MoFo Advises on B. Riley Financial’s $100M SEC-Registered Debt Offerings

12/19/2017

Alexa Belonick, Shauna Marie France, Hila Cohen, Sara Ayse Uz, and Jessica S. Stern

Corporate

MoFo News Item

Morrison & Foerster LLP represented B. Riley Financial, Inc. (NasdaqCM: RILY) in an SEC registered offering of $80,500,000 of 7.25% senior notes due 2027. The notes were purchased pursuant to an underwriting agreement with B. Riley FBR, Inc. as representative of the underwriters, and issued pursuant to RILY’s shelf registration statement declared effective by the SEC on November 29, 2017, on which MoFo also advised. On December 6, 2017, RILY priced the offering, and the initial notes offering of $70,000,000 closed on December 13, 2017, with the offering of the full $10,500,000 overallotment closing on December 18, 2017. The 7.25% senior notes due 2027 are listed on the Nasdaq Global Market under the ticker RILYG.

MoFo also represented RILY in an SEC-registered at-the-market debt offering of up to $19,000,000 of 7.25% senior notes due 2027, 7.50% senior notes due 2027 and 7.50% senior notes due 2021. The notes were purchased pursuant to an at market issuance sales agreement with B. Riley FBR, Inc., as agent, and issued pursuant to RILY’s shelf registration statement declared effective by the SEC on November 29, 2017. On December 19, 2017, RILY launched the at-the-market offering. In addition to the 7.25% senior notes due 2027, the 7.50% senior notes due 2027 and 7.50% senior notes due 2021 notes are listed on the Nasdaq Global Market under the tickers RILYZ and RILYL, respectively.

The deal team was led by Palo Alto partner Sara Terheggen, and included San Diego partner Scott Stanton; associates Alexa Belonick, Matthew Olson, Shauna France, Hila Cohen and Sara Uz; and paralegal Marie Liu. Tax advice was provided by San Francisco partner Remmelt Reigersman and associate Jessica Stern.

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