Earnings Call Transcript - RILY Q4 2020

Operator, Operator

Good afternoon, and welcome to B. Riley Financial's Fourth Quarter and Full Year 2020 Earnings Call. B. Riley Financial has issued a press release and presentation detailing its financial results for the fourth quarter and fiscal year 2020. Copies are available in the Investor section of the company's website, at ir.brileyfin.com. Today's conference call will include a discussion of non-GAAP financial measures. Information reconciling these non-GAAP measures to the company's GAAP financial results can be found in the earnings release. As a reminder, today's call is being recorded. An audio replay will also be available on the company's website later today. Joining us today from B. Riley are Bryant Riley, Chairman, Co-Founder and Co-CEO; Tom Kelleher, Co-Founder and Co-CEO; and Phillip Ahn, CFO and COO. After management's remarks, we will open the line for questions. Before we conclude today's call, I will provide the necessary cautions regarding forward-looking statements. I will now turn the call over to Mr. Bryant Riley. Mr. Riley, please proceed.

Bryant Riley, Co-CEO

Thanks, and welcome, everyone. B. Riley Financial reported record revenues and profitability for both the fourth quarter and full year of 2020. In the fourth quarter, we reported revenues in excess of $410 million and total revenues of over $902 million for the full year. Based on our performance in 2020, despite an otherwise challenging year, we are increasingly confident in the earnings power of the platform we've developed. Our results demonstrate an increased profitability from across our businesses and, particularly, our brokerage business. Investment banking delivered impressive results in Q4, contributing to record consolidated quarterly operating revenues of $270 million and record quarterly operating EBITDA of $126.8 million. Importantly, we have been beneficiaries of not only increased deal flow, but also from a number of larger and more significant deals across our equity Capital Markets and Advisory businesses. We saw strong momentum from IPOs, SPACs, and achieved a quarterly best for our ATM desk. In addition to our higher operating results, we were beneficiaries of the improved equity markets, which resulted in investment gains of over $140 million for the quarter, yielding total gains for the year of approximately $104 million, a sharp recovery in our investment book from the markdown in Q1. With retail liquidation activity, continued growth in our Consulting and Advisory businesses, and steady contributions from Appraisal, Principal Investments, and Brands, we believe we have built a platform to not only withstand volatile markets but also to benefit amid disruption. As our businesses have grown, we find ourselves in the fortunate position of generating material free cash flow from our core operations in addition to our investment portfolio. While we continue to see extremely attractive uses for our capital, we also believe it is important to return a portion of our profits directly to our shareholders with the cash flow that we generate. As a result, we feel strongly that a balanced capital allocation policy includes substantial returns of capital to our partners. To that end, we have declared a total dividend of $3.50 per share, which includes an increase to our regular annual dividend to $2, or $0.50 per quarter, and a special $3 dividend. Given the prospects and momentum we see across our businesses, we would expect our dividend to grow over time. In addition to our dividend policy, we repurchased over 2.1 million shares during the year. While B. Riley's momentum has never been stronger, we recognize there's always work to be done. We continue to explore opportunities to lower our cost of capital to reflect our current state of operations. Moreover, while we're always on the lookout for accretive acquisitions, we are seeing more and more opportunities to enhance our business by bringing on great people and new offerings onto our platform. Tom will discuss some of these later on in the call. As you will see from our press release earlier today, we're in the final closing process of our acquisition of National Holdings, which again Tom will talk more about later on. The acquisition of National is an important milestone in B. Riley's 25-year history, and we could not be more excited to onboard this talented team to our platform. We should note we have a longstanding history with the National team as a prior board member and investor, and also through our respective teams working together as co-underwriters on a number of deals. We've built a great mutual respect between our firms and our respective management teams. Together with our B. Riley Wealth Management division, National and B. Riley have a combined platform of close to 900 registered representatives and client assets north of $30 billion. With our combined institutional and retail distribution, we believe this merger enhances our position as a leader in small and mid-cap capital markets, which is reflected in our continued market share gains. A key benefit of our growth is our increasing operating leverage and the many opportunities we're seeing, which are significant, both in terms of number and size. With over $300 million of cash and investments net of debt at year-end, we will continue to work to capitalize on the opportunities we see ahead while, as previously mentioned, continuing to take a balanced approach of returning capital to our shareholders. Lastly, we've said it before, but we can't say it enough: our success relies on our people, and we feel incredibly fortunate for the world-class team we have here at B. Riley and the new members joining us from National. With that, I'll turn it over to Phil Ahn, our CFO and COO, to discuss our financial metrics. Phil?

