Press Release: B. Riley Securities Provides Business and Financial Update Following Carve-Out Transaction

Dow Jones
20 May

LOS ANGELES, May 19, 2025 /PRNewswire/ -- B. Riley Securities Holdings, Inc. ("B. Riley Securities," "BRS" or the "Company"), a leading middle market investment bank, today provided a business and financial update following its previously announced carve-out transaction with B. Riley Financial, Inc. ("BRF"), and in anticipation of BRS' future filings of financial statements and quotation on the OTC Markets.

Andy Moore, Chairman and Co-CEO, B. Riley Securities, stated:

"We remain relentlessly focused on delivering for our clients. With our previously announced carve-out from BRF, we are able to provide greater financial transparency and a clearer view into the underlying strength of our business. We are committed to providing our stakeholders with increased visibility into our strategy and vision for value creation. Although transactional activity has been tempered by macro uncertainty, volatility has often presented compelling opportunities for us to gain market share with differentiated, client-focused execution. As a trusted partner to middle market companies and those who invest in them, we take a long-term view in positioning BRS for sustainable growth and maximizing shareholder value."

Jimmy Baker, Co-CEO & Head of Capital Markets at B. Riley Securities, commented:

"We are proud of how our team navigated a challenging 2024. Over the course of last year, we raised $16.5 billion in debt and equity on behalf of our clients and expanded our capabilities in key areas including Convertibles and Liability Management. In addition, our advisory practice is now more closely aligned with our core clients' interests with a sharpened strategic focus on Capital Markets. We have also continued to invest in talent across Equity Research, Sales & Trading, and Investment Banking. It will take time for the full impact of our previously announced carve-out and the contribution of our new team members to materialize in our financial results. Our focus remains firmly on long-term value creation and making BRS a destination for top middle market talent while creating opportunities for growth and leadership within our firm."

Adjusted Year 2024 Financial Highlights

On an adjusted basis, BRS delivered total revenue of $217.7 million, adjusted net revenue of $211.0 million, a net loss of $14.5 million, and adjusted net income of $33.1 million.

The adjusted basis referred to gives effect to the March 2025 contributions of Cascadia Investments Inc. (OTCMKTS: CDIV) and other subsidiaries to BRS as part of the carve-out, as if those contributions had been completed on January 1, 2024. For a reconciliation of non-GAAP measures to their corresponding GAAP measures and additional disclosures, see "Note Regarding Use of Non-GAAP Financial Measures" and the tables below.

In January 2025, the Company repaid all $12.4 million of its outstanding debt.

Reflecting primarily the impact of pre-carve out distributions to BRF, losses pertaining to a legacy investment, cash use in connection with year-end compensation and repayment of debt as discussed above, BRS stands completely debt-free with $68 million in cash and securities owned as of the carve-out effective date.

About B. Riley Securities $(BRS.UK)$

BRS provides a full suite of investment banking and capital markets services to corporations, financial sponsors, and institutional investors across all industry verticals. Investment banking services include initial, secondary, and follow-on offerings, institutional private placements, merger and acquisition (M&A) advisory, SPACs, corporate restructuring and liability management. Widely recognized for its thematic proprietary equity research, clients benefit from BRS' extensive network, industry expertise, and proven execution capabilities of its end-to-end financial services platform. For more information, visit www.brileysecurities.com.

