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B. Riley Financial Reports Financial Results for Third Quarter 2016

November 14, 2016 8:00 AM

LOS ANGELES, Nov. 14, 2016 /PRNewswire/ -- B. Riley Financial, Inc. (NASDAQ: RILY), a diversified provider of financial and business advisory services as well as Internet access services, reported results for the third quarter ended September 30, 2016.

Third Quarter 2016 Highlights

  • Adjusted EBITDA totaled $20.8 million
  • Net income totaled $8.9 million or $0.47 per diluted share
  • Adjusted net income totaled $11.5 million or $0.60 per diluted share
  • Board of directors authorized a $0.08 per share regular cash dividend to be paid quarterly and a one-time special dividend of $0.17 per share

Third Quarter 2016 Financial Results

Total revenues for the third quarter of 2016 were up 168% to $57.0 million compared to $21.3 million in the same year-ago period. The significant increase was primarily due to higher revenues from services and fees from the company's Auction and Liquidation segment, as well as the addition of United Online that was acquired on July 1, 2016. The results of United Online are presented in the Communications segment.

  • Auction and Liquidation Segment: Revenues were $23.6 million compared to $5.8 million in the same year-ago period. The increase in revenue was primarily due to a $15.6 million increase in services and fees from retail liquidation engagements, offset by a $4.2 million decrease in revenue from services and fees in the company's wholesale and industrial auction division. Segment income increased to $13.0 million from $2.8 million in the same year-ago period.
  • Capital Markets Segment: Revenues were $10.1 million compared to $7.5 million in the same year-ago period. The increase in revenue was primarily due to higher investment banking fees and trading income and commissions earned. Segment income increased to $1.0 million from $34,000 in the same year-ago period.
  • Valuation and Appraisal Segment: Revenues were $7.7 million compared to $7.9 million in the same year-ago period. The decrease was primarily due to a net decrease in revenues related to appraisal engagements. Segment income totaled $2.0 million compared to $2.4 million in the same year-ago period.
  • Communications Segment: Revenues from services and fees, as well as the sale of products totaled $15.6 million, including $11.2 million in revenues from internet access and related subscription services, and $4.3 million from advertising services. Segment income totaled $3.4 million.

Net income for the third quarter of 2016 totaled $8.9 million or $0.47 per diluted share, compared to a net income of $1.5 million or $0.09 per diluted share in the same year-ago period.

Adjusted EBITDA (earnings before interest, taxes, depreciation, amortization, transaction and restructuring expenses, insurance settlement recoveries, and share based compensation) for the third quarter of 2016 totaled $20.8 million, compared to $3.1 million in the same year-ago period (see note regarding "Use of Non-GAAP Financial Measures," below for further discussion of this non-GAAP term).

Adjusted net income (excluding the impact of share based payments, amortization of acquired intangible assets, restructuring costs, insurance settlement recovery and transaction costs related to the United Online, Inc. acquisition, net of related tax impact thereof) totaled $11.5 million or $0.60 per share for the third quarter of 2016, compared to $2.1 million or $0.13 per share in the same year-ago period (see note regarding "Use of Non-GAAP Financial Measures," below for further discussion of these non-GAAP terms).

At September 30, 2016, the company had $26.5 million of unrestricted cash and $8.7 million of net investments in securities. Total shareholder equity at quarter-end was $143.6 million.

Declaration of Dividend

On November 13, 2016, the company's board of directors approved a regular quarterly dividend of $0.08 per share and a one-time special dividend of $0.17 per share, which will be paid on or about December 14, 2016 to stockholders of record on November 29, 2016.

Management Commentary

"As we previewed in our preliminary release, we had a very profitable third quarter, driven primarily by strong results in our retail asset disposition business, as well as a recovery in our capital markets brokerage business," said company Chairman and CEO, Bryant Riley. "Additionally, United Online, which we acquired in July, has performed in line with our expectations and continues to provide meaningful and consistent cash flow generation.

"As we have communicated, our goal is to return a portion of our adjusted EBITDA back to shareholders in the form of a dividend. While much of our business continues to be episodic in nature, we have certain segments of our business that we expect will provide us with the stability to issue a regular quarterly dividend of $0.08 per share. In addition to this regular quarterly dividend, the additional special dividend of $0.17 per share reflects our commitment to paying a variable dividend based on the performance of the parts of our business that tend to display fluctuating results but outsized returns, like our liquidation segment. Altogether, our dividend policy and capital allocation strategy demonstrates our board's confidence in our balance sheet, future cash flows, and commitment to returning a portion of our profits to our shareholders."

