Q4 2025 BRC Group Holdings Earnings Call

March 31, 2026

Speaker #2: Your line is muted.

Speaker #3: Good day, and welcome to the BRC Group Holdings Q4 and FY 2025 financial results conference call. My name is Isabel, and I will be your EverCall moderator.

Operator 2: Good day, and welcome to the BRC Group Holdings Q4 and full year 2025 financial results conference call. My name is Isabelle, and I will be your Evercall moderator. The format of the call includes prepared remarks from the company, followed by a question and answer session. Please note that all attendees will be on a listen-only mode until the Q&A portion of the call. At this time, I will turn the call over to Bryant Riley from BRC Group Holdings. You may now begin.

Operator: Good day, and welcome to the BRC Group Holdings Q4 and full year 2025 financial results Conference Call. My name is Isabelle, and I will be your Evercall moderator. The format of the call includes prepared remarks from the company, followed by a question and answer session. Please note that all attendees will be on a listen-only mode until the Q&A portion of the call. At this time, I will turn the call over to Bryant Riley from BRC Group Holdings. You may now begin.

Speaker #3: The format of the

Speaker #1: Call includes prepared remarks from the company , followed by a question and answer session . Please note that all attendees will be on a listen only mode until the Q&A portion of the call .

Speaker #1: At this time, I will turn the call over to Bryant Riley from BRC Group Holdings. You may now begin.

Speaker #2: Thank you, and good afternoon. We appreciate everyone joining us. To start, we are pleased to report that our 10-K was filed on time.

Bryant Riley: Thank you and good afternoon. We appreciate everyone joining us. To start, we are pleased to report that our 10-K was filed on time. It's an important milestone for our counterparties, shareholders, and organization as a whole. With that, for nearly 30 years, BRC Group Holdings has been defined by a key principle, our willingness to be opportunistic. In the deals we took on, the capital we deployed, the companies we backed, and the businesses we built. Over the years, our team has grown adept at rising to the challenges associated with capitalizing those opportunities. The last 2 years required the firm to apply those same skills to itself, rebuilding our balance sheet, shifting operations, refocusing parts of the platform, and positioning BRCGH for what comes next.

Speaker #2: It's an important milestone for our counterparties , shareholders and organization as a whole . With that , for nearly 30 years , BRC Group Holdings has been defined by a key principle our willingness to be opportunistic in the deals we took on the capital .

Speaker #2: We deployed, the companies we backed, and the businesses we built. Over the years, our team has grown adept at rising to the challenges associated with capitalizing on those opportunities.

Speaker #2: The last two years required the firm to apply those same skills to itself: rebuilding our balance sheet, shifting operations, refocusing parts of the platform, and positioning BRC for what comes next.

Speaker #2: We made some hard decisions along the way, but we made them deliberately, and we made them so that we could get back to doing what we do best.

Bryant Riley: We made some hard decisions along the way, but we made them deliberately, and we made them so that we could get back to doing what we do best. The bedrock of success of BRCGH's platform is our ability to bring together diverse companies, allowing them to partner creatively for our clients and building a collaborative ecosystem. Advisory, capital markets, wealth management, principal investments, and businesses that generate recurring steady cash flow. That combination creates real value for clients and shareholders alike. Over the past two years, we made the difficult decision to sell some of those businesses to strengthen our balance sheet. As we sit here today, the model is intact, as exemplified by our recent results. Our Communications Business Group continues to generate consistent, predictable cash flow. Our broker-dealer executes complex transactions, raises significant capital for our clients, and continues to grow and add talent.

Speaker #2: The bedrock of success of BRC platform is our ability to bring together diverse companies , aligning them to partner creatively for our clients , and building a collaborative ecosystem .

Speaker #2: Advisory capital markets , wealth management , principle investments , and businesses that generate recurring steady cash flow . That combination creates real value for clients and shareholders alike Over the past two years , we made the difficult decision to sell some of those businesses to strengthen our balance sheet .

Speaker #2: As we sit here today , the model is intact , as exemplified by our recent results . Our communication business group continues to generate consistent , predictable cash flow .

Speaker #2: Our broker dealer executes complex transactions , raises significant capital for our clients , and continues to grow and add talent and our investment portfolio anchored by our position in Babcock and Wilcox , delivered results that reflect the hands on work our team put into our portfolio over many years .

Bryant Riley: Our investment portfolio, anchored by our position in Babcock & Wilcox, delivered results that reflect the hands-on work our team put into our portfolio over many years. In 2025, we reported net income available to common shareholders of $299.4 million and earnings per share of $9.80. We reduced net debt significantly and continued to invest in the businesses and people that drive the platform. We welcomed a new CFO, Scott Yessner, enhanced our finance staff, and transitioned to BDO as our auditing partner. Looking at the opportunity in the market for BRCGH, the small and midcap market we've always served is at an inflection point. Traditional lenders have pulled back. Generalist firms can't cover the complexity. Companies in the space need experienced partners who understand the capital structure, know the equity story, and can move with speed and certainty.

Speaker #2: In 2025, we reported net income available to common shareholders of $299.4 million and earnings per share of $9.80. We reduced net debt significantly and continued to invest in the businesses and people that drive the platform.

Speaker #2: We welcomed a new CFO , Scott Yessner enhanced our finance staff and transitioned to PTO as our auditing partner . Looking at the opportunity in the market for BRC , the small and mid-cap market , we've always served is at an inflection point Traditional lenders have pulled back generalist firms can't cover the complexity .

Speaker #2: Companies in this space need experienced partners who understand the capital structure, know the equity story, and can move with speed and certainty.

Speaker #2: That's our lane and it's been our lane for 30 years . And the demand for what we do is growing To that end , yesterday we announced BRC Specialty Finance , a dedicated platform that addresses addresses this exact issue , which is very exciting for us Also yesterday , the Delaware Court of Chancery dismissed in full the Martin versus Riley derivative action , finding that the plaintiff failed to adequately plead demand futility BRC believes this outcome reflects the integrity of its board and the governance processes .

Bryant Riley: That's our lane, and it's been our lane for 30 years, and the demand for what we do is growing. To that end, yesterday, we announced BRC Specialty Finance, a dedicated platform that addresses this exact issue, which is very exciting for us. Also yesterday, the Delaware Court of Chancery dismissed in full the Marchand v. Riley derivative action, finding that the plaintiff failed to adequately plead demand futility. BRCGH believes this outcome reflects the integrity of its board and the governance processes. We will not be commenting further on pending litigation. We're proud of what we accomplished in 2025, and we're committed to building upon these results. We are laser-focused on continued growth and maximizing profitable outcomes. The world is changing fast, AI included, and we will continue to make the shifts necessary to stay relevant and competitive.

Speaker #2: We will not be commenting further on pending litigation. We're proud of what we accomplished in 2025, and we're committed to building upon these results.

Speaker #2: We are laser focused on continued growth and maximizing profitable outcomes . The world is changing fast . AI included , and we will continue to make the shifts necessary to stay relevant and competitive Finally , we need to take a moment to acknowledge our team .

Bryant Riley: Finally, we need to take a moment to acknowledge our team. These past few years have been a demanding period for the firm. Our people leaned in, stayed focused on clients, and kept us moving forward, showing exactly what the platform is built on. They are our competitive advantage. The continuity, shared experience, and institutional knowledge. We could not be more proud of what this team has accomplished. I will now turn the call over to Co-CEO Thomas Kelleher for a few additional comments.

Speaker #2: These past few years have been a demanding period for the firm . Our people leaned in , stayed focused on clients , and kept us moving forward , showing exactly what the platform is built on .

Speaker #2: There are competitive advantage . The continuity , shared experience , institutional knowledge . We could not be more proud of what this team has accomplished .

Speaker #2: I will now turn the call over to co-CEO Thomas Kelleher for a few additional comments. Thanks, Brian.

Thomas Kelleher: Thanks, Bryant. As mentioned in our earnings release, we completed a number of strategic and operational objectives throughout the year. In March 2025, we closed the sale of Atlantic Coast Recycling for a purchase price of approximately $102 million, with net cash proceeds to BRCGH of approximately $69 million after adjustments. In April 2025, we sold a portion of our W-2 wealth management business, representing 36 financial advisors and approximately $4 billion in assets under management for net consideration of $26 million. In June 2025, we completed the sale of GlassRatner Advisory & Capital Group and B. Riley Farber Advisory, generating cash consideration of approximately $118 million. While every one of these divestitures was a challenging decision to make, they fit with our strategy to deleverage the platform and focus the business going forward.

Speaker #3: As mentioned in our earnings release , we completed a number of strategic and operational objectives throughout the year In March 2025 , we closed the sale of Atlantic Coast Recycling for a purchase price of approximately 102 million , with net cash proceeds to be R , c , of approximately 69 million .

