Financial Data and Key Metrics Changes - Net income attributable to Cohen & Company Inc. shareholders was $1,400,000 for the quarter, or $0.81 per fully diluted share, compared to $300,000 or $0.19 per fully diluted share in the prior quarter, and a net loss of $2,300,000 or $1.47 per fully diluted share in the same quarter last year [7] - Adjusted pretax income was $5,500,000 for the quarter, up from $1,300,000 in the prior quarter and a loss of $8,600,000 in the year-ago quarter [8] - Total equity increased to $92,500,000 from $90,300,000 at the end of the previous year [12] Business Line Data and Key Metrics Changes - New issue and advisory revenue was $37,400,000, an increase of $4,200,000 from the prior quarter and $30,900,000 from the year-ago quarter, primarily driven by SPAC M&A and SPAC IPO transactions [9] - Net trading revenue was $10,800,000, up $1,500,000 from the prior quarter and $2,000,000 from the previous year [10] - Asset management revenue totaled $2,200,000, showing a slight increase from both prior quarters [10] Market Data and Key Metrics Changes - The company is entering the second half of the year with strong momentum and a robust pipeline in its investment banking operation [4] - The new SPAC-focused equity trading desk generated over $1,400,000 in trading revenue in its first quarter of operation [6] Company Strategy and Development Direction - The company is committed to creating long-term sustained value for stockholders, including through a quarterly dividend of $0.25 per share [6] - The involvement in the SPAC market is expected to grow, with a business combination agreement with ProCap DTC anticipated to close by the end of the year [5] Management's Comments on Operating Environment and Future Outlook - Management expressed confidence in the company's ability to navigate the current environment and execute on strategic priorities [15] - The Board of Directors will continue to evaluate the dividend policy each quarter, with future decisions potentially impacted by operating results and capital needs [13] Other Important Information - Compensation and benefits expense for the quarter was $44,300,000, up from both prior quarters due to fluctuations in revenue [11] - The company is actively pursuing consents for the sale of remaining Alesco CDO management contracts, which will eliminate future asset management revenue from these legacy contracts [12] Q&A Session Summary Question: No questions were raised during the Q&A session - The operator noted that there were no questions at this time and passed the call back to management for closing remarks [18]

Executive Summary & Highlights The company achieved strong financial results in Q2 2025, marked by significant revenue and net income growth, alongside a declared quarterly dividend [Second Quarter 2025 Performance Overview](index=1&type=section&id=Second%20Quarter%202025%20Performance%20Overview) Cohen & Company reported strong financial results for Q2 2025, with significant increases in revenue and net income compared to both the prior quarter and prior year. The company also declared a quarterly dividend of $0.25 per share | Metric | Q2 2025 ($ Million) | Q1 2025 ($ Million) | Q2 2024 ($ Million) | | :----------------------------------- | :------------------ | :------------------ | :------------------ | | Revenue | 59.9 | 28.7 | 10.8 | | Net Income Attributable to COHN | 1.4 | 0.3 | (2.3) | | Diluted EPS | $0.81 | $0.19 | ($1.47) | | Adjusted Pre-Tax Income | 5.5 | 1.3 | (8.6) | | Adjusted Diluted EPS | $0.94 | $0.22 | ($1.51) | - The Board of Directors declared a quarterly dividend of **$0.25 per share**[2](index=2&type=chunk) Summary Operating Results The company's Q2 2025 operating results show substantial revenue growth, primarily from new issue and advisory services, leading to improved operating income [Consolidated Operating Results](index=1&type=section&id=Consolidated%20Operating%20Results) The second quarter of 2025 saw a substantial increase in total revenues, primarily driven by new issue and advisory services, which significantly improved operating income compared to previous quarters | Metric | Three Months Ended 6/30/25 (in thousands) | Three Months Ended 3/31/25 (in thousands) | Three Months Ended 6/30/24 (in thousands) | | :--------------------------------- | :---------------------------------------- | :---------------------------------------- | :---------------------------------------- | | Net trading | 10,757 | 9,211 | 8,798 | | Asset management | 2,168 | 2,020 | 2,078 | | New issue and advisory | 37,411 | 33,239 | 6,500 | | Principal transactions and other revenue | 9,535 | (15,730) | (6,578) | | **Total revenues** | **59,871** | **28,740** | **10,798** | | Compensation and benefits | 44,323 | 21,666 | 10,699 | | Non-compensation operating expenses | 8,053 | 6,967 | 6,466 | | **Operating income (loss)** | **7,495** | **107** | **(6,367)** | Management Commentary & Business Updates CEO Lester Brafman highlighted strong performance in capital markets, significant SPAC market involvement, and a new SPAC-focused equity trading desk [CEO Statement](index=2&type=section&id=CEO%20Statement) CEO Lester Brafman highlighted the strong performance of Cohen & Company Capital Markets (CCM) and the growing involvement in the SPAC market, including a new SPAC-focused equity trading desk and a significant business combination agreement - Cohen & Company Capital Markets (CCM) generated **$37.4 million** in new issue and advisory revenue across 25 clients, entering the second half with strong momentum and a robust pipeline[5](index=5&type=chunk) - The sponsored SPAC, Columbus Circle Capital Corp I, entered into a business combination agreement with ProCap BTC, a bitcoin-native financial services firm, expected to close by year-end, with Cohen & Company retaining **2.1 million founder shares**[5](index=5&type=chunk) - A new