"Looking ahead, we are seeing many opportunities within our retail asset disposition business, including our announced transactions for Masters Home Improvement in Australia and MS Mode in the Netherlands," continued Riley. "The proceeds from our $28.75 million bond offering last month further bolsters our balance sheet so that we can proactively pursue the many attractive opportunities we are seeing."

Conference Call

B. Riley Financial will host an investor conference call today (November 14, 2016) at 12 noon Eastern time (9:00 a.m. Pacific time). The company's Chairman and CEO, Bryant Riley, President Tom Kelleher, and CFO and COO, Phillip Ahn, will host the conference call, followed by a question and answer period.

Please call the conference telephone number 10 minutes prior to the start time. An operator will register your name and organization. If you have any difficulty connecting with the conference call, please contact Liolios Group at 949-574-3860.

Toll-Free Number: 877-407-0789International Number: 201-689-8562

The conference call will be broadcast simultaneously and available for replay via the investor section of the company's website ir.brileyfin.com.

A replay of the call will be available after 3:00 p.m. Eastern time on the same day through November 21, 2016.

Toll-Free Replay Number: 844-512-2921International Replay Number: 412-317-6671Replay ID: 13649526

About B. Riley Financial, Inc.

B. Riley Financial, Inc. (NASDAQ: RILY) is a publicly traded, diversified financial services company which takes a collaborative approach to the capital raising and financial advisory needs of public and private companies and high net worth individuals. The company also makes proprietary investments in other businesses where B. Riley Financial, Inc. is uniquely positioned to leverage its expertise and assets in order to maximize value. The Company operates through several wholly-owned subsidiaries, including B. Riley & Co., LLC (www.brileyco.com), Great American Group, LLC (www.greatamerican.com), Great American Capital Partners (www.gacapitalpartners.com) and B. Riley Capital Management, LLC (which includes B. Riley Asset Management and B. Riley Wealth Management, (www.brileywealth.com). Since the acquisition of United Online, Inc. (www.untd.com) in July 2016, B. Riley Financial, Inc. also provides internet access services under the NetZero and Juno brands.

Forward-Looking Statements

This press release may contain forward-looking statements by B. Riley Financial, Inc. that are not based on historical fact, including, without limitation, statements containing the words "expects," "anticipates," "intends," "plans," "projects," "believes," "seeks," "estimates" and similar expressions and statements. Such forward looking statements include, but are not limited to, express or implied statements regarding future financial performance, plans for future regular or special dividends, stability and level of future cash flows, the effects of our recent bond offering, the effects of our business model, the effects of the United Online acquisition and related actions, expectations regarding future transactions and the financial impact, size and consistency of returns and timing thereof, as well as statements regarding the effect of investments in our business segments. Because these forward-looking statements involve known and unknown risks and uncertainties, there are important factors that could cause actual results, events or developments to differ materially from those expressed or implied by these forward-looking statements. Such factors include risks associated with large engagements in our Auction and Liquidation segment; our ability to achieve expected cost savings or other benefits with respect to the acquisition of United Online, in each case within expected time frames or at all; our ability to consummate anticipated transactions and the expected financial impact thereof, in each case within the expected timeframes or at all; our ability to successfully integrate recent acquisitions; loss of key personnel; our ability to manage growth; the potential loss of financial institution clients; the timing of completion of significant engagements; our ability to achieve stable cash flows and those risks described from time to time in B. Riley Financial, Inc.'s filings with the SEC, including, without limitation, the risks described in B. Riley Financial, Inc.'s Annual Report on Form 10-K for the year ended December 31, 2015 under the captions "Risk Factors" and "Management's Discussion and Analysis of Financial Condition and Results of Operations." Additional information will also be set forth in our Quarterly Report on Form 10-Q for the quarter ended September 30, 2016. These factors should be considered carefully and readers are cautioned not to place undue reliance on such forward-looking statements. All information is current as of the date this press release is issued, and B. Riley Financial, Inc. undertakes no duty to update this information.

