BRC Group Holdings completes short-form merger with B. Riley Securities Holdings

BRC Group Holdings, Inc. (NASDAQ:RILY) completed a short-form merger with B. Riley Securities Holdings, Inc. (BRSH) on October 22, 2026, according to a press release statement filed with the Securities and Exchange Commission. Shares currently trade at $4.23, down nearly 48% over the past six months. The transaction was executed through BRSH Merger Sub LLC, an indirect, wholly owned subsidiary of BRC Group Holdings.

At the effective time of the merger, BRSH Merger Sub LLC merged with and into BRSH, with BRSH surviving as a subsidiary of BRC Group Holdings. Prior to the merger, BRSH Merger Sub LLC held more than 90% of the outstanding shares of BRSH common stock.

As part of the transaction, each outstanding share of BRSH common stock not already owned by BRSH Merger Sub LLC—except for restricted stock awards and shares held by shareholders who properly exercised appraisal rights—was converted into the right to receive $8.88 in cash, without interest. Despite recent stock weakness, InvestingPro analysis suggests RILY appears undervalued at current levels, with liquid assets exceeding short-term obligations. Investors can access the complete most undervalued stocks list and detailed Fair Value analysis through the platform.

Additionally, all outstanding BRSH restricted stock awards were cancelled and replaced with substitute restricted stock awards of BRC Group Holdings common stock. The number of shares subject to each new award was calculated by multiplying the number of shares in the original BRSH restricted stock award by two, rounded down to the nearest whole number. The substitute awards were issued under the B. Riley Financial Inc. 2021 Stock Incentive Plan and retain the same vesting terms and schedule as the original BRSH awards.

The filing also notes that Andy Moore, Chief Executive Officer of B. Riley Securities, Inc. and a former board member of BRSH, received a substitute restricted stock award for 374,720 shares of BRC Group Holdings common stock in exchange for his previous BRSH restricted stock award. For deeper insights into BRC Group Holdings’ financial health and strategic positioning, InvestingPro offers a comprehensive Pro Research Report covering this and 1,400+ other US equities.

BRC Group Holdings’ securities, including its common stock (NASDAQ:RILY), preferred shares (NASDAQ:RILYP, NASDAQ:RILYL), and senior notes (NASDAQ:RILYG, NASDAQ:RILYZ, NASDAQ:RILYT), continue to be listed on the Nasdaq Global Market.

All information is based on a press release statement included in the company’s filing with the SEC.

In other recent news, B. Riley Financial reported impressive second-quarter 2026 results, highlighting a significant improvement in profit and cash generation. The company achieved an operating adjusted EBITDA of $66 million, marking its best core operating quarter in nearly three years. Revenue increased by $14 million from the previous year, reaching $239 million, driven by higher service and fee income. Diluted earnings per share were reported at $0.45. B. Riley Financial also made substantial progress in reducing its debt, cutting it by $497 million in the first half of 2026, bringing net debt down to $285 million. The company’s capital markets business showed strong performance, with B. Riley Securities participating in transactions totaling $21 billion in aggregate deal value. Additionally, the wealth and communications segments continued to provide recurring revenue and cash flow, while losses in the Targus segment narrowed. These developments reflect stronger execution across B. Riley Financial’s diversified platform.