or a Canadian deposit offered rate (“CDOR”) as determined from time to time by PNC Canada in accordance with the Canadian Loan Agreement. The applicable margin for these borrowings will range from 0.50% to 1.50% per annum, in the case of base rate borrowings and Canadian Prime Rate borrowings, and 1.50% to 2.50% per annum, in the case of SOFR borrowings and CDOR borrowings. The Canadian Loan Agreement also requires the Canadian Borrowers to pay (i) an unused line fee on the unused portion of the loan commitments in an amount ranging between 0.175% and 0.25% per annum, based upon the level of the Company’s consolidated total net leverage ratio, and (ii) an upfront fee equal to 0.25% of the principal amount of the Note.

Current wording

margin for these borrowings will range from 0.50% to 1.50% per annum, in the case of base rate borrowings and Canadian Prime Rate borrowings, and 1.50% to 2.50% per annum, in the case of SOFR borrowings and CDOR borrowings. The Canadian Loan Agreement also requires the Canadian Borrowers to pay (i) an unused line fee on the unused portion of the loan commitments in an amount ranging between 0.175% and 0.25% per annum, based upon the level of the Company’s consolidated total net leverage ratio, and (ii) an upfront fee equal to 0.25% of the principal amount of the Note.

Previous wording

that include, among others, non-payment of principal, interest or fees, violation of covenants, inaccuracy of representations and warranties, failure to make payment on, or defaults with respect to, certain other material indebtedness, bankruptcy and insolvency events, material judgments and change of control provisions. Upon the occurrence of an event of default, and after the expiration of any applicable grace period, payment of any outstanding loans under the Canadian Loan Agreement may be accelerated. As of November 4, 2024, there were no amounts outstanding under the Revolving Canadian Loan.

Current wording

The Canadian Loan Agreement also contains customary representations and warranties, and affirmative and negative covenants, including, among others, limitations on additional indebtedness, entry into new lines of business, entry into guarantee agreements, making of any loans or advances to, or investments in, any other person, restrictions on liens on the assets of the Canadian Borrowers and mergers, transfers of assets and acquisitions. The Canadian Loan Agreement and Note also contain customary events of default that include, among others, non-payment of principal, interest or fees, violation of covenants, inaccuracy of representations and warranties, failure to make payment on, or defaults with respect to, certain other material indebtedness, bankruptcy and insolvency events, material judgments and change of control provisions. Upon the occurrence of an event of default, and after the expiration of any applicable grace period, payment of any outstanding loans under the Canadian Loan Agreement may be accelerated. As of May 2, 2025, there were no amounts outstanding under the Revolving Canadian Loan.

Previous wording

During the nine months ended September 30, 2023, net cash provided by operating activities of $46.3 million resulted primarily from net income of $29.0 million, a $12.4 million add back to net income for depreciation and amortization, a $7.1 million add back to net income for stock-based compensation and changes in operating assets and liabilities of $3.3 million. Changes in operating assets and liabilities were primarily driven by a decrease in accounts receivable of $3.4 million, an increase in inventories of $12.2 million and an increase in accounts payable and other liabilities of $8.6 million.

Current wording

During the three months ended March 31, 2025, net cash provided by operating activities of $17.4 million resulted primarily from net income of $9.2 million, a $3.9 million add-back to net income for depreciation and amortization, a $2.0 million add-back to net income for stock-based compensation, and a net add-back to net income of $1.6 million for changes in operating assets and liabilities. Changes in operating assets and liabilities were primarily driven by a decrease in accounts receivable of $10.6 million and an increase in inventories of $9.1 million.

Previous wording

During the nine months ended September 30, 2024, net cash provided by operating activities of $8.1 million resulted primarily from net income of $23.2 million, a $12.3 million add back to net income for depreciation and amortization, a $6.3 million add back to net income for stock-based compensation, a deduction to net income of $11.6 million for deferred income taxes and a net deduction to net income of $27.7 million for changes in operating assets and liabilities. Changes in operating assets and liabilities were primarily driven by a decrease in accounts payable and other liabilities of $21.1 million and an increase in prepaid expenses and other assets of $4.2 million.

Current wording

During the three months ended March 31, 2024, net cash provided by operating activities of $2.1 million resulted primarily from net income of $6.9 million, a $3.9 million add back to net income for depreciation and amortization, a $2.1 million add-back to net income for stock-based compensation and a net deduction to net income of $15.2 million for changes in operating assets and liabilities. Changes in operating assets and liabilities were primarily driven by a decrease in accounts payable and other liabilities of $21.7 million, a decrease in accounts receivable of $2.7 million and a decrease in prepaid expenses and other assets of $2.0 million.

Previous wording

During the nine months ended September 30, 2023, we used $4.0 million of cash in investing activities, primarily consisting of $4.2 million for purchases of property and equipment.

Current wording

During the three months ended March 31, 2025, we used $1.3 million of cash in investing activities for the purchase of property and equipment.

Previous wording

During the nine months ended September 30, 2024, we used $146.1 million of cash in investing activities, primarily consisting of $141.8 million for the acquisition of ICOR and Alpha Safety.

Current wording

During the three months ended March 31, 2024, we used $142.6 million of cash in investing activities, primarily consisting of $141.3 million for the acquisition of ICOR and Alpha Safety.

Previous wording

During the nine months ended September 30, 2023, we used $18.2 million of cash in financing activities, primarily consisting of principal payments on term loans of $7.5 million, taxes paid in connection with employee stock transactions of $2.7 million and dividends distributed of $9.0 million.

Current wording

During the three months ended March 31, 2025, we used $7.8 million of cash in financing activities, consisting ofprincipal payments on term loans of $2.8 million, taxes paid in connection with employee stock transactions of $1.1 million and dividends distributed of $3.9 million.

Previous wording

During the nine months ended September 30, 2024, net cash provided by financing activities of $142.8 million resulted primarily from proceeds from term loans of $80.0 million and proceeds from the secondary offering, including option exercise, of $91.8 million, partially offset byprincipal payments on term loans of $9.6 million, taxes paid in connection with employee stock transactions of $5.3 million and dividends distributed of $10.4 million.

Current wording

During the three months ended March 31, 2024, net cash provided by financing activities of $139.8 million resulted primarily from proceeds from term loans of $80.0 million and proceeds from the secondary offering of $73.5 million, partially offset by taxes paid in connection with employee stock transactions of $5.3 million and dividends distributed of $3.3 million.