Phillip Ahn, CFO and COO

Thanks, Bryant. Welcome, everyone. As Bryant mentioned, our fourth quarter and fiscal 2020 results represented an all-time high for B. Riley Financial in terms of revenues and overall profitability. For the three months ended December 31, 2020, we reported record total quarterly revenues of $410.2 million, up from $165.2 million for the fourth quarter of 2019. Net income available to common shareholders totaled $170.1 million, or $6.55 per diluted share, up from $16.9 million, or $0.59 per diluted share, for the prior year quarter. Total adjusted EBITDA increased to $260.5 million, up from $50.3 million in the fourth quarter of 2019. Operating revenues increased to $270 million, up from $130.5 million for the prior year quarter. Operating adjusted EBITDA increased to $126.8 million, up from $16.4 million for the prior year period. For the 12 months ended December 31, 2020, we reported record annual total revenues of $902.7 million, up from $652.1 million for 2019. Net income available to common shareholders was $200.4 million, or $7.56 per diluted share, up from $81.3 million, or $2.95 per diluted share, for 2019. Total adjusted EBITDA increased to $406.8 million, up from $207.9 million for the prior year. Operating revenues increased to $798.7 million, up from $545.6 million for 2019. Operating adjusted EBITDA totaled $311.7 million for the year, up from $113.6 million for 2019. Strength in the equity markets also contributed to strong performance from our investment book. We saw investment gains of approximately $140 million for the fourth quarter, resulting in investment gains of approximately $104 million for the year. These investment gains primarily relate to mark-to-market valuations on strategic investments held by the company. Investment gains for the year represented a sharp recovery from the mark-to-market losses in the first quarter of 2020. With the growth and momentum of our platform, we continue to review our reportable financial metrics to provide our investors with greater visibility into our various business units. To that end, during the fourth quarter, we realigned our segment reporting to reflect some of our recent organizational changes, including the rebranding of our legacy GlassRatner consulting business and our Appraisal business under the name of B. Riley Advisory Services. As noted in our earnings release, we reclassified results from our Consulting and Appraisal businesses and our real estate business underneath the Financial Consulting segment. Consulting and real estate were previously reported in the Capital Markets segment, while Appraisal was previously reported as a standalone segment. We have recast our segment presentation in the relevant materials to reflect these changes; so now turning to our segment results. Capital Markets is our largest segment and includes investments and operating results for our investment banking, brokerage, wealth management, and fund management businesses. Excluding investment gains, Capital Markets generated operating revenue of $201.1 million and segment operating income of $102.5 million for the quarter. This compares to $127 million in operating revenues and segment operating income of $52.7 million for the fourth quarter of 2019. The significant increase was primarily driven by strong investment banking performance that Bryant referred to earlier. Auction and Liquidation fourth quarter results included segment revenues of $15.7 million and segment income of $7.5 million from retail liquidations and store closing projects completed by B. Riley Retail Solutions, our former Great American group. As we noted on prior earnings calls, our Liquidation segment results can vary from quarter to quarter and year to year due to the impact of large retail liquidation projects. For the fourth quarter, Financial Consulting segment revenues were $26.5 million, up from $20.1 million for the prior year period. Segment income totaled $6.9 million, compared to $4.7 million for the prior year period. Results were primarily driven by bankruptcy, forensic accounting, and appraisal assignments performed by B. Riley Advisory Services. Our Principal Investments segment, which includes results from magicJack and United Online, contributed revenues of $21.4 million and segment income of $7.3 million for the fourth quarter. Finally, our Brands segment, which includes licensing revenues related to brand investments portfolios, generated revenues of $5.5 million and segment income of $4.1 million. For the full year, Capital Markets generated operating revenues of $514.7 million and segment operating income of $208.6 million, up from 2019 annual operating revenues of $341.9 million and segment operating income of $77.4 million. Auction and Liquidation generated annual revenues of $88.8 million and segment income of $25.8 million. Financial Consulting annual revenues increased to $91.6 million, up from $76.3 million in 2019. Segment income increased to $22.5 million, up from $17.8 million for the prior year. Principal Investments segment companies continued to outperform initial investment estimates and provided steady cash flows to the B. Riley platform in 2020. For the full year, magicJack and United Online contributed revenues of $87.1 million and segment income of $33.4 million. Lastly, our Brands segment, which was established in 2019, contributed licensing revenues of $16.5 million for 2020. Now for some highlights from our balance sheet. As of December 31, B. Riley Financial had $103.6 million in unrestricted cash and cash equivalents, $767.2 million in net securities and other investments owned, and $373.4 million of loans receivables net of loan participations sold. At year-end, we had a total cash and investments balance of approximately $1.3 billion, which includes $59.6 million of other equity investments included in our prepaid and other assets. Net of debt, B. Riley Financial's cash and investments totaled over $300 million at year-end. We repurchased 450,000 shares of common stock during the fourth quarter and over 2.1 million shares in 2020. Lastly, as Bryant noted, we continued to review our dividend policy to align with our performance and outlook. We've increased our regular quarterly dividend to $0.50 per share from our previous quarterly dividend of $0.375. In addition, our board has declared a special one-time dividend of $3 a share related to our fourth quarter performance. The fourth quarter dividend is payable on or about March 24 to stockholders of record as of March 10. Upon payment of this dividend, we will have returned approximately $4.47 per share in common dividends related to our fiscal 2020 earnings. That completes my financial summary. I'll turn the call over to our Co-CEO, Tom Kelleher, to discuss our individual operating units. Tom?

