B. Riley Financial, Inc. Stock Price, News & Analysis

B. Riley Financial (NASDAQ: RILY) has announced an agreement to sell part of its traditional (W-2) Wealth Management business to Stifel Financial Corp. (NYSE: SF) for an estimated $27-35 million in cash. The deal involves the transition of 40-50 advisors managing approximately $3.5-4.5 billion in assets to Stifel in early 2025. The transaction excludes B. Riley's 190 independent advisors and 90 tax professionals. The company cites disruption to its Wealth Management business due to competitors capitalizing on concerns about its principal investments business as a key factor in this strategic decision.

B. Riley Financial (NASDAQ: RILY) and its subsidiary bebe stores have completed a brand assets transaction generating $236 million in cash proceeds. The deal involved transferring interests in multiple brand licenses including Hurley, Justice, and Scotch & Soda to a securitization vehicle for $189 million, while bebe sold its interests in bebe and Brookstone brands for $47 million. B. Riley had originally acquired the brand portfolio (excluding bebe and Brookstone) for $222 million and received $179 million in distributions during ownership. The company plans to use proceeds to reduce senior secured debt and deleverage its balance sheet. Additionally, B. Riley expects to sell a majority stake in Great American Group in late November.

B. Riley Financial (NASDAQ: RILY) has announced cash dividends for its 6.875% Series A and 7.375% Series B Cumulative Perpetual Preferred Stock. The dividends are payable on October 31, 2024, to holders of record as of October 28, 2024. Each depositary share represents a 1/1000th fractional interest in a share of the respective Preferred Stock, with a liquidation preference of $25.00 per depositary share.

The dividend for the 6.875% Series A Preferred Stock (NASDAQ: RILYP) is $0.42968750 per depositary share, while the 7.375% Series B Preferred Stock (NASDAQ: RILYL) will pay $0.4609375 per depositary share.

B. Riley Financial (Nasdaq: RILY) has signed a definitive agreement with Oaktree Capital Management to establish a partnership in Great American Holdings, (Great American NewCo). B. Riley will contribute its Great American Group businesses to the new entity. The transaction, valued at $386 million, includes:

1. B. Riley receiving $203 million in cash
2. Class B Preferred Units with $183 million initial liquidation preference
3. Class A Common Units representing 47% ownership

Oaktree will acquire Class A Preferred Units and 53% of Class A Common Units for $203 million. The deal is expected to close in Q4 2024, subject to regulatory approvals. This partnership aims to reduce B. Riley's debt while maintaining equity upside and leveraging Oaktree's expertise to enhance growth prospects for Great American Group's services.

B. Riley Securities, a subsidiary of B. Riley Financial (Nasdaq: RILY), has announced the appointment of Brendon Philipps as Managing Director to lead their Capital Structure Advisory and Liability Management efforts. Philipps joins from Guggenheim Partners, bringing nearly 15 years of experience in complex transactions, including restructurings, debt amendments, and capital raises.

Andy Moore, CEO of B. Riley Securities, emphasized the importance of Philipps' expertise in navigating the current complex capital environment. Philipps expressed enthusiasm for expanding B. Riley's product offerings and leveraging opportunities in the current economic climate.

Philipps' background includes roles at Guggenheim Partners, KLS Diversified Asset Management, Millstein & Co., and Rothschild. He holds an MBA from Carnegie Mellon University and a BA in Economics from the University of California, Santa Cruz.

B. Riley Financial (NASDAQ: RILY) has announced strategic initiatives to enhance shareholder value by accelerating debt repayment. The company is negotiating the sale of a 53% stake in Great American Group at a $380 million enterprise value and financing its Brands portfolio for $236 million. These transactions are expected to generate approximately $410 million in gross cash proceeds. B. Riley intends to use the majority of proceeds to reduce its Nomura Senior Secured Debt to about $125 million by the end of 2024 and plans to repay all 2025 maturities. The company anticipates announcing an amended credit agreement soon and is evaluating a take-private proposal from Chairman Bryant Riley at $7.00 per share.

B. Riley Financial (Nasdaq: RILY) received a delinquency notification from Nasdaq on August 21, 2024, due to the delayed filing of its Q2 2024 10-Q report. This non-compliance with Nasdaq Listing Rule 5250(c)(1) doesn't immediately affect the company's listing status. RILY has 60 days to submit a compliance plan to Nasdaq, which may grant up to 180 days (until February 10, 2025) to regain compliance.

The company released preliminary Q2 2024 financial results on August 12 and is working to file the Quarterly Report promptly. This situation highlights potential risks for investors, including possible regulatory issues and financial reporting delays.

B. Riley Financial (Nasdaq: RILY) has received an unsolicited proposal from its founder, chairman, and co-CEO, Bryant Riley, to take the company private. The offer proposes to acquire outstanding shares not owned by Riley at $7.00 per share. The transaction would be financed with debt and possibly third-party equity, subject to 'majority of the minority' stockholder approval and other conditions, but not a financing condition.

The company's Board of Directors plans to establish a Special Committee of independent directors to evaluate the proposal. However, the Board cautions that it has not yet had the opportunity to thoroughly review the offer, and there is no assurance that a definitive agreement will be reached or that any transaction will be approved or completed.

B. Riley Financial (NASDAQ: RILY) released preliminary Q2 2024 financial results, reporting an expected net loss of $435-$475 million ($14-$15 per diluted share). The loss is primarily due to a non-cash markdown of $330-$370 million related to its investment in Freedom VCM (FRG's parent) and Vintage Capital loan receivable. Additional charges include a $28 million impairment for Targus goodwill and a $25 million valuation allowance for deferred income taxes.

The company expects operating adjusted EBITDA of $50-$55 million. As of June 30, 2024, B. Riley had $237 million in cash and cash equivalents, $1.1 billion in total cash and investments, and $2.16 billion in total outstanding debt. The company will suspend its common dividend to prioritize deleveraging and is reviewing strategic alternatives for Great American Group.