Note Regarding Use of Non-GAAP Financial Measures

Certain information set forth herein, including adjusted net revenue and adjusted net income (loss), may be considered non-GAAP financial measures. B. Riley Securities believes this information is useful to investors because it provides a basis for measuring the operating performance of the Company's business and its revenues and cash flow, (i) excluding in the case of adjusted net revenue, trading gains (losses) on legacy investment positions (net of "regular way" fixed income trading revenue) and fair value adjustments on loans, and including Securities Lending interest expense and (ii) excluding in the case of adjusted net income, fair value adjustments, stock-based compensation, trading gains (losses) on legacy investment positions (net of "regular way" fixed income trading revenue), fair value adjustments on loans and other investment-related expenses, and including the estimated related tax expense or benefit on the aforementioned adjustments, that would normally be included in the most directly comparable measures calculated and presented in accordance with Generally Accepted Accounting Principles ("GAAP"). In addition, the Company's management uses these non-GAAP financial measures along with the most directly comparable GAAP financial measures in evaluating the Company's operating performance, management compensation, capital resources, and cash flow. Non-GAAP financial measures should not be considered in isolation from, or as a substitute for, financial information presented in compliance with GAAP, and non-financial measures as reported by the Company may not be comparable to similarly titled amounts reported by other companies.

 
                                  B. RILEY SECURITIES HOLDINGS, INC. 
                      Condensed Consolidated Balance Sheet as of December 31, 2024 
                                              (Unaudited) 
                                             (in thousands) 
                                                  Other wholly owned                As Adjusted 
                   B. Riley Securities,                unaudited                B. Riley Securities 
                          Inc. (1)                  subsidiaries (2)               Holdings, Inc. 
                ---------------------------  -----------------------------  --------------------------- 
 
Assets: 
Cash and cash 
 equivalents    $                    40,926   $                      1,213  $                    42,139 
Receivables                          70,006                       (36,298)                       33,708 
Securities 
 borrowed                            43,022                              -                       43,022 
Securities 
 owned, at 
 fair value                          77,758                            938                       78,696 
Operating 
 lease right 
 of use asset                         6,884                          1,721                        8,605 
Goodwill and 
 intangibles                        113,914                         24,990                      138,904 
Property and 
 equipment, 
 net                                  2,049                              -                        2,049 
Prepaid 
 expenses and 
 other assets                         2,387                              -                        2,387 
Total assets     $                  356,946   $                    (7,436)   $                  349,510 
                ===========================  =============================  =========================== 
 
 
Liabilities: 
Securities 
 loaned         $                    27,942  $                           -  $                    27,942 
Financial 
 instruments 
 sold, not yet 
 purchased, 
  at fair 
 value                                5,675                              -                        5,675 
Note payable                         12,379                              -                       12,379 
Accrued 
 compensation 
 and benefits                        26,822                            253                       27,075 
Accounts 
 payable and 
 accrued 
 expenses                            16,021                        (1,279)                       14,742 
Operating 
 lease 
 liabilities                          8,293                          2,288                       10,581 
Total 
 liabilities                         97,132                          1,262                       98,394 
                ===========================  =============================  =========================== 
 
Equity                              259,814                        (8,698)                      251,116 
                ===========================  =============================  =========================== 
 
Total 
 liabilities & 
 equity          $                  356,946   $                    (7,436)   $                  349,510 
                ===========================  =============================  =========================== 
 
 
 
1) Focus report audit of B. Riley Securities as of and for the year ended 
December 31, 2024. 
2) Reflects the contribution of Cascadia Investments Inc. and other immaterial 
subsidiaries contributed to B. Riley Securities Holdings, Inc. as if the March 
2025 contribution was made on December 31, 2024. 
 
 
                                   B. RILEY SECURITIES HOLDINGS, INC. 
                             Condensed Consolidated Statements of Operations 
                                      Year Ended December 31, 2024 
                                               (Unaudited) 
                                             (in thousands) 
                                                    Other wholly owned               As Adjusted 
                     B. Riley Securities,                unaudited               B. Riley Securities 
                            Inc. (1)                 subsidiaries (2)               Holdings, Inc. 
                  ---------------------------  ----------------------------  --------------------------- 
Revenues 
Investment 
 banking:          $                  146,887  $                      7,045   $                  153,932 
Institutional 
 brokerage                           (18,824)                         (556)                     (19,380) 
Interest                               78,229                            76                       78,305 
Other income                            3,866                           945                        4,811 
Total revenues     $                  210,158  $                      7,510   $                  217,668 
                  ===========================  ============================  =========================== 
 