SPAC-focused equity trading desk was launched, generating over **$1.4 million** in trading revenue in its first quarter of operation, serving as a complementary strategy to CCM[5](index=5&type=chunk) Detailed Financial Highlights The company experienced significant revenue growth across all major streams, particularly in new issue and advisory, alongside increased compensation expenses and a gain from asset sales [Revenue Performance](index=2&type=section&id=Revenue%20Performance) All major revenue streams showed positive growth in Q2 2025, with new issue and advisory revenue experiencing the most significant increase, driven by strong performance from Cohen & Company Capital Markets Q2 2025 Revenue Performance (vs. prior periods) | Revenue Type | Q2 2025 ($M) | Change from Q1 2025 ($M) | Change from Q2 2024 ($M) | Primary Driver | | :-------------------------- | :----------- | :----------------------- | :----------------------- | :------------------------------------------------ | | Net trading | 10.8 | +1.5 | +2.0 | Higher trading revenue from SPAC equity, SBA, and mortgage groups | | Asset management | 2.2 | Slightly up | Slightly up | Deferred performance fees in European funds | | New issue and advisory | 37.4 | +4.2 | +30.9 | CCM performance (Q2 2025: $37.4M, Q1 2025: $33.2M, Q2 2024: $6.4M) | | Principal transactions & other | +9.5 | +25.2 (from -15.7) | +16.1 (from -6.6) | Non-cash consideration received by CCM (Q2 2025: $6.7M) | [Expense Analysis](index=2&type=section&id=Expense%20Analysis) Compensation and benefits expense significantly increased in Q2 2025, primarily due to variable incentive compensation tied to higher revenues, while interest expense remained relatively stable - Compensation and benefits expense increased by **$22.7 million** from the prior quarter and **$33.6 million** from the prior year quarter, mainly due to fluctuations in revenue and related variable incentive compensation[6](index=6&type=chunk) - Interest expense for Q2 2025 was **$1.5 million**, including **$1.2 million** on trust preferred securities debt, **$0.3 million** on senior promissory notes, and **$22 thousand** on the bank credit facility[6](index=6&type=chunk) [Other Income/Expense Items](index=3&type=section&id=Other%20Income%2FExpense%20Items) The company recognized a gain from the sale of management contracts and experienced a loss from equity method affiliates, primarily due to an investment in Columbus Circle Capital Corp I. Income tax expense also increased - A gain of **$0.8 million** was recognized from the sale of two legacy Alesco CDO management contracts, with three remaining contracts in the process of being sold[10](index=10&type=chunk) - Loss from equity method affiliates was **$1.4 million** in Q2 2025, compared to income of **$2.4 million** in the prior quarter, mainly due to the consolidated sponsor entity's investment in Columbus Circle Capital Corp I[10](index=10&type=chunk) - Income tax expense was **$0.8 million** in Q2 2025, up from **$0.1 million** in the prior quarter, with future adjustments to the valuation allowance against tax assets possible[10](index=10&type=chunk) [Total Equity and Dividend Declaration](index=3&type=section&id=Total%20Equity%20and%20Dividend%20Declaration) Total equity increased to $92.5 million as of June 30, 2025, and the Board of Directors declared a quarterly dividend of $0.25 per share Total Equity | Metric | As of June 30, 2025 ($M) | As of December 31, 2024 ($M) | | :------------------------------------------ | :----------------------- | :--------------------------- | | Total equity | 92.5 | 90.3 | | Total equity excluding non-convertible NCI | 81.6 | 78.8 | - The Board of Directors declared a quarterly dividend of **$0.25 per share**, payable on August 29, 2025, to stockholders of record as of August 15, 2025[10](index=10&type=chunk) Company Information Cohen & Company is a financial services firm specializing in capital markets and asset management, operating through three main segments: Capital Markets, Asset Management, and Principal Investing [About Cohen & Company](index=3&type=section&id=About%20Cohen%20%26%20Company) Cohen & Company is a financial services firm specializing in capital markets and asset management, operating through three main segments: Capital Markets, Asset Management, and Principal Investing - Cohen & Company is a financial services firm specializing in capital markets and asset management services[9](index=9&type=chunk) - The company's operating segments are Capital Markets, Asset Management, and Principal Investing[9](index=9&type=chunk) [Operating Segments](index=3&type=section&id=Operating%20Segments) The Capital Markets segment focuses on fixed income, new issue placements, underwriting, and advisory services, including M&A and SPAC advisory. The Asset Management segment manages various fixed income assets, and the Principal Investing segment holds investments related to its SPAC franchise and other investment returns - Capital Markets segment includes fixed income sales, trading, gestation repo financing, new issue placements, underwriting, and advisory services (M&A, capital markets, SPAC advisory) through Cohen & Company Securities, LLC and Cohen & Company Financial (Europe) S.A[9](index=9&type=chunk) - Asset Management segment manages assets through CDOs, managed accounts, joint ventures, and investment funds, primarily in fixed income assets[9](index=9&type=chunk) - Principal Investing segment is comprised primarily of investments related to the SPAC franchise and other investments made for earning an investment return[9](index=9&type=chunk) [Assets Under Management](index=3&type=section&id=Assets%20Under%20Management) As of June 30, 2025, the company managed approximately $2.2 billion in assets, primarily in fixed income across various asset classes - As of June 30, 2025, the Company had approximately **$2.2 billion** of