11/3/2022

speaker
Bryant Riley
Co-CEO and Executive Chairman

for solid operating results despite volatile markets and amid the effective shutdown in capital markets. Over the past nine months, our platform has delivered operating revenues of $869 million and operating adjusted EBITDA of $265 million. During that same period, we have returned over $83 million to our shareholders in the form of dividends. While the recent market decline has created meaningful market-to-market losses, we think it is important to remind investors that this has come after a number of years of outsized gains many of which were realized and were utilized to diversify our operating businesses through opportunistic acquisitions. We also used the last few years to fortify our balance sheet through the issuance of baby bonds with interest rates far below the current market and with meaningful remaining duration. With that said, underpinning our platform strategy is our commitment to return a portion of our excess earnings to our shareholders, and we're pleased to deliver a third-quarter dividend of $1 per share. We recognize our businesses can be difficult for investors to model. We are not a typical broker-dealer. The composition and variability of our platform becomes more unique as we continue to diversify to balance the episodic and cyclical parts of our platform. Our platform, though, has remained consistent and we will continue to be opportunistic where opportunities present. To that end, we recently announced three acquisitions which we expect will further augment our steady and recurring earnings and cash flow. In August, we announced the addition of Bullseye Telecom to our Lingo Communications subsidiary. This acquisition expands our footprint in communications services and our overall portfolio of principal investment companies. In September, we purchased an additional pool of performing receivables from Badcock Furniture based on the success of our initial receivables portfolio acquired at the end of 2021. This investment delivers on our state of mandate to expand our sources of steady cash flow, while providing a mutual beneficial outcome for our key relationships of our platform like FRG. Additionally, I think it is important to recognize that this first unlevered purchase of $400 million of receivables will not only result in strong returns, but it was also fortuitous as we've monetized a portion of our equity assets at the end of 2021 when equities were much higher to fund these purchases. We continue to be very pleased with this investment, which continues to perform as this book converts to cash in our balance sheet. More recently, we announced our acquisition of Targus, a leading laptop, bag, and tech accessory business. Targus is run by an exceptional operator, Michael Williams, who until recently served as a director on our board. Under Michael's leadership, Target has right-sized its business while growing distribution to over 100 companies. With a large B2B customer base, Targus revenues tend to be less cyclical than a typical product company, with sales more closely tied to corporate spending. This is a capital blight business that we expect will be highly accretive to our platform as another steady, high cash flow generative company in our portfolio. As we look ahead, we will maintain focus on diligent expense control while continuing to utilize our cash flows to continue to expand and enhance our businesses. Looking to the horizon, we believe we will see numerous opportunities over the next 12 to 24 months as market valuations continue to adjust, and we believe we are in a very strong position to take advantage of those opportunities. With that, I'll turn the call over to Phil Ahn, our CFO and COO, to discuss financial metrics for the quarter, and then Tom Kelleher, our co-CEO, will discuss our reportable segments and division highlights before we open up for questions. Phil? Phil?

speaker
Phil Ahn
CFO and COO

Thanks, Bryant. For our third quarter ending September 30th, B. Reilly reported total revenues of $340.4 million down from $381.5 million in the prior year period. Total adjusted EBITDA for the quarter was $141.4 million compared to $114.1 million in the prior year period. Net income available to common shareholders was $45.8 million or $1.53 per diluted share. This compares to net income of 48.6 million or $1.69 per diluted share in Q3 of last year. Our third quarter results included operating revenues of 328.2 million compared to 363.3 million in the prior year period. Operating adjusted EBITDA was 106.2 million for the quarter compared to 101.1 million in last year's period. We also generated investment gains of approximately 12 million in Q3 of this year, which includes both realized and unrealized gains on certain strategic investments that we hold. As a reminder, adjusted EBITDA and our metrics for operating and investment results are non-GAAP financial measures. Please refer to our earnings release for a definition of those terms and for reconciliation to the nearest gap measures. Investors can also find additional details relating to these metrics and related reconciliations in the financial supplement on our investor relations website. Tom will cover segment highlights in connection with his discussion of our business divisions. And so now, I wanted to provide some commentary on some of our recent acquisitions. In August, our Lingo subsidiary completed its previously announced acquisition of Bullseye Telecom. The addition of Bullseye follows our acquisition of Lingo in May of this year, in which we acquired an 80% ownership in a telecom services provider. The Bullseye addition augments our existing portfolio of communication services businesses, while also providing our B-Riley platform with an additional source of steady cash flow. Just before quarter end, we acquired our portfolio of receivables from Badcock Furniture for approximately $168 million. This represented our second pool of purchased receivables and builds on our prior receivables portfolio, which has generated attractive returns for us. Our purchase of the second portfolio, representing $198 million of receivables, was financed primarily with a $148 million credit facility in which B. Reilly provides a limited guarantee of $15 million. Finally, in October, we announced our acquisition of Targus in a transaction valued at approximately $250 million. The deal was financed through a combination of cash and stock, $85.5 million in bank financing, and $114 million of seller financing and B. Reilly bonds issued to the seller. We're excited about Targus. and expect Targus to be another strong cash flow generator for our B. Reilly platform. We're excited about these recent acquisitions and expect they will all provide meaningful earnings in cash flow for our platform and ultimately to our shareholders. Now, turning back to our third quarter results, some highlights from our balance sheet as of September 30th include $232 million in unrestricted cash and cash equivalents, $1.2 billion in net securities and other investments owned, and $815 million in loans receivable, which includes our performing receivables portfolio and our loan book. At quarter end, we had a total cash and investments balance of approximately $2.33 billion, which includes approximately $46 million of other investments reported in prepaid and other in assets. Total debt as of September 30th was approximately $2.32 billion, bringing our cash and investments position net of debt to approximately $14 million at quarter end. The B. Reilly Board has approved a regular quarterly dividend of $1 per share, which will be payable on or about November 29th to common stockholders of record as of November 15th. As well, the Board has approved an annual share repurchase plan under which B. Reilly may repurchase up to 50 million of our common shares. That completes my financial summary. Now I'll turn the call over to our co-CEO, Tom Kelleher, to provide a segment summary and highlights from our business divisions. Tom?

