UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): August 10, 2015
B. RILEY FINANCIAL, INC.
(Exact name of registrant as specified in its charter)
Delaware | 000-54010 | 27-0223495 | ||
(State or other jurisdiction of incorporation) |
(Commission File Number) | (IRS Employer Identification No.) |
21860 Burbank Boulevard, Suite 300 South Woodland Hills, California |
91367 | |
(Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: (818) 884-3737
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |
☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |
☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |
☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 2.02. Results of Operations and Financial Condition.
On August 10, 2015, B. Riley Financial, Inc. (the “Company”), formerly known as Great American Group, Inc., issued a press release reporting its financial results for the fiscal quarter ended June 30, 2015. A copy of the press release is attached hereto as Exhibit 99.1.
The information set forth in this Current Report, including Exhibit 99.1 attached hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of such section. The information in this Current Report, including Exhibit 99.1 attached hereto, shall not be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing to this Current Report.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
Exhibit No. |
Description | |
99.1 | Earnings Release dated August 10, 2015 | |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
August 10, 2015 | B. RILEY FINANCIAL, INC. | |
By: | /s/ Phillip J. Ahn | |
Name: Phillip J. Ahn | ||
Title: Chief Financial Officer and | ||
Chief Operating Officer |
Exhibit 99.1
B. Riley Financial Reports Second Quarter 2015 Results
· | Record Quarterly Revenue of $45.5M Drives Adjusted EBITDA of $15.5M and Net Income of $8.7M or $0.53 per Diluted Share |
· | Dividend of $0.20 per Share Declared for Stockholders of Record as of August 25, 2015 |
LOS ANGELES – August 10, 2015 – B. Riley Financial, Inc. (NASDAQ: RILY), a diversified provider of financial and business advisory services, reported financial results for the second quarter ended June 30, 2015.
Second Quarter 2015 Operational Highlights
· Completed retail liquidation transactions for Target Canada, Schoenenreus and CACHE stores.
· Capital Markets segment revenue increased to $13.7 million, representing an 82% increase over the proforma segment revenue for the prior-year period.
· Great American Capital Partners led a $17.5 million senior secured term loan financing to Hancock Fabrics.
Second Quarter 2015 Financial Results
Total revenues for the second quarter of 2015 were a record $45.5 million, which represented an increase of 204% compared to $15.0 million in the same year-ago period. The substantial improvement was primarily attributable to the increase in income from operations from the company’s auction and liquidation segment, as well as the inclusion of B. Riley & Co.’s full quarter results in the second quarter of 2015. The total revenue of $45.5 million in the second quarter represented an increase of 106% compared to proforma revenue of $22.1 million in the year-ago period, which includes a full quarter of B. Riley & Co.’s results.
· | Capital Markets Segment: B. Riley & Co.’s investment banking, wealth management, and sales and trading revenue totaled $13.7 million, and generated $4.1 million of segment income. This compares to revenue of $367,000 and a loss of $163,000 in the year-ago period, which included results for B. Riley & Co.’s operations from June 18, 2014 to June 30, 2014. The $13.7 million of segment revenue represents an increase of 82% over proforma segment revenue of $7.5 million in the year-ago period, which includes a full quarter of B. Riley & Co. results. |
· | Valuation and Appraisal Segment: Revenue was $7.8 million compared to $8.5 million in the same year-ago period. Segment income for the quarter totaled $2.3 million, a decrease of 2% compared to $2.3 million from the year-ago period. |
· | Auction and Liquidation Segment: Revenue totaled $24.0 million, an increase from $6.1 million in the same year-ago period. Revenue from the sale of goods was $6.0 million compared to none in the same year-ago period. Segment income for the quarter totaled $11.9 million, a significant increase from $629,000 in the same year-ago period. |
Adjusted EBITDA (earnings before interest, taxes, depreciation, amortization, and amortization of non-cash stock-based compensation) for the second quarter of 2015 increased to $15.5 million from $2.9 million in the same year-ago period (see “Use of Non-GAAP Financial Measures,” below for further discussion of this non-GAAP term).