assets under management (AUM)[9](index=9&type=chunk) - AUM is primarily in fixed income assets, including U.S. and European bank and insurance trust preferred securities, debt issued by small and medium-sized European, U.S., and Bermudian insurance and reinsurance companies, equity interests of SPACs and their sponsor entities, and commercial real estate loans[9](index=9&type=chunk) Financial Statements The consolidated financial statements reflect significant revenue growth and a return to profitability in Q2 2025, with increased total assets and equity compared to the prior year-end [Consolidated Statements of Operations](index=5&type=section&id=Consolidated%20Statements%20of%20Operations) The consolidated statements of operations show a significant increase in total revenues and a return to profitability for Q2 2025 and the six months ended June 30, 2025, compared to prior periods, driven by strong new issue and advisory revenue Consolidated Statements of Operations Highlights (in thousands) | Metric | Three Months Ended 6/30/25 (in thousands) | Three Months Ended 3/31/25 (in thousands) | Three Months Ended 6/30/24 (in thousands) | Six Months Ended 6/30/25 (in thousands) | Six Months Ended 6/30/24 (in thousands) | | :--------------------------------------------------- | :---------------------------------------- | :---------------------------------------- | :---------------------------------------- | :-------------------------------------- | :-------------------------------------- | | Total revenues | 59,871 | 28,740 | 10,798 | 88,611 | 29,362 | | Total operating expenses | 52,376 | 28,633 | 17,165 | 81,009 | 39,104 | | Operating income (loss) | 7,495 | 107 | (6,367) | 7,602 | (9,742) | | Net income (loss) attributable to Cohen & Company Inc. | 1,408 | 329 | (2,349) | 1,737 | (326) | | Fully diluted net income (loss) per share | $0.81 | $0.19 | ($1.47) | $1.00 | ($0.20) | [Consolidated Balance Sheets](index=7&type=section&id=Consolidated%20Balance%20Sheets) The balance sheet as of June 30, 2025, shows an increase in total assets and total equity compared to December 31, 2024, with significant growth in receivables under resale agreements and investments Consolidated Balance Sheets Highlights (in thousands) | Metric | June 30, 2025 (in thousands) | December 31, 2024 (in thousands) | | :-------------------- | :--------------------------- | :------------------------------- | | Cash and cash equivalents | 25,996 | 19,590 | | Investments - trading | 170,955 | 148,332 | | Receivables under resale agreements | 790,874 | 668,259 | | **Total assets** | **1,131,650** | **971,149** | | Accrued compensation | 48,750 | 17,770 | | Securities sold under agreements to repurchase | 816,290 | 695,966 | | **Total liabilities** | **1,039,192** | **880,866** | | **Total equity** | **92,458** | **90,283** | Non-GAAP Measures The report defines and reconciles 'Adjusted pre-tax income (loss)' as a non-GAAP measure, providing a supplemental view of performance by excluding income tax and adding back convertible non-controlling interest [Definition and Reconciliation](index=4&type=section&id=Definition%20and%20Reconciliation) The report defines and reconciles 'Adjusted pre-tax income (loss)' as a non-GAAP measure, which excludes income tax expense/benefit and adds back net income/loss attributable to convertible non-controlling interest, providing a supplemental view of performance - Adjusted pre-tax income (loss) is a non-GAAP measure representing net income (loss) attributable to Cohen & Company Inc., excluding income tax expense (benefit) and adding back net income (loss) attributable to the convertible non-controlling interest[20](index=20&type=chunk) - This non-GAAP measure is used to evaluate performance without the effects of certain GAAP calculations that may not have a direct cash or recurring impact on current operating performance, and to assess enterprise operations[21](index=21&type=chunk) Reconciliation of Adjusted Pre-Tax Income (Loss) (in thousands) | Metric | Three Months Ended 6/30/25 (in thousands) | Three Months Ended 3/31/25 (in thousands) | Three Months Ended 6/30/24 (in thousands) | Six Months Ended 6/30/25 (in thousands) | Six Months Ended 6/30/24 (in thousands) | | :--------------------------------------------------- | :---------------------------------------- | :---------------------------------------- | :---------------------------------------- | :-------------------------------------- | :-------------------------------------- | | Net income (loss) attributable to Cohen & Company Inc. | 1,408 | 329 | (2,349) | 1,737 | (326) | | Addback (deduct): Income tax expense (benefit) | 771 | 139 | (205) | 910 | 293 | | Addback (deduct): Net income (loss) attributable to the convertible non-controlling interest | 3,361 | 782 | (6,028) | 4,143 | (815) | | **Adjusted pre-tax income (loss)** | **5,540** | **1,250** | **(8,582)** | **6,790** | **(848)** | | Fully diluted adjusted pre-tax income (loss) per share | $0.94 | $0.22 | ($1.51) | $1.15 | ($0.15) | Additional Information This section provides details on the Q2 2025 conference call, outlines cautionary notes regarding forward-looking statements and quarterly results, and lists contact information [Conference Call Details](index=3&type=section&id=Conference%20Call%20Details) Cohen & Company hosted a conference call on July 31, 2025, to discuss the Q2 2025 financial results, with webcast and dial-in options available, and a replay for three days - A conference call was hosted on July 31, 2025, at 10:00 a.m. ET to discuss the results[8](index=8&type=chunk) - Access was available via webcast on the company's website or by dialing (877) 524-8416 (domestic) or +1 (412) 902-1028 (international)[8](index=8&type=chunk) - A replay of the call was available for three days by dialing (877) 660-6853 or (201) 612-7415, with passcode 13755190[8](index=8&type=chunk) [Forward-looking