Speaker #3: After adjustments in April 2025, we sold a portion of our W2 wealth management business representing 36 financial advisors and approximately $4 billion in assets under management for net consideration of $26 million.

Speaker #3: In June 2025, we completed the sale of GlassRatner Advisory and Capital Group and B. Riley Farber Advisory, generating cash consideration of approximately $118 million.

Speaker #3: While every one of these divestitures was a challenging decision to make , they fit with our strategy to deleverage the platform and focus the business going forward with the glass , Ratner sale , we executed a Transition services agreement or TSA , whereby we operationally supported that business through the end of 2025 .

Thomas Kelleher: With the GlassRatner sale, we executed a transition services agreement or TSA, whereby we operationally supported that business through the end of 2025. Similarly, we also executed a TSA with our 2024 partial sale of Great American Group, and that TSA was also completed at the end of 2025. In 2025, we also completed a multi-year project to consolidate the clearing arrangement for our wealth management business, which streamlines back-office operations and will materially lower costs. Effective January 1, 2026, we rebranded as BRC Group Holdings, reflecting our evolution from a financial services platform into a diversified portfolio of distinct businesses spanning financial services, communications, retail, and investments across equity, debt, and venture capital. Like many other firms, BRCGH has begun deploying artificial intelligence tools.

Speaker #3: Similarly, we also executed a TSA with our 2024 partial sale of Great American, and that TSA was also completed at the end of 2025.

Speaker #3: In 2025 , we also completed a multi-year project to consolidate the clearing arrangement for our wealth management business , which streamlines back office operations and will materially lower costs .

Speaker #3: Effective January 1st , 2026 . We rebranded as BRC Group Holdings , reflecting our evolution from a financial services platform into a diversified portfolio of distinct businesses spanning financial services , communications , retail and investments across equity , debt , and venture capital .

Speaker #3: Like many other firms , BRC has begun deploying artificial intelligence tools . We standardize around Claude . A year ago and are well positioned to capitalize on the opportunities presented by this emerging technology .

Thomas Kelleher: We standardized around Claude a year ago and are well-positioned to capitalize on the opportunities presented by this emerging technology. More than half our corporate staff is using AI tools. Across our operating companies, AI adoption has accelerated, guided by a centralized team focused on developing and expanding these capabilities throughout the enterprise. The story heading into 2026 is straightforward. A stronger balance sheet, a growing business, and a market that needs exactly what we offer. Our CFO, Scott Yessner, will now walk through the financials in detail. Scott, over to you.

Speaker #3: More than half our corporate staff is using AI tools across our operating companies. Adoption is accelerated, guided by a centralized team focused on developing and expanding these capabilities throughout the enterprise.

Speaker #3: The story heading into 2026 is straightforward . A stronger balance sheet , a growing business , and a market that needs exactly what we offer Our CFO , Scott Yessner , will now walk through the financials in detail Scott , over to you

Scott Yessner: Thank you. I'm pleased to share an update on our 2025 financial performance, investment holdings, and liquidity. To start, I'd like to walk through our financial performance for the Q4 and full year 2025. Year-over-year Q4 revenues were $279 million, compared to $179 million, and full year revenues were $968 million compared to $746 million. The increase in Q4 year-over-year revenues was driven by $68 million on higher trading gains on investments primarily in Babcock & Wilcox common stock, and by a loss of $72 million in fair value adjustments on loans receivable in 2024, which were offset by lower service and fee income of $33 million, which was comprised of $15 million in lower investment banking revenue and $20 million in revenues related to exited businesses.

Speaker #4: Thank you . I'm pleased to share an update on our 2025 financial performance Investment Holdings and liquidity . To start , I'd like to walk through our financial performance for the fourth quarter and full year 2025 year over year , fourth quarter revenues were 279 million , compared to 179 million in full year .

Speaker #4: Revenues were 968 million , compared to 746 million . The increase in fourth quarter year over year revenues was driven by 68 million on higher trading gains on investments , primarily in Babcock and Wilcox .

Speaker #4: Common stock and by a loss of 72 million in fair value adjustments on loans receivable in 2024 , which were offset by lower service and fee income of 33 million , which was comprised of 15 million in lower investment banking revenue and 20 million in revenues related to exited businesses These fee declines were partially offset by higher net investment advisory fees related to a fund that holds space for the full year 2025 revenue increase was driven by 183 million in higher trading gains due to 126 million in investment appreciation , primarily in Babcock and Wilcox , and a loss of 325 million on fair value adjustments on loans in 2024 .

Scott Yessner: These fee declines were partially offset by higher net investment advisory fees related to a fund that holds SpaceX. The full year 2025 revenue increase was driven by $183 million in higher trading gains, due to $126 million in investment appreciation, primarily in Babcock & Wilcox, and a loss of $325 million on fair value adjustments on loans in 2024. The year-over-year revenue increase was offset by $150 million of lower service and fee revenues and $64 million in lower interest income from securities lending. The components of lower service and fee revenue decline were $66 million lower revenue from exited businesses of Reval, Nogin, and the Stifel wealth sale, partially offset by higher net investment advisory fees related to a fund that holds SpaceX.

Speaker #4: The year-over-year revenue increase was offset by $150 million of lower service and fee revenues, and $64 million in lower interest income from securities lending.

Speaker #4: The components of lower service and fee revenue decline were 66 million lower revenue from exited businesses of rival noggin and the CFO wealth sale , partially offset by higher net investment advisory fees related to a fund that holds space further 44 million .

Scott Yessner: Further, $44 million lower Communications Business Group subscription revenue driven by subscriber attrition and a divestiture of a Lingo wholesale business, and finally, $22 million of lower investment banking revenue. Q4 operating expenses were $218 million compared to $345 million in 2024, and full year operating expenses in 2025 were $892 million compared to $1.24 billion in 2024. The $128 million Q4 year-over-year reduction of operating expenses was primarily due to costs from exited businesses and a $78 million goodwill impairment in 2024. The $352 million full year reduction of operating expenses was due to $186 million from exited businesses and lower cost of sales linked to revenue declines.

Speaker #4: Lower communication business group subscription revenue , driven by subscriber attrition and a divestiture of a wholesale business And finally , $22 million of lower investment banking revenue .

Speaker #4: Fourth quarter operating expenses were $218 million, compared to $345 million in 2024. And full year operating expenses in 2025 were $892 million, compared to $1.24 billion in 2020.

Speaker #4: The $128 million fourth quarter year-over-year reduction of operating expenses was primarily due to costs from exited businesses and a $78 million goodwill impairment in 2024.

Speaker #4: The $352 million full-year reduction of operating expenses was due to $186 million from exited businesses and lower cost of sales linked to revenue declines, $61 million lower interest expense from securities lending, and a $104 million goodwill impairment in 2024.

Scott Yessner: $61 million lower interest expense from securities lending and a $104 million goodwill impairment in 2024. Our administrative costs have been elevated in the past two years, particularly on professional fees. As we return to a normalized operating cadence, we expect to reduce these costs and will update in the future calls. Continuing down the income statement, Q4 other income excluding interest expense was $38 million, compared to a loss of $59 million in 2024. In full year, other income excluding interest expense was $247 million, compared to a loss of $270 million. The $98 million Q4 year-over-year increase was primarily driven by fair value total markups of $66 million on Babcock & Wilcox stock and DoubleDown Interactive.

Speaker #4: Our administrative costs have been elevated in the past two years, particularly on professional fees, as we return to a normalized operating cadence.

Speaker #4: We expect to reduce these costs and will update in the future . Call Continuing down the income statement , fourth quarter . Other income excluding interest expense , was 38 million compared to a loss of 59,000,000 in 2020 .

Speaker #4: For and full year other income , excluding interest expense , was 247 million , compared to a loss of 270 million . 98,000,004th quarter year over year increase was primarily driven by fair value .

Speaker #4: Total markups of 66 million on Babcock and Wilcox stock and double down Interactive Holdings , the 516 million full year , year over year increase was due to gains of 86 million on gain on sale of Deconsolidation businesses , 76 million in Babcock and Wilcox stock value increase , 67 million on senior note exchanges , 34 million in equity gains on the Joannes GA .

Scott Yessner: The $516 million full-year year-over-year increase was due to gains of $86 million on gain on sale of deconsolidation businesses, $76 million in Babcock & Wilcox stock value increase, $67 million on senior note exchanges, $34 million in equity gains on the JOANN's GA Group liquidation deal, and $273 million in investment markdowns in 2024. Q4 interest expense was $20 million, compared to $31 million in 2024. Interest expense for the full year of 2025 was $93 million, compared to $133 million in 2024, which was driven by debt reduction of $347 million during 2025. These details culminate with Q4 net income attributable to common shareholders in 2025 of $85 million, compared to $900,000 in 2024.

Speaker #4: Group liquidation deal and $273 million in investment markdowns in 2024. Fourth quarter interest expense was $20 million, compared to $31 million in 2024, and interest expense for the full year 2025 was $93 million, compared to $133 million in 2024, which was driven by debt reduction of $347 million during 2025.