Tom Kelleher, Co-CEO

Thanks, Phil. As Bryant noted earlier, the key recent development is our acquisition of National Holdings. This is a meaningful addition to our platform and a powerful combination for our respective firms. National adds 700 registered representatives and close to $20 billion of assets to our current roster of over 170 advisers and $12 billion in assets. With National also comes an established middle market-focused banking and capital market franchise, complementary new service lines like tax advisory, and expanded offerings such as National's private shares platform, which provides qualified clients access to pre-IPO investment opportunities. At the same time, B. Riley Wealth Management, our existing legacy firm, has evolved into an integral piece of our platform. We have seen continued growth in this division, both in terms of profitability but also in talent. Combining with National forms critical mass in both our W-2 and independent adviser channels and significantly expands our respective equity syndicate offerings. The continued growth of our advisers remains our top priority as we work to integrate National's professionals into our platform. Importantly, we believe this combination will only serve to increase all of our professionals' businesses through a broader suite of investment solutions for clients as well as enhanced sales and trading capabilities. We are incredibly excited to welcome our new colleagues at National in the coming weeks and look forward to sharing more in the coming quarters. Now moving to our investment banking and institutional brokerage division, B. Riley Securities. As noted, B. Riley Securities delivered its best quarter yet. We saw momentum both in our Capital Markets and Advisory businesses, with meaningful gains driven by several noteworthy transactions. A few highlights include a $292 million IPO for software security company, Telos; Healthcare Services' $331 million SPAC IPO; the sale of Bed Bath & Beyond's Christmas Tree Shops subsidiary; a completed restructuring of RTW Retailwinds' New York & Company; and $565 million jointly raised for AMC through our ATM desk. On this final point, Q4 was the best-ever quarter for our ATM business, which more than doubled its revenue contribution compared to Q3. B. Riley has served as the number one market leader for ATMs in the past decade, and we expect increasing activity in the coming year as ATMs see broader adoption and are more widely accepted as a strategic capital markets tool for both healthy and distressed companies. Our role in Healthcare Services' $331 million IPO was just one of the SPAC IPOs we brought in the fourth quarter. In addition, we helped three of our SPAC sponsors successfully close business combinations. We are currently working with others that are actively seeking targets. Importantly, each of these engagements represents tremendous visibility into future opportunities. Restructure and banking activity also remained strong, with several mandates closing in Q4 and many more in the pipeline. This business, in contrast to our more cyclical Capital Markets segment, has quickly established itself as resilient and opportunistic through both up and down cycles. We also continue to see growth in the Financial Consulting division, which includes our legacy GlassRatner and Appraisal groups under the new B. Riley Advisory Services brand. We saw a significant increase in bankruptcy and restructuring consulting engagements during the fourth quarter, and our Appraisal division returned to growth following the slowdown in lending activity earlier in the year. As Bryant mentioned, we are actively expanding the capabilities in our Advisory group. During the quarter, we introduced a new operations management service line. And earlier this week, we announced a new compliance risk and resilience practice focused on ERM, business continuity, and cybersecurity consulting. Our newest team members bring deep expertise to areas that strengthen many of our core capabilities. We are excited to welcome these talented professionals to B. Riley and look forward to introducing them to our clients. We continue to assess opportunities to strategically scale new service offerings across the enterprise and to enhance existing core capabilities. A great example of this is our real estate group that we brought on a year ago, in February of 2020, amid a very turbulent year for commercial property owners. Since joining the firm, this group has led over 1,700 real estate restructuring and bankruptcy-related projects spanning retail, department stores, restaurant chains, grocery, entertainment, and health services. Many of these engagements were completed by year-end, including Aldo, MUJI, and Potbelly, with several more pending completion in 2021, including our ongoing JCPenney real estate project. Turning to our retail Liquidation division, in 2020, we participated in over 2,000 store closings, with an associated retail inventory value of over $2.8 billion. Notable engagements completed during the quarter include Stein Mart and JCPenney. 2020 was also a highly profitable year for our retail Liquidation business overseas in Europe, and we expect activity to carry into 2021, as retailers continue to face financial stress due to lockdowns and dwindling brick-and-mortar sales. Our Principal Investments companies, magicJack and United Online, remain steady and important contributors of cash flow. At the end of November, we acquired a 40% interest in Lingo, a cloud-based legacy communications service provider. We expect to acquire an additional 40% upon obtaining necessary regulatory approval. The addition of Lingo stands to meaningfully enhance our adjacent communications company investments. We continue to seek opportunities to acquire businesses that would be complementary to our current portfolio, while also assisting other investment companies with acquisitions. At the same time, the Brands investment portfolio that we established in late 2019 continues to provide a steady source of recurring licensing revenue to the platform. Our Brands portfolio recovered from the initial impact of COVID on retail sales earlier this year. In late November, we added the Justice brand to our portfolio. We remain optimistic about the long-term earnings potential from this platform. Taken together, we are extremely proud of our accomplishments amid an otherwise challenging year. As Bryant said, this is much to the credit of our dedicated employees and their continued commitment to providing best-in-class service for our clients and our partners. We ended the year with more momentum than ever and look forward to continuing to deliver in the year ahead. With that, we'll open the line for questions and turn the call back over to Bryant for closing remarks.