Net income for the second quarter of 2015 totaled $8.7 million or $0.53 per diluted share, an improvement from a net loss of $0.8 million or $(0.16) per diluted share in the same year-ago period.
At June 30, 2015, the company had $42.1 million of unrestricted cash, $0.5 million of restricted cash, and $5.6 million of net investments in securities. Shareholder equity at June 30, 2015 totaled $112.5 million.
Declaration of Dividend
The company’s board of directors approved a $0.20 per share dividend, which will be paid on or about September 10, 2015 to stockholders of record as of August 25, 2015.
Management Commentary
“Q2 was a record quarter for B. Riley Financial,” said the company’s chairman and CEO, Bryant Riley. “Our strong financial performance was driven by a number of key factors, including the completion of several large retail liquidation projects, as well as continued momentum in our investment banking and sales and trading practices. Our solid results also demonstrate the earnings power of our platform, as well as our ability to capture synergies, further diversify our revenue base, and capitalize on attractive opportunities in our capital markets and liquidation businesses.
“During Q2, we continued to grow our business by expanding our portfolio of services and team of professionals. This included launching our direct lending platform, GA Capital Partners; the bolstering of our technology banking practice, with the addition of the J. Moore team; and the integration of MK Capital Advisors, which was rebranded as B. Riley Wealth Management. We plan to continue to selectively pursue opportunities that we believe provide synergistic benefits to our overall company.
“We are encouraged by the results we were able to achieve in the first half of the year. We will continue to focus on increasing our recurring revenue streams, maintaining operating discipline, and opportunistically creating outsized opportunities.”
Conference Call
B. Riley Financial will host an investor conference call today (August 10, 2015) at 4:30 p.m. Eastern time. The company’s chairman and CEO, Bryant Riley, President Tom Kelleher, and CFO and COO, Phillip Ahn, will host the conference call, followed by a question and answer period.
Please call the conference telephone number 10 minutes prior to the start time. An operator will register your name and organization. If you have any difficulty connecting with the conference call, please contact Liolios Group at 949-574-3860.
Toll-Free Number: 877-407-0789
International Number: 201-689-8562
The conference call will be broadcasted live and available for replay via the investor relations section of the company’s website at http://ir.brileyfin.com.
A replay of the call will be available after 7:30 p.m. Eastern time through August 17, 2015.
Toll-Free Replay Number: 877-870-5176
International Replay Number: 858-384-5517
Replay ID: 13616485
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About B. Riley Financial, Inc.
B. Riley Financial, Inc. (NASDAQ: RILY) provides collaborative financial services and solutions through several subsidiaries, including: B. Riley & Co. LLC, a leading investment bank which provides corporate finance, research, and sales & trading to corporate, institutional and high net worth individual clients; Great American Group, LLC, a leading provider of advisory and valuation services, asset disposition and auction solutions, and commercial lending services; B. Riley Capital Management, LLC, an SEC registered Investment Advisor, which includes B. Riley Asset Management, a provider of investment products to institutional and high net worth investors, and B. Riley Wealth Management (formally MK Capital Advisors), a multi-family office practice and wealth management firm focused on the needs of ultra-high net worth individuals and families; and Great American Capital Partners, a provider of senior secured loans and second lien secured loan facilities to middle market public and private U.S. companies.
B. Riley Financial is headquartered in Los Angeles with offices in major financial markets throughout the United States and Europe. For more information on B. Riley Financial, visit www.brileyfin.com.