Note Regarding Use of Non-GAAP Financial Measures

Certain of the information set forth herein, including adjusted EBITDA, adjusted net income and adjusted diluted net income per share may be considered non-GAAP financial measures. B. Riley Financial 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 cash flow, excluding net interest expense, provisions for income taxes, depreciation, amortization, transaction and restructuring expenses, insurance settlement recoveries, and stock-based compensation 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, 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. The non-GAAP measures are described above and are reconciled to the corresponding GAAP measure in the unaudited condensed consolidated financial statements portion of this release under the headings "Adjusted EBITDA Reconciliation" and "Adjusted Net Income Reconciliation."

Investor Contact: Scott Liolios or Matt GloverLiolios Group, Inc.949-574-3860[email protected]

B. RILEY FINANCIAL, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(Dollars in thousands, except par value)

September 30,

December 31,

2016

2015

(Unaudited)

Assets

Current assets:

Cash and cash equivalents

$

26,474

$

30,012

Restricted cash

78,287

51

Securities owned, at fair value

9,028

25,543

Accounts receivable, net

15,112

9,472

Due from related parties

731

409

Advances against customer contracts

5,020

5,013

Goods held for sale or auction

9,145

37

Prepaid expenses and other current assets

4,543

2,415

Total current assets

148,340

72,952

Property and equipment, net

5,765

592

Goodwill

52,634

34,528

Other intangible assets, net

40,913

4,768

Deferred income taxes

11,509

18,992

Other assets

2,193

588

Total assets

$

261,354

$

132,420

Liabilities and Equity

Current liabilities:

Accounts payable

$

4,188

$

1,123

Accrued payroll and related expenses

9,404

7,178

Accrued value added tax

900

1,785

Accrued expenses and other liabilities

18,279

5,806

Auction and liquidation proceeds payable

672

Deferred revenue

3,863

Due to related parties

166

Securities sold not yet purchased

370

713

Acquisition consideration payable

10,381

Participating note payable

60,822

Mandatorily redeemable noncontrolling interests

2,764

2,994

Revolving credit facilities

272

Contingent consideration- current portion

1,219

1,241

Total current liabilities

112,190

21,950

Other liabilities

5,570

Contingent consideration, net of current portion

1,150

Total liabilities

117,760

23,100

Commitments and contingencies

B. Riley Financial, Inc. stockholders' equity:

Preferred stock, $0.0001 par value; 1,000,000 shares authorized; none issued

Common stock, $0.0001 par value; 40,000,000 shares authorized; 19,043,072 and 16,448,119 issued and outstanding as of September 30, 2016 and December 31, 2015, respectively

2

2

Additional paid-in capital

141,389

116,799

Retained earnings (deficit)

2,210

(6,305)

Accumulated other comprehensive loss

(1,098)

(1,058)

Total B. Riley Financial, Inc. stockholders' equity

142,503

109,438

Noncontrolling interests

1,091

(118)

Total equity

143,594

109,320

Total liabilities and equity

$

261,354

$

132,420

B. RILEY FINANCIAL, INC. AND SUBSIDIARIES

Condensed Consolidated Statements of Operations

(Unaudited)

(Dollars in thousands, except share data)

Three Months EndedSeptember 30,

Nine Months EndedSeptember 30,

2016

2015

2016

2015

Revenues:

Services and fees

$

50,300

$

21,150

$

90,505

$

82,176

Sale of goods and products

6,666

122

6,668

10,588

Total revenues

56,966

21,272

97,173

92,764

Operating expenses:

Direct cost of services

12,841

5,213

25,084

20,530

Cost of goods sold

2,391

2,393

3,071

Selling, general and administrative expenses

22,727

12,782

48,844

45,755

Restructuring costs

3,585

3,585

Total operating expenses

41,544

17,995

79,906

69,356

Operating income

15,422

3,277

17,267

23,408

Other income (expense):

Interest income

26

5

32

10

Interest expense

(991)

(64)

(1,398)

(735)

Income before income taxes

14,457

3,218

15,901

22,683

Provision for income taxes

(6,083)

(600)

(6,184)

(8,060)

Net income

8,374

2,618

9,717

14,623

Net (loss) income attributable to noncontrolling interests

(565)

1,155

631

1,814

Net income attributable to B. Riley Financial, Inc.