Operator, Operator

Thank you. We will now begin the question-and-answer session. [Operator Instructions] Our first question comes from Wes Cummins of 272 Capital. Please go ahead.

Unidentified Analyst, Analyst

This is [indiscernible] on for Wes. A quick question on capital allocation. Really great to see the minimum $5 dividend implied for this year. Would love to get maybe greater color on how you balance the dividend versus the buyback as well as opportunistic investments such as Lingo. Thank you.

Bryant Riley, Co-CEO

Sure. This year felt like five years in one. In the beginning of the year, at points in time, we were buying our stock at $14, $15; bonds at a 50% discount. And now we are paying out this dividend. We are always thinking about the different options and what's best for our company, our employees, and our shareholders. And so there's a balance there. We don't think we've compromised in any way on any of those things. We have plenty of capital to find opportunities. We obviously purchased a large chunk of Justice, the Lingo transaction, and National, which added meaningful groups to the company. We have plenty of cash to do more. However, at the same time, we think we're at an interesting inflection point where we've always said 25% of our EBITDA would be a target to distribute to our shareholders. The more stable we get and the more our cash builds, I could see that number getting larger. But we've got to be really careful. This is a volatile business, and it can be humbling. Right now, it is humming, and we're a beneficiary of that. I think we're also benefiting from some of the things we've done as a company. We've just got to make sure that we're super balanced. Regarding Lingo, we are always considering other ways to create value off the platform. We have a lot of inputs and proprietary opportunities. Now with 700 advisers, we may also add proprietary opportunities. So we believe we will see a lot of flow, with some of that coming directly to the company. Obviously, we have a SPAC out there. We've done two SPACs, thus creating an opportunity for us to capitalize on that proprietary flow. We feel really good about where we are. We have a lot of momentum, but we remain cognizant that 12 months ago was a lot different, and we have to balance all those things.

Unidentified Analyst, Analyst

That's great. That's great. And then on your recent debt offering, it was 150 basis points below your current highest cost of debt. Should we expect that you guys should be able to continue to lower your cost of debt as we go on? Or I'd love to hear any color on that.

