US Market News
2月前
B. Riley Securities Reports Fourth Quarter and Full Year 2025 ResultsApril 29, 2026 7:32 AM
PR Newswire (US)
ARLINGTON, Va., April 29, 2026 /PRNewswire/ -- B. Riley Securities Holdings, Inc. ("B. Riley Securities," "BRS" or the "Company"), a leading full-service investment bank, today announced its financial results for the fourth quarter and fiscal year ended December 31, 2025.
Strategic & Financial Highlights Executed over 200 client transactions raising $42 billion in debt and equity capital during FY25Recruited 10 senior producers to fortify core segments and diversify offerings during FY25Generated FY25 Revenues of $260.2 million and Net Income of $69.9 millionDelivered 4Q25 Revenues of $92.1 million and Net Income of $41.8 millionGenerated strong cash flow and preserved a debt-free balance sheet with $223.0 million in cash and securities at YE25Declared dividend of $0.18 per share, an aggregate distribution of approximately $3.25 million, payable to BRS shareholdersManagement Commentary"2025 successfully demonstrated our platform's durability – a testament to our team's perseverance and clients valuing our proprietary product," said Andy Moore, Chief Executive Officer, B. Riley Securities. "Following the strategic initiatives announced by BRC Group Holdings to integrate our affiliated banking, capital markets, and B. Riley Wealth platforms, our mandate is clear: we are officially on offense, and I am energized to guide our next chapter.""As traditional middle-market funding sources retreat, this proposed integration creates one of the few platforms uniting investment banking, broad distribution, and balance sheet capabilities – uniquely positioning us to step into the void to solve our clients' critical capital mandates and capture market share. We approach the current market from a fortified position, having executed over 200 transactions representing $42 billion in debt and equity raised for clients during 2025, while serving as one of the few banks to lead both a $180 million IPO and $170 million follow-on last year," said Joe Nardini, President and Head of Investment Banking, B. Riley Securities. "While 2026 brings renewed volatility and shifting financing timelines, our model has historically thrived in dislocation. Looking beyond near-term headwinds, our expanding cross-platform capabilities and an improving IPO market provide a constructive backdrop to drive anticipated second-half revenue diversification."Mr. Moore continued, "Our differentiated focus on underserved markets continues to draw top-tier talent, and we are strategically expanding our platform to build on the 10 senior producers recruited last year. We compound this expansion with rigorous operational discipline, embedding enterprise-wide AI as a force multiplier to accelerate execution. As we advance to our previously announced proposed integration with B. Riley Wealth and return to full BRCGH ownership, we anticipate future financial results will be reported on a consolidated basis by BRCGH, transitioning away from standalone BRS earnings releases. We look forward to discussing our expanded vision with clients and partners at our 26th Annual Institutional Investor Conference next month."Summary of Financial Results Fourth Quarter 2025
For the three-month period ended December 31, 2025, total revenues were $92.1 million. Net income attributable to BRS was $41.8 million for the quarter. Adjusted net revenue was $40.0 million and adjusted net income was $3.2 million, excluding legacy position gains and losses, share-based compensation, transaction costs, and related tax impacts.Full Year 2025
For the full year 2025, total revenues were $260.2 million. Net income attributable to BRS was $69.9 million for the year. Adjusted net revenue was $191.0 million, and adjusted net income was $24.2 million.Revenue and net income may vary from period to period based on the number, size, and timing of completed transactions, among other factors. Accordingly, these results may not be indicative of broader business momentum or longer-term performance.The adjusted results presented above, including Adjusted Net Revenue and Adjusted Net Income, are non-GAAP metrics that BRS believes offer a clearer view of the firm's underlying operating performance. See "Note Regarding Use of Non-GAAP Financial Measures" below and reconciliation provided in the Appendix of this press release.Operational & Strategic UpdatesDebt-Free Balance Sheet: As of December 31, 2025, cash and securities totaled $223.0 million. BRS continues to operate with zero outstanding debt, providing the financial flexibility to aggressively compete for mandates, drive new revenue opportunities, and opportunistically invest in our platform.Capital Allocation: The BRS Board has approved the payment of a common stock dividend of $0.18 per common share, representing a distribution of approximately $3.25 million in the aggregate, payable to B. Riley Securities Holdings shareholders.The financial results provided only relate to the performance, balance sheet, debt and operating results of B. Riley Securities Holdings, Inc. on a stand-alone basis and should not be considered to reflect the complete financial performance, balance sheet, debt or operating results of BRC Group Holdings, Inc. and its consolidated subsidiaries, of which B. Riley Securities Holdings, Inc. is only a part.About B. Riley Securities