$

8,939

$

1,463

$

9,086

$

12,809

Basic income per share

$

0.47

$

0.09

$

0.51

$

0.79

Diluted income per share

$

0.47

$

0.09

$

0.50

$

0.79

Weighted average basic shares outstanding

18,977,072

16,243,425

17,805,127

16,199,931

Weighted average diluted shares outstanding

19,191,035

16,344,649

18,009,158

16,272,953

B. RILEY FINANCIAL, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS

(Unaudited)

(Dollars in thousands)

Nine Months EndedSeptember 30,

2016

2015

Cash flows from operating activities:

Net income

$

9,717

$

14,623

Adjustments to reconcile net income to net cash provided by operating activities:

Depreciation and amortization

2,381

634

Provision for (recoveries of) doubtful accounts

(178)

366

Loss on disposal of fixed assets

7

Share based compensation

1,831

1,192

Effect of foreign currency on operations

640

(363)

Non-cash interest

147

118

Deferred income taxes

1,839

5,451

Income allocated to mandatorily redeemable noncontrolling interests and redeemable noncontrolling interests

1,450

1,796

Change in operating assets and liabilities:

Accounts receivable and advances against customer contracts

(1,871)

13,177

Securities owned

16,515

407

Goods held for sale or auction

(8,447)

52

Prepaid expenses and other assets

1,410

9

Accounts payable and accrued expenses

3,175

5,371

Due from (due to) related parties

(488)

(3,916)

Securities sold, not yet purchased

(343)

5,735

Auction and liquidation proceeds payable

(672)

(665)

Deferred revenues

963

Other liabilities

(143)

Net cash provided by operating activities

27,926

43,994

Cash flows from investing activities:

Acquisition of MK Capital, net of cash acquired $45

(2,451)

Acquisition of United Online, net of cash acquired $125,542

(33,430)

Purchases of property and equipment

(297)

(196)

Proceeds from sale of property and equipment

15

4

(Increase) decrease in restricted cash

(78,161)

7,533

Net cash (used in) provided by investing activities

(111,873)

4,890

Cash flows from financing activities:

Repayment of asset based credit facility

(56,255)

(18,506)

Proceeds from borrowings under asset based credit facility

56,255

Proceeds from (repayment of) revolving line of credit

(272)

14

Proceeds from note payable - related party

4,500

Repayment of note payable - related party

(4,500)

Borrowings from participating note payable

61,400

Payment of contingent consideration

(1,250)

Proceeds from issuance of common stock

22,999

Offering costs from issuance of common stock

(240)

Dividends paid

(571)

(4,241)

Payment of employment taxes on vesting of restricted stock

(24)

Distribution to noncontrolling interests

(1,680)

(1,797)

Net cash provided by (used in) financing activities

80,386

(24,554)

(Decrease) increase in cash and cash equivalents

(3,561)

24,330

Effect of foreign currency on cash

23

(8)

Net (decrease) increase in cash and cash equivalents

(3,538)

24,322

Cash and cash equivalents, beginning of period

30,012

21,600

Cash and cash equivalents, end of period

$

26,474

$

45,922

Supplemental disclosures:

Interest paid

$

505

$

303

Taxes paid

$

409

$

976

B. RILEY FINANCIAL, INC. AND SUBSIDIARIES

Condensed Segment Financial Information

(Unaudited)

(Dollars in thousands)

Three Months Ended

Nine Months Ended

September 30,

September 30,

2016

2015

2016

2015

Capital markets reportable segment:

Revenues - Services and fees

10,063

$ 7,478

$ 22,799

$ 30,343

Selling, general, and administrative expenses

(8,692)

(7,310)

(22,535)

(23,234)

Depreciation and amortization

(362)

(134)

(406)

(384)

Segment income (loss)

1,009

34

(142)

6,725

Auction and Liquidation reportable segment:

Revenues - Services and fees

17,058

5,727

29,358

28,861

Revenues - Sale of goods

6,503

122

6,505

10,588

Total revenues

23,561

5,849

35,863

39,449

Direct cost of services

(4,365)

(1,722)

(9,870)

(10,642)

Cost of goods sold

(2,223)

-

(2,225)

(3,071)

Selling, general, and administrative expenses

(3,957)