Bryant Riley, Co-CEO

Look, our cash flow and all of the inputs to how debt is valued are all better. We are a unique company, which makes it a little bit harder for debtors and equity holders to evaluate us. We engage in a number of different businesses and we do a lot of different things, which may increase our interest rate. However, as you noted, we did a recent baby bond at 6%. You would think that if we put a senior facility in there, we could do better than that. Lowering our cost of debt is an important mandate of ours for the coming year, and we've already started on that.

Unidentified Analyst, Analyst

Hi, guys. First off, congrats on a phenomenal quarter and a great year. As far as your portfolio in light of the National acquisition and the kind of realignment of the segments, do you foresee continuing to be opportunistic with your acquisitions? Or are there holes in your product portfolio that you think could be filled and need to be filled?

Bryant Riley, Co-CEO

Good question, and thanks for the comments. There's always going to be holes, right? We could expand in several areas: leverage finance, commodities, etc. However, we don't sit every day wishing we had a commodities group. We are really excited about the team we have. National fits perfectly; our market share has notably increased due to our ability to put deals together and leverage our balance sheet. Now we have $30 billion of assets and 900 advisers that enhance our transactions. Recent led transactions over the last year are up over 50%, which is a positive indicator that people are earning money. The current market is strong as well. That said, that's a great fit for us, and we already see the benefits. We will continue searching for more avenues for growth, but we are not rushed or pressured to enhance our business.

Unidentified Analyst, Analyst

You guys were relatively early on the SPAC movement. Are you running into increased competition? Because I know that Eos is a good example. You're not looking at 'fuzzy' private companies, but there's a lot of capital being deployed in that area. Is that a concern to you?

Bryant Riley, Co-CEO

B. Riley, not as an underwriter, but as a principal to B. Riley SPACs? Is that what you're referring to?

Unidentified Analyst, Analyst

Yes, yes.

Bryant Riley, Co-CEO

I think we have the most compelling argument out there to merge with us. We went public as a small company, grew through acquisitions, and made equity offerings. We have a strong team committed to ensuring success for any company we merge with. We enjoy strong relationships with both the sell-side and the buy-side. Therefore, we think even with the increased competition, there's still significant runway for us in this regard. As evidenced by our recent filing for our fourth SPAC publicly today, we believe there are many opportunities ahead. Remember that it was years without any smaller cap IPOs, but the window is now more open for many great companies.

Unidentified Analyst, Analyst

Great. Again, you guys knocked it out of the park. Thanks.

Bryant Riley, Co-CEO

I appreciate it.

Operator, Operator

[Operator Instructions] Our next question comes from Paul Dwyer of Punch & Associates. Please go ahead.

Paul Dwyer, Analyst

Hi guys. Good afternoon.

Bryant Riley, Co-CEO

Hi, Paul.

Paul Dwyer, Analyst

Wanted to start on the Capital Markets side. Could you spend a little more, Tom touched on it a bit, but spend a little more time on kind of how Q1 has been in terms of additional Capital Markets strength? It's obviously been strong. And then in terms of SPACs that you've underwritten in Q4 and through Q1, any more insights you can provide into how that provides visibility into the rest of the year for Capital Market activity?

Bryant Riley, Co-CEO

On the Capital Markets side, I would say that this has been years and years of investment in small and mid-cap companies. We didn't start last year; we began in 1997, and for the first seven years, we didn't even have banking. We were just a small-cap research firm. The relationships and investments we made are now paying off significantly. Over the last year, we did not add any extra operating expenses to our brokerage business. The same team from three years ago is taking advantage of the experience we've had. Clearly, there's an uplift and a rising tide at play. However, I can't offer specifics. I just know that we have a team that will outwork our competition and continue to gain market share. Regarding the SPAC business, there's a lot of companies that have had their window shut for a long time. Expect to see a broader range of companies go public, not exclusively the super-growth companies. Institutionally, many private placements are being conducted with quality brand institutions. We will support those companies in going public, aiming to build long-term relationships that benefit our firm.

Paul Dwyer, Analyst

You did. That's perfect. I guess the next part I wanted to touch on was the National – just kind of your overall wealth management platform. So with the $30-plus billion of assets, can you just flush out what that business looks like on a standalone basis? And I assume it's one of your more predictable businesses?

