Core Insights - B. Riley Financial has made significant progress in realigning its operating businesses towards Financial Services and Capital Markets, improving its capital structure, and reducing debt [3][5]. Financial Update - The company is in the late stages of documenting the 2024 annual audit and expects to file the 10-K shortly, with the first and second quarter 10-Qs ready for auditor review after the 10-K filing [4]. Strategic Focus - The company has refocused its strategy on Financial Services, supported by strong cash flows from other subsidiaries, particularly in Telecom [5][6]. Operational Performance - Strong client retention has been achieved due to the commitment of employees, which has positively impacted the company's performance [5]. Capital Deployment - B. Riley Financial believes it is well positioned to deploy capital and leverage cash generation from its diversified operating company portfolio [6].

Summary of B. Riley Financial Conference Call Company Overview - **Company**: B. Riley Financial - **Industry**: Financial Services and Capital Markets Key Points and Arguments 1. **Strategic Progress**: B. Riley has made significant strides in realigning its operating businesses towards financial services and capital markets, improving capital structure, and reducing debt [3][5][10] 2. **Audit Status**: The company is in the late stages of documenting the 2024 annual audit and expects to file the 10-Ks shortly, with 10-Qs ready for auditor review thereafter [4][18] 3. **Debt Reduction**: The company has achieved a debt reduction of approximately $600 million since September 2024 through investments and asset sales, with net debt estimated between $800 million to $839 million as of June 30, 2025 [10][11][23] 4. **Carve-Out Success**: The carve-out of B. Riley Securities has exceeded expectations, with the management team demonstrating operational autonomy and sufficient capital for growth [5][6] 5. **Investment Highlights**: B. Riley acted as lead book runner for significant IPOs and capital raises, including a $159 million IPO for an AI infrastructure company and a $384 million capital raise for a fabless semiconductor [7] 6. **Wealth Management Strategy**: B. Riley Wealth aims to enhance its wealth platform and increase efficiencies, supported by the sale of GA Group to Oaktree funds, which also generated cash for debt reduction [8][9] 7. **Liquidation Gains**: The company earned a realized investment gain of approximately $29 million from the Jo Ann liquidation, with expectations of an additional $4 million in profit [9] 8. **Operational Adjustments**: The company is consolidating clearing arrangements and implementing a new commission system to streamline operations and reduce costs [14] 9. **AI Utilization**: B. Riley is actively identifying and deploying AI tools to enhance productivity and capabilities across the organization [16] 10. **Investment Portfolio**: The investment portfolio is estimated to be between $320 million to $355 million as of June 30, 2025, reflecting a decline due to debt paydowns and investment sales [20][21] Additional Important Information 1. **Financial Performance**: Estimated net income for the first half of 2025 is projected to be between $125 million to $145 million, driven by gains on sales and bond retirements [21][22] 2. **Future Financial Filings**: The company plans to file the third quarter financials on a normal schedule, aiming to resolve delays in the 10-K filings [20][30] 3. **Bond Exchange Program**: The bond exchange program has been crucial in reducing debt, with the company remaining active in exploring further exchanges [23][24] 4. **Regulatory Challenges**: The complexity of the operating environment and regulatory hurdles have contributed to delays in financial filings [18][28] This summary encapsulates the key insights and developments discussed during the conference call, highlighting B. Riley Financial's strategic initiatives, financial performance, and operational adjustments within the financial services industry.