(1,260)

(6,759)

(7,725)

Depreciation and amortization

(25)

(45)

(103)

(147)

Segment income

12,991

2,822

16,906

17,864

Valuation and Appraisal reportable segment:

Revenues - Services and fees

7,696

7,945

22,865

22,972

Direct cost of services

(3,549)

(3,491)

(10,287)

(9,888)

Selling, general, and administrative expenses

(2,136)

(2,000)

(6,379)

(6,434)

Depreciation and amortization

(19)

(35)

(72)

(104)

Segment income

1,992

2,419

6,127

6,546

Communications reportable segment:

Revenues - Services and fees

15,483

-

15,483

-

Revenues - Sale of products

163

-

163

-

Total revenues

15,646

-

15,646

-

Direct cost of services

(4,927)

-

(4,927)

-

Cost of goods sold

(168)

-

(168)

-

Selling, general, and administrative expenses

(2,128)

-

(2,128)

-

Depreciation and amortization

(1,813)

-

(1,813)

-

Restructuring costs

(3,187)

-

(3,187)

-

Segment income

3,423

-

3,423

-

Consolidated operating income from reportable segments

19,415

5,275

26,314

31,135

Corporate and other expenses (including restructuring costs of $398 during the three and nine months ended September 30, 2016)

(3,993)

(1,998)

(9,047)

(7,727)

Interest income

26

5

32

10

Interest expense

(991)

(64)

(1,398)

(735)

Income before income taxes

14,457

3,218

15,901

22,683

Provision for income taxes

(6,083)

(600)

(6,184)

(8,060)

Net income

8,374

2,618

9,717

14,623

Net (loss) income attributable to noncontrolling interests

(565)

1,155

631

1,814

Net income attributable to B. Riley Financial, Inc.

$ 8,939

$ 1,463

$ 9,086

$ 12,809

B. RILEY FINANCIAL, INC. AND SUBSIDIARIES

ADJUSTED EBITDA RECONCILIATION

(Unaudited)

(Dollars in thousands)

Three Months Ended

Nine Months Ended

September 30,

September 30,

2016

2015

2016

2015

Adjusted EBITDA reconciliation:

Net income (loss) as reported

$

8,939

$

1,463

$

9,086

$

12,809

Adjustments:

Provision (benefit) for income taxes

6,083

600

6,184

8,060

Interest expense

991

64

1,398

735

Interest income

(26)

(5)

(32)

(10)

Depreciation and amortization

1,982

214

2,381

635

Share based payments

834

727

1,831

1,193

Transaction costs related to United Online, Inc. acquisition

35

957

Restructuring Costs

3,585

3,585

Insurance Settlement Recovery

(1,618)

(1,618)

Total EBITDA adjustments

11,866

1,600

14,686

10,613

Adjusted EBITDA

$

20,805

$

3,063

$

23,772

$

23,422

B. RILEY FINANCIAL, INC. AND SUBSIDIARIES

ADJUSTED NET INCOME RECONCILIATION

(Unaudited)

(Dollars in thousands, except share data)

Three Months EndedSeptember 30,

Nine Months EndedSeptember 30,

2016

2015

2016

2015

Net income attributable to B. Riley Financial, Inc.

$

8,939

$

1,463

$

9,086

$

12,809

Adjustments

Share based payments

834

727

1,831

1,193

Amortization of acquired intangible assets

1,465

111

1,688

319

Restructuring costs

3,585

3,585

Insurance settlement recovery

(1,618)

(1,618)

Transaction costs related to United Online, Inc. acquisition

35

957

13,240

2,301

15,529

14,321

Income tax effect of adjusting entries

(1,742)

(244)

(2,609)

(584)

Adjusted net income attributable to B. Riley Financial, Inc.

11,498

2,057

12,920

13,737

Adjusted income per common share:

Adjusted basic income per share

$

0.61

$

0.13

$

0.73

$

0.85

Adjusted diluted income per share

$

0.60

$

0.13

$

0.72

$

0.84

Shares used to calculate adjusted basic net income per share

18,977,072

16,243,425

17,805,127

16,199,931

Shares used to calculate adjusted diluted net income per share

19,191,035

16,344,649

18,009,158

16,272,953

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SOURCE B. Riley Financial, Inc.

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