Statements](index=4&type=section&id=Forward-looking%20Statements) The report contains forward-looking statements subject to various known and unknown risks and uncertainties, including economic conditions, market volatility, competition, and specific business risks related to SPACs and investments - The communication contains forward-looking statements based on underlying assumptions and expectations, subject to known and unknown risks, uncertainties, and assumptions[12](index=12&type=chunk) - Key risk factors include declines in general economic conditions, unfavorable market conditions, losses from third parties, lack of liquidity, ability to attract personnel, litigation, reputational harm, competitive pressure, and risks related to SPAC investments and business combinations[12](index=12&type=chunk) [Cautionary Note Regarding Quarterly Financial Results](index=4&type=section&id=Cautionary%20Note%20on%20Quarterly%20Results) The company advises that quarterly revenue and operating results may fluctuate materially due to the nature of its business, and annual results are generally a more meaningful gauge for investors - Revenue and operating results may fluctuate materially from quarter to quarter, and any particular quarter's results may not be indicative of future performance[13](index=13&type=chunk) - Employee compensation arrangements are largely incentive-based and will fluctuate with revenue, meaning compensation expense in one quarter may not be indicative of future periods[13](index=13&type=chunk) - Annual results are suggested as the most meaningful gauge for investors in evaluating business performance[13](index=13&type=chunk) [Contact Information](index=8&type=section&id=Contact%20Information) Contact details for investor and media inquiries are provided - Investors can contact Joseph W. Pooler, Jr., Executive Vice President and CFO, at 215-701-8952 or investorrelations@cohenandcompany.com[22](index=22&type=chunk) - Media inquiries can be directed to Joseph Sala or Zach Genirs at Joele Frank, Wilkinson Brimmer Katcher, at 212-355-4449[22](index=22&type=chunk)

Financial Performance - Cohen & Company Inc. reported second quarter 2025 revenue of $59.9 million, a significant increase from $28.7 million in the prior quarter and $10.8 million in the same quarter last year [1][7]. - Net income attributable to Cohen & Company Inc. was $1.4 million, or $0.81 per diluted share, compared to $0.3 million, or $0.19 per diluted share in the prior quarter, and a net loss of $2.3 million, or $1.47 per diluted share in the same quarter last year [2][7]. - Adjusted pre-tax income for the second quarter 2025 was $5.5 million, or $0.94 per diluted share, up from $1.3 million, or $0.22 per diluted share in the prior quarter, and a loss of $8.6 million, or $1.51 per diluted share in the same quarter last year [2][7]. Revenue Breakdown - Net trading revenue for the second quarter 2025 was $10.8 million, an increase of $1.5 million from the prior quarter and $2.0 million from the same quarter last year, primarily driven by higher trading revenue from SPAC equity, SBA, and mortgage groups [4][7]. - Asset management revenue was $2.2 million, slightly up from both the prior quarter and the same quarter last year, mainly due to deferred performance fees in European funds [4][7]. - New issue and advisory revenue reached $37.4 million, up $4.2 million from the prior quarter and $30.9 million from the same quarter last year, reflecting strong performance from Cohen & Company Capital Markets [4][7]. Operating Expenses - Compensation and benefits expense increased to $44.3 million for the second quarter 2025, up $22.7 million from the prior quarter and $33.6 million from the same quarter last year, largely due to fluctuations in revenue and related variable incentive compensation [4][7]. - Non-compensation operating expenses were $8.1 million, compared to $7.0 million in the prior quarter and $6.5 million in the same quarter last year [4][7]. Strategic Initiatives - The company is entering the second half of 2025 with strong momentum and a robust pipeline, driven by its full-service boutique investment banking operation [5][6]. - Cohen & Company launched a SPAC-focused equity trading desk, generating over $1.4 million in trading revenue in its first quarter of operation, which is expected to complement its capital markets strategy [6][7]. Dividend Declaration - The Board of Directors declared a quarterly dividend of $0.25 per share, payable on August 29, 2025, to stockholders of record as of August 15, 2025 [2][11].

Core Viewpoint - Cohen & Company Inc. is set to release its financial results for the second quarter of 2025 on July 31, 2025, and will host a conference call to discuss these results [1]. Company Overview - Cohen & Company is a financial services firm that specializes in capital markets and asset management services, with operating segments including Capital Markets, Asset Management, and Principal Investing [3]. - The Capital Markets segment includes fixed income sales, trading, repo financing, new issue placements, underwriting, and advisory services, primarily through its subsidiaries in the U.S. and Europe [3]. - The Asset Management segment manages approximately $2.2 billion in assets as of June 30, 2025, focusing on fixed income assets across various classes [3]. - The Principal Investing segment consists mainly of investments related to the company's SPAC franchise and other investment returns [3]. Conference Call Details - The conference call will be available via webcast, and interested parties can access it through the company's homepage [2]. - For those wishing to listen with operator assistance, domestic and international dialing options are provided [2]. - A replay of the call will be available for three days post-call with specific dialing instructions and a participant passcode [2].

