---
schema_version: "secwatch.filing_event.v1"
accession: "0001213900-25-061210"
form_type: "8-K"
ticker: "RILY"
cik: "0001464790"
company_name: "BRC Group Holdings, Inc."
filed_at: "2025-07-03T23:59:59+00:00"
generated_at: "2026-05-18T09:26:40.439934+00:00"
event_type: "m_and_a"
sentiment: "neutral"
materiality_score: 0.8
calibrated_materiality_score: 0.8
confidence: "high"
source: SEC EDGAR
---

# B. Riley sells GlassRatner for $117.8M, expects $66M gain; exchanges $28M notes for $13M new notes

## Summary
- Sold GlassRatner advisory business to TorQuest Partners for $117.8M cash; expects ~$66M gain on sale in Q2 2025.
- Exchanged $28M aggregate principal of 5-6% senior notes due 2026/2028 for $13M new 8% senior secured second-lien notes due 2028.
- Issued warrants to purchase 52,000 shares of RILY common stock at $10.00 per share to the exchanging investor.
- Proceeds to support growth in BRS investment bank and B. Riley Wealth Management; transition services agreement for up to 6 months.
- GlassRatner recorded record results in 2024 and has ~200 employees; TorQuest Fund VI is C$2.3B.

## SEC filing metadata
- accession: 0001213900-25-061210
- form_type: 8-K
- ticker: RILY
- cik: 0001464790
- company_name: BRC Group Holdings, Inc.
- filed_at: 2025-07-03T23:59:59+00:00
- event_type: m_and_a
- sentiment: neutral
- materiality_score: 0.8
- calibrated_materiality_score: 0.8
- confidence: high
- sec_items: 1.01, 2.01, 7.01, 8.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1464790/000121390025061210/0001213900-25-061210-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1464790/000121390025061210/ea024767801-8k_briley.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001213900-25-061210
- JSON: https://secwatch.observer/filing/0001213900-25-061210.json
- Plain text: https://secwatch.observer/filing/0001213900-25-061210.txt

## Key facts
- M&A Transactions
  BRC Group Holdings, Inc. completed a disposition involving Gallop U.S. Acquireco Inc. and 1001243443 Ontario Inc. for $117.8 million (closed 2025-06-27).
  - Action: disposition
  - Counterparty: Gallop U.S. Acquireco Inc. and 1001243443 Ontario Inc.
  - Consideration: $117.8 million
  - Closing: 2025-06-27
  source text: Advisory Inc., an Ontario corporation (“Farber”), to the Farber Buyer. The aggregate purchase price paid by the Buyers for the interests of GlassRatner and shares of Farber was $117.8 million in immediately available funds. The amount of the purchase price paid at the Closing was based upon estimates of the amount of cash, indebtedness, transaction expenses and
  evidence_url: https://www.sec.gov/Archives/edgar/data/1464790/000121390025061210/0001213900-25-061210-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.