maryl
4月前
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B. Riley Financial, Inc. is currently facing allegations of securities fraud related to undisclosed loans and misleading statements about its financial dealings, particularly involving its former partner Brian Kahn. Shareholders have filed lawsuits claiming that the company concealed material information that led to significant financial losses.
zlk.com classactionlawyers.com
Overview of Cascadia Investments and B. Riley Financial
Cascadia Investments, associated with B. Riley Financial, has faced scrutiny due to allegations of fraud and misconduct involving its business practices. The relationship between B. Riley and its former partner, Brian Kahn, has raised significant concerns among investors.
Allegations Against B. Riley Financial
Securities Fraud Claims: B. Riley Financial is currently involved in legal proceedings related to allegations of misleading investors about its financial exposure and undisclosed loans to Kahn's entities. A federal judge has allowed some claims to proceed, indicating that there may be merit to the allegations.
Concealment of Fraud: A shareholder lawsuit accuses B. Riley executives of failing to disclose Kahn's alleged involvement in a $294 million fraud scheme. This lack of transparency is said to have breached fiduciary duties and misled investors.
Impact on Investors
Stock Price Decline: Following the revelations of these allegations, B. Riley's stock has experienced significant declines, dropping as much as 22% in a single day after news broke about Kahn's legal troubles.
Ongoing Investigations: The Securities and Exchange Commission (SEC) is investigating B. Riley's connections to Kahn and the implications of their business dealings, which could lead to further legal repercussions.
Conclusion
Investors should be cautious regarding B. Riley Financial and its associated entities, including Cascadia Investments. The ongoing legal issues and investigations highlight potential risks and uncertainties surrounding the company's operations and financial integrity.
Wikipedia
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What are the details of the allegations against B. Riley Financial, Inc.?
How have shareholders responded to the securities fraud allegations against B. Riley Financial?
What are the potential legal consequences for B. Riley Financial regarding these fraud allegations?
onehundredmph
7月前
Added the Merger Agreement. Anyone can use ChatGPT to simplify the fractional shares structure built into the exchange offer. This whole thing is disgusting any which way you look at it. It makes me wonder if Alternative Liquidity was created by a Prime Broker who is under the influence of a counterparty, who controls order flow to the point where CDIV/RILY obligations could remain open so the parent company can absorb the debt on a higher exchange, just to put it into bankruptcy, and get away with the fraud. I wouldn't be surprised if there was an options chain, ADR, or a CFD connected to the shell or parent company trading in an unregistered or foreign exchange somewhere in the world.
And they say the SEC protects investors lol. Its more like they aid and abet securities fraud under the Advisory Act of 1940 and a market maker exemption inside RegSho.
Welp, a forced liquidation by the short hedge fund during a market liquidation event in progress....lets see how this one will play out.
Yen Carry Trade
Silver
Corp Bonds
CLO's
Reverse repo reserves are below 1 billion....regional banks are bleeding and counterparty risk is extremely high....tic tok.
onehundredmph
7月前
If a CDIV shareholder has an est 46,845 shares at $21.3492 = Value is more than 1 mil = qualification for accreditation?
"I am a natural person whose individual net worth, or joint net worth with
my spouse or spousal equivalent, exceeds $1,000,000. For purposes of this section,
“net worth” means the excess of total assets at fair market value (including personal
and real property, but excluding the estimated fair market value of a person’s primary
home) over total liabilities. “Total liabilities” excludes any mortgage on the primary
home in an amount of up to the home’s estimated fair market value as long as the
mortgage was incurred more than 60 days before the Securities are purchased, but
includes (i) any mortgage amount in excess of the home’s fair market value and (ii)
any mortgage amount that was borrowed during the 60-day period before the closing
date for the sale of Securities for the purpose of investing in the Securities. “Spousal
equivalent” means a cohabitant occupying a relationship generally equivalent to that
of a spouse. “Joint net worth” can be the aggregate net worth of a person and spouse
or spousal equivalent; assets do not need to be held jointly to be included in the
calculation."