[Executive Summary and Outlook](index=1&type=section&id=Executive%20Summary%20and%20Outlook) The company projects significant H1 2025 profitability and a substantial reduction in its debt profile [First Half 2025 Outlook](index=1&type=section&id=First%20Half%202025%20Outlook) The company projects H1 2025 net income of $125.0M-$145.0M and a significant debt reduction of approximately $600M H1 2025 Financial Projections | Metric | Estimated Range (H1 2025) | | :--- | :--- | | Net Income to Common Shareholders | $125.0M - $145.0M | | Diluted EPS | $4.08 - $4.74 | | Cash (as of June 30, 2025) | $268M | | Total Debt (as of June 30, 2025) | $1.46B | | Net Debt (as of June 30, 2025) | $809M - $839M | Projected Debt Reduction | Debt Reduction (Sept 30, 2024 to June 30, 2025) | Estimated Decrease | | :--- | :--- | | Total Debt | $600M | | Net Debt | $544M - $574M | [Management Commentary](index=2&type=section&id=Management%20Commentary) Management is focused on rightsizing the balance sheet while investing in core financial services, with regulatory filings expected shortly - Management's strategic focus is on **rightsizing the balance sheet** while continuing to invest in and grow the **core financial services businesses**, supported by cash flows from its Telecom segment[4](index=4&type=chunk) - The company is in the final stages of its complex 2024 audit and will file the 10-K shortly, with plans to file the **Q1 and Q2 2025 10-Qs within 30-45 days** after the 10-K[6](index=6&type=chunk) [Financial and Business Performance](index=1&type=section&id=Financial%20and%20Business%20Performance) The company's performance reflects significant strategic actions in H1 2025 and major write-downs impacting FY 2024 results [First Half 2025 Business Update & Financial Estimates](index=1&type=section&id=First%20Half%202025%20Business%20Update%20%26%20Financial%20Estimates) The company executed key strategic initiatives in H1 2025, including asset sales and debt reduction, projecting revenues of $405.0M-$425.0M - Key operational achievements in H1 2025 include: - Executed B. Riley Securities ("BRS") carve out in March 2025 - Reduced total company debt by an estimated **$600 million** from Sept 30, 2024 to June 30, 2025 - Realized approximately **$187 million in cash proceeds** from the sales of GlassRatner and Atlantic Coast Recycling - Achieved approximately **$126 million of debt reduction** through five bond exchanges[3](index=3&type=chunk) - Expected net income for H1 2025 includes estimated gains of **$53 million** from the sale of Atlantic Coast Recycling, **$66 million** from GlassRatner, and **$55 million** on senior note exchanges[9](index=9&type=chunk) H1 2025 Preliminary Unaudited Estimates | H1 2025 Preliminary Unaudited Estimates | Low Range | High Range | | :--- | :--- | :--- | | Revenue | $405.0M | $425.0M | | Net Income | $125.0M | $145.0M | | Net Income from Continuing Operations | $52.4M | $72.4M | | Operating Adj. EBITDA (Continuing Ops) | $20.0M | $26.0M | | Basic EPS | $4.10 | $4.75 | | Diluted EPS | $4.08 | $4.74 | [Preliminary Full Year 2024 Results](index=1&type=section&id=Preliminary%20Full%20Year%202024%20Results) The company reported a preliminary 2024 net loss of $772.3M, driven by significant write-downs and a decrease in total revenues - The 2024 net loss was primarily caused by write-downs of **$510.0 million** related to the equity investment in Freedom VCM Holdings LLC and a loan receivable from Vintage Capital Management, plus a **$105.4 million** impairment of goodwill and other intangible assets[11](index=11&type=chunk) - Total investments decreased by **67.3%** to **$432.6 million** at year-end 2024 from $1.32 billion at year-end 2023[12](index=12&type=chunk) FY 2024 Preliminary Results | Metric (Full Year Ended Dec 31) | 2024 (Preliminary) | 2023 | | :--- | :--- | :--- | | Total Revenues | $838.6M | $1,465.8M | | Net Loss to Common Shareholders | $(772.3)M | $(108.0)M | | Diluted Loss per Common Share | $(25.46) | $(3.69) | | Operating Adjusted EBITDA | $126.4M | $274.6M | [Preliminary Fourth Quarter 2024 Results](index=3&type=section&id=Preliminary%20Fourth%20Quarter%202024%20Results) The company reported preliminary Q4 2024 net income of $0.9M, a significant turnaround from the prior year's loss, despite a decline in Operating Adjusted EBITDA Q4 2024 Preliminary Results | Metric (Q4 Ended Dec 