Core Insights - Cohen & Company Securities, LLC has officially changed its name from J.V.B. Financial Group, LLC to align more closely with its parent company, Cohen & Company Inc. [2][3] - The name change is part of a broader strategy to create a consistent brand identity and leverage the reputation of the Cohen name in the financial services industry [3][6] - The company has expanded its capabilities by adding 18 professionals in sales, trading, and technology, enhancing its service offerings to middle market clients [4][5] - Cohen & Company Securities has launched a SPAC-focused equity trading desk and has become a leading advisor for de-SPAC transactions [5][6] - As of March 31, 2025, Cohen & Company managed approximately $2.3 billion in assets, primarily in fixed income assets across various classes [7] Company Overview - Cohen & Company Securities specializes in securities financing and the sales and trading of fixed income securities, operating as a division of Cohen & Company [6] - The Capital Markets segment of Cohen & Company includes fixed income sales, trading, gestation repo financing, and advisory services, primarily through its subsidiaries [7] - The Asset Management segment manages assets through various investment vehicles, while the Principal Investing segment focuses on investments related to its SPAC franchise [7]

Financial Data and Key Metrics Changes - The company reported a quorum of 4,755,983 votes entitled to be cast at the meeting, indicating strong shareholder engagement [5] - The meeting resulted in the approval of several proposals, including an increase in the number of shares authorized for issuance under the long-term incentive plan from 1,900,000 shares to 2,500,000 shares [13][15] Business Line Data and Key Metrics Changes - No specific data on individual business lines was provided during the meeting [0] Market Data and Key Metrics Changes - No specific market data or key metrics changes were discussed during the meeting [0] Company Strategy and Development Direction and Industry Competition - The board of directors recommended several proposals aimed at enhancing the company's long-term incentive plan and executive compensation structure, indicating a focus on aligning management incentives with shareholder interests [8][9][10] Management's Comments on Operating Environment and Future Outlook - Management did not provide specific comments on the operating environment or future outlook during the meeting [0] Other Important Information - The meeting included the election of five directors to serve until the 2026 annual meeting, reflecting continuity in leadership [15] - The appointment of Grant Thornton as the independent registered public accounting firm for the fiscal year ending December 31, 2025, was ratified, ensuring ongoing compliance and oversight [14][16] Q&A Session Summary Question: Are there any questions from shareholders? - There were no questions submitted by shareholders during the meeting, indicating either satisfaction with the information provided or a lack of engagement [17]

Company Overview - Columbus Circle Capital Corp. I is a blank check company formed to effect mergers, amalgamations, share exchanges, asset acquisitions, share purchases, reorganizations, or similar business combinations with one or more businesses [7] - The management team includes Gary Quin as CEO and Chairman, and Joseph W. Pooler, Jr. as CFO, along with independent directors Garrett Curran, Alberto Alsina Gonzalez, Dr. Adam Back, and Matthew Murphy [7] Initial Public Offering (IPO) Details - The company closed its upsized initial public offering of 25,000,000 units, with gross proceeds of $250,000,000, priced at $10.00 per unit [1] - The offering included 3,000,000 units from the partial exercise of the underwriters' overallotment option [1] - Units began trading on NASDAQ under the ticker symbol "CCCMU" on May 16, 2025, with each unit consisting of one Class A ordinary share and one-half of one redeemable warrant [2] Financial and Legal Aspects - The proceeds from the IPO and a simultaneous private placement were placed in the company's trust account for the benefit of public shareholders [6] - The registration statement for the offering was declared effective by the SEC on May 15, 2025 [4] - Legal counsel for the company included Ellenoff Grossman & Schole LLP and Ogier (Cayman) LLP, while Loeb & Loeb LLP served as legal counsel to the underwriters [3] Cohen & Company Overview - Cohen & Company Inc. is a financial services company specializing in capital markets and asset management services [8] - The company operates through segments including Capital Markets, Asset Management, and Principal Investing, with a focus on mergers and acquisitions, capital markets, and SPAC advisory services [8] - As of March 31, 2025, Cohen & Company had approximately $2.3 billion in assets under management, primarily in fixed income assets [9]

PART I. FINANCIAL INFORMATION [Item 1. Financial Statements (Unaudited)](index=7&type=section&id=Item%201.%20Financial%20Statements%20(Unaudited)) Unaudited Q1 2025 financials show total assets increased to $978.1 million, but net income significantly declined to $0.9 million due to reduced equity affiliate income [Consolidated Balance Sheets](index=7&type=section&id=Consolidated%20Balance%20Sheets) Total assets slightly increased to $978.1 million by March 31, 2025, while total liabilities rose and total equity decreased to $85.7 million Consolidated Balance Sheet Highlights (in thousands) | Balance Sheet Item | March 31, 2025 | December 31, 2024 | | :--- | :--- | :--- | | **Total Assets** | **$978,050** | **$971,149** | | Cash and cash equivalents | $13,985 | $19,590 | | Investments-trading | $160,566 | $148,332 | | Receivables under resale agreements | $673,700 | $668,259 | | **Total Liabilities** | **$892,390** | **$880,866** | | Securities sold under agreements to repurchase | $707,454 | $695,966 | | **Total Equity** | **$85,660** | **$90,283** | | Non-controlling interest | $43,656 | $48,555 | [Consolidated Statements of Operations and Comprehensive Income (Loss)](index=8&type=section&id=Consolidated%20Statements%20of%20Operations%20and%20Comprehensive%20Income%20(Loss)) Q1 2025 total revenues increased to $28.7 million, but net income attributable to the company significantly declined to $0.3 million due to reduced equity affiliate income Consolidated Statements of Operations Highlights (in thousands) | Income Statement Item | Three Months Ended Mar 31, 2025 | Three Months Ended Mar 31, 2024 | | :--- | :--- | :--- | | **Total Revenues** | **$28,740** | **$18,564** | | Net trading | $9,211 | $9,848 | | New issue and advisory | $33,239 | $24,388 | | Principal transactions and other income (loss) | ($15,730) | ($18,389) | | **Total Operating Expenses** | **$28,633** | **$21,939** | | Compensation and benefits | $21,666 | $14,839 | | **Operating Income (Loss)** | **$107** | **($3,375)** | | Income (loss) from equity method affiliates | $2,418 | $29,045 | | **Net Income (Loss)** | **$938** | **$23,506** | | **Net Income (Loss) Attributable to Cohen & Company Inc.** | **$329** | **$2,023** | | **Diluted EPS** | **$0.19** | **$1.28** | [Consolidated Statements of Changes in Equity](index=9&type=section&id=Consolidated%20Statements%20of%20Changes%20in%20Equity) Total equity decreased by $4.6 million to $85.7 million in Q1 2025, primarily due to distributions to non-controlling interests and the sale of Vellar GP interest - Total equity decreased by **$4,623 thousand** during the first quarter of 2025, from **$90,283 thousand** to **$85,660 thousand**[27](index=27&type=chunk) - Key drivers of the equity decrease include distributions to convertible non-controlling interests (**$1,796 thousand**), redemption of convertible non-controlling interest units (**$954 thousand**), sale of interest in Vellar GP (**$1,691 thousand**), and other non-convertible non-controlling interest distributions (**$1,236 thousand**)[27](index=27&type=chunk) [Consolidated Statements of Cash Flows](index=11&type=section&id=Consolidated%20Statements%20of%20Cash%20Flows) Q1 2025 saw net cash used in operations of $6.4 million, leading to a $5.6 million decrease in cash and cash equivalents to $14.0 million Consolidated Cash Flow Highlights (in thousands) | Cash Flow Item | Three Months Ended Mar 31, 2025 | Three Months Ended Mar 31, 2024 | | :--- | :--- | :--- | | Net cash provided by (used in) operating activities | ($6,372) | $5,137 | | Net cash provided by (used in) investing activities | $4,189 | ($2,856) | | Net cash provided by (used in) financing activities | ($3,631) | ($999) | | **Net increase (decrease) in cash and cash equivalents** | **($5,605)** | **$1,179** | | **Cash and cash equivalents, end of period** | **$13,985** | **$11,829** | [Notes to Consolidated Financial Statements (Unaudited)](index=12&type=section&id=Notes%20to%20Consolidated%20Financial%20Statements%20(Unaudited)) Notes detail accounting policies, key events like Vellar GP sale and CDO management contract sale, and segment reporting, highlighting SPAC-related income - On February 25, 2025, the Company sold its **33.4% interest in Vellar GP**, recording a loss on sale of **$836 thousand**[79](index=79&type=chunk) - On March 13, 2025, the Company entered into a Master Transaction Agreement (MTA) with an affiliate of Hildene Capital Management to sell its rights and obligations for five CDO management agreements for an aggregate base purchase price of **$3.5 million**[82](index=82&type=chunk)[83](index=83&type=chunk)[86](index=86&type=chunk) - As of March 31, 2025, the Company had **$2.3 billion in assets under management (AUM)**, with **$1.0 billion in collateralized debt obligations (CDOs)**[38](index=38&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=68&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses Q1 2025 revenue growth driven by advisory fees, offset by a sharp decline in net income due to reduced equity affiliate income, highlighting liquidity and market risks [Overview and Business Environment](index=68&type=section&id=Overview%20and%20Business%20Environment) The company's three segments are highly sensitive to economic conditions, market volatility, and interest rates, with significant exposure to the volatile SPAC market - The company's business is organized into three segments: **Capital Markets, Asset Management, and Principal Investing**[333](index=333&type=chunk)[336](index=336&type=chunk) - The business is materially affected by **economic conditions, market volatility, and interest rates**, which are beyond its control[339](index=339&type=chunk) - A significant portion of the Principal Investing business and CCM advisory activities are concentrated in the **SPAC market**, which has seen equity price declines, impacting results[349](index=349&type=chunk)[350](index=350&type=chunk)[351](index=351&type=chunk) - Rising or elevated interest rates have negatively impacted the company by reducing the fair value of fixed income securities, creating equity market instability, reducing new issue volumes, and decreasing mortgage activity[356](index=356&type=chunk)[358](index=358&type=chunk) [Recent Events](index=74&type=section&id=Recent%20Events) Q1 2025 saw the sale of the company's Vellar GP interest, resulting in an $836 thousand loss, and an agreement to sell five CDO management contracts for $3.5 million - On February 25, 2025, the company sold its entire **33.4% interest in Vellar GP** for **$10**, recording a loss on sale of **$836 thousand**[360](index=360&type=chunk)[362](index=362&type=chunk) - On March 13, 2025, the company agreed to sell five CDO management contracts to an affiliate of Hildene Capital Management for an aggregate base purchase price of **$3.5 million**[364](index=364&type=chunk)[365](index=365&type=chunk)[368](index=368&type=chunk) - Through March 31, 2025, the company recognized **$352 thousand in asset management revenue** that will reduce the final purchase price from the Hildene transaction[369](index=369&type=chunk) [Results of Operations (Q1 2025 vs. Q1 2024)](index=76&type=section&id=Results%20of%20Operations) Q1 2025 total revenues rose 55% to $28.7 million, but net income attributable to the company fell 84% to $0.3 million due to a 92% decline in equity affiliate income Consolidated Results of Operations (in thousands) | Line Item | Q1 2025 | Q1 2024 | $ Change | % Change | | :--- | :--- | :--- | :--- | :--- | | **Total Revenues** | **$28,740** | **$18,564** | **$10,176** | **55%** | | New issue and advisory | $33,239 | $24,388 | $8,851 | 36% | | **Total Operating Expenses** | **$28,633** | **$21,939** | ($6,694) | (31%) | | Compensation and benefits | $21,666 | $14,839 | ($6,827) | (46%) | | **Operating Income / (Loss)** | **$107** | **($3,375)** | **$3,482** | **103%** | | Income / (loss) from equity method affiliates | $2,418 | $29,045 | ($26,627) | (92%) | | **Net Income / (Loss) Attributable to Cohen & Company Inc.