Cohen & Company Inc.

Good morning, ladies and gentlemen, and welcome to Cohen & Company's second quarter 2025 earnings call. My name is Alicia, and I'll be your operator for today. Before we begin, Cohen & Company would like to remind everyone that some of the statements the company makes during this call may contain forward-looking statements under applicable security laws. These statements may involve risks and uncertainties that could cause the company's actual results to differ materially from the results discussed in such forward-looking statements. The forward-looking statements made during this call are made only as of the date of this call, and the company undertakes no obligation to update such statements to reflect the subsequent events or circumstances. Cohen & Company advises you to read the cautionary note regarding forward-looking statements in its earnings release and its most recent annual report on Form 10-K filed with the SEC. Earlier today, Cohen & Company issued a press release announcing second quarter 2025 financial results. Today's discussion is complementary to that press release, which is available on the company's website at cohenandcompany.com. This conference call is being recorded, and a replay of it will be available for three days, beginning shortly after the conclusion of this call. The company's remarks also include certain non-GAAP financial measures that management believes are meaningful when evaluating the company's performance. A reconciliation of these non-GAAP financial measures to the comparable GAAP measures is provided in the company's earnings release. After the prepared remarks, the call will be opened up for questions. I would now like to turn the call over to Mr. Lester Brassman, Chief Executive Officer of Cohen & Company.

Thank you, Lisa, and thank you everyone for joining us for our second quarter 2025 earnings call. With me on the call is Joe Pooler, our CFO. We are pleased with our second quarter results, which are driven by a strong performance from our full-service boutique investment banking operation, Cohen & Company Capital Markets, or what we call CCM. During the quarter, CCM generated 37.4 million in new issue and advisory revenue across 25 clients, and is entering the second half of the year with strong momentum and a robust pipeline. In addition, in June 2025, our sponsor SPAC, Columbus Circle Capital Corp. 1, entered into a business combination agreement with ProCap BTC, a Bitcoin-native financial services firm. As sponsor, we retained 2.1 million founder shares. Upon closing, which is expected to occur by the end of the year, the combined company will operate as ProCap Financial Inc. and hold up to $1 billion in Bitcoin on its balance sheet. As our involvement in the SPAC market continues to grow, we are excited to have launched our SPAC-focused equity trading desk. This new trading desk generated more than 1.4 million in trading revenue in its first quarter of operation, and we expect it will serve as a complementary strategy to CCM going forward. We remain confident in our future earnings potential and committed to create long-term sustained value for our stockholders, including through our quarterly dividend. As we disclose in our press release this morning, the company's board of directors has declared quarterly dividend of 25 cents a share, payable on August 29th, 2025, and we expect stockholders as of record, August 15th, 2025. Now I will turn the call over to Joe to walk through this quarter's financial highlights in more detail.