onehundredmph
7月前
RILY - B. Riley Financial, Inc. Stock - Stock Price, Institutional Ownership, Shareholders (NasdaqGM)
B. Riley Financial, Inc.
US ? NasdaqGM ? US05580M1080
Institutional Ownership and Shareholders
B. Riley Financial, Inc. (US:RILY) has 167 institutional owners and shareholders that have filed 13D/G or 13F forms with the Securities Exchange Commission (SEC). These institutions hold a total of 7,569,441 shares. Largest shareholders include Susquehanna International Group, Llp, Charles Schwab Investment Management Inc, Vanguard Group Inc, Group One Trading, L.p., Susquehanna International Group, Llp, IWM - iShares Russell 2000 ETF, Susquehanna International Group, Llp, VTSMX - Vanguard Total Stock Market Index Fund Investor Shares, Citadel Advisors Llc, and Group One Trading, L.p. .
https://fintel.io/so/us/rily
onehundredmph
7月前
DTCC Cover Page
May 6th 2025
To Exchange Securities of Cascadia Investments, Inc.
Pursuant to the Merger of Cascadia Investments, Inc. and BRSH Merger Sub, Inc.
Dear Cascadia Stockholder,
The enclosed Accredited Investor Questionnaire is being delivered to each record holder of 31,105 or more shares of
common stock, par value $0.001 per share (“Company Common Stock”) of Cascadia Investments, Inc., a Nevada
corporation (the “Company”) in connection with that certain Agreement and Plan of Merger, dated as of March 10,
2025 (the “Merger Agreement”), by and among B. Riley Securities Holdings, Inc., a Delaware corporation
(“Parent”), BRSH Merger Sub, Inc., a Nevada corporation and wholly owned subsidiary of Parent (“Merger Sub”),
and the Company. Pursuant to the Merger Agreement, Merger Sub was merged with and into the Company (the
“Merger”), with the Company surviving the Merger as the surviving corporation, and (i) the Company’s outstanding
shares of Common Stock have been converted into the right to receive: (A) to the extent the holder thereof is an
Accredited Investor, 0.00003215 shares of common stock of Parent, par value $0.0001 per share (“Parent Common
Stock”), per share of Company Common Stock (such shares of Parent Common Stock, the “Stock Consideration”);
or (B) to the extent the holder thereof is not an Accredited Investor, cash in an amount (rounded to the nearest whole
cent) per share of Company Common Stock equal to $0.000686 (such cash amount, the “Cash Consideration”, and
together with the Stock Consideration, the “Merger Consideration”), in each case subject to any applicable tax
withholding in accordance with Section 2.8 of the Merger Agreement. No fractional shares of Parent Common Stock
will be issued in the Merger. In lieu thereof, any holder of Company Common stock who would otherwise have been
entitled to receive fractional shares of Parent Common Stock will, after aggregating all such fractional shares of such
holder, be paid cash (without interest) in an amount (rounded to the nearest whole cent) equal to such fractional part
of a share of Parent Common Stock multiplied by $21.3492. Capitalized terms not otherwise defined herein have the
meanings ascribed to them in the Merger Agreement. A copy of the Merger Agreement will be made available upon
request to the Continental Stock Transfer & Trust Company. The Merger became effective on March 10, 2025.
In order to exchange your shares of Company Common Stock for Stock Consideration, you must upload a properly
completed and duly signed Accredited Investor Questionnaire to the below link for processing.
https://cstt.citrixdata.com/r-re61e332d7159465fa1769e0b28943645
In order to avoid any delays processing your exchange, kindly label your documents with your name and the date you
uploaded them. Please note, when providing your information, we cannot accept “automated Word font signatures”
and if using an electronic utility to gather a signature (such as DocuSign) we will need the certificate of completion,
as well.
Upon request, you will execute and deliver any additional documents deemed by Continental Stock Transfer & Trust
Company or Parent, in consultation with its counsel, to be necessary or desirable in order to receive the Merger
Consideration.
Parent, in consultation with its counsel, will review each completed Accredited Investor Questionnaire and in its sole
discretion determine whether the relevant record holder of Company Common Stock (i) qualifies as an “accredited
investor” in which case such holder will have a right to receive Stock Consideration or (ii) does not qualify as an
“accredited investor” in which case such holder will have a right to receive Cash Consideration. If you have any
questions about your Accredited Investor status, please contact Viq Shariff of O’Melveny & Myers LLP at
vshariff@omm.com.