Bryant Riley, Co-CEO

You're seeing a move towards advisory over traditional brokerage. So that advisory business usually operates on assets. National is a great fit, and we're excited about them. The infrastructure they have for wealth management, particularly in independent sectors, is challenging. Their management team has excelled, and we are thrilled. You will see us leverage our infrastructure and products to enhance the National network. Together, we predict the combined business will generate over $325 million in revenues, and we hope to achieve at least a 10% EBITDA margin. National hasn't been highly profitable in five years, and low-interest rates have impacted their profitability as they previously benefited from cash management. However, we will manage to leverage our complete offering for public companies during transactions.

Paul Dwyer, Analyst

That makes sense. Last for me is on the Brands side, turning in a nice little business for you guys. I guess, one, how seasonal is the business? And then, is that 70%-plus operating margin sustainable and typical?

Bryant Riley, Co-CEO

To clarify, we maintain a relationship with Bluestar Group for most of those brands, who manage operating expenses. So we mainly act as minority partners in the brands, owning 40% of Hurley and Justice, while with the 6-brand portfolio acquired 1.5 years ago, we own closer to 80%. The reported numbers are primarily margins, thus sustainable. In terms of cyclicality, there's minimal: Hurley performs better in summer, while some brands do well in winter. However, there’s a minimum license fee that is paid consistently, with overages varying seasonally. We find this business a good counterbalance to our episodic and recurring revenue streams.

Paul Dwyer, Analyst

Okay, great. That's it for me. Really nice to hear, and thanks for all the work.

Bryant Riley, Co-CEO

Paul, we appreciate your support. Thank you.

Operator, Operator

[Operator Instructions] Our next question comes from Keith Rosenbloom of Cruiser Capital. Please go ahead.

Keith Rosenbloom, Analyst

First, I just want to reiterate all the congratulations. What a great year and a great quarter, Bryant. Great job from your team.

Bryant Riley, Co-CEO

Thank you.

Keith Rosenbloom, Analyst

You're welcome. I wanted to just get a little color on something that the prior questioner was asking about. You guys have now put a lot of pipes into the marketplace, and this seems like you're effectively seeding an investment banking business for the foreseeable future. Do you have any sense as to the earnings capacity you have? You mentioned the back-end fees every time you close a SPAC. You're obviously, every time you do a SPAC, you've got a pipe, a potential pipe, you've got a potential M&A fee. And then obviously, the fees you get when the SPAC itself closes. Do you think of that as backlog? And do you have any concept of what that revenue could be, assuming you guys do the work and earn the business and are able to close?

Bryant Riley, Co-CEO

I can specifically speak to the SPACs we've already underwritten. There’s approximately $50 million of deferred fees as those SPACs get de-SPAC’d, along with the pipes associated with them. However, what excites me more is the size of the other deals we are closing. Managing or running a $300 million IPO is rare, especially outside of larger firms. If we continue to see our brand and platform grow, expect to see increased opportunities with $10-plus million fees tied to such deals. We have significant room to build these relationships, and we must ensure we capitalize on them effectively. Our work with every SPAC or company we acquire is integral to reinforcing those relationships.

Keith Rosenbloom, Analyst

Congrats again.

Bryant Riley, Co-CEO

Thank you.

Operator, Operator

This concludes our question-and-answer session. I'd now like to turn the call back over to Mr. Riley for his closing remarks.

Bryant Riley, Co-CEO

Well, thank you very much. We truly appreciate all the support, and we are excited to have the National team join us, along with all their brokers, including Bob Laudati. We couldn't achieve this without our employees, partners, and investors. Thank you very much. We look forward to reporting next quarter.

Operator, Operator

Thank you. Before we conclude today's call, I will provide B. Riley Financial's safe harbor statement, which includes important cautions regarding forward-looking statements made during this call. Statements made during this call about B. Riley Financial's future expectations, plans and prospects and any other statements regarding matters that are not historical facts may constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Investors should be aware that any forward-looking statements are subject to various risks and uncertainties that could cause actual results to differ materially from those discussed here today. These risk factors include the unpredictable and ongoing impact of the COVID-19 pandemic as well as the other risk factors explained in detail in the company's filings with the Securities and Exchange Commission. Please refer to these filings for a more detailed discussion of forward-looking statements and the risks and uncertainties of such statements. All forward-looking statements are made as of today, and except as required by law, the company undertakes no obligation to publicly update or revise any forward-looking statements whether because of new information, future events or otherwise. Thank you for joining today for B. Riley Financial's fourth quarter and full-year 2020 earnings conference call. You may now disconnect.