BRS provides a full suite of investment banking and capital markets services to corporations, financial sponsors, and institutional investors across all industry verticals. Services include initial and follow-on offerings, debt and equity-linked solutions, institutional private placements, merger and acquisition (M&A) advisory, corporate restructuring, and liability management. Widely recognized for its thematic proprietary equity research, clients benefit from BRS' extensive network, industry expertise, and proven execution capabilities through its end-to-end platform. For more information, visit www.brileysecurities.com and follow us on LinkedIn.Note Regarding Use of Non-GAAP Financial Measures
Certain information set forth herein, including adjusted net revenue and adjusted net income (loss), may be considered non-GAAP financial measures. B. Riley Securities believes this information is useful to investors because it provides a basis for measuring the operating performance of the Company's business and its revenues and cash flow, (i) excluding in the case of adjusted net revenue, trading gains (losses) and fair value adjustments on loans on legacy investment positions (net of "regular way" fixed income trading revenue), and including Securities Lending interest expense and (ii) excluding in the case of adjusted net income, fair value adjustments, stock-based compensation, trading gains (losses) and fair value adjustments on loans on legacy investment positions (net of certain related non-controlling interest and investment-related expense adjustments and "regular way" fixed income trading revenue), and including the estimated related tax expense or benefit on the aforementioned adjustments, 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, management compensation, 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.Forward-Looking Statements
Statements made in this press release that are not descriptions of historical facts are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and are based on management's current expectations and assumptions and are subject to risks and uncertainties. If such risks or uncertainties materialize or such assumptions prove incorrect, our business, operating results, financial condition, and BRCGH's stock price could be materially negatively affected. Our forward-looking statements include, without limitation, the anticipated merger between BRS and BRW, and the expectation that these actions will maximize revenue and opportunities for clients. The proposed merger of BRS and BRW is subject to approval by FINRA pursuant to Rule 1017 and other applicable regulatory requirements, and there can be no assurance that such approval will be obtained, that it will not be subject to conditions that materially affect the structure or timing of the proposed merger, or that the merger will be completed on the terms described herein or at all. You should not place undue reliance on such forward-looking statements, which are based on the information currently available to us and speak only as of today's date. BRC Group Holdings, Inc. and B. Riley Securities Holdings, Inc. assume no duty to update forward-looking statements, except as required by law. These forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the Company's performance or achievements to be materially different from any expected future results, performance, or achievements. Actual future results, performance or achievements may differ materially from historical results or those anticipated depending on a variety of factors, some of which are beyond the control of the Company, including, but not limited to, the risk that the Company may not be able to expand its business and clients, regulatory delays, general economic conditions and the risks described from time to time in BRC Group Holdings, Inc.'s periodic filings with the SEC, including, without limitation, the risks described in the BRCGH 2025 Annual Report on Form 10-K/A under the captions "Risk Factors" and "Management's Discussion and Analysis of Financial Condition and Results of Operations" (as applicable). These factors should be considered carefully, and readers are cautioned not to place undue reliance on such forward-looking statements.
B. RILEY SECURITIES HOLDINGS, INC. AND SUBSIDIARIES
Condensed Consolidated Balance Sheet Statement
(in thousands)
Year Ended December 31,
2025
2024
Assets
Cash and cash equivalents
$ 89,600
$ 41,218
Accounts receivable, net of allowance
6,496
9,940
Securities borrowed
114,937
43,022
Financial instruments owned, at fair value
133,432
77,983
Due from clearing brokers
13,788
22,073
Operating lease right-of-use assets
5,001
8,606
Goodwill and intangibles
160,720
162,262
Property and equipment, net
1,087
2,049
Deferred income taxes
2,090
-
Prepaid expenses and other assets
6,787
2,386
Total assets
$ 533,938
$ 369,539
Liabilities
Securities loaned
$ 97,320
$ 27,941
Financial instruments sold not yet purchased, at fair value
9,767
5,675
Due to related parties and partners, net
11,327
-
Accrued compensation and benefits
28,739
26,822
Accounts payable and accrued expenses
14,947
11,642
Note payable
-
12,379
Income taxes payable
31,945
-
Operating lease liabilities
6,327
10,581
Total liabilities
$ 200,372
$ 95,040
Equity
$ 333,566
$ 274,499
Total liabilities & equity
$ 533,938
$ 369,539
The financial information presented for the year ended December 31, 2024, as well as the pre-carve-out statements of income and cash flows for the 2025
period prior to the March 10, 2025 carve-out date, reflects the historical operations of the firm. These pre-carve-out results exclude the financial impact of
B. Riley Principal Capital I and B. Riley Principal Capital II (under which our Committed Equity Facilities operate) and the BR Events subsidiary. Following
the completion of the carve-out, the financial results for these entities are fully consolidated and included within the post-carve-out 2025 financial statements.