** | **$329** | **$2,023** | **($1,694)** | **(84%)** | - The decrease in income from equity method affiliates was primarily driven by **SPAC sponsor entities**, which generated **$2.1 million** in income in Q1 2025 compared to **$29.2 million** in Q1 2024[412](index=412&type=chunk)[413](index=413&type=chunk) [Liquidity and Capital Resources](index=86&type=section&id=Liquidity%20and%20Capital%20Resources) Cash and cash equivalents decreased to $14.0 million in Q1 2025, with significant capital concentrated in regulated broker-dealer subsidiaries, limiting parent company liquidity - Cash and cash equivalents decreased by **$5,605 thousand** to **$13,985 thousand** as of March 31, 2025[433](index=433&type=chunk)[437](index=437&type=chunk) - The company's U.S. broker-dealer, JVB, is subject to SEC and FINRA net capital rules, which restrict capital withdrawals. As of March 31, 2025, JVB's equity was **$78.1 million** out of the company's total consolidated equity of **$85.7 million**, indicating significant capital concentration in the regulated subsidiary[428](index=428&type=chunk)[448](index=448&type=chunk)[449](index=449&type=chunk) Contractual Obligations Summary (in thousands) | Obligation | Total | Less than 1 Year | 1 - 3 Years | 3 - 5 Years | More than 5 Years | | :--- | :--- | :--- | :--- | :--- | :--- | | Operating lease arrangements | $21,725 | $2,284 | $4,902 | $4,776 | $9,763 | | Debt Maturities & Interest | $106,406 | $12,319 | $11,072 | $8,293 | $74,822 | | Other Operating Obligations | $1,410 | $1,143 | $251 | $16 | $0 | | **Total** | **$129,541** | **$15,746** | **$16,225** | **$13,085** | **$84,585** | [Item 3. Quantitative and Qualitative Disclosures about Market Risk](index=94&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20about%20Market%20Risk) The company faces market risk from fixed income and equity positions, estimating losses of $2.0 million from a 100 bps yield curve shift and $1.3 million from a 10% equity price drop - As of March 31, 2025, a **100 basis point adverse shift** across the yield curve would result in an estimated loss of **$1,978 thousand** on the company's net interest rate sensitive assets[476](index=476&type=chunk) - A **10% adverse change in equity prices** would result in an estimated loss of **$1,323 thousand** on the company's equity price sensitive assets as of March 31, 2025[477](index=477&type=chunk) - A **100 basis point change in variable base rates** would change the company's annual cash paid for interest on its debt by **$481 thousand**[479](index=479&type=chunk) - The company manages counterparty and settlement risk through credit assessments, requiring collateral (margin), and utilizing haircuts on collateralized financing transactions[485](index=485&type=chunk)[486](index=486&type=chunk) [Item 4. Controls and Procedures](index=96&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded disclosure controls and procedures were effective as of March 31, 2025, with no material changes to internal control over financial reporting - The CEO and CFO concluded that the company's disclosure controls and procedures were **effective** as of March 31, 2025[490](index=490&type=chunk) - There were **no changes in internal control over financial reporting** during the quarter ended March 31, 2025, that materially affected, or are reasonably likely to materially affect, internal controls[491](index=491&type=chunk) PART II. OTHER INFORMATION [Item 1. Legal Proceedings](index=97&type=section&id=Item%201.%20Legal%20Proceedings) The company is involved in routine legal and regulatory matters, which management believes will not materially affect its financial condition or operations - The company is involved in routine legal and regulatory matters, which management believes will not have a **material adverse effect** on its financial condition[281](index=281&type=chunk)[493](index=493&type=chunk) [Item 1A. Risk Factors](index=97&type=section&id=Item%201A.%20Risk%20Factors) No material changes have occurred in the significant risk factors previously disclosed in the Annual Report on Form 10-K for the year ended December 31, 2024 - No material changes have occurred in the significant risk factors from those disclosed in the Annual Report on **10-K** for the year ended December 31, 2024[494](index=494&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=98&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) The company made no equity security repurchases in Q1 2025, and dividend payments are subject to business performance and regulated subsidiary restrictions - The company made **no purchases of its own equity securities** during the first quarter of 2025[498](index=498&type=chunk) [Item 3. Defaults Upon Senior Securities](index=98&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) No defaults upon senior securities occurred during the reporting period - None[499](index=499&type=chunk) [Item 4. Mine Safety Disclosures](index=98&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This item is not applicable to the company's operations - None[499](index=499&type=chunk) [Item 5. Other Information](index=98&type=section&id=Item%205.%20Other%20Information) No directors or officers adopted, modified, or terminated a Rule 10b5-1 trading plan during the first quarter of 2025 - No directors or officers adopted, modified, or terminated a **Rule 10b5-1 trading plan** during the first quarter of 2025[499](index=499&type=chunk) [Item 6. Exhibits](index=99&type=section&id=Item%206.%20Exhibits) The report includes various exhibits filed with Form 10-Q, such as the Master Transaction Agreement and CEO/CFO certifications - Exhibits filed include the **Master Transaction Agreement** dated March 13, 2025, and **CEO/CFO certifications**[500](index=500&type=chunk)