Accredited Investor Questionnaires (and any additional documents requested) may be uploaded from May 6,
2025 until November 28, 2025. If we have not received any response by November 28, 2025, the relevant record
holder of Company Common Stock will be deemed not to qualify as an “accredited investor” and will receive
Cash Consideration.
Payment of the Merger Consideration to a record holder of Company Common Stock will be made as promptly as
practicable after (i) all requisite documents have been received in acceptable form or (ii) November 28, 2025. Please
retain a copy of the completed Accredited Investor Questionnaire and any additional documents provided to us for
your records.
If you have questions or require additional assistance, you may contact Continental Stock Transfer & Trust Co. at
(917) 262-2378 or reorg+Cascadia@continentalstock.com.
onehundredmph
7月前
From Etrade:
Terms of the Offer
Offer Details
Description CUSIP/ISIN CA Type Cutoff Date Offer
Expiration Date
Withdrawal Date Offeror Name Event ID
CASCADIA INVESTMENTS
INC NEW
US14739W2070 TENDER 11/24/2025 18:00
EST
11/25/2025 00:00
EST
11/25/2025 00:00
EST
CASCADIA INVESTMENTS
INC NEW
25947146
Terms
To exchange your Company Common Stock for Stock Consideration, send a properly completed and signed Accredited Investor Questionnaire to
httpslink.zixcentral.comu60c1dcc8FJhrYO6-8BGw2ybv-uoD4Quhttps3A2F2Fcstt.citrixdata.com2Fr-re61e332d7159465fa1769e0b28943645
Label documents with your name and upload date to avoid delays. The Agent cannot accept automated Word font signatures. If using an e-signature tool (e.g., DocuSign),
include the certificate of completion.
Upon request, you must provide any additional documents required by Continental Stock Transfer Trust Company or Parent. Parent will review each Questionnaire and
decide if the record holder (i) qualifies as an accredited investor and may receive Stock Consideration or (ii) does not qualify and will receive Cash Consideration.
For Questions - Contact Viq Shariff at vshariff@omm.com .
If no response is received by 11.28.25, the holder will be deemed not accredited and receive Cash Consideration. Payment will be made promptly after (i) all documents
are received or (ii) 11.28.25. Retain copies of all submitted documents.
Please contact the Etrade Service Desk to obtain the Questionnaire Form.
14739W207 CASCADIA INVESTMENTS INC NEW
TENDER AND EXCHANGE OFFER
Reply by date 11.24.25 @6pm EST.
Positions will be removed from the account in exchange for cash or shares.
11/18/2025, 10:32:11 AM 1 of 2
Cash in Lieu rate for all elected holders will be $21.3492 per share post exchange.
OPT A ACCREDITED INV SHARE CONSIDERATION
OPT B NON-ACCREDITED INV CASH CONSIDERATION
Pursuant to the Merger Agreement, Merger Sub was merged with and into the Company with the Company as the surviving corporation, and (i) the Companys outstanding
shares of Common Stock have been converted into the right to receive
(A) to the extent the holder thereof is an Accredited Investor, 0.00003215 shares of common stock of Parent, par value $0.0001 per share (Parent Common Stock), per
share of Company Common Stock (Stock Consideration) or
(B) to the extent the holder thereof is not an Accredited Investor, cash in an amount (rounded to the nearest whole cent) per share of Company Common Stock equal to
$0.000686 (Cash Consideration, and together with Stock Consideration, the Merger Consideration), in each case subject to any applicable tax withholding in accordance
with Section 2.8 of the Merger Agreement. No fractional shares will be issued in the Merger.
Any shares you elect to tender must be held in your account(s) at expiration of the election deadline. Elections on shares that are no longer held in your account(s) as of
the election deadline will either be adjusted or cancelled at Morgan Stanleys sole discretion.
Each holder should consult their tax advisor regarding tax consequences of the tender offer as they apply to such holders own circumstances.