B. RILEY SECURITIES HOLDINGS, INC. AND SUBSIDIARIES
Condensed Consolidated Statement of Operations
(in thousands)
Quarter Ended December 31,
Year Ended December 31,
2025
2024
2025
2024
Revenues
Investment banking
$ 27,446
$ 41,596
$ 130,679
$ 146,887
Institutional brokerage
4,983
3,879
18,940
22,394
Principal transactions
57,487
(1,881)
103,140
(41,773)
Interest income, net - securities lending
492
339
1,833
4,923
Interest
583
964
1,971
7,380
Other income
1,078
1,485
3,588
4,247
Total revenues
92,069
46,382
260,151
144,058
Expenses
Compensation and benefits
25,694
30,726
115,453
117,745
Other operating expenses
12,983
12,706
55,246
50,214
Total expenses
38,677
43,432
170,699
167,959
Operating net income (loss)
53,392
2,950
89,452
(23,901)
Other (income) expense
(577)
-
(544)
-
Net income (loss) before income taxes and non-controlling interest
53,969
2,950
89,996
(23,901)
Income tax (benefit) expense
11,889
797
25,164
(6,453)
Net income (loss)
42,080
2,153
64,832
(17,448)
Net income (loss) attributable to non-controlling interest
315
-
(5,053)
-
Net income (loss) attributable to BRS Holdings, Inc
$ 41,765
$ 2,153
$ 69,885
$ (17,448)
The financial information presented for the year ended December 31, 2024, as well as the pre-carve-out statements of income and cash flows for the 2025
period prior to the March 10, 2025 carve-out date, reflects the historical operations of the firm. These pre-carve-out results exclude the financial impact of
B. Riley Principal Capital I and B. Riley Principal Capital II (under which our Committed Equity Facilities operate) and the BR Events subsidiary. Following
the completion of the carve-out, the financial results for these entities are fully consolidated and included within the post-carve-out 2025 financial statements. B. RILEY SECURITIES HOLDINGS, INC. AND SUBSIDIARIESReconciliation of GAAP to Adjusted Results(in thousands)
Quarter Ended December 31,
Year Ended December 31,
2025
2024
2025
2024
GAAP revenue
$ 92,069
$ 46,382
$ 260,151
$ 144,058
Adjustments:
Legacy positions losses (gains)
(52,474)
5,449
(69,476)
59,801Committed equity facility gains
402
-
374
-Total adjustments
(52,071)
5,449
(69,102)
59,801Adjusted net revenue
$ 39,998
$ 51,831
$ 191,049
$ 203,859
Net income
$ 41,765
$ 2,153
$ 69,885
$ (17,448)
Adjustments:
Legacy positions losses (gains)
(52,342)
5,449
(71,281)
59,801Transaction costs
1,038
-
2,613
-Share based compensation
1,742
839
6,499
5,757FV Change - Contingent Consideration
-
-
-
(379)Income tax-effect of above non-GAAP adjustments and certain discrete tax items
10,983
(1,698)
16,459
(17,598)Adjusted net income
$ 3,186
$ 6,743
$ 24,175
$ 30,133
The financial information presented for the year ended December 31, 2024, as well as the pre-carve-out statements of income and cash flows for the 2025
period prior to the March 10, 2025 carve-out date, reflects the historical operations of the firm. These pre-carve-out results exclude the financial impact of
B. Riley Principal Capital I and B. Riley Principal Capital II (under which our Committed Equity Facilities operate) and the BR Events subsidiary. Following
the completion of the carve-out, the financial results for these entities are fully consolidated and included within the post-carve-out 2025 financial statements.Contact:
Jo Anne McCusker
B. Riley Securities
press@brileysecurities.com
View original content to download multimedia:https://www.prnewswire.com/news-releases/b-riley-securities-reports-fourth-quarter-and-full-year-2025-results-302757155.htmlSOURCE B. Riley Securities
Original: B. Riley Securities Reports Fourth Quarter and Full Year 2025 Results
US Market News
3月前
BRC Group Holdings, Inc. Reports Fourth Quarter and Full Year 2025 Financial ResultsMarch 31, 2026 4:05 PM
PR Newswire (US)
Fourth Quarter 2025 Net Income Available to Common Shareholders of $84.8 Million;
Fourth Quarter 2025 Adjusted EBITDA of $104.2 Million
Full Year 2025 Net Income Available to Common Shareholders of $299.4 Million;
Full Year 2025 Adjusted EBITDA of $231.1 MillionLOS ANGELES, March 31, 2026 /PRNewswire/ -- BRC Group Holdings, Inc. (Nasdaq: RILY) ("BRCGH" or the "Company"), a diversified holding company, today announced the filing of its Annual Report on Form 10-K for the three and twelve-month periods ended December 31, 2025.Fourth Quarter & Full Year 2025 HighlightsStrong fourth quarter and full year 2025 financial performance was driven by investment appreciation, strategic asset dispositions and operating segment performance while accomplishing a comprehensive balance sheet and operating platform transformation.Total debt reduced significantly by $346.6 million to $1.43 billion through senior note exchanges, redemption of senior notes, term loan repayments, and other debt paydowns.Net Debt(5) declined substantially by $75.9 million in the fourth quarter 2025 and $436.7 million in the full year 2025, to $627.0 million at December 31, 2025, which was primarily achieved through asset sales, investment appreciation, and senior note exchanges.Completed several strategic and operational objectives throughout the year including the sale of GlassRatner and Atlantic Coast Recycling, generating proceeds that were applied to debt reduction and funding operations.Successfully transitioned to new chief financial officer in June and independent auditor in September, and brought all SEC financial reporting current, filing three 2025 10-Qs between November 2025 and January 2026. Regained compliance with Nasdaq's Periodic Filing Rule in January 2026.Fourth quarter and full year 2025 results fall within or above estimates provided on January 29, 2026 and updated on March 17, 2026, which are summarized in table Preliminary Estimates vs. Actual Financial Results.Bryant Riley, Chairman and Co-Chief Executive Officer of BRCGH, commented: "Strong fourth quarter and full year 2025 financial results were delivered across our diverse platform of operating companies and investment holdings. The capital markets and financial services businesses performed well, overcoming difficult market conditions in the first half of 2025. The Communications Business Group (Lingo, magicJack, Marconi Wireless, and UOL) exceeded expectations, delivering high quality earnings and strong cash flows. And, the investment holdings portfolio appreciated meaningfully with improving underlying fundamentals going into 2026.Transitioning to the 2026 outlook, Riley added: "We enter 2026 with a great opportunity to expand our capacity to serve clients, drive earnings across our operating businesses, increase our investment portfolio value, drive down corporate costs, and continue to reduce debt. We have unique middle market and small cap market experiences and capabilities to deliver complex, specialized capital solutions, advise companies, and acquire businesses. With many operating distractions resolved in 2025, we are positioned to capitalize on market opportunities while we drive enterprise-wide efficiencies."As we approach our 30th year in business, we wanted to congratulate our team on a great year and look to continue to leverage their agility and determination to serve our clients and shareholders."BRC Fourth Quarter and Full Year 2025 Financial Results Summary