Forward-Looking Statements
This press release may contain forward-looking statements by B. Riley Financial that are not based on historical fact, including, without limitation, statements containing the words "expects," "anticipates," "intends," "plans," "believes," "seeks," "estimates" and similar expressions and statements. Such forward looking statements include, but are not limited to, express or implied statements regarding future financial performance, as well as statements regarding how management sees opportunities to grow and broaden the firm. Because these forward-looking statements involve known and unknown risks and uncertainties, there are important factors that could cause actual results, events or developments to differ materially from those expressed or implied by these forward-looking statements. Such factors include our ability to successfully integrate recent acquisitions, loss of key personnel, our ability to manage growth, the potential loss of financial institution clients, the timing of completion of significant engagements, and those risks described from time to time in B. Riley Financial's filings with the SEC, including, without limitation, the risks described in B. Riley Financial's (f/k/a Great American Group, Inc.) Annual Report on Form 10-K for the year ended December 31, 2014 under the captions "Risk Factors" and "Management's Discussion and Analysis of Financial Condition and Results of Operations." These factors should be considered carefully and readers are cautioned not to place undue reliance on such forward-looking statements. All information is current as of the date this press release is issued, and B. Riley Financial undertakes no duty to update this information.
Note Regarding Use of Non-GAAP Financial Measures
Certain of the information set forth herein, including adjusted EBITDA, pro forma financial information and proforma adjusted EBITDA, may be considered non-GAAP financial measures. B. Riley Financial believes this information is useful to investors because it provides a basis for measuring the Company’s available capital resources, the operating performance of its business and its cash flow, excluding net interest expense, provisions for income taxes, depreciation, amortization and stock-based compensation that would normally be included in the most directly comparable measures calculated and presented in accordance with Generally Accepted Accounting Principles ("GAAP"). In addition, the Company’s management uses these non-GAAP financial measures along with the most directly comparable GAAP financial measures in evaluating the Company’s operating performance, capital resources and cash flow. Non-GAAP financial measures should not be considered in isolation from, or as a substitute for, financial information presented in compliance with GAAP, and non-financial measures as reported by the Company may not be comparable to similarly titled amounts reported by other companies. The non-GAAP measures are described above and are reconciled to the corresponding GAAP measure in the unaudited condensed consolidated financial statements portion of this release under the headings "Adjusted EBITDA and Pro Forma EBITDA Reconciliation" and “Pro Forma Financial Information.”
Investor Contact:
Scott Liolios or Matt Glover
Liolios Group, Inc.
949-574-3860
rily@liolios.com