Speaker #4: These details culminate with fourth quarter net income attributable to common shareholders in 2025 of $85 million, compared to $900,000 in 2024, and full year net income attributable to common shareholders in 2020.

Scott Yessner: Full year net income attributable to common shareholders in 2025 of $299 million, compared to a net loss of $772 million in 2024. Q4 adjusted EBITDA in 2025 was $104 million, compared to a loss of $114 million in 2024. Full year adjusted EBITDA in 2025 was $231 million, compared to a loss of $568 million in 2024. Please refer to the reconciliation tables in our earnings press release for the adjusted EBITDA calculations. Next, I'll review our segment operating performance. Our segment presentation has been revised with the following changes. Our former Communications segment has been separated into four reportable segments, which we aggregate and describe as the Communications Business Group.

Speaker #4: Five. Of $299 million, compared to a net loss of $772 million in 2020. For fourth quarter, adjusted EBITDA in 2025 was $104 million, compared to a loss of $114 million in 2024, and full year adjusted EBITDA in 2025 was $231 million, compared to a loss of $568 million in 2024.

Speaker #4: Please refer to the reconciliation tables in our earnings press release for the adjusted EBITDA calculations . Next , I'll review our segment operating performance .

Speaker #4: Our segment presentation has been revised with the following changes. Our former Communications segment has been separated into four reportable segments, which we aggregate and describe as a Communications business group. The Capital Markets segment had a few investment entities reclassified as Non-reportable segments.

Scott Yessner: The Capital Markets segment had a few investment entities reclassified as non-reportable segments. These entities are now captured in Corporate and Other. The Capital Markets segment, which is comprised solely of B. Riley Securities, had Q4 and full year revenues of $93 million and $265 million, and segment income of $53 million and $89 million. The revenue and segment income increases are primarily due to a fair value increase in Babcock & Wilcox in trading gains. Core investment banking revenues were lower by approximately $222 million in 2025, which was a result of lower banker headcount and reduced client engagement from, among other things, late SEC filings at the corporate parent. The Wealth segment had Q4 and full year revenues of $47 million and $176 million, and operating segment income of $8 million and $15 million.

Speaker #4: These entities are now captured in corporate and other . The Capital Markets segment , which is comprised solely of B rally Securities , had fourth quarter and full year revenues of 93 million and 265 million , and segment income of 53,000,089 million .

Speaker #4: The revenue and segment income increases are primarily due to a fair value increase in Babcock and Wilcox , and trading gains . Core investment banking revenues were lower by approximately 222,000,000 in 2025 , which was a result of lower banker headcount and reduced client engagement from , among things , late SEC filings at the corporate parent , the segment had fourth quarter and full year revenues of 47 million and 176 million , and operating segment income of 8,000,015 million .

Scott Yessner: After completing the sale of $4 billion in assets under management in April 2025, the Wealth segment completed a back-office integration and cost reduction program. Wealth ended 2025 with $13 billion in assets under management and 197 registered representatives. The Communications Business Group is the aggregate results of Lingo, magicJack, Marconi, and United Online reportable segments. The Communications Business Group had Q4 and full year aggregate revenues of $63 million and $250 million, and aggregate income for the Q4 and full year of $13 million and $47 million. The results exceeded our expectations in 2025. While the communication services have a declining customer base, we have a strong team who does a very good job of servicing our customers and offering a very profitable and strong cash flow business.

Speaker #4: After completing the sale of 4 billion in assets under management in April 2025 , the wealth segment completed a back office integration and cost reduction program , was ended 2025 with 13 billion in assets under management and 197 registered representatives .

Speaker #4: The Communications Business Group is the aggregate results of Lingo, magicJack, Marconi, and United Online reportable segments. The Communications Business Group had fourth quarter and full year aggregate revenues of $63 million and $250 million, and aggregate income for the fourth quarter and full year of $13,000 and $47 million, respectively.

Speaker #4: The results exceeded our expectations in 2025. While the communication services have a declining customer base, we have a strong team who does a very good job of servicing our customers and offering a very profitable and strong cash flow business.

Scott Yessner: We will continue to evaluate opportunities to leverage this business model. The Targus business, which comprises the Consumer Products segment, had Q4 and full year revenues of $49 million and $182 million, and operating segment loss of $4 million and $16 million. Lower revenues, inventory write-downs, goodwill impairments, and tariff costs led to the 2025 operating loss. Tariff costs were approximately $4 million, which have been submitted for reimbursement. We'll update if the reimbursement is realized. Tariffs, conflicts, chip shortages remain risks to the business in 2026. After several years of declining sales from the consumer product surge around the time of COVID, sales revenues have stabilized year over year in the Q4 of 2025 and into the Q1 of 2026.

Speaker #4: We will continue to evaluate opportunities to leverage this business model. The target's business, which comprises the Consumer Products segment, had fourth quarter and full year revenues of $49 million and $182 million.

Speaker #4: And operating segment loss of 4,000,016 million . Lower revenues . Inventory write downs , goodwill impairments and tariff costs led to the 2020 .

Speaker #4: Five operating loss. Tariff costs were approximately $4 million, which have been submitted for reimbursement. We'll update if the reimbursement is realized.

Speaker #4: Tariffs, conflicts, and chip shortages remain a risk to the business in 2026. After several years of declining sales from the consumer product surge around the time of Covid, sales and revenues have stabilized year over year.

Speaker #4: In the fourth quarter of 2025, and into the first quarter of 2026, we are evaluating options to refine our pricing model and cost structure as key opportunities.

Scott Yessner: We are evaluating options to refine our pricing model and cost structure as key opportunities in 2026. Next, I would like to provide an update on the company's investment holdings portfolio, which are reported on our balance sheet in securities and other investments, loans receivable at fair value, and equity investments. Investments are held across accelerated entities where valuation changes are booked as revenue in either trading gains or realized and unrealized gains, depending on the entity. Securities and other investments increased by $165 million to $447 million at year-end 2025. The increase was primarily driven by a $129 million value increase in Babcock & Wilcox, and a $28 million increase in partnership interest and other related to our carried interest in funds that own SpaceX.

Speaker #4: In 2026. Next, I would like to provide an update on the company's investment holdings portfolio, which are reported on our balance sheet in securities and other investments.

Speaker #4: Loans receivable at fair value and equity investments. Investments are held across consolidated entities where valuation changes are booked as revenue, and either trading gains or realized and unrealized gains, depending on the entity securities and other investments.

Speaker #4: Increased by 165 million to 447 million at year end 2025 . The increase was primarily driven by a $129 million value increase in Babcock , and Wilcox , and a $28 million increase in partnership interest and other related to our carried interest and funds that own space .

Scott Yessner: At 31 December 2025, the Babcock & Wilcox stock price used in the valuation was $6.34. The company owned approximately 27.5 million shares at 31 December 2025, and at 31 March 2026. The SpaceX carrying value was marked at $421 per share at 31 December 2025. Securities and other investments are reported in the 10-K table with subtotals including public equities, private equities, corporate bonds, and other fixed income securities, along with partnership interests and other. In the public equities, in addition to the Babcock & Wilcox valuation change, DoubleDown Interactive and Synchronoss were lower, primarily from selling a portion of the holdings with small changes in price.

Speaker #4: At 1231 , 2025 , the Babcock and Wilcox stock price used in the valuation was $6.34 . The company owned approximately 27.5 million shares at December 31st , 2025 , and at March 31st , 2026 , the space carrying value was marked at $421 per share at 1231 , 2025 .

Speaker #4: Securities and other investments are reported in the 10-K table , with subtotals including Public equities , private equities , corporate bonds and other fixed income securities , along with partnership interests and other in the public equities .

Speaker #4: In addition to the Babcock and Wilcox valuation change, DoubleDown Interactive and Synchronous were lower, primarily from selling a portion of the holdings with small changes in price.

Scott Yessner: The private equities subtotal amount, which has over 60 investments, including the venture capital portfolio, had $34 million in new investments, $10 million in liquidations, and a balance of the year-over-year change due to valuation updates. The venture capital portfolio has a few maturing investments that may be realized in the next 12 to 24 months. Corporate bonds increased $2.7 million, primarily due to an increase in value. Partnerships and other investments increased primarily due to the SpaceX carried interest value increase identified earlier. We operate the securities and investment portfolio to maximize shareholder returns and to support operational funding and liquidity requirements. Continuing with investment holdings, loans receivable at fair value declined $64 million in 2025 to an ending balance of $26 million at December 31, 2025.

Speaker #4: The private equities subtotal amount , which has over 60 investments , including the venture capital portfolio , had 34 million in new investments , 10 million in liquidations and a balance of the year over year change due to valuation updates .