Financial Data and Key Metrics Changes - Net income attributable to Cohen and Company Inc. shareholders was $300,000 for the quarter, a significant improvement from a net loss of $2,000,000 in the prior quarter and a decrease from net income of $2,000,000 in the same quarter last year [6] - Adjusted pretax income was $1,300,000 for the quarter, compared to an adjusted pretax loss of $7,700,000 in the prior quarter and adjusted pretax income of $7,700,000 in the prior year quarter [6][7] - Total equity at the end of the quarter was $85,700,000, down from $90,300,000 at the end of the previous year [11] Business Line Data and Key Metrics Changes - Cohen and Company Capital Markets (CCM) generated $20,100,000 of net revenue, contributing significantly to the overall performance [4] - New issue and advisory revenue was $33,200,000, an increase of $23,200,000 from the prior quarter and an increase of $8,900,000 from the year-ago quarter, primarily driven by SPAC M&A and IPO transactions [7][8] - Asset management revenue totaled $2,000,000, down slightly from the prior quarter and down $700,000 from the prior year quarter [10] Market Data and Key Metrics Changes - Negative principal transactions revenue amounted to $13,100,000 during the quarter, primarily due to marked-down financial instruments received as consideration for advisory services [9] - Net trading revenue was $9,200,000, up $300,000 from the prior quarter but down $600,000 from the first quarter of the previous year [9] Company Strategy and Development Direction - The company launched a new SPAC-focused equity trading desk in April, aimed at creating synergistic opportunities to build on CCM's momentum [4] - The management remains focused on disciplined execution and enhancing long-term sustained value for stockholders through continued return of capital, including quarterly dividends [5][12] Management's Comments on Operating Environment and Future Outlook - Management expressed confidence in future earnings potential and the ability to navigate the current environment while executing strategic priorities [5][13] - The company is well-positioned for continued growth despite ongoing mark-to-market headwinds in its principal investing portfolio [4] Other Important Information - Compensation and benefits expense for the first quarter was $21,700,000, reflecting fluctuations in revenue and related variable incentive compensation impacts [10] - The company declared a quarterly dividend of $0.25 per share, payable on June 2 to stockholders of record as of May 16 [12] Q&A Session Summary Question: No questions were raised during the Q&A session - There were no questions at this time, and the operator turned the floor back to management for further remarks [15]

Financial Data and Key Metrics Changes - The net income attributable to Cohen and Company Inc. shareholders was $300,000 for Q1 2025, compared to a net loss of $2,000,000 in the prior quarter and net income of $2,000,000 in the same quarter last year [6] - Adjusted pretax income was $1,300,000 for the quarter, a significant improvement from an adjusted pretax loss of $7,700,000 in the prior quarter and adjusted pretax income of $7,700,000 in the same quarter last year [6][7] - Total equity at the end of the quarter was $85,700,000, down from $90,300,000 at the end of the previous year [10] Business Line Data and Key Metrics Changes - Cohen and Company Capital Markets (CCM) generated $20,100,000 in net revenue, reflecting strong performance [4] - New issue and advisory revenue was $33,200,000, an increase of $23,200,000 from the prior quarter and $8,900,000 from the year-ago quarter, primarily driven by SPAC M&A and SPAC IPO transactions [7] - Asset management revenue totaled $2,000,000, down slightly from the prior quarter and down $700,000 from the prior year quarter [9] Market Data and Key Metrics Changes - Negative principal transactions revenue was $13,100,000 during the quarter, primarily due to mark downs of financial instruments received as consideration for advisory services [8] - Net trading revenue was $9,200,000, up $300,000 from the prior quarter but down $600,000 from the first quarter of 2024 [8] Company Strategy and Development Direction - The company launched a new SPAC-focused equity trading desk in April 2025, aiming to build on CCM's momentum and enhance its capabilities [4] - The company remains committed to enhancing long-term sustained value for stockholders through continued return of capital, including a quarterly dividend [5][11] Management's Comments on Operating Environment and Future Outlook - Management expressed confidence in future earnings potential and the ability to navigate the current environment while executing strategic priorities [5][12] - The company is focused on disciplined execution despite ongoing mark to market headwinds in its principal investing portfolio [4] Other Important Information - Compensation and benefits expense for the first quarter was $21,700,000, up from both prior quarters due to fluctuations in revenue and related variable incentive compensation [9] - The company declared a quarterly dividend of $0.25 per share, payable on June 2 to stockholders of record as of May 16 [11] Q&A Session Summary Question: Are there any questions from the participants? - There were no questions at this time, and management thanked everyone for joining the call [14]