Expenses 
Compensation and 
 benefits          $                  117,745  $                      1,363   $                  119,108 
Interest                               66,518                             -                       66,518 
Other operating 
 expenses                              47,947                         3,456                       51,403 
                  ---------------------------  ---------------------------- 
Total expenses                        232,210                         4,819                      237,029 
                  ---------------------------  ----------------------------  --------------------------- 
Operating net 
 income (loss)                       (22,052)                         2,691                     (19,361) 
                  ---------------------------  ----------------------------  --------------------------- 
 
Other 
 income/expense                             -                         (515)                        (515) 
                  ---------------------------  ----------------------------  --------------------------- 
Net income 
 (loss) before 
 income taxes                        (22,052)                         2,176                     (19,876) 
Income tax 
 (benefit) 
 expense                              (5,954)                           587                      (5,367) 
Net income 
 (loss)           $                  (16,098)  $                      1,589  $                  (14,509) 
                  ===========================  ============================  =========================== 
 
 
 
1) Focus report audit of B. Riley Securities as of and for the year ended 
December 31, 2024. 
2) Reflects the contribution of Cascadia Investments Inc. and other immaterial 
subsidiaries contributed to the group subsequent to December 31, 2024. 
 
 
                                     B. RILEY SECURITIES HOLDINGS, INC. 
                          Reconciliation of GAAP to Adjusted Full Year 2024 Results 
                                                 (Unaudited) 
                                                (in thousands) 
                                                         Other wholly owned               As Adjusted 
                          B. Riley Securities,                unaudited               B. Riley Securities 
                                 Inc. (1)                 subsidiaries (2)               Holdings, Inc. 
                       ---------------------------  ----------------------------  --------------------------- 
Reconciliation of 
GAAP to adjusted 
financials: 
GAAP revenue            $                  210,158  $                      7,510   $                  217,668 
 
Adjustments: 
Legacy positions 
 losses (gains) (3)                         59,182                           556                       59,738 
Loans at fair value                             63                             -                           63 
Committed equity 
 facility gains 
 (losses)                                        -                         (515)                        (515) 
Total adjustments                           59,245                            41                       59,286 
                       ---------------------------  ----------------------------  --------------------------- 
Adjusted revenue                           269,403                         7,551                      276,954 
Securities lending 
 interest expense                         (65,939)                             -                     (65,939) 
Adjusted net revenue 
 (a non-GAAP figure)    $                  203,464  $                      7,551   $                  211,015 
                       ===========================  ============================  =========================== 
 
Net income             $                  (16,098)  $                      1,589  $                  (14,509) 
 
Adjustments: 
Fair value adjustment 
 of contingent 
 acquisition 
 consideration                               (379)                             -                        (379) 
Share based 
 compensation                                5,757                             -                        5,757 
Legacy positions 
 losses (gains) (3)                         59,182                           556                       59,738 
Loans at fair value                             63                             -                           63 
Income tax-effect of 
 above non-GAAP 
 adjustments and 
 certain discrete tax 
 items                                    (17,448)                         (150)                     (17,598) 
Adjusted net income    $                    31,077  $                      1,995  $                    33,072 
                       ===========================  ============================  =========================== 
 
 
 
1) Focus report audit of B. Riley Securities as of and for the year ended 
December 31, 2024. 
2) Reflects the contribution of Cascadia Investments Inc. and other immaterial 
subsidiaries contributed to the group subsequent to December 31, 2024. 
3) Legacy investment positions held at BRS that are not, following the 
carve-out, part of BRS' go-forward strategy. 
 

Contact:

Jo Anne McCusker

B. Riley Securities

press@brileysecurities.com

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SOURCE B. Riley Securities

 

(END) Dow Jones Newswires

May 19, 2025 17:36 ET (21:36 GMT)

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