Speaker #4: The venture capital portfolio has a few maturing investments that may be realized in the next 12 to 24 months . Corporate bonds increased 2.7 million , primarily due to an increase in value partnerships and other investments increased primarily due to the space carried interest value increase identified earlier .

Speaker #4: We operate the securities and investment portfolio to maximize shareholder returns and to support operational funding and liquidity requirements , continuing with investment Holdings , loans receivable at fair value declined $64 million in 2025 to an ending balance of 26 million at 1231 2025 loan lending activity included approximately 110 million of fundings and 170 million of repayments , primarily driving the balance decline .

Scott Yessner: Loan lending activity included approximately $110 million of fundings and $170 million of repayments, primarily driving the balance decline. Acela Technologies represents $21 million of the remaining balance, of which approximately $15 million is due in 2026. We expect to continue to fund loan and credit structures for our clients in 2026. For the last balance sheet line item in our investment holdings, equity method investments were $90 million at 31 December 2025, increasing $5 million from 31 December 2024. The increase was primarily due to $4 million of investments transferred from partnerships. The GA Group investment, formerly Great American, comprises $83 million of the 31 December 2025 balance. In 2025, the GA Group had good financial performance and hired new executives to support their expansion, including a new CEO.

Speaker #4: Accelerate Technologies represents $21 million of the remaining balance, of which approximately $15 million is due in 2026. We expect to continue to fund loan and credit structures for our clients in 2026.

Speaker #4: For the last balance sheet line item in our investment holdings equity method investments were 90 million at 1231 2025 , increasing 5 million from December 31st , 2024 .

Speaker #4: The increase was primarily due to 4 million of investments transferred from partnerships . The GA Group investment , formerly Great American , comprises 83 million of the 1231 25 balance in 2025 , the J Group had good financial performance and hired new executives to support their expansion , including a new CEO .

Scott Yessner: Due to the GA Group capital structure, we record the investment using the hypothetical liquidation at book value method. While we don't anticipate this booking method will result in a significant movement in our balance sheet valuation periodically, we believe the value will grow over the next few years. Having grown GA Group since 2014, we know this business well. We'll continue to update business performance periodically and seek to participate in equity and debt deals as partners to GA Group, as we did in 2025 with the $34 million equity gain in the JOANN's liquidation equity earnings, and the lending we provided to GA Group in 2025. Next, I'll provide an update and remarks on our liquidity and capital.

Speaker #4: Due to the GA Group capital structure . We recorded the investment using the hypothetical liquidation at book value method . While we don't anticipate this booking method will result in a significant movement in our balance sheet valuation , periodically , we believe the value will grow over the next few years .

Speaker #4: Having grown GA Group since 2014, we know this business well. We'll continue to update business performance periodically and seek to participate in equity and debt deals as partners to GA Group, as we did in 2025.

Speaker #4: With the $34 million equity gain in the Joannes liquidation equity earnings and the lending were provided to GA Group in 2025 . Next , I'll provide an update and remarks on our liquidity and capital at year end .

Scott Yessner: At year-end 31 December 2025, cash, restricted cash, and cash equivalents balance was $229 million, compared to $247 million at 31 December 2024. In 2025, BRC Group reduced total debt by $347 million, which included a $147 million RILYN bond redemption on 28 February 2025, $127 million in bond exchanges, and $98 million in pay downs of term loans, offset by $23 million of other increases in debt borrowings. Net debt declined $437 million in 2025 to $627 million at 31 December 2025.

Speaker #4: December 31st , 2025 . Cash , restricted cash and cash equivalents . Balance was 229 million , compared to 247 million at December 31st , 2024 .

Speaker #4: In 2025 , BRC Group reduced total debt by 347 million , which included a $147 million . Riley M Bond on February 28th , 2025 , 127 million in bond exchanges and 98 million in paydowns of term loans , offset by 23 million of other increases in debt borrowings , net debt declined to 437,000,000 in 20 25 to 627 million at December 31st , 2025 .

Scott Yessner: As we enter 2026, we have three senior note series maturing in 2026 for a total principal amount of $457 million, with an additional $16 million in scheduled pay downs on a subsidiary lending facility. On 30 March 2026, the RILYK senior notes were fully redeemed for approximately $96 million, inclusive of accrued interest. Remaining in 2026, based on the balances at 31 December 2025, we have $178 million in principal amount of RILYN senior notes due 30 September. One hundred and seventy-seven million in principal amount of RILYG notes due 31 December maturing. On 12 March, we announced $38 million in senior note redemptions through Section 3(a)(9) exchanges and buybacks, which are across the senior note series, including all three series in 2026.

Speaker #4: As we enter 2026, we have three senior notes maturing in 2026 for a total principal amount of $457 million, with an additional $16 million in scheduled paydowns on a subsidiary lending facility.

Speaker #4: On March 30th , 2026 . The Riley K Senior Notes were fully redeemed for approximately 96 million , inclusive of accrued interest remaining in 2026 and based on the balances at 1231 , 2025 , we have 178 million in principal amount of Riley N Senior Notes due September 30th and 177 million in principal amount of Riley G .

Speaker #4: Notes due December 31st . Maturing on March 12th , we announced 30 million in Senior note reductions through section three nine exchanges and buybacks , which were across the senior Note series , including all three series in 2026 .

Scott Yessner: We will continue to use capital actions and also use cash generated from operations and investment liquidations to fund the scheduled senior note pay downs and support our operations. Continuing, interest expense in 2025 totaled $93 million. In 2026, interest expense based on scheduled pay downs is estimated to be approximately $81 million, though expected to be lower due to the debt exchanges already announced in our anticipation of continuing these capital actions. To conclude, our capital and liquidity plan in 2026 is to fund our emerging credit market opportunities, support our clients with capital and advisory services, support holding investments to their optimal exits while funding the remaining senior note redemptions in 2026. Thank you for the opportunity to share this update today. We look forward to answering your questions. I'll turn the call back to the operator for a Q&A session.

Speaker #4: We will continue to use capital actions and also use cash generated from operations and investment liquidations to fund the scheduled senior note paydowns and support our operations.

Speaker #4: Continuing interest expense in 2025 totaled 93,000,020 26 interest expense , based on scheduled Paydowns is estimated to be approximately 81 million , so to be lowered due to the debt exchanges already announced in our anticipation of continuing these capital actions to conclude , our capital and liquidity plan in 2026 is to fund our emerging credit market opportunities , support our clients with capital and advisory services , support holding investments to their optimal assets .

Speaker #4: While funding the remaining Senior Note redemptions in 2026. Thank you for the opportunity to share this update today. We look forward to answering your questions.

Speaker #4: I'll turn the call back to the operator for the Q&A session.

Operator 2: Thank you. At this time, we will conduct the question and answer session. If you would like to ask a question, please press star one on your telephone keypad to enter the queue. Once again, that is star one on your telephone keypad to enter the queue. We will pause here briefly to allow any questions to generate. Our first question comes from Amer with Imperial Capital. Amer, your line is open. You may proceed.

Operator: Thank you. At this time, we will conduct the question and answer session. If you would like to ask a question, please press star one on your telephone keypad to enter the queue. Once again, that is star one on your telephone keypad to enter the queue. We will pause here briefly to allow any questions to generate. Our first question comes from Amer with Imperial Capital. Amer, your line is open. You may proceed.

Speaker #1: Thank you . At this time , we will conduct the question and answer session . If you would like to ask a question , please press star one on your telephone keypad to enter the queue .

Speaker #1: Once again, that is star one on your telephone keypad. To enter the queue, we will pause here briefly to allow any questions to generate. Our first question comes from Amr with Imperial Capital. Amr?

Speaker #1: Your line is open. You may proceed.

Amer Tiwana: Thank you very much. Guys, first of all, congratulations on filing the 10-K. Am I reading this correctly that the remaining $350 million, you'll potentially use the investment portfolio as the primary source and some cash flow from operations, or there are other levers that you intend to pull as well?

Speaker #5: Thank you very much, guys. First of all, congratulations on filing the 10-K. Am I reading this correctly, that for the remaining $350 million, you'll potentially use the investment portfolio as the primary source, and some cash flow from operations? Or are there other levers that you intend to pull as well?

Bryant Riley: Thanks for the questions. Scott, feel free to join in. I think the way that we've looked over the last two years, you know, if you tried to put in a playbook, you would have changed directions 15 times. You know, our portfolio is opportunistic. You don't know what's going to pop up in different ways. You know, I think that a year ago it wasn't known that we had, and we hadn't counted as much of a SpaceX partnership ownership that we had. You know, there's just, it's a pretty big book and, we've got, you know, a fair amount of assets, and we're going to be opportunistic. I wouldn't point to one thing or another.

Speaker #2: So thanks for the questions . And and Scott , feel free to join in . I think the way that we've looked over the last two years , you know , if you tried to put in a playbook , you would have changed directions .

Speaker #2: 15 times . So , you know , our our portfolio is opportunistic . You don't know what's going to pop up in different ways .