Three Months Ended
December 31,
Twelve Months Ended
December 31,
(Dollars in thousands, except for share data)2025
2024
2025
2024
Net income (loss) available to common shareholders $ 84,821
$ 877
$ 299,355
$ (772,334)
Basic income (loss) per common share$ 2.77
$ 0.02
$ 9.80
$ (25.46)
Diluted income (loss) per common share$ 2.77
$ 0.02
$ 9.80
$ (25.46)
Three Months Ended
December 31,
Twelve Months Ended
December 31,
(Dollars in thousands)2025
2024
2025
2024
Operating Revenues (1)$ 224,673
$ 255,940
$ 890,833
$ 1,150,226
Investment Gains (Losses) (2)53,690
(77,358)
76,766
(403,805)
Total Revenues$ 278,363
$ 178,582
$ 967,599
$ 746,421
Total Adjusted EBITDA (3)$ 104,213
$ (113,838)
$ 231,115
$ (568,292)
Operating Adjusted EBITDA (4)$ 20,473
$ 15,210
$ 112,088
$ 100,903
Net income available to common shareholders was $84.8 million in the fourth quarter 2025, up from $0.9 million in the fourth quarter 2024. Net income available to common shareholders was $299.4 million in the full year 2025, up from a net loss of $(772.3) million in the full year 2024. The increase for the full year 2025 compared to the same year ago period was primarily driven by investment appreciation, gain on sale and deconsolidation of businesses, gain on senior note exchanges, and lower operating expenses.Revenues were $278.4 million in the fourth quarter 2025, up from $178.6 million in the fourth quarter 2024. Revenues were $967.6 million in the full year 2025, up from $746.4 million in the full year 2024. The increase for the full year 2025 compared to the same year ago period was primarily driven by investment appreciation.Adjusted EBITDA(3) was $104.2 million in the fourth quarter 2025, up from $(113.8) million in the fourth quarter 2024. Adjusted EBITDA was $231.1 million in the full year 2025, up from $(568.3) million in the full year 2024.Operating Adjusted EBITDA(4) was $20.5 million in the fourth quarter 2025, up from $15.2 million in the fourth quarter 2024. Operating Adjusted EBITDA was $112.1 million in the full year 2025, up from $100.9 million in the full year 2024.Total debt was $1.43 billion, with Net Debt(5) of $627.0 million, at December 31, 2025, down from $1.77 billion and $1.06 billion, respectively, at December 31, 2024. The reduction in Net Debt was primarily due to asset sales, investment appreciation, and senior note exchanges.Cash, cash equivalents, and restricted cash was $229.3 million at December 31, 2025, down from $247.3 million at December 31, 2024.Securities and other investments owned were $446.8 million and Total Investments(6) were $520.5 million at December 31, 2025, up from $282.3 million and $432.6 million at December 31, 2024, respectively. The increase was primarily attributable to appreciation in public equities.Basic and diluted earnings per common share (EPS) were $2.77 in the fourth quarter 2025, compared to $0.02 in the fourth quarter 2024. Basic and diluted EPS were $9.80 in the full year 2025, up from $(25.46) in the full year 2024.Segment Operations Fourth Quarter and Full Year 2025 Financial Results Summary
Three Months Ended
December 31,
Twelve Months Ended
December 31,
(Dollars in thousands)2025
2024
2025
2024
Segment Revenues
Capital Markets$ 92,588
$ 48,364
$ 264,712
$ 217,668
Wealth Management47,270
48,032
175,572
200,746
Lingo42,998
41,878
164,148
195,886
magicJack9,025
10,163
37,934
42,845
Marconi Wireless7,937
10,078
34,784
41,207
UOL3,008
3,769
13,145
15,133
Consumer Products49,186
49,858
181,540
202,597
Segment Income (Loss)
Capital Markets$ 53,230
$ 3,836
$ 89,486
$ (18,783)
Wealth Management7,651
2,303
15,246
6,430
Lingo3,846
1,379
13,136
326
magicJack4,253
4,265
18,567
18,431
Marconi Wireless3,302
1,782
9,410
9,833
UOL1,421
1,864
6,302
5,728
Consumer Products(3,970)
(16,145)
(16,345)
(52,367)
Capital Markets segment revenues increased to $92.6 million in the fourth quarter 2025, up from $48.4 million in the fourth quarter 2024. Segment income increased to $53.2 million in the fourth quarter 2025, up from $3.8 million in the fourth quarter 2024. Segment revenues increased to $264.7 million in the full year 2025, up from $217.7 million in the full year 2024. Segment income increased to $89.5 million in the full year 2025, up from segment loss of $(18.8) million in the full year 2024. Revenues and segment income increased year-over-year, driven by higher trading gains from investment appreciation and underwriting activities. In the first half of 2025, the core investment banking and advisory business navigated a challenging market environment and the carve out transaction, with performance improving in the second half of 2025 in line with broader industry trends.Wealth Management segment revenues decreased to $47.3 million in the fourth quarter 2025, down from $48.0 million in the fourth quarter 2024. Segment income increased to $7.7 million in the fourth quarter 2025, up from $2.3 million in the fourth quarter 2024. Segment revenues decreased to $175.6 million in the full year 2025, down from $200.7 million in the full year 2024. Segment income increased to $15.2 million in the full year 2025, up from $6.4 million in the full year 2024. In addition to advisory and brokerage fees, the segment benefited from gains in structured equity products and carried interest appreciation during the year. In 2025, the Company completed the strategic sale of a portion of its advisory business to Stifel, which was the primary driver of the revenue decline. Despite