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B. RILEY FINANCIAL, INC. (f/k/a GREAT AMERICAN GROUP, INC.) AND SUBSIDIARIES | ||||||||
CONDENSED CONSOLIDATED BALANCE SHEETS | ||||||||
(Dollars in thousands, except par value) |
June 30, | December 31, | |||||||
2015 | 2014 | |||||||
(Unaudited) | ||||||||
Assets | ||||||||
Current assets: | ||||||||
Cash and cash equivalents | $ | 42,128 | $ | 21,600 | ||||
Restricted cash | 502 | 7,657 | ||||||
Securities owned, at fair value | 13,682 | 17,955 | ||||||
Accounts receivable, net | 23,424 | 10,098 | ||||||
Advances against customer contracts | 3,146 | 16,303 | ||||||
Due from related parties | 1,097 | — | ||||||
Goods held for sale or auction | 39 | 4,117 | ||||||
Deferred income taxes | 4,645 | 6,420 | ||||||
Prepaid expenses and other current assets | 1,229 | 3,795 | ||||||
Total current assets | 89,892 | 87,945 | ||||||
Property and equipment, net | 729 | 776 | ||||||
Goodwill | 34,528 | 27,557 | ||||||
Other intangible assets, net | 4,991 | 2,799 | ||||||
Deferred income taxes | 15,457 | 19,181 | ||||||
Other assets | 1,748 | 732 | ||||||
Total assets | $ | 147,345 | $ | 138,990 | ||||
Liabilities and Equity (Deficit) | ||||||||
Current liabilities: | ||||||||
Accounts payable and accrued liabilities | $ | 21,071 | $ | 12,233 | ||||
Due to related parties | — | 213 | ||||||
Auction and liquidation proceeds payable | — | 665 | ||||||
Securities sold not yet purchased | 8,057 | 746 | ||||||
Mandatorily redeemable noncontrolling interests | 2,617 | 2,922 | ||||||
Asset based credit facility | — | 18,506 | ||||||
Revolving credit facility | 127 | 56 | ||||||
Notes payable | — | 6,570 | ||||||
Contingent consideration - current portion | 1,195 | — | ||||||
Total current liabilities | 33,067 | 41,911 | ||||||
Contingent consideration, net of current portion | 1,107 | — | ||||||
Total liabilities | 34,174 | 41,911 | ||||||
Commitments and contingencies | ||||||||
B. Riley Financial, Inc. stockholders' equity (deficit): | ||||||||
Preferred stock, $0.0001 par value; 10,000,000 shares authorized; none issued | — | — | ||||||
Common stock, $0.0001 par value; 135,000,000 shares authorized; 16,305,236 | ||||||||
and 15,968,607 issued and outstanding as of June 30, 2015 and December 31, 2014, | ||||||||
respectively | 2 | 2 | ||||||
Additional paid-in capital | 115,671 | 110,598 | ||||||
Retained earnings (deficit) | (2,523 | ) | (12,891 | ) | ||||
Accumulated other comprehensive income (loss) | (656 | ) | (648 | ) | ||||
Total B. Riley Financial, Inc. stockholders' equity (deficit) | 112,494 | 97,061 | ||||||
Noncontrolling interests | 677 | 18 | ||||||
Total equity (deficit) | 113,171 | 97,079 | ||||||
Total liabilities and equity (deficit) | $ | 147,345 | $ | 138,990 |
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B. RILEY FINANCIAL, INC. (f/k/a GREAT AMERICAN GROUP, INC.) AND SUBSIDIARIES | |||||||||||||||
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS | |||||||||||||||
(Unaudited) | |||||||||||||||
(Dollars in thousands, except share data) |
Three Months Ended | Six Months Ended | |||||||||||||||
June 30, | June 30, | |||||||||||||||
2015 | 2014 | 2015 | 2014 | |||||||||||||
Revenues: | ||||||||||||||||
Services and fees | $ | 39,442 | $ | 14,947 | $ | 61,026 | $ | 27,332 | ||||||||
Sale of goods | 6,019 | — | 10,466 | 9,268 | ||||||||||||