Speaker #2: You know, I think that a year ago, it wasn't known that we had. And we hadn't counted as much of a space partnership ownership that we had.

Speaker #2: And , and so , you know , there's just , it's a pretty big book . And we've got , we've got , you know , fair amount of assets and we're going to be opportunistic .

Speaker #2: So I wouldn't point to , to one thing or another . I would point to a combination of , of opportunities , whether it's bond swaps , which we've done a lot of , whether it's buying bonds in the market or , or selling some investments , all of those things will be considered .

Bryant Riley: I would point to a combination of opportunities, whether it's bond swaps, which we've done a lot of, whether it's buying bonds in the market or selling some investments. All of those things will be considered. Scott or Tom, you want to add anything to that?

Speaker #2: Scott or . Tom , you want to add anything to that ?

Scott Yessner: Yeah, thanks, Bryant. Really appreciate the question, and I think Bryant had summarized it very well. You know, the way we look at it is, you know, we have investments and assets to the company that we want to maximize the value to. We also have opportunities to supply capital to our clients. We balance all those different factors and against our liquidity requirements for those bond redemptions. We have some high cash flow generating businesses and other opportunities. Then the capital actions that Bryant had levered on. We'll be opportunistic and, you know, make the best decision for the shareholder. We have many different levers in which to pay down the redemptions this year.

Speaker #4: Yeah . Thanks , Brian . I really appreciate the question . And I think Brian had summarized it very well . You know , the way we look at it is , you know , we have investments and assets that the company that we want to maximize the value to .

Speaker #4: And we also have opportunities to supply capital to our clients . And so we balance all those different factors . And against our liquidity requirements for those bond redemptions .

Speaker #4: And so, we have some high, high cash flow generating businesses and other opportunities. And then the capital actions that Brian had levered on.

Speaker #4: So we're , we'll be opportunistic and , you know , make the best decision for the shareholder . But we have many different levers in which to pay down the redemptions this year .

Scott Yessner: I'd also just note that the redemptions, because we have had these capital actions, so far this year, the principal balance on the RILYNs due 30 September 2026 is $167 million. The RILYG s, which are due 31 December 2026, are down to $170 million. Those have already reduced from what are reported in our 10-K.

Speaker #4: And I'd also just note that the redemptions , because we have had these capital actions so far this year , the principal balance on the Riley ends due in September 30th , is 167 million .

Speaker #4: And then the Riley G's are which is which are due on December 31st , 2026 . They're down to 170 million . So those have already reduced from a reported in our 10-K

Amer Tiwana: Oh, great. Thank you so much for that. My next question is, when you guys look at BRC, I know you guys have talked about a SPAC, you know, a transaction. Is there any sense of the timing for that?

Speaker #5: Oh , great . Thank you so much for that . My next question is , when you guys look at BRS , I know you guys have talked about a Spac .

Speaker #5: You know, transaction. Is there any sense of the timing for that?

Bryant Riley: Well, if anyone talked about a SPAC transaction, maybe it was, yeah, we have not talked about a SPAC transaction. We have carved it out so that it is an entity that there's some equity ownership by the management team and some of the t-partners there. It's an asset of BRC, and we're always evaluating our assets to maximize value. It's very much an integrated part of our business as well and does feed off of each other. We still do feed off of each other in terms of creating opportunities, whether it's me, myself being involved on the BRS side or somebody at BRS helping on the wealth management side.

Speaker #2: Well , if anyone talked about Spac transaction , maybe it was yeah , we have not talked about a Spac transaction . We have carved it out so that it is an entity that you can there's , there is some equity ownership by , by the management team and some of the , of the partners there .

Speaker #2: And it's an asset of BRC . And we will , we're always evaluating our assets to , to maximize value , but it's very much an integrated part of our business as well .

Speaker #2: And it does feed off—we still do feed off of each other in terms of creating opportunities, whether it’s myself being involved on the VRS side or somebody at BRS helping on the wealth management side.

Bryant Riley: While we did have a carve out to identify that asset a little more clearly, I would view those as still pretty integrated.

Speaker #2: And so we’re really—what we did have was a carve-out to identify that asset a little more clearly. I would view those as still pretty integrated.

Amer Tiwana: Understood. Well, I'll let others ask questions, and I'll go back in the queue. Congratulations, you guys have accomplished an incredible amount over the last year or so. It's been pretty frenetic in terms of things that have happened, but seems like you guys have found yourselves in a very good spot at this point in time, so congratulations.

Speaker #5: Understood . Well , I'll let others ask questions and I'll go back in the queue . But congratulations . You guys have accomplished an incredible amount over the last year or so .

Speaker #5: So, it's been pretty frenetic in terms of things that have happened. But it seems like you guys have found yourselves in a very good spot at this point in time.

Speaker #5: So congratulations .

Bryant Riley: Yeah. Thank you for that.

Amer Tiwana: Oh, thank you very much.

Speaker #2: Yeah , thank you for that .

Bryant Riley: We feel the same way. Yeah.

Speaker #4: Thank you very .

Speaker #2: Much. We feel the same way. Yeah.

Operator 2: Thank you. Our next question comes from Sean Hayden of Charles Lane Capital. You may proceed with your question.

Operator: Thank you. Our next question comes from Sean Haydon of Charles Lane Capital. You may proceed with your question.

Speaker #1: Thank you. Our next question comes from Sean Hayden of Charles Lane Capital. You may proceed with your question.

Sean Hayden: Hi, guys. Good afternoon, and thanks for all the information and congrats on the recent developments. Bryant Riley, in your prepared remarks, you spoke of a, I believe you used the word Specialty Finance platform. You know, within the boundaries, could you kind of expand on that? And is that gonna be something that's gonna be on balance sheet or, you know, shared with investors? How should we kind of think about-

Sean Haydon: Hi, guys. Good afternoon, and thanks for all the information and congrats on the recent developments. Bryant Riley, in your prepared remarks, you spoke of a, I believe you used the word Specialty Finance platform. You know, within the boundaries, could you kind of expand on that? And is that gonna be something that's gonna be on balance sheet or, you know, shared with investors? How should we kind of think about-

Speaker #6: Hi, guys. Good afternoon, and thanks.

Speaker #7: For all the information and congrats on the recent developments . Brian , in your prepared remarks , you spoke of a , I believe you used the word especially finance platform .

Speaker #7: Could you know , within the boundaries , could you kind of expand on that ? And is that going to be something that's going to be on balance sheet or You know , shared with investors ?

Speaker #7: Should we kind of think about that going forward?

Bryant Riley: Sure.

Sean Hayden: That going forward?

Sean Haydon: That going forward?

Bryant Riley: Sure. Thanks, Sean. Nice to hear from you. This is not a incredibly different from what we've done for a long time, you know, helping facilitate transactions. As we mentioned in our press release, there is a gap in the market for, you know, more short-term loans, especially around public companies, when you're willing to also underwrite not only the business, but the equity and all the assets of the estate. We completed a loan, I think it's done, maybe it was done today, but it was for a public company, a $10 million loan against receivables.

Speaker #2: Sure . So thanks , Sean . Nice to hear from you . This this is not a incredibly different from what we've done for a long time , you know , helping facilitate transactions .

Speaker #2: And as we mentioned in our in our press release , there is a , a gap in the market for more short term loans , especially around public companies .

Speaker #2: When you're willing to also underwrite not only the business , but the equity and all the assets of the estate . And so we will we did a loan , we completed a loan .

Speaker #2: I think it's done . Maybe , maybe it was done today , but it was for a public company , a $10 million loan against receivables .

Bryant Riley: Those receivables go directly to us, so we take a fee off of those, and they'll pay us back in four months. They had a direct use for that, and there's not a lot of places you can go for that type of transaction. We certainly have a lot of relationships, just like anyone does, that you know has a loan business like that, where we will consider syndicating. We have a dedicated family office that is, partnership's the wrong word. It's not formalized, but we have a high degree of confidence that family office will be a participant to the extent we wanna do some things bigger. On balance sheet, depending on timing, depending on size, syndicated, depending on timing, dependent on size.

Speaker #2: And and those , those receivables go directly to us and we take a fee off of those and they'll pay us back in four months .

Speaker #2: But they had a direct use for that. And there are not a lot of places you can go for that type of transaction.

Speaker #2: We certainly have a lot of relationships , just like anyone does that , that , you know , has a loan business like that where we will consider syndicating .

Speaker #2: We have a dedicated family office that is partnerships , the wrong word . It's not formalized , but we have a high degree of confidence that that family office will be a participant .

Speaker #2: The extent we want to do some things bigger . So on balance sheet , depending on timing , depending on size , syndicated , depending on timing , depending on size , I think the most proprietary thing and the reason that we wanted to make sure that we were in this business is one , it's , you know , it's serving clients that are long term clients and we think we can put that in perspective too .