lower assets under management, profitability improved through cost reductions and back-office integration. B. Riley Wealth had approximately $13.0 billion of client assets under management at December 31, 2025.Communications Business Group ("CBG") (Lingo, magicJack, Marconi Wireless, and UOL Reportable Segments), revenues, on a combined basis, decreased to $63.0 million in the fourth quarter 2025, down from $65.9 million in the fourth quarter 2024. On a combined basis, CBG generated income of $12.8 million for the fourth quarter 2025, up from $9.3 million in the fourth quarter 2024. On a combined basis, CBG revenues decreased to $250.0 million in the full year 2025, down from $295.1 million in the full year 2024. On a combined basis, CBG generated income of $47.4 million in the full year 2025, up from $34.3 million in the full year 2024. The revenue decline was in line with expectations, and the Company's efficient operating platform absorbed the financial impact through disciplined cost management.Consumer Products segment revenues slightly decreased to $49.2 million in the fourth quarter 2025, down from $49.9 million in the fourth quarter 2024. Segment loss decreased to $(4.0) million in the fourth quarter 2025, down from $(16.1) million in the fourth quarter 2024. Segment revenues decreased to $181.5 million in the full year 2025, down from $202.6 million in the full year 2024. Segment loss decreased to $(16.3) million in the full year 2025, down from $(52.4) million in the full year 2024. Quarterly revenues were flat year-over-year, signaling early signs of market stabilization. Inventory levels and shrink have normalized.The Company's former Communication segment has been separated into four reportable segments, which are aggregated and described as the Communications Business Group. The Capital Markets segment had a few investment entities reclassified as non-reportable segments. These entities are now captured in Corporate and All Other.Fourth Quarter and Full Year 2025 Earnings Call
Management will provide a detailed review of the Company's financial performance and operational highlights, followed by a question-and-answer session with analysts and investors.Date: Tuesday, March 31, 2026Time: 4:30 p.m. ET (1:30 p.m. PT)Register for the call at https://evercall.co/oacc/83354 or on the Company's website at ir.brcgh.com under Events and Presentations. An audio recording will be made available for replay until April 14, 2026.About BRC Group Holdings, Inc.
BRC Group Holdings, Inc. (Nasdaq: RILY) is a diversified holding company, including financial services, communications, and retail, and investments in equity, debt and venture capital. Our core financial services platform provides small cap and middle market companies customized end-to-end solutions at every stage of the enterprise life cycle. Our banking business offers comprehensive services in capital markets, sales, trading, research, merchant banking, M&A, and restructuring. Our wealth management business offers wealth management and financial planning services including brokerage, investment management, insurance, and tax preparation. Our communications businesses provide consumer and business services including traditional, mobile and cloud phone, internet and data, security, and email. Our retail businesses provide mobile computing accessories and home furnishings. BRCGH deploys its capital inside and outside its core financial services platform to generate shareholder value through opportunistic investments. For more information, please visit www.brcgh.com.Note Regarding Use of Non-GAAP Financial Measures
Certain of the information set forth herein, including Operating Revenue, Investment Gains (Losses), Adjusted EBITDA, Operating Adjusted EBITDA, Total Investments, and Net Debt, may be considered non-GAAP financial measures. BRC Group Holdings, Inc. 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 revenues and cash flow, (i) including in the case of Operating Revenue, services and fees, interest income – loans, interest income - securities lending, fixed income spread, trading gains attributable to variable rate transaction spread, and sales of goods. (ii) including in the case of Investment Gains (Losses), trading gains (losses), net and fair value adjustments on loans, less fixed income spread and trading gains attributable to variable rate transaction spread (iii) excluding in the case of Adjusted EBITDA, net interest expense, provisions for or benefit from income taxes, depreciation, amortization, restructuring charge, gain or loss on extinguishment of debt, gain on bargain purchase, gain on sale and deconsolidation of businesses, gain on senior note exchange, impairment of goodwill and tradenames, share-based compensation and transaction related and other costs, (iv) excluding in the case of Operating Adjusted EBITDA, the aforementioned adjustments for adjusted EBITDA as well as trading gains (losses), net, net of fixed income and variable rate transaction spread, fair value adjustments on loans, realized and unrealized gains (losses) on investments net of variable rate transaction spread, and other investment related expenses, (v) including in the case of Total Investments, securities and other investments owned net of (a) securities sold not yet purchased, at fair value and (b) noncontrolling interest related to investments from continuing operations, loans receivable, at fair value net of loan participations sold, equity investments, and other investments reported in prepaid and other assets, (vi) including in the case of Net Debt, term loans, net, senior notes payable, net, revolving credit facility, and notes payable net of (a) cash and cash equivalents, (b) restricted cash, (c) due from clearing brokers net of due to clearing brokers, and (d) aforementioned included items of Total Investments, 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, management compensation, 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.Footnotes
See "Note Regarding Use of Non-GAAP Financial Measures" for further discussion of these non-GAAP terms. A reconciliation of Operating Revenues, Adjusted EBITDA, Operating Adjusted EBITDA, Total Investments, and Net Debt to the comparable GAAP financial measures is included in the financial statements portion of this press release.
