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B. Riley Financial Receives Unsolicited Proposal to Be Taken Private

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B. Riley Financial (Nasdaq: RILY) has received an unsolicited proposal from its founder, chairman, and co-CEO, Bryant Riley, to take the company private. The offer proposes to acquire outstanding shares not owned by Riley at $7.00 per share. The transaction would be financed with debt and possibly third-party equity, subject to 'majority of the minority' stockholder approval and other conditions, but not a financing condition.

The company's Board of Directors plans to establish a Special Committee of independent directors to evaluate the proposal. However, the Board cautions that it has not yet had the opportunity to thoroughly review the offer, and there is no assurance that a definitive agreement will be reached or that any transaction will be approved or completed.

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Positive

  • Potential for shareholders to receive a premium on their shares
  • Transaction not subject to financing condition, reducing uncertainty

Negative

  • Proposed price of $7.00 per share may undervalue the company
  • Potential conflicts of interest with founder-led buyout
  • Increased debt load to finance the transaction could impact company's financial stability

News Market Reaction

-5.81%
1 alert
-5.81% News Effect

On the day this news was published, RILY declined 5.81%, reflecting a notable negative market reaction.

Data tracked by StockTitan Argus on the day of publication.

LOS ANGELES, Aug. 16, 2024 /PRNewswire/ -- B. Riley Financial, Inc. (Nasdaq: RILY) (the "Company") announced that its Board of Directors has received an unsolicited preliminary, non-binding letter of proposal, dated August 16, 2024, from the Company's founder, chairman and co-CEO, Bryant Riley, to acquire the outstanding shares of the Company not currently owned by Mr. Riley, in a transaction to take the Company private, at a proposed purchase price of $7.00 per share.

According to the proposal, Mr. Riley intends to finance the transaction with debt and, potentially, equity from third party capital providers. The proposed transaction would be subject to the "majority of the minority" stockholder approval, and other customary conditions. The proposed transaction would not be subject to a financing condition. 

The Company's Board of Directors expects to establish a Special Committee consisting of independent directors with its own advisors to carefully evaluate the proposal and determine the appropriate course of action and process. There is no assurance that the proposal will result in a transaction.

The Board cautions the Company's shareholders and others considering trading the Company's securities that the Board has just received the Proposal and has not had an opportunity to carefully review or evaluate the Proposal and its terms, or make any decision with respect to the Company's response to the Proposal. There can be no assurance that any definitive offer will be received, that any definitive agreement will be executed relating to the Proposal or that this or any other transaction will be approved or consummated. The Company does not undertake any obligation to provide any updates with respect to this or any other transaction, except as required under applicable law.

About B. Riley Financial
B. Riley Financial is a diversified financial services platform that delivers tailored solutions to meet the strategic, operational, and capital needs of its clients and partners. B. Riley leverages cross-platform expertise to provide clients with full service, collaborative solutions at every stage of the business life cycle. Through its affiliated subsidiaries, B. Riley provides end-to-end financial services across investment banking, institutional brokerage, private wealth and investment management, financial consulting, corporate restructuring, operations management, risk and compliance, due diligence, forensic accounting, litigation support, appraisal and valuation, auction, and liquidation services. B. Riley opportunistically invests to benefit its shareholders, and certain affiliates originate and underwrite senior secured loans for asset-rich companies. B. Riley refers to B. Riley Financial, Inc. and/or one or more of its subsidiaries or affiliates. For more information, please visit www.brileyfin.com.

Contacts

Investors
ir@brileyfin.com 

Media
press@briley.com 

Cision View original content:https://www.prnewswire.com/news-releases/b-riley-financial-receives-unsolicited-proposal-to-be-taken-private-302224615.html

SOURCE B. Riley Financial

FAQ

What is the proposed purchase price per share in the B. Riley Financial (RILY) privatization offer?

The proposed purchase price is $7.00 per share for outstanding shares not currently owned by Bryant Riley.

Who made the unsolicited proposal to take B. Riley Financial (RILY) private?

The unsolicited proposal was made by Bryant Riley, the company's founder, chairman, and co-CEO.

What conditions are attached to the B. Riley Financial (RILY) privatization proposal?

The proposal is subject to 'majority of the minority' stockholder approval and other customary conditions, but not a financing condition.

How does B. Riley Financial's (RILY) Board plan to evaluate the privatization proposal?

The Board plans to establish a Special Committee of independent directors with its own advisors to evaluate the proposal and determine the appropriate course of action.
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