Total revenues | 45,461 | 14,947 | 71,492 | 36,600 | ||||||||||||
Operating expenses: | ||||||||||||||||
Direct cost of services | 8,931 | 5,807 | 15,317 | 11,866 | ||||||||||||
Cost of goods sold | 2,181 | — | 3,071 | 9,064 | ||||||||||||
Selling, general and administrative | 19,679 | 10,196 | 32,973 | 17,984 | ||||||||||||
Total operating expenses | 30,791 | 16,003 | 51,361 | 38,914 | ||||||||||||
Operating income (loss) | 14,670 | (1,056 | ) | 20,131 | (2,314 | ) | ||||||||||
Other income (expense): | ||||||||||||||||
Interest income | 3 | 4 | 5 | 6 | ||||||||||||
Interest expense | (419 | ) | (449 | ) | (671 | ) | (1,077 | ) | ||||||||
Income (loss) before income taxes | 14,254 | (1,501 | ) | 19,465 | (3,385 | ) | ||||||||||
(Provision) benefit for income taxes | (5,685 | ) | 594 | (7,460 | ) | 1,408 | ||||||||||
Net income (loss) | 8,569 | (907 | ) | 12,005 | (1,977 | ) | ||||||||||
Net income (loss) attributable to noncontrolling interests | (95 | ) | (130 | ) | 659 | 134 | ||||||||||
Net income (loss) attributable to B. Riley Financial, Inc. | $ | 8,664 | $ | (777 | ) | $ | 11,346 | $ | (2,111 | ) | ||||||
Basic earnings (loss) per share | $ | 0.53 | $ | (0.16 | ) | $ | 0.70 | $ | (0.66 | ) | ||||||
Diluted earnings (loss) per share | $ | 0.53 | $ | (0.16 | ) | $ | 0.70 | $ | (0.66 | ) | ||||||
Weighted average basic shares outstanding | 16,237,860 | 4,972,203 | 16,177,824 | 3,212,929 | ||||||||||||
Weighted average diluted shares outstanding | 16,310,829 | 4,972,203 | 16,236,748 | 3,212,929 |
5
B. RILEY FINANCIAL, INC. (f/k/a GREAT AMERICAN GROUP, INC.) AND SUBSIDIARIES | |||||||||||||
CONSOLIDATED STATEMENT OF CASH FLOWS | |||||||||||||
(Dollars in thousands) | |||||||||||||
(Unaudited) |
Six Months Ended | ||||||||
June 30, | ||||||||
2015 | 2014 | |||||||
Cash flows from operating activities: | ||||||||
Net income (loss) | $ | 12,005 | $ | (1,977 | ) | |||
Adjustments to reconcile net loss to net cash provided by operating | ||||||||
activities: | ||||||||
Depreciation and amortization | 421 | 264 | ||||||
Provision for credit losses | 255 | 33 | ||||||
Share based payments | 416 | — | ||||||
Effect of foreign currency on operations | 5 | (44 | ) | |||||
Non-cash interest | 73 | — | ||||||
Deferred income taxes | 5,499 | (1,410 | ) | |||||
Income allocated to mandatorily redeemable noncontrolling interests | ||||||||
and redeemable noncontrolling interests | 1,116 | 1,281 | ||||||
Change in operating assets and liabilities: | ||||||||
Accounts receivable and advances against customer contracts | (439 | ) | (2,621 | ) | ||||
Lease finance receivable | — | 107 | ||||||
Due from related party | (1,310 | ) | (288 | ) | ||||
Securities owned | 4,273 | (1,110 | ) | |||||
Goods held for sale or auction | 52 | 9,058 | ||||||
Prepaid expenses and other assets | (1,414 | ) | (459 | ) | ||||
Accounts payable and accrued expenses | 9,218 | (2,531 | ) | |||||
Securities sold, not yet purchased | 7,311 | 5,567 | ||||||
Auction and liquidation proceeds payable | (665 | ) | — | |||||
Net cash provided by operating activities | 36,816 | 5,870 | ||||||
Cash flows from investing activities: | ||||||||
Acquisition of MK Capital, net of cash acquired of $49 | (2,451 | ) | — | |||||
Purchases of property and equipment | (171 | ) | (42 | ) | ||||
Proceeds from sale of property and equipment | 4 | — | ||||||
Decrease in note receivable - related party | — | 1,200 | ||||||