(1)Operating Revenues is defined as the sum of (i) service and fees, (ii) interest income – loans, (iii) interest income - securities lending, (iv) fixed income spread, (v) trading gains attributable to variable rate transaction spread, and (vi) sales of goods.
(2)Investment Gains (Losses) is defined as sum of (i) trading gains (losses), net and (ii) fair value adjustments on loans, less fixed income spread and trading gains attributable to variable rate transaction spread.
(3)Adjusted EBITDA includes earnings from continuing operations before interest, taxes, depreciation, amortization, restructuring charge, share-based payments, gain or loss on extinguishment of debt, gain on bargain purchase, gain on sale and deconsolidation of businesses, gain on senior note exchange, impairment of goodwill and tradenames, and transaction related and other costs.
(4)Operating Adjusted EBITDA is defined as Adjusted EBITDA excluding (i) trading gains (losses), net, net of (a) fixed income and variable rate transaction spread, (ii) fair value adjustments on loans, (iii) realized and unrealized gains (losses) on investments net of variable rate transaction spread, and (iv) other investment-related expenses.
(5)Net Debt is defined as the sum of (a) term loans, net, (b) senior notes payable, net, (c) revolving credit facility, and (d) notes payable, net of (i) cash and cash equivalents, (ii) restricted cash, (iii) due from clearing brokers net of due to clearing brokers, and (iv) Total Investments.
(6)Total Investments is defined as the sum of (a) securities and other investments owned net of (i) securities sold not yet purchased, at fair value and (ii) noncontrolling interest related to investments from continuing operations, (b) loans receivable, at fair value net of loan participations sold, (c) equity investments, and (d) other investments reported in prepaid and other assets.Forward-Looking Statements
Statements made in this press release that are not descriptions of historical facts are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and are based on management's current expectations and assumptions and are subject to risks and uncertainties. If such risks or uncertainties materialize or such assumptions prove incorrect, our business, operating results, financial condition, and stock price could be materially negatively affected. Our forward-looking statements include, without limitation, statements regarding our ability to reduce debt, expectations regarding our future business and expected revenue growth and the appreciation of our investment portfolio. You should not place undue reliance on such forward-looking statements, which are based on the information currently available to us and speak only as of today's date. The Company assumes no duty to update forward-looking statements, except as required by law. These forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the Company's performance or achievements to be materially different from any expected future results, performance, or achievements. Actual future results, performance or achievements may differ materially from historical results or those anticipated depending on a variety of factors, some of which are beyond the control of the Company, including, but not limited to, the risks described from time to time in the Company's periodic filings with the SEC, including, without limitation, the risks described in the Company's 2025 Annual Report on Form 10-K under the captions "Risk Factors" and "Management's Discussion and Analysis of Financial Condition and Results of Operations" (as applicable). These factors should be considered carefully, and readers are cautioned not to place undue reliance on such forward-looking statements. BRC GROUP HOLDINGS, INC.Consolidated Balance Sheets(Dollars in thousands, except share and par value)
December 31,
2025
December 31,
2024Assets
Assets:
Cash and cash equivalents$ 226,601
$ 146,852Restricted cash2,676
100,475Due from clearing brokers51,000
30,713Securities and other investments owned ($382,461 and $215,225 at fair value)446,843
282,325Securities borrowed114,937
43,022Accounts receivable, net of allowance for credit losses of $6,108 and $6,10055,473
68,653Due from related parties—
189Loans receivable, at fair value ($2,835 and $51,902 from related parties)26,303
90,103Equity investments90,433
85,487Prepaid expenses and other assets ($— and $3,449 from related parties)128,650
157,429Operating lease right-of-use assets32,109
51,509Property and equipment, net17,606
18,679Goodwill392,687
392,687Other intangible assets, net118,290
146,446Deferred income taxes763
13,598Assets held for sale—
84,723Assets of discontinued operations2,221
70,373Total assets$ 1,706,592
$ 1,783,263
Liabilities and Equity (Deficit)
Liabilities:
Accounts payable$ 41,463