speaker
Tom Kelleher
Co-CEO

Thanks, Phil. As financial conditions tighten, we believe our diversified business is uniquely positioned to serve clients exceptionally well. Embedded throughout our platform is core expertise in restructuring and debt refinancing, direct lending, bankruptcy advisory, and asset disposition. With demand for these services expected to increase, we believe our counter-cyclical businesses are poised for growth in the coming quarters. At the same time, stable performance across our non-cyclical businesses continues to provide us a solid baseline with which to operate. I'll now provide a summary of our segment results along with some color on the individual business units that comprise our segments. Starting with our capital market segment, despite lower levels of investment banking and underwriting activity, third quarter segment revenues remain flat at $179 million. Segment income increased to $124 million, up from $88 million in the prior year period, primarily driven by increased interest income from loans and securities lending. Revenue for B. Reilly Securities' fixed income trading also increased during the quarter, with rising rates translating to greater activity. In spite of market headwinds, we continue to be encouraged by our fixed income division and believe this group represents a significant growth opportunity. In the same respect, we remain encouraged by our growing banking advisory backlog, buoyed by a number of focal point mandates, especially in health care. Given this sector's relative immunity to challenging markets, we are investing to strategically expand this vertical with the recent addition of nine health care bankers from here on. This group brings significant experience that deepens and expands our platform's existing health and life science expertise. Combined with the Focal Point and the Legacy B. Riley team, we believe we now offer one of the strongest healthcare platforms in middle markets, and we remain committed to investing in the best talent to serve our clients as they seek to capitalize on the opportunities being presented by the evolving market landscape. In our capital management business be Riley asset management and to 72 capital continue to gain momentum as part of our platform, while delivering strong returns for our clients, we continue to expand marketing efforts, while growing our product offerings. In wealth management segment revenues declined to 48 million for the quarter primarily impacted by our strategic decision to part with a significant number of brokers and certain businesses previously affiliated with national securities. These exits, along with unfavorable market conditions, resulted in reduced client activity and related declines in wealth assets under management to approximately $25 billion at September 30th, down from over $30 billion in the assets at the end of the first quarter. With this strategic de-risking and realignment, 50% of our wealth business today is reoccurring revenue. As we look ahead and continue to invest in building a best-in-class, management platform for our customers and advisors, recruiting quality talent remains our top priority. With modest momentum in our recruiting, we believe our brand in wealth management is continuing to gain market recognition. Turning to our financial consulting segment, which is comprised of B. Reilly Advisory Services and our real estate business, third quarter financial consulting revenues were $23 million, driven by sustained demand for valuations to services to support loans and transaction financing and our expertise in bankruptcy restructuring and forensic accounting. As a whole, B. Reilly Advisory Services continues to generate stable revenues and profits to our platform. In addition, B. Reilly Real Estate completed several disposition projects while supporting ongoing retail restructuring projects during the quarter, including the sale of a real estate portfolio for Badcock Furniture. In our auction and liquidation segment, revenues were $7 million for the quarter, primarily driven by ongoing projects in Europe and smaller liquidation projects in the U.S. As we have stated previously on calls, results from this business are variable due to the episodic impact of large retail liquidation engagements. While current U.S. liquidation activity remains lower, B. Reilly Retail Solutions has started to see increased activity with momentum expected to continue into the 2023 as retailers begin to feel the economic pressure of declining consumer spend. In our principal investment segment, revenues increased to $78 million, primarily due to the addition of Marconi Wireless, Lingo, and Bullseye Telecom. On a combined basis, our communications business continued to perform above expectations, contributing reoccurring cash flow to our platform. Revenue for our brand segment were $5 million for the third quarter, which relate to the licensing of trademarks for our six-brands portfolio. In addition, our investments in Hurley and Justice brands, which are recognized in our capital market segment, contributed dividends income of $7 million for the quarter. 2022 has proven to be another transformative year in B Reilly's 25-year history. Over the past year, we have made great strides to incorporate acquired businesses while welcoming new colleagues to expand existing business lines or to support the formation of new B. Reilly divisions. All the while, our platform continues to demonstrate its resiliency and ability to deliver solid results in difficult environments. None of this could be accomplished without our colleagues who provide us the expertise and agility to capitalize on the opportunities being presented by our rapidly evolving platform. Our colleagues drive innovation throughout the enterprise every single day, and we could not be more thankful for their continued dedication. With that, we will now open the line for questions and then turn it back over to Bryant for closing remarks. Thanks.

Disclaimer

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