Bryant Riley: I think the most proprietary thing and the reason that we wanted to make sure that we were in this business is, one, it's, you know, it's serving clients that are long-term clients, and we think we can put that in perspective. Two, we don't think it's a hugely competitive market because, you know, most lenders need to raise some of their capital and a defined MOIC and have very kind of strict mandates within their lending portfolio. So we think we can be opportunistic and also be really good partners. So we're really excited about formalizing it, and we think we're already seeing opportunities, just from that press release. So that's how that will work. Does that answer your question?

Speaker #2: We don't think it's a hugely competitive market because, you know, most lenders need a duration of their capital and a defined MOIC, and have very kind of strict mandates within the lending portfolios.

Speaker #2: So , so we think we can be opportunistic and also be be really good partners and , and so we're , we're really excited about formalizing it .

Speaker #2: And we think we're already seeing just from that press release , we're seeing . Opportunities . So , so , so that's , that's how that will work .

Speaker #2: Does that answer your question?

Sean Hayden: Yeah. No, that was helpful. Kind of piggybacking on the first question from the previous person, where are you guys comfortable bringing the balance sheet in terms of net debt? I mean, should we expect it to be lower? How should we kind of think about it getting there?

Sean Haydon: Yeah. No, that was helpful. Kind of piggybacking on the first question from the previous person, where are you guys comfortable bringing the balance sheet in terms of net debt? I mean, should we expect it to be lower? How should we kind of think about it getting there?

Speaker #7: Yeah , yeah , no , that , that was , that was helpful . And then kind of piggybacking on the , the first question from the previous person , we're , where are you guys comfortable bringing the balance sheet in terms of net debt ?

Speaker #7: I mean, should we expect it to be lower, and how should we kind of think about it getting there?

Bryant Riley: That, you know, that's a question every day based on your cash flows and, you know, realize this year our expenses are, you know, our cash flows were hit quite a bit because of these expenses associated with the financials and changing orders and all the legal things. We expect to get some tailwinds there. We think that there, you know, from operations, obviously, there's gonna be meaningful cash flows. We look at it all the time. You know, if you were to take and mark to market our portfolio now, the debt to EBITDA on a trailing basis would not be hugely uncomfortable. You know, but that's net debt, right? We have to constantly look at these things.

Speaker #2: So , you know , that's a that's a , that's a question every day based on your cash flows . And you know , realize this year , our , our expenses are , you know , our cash flows were , were , you know , quite a bit because of these expenses associated with the financials and changing orders and all the legal things .

Speaker #2: And so , you know , we expect to get some tailwinds there . We think that , you know , from operations , obviously there's going to be meaningful cash flows and we look at it all the time .

Speaker #2: You know , if you were to take and Mark to market our portfolio now it the debt to EBITDA on a trailing basis would not be hugely uncomfortable , you know , but that's net debt , right ?

Speaker #2: So we have to constantly look at these things . I don't think there's a I don't think there's a there's a number in mind .

Bryant Riley: I don't think there's a number in mind. We just wanna make sure that we can, one way or another, be on the offense and helping our clients and being able to utilize capital to do that. We'll always be mindful of that, and we'll balance that against whether, you know, we need to utilize other methods, selling an asset, or doing bond swap. I couldn't give you a target. I could tell you that, you know, we feel pretty good about where we are right now, obviously relative to where we were 18 months ago, and we're just gonna keep grinding away.

Speaker #2: We just want to make sure that we can , one way or another , be a . On the offense and helping our clients and being able to utilize capital to do that .

Speaker #2: And so, we will always be mindful of that. And we'll balance that against whether, you know, we need to utilize other methods.

Speaker #2: Selling an asset or doing bond swaps . So I , I couldn't give you a target . I could tell you that , you know , we feel pretty good about where we are right now , obviously , relative to where we were 18 months ago .

Speaker #2: And we're just going to keep grinding away.

Sean Hayden: Yeah. I guess and obviously we don't have to get into specifics here, but directionally, when those maturities come up in H2, should we expect a replenishment from that? Or is that, you know, going to be the level we should expect going forward once they've matured?

Sean Haydon: Yeah. I guess and obviously we don't have to get into specifics here, but directionally, when those maturities come up in H2, should we expect a replenishment from that? Or is that, you know, going to be the level we should expect going forward once they've matured?

Speaker #8: Yeah , I

Speaker #7: Guess , and obviously we don't have to get into specifics here , but directionally , when those maturities come up in the latter half of the year , should we expect a replenishment from that , or is that , you know , going to be the level we should expect going forward once they've matured

Bryant Riley: I kind of answer the same way I answered the prior caller. If you know, in this business, 6 months and 9 months is like the equivalent of, I think, 5 years in a widget business, and things change 18 different ways. I couldn't tell you exactly what the next steps are, you know, are gonna be other than we feel really comfortable about our, you know, about 2026 and going forward. I would love to give you an exact

Speaker #2: I kind of answered the same way I answered the prior caller . If you know , in this business , six months and nine months is like the equivalent of like , I think five years in a widget business and things change , 18 different ways .

Speaker #2: And I just , I would , I couldn't tell you exactly what the next steps are , you know , are going to be other than we feel really comfortable about our , you know , about 2026 and going forward .

Speaker #2: So I would love to give you an exact linear description of , of the next steps , but we're just going to continue to think through what is best for the overall business and where , where we are in markets and how markets are .

Scott Yessner: Linear description of the next steps, we're just gonna continue to think through what is best for the overall business and where we are in markets and how markets are. You know, if we're seeing a ton of opportunities, as Scott said, to put money to work at really good rates or really good opportunities, we'll be thoughtful of that. You know, it's similar to how we got to March. I mean, by the time we got to March, there was $96 million of maturities. You know, that's how I would think about September and December.

Speaker #2: And , you know , if we're seeing a ton of opportunities , as Scott said , to put money to work at really good rates or really good opportunities , that will be thoughtful of that .

Speaker #2: But but , you know , I it's similar to how we got to March . I mean , by the time we got to march , there was $96 million of , maturities .

Speaker #2: And , you know , we had we had chipped away at them from a couple of different ways . And , you know , that's how I would think about September and December

Sean Hayden: All right. Well, I appreciate it. And again, congrats. Been a ride. I don't know if I'd say it was a fun one, but it's been a ride. I appreciate you guys having this call. Thanks.

Sean Haydon: All right. Well, I appreciate it. And again, congrats. Been a ride. I don't know if I'd say it was a fun one, but it's been a ride. I appreciate you guys having this call. Thanks.

Speaker #9: All right . Well , I appreciate it .

Speaker #7: And again , congrats in a it's been a ride . I don't know if I'd say it was a fun one , but it was .

Speaker #7: It's been a ride. So I—I appreciate you guys having this call.

Bryant Riley: Well, I know you've been on the ride, and we appreciate it. You know, we're going forward and, you know, accomplished a lot and are just charging forward. Thank you.

Speaker #2: Well , I know you've been you've been on the ride and we appreciate it . And we're , we're you know , we're going forward and you know , accomplished a lot .

Speaker #2: And , and just are charging forward . But thank you

Sean Hayden: Sounds good. Thank you.

Sean Haydon: Sounds good. Thank you.

Speaker #7: good . Thank you

Operator 2: Thank you, Sean. As a reminder, ladies and gentlemen, if you would like to ask a question, please press star one on your telephone keypad to enter the queue. Once again, that's star, then one on your telephone keypad to enter the queue. Our next question is a follow-up from Amir of Imperial Capital. You may proceed with your question.

Operator: Thank you, Sean. As a reminder, ladies and gentlemen, if you would like to ask a question, please press star one on your telephone keypad to enter the queue. Once again, that's star, then one on your telephone keypad to enter the queue. Our next question is a follow-up from Amer of Imperial Capital. You may proceed with your question.

Speaker #1: Thank you Sean . And as a reminder , ladies and gentlemen , if you would like to ask a question , please press star one on your telephone keypad to enter the queue .

Speaker #1: Once again , that's star . Then one on your telephone keypad to enter the queue . Our next question is a follow up from Amr of Imperial Capital .

Speaker #1: You may proceed with your question

Amer Tiwana: Thank you. I just wanted to dig into the Great American business. Can we talk a little bit about how do you guys value the business on your balance sheet? Secondly, you guys had invested some additional capital for the JOANN liquidation. Can you talk about what kind of return you got or are expecting on those investments?

Speaker #5: And thank you . I just wanted to dig into the great American business . Can we talk a little bit about what how do you guys value the business on on your balance sheet and secondly , you guys had invested some additional capital for the .

Speaker #5: Joanne liquidation . Can you talk about what kind of return you got or are expecting on on those investments ?

Scott Yessner: Yeah.

Bryant Riley: So I'll start-

Scott Yessner: Amir, thank you so much.

Scott Yessner: Amer, thank you so much.