$ 51,238Accrued expenses and other liabilities ($6,400 and $— at fair value)154,780
185,745Deferred revenue49,907
58,148Deferred income taxes4,109
5,462Due to related parties and partners—
3,404Securities sold not yet purchased, at fair value9,809
5,675Securities loaned97,321
27,942Operating lease liabilities40,902
58,499Notes payable—
28,021Loan participations sold—
6,000Revolving credit facility6,638
16,329Term loans, net119,297
199,429Senior notes payable, net1,301,798
1,530,561Liabilities held for sale—
41,505Liabilities of discontinued operations830
21,321Total liabilities1,826,854
2,239,279
BRC Group Holdings, Inc. stockholders' equity (deficit):
Preferred stock, $0.0001 par value; 1,000,000 shares authorized; 4,563 shares issued and
outstanding and liquidation preference of $122,142 and $114,082—
—Common stock, $0.0001 par value; 100,000,000 shares authorized; 30,597,066 and
30,499,931 shares issued and outstanding3
3Additional paid-in capital598,022
589,387Accumulated deficit(763,286)
(1,070,996)Accumulated other comprehensive loss(6,272)
(6,569)Total BRC Group Holdings, Inc. stockholders' deficit(171,533)
(488,175)Noncontrolling interests51,271
32,159Total deficit(120,262)
(456,016)Total liabilities and deficit$ 1,706,592
$ 1,783,263 BRC GROUP HOLDINGS, INC.Consolidated Statements of Operations(Dollars in thousands, except share and per share data)
Three Months Ended
December 31,
Twelve Months Ended
December 31,
2025
2024
2025
2024
(Unaudited)
(Unaudited)
Revenues:
Services and fees (includes $3,375 and $10,773 for the three months
ended December 31, 2025 and 2024 and $12,543 and $18,575 for the
twelve months ended December 31, 2025 and 2024 from related
parties, respectively)$ 158,557
$ 191,741
$ 633,836
$ 783,304Trading gains (losses), net61,009
(6,781)
125,530
(57,007)Fair value adjustments on loans (includes $5,246 and $(63,159) for the
three months ended December 31, 2025 and 2024 and $2,061 and
$(328,671) for the twelve months ended December 31, 2025 and 2024
from related parties, respectively)5,549
(66,238)
(448)
(325,498)Interest income - loans (includes $92 and $(1,689) for the three months
ended December 31, 2025 and 2024 and $1,910 and $33,186 for the
twelve months ended December 31, 2025 and 2024 from related
parties, respectively)1,431
2,247
10,574
54,141Interest income - securities lending1,506
1,248
6,993
70,862Sale of goods50,311
56,365
191,114
220,619Total revenues278,363
178,582
967,599
746,421
Operating expenses:
Direct cost of services32,210
45,893
139,417
213,901Cost of goods sold38,517
48,737
145,364
167,634Selling, general and administrative expenses146,099
171,381
599,748
689,410Restructuring charge(310)
597
195
1,522Impairment of goodwill and tradenames—
77,692
1,500
105,373Interest expense - Securities lending and loan participations sold1,013
1,073
5,794
66,128Total operating expenses217,529
345,373
892,018
1,243,968Operating income (loss)60,834
(166,791)
75,581
(497,547)
Other income (expense):
Interest income241
708
3,710
3,600Dividend income997
323
1,818
4,462Realized and unrealized gains (losses) on investments34,246
(51,324)
62,718
(263,686)Change in fair value of financial instruments and other1,857
4,471
11,349
4,471(Loss) gain on sale and deconsolidation of businesses—
(484)
86,213
306Gain on senior note exchange—
—
67,208
—Income from equity investments752
19
34,996
31Gain (loss) on extinguishment of debt345
(12,945)
(21,298)
(18,725)Interest expense(20,051)
(31,113)
(92,736)
(133,308)Income (loss) from continuing operations before income taxes79,221
(257,136)
229,559
(900,396)Benefit from (provision for) income taxes11,079
(4,210)
9,885
(22,013)Income (loss) from continuing operations90,300
(261,346)
239,444
(922,409)Income from discontinued operations, net of income taxes—
255,740
70,841
147,470Net income (loss)90,300
(5,606)
310,285
(774,939)Net income (loss) attributable to noncontrolling interests3,464
(8,498)
2,870
(10,665)Net income (loss) attributable to BRC Group Holdings, Inc.86,836
2,892
307,415
(764,274)Preferred stock dividends2,015
2,015
8,060
8,060Net income (loss) available to common shareholders$ 84,821
$ 877
$ 299,355
$ (772,334)
Basic net income (loss) per common share:
Continuing operations$ 2.77
$ (8.36)
$ 7.48
$ (30.38)Discontinued operations—
8.38
2.32
4.92Basic income (loss) per common share$ 2.77
$ 0.02
$ 9.80
$ (25.46)Diluted net income (loss) per common share:
Continuing operations$ 2.77
$ (8.36)
$ 7.48
$ (30.38)Discontinued operations—
8.38
2.32
4.92Diluted income (loss) per common share$ 2.77
$ 0.02
$ 9.80
$ (25.46)
Weighted average basic common shares outstanding30,597,066
30,499,931
30,555,258
30,336,274Weighted average diluted common shares outstanding30,597,066
30,499,931
30,555,258
30,336,274 BRC GROUP HOLDINGS, INC.Operating Revenues Reconciliation(Unaudited)(Dollars in thousands)