31) | 2024 (Preliminary) | 2023 | | :--- | :--- | :--- | | Net Income (Loss) to Common Shareholders | $0.9M | $(91.6)M | | Operating Adjusted EBITDA (Continuing Ops) | $21.5M | $59.1M | [Additional Updates](index=4&type=section&id=Additional%20Updates) The company has secured amended financing terms to enhance operational flexibility [Oaktree Capital Management Financing](index=4&type=section&id=Oaktree%20Capital%20Management%20Financing) The company amended its credit agreement with Oaktree to enhance financial flexibility through new and upsized investment baskets - The amended credit agreement with Oaktree provides incremental flexibility through several key provisions[13](index=13&type=chunk) - - A new **$100 million** investment basket for balance sheet transactions - An upsized parent company investment basket, increased from $20 million to **$30 million** - The ability to use up to **$25 million** of cash to repurchase the Company's unsecured notes[16](index=16&type=chunk) [Appendix: Preliminary Financial Statements and Reconciliations](index=7&type=section&id=Appendix%3A%20Preliminary%20Financial%20Statements%20and%20Reconciliations) This appendix provides detailed preliminary financial statements and non-GAAP reconciliations for fiscal year 2024 and H1 2025 estimates [Preliminary Condensed Consolidated Balance Sheets](index=7&type=section&id=Preliminary%20Condensed%20Consolidated%20Balance%20Sheets) The company's balance sheet shows a significant decrease in total assets and liabilities as of year-end 2024, resulting in a total equity deficit Balance Sheet Summary | Balance Sheet Item (in thousands) | Dec 31, 2024 | Dec 31, 2023 | | :--- | :--- | :--- | | **Total Assets** | **$1,783,263** | **$6,080,604** | | Cash and cash equivalents | $154,877 | $222,690 | | Securities and other investments owned | $282,325 | $809,049 | | Loans receivable, at fair value | $90,103 | $532,419 | | **Total Liabilities** | **$2,239,279** | **$5,721,038** | | Senior notes payable, net | $1,530,561 | $1,668,021 | | **Total Equity (Deficit)** | **$(456,016)** | **$359,566** | [Preliminary Consolidated Statement of Operations](index=9&type=section&id=Preliminary%20Consolidated%20Statement%20of%20Operations) The company's 2024 operating statement reflects a significant revenue decrease and a widened net loss available to common shareholders Income Statement Summary | Income Statement (Twelve Months Ended Dec 31) | 2024 (in thousands) | 2023 (in thousands) | | :--- | :--- | :--- | | Total Revenues | $838,597 | $1,465,777 | | Operating (Loss) Income | $(475,738) | $96,051 | | Loss from Continuing Operations | $(900,854) | $(160,161) | | Net Loss Available to Common Shareholders | $(772,334) | $(107,967) | | Diluted Loss per Common Share | $(25.46) | $(3.69) | [Non-GAAP Reconciliations](index=11&type=section&id=Non-GAAP%20Reconciliations) This section reconciles GAAP net loss to non-GAAP metrics, showing a 2024 Operating Adjusted EBITDA of $126.4M and projecting $20.0M-$26.0M for H1 2025 FY 2024 Non-GAAP Reconciliation | Reconciliation (Twelve Months Ended Dec 31) | 2024 (in thousands) | 2023 (in thousands) | | :--- | :--- | :--- | | Loss from continuing operations | $(900,854) | $(160,161) | | Adjusted EBITDA | $(542,797) | $123,870 | | Operating Adjusted EBITDA | $126,399 | $274,576 | H1 2025 Estimated Non-GAAP Reconciliation | Estimated Reconciliation (Six Months Ended June 30, 2025) | Low Range (in thousands) | High Range (in thousands) | | :--- | :--- | :--- | | Net income from continuing operations | $52,400 | $72,400 | | Adjusted EBITDA | $5,400 | $40,400 | | Operating Adjusted EBITDA | $20,000 | $26,000 | [Total Investments and Net Debt](index=13&type=section&id=Total%20Investments%20and%20Net%20Debt) The company's total investments and debt levels saw significant changes in 2024, with further debt reduction projected for H1 2025 Historical Investments and Net Debt | Metric (in thousands) | Dec 31, 2024 | Dec 31, 2023 | | :--- | :--- | :--- | | Total Investments | $432,616 | $1,323,969 | | Total Debt | $1,774,340 | $2,356,364 | | Net Debt | $1,055,659 | $756,496 | Estimated H1 2025 Investments and Net Debt | Estimated Metric (in thousands) | June 30, 2025 (Low) | June 30, 2025 (High) | | :--- | :--- | :--- | | Total Investments | $310,000 | $340,000 | | Total Debt | $1,463,000 | $1,463,000 | | Net Debt | $839,000 | $809,000 |