Thank you, Lester. I will begin with a discussion of our operating results for the quarter. Our net income attributable to Cone and Company Inc. shareholders was 1.4 million for the quarter, or 81 cents per fully diluted share, compared to net income of 300,000 for the prior quarter, or 19 cents per fully diluted share, and net loss of 2.3 million for the prior year quarter, or $1.47 per fully diluted share. Our adjusted pre-tax income was 5.5 million for the quarter, compared to adjusted pre-tax income of 1.3 million for the prior quarter, and adjusted pre-tax loss of 8.6 million for the prior year quarter. As a reminder, adjusted pre-tax income or loss is a key earnings measurement for us, as it incorporates enterprise earnings attributable to our convertible non-controlling interest, which is substantially held by our founder and chairman, Daniel Cohen. Daniel holds his interest in the enterprise through the primary operating subsidiary, Cone and Company LLC, which is a consolidated subsidiary of Cone and Company Inc. New issue in advisory revenue was 37.4 million in the quarter, an increase of 4.2 million from the prior quarter, and an increase of 30.9 million from the year ago quarter. All our new issue in advisory revenue came from our CCM business, and was primarily driven by SPAC M&A and SPAC IPO transactions. CCM also generated 6.7 million of positive principal transactions revenue during the quarter. As a reminder, we have received financial instruments as consideration for new issue in advisory services provided by CCM instead of cash at times, which are included in other investments at fair value on our consolidated balance sheets. Net trading revenue came in at 10.8 million in the second quarter, up 1.5 million from the prior quarter, and up 2 million from the second quarter of 24. Asset management revenue totaled 2.2 million in the quarter, up slightly from both prior quarters. Second quarter principal transactions and other revenue was 9.5 million, primarily due to the 6.7 million in gains on our principal investments related to previously received consideration by CCM, as well as certain gains related to our ongoing involvement in the SPAC market outside of CCM as an asset manager and an investor. Principal transactions revenue includes all the gains and losses in income earned on our 50.6 million net investment portfolio. Compensation and benefits expense for the second quarter was 44.3 million, which was up from both prior quarters primarily due to fluctuations in revenue, income from equity method affiliates, net of our non-convertible, non-controlling interest, and the related variable incentive compensation. The number of company employees was 118 as of the end of June, compared to 117 at the end of March, and 121 as of the prior year quarter. Net interest expense for the quarter was 1.5 million, including 1.2 million on our two trust preferred debt instruments, 288,000 on our senior promissory notes, and 22,000 on our credit line. Gain on sale of management contracts for the three months end of June was 800,000, which resulted from the closing of the sale of two of our legacy Alesco CDO management contracts. We are actively pursuing consents for the sale of the remaining three Alesco CDO management contracts in accordance with our previously announced master transaction agreement. Once complete, there will be no future asset management revenue from the company's legacy Alesco CDOs. Loss from equity method affiliates totaled 1.4 million, primarily due to our consolidated sponsor entities investment in Columbus Circle Capital Corp. won our sponsored SPAC. In terms of our balance sheet, at the end of June, total equity was 92.5 million, compared to 90.3 million at the end of 2024. The non-convertible, non-controlling interest component of total equity was 10.9 million as of June 30 and 11.5 million at the end of the year. Thus, the total enterprise equity excluding the non-convertible, non-controlling interest was 81.6 million at the end of June, a $2.7 million increase from 78.8 million at the end of the year. At quarter end, consolidated indebtedness was carried at 32.6 million. During the second quarter, we repaid 2.6 million of our senior promissory notes. As Lester mentioned, we declared a quarterly dividend of 25 cents per share payable on August 29th to stockholders of record as of August 15th. The board of directors will continue to evaluate the dividend policy each quarter and future decisions regarding dividends may be impacted by quarterly operating results and the company's other capital needs. With that, I'll turn it back over to Lester.

Thanks, Joe. And before we open the call for questions, I wanted to take a moment to thank all of our employees for their continued hard work and dedication to Cone Company. We remain confident in our ability to navigate the current environment, execute on our strategic priorities and continue driving progress as we enhance long-term value for our stockholders. Please direct any offline investor questions to Joe Pooler at -701-8952 or via email to investorrelations at conecompany.com. The contact information can also be found at the bottom of our earnings release. Operator, you can now open the call lines for questions and thank everyone for joining today.

Thank you. We'll now be conducting a question and answer session. If you would like to ask a question, please press star one on your telephone keypad. A confirmation tone will indicate your line is in the question queue. You may press star two if you would like to remove your question from the queue. For participants using speaker equipment, it may be necessary to pick up your handset before pressing the star keys. One moment, please, while we pull for questions. Thank you. I don't see any questions at this time. I'd like to pass the call back over to management for any closing remarks.

Thanks, Alisa, and thanks everyone for joining in today. We look forward to reconvening at our next call, this following quarter. Thank you. Thank you, everyone.

This concludes today's teleconference. You may disconnect your lines at this time. Thank you for your participation.