Three Months Ended
December 31,
Twelve Months Ended
December 31,
2025
2024
2025
2024Total revenues$ 278,363
$ 178,582
$ 967,599
$ 746,421Operating revenues adjustments:
Trading (gains) losses, net(61,009)
6,781
(125,530)
57,007Fair value adjustments on loans(5,549)
66,238
448
325,498Fixed income and trading gains attributable to variable rate
transactions spread12,868
4,339
48,316
21,300Total operating revenue adjustments(53,690)
77,358
(76,766)
403,805Operating revenues$ 224,673
$ 255,940
$ 890,833
$ 1,150,226 BRC GROUP HOLDINGS, INCAdjusted EBITDA and Operating Adjusted EBITDA Reconciliations(Unaudited)(Dollars in thousands)
Three Months Ended
December 31,
Twelve Months Ended
December 31,
2025
2024
2025
2024Net income (loss) attributable to BRC Group Holdings, Inc.$ 86,836
$ 2,892
$ 307,415
$ (764,274)Income from discontinued operations, net of income taxes0
255,740
70,841
147,470Net (income) loss attributable to noncontrolling interests(3,464)
8,498
(2,870)
10,665Income (loss) from continuing operations90,300
(261,346)
239,444
(922,409)EBITDA Adjustments:
Net (income) loss from continuing operations attributable to
noncontrolling interests(3,464)
8,523
(2,870)
8,920(Benefit from) provision for income taxes(11,079)
4,210
(9,885)
22,013Interest expense20,051
31,113
92,736
133,308Interest income(241)
(708)
(3,710)
(3,600)Share based payments2,955
2,063
12,936
17,437Depreciation and amortization7,942
11,175
35,021
44,932Restructuring charge(310)
597
195
1,522Loss (gain) on sale and deconsolidation of businesses0
484
(86,213)
(306)Gain on senior note exchange0
0
(67,208)
—(Gain) loss on extinguishment of debt(345)
12,945
21,298
18,725Impairment of goodwill and tradenames0
77,692
1,500
105,373Transactions related costs and other(1,596)
(586)
(2,129)
5,793Total EBITDA adjustments13,913
147,508
(8,329)
354,117Adjusted EBITDA$ 104,213
$ (113,838)
$ 231,115
$ (568,292)
Operating EBITDA Adjustments:
Trading (gains) losses, net(61,009)
6,781
(125,530)
57,007Fair value adjustments on loans(5,549)
66,238
448
325,498Realized and unrealized (gains) losses on investments(34,246)
51,324
(62,718)
263,686Fixed income and variable rate transaction spread17,371
4,339
69,870
21,300Other investment related expenses(307)
366
(1,097)
1,704Total Operating EBITDA Adjustments(83,740)
129,048
(119,027)
669,195Operating Adjusted EBITDA$ 20,473
$ 15,210
$ 112,088
$ 100,903 BRC GROUP HOLDINGS, INC.Total Investments and Net Debt Reconciliation(Unaudited)(Dollars in thousands)
December 31,
2025
December 31,
2024Cash, cash equivalents, and restricted cash$ 229,277
$ 247,327Due from clearing brokers51,000
30,713
Securities and other investments owned446,843
282,325Securities sold not yet purchased, at fair value(9,809)
(5,675)Loans receivable, at fair value26,303
90,103Loans participations sold—
(6,000)Equity investments90,433
85,487Other investments reported in prepaid and other assets —
14,593Noncontrolling interest(33,305)
(28,217)Total investments520,465
432,616
Notes payable—
28,021Revolving credit facility6,638
16,329Term loans, net119,297
199,429Senior notes payable, net1,301,798
1,530,561Total debt1,427,733
1,774,340
Net debt$ 626,991
$ 1,063,684 BRC GROUP HOLDINGS, INC.Preliminary Estimates vs. Actual Financial Results(Unaudited)(Dollars in thousands, except share and per share data)
Preliminary Estimate
Three Months Ended
December 31,
Three Months Ended
December 31,
2025
2025
Low
High
ActualTotal revenues$ 271,000
$ 282,500
$ 278,363Total operating expenses216,500
220,600
217,529Other income18,500
23,500
18,387
Income from continuing operations65,000
72,400
90,300Net income available to common shareholders60,000
65,400
84,821
Diluted income per common share$ 1.96
$ 2.14
$ 2.77Weighted average diluted common shares outstanding 30,597,066
30,597,066
30,597,066 BRC GROUP HOLDINGS, INC.Preliminary Estimates vs. Actual Financial Results(Unaudited)(Dollars in thousands, except share and per share data)
Preliminary Estimate
Twelve Months Ended
December 31,
Twelve Months Ended
December 31,
2025
2025
Low
High
ActualTotal revenues$ 966,000
$ 968,000
$ 967,599Total operating expenses897,000
892,000
892,018Other income153,000
155,000
153,978
Income from continuing operations233,000
241,000
239,444Net income available to common shareholders293,000
301,000
299,355
Diluted income per common share$ 9.60
$ 9.86
$ 9.80Weighted average diluted common shares outstanding 30,555,258
30,555,258
30,555,258 ContactsInvestors
mfrank@brcgh.comMedia
efogerty@brcgh.com
View original content:https://www.prnewswire.com/news-releases/brc-group-holdings-inc-reports-fourth-quarter-and-full-year-2025-financial-results-302730566.htmlSOURCE BRC Group Holdings, Inc.
Original: BRC Group Holdings, Inc. Reports Fourth Quarter and Full Year 2025 Financial Results
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