Cash acquired in acquisition of B. Riley & Co., Inc. | — | 2,491 | ||||||
Decrease in restricted cash | 7,155 | 243 | ||||||
Net cash (used in) provided by investing activities | 4,537 | 3,892 | ||||||
Cash flows from financing activities: | ||||||||
Repayment of asset based credit facility | (18,506 | ) | (5,710 | ) | ||||
Proceeds from revolving line of credit | 71 | 1,019 | ||||||
Proceeds from note payable - related party | 4,500 | — | ||||||
Repayment of note payable - related party | (4,500 | ) | — | |||||
Repayment of notes payable and long-term debt | — | (30,925 | ) | |||||
Proceeds from issuance of common stock | — | 51,240 | ||||||
Dividends paid | (978 | ) | — | |||||
Distribution to mandatorily redeemable noncontrolling interests | (1,421 | ) | (1,249 | ) | ||||
Net cash (used in) provided by financing activities | (20,834 | ) | 14,375 | |||||
Increase in cash and cash equivalents | 20,519 | 24,137 | ||||||
Effect of foreign currency on cash | 9 | 39 | ||||||
Net increase in cash and cash equivalents | 20,528 | 24,176 | ||||||
Cash and cash equivalents, beginning of period | 21,600 | 18,867 | ||||||
Cash and cash equivalents, end of period | $ | 42,128 | $ | 43,043 | ||||
Supplemental disclosures: | ||||||||
Interest paid | $ | 413 | $ | 1,107 | ||||
Taxes paid | $ | 695 | $ | 2 |
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B. RILEY FINANCIAL, INC. (f/k/a GREAT AMERICAN GROUP, INC.) AND SUBSIDIARIES | ||||||||||||||||
Segment Financial Information | ||||||||||||||||
(Unaudited) | ||||||||||||||||
(Dollars in thousands) |
Three Months Ended | Six Months Ended | |||||||||||||||
June 30, | June 30, | |||||||||||||||
2015 | 2014 | 2015 | 2014 | |||||||||||||
Auction and Liquidation reportable segment: | ||||||||||||||||
Revenues - Services and fees | $ | 18,012 | $ | 6,085 | $ | 23,134 | $ | 11,230 | ||||||||
Revenues - Sale of goods | 6,019 | — | 10,466 | 9,268 | ||||||||||||
Total revenues | 24,031 | 6,085 | 33,600 | 20,498 | ||||||||||||
Direct cost of services | (5,337 | ) | (2,333 | ) | (8,920 | ) | (5,038 | ) | ||||||||
Cost of goods sold | (2,181 | ) | — | (3,071 | ) | (9,064 | ) | |||||||||
Selling, general, and administrative expenses | (4,500 | ) | (3,092 | ) | (6,465 | ) | (5,832 | ) | ||||||||
Depreciation and amortization | (93 | ) | (31 | ) | (102 | ) | (73 | ) | ||||||||
Segment income | 11,920 | 629 | 15,042 | 491 | ||||||||||||
Valuation and Appraisal reportable segment: | ||||||||||||||||
Revenues - Services and fees | 7,773 | 8,495 | 15,027 | 15,735 | ||||||||||||
Direct cost of services | (3,594 | ) | (3,474 | ) | (6,397 | ) | (6,828 | ) | ||||||||
Selling, general, and administrative expenses | (1,854 | ) | (2,638 | ) | (4,434 | ) | (5,213 | ) | ||||||||
Depreciation and amortization | (35 | ) | (38 | ) | (69 | ) | (76 | ) | ||||||||
Segment income | 2,290 | 2,345 | 4,127 | 3,618 | ||||||||||||
Capital markets reportable segment: | ||||||||||||||||
Revenues - Services and fees | 13,657 | 367 | 22,865 | 367 | ||||||||||||
Selling, general, and administrative expenses | (9,429 | ) | (519 | ) | (15,924 | ) | (519 | ) | ||||||||
Depreciation and amortization | (143 | ) | (11 | ) | (250 | ) | (11 | ) | ||||||||
Segment income (loss) | 4,085 | (163 | ) | 6,691 | (163 | ) | ||||||||||
Consolidated operating income from reportable | ||||||||||||||||