11/18/2025, 10:32:11 AM 2 of 2
onehundredmph
7月前
From Charles Schwab - questionnaire link is not working
Corporate Actions
1. Offer Terms 2. Submit 3. Verify 4. Acknowledgment
Terms CASCADIA INVTS INC EXCHANGE OFFER EXP: 11/28/25
Since you hold xxxx share(s) of CASCADIA INVTS INC in your account, you may choose how your holdings will be treated for this
Exchange Offer. We must receive your response by November 25, 2025, 7:00 p.m. ET.. You hold xxxx share(s) in this account.
What Has Occurred
We're writing to let you know about an offer related to these securities.
-------- PAPERWORK REQUIRED FOR STOCK ELECTION - PARTICIPATION RESTRICTIONS --------
PARTICIPATION IN THE STOCK ELECTION IS RESTRICTED. NON-ACCREDITED HOLDERS CAN PARTICIPATE
IN THE CASH ELECTION.
The stock election is only available to eligible holders who certify they are:
· Accredited Investors and
· Hold 31,105 shares or more
· Please refer to the offering materials and attached documents for additional details.
Paperwork is required for the stock election. Review the attached checklist for further instructions.
Holders who wish to participate in the stock election must:
1. Submit instructions to Schwab
2. Complete and submit the attached documents
· Schwab Accredited Investor form and
· A copy of the Accredited Investor Questionnaire below.
Please fill out and submit the issuers Accredited Investor Questionnaire at https://cstt.citrixdata.com/rre61e332d7159465fa1769e0b28943645
by November 25, 2025 and provide Schwab with a copy. The
Accredited Investor Questionnaire must include your name and date you submitted the form.
· Please refer to the offering materials for additional instructions.
-----------------------------------------------------------------------------------------------
Your securities:
· Cascadia Investments Inc securities referenced above
Offer type:
· Exchange offer
Who is the offeror:
· Cascadia Investments Inc
What is being offered:
· In exchange for each of your securities:
¨ Accredited Investors may elect to receive the share consideration
¨ Non-Accredited Investors may elect to receive the cash consideration
· Please refer to the offering materials for additional details
Options:
· Exchange for Stock: Submit all or a portion of your securities.
Continue
· Tender for Cash: Submit all or a portion of your securities.
· Decline: If you do not wish to participate, no further action is required. However, holders who
do not make an election will deemed to have made the cash election.
¨ Please note: If you instruct to "Decline" the offer, you will not receive reminders for this
specific offer. If you do not make any selection, you will receive reminders, if applicable, up until the Schwab
cutoff date.
Additional information related to this offer:
· Please refer to the offering materials for additional details.
· Once you have given your instructions to Schwab, you cannot change or cancel your
instructions
¨ Holders must submit instructions along with the Schwab Accredited Investor form prior
to submitting the Accredited Investor Questionnaire on the issuer portal.
Important information about participating in corporate actions:
Offering materials: Please review the offering materials in full to ensure you understand the offer before
making any decision with respect to your securities. If you have not received these offering materials or if you
have questions about the offer, please contact:
· Continental Stock Transfer & Trust Co.
¨ (917) 262-2378
¨ reorg+Cascadia@continentalstock.com.
Market conditions: Holders are encouraged to monitor the market conditions, prices, and events, as
applicable, surrounding the securities involved in the offer. Participating in this offer may or may not be
beneficial.
· It is your responsibility to fully understand the offer and the related events/securities to
determine if you wish to participate in the offer.
Offer conditions: The offer may be subject to certain conditions, approvals, participation restrictions, and
acceptance procedures as described in the offering materials.
Changes to the offer: The offeror may have the option to amend, extend, or cancel the offer.
Taxes: Holders are encouraged to consult with their own tax advisor regarding any tax implications of
participating in the offer.
Note: Language and information in this notice is generic. Please review the offering materials (which may
have terminology that differs from this notice) to ensure that you fully understand the specific details that
apply to the current offer.
Submit Instruction To Schwab
It is your responsibility to ensure you submit instructions by .
Please submit instructions even if you want to decline this offer.
Call Schwab for questions about submitting instructions at 800-435-4000.
(1120-05ZA, 0125-AT9X)
Today's Date: 12:45 PM ET, 11/14/2025
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