Speaker #4: Yeah .

Speaker #2: So I'll .

Speaker #4: Start . Thank you so much . I'll start with

Bryant Riley: Scott, I'll start with. Go ahead.

Speaker #2: Go ahead .

Scott Yessner: Yeah, I was gonna just touch on the accounting and the booking and that part of it, and then turn to you, Brian. Yeah, so there's the nature of the capital structure at GA Group after we had sold a portion. It now has, you know, roughly 43% to 45% of that business. Because of that structure, we had to use an accounting treatment called hypothetical liquidation at book value method, and it just sort of gives you a book value of that company. When you think about the value of a firm like the GA Group, the balance sheet's not primarily the element to it. It's a fantastic business, which, you know, we've owned for well over a decade.

Speaker #4: Yeah , I was going to just touch on the accounting and the booking and that part of it . So and then turn to you , Brian .

Speaker #4: Yeah. So there's the nature of the capital structure at GA Group. After we had sold a portion of it and now have roughly 43% to 45% of that business, because of that structure, we had to use an accounting treatment called the Hypothetical Liquidation at Book Value method.

Speaker #4: And it just sort of gives you a book value of that company . And when you think about the value of a firm like the GA group , the balance sheet is not primarily the element to it .

Speaker #4: It's it's a fantastic business , which , you know , we've which , you know , we've owned for well over a decade .

Scott Yessner: Part of the reason for my remarks on the call was just to identify that, you know, while we will communicate its performance, as we are required to for the 10-K of the actual business. The valuation on the balance sheet won't move much, and we think that's helpful to communicate to our shareholders and analysts to understand that, you know, the performance of the business may not necessarily be reflective of a hypothetical liquidation book value, which I know everyone is very good at understanding book value versus market value. That's how, sort of how to think about it, is that we want to communicate the performance in its P&L sense and earnings sense, but may not be able to reflect, you know, the actual valuation change in the balance sheet.

Speaker #4: And so the , the part of the reason for my remarks on the call was just to identify that , you know , the well , we will communicate .

Speaker #4: It's performance as we are required to in the 10-K. The actual business, the valuation on the balance sheet, won't move much.

Speaker #4: And we think that's helpful to communicate to our to our shareholders . And , and analysts to understand that , you know , the performance of the business may not necessarily be reflective of a hypothetical liquidation value , which I know everyone is very good at understanding book value versus versus market value .

Speaker #4: And so that's how sort of how to think about it is that we want to communicate the performance in its PNL sense and earnings sense , but may not be able to reflect , you know , the , actual valuation change in the balance sheet .

Scott Yessner: With respect to the equity, you know, the equity returns that we earned on the JOANN's deal, you know, those are very, very high. You know, that was a very, very successful deal for us, something that we were very comfortable in being with. That was part of our means of organizing that partnership with Oaktree, the majority owner now. You know, those are equity participations in transactions or something that we want to supply capital and continue to. We'd also provided some lending last year to that business operation. We want to, outside of our ownership through that equity investment, provide additional capital support the business. Bryant, I'll let you pick it up from there.

Speaker #4: And with respect to the equity , you know , the equity returns that we earned on the John deal , you know , that was , you know , those are very , very high .

Speaker #4: You know , that was very , very successful deal for us . Something that we were very comfortable in being with was part of our means of organizing that partnership with with Oak Tree .

Speaker #4: The , the majority owner now , and those are equity participations in transactions or something that we want to supply cap for . And continue to .

Speaker #4: And we’d also provided some lending last year to that business operation. And so we want to, outside of our ownership through that equity investment, provide additional capital support.

Speaker #4: The business. So, Brian, I'll let you pick it up from there.

Bryant Riley: No, that was perfect. Yep, I wouldn't add anything more.

Speaker #2: No, that was perfect. Yeah, I wouldn't add anything more.

Amer Tiwana: Okay. Thank you, guys. That's all I have.

Speaker #5: Okay . Thank you guys . That's all I have .

Bryant Riley: All right. Thank you.

Speaker #2: All right . Thank you

Operator 2: Thank you. Our next question comes from Jonathan of J.H. Lane Partners. Jonathan, you may proceed with your question.

Operator: Thank you. Our next question comes from Jonathan of J.H. Lane Partners. Jonathan, you may proceed with your question.

Speaker #1: Thank you . Our next question comes from Jonathan of J . H Lane Partners . Jonathan , you may proceed with your question .

[Analyst] (J.H. Lane Partners): Hi, guys. Good afternoon. Thanks very much for the call. Appreciate it. I had a couple quick ones, for you guys. Number one is, what is your ability to sell any of your shares in Babcock for liquidity purposes? Are there any restrictions associated with that, given your significant ownership stake in the company? I have two other follow-ups, maybe if you just wanna answer that one first, and then I'm happy to get to the other questions.

Jonathan Boyar: Hi, guys. Good afternoon. Thanks very much for the call. Appreciate it. I had a couple quick ones, for you guys. Number one is, what is your ability to sell any of your shares in Babcock for liquidity purposes? Are there any restrictions associated with that, given your significant ownership stake in the company? I have two other follow-ups, maybe if you just wanna answer that one first, and then I'm happy to get to the other questions.

Speaker #10: Hi , guys . Good afternoon . Thanks very much for the call . Appreciate it I had a couple quick ones for you guys .

Speaker #10: Number one is: what is your ability to sell any of your shares in Babcock for liquidity purposes? Are there any restrictions associated with that, given your significant ownership stake in the company?

Speaker #10: I have two other follow ups . Maybe if you just want to answer that one first , and then I'm happy to get to the other questions

Bryant Riley: You know, we have been very involved in VW in a number of ways and advisory roles, et cetera. But in terms of restrictions outside of being restricted because we would have information, our shares are subject to Rule 144A requirements, which means that because we own a fair amount of shares, we would have to measure the volume per month of those shares. But the volume of that company is far more than the shares that we own. We do have a requirement to follow some volume restrictions based on our ownership, but they are not. They don't come into play with volumes here.

Speaker #2: So we are we've been very involved in P.W. in a number of ways . And advisory roles , etc. . But in terms of restrictions outside of being restricted , because we would have information , our shares of subject to 144 , a requirements , which means that because we own a fair amount of shares , we would have to measure the volume per month of those shares .

Speaker #2: But the volume of those of that company is far more than the shares that we own. So we do have a requirement to follow some volume restrictions based on our ownership.

Speaker #2: But they are not—they don't come into play with volumes here.

[Analyst] (J.H. Lane Partners): Okay, great. Then just any, you know, I've been following this story for a little bit. You guys have made, obviously, a lot of progress. Is there any general comments you could provide to the broader market about changes maybe at the governance level, you know, given obviously, it's obviously great that you got the positive litigation ruling today or yesterday. For some new to the story and perhaps for people to just understand, there's a lot that went on here in the last couple years. You know, have you had changes to the board, other than changing your auditor? You know, is the law firm that you had worked with closely over the last couple years still kind of involved in your company at all?

Jonathan Boyar: Okay, great. Then just any, you know, I've been following this story for a little bit. You guys have made, obviously, a lot of progress. Is there any general comments you could provide to the broader market about changes maybe at the governance level, you know, given obviously, it's obviously great that you got the positive litigation ruling today or yesterday. For some new to the story and perhaps for people to just understand, there's a lot that went on here in the last couple years. You know, have you had changes to the board, other than changing your auditor? You know, is the law firm that you had worked with closely over the last couple years still kind of involved in your company at all?

Speaker #10: Okay , great . And then just any you know , I've been following this story for a little bit . You guys have made obviously a lot of progress .

Speaker #10: Is there any general comment you could comments you could provide to the broader market about changes ? Maybe at the governance level , you know , given obviously it's obviously great that you got the positive litigation ruling today or yesterday .

Speaker #10: But for some new to the story, and perhaps for people to just understand, there's a lot that went on here the last couple of years. You know, have you had changes to the board other than changing your auditor?

Speaker #10: Is the law firm that you had worked with closely over the last couple of years still kind of involved in your company at all ?

[Analyst] (J.H. Lane Partners): How can we understand kind of old co and new co just understanding that, you know, is this kind of a new company, new stage? You know, obviously, some of management have been the same, but, you know, is there any kind of fresh moves on the board? Just a sense of, you know, how we're moving from the old co into the new co.

Jonathan Boyar: How can we understand kind of old co and new co just understanding that, you know, is this kind of a new company, new stage? You know, obviously, some of management have been the same, but, you know, is there any kind of fresh moves on the board? Just a sense of, you know, how we're moving from the old co into the new co.