First Half 2025 Net Income Available to Common Shareholders Expected to be in the Range of $125.0 Million to $145.0 Million, or $4.08 to $4.74 Diluted Net Income per Common ShareAs of June 30, 2025, Estimated Cash of $268 Million, Total Debt of $1.46 Billion, and Net Debt in the Range of $809 Million to $839 Million; Total Debt Estimated to Have Decreased by $600 Million from September 30, 2024; Net Debt Estimated to Have Decreased by $544 Million to $574 Million from September 30, 2024Preliminary Year-End ...

Amendment Substantially Increases Operational FlexibilityOutstanding Balance Reduced to $62.5 MillionLOS ANGELES, July 9, 2025 /PRNewswire/ -- B. Riley Financial, Inc. (NASDAQ: RILY) ("B. Riley" or the "Company"), a diversified financial services company, today announced that it has entered into an amendment to its senior secured credit agreement ("Term Loan Facility") with funds managed by Oaktree Capital Management, L.P. ("Oaktree").The amended Term Loan Facility provides incremental flexibility, includin ...

Core Viewpoint - B. Riley Financial, Inc. has entered into a privately negotiated exchange agreement that will reduce its total outstanding debt by approximately $15 million [1][2]. Debt Exchange Details - The agreement involves the exchange of approximately $28 million in outstanding Senior Notes for $13 million in newly issued 8.00% Senior Secured Second Lien Notes due January 1, 2028 [2]. - The outstanding Senior Notes consist of $8 million in December 2026 notes, $2 million in January 2028 notes, and $18 million in August 2028 notes [2]. - The company is also issuing warrants to purchase approximately 52,000 common shares at an exercise price of $10.00 per share, exercisable for seven years from the issuance date [2]. Financial Impact - After the exchange, the balance of the Notes will be approximately $204 million, with remaining capacity of $46 million [3]. - This marks the fourth bond exchange negotiated by the company in three months, cumulatively reducing total outstanding debt by approximately $108 million [3]. Company Overview - B. Riley Financial is a diversified financial services company that provides tailored solutions across various financial sectors, including investment banking, institutional brokerage, and financial consulting [5]. - The company aims to improve its capital structure and balance sheet through strategic financial maneuvers [3].

B. Riley Financial has sold its financial advisory services business GlassRatner to Canadian private equity firm TorQuest Partners https://t.co/wUSaAubvAm ...

Core Points - B. Riley Financial, Inc. received a notification from Nasdaq regarding non-compliance due to delayed filings of its Annual Report on Form 10-K for the period ended December 31, 2024, and Quarterly Report on Form 10-Q for the period ended March 31, 2025 [1] - The company expects to return to a normal filing cadence by Fall 2025 [3] - Nasdaq has granted an exception allowing the company to regain compliance with the filing requirements by September 29, 2025 [2] Company Overview - B. Riley Financial is a diversified financial services company that provides tailored solutions to meet the strategic, operational, and capital needs of its clients [4] - The company offers a wide range of services including investment banking, institutional brokerage, private wealth management, financial consulting, corporate restructuring, and more [4] - B. Riley also engages in opportunistic investments to benefit its shareholders and has affiliates that originate and underwrite senior secured loans for asset-rich companies [4]

Core Viewpoint - B. Riley Financial, Inc. has entered into a privately negotiated exchange agreement that will reduce its total outstanding debt by approximately $46 million and eliminate more than $100 million in 2026 maturities [1][3]. Group 1: Debt Exchange Agreement - The agreement involves the exchange of approximately $139 million in outstanding Senior Notes for $93 million in newly issued 8.00% Senior Secured Second Lien Notes due January 1, 2028 [2]. - The outstanding Senior Notes include $30 million in March 2026 notes, $75 million in December 2026 notes, and $35 million in January 2028 notes [2]. - The company is also issuing warrants to the investor to purchase approximately 372,000 common shares at an exercise price of $10.00 per share, exercisable for seven years [2]. Group 2: Management Commentary - Bryant Riley, Chairman and Co-CEO, stated that the company has made significant progress in addressing its capital structure, negotiating three bond exchanges to reduce total outstanding debt by approximately $93 million [3]. - The current exchange is noted as the largest to date and represents a significant reduction in near-term debt, marking an important step forward for the company [3]. - The company plans to opportunistically utilize the remaining capacity under its Senior Secured Second Lien facility to further improve its balance sheet [3]. Group 3: Company Overview - B. Riley Financial is a diversified financial services company that provides tailored solutions across various sectors, including investment banking, institutional brokerage, and financial consulting [5]. - The company leverages cross-platform expertise to deliver collaborative solutions at every stage of the business life cycle [5].

Core Viewpoint - B. Riley Securities Holdings, Inc. has provided a business and financial update following its carve-out from B. Riley Financial, Inc., emphasizing a commitment to financial transparency and long-term value creation despite macroeconomic uncertainties [1][2]. Financial Performance - For the year 2024, B. Riley Securities reported total revenue of $217.7 million and adjusted net income of $33.1 million, while experiencing a net loss of $14.5 million [4][12]. - The adjusted financials reflect contributions from Cascadia Investments Inc. and other subsidiaries as if they had been completed on January 1, 2024 [5][11]. Debt and Cash Position - The company is now completely debt-free, having repaid all $12.4 million of its outstanding debt, and holds $68 million in cash and securities as of the carve-out effective date [6][5]. Operational Highlights - In 2024, B. Riley Securities raised $16.5 billion in debt and equity for clients and expanded its capabilities in key areas such as Convertibles and Liability Management [3]. - The advisory practice has been realigned to better serve core clients, focusing on Capital Markets [3]. Strategic Focus - The company aims to enhance visibility into its strategy and vision for value creation, positioning itself for sustainable growth and maximizing shareholder value [2][3].