segments | 18,295 | 2,811 | 25,860 | 3,946 | ||||||||||||
Corporate and other expenses | (3,625 | ) | (3,867 | ) | (5,729 | ) | (6,260 | ) | ||||||||
Interest income | 3 | 4 | 5 | 6 | ||||||||||||
Interest expense | (419 | ) | (449 | ) | (671 | ) | (1,077 | ) | ||||||||
Income (loss) before income taxes | 14,254 | (1,501 | ) | 19,465 | (3,385 | ) | ||||||||||
(Provision) benefit for income taxes | (5,685 | ) | 594 | (7,460 | ) | 1,408 | ||||||||||
Net income (loss) | 8,569 | (907 | ) | 12,005 | (1,977 | ) | ||||||||||
Net (loss) income attributable to noncontrolling interests | (95 | ) | (130 | ) | 659 | 134 | ||||||||||
Net income (loss) attributable to B. Riley Financial, Inc. | $ | 8,664 | $ | (777 | ) | $ | 11,346 | $ | (2,111 | ) |
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B. RILEY FINANCIAL, INC. (f/k/a GREAT AMERICAN GROUP, INC.) AND SUBSIDIARIES | ||||||||||||||||
Adjusted EBITDA And Proforma Adjusted EBITDA Reconciliation | ||||||||||||||||
(Unaudited) | ||||||||||||||||
(Dollars in thousands) |
Three Months Ended | Six Months Ended | |||||||||||||||
June 30, | June 30, | |||||||||||||||
2015 | 2014 | 2015 | 2014 | |||||||||||||
Adjusted EBITDA and Proforma Adjusted EBITDA Reconciliation: | ||||||||||||||||
Net income (loss) as reported | $ | 8,664 | $ | (777 | ) | $ | 11,346 | $ | (2,111 | ) | ||||||
Adjustments: | ||||||||||||||||
Provision (benefit) for income taxes | 5,685 | (593 | ) | 7,460 | (1,407 | ) | ||||||||||
Interest expense | 418 | 449 | 671 | 1,077 | ||||||||||||
Interest income | (3 | ) | (4 | ) | (5 | ) | (6 | ) | ||||||||
Depreciation and amortization | 226 | 133 | 421 | 264 | ||||||||||||
Share based payments | 466 | — | 466 | — | ||||||||||||
Transaction costs related to B. Riley & Co., Inc. acquisition | — | 995 | — | 995 | ||||||||||||
Severance costs and compensation expense for fair value adjustment for | ||||||||||||||||
mandatorily redeemable noncontrolling interests | — | 914 | — | 914 | ||||||||||||
Total EBITDA adjustments | 6,792 | 1,894 | 9,013 | 1,837 | ||||||||||||
Adjusted EBITDA | $ | 15,456 | $ | 1,117 | $ | 20,359 | $ | (274 | ) | |||||||
Proforma Adjusted EBITDA for B. Riley & Co., Inc. operations and | ||||||||||||||||
new employment agreements | — | 1,813 | — | 3,282 | ||||||||||||
Proforma Adjusted EBITDA | $ | 15,456 | $ | 2,930 | $ | 20,359 | $ | 3,008 |
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B. RILEY FINANCIAL, INC. (f/k/a GREAT AMERICAN GROUP, INC.) AND SUBSIDIARIES | |||||||||||||||
Proforma Financial Information | |||||||||||||||
(Unaudited) | |||||||||||||||
(Dollars in thousands, except share data) |
Three Months Ended June 30, | Six Months Ended June 30, | |||||||
2014 | 2014 | |||||||
Proforma | Proforma | |||||||
Proforma Revenues By Segment: | ||||||||
Auction and Liquidation reportable segment | $ | 6,085 | $ | 20,498 | ||||
Valuation and Appraisal reportable segment | 8,495 | 15,735 | ||||||
Capital markets reportable segment | 7,489 | 14,881 | ||||||
Total Proforma Revenue | $ | 22,069 | $ | 51,114 | ||||
Proforma net income (loss) | $ | 268 | $ | (235 | ) | |||
Basic income (loss) per share | $ | 0.03 | $ | (0.03 | ) | |||
Diluted income (loss) per share | $ | 0.03 | $ | (0.03 | ) | |||
Weighted average basic shares outstanding | 8,561,982 | 7,100,203 | ||||||
Weighted average diluted shares outstanding | 8,622,224 | 7,100,203 |
9