Speaker #10: Like , how can we understand kind of old and new co just understanding that , you know , is , is this kind of a new company , new stage , you know , obviously some management have been the same , but you know , is there any kind of fresh moves on the board and just a sense of how their going into the new Co

Bryant Riley: There hasn't been any new members of the board. I think you can tell by, you know, as you may know, we had a lot of governance around investigations and things like that. I think that since you're newer to the story and I certainly appreciate the dynamics around, you know, FRG. But BW, which you spoke of, was not a dissimilar situation. That's a 20-year relationship with a management team and, you know, that company obviously with our help and with the number of the management team has really ended up having great returns for us. You're balancing things that, you know, you've done in the past and things the way you're gonna look in the future and what is best for the business.

Speaker #2: There , hasn't there hasn't been any new members of the board . I think you can tell by , you know , as as you may know , we had a lot of governance around investigations and things like that .

Speaker #2: I think that since you're newer to the story and I certainly appreciate the dynamics around , you know , f g , but BW , which you spoke of was , was not a dissimilar situation .

Speaker #2: That's a 20 year relationship with a management team . And you know , that that company obviously with , with our help and with the number of the management team has really ended up having great returns for us .

Speaker #2: And so you're balancing things that , you know , you've done in the past and things and the way you're going to look in the future and , and what is best for the business .

Bryant Riley: I think that certainly we have obviously, Scott Yessner is here, and we've implemented, you know, I think the proper amount of procedures, and I think our board is incredibly additive and, you know, we have a new auditor, which, you know, we're very thankful for. I think that's how I'd answer it. I think I feel good about the procedures we have in place and, you know, balancing the opportunities with, you know, creating the right environment for everyone. I think the disclosures we're providing that Scott's providing is more and more, and we're trying to, you know, walk the right line between, you know, thinking about the dynamic of an FRG, but also realizing that a lot of the, you know, opportunities we have in front of us are gonna be, you know, we need to take advantage of. Tom or Scott

Speaker #2: And I think that certainly we have obviously , Scott Yessner is here and we've , we've , we've implemented , you know , I think the proper amount of procedures .

Speaker #2: And I think our board is incredibly additive . And , you know , we have a new auditor , which , you know , we're we're very thankful for .

Speaker #2: And so I wouldn't I think that's how I'd answer it . I think I feel good about the procedures we have in place and , and , you know , and balancing the opportunities with , you know , creating the right environment for , for everyone .

Bryant Riley: I think the disclosures we're providing that Scott's providing is more and more, and we're trying to, you know, walk the right line between, you know, thinking about the dynamic of an FRG, but also realizing that a lot of the, you know, opportunities we have in front of us are gonna be, you know, we need to take advantage of. Tom or Scott

Speaker #2: And I think the disclosures were providing that Scott's providing is , is more and more . And we're trying to , you know , we're trying to walk the right line between , you know , thinking about the dynamic of an FRG , but also realizing that a lot of the , you know , opportunities we have in front of us are going to be , you know , we need to take advantage of so , oh , Thomas Kelleher .

[Analyst] (J.H. Lane Partners): That's very helpful, and I appreciate it. I just would note that obviously, like, a situation like Babcock is just now such a meaningful part of the situation where, you know, in the past, like, obviously FRG ended up being a very significant part of the story. Obviously not comparing the two, but just in terms of, like, as a percentage of your, you know, value and assets is something cognizant to the markets in terms of people that invest with you. Obviously, that's, you know, the more diversified you could be, I think, the better.

Speaker #10: I yeah , that's that's very helpful . And I appreciate it . I just , I just would note that obviously like a situation like Babcock is just now such a meaningful part of the situation where , you know , in the past , like obviously FRG ended up being a very significant part of the story .

Jonathan Boyar: That's very helpful, and I appreciate it. I just would note that obviously, like, a situation like Babcock is just now such a meaningful part of the situation where, you know, in the past, like, obviously FRG ended up being a very significant part of the story. Obviously not comparing the two, but just in terms of, like, as a percentage of your, you know, value and assets is something cognizant to the markets in terms of people that invest with you. Obviously, that's, you know, the more diversified you could be, I think, the better. The last question I had would be, is there any update on liquidity or maybe your cash position or something you could provide to us, as of 31 March or post those transactions you did and post the bond pay down that took place at the end of March, I guess, now?

Speaker #10: Obviously not comparing the two , but just in terms of like as a percentage of your , you know , value and assets , something cognizant from the , you know , from the markets in terms of people that invest with you .

Speaker #10: Obviously that's , the more diversified you could be . I think the better . And then the last question I had would be , is there any update on liquidity or maybe your cash position or something you could provide to us ?

[Analyst] (J.H. Lane Partners): The last question I had would be, is there any update on liquidity or maybe your cash position or something you could provide to us, as of 31 March or post those transactions you did and post the bond pay down that took place at the end of March, I guess, now?

Speaker #10: As of 331 or post those transactions , you did in post the bond pay down . That was that took place at the end of at the end of March , I guess .

Bryant Riley: Yeah. I mean, we're gonna be back on the phone hopefully in five weeks, right? I think maybe my auditors are listening, so that's absolutely a hope for four or five weeks. We'll get back to you. We're not providing guidance right now. Hopefully, you know, we'll be back

Speaker #10: Now .

Speaker #2: Yeah . So I mean , we're going to be back on the phone hopefully in five weeks , right ? I think my , my orders are listening .

Speaker #2: So that's a, that's a, that's absolutely a hope for four or five weeks. So, so we'll get back to you.

Speaker #2: We're not providing guidance right now . So , so hopefully , you know .

[Analyst] (J.H. Lane Partners): No, that's okay. Yeah, yeah. Okay. I apologize. I wasn't looking for guidance. I was just looking for actual right now. I'm not looking for much forward. I appreciate the time, guys. Thank you for the call.

Jonathan Boyar: No, that's okay. Yeah, yeah. Okay. I apologize. I wasn't looking for guidance. I was just looking for actual right now. I'm not looking for much forward. I appreciate the time, guys. Thank you for the call.

Speaker #10: That's okay . Yeah . yeah . Okay . I apologize , I wasn't looking for guidance . I was just looking for actual right now .

Speaker #10: But I'm not looking for much forward. But I appreciate the time, guys. Thank you for the call.

Bryant Riley: Thank you.

Speaker #2: Thank you .

Operator 1: Thank you.

Operator: Thank you.

Speaker #4: Thank you

Operator 2: Thank you, Jonathan. Once again, if you would like to ask a question, please press star one on your telephone keypad to enter the queue. Once more, that's star then one on your telephone keypad to enter the queue. We will pause here briefly to allow any further questions to generate. One final call. That's star then one-

Operator: Thank you, Jonathan. Once again, if you would like to ask a question, please press star one on your telephone keypad to enter the queue. Once more, that's star then one on your telephone keypad to enter the queue. We will pause here briefly to allow any further questions to generate. One final call. That's star then one-

Speaker #1: Thank you, Jonathan. And once again, if you would like to ask a question, please press star one on your telephone keypad to enter the queue once more.

Speaker #1: That's star then one on your telephone keypad to enter the queue , we will pause here briefly to allow any further questions to generate One final call at star , then one on your telephone keypad .

Bryant Riley: All right.

Operator 2: -on your telephone keypad into the queue.

Operator: -on your telephone keypad into the queue.

Speaker #1: Enter the Q .

Bryant Riley: I think, operator, we're good. Thank you. Just before we go, you know, I'll just speak personally as we've gone through this last couple years and where we are and the momentum we have, and I'm just humbled by the team that we work with every day, and the new team members. It's been just an amazing experience to be able to be in a situation where you latch arms and you go and you battle, and we're seeing the rewards of that. I think that the people that have been fighting through it are seeing the rewards of that. Very thankful for this team, very thankful for TK and Scott and everybody else from our team on the call.

Speaker #2: I think . Operator , I think we're good . Thank you . So . Just before we go , I you know , I'll just speak personally as we've gone through this , this last couple of years and where we are and momentum , we have .

Speaker #2: And I'm just humbled by the team that we work with every day . And the new team members . It's been a just an amazing experience to , to be able to be in a situation where you latch arms and you go and you battle and , and we're seeing the rewards of that .

Speaker #2: And I think that the people that have been fighting through it are seeing the rewards of that. So, very thankful for this team.

Speaker #2: Very thankful for for TC and Scott and everybody else from from our team on the call . And we're excited to be able to have a quarterly earnings call that will be , you know , normal and normalized and , and have a regular cadence .

Bryant Riley: We're excited to be able to have a quarterly earnings call that will be, you know, normal and normalized and have a regular cadence. Thank you very much and really appreciate everyone for joining.

Speaker #2: So thank you very much . And really appreciate everyone for joining

Operator 2: This concludes today's Evercall. A replay will be made available shortly after today's call. Thank you and have a great day.

Operator: This concludes today's Evercall. A replay will be made available shortly after today's call. Thank you and have a great day.

Speaker #1: This concludes today's ever call . A replay will be made available shortly after today's call . Thank you and have a great day

Operator 1: The host has ended this call. Goodbye.

Operator: The host has ended this call. Goodbye.

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