Cohen & Company Inc. ($COHN)

Good morning, ladies and gentlemen, and welcome to Cohen & Company's First Quarter 2026 Earnings Call. My name is Carrie, and I'll be your operator for today. Before we begin, Cohen & Company would like to remind everyone that some of the statements the company makes during the call may contain forward-looking statements under applicable securities laws. These statements may involve risks and uncertainties that could cause the company's actual results to differ materially from the results discussed in such forward-looking statements. The forward-looking statements made during this call are made only as of the date of this call, and the company undertakes no obligation to update such statements to reflect subsequent events or circumstances. Cohen & Company advises you to read the cautionary note regarding forward-looking statements in its earnings release and in its most recent annual report on Form 10-K filed with the SEC. Earlier today, Cohen and Company issued a press release announcing first quarter 2026 financial results. Today's discussion is complementary to that press release, which is available on the company's website at cohenandcompany.com. This conference call is being recorded, and a replay of it will be available for 3 days, beginning shortly after the conclusion of this call. The company's remarks also include certain non-GAAP financial measures that management believes are meaningful when evaluating the company's performance. A reconciliation of these non-GAAP financial measures to the comparable GAAP measures is provided in the company's earnings release. After the prepared remarks, the call will be opened up for questions. I would now like to turn the call over to Mr. Lester Brafman, Chief Executive Officer of Cohen & Company. Please go ahead, sir.

Thank you, Carrie, and thank you, everyone, for joining us for our first quarter 2026 earnings call. With me on the call is Joe Pooler, our CFO. We are pleased to deliver another strong quarter driven by the ongoing expansion of our client franchise, in particular, our full-service boutique investment bank, Cohen & Company Capital Markets, continue to generate positive results with a focus on frontier technologies, including digital assets, energy transition and natural resources. Also during the quarter, our Gestation repo business continued to grow, reaching a book size of $3.9 billion and our sponsor SPAC, Columbus Circle Capital Corp. II completed its $230 million IPO. We are encouraged by the momentum we have built as we look for opportunities to further grow our top line revenue and profitability. We remain confident in our future earnings potential and committed to enhancing long-term sustained value for our stockholders through the return of capital, including our quarterly dividend. Now I will turn the call over to Joe to walk through this quarter's financial highlights in more detail.

Thank you, Lester. Beginning with the discussion of our operating results for the quarter, our net income attributable to Cohen & Company Inc. shareholders was $1.5 million for the quarter or $0.42 per fully diluted share compared to net income of $8.1 million for the prior quarter or $1.48 per fully-diluted share and net income of $300,000 for the prior year quarter or $0.19 per fully diluted share. Our fully-diluted earnings per share calculation reflects all convertible membership units in our primary operating subsidiary, Cohen & Company LLC, as if they are converted to shares and also reflects an income tax expense adjustment at an estimated effective tax rate as if our ownership structure was a full C-corp for the entire period presented. Our adjusted pretax income was $4 million for the quarter compared to adjusted pretax income of $18.3 million for the prior quarter and adjusted pretax income of $1.3 million for the prior year quarter. As a reminder, adjusted pretax income and loss is a key earnings measurement for us as it incorporates enterprise earnings attributable to our convertible noncontrolling interest, which is substantially held by our Founder and Chairman, Daniel Cohen. Daniel holds his interest in the enterprise through the primary operating subsidiary, Cohen & Company, LLC, which is a consolidated subsidiary of Cohen & Company, Inc. Investment banking and new issue revenue was $45.7 million in the first quarter compared to $54.7 million in the prior quarter and $20.2 million in the year ago quarter. In the quarter, all our investment banking and new issue revenue came from our CCM business and was primarily driven by SPAC M&A and SPAC IPO transactions. Net trading revenue came in at $13.2 million in the first quarter, down $600,000 from the prior quarter and up $4 million from the first quarter of '25. The increase from the prior year quarter was due primarily to higher trading revenue from our mortgage, SPAC equity, CMO and preferred equity trading groups. Our gestation repo book of business was $3.9 billion at the end of the quarter. Asset management revenue totaled $2.4 million in the quarter. First quarter principal transactions and other revenue was negative $3.4 million compared to positive $31.5 million in the prior quarter and negative $2.7 million in the prior year quarter. In the prior quarter, recall the closing of the ProCap Financial, Inc. business combination generated $33 million of principal transactions revenue, including the markup of consolidated founder and placement shares held by the sponsor of the Columbus Circle I SPAC as well as $16.5 million of compensation and benefits expense related to founder shares allocable to employees and $8.5 million of nonconvertible noncontrolling interest expense related to founder shares allocable to third-party investors in the consolidated sponsor. Compensation and benefits expense for the quarter was $41.3 million or 71% of revenue, which was down $16.5 million from the prior quarter and up $19.6 million from the prior year quarter. The change from the prior quarter was again primarily the result of the $16.5 million of compensation and benefits expense related to the founder shares allocable to employees upon the closing of the ProCap Financial and Columbus Circle I SPAC business combination in the prior quarter. The change from the prior year quarter was primarily the result of normal fluctuations in revenue and the related variable incentive compensation expense. The number of company employees was 128 at the end of the first quarter compared to 126 at the end of the year and 117 at the end of the prior year quarter. Net interest expense for the quarter was $1.3 million, including $1.2 million on our trust preferred debt securities. During the quarter, we repaid $4.5 million of our senior promissory notes. Loss from equity method affiliates totaled $500,000 in the quarter compared to a loss from equity method affiliates of $5.1 million in the prior quarter and income from equity method affiliates of $2.4 million in the prior year quarter. As Lester mentioned, our sponsored SPAC, Columbus Circle Capital Corp. II completed its $230 million IPO on February 12 of '26. The number of the SPAC's founder shares currently allocated to the company is $2.4 million, but such number of shares will not be finally and definitively determined until the consummation of a business combination. Additionally, CCN used its underwriting fee of $3.6 million from this SPAC IPO to purchase 360,000 placement units in the related private placement. In terms of our balance sheet, at the end of the quarter, total equity was $100.1 million compared to $103.1 million at the end of the year. The nonconvertible noncontrolling interest component of total equity was $2.4 million at the end of the quarter and $400,000 at the end of the year. Thus, the total enterprise equity, excluding this nonconvertible noncontrolling interest component was $97.8 million at the end of the quarter, a $4.9 million decrease from $102.6 million at the end of the year. At quarter end, consolidated corporate indebtedness was carried at $28.6 million. We declared a quarterly dividend of $0.25 per share payable on June 2 to stockholders of record as of May 18. The Board of Directors will continue to evaluate the dividend policy each quarter and future decisions regarding dividends may be impacted by quarterly operating results and the company's capital needs. With that, I'll turn it back over to Lester.

Thanks, Joe. And operator, we'll open up to any questions.

[Operator Instructions] And it appears there are no questions. I would like to turn the floor back over to Lester Brafman for closing comments.

Thank you, and thank you, everyone. We remain confident in our ability to execute on our strategic priorities, continuing driving progress as we enhance long-term value for stockholders. Please direct any off-line investor questions to Joe Pooler at (215) 701-8952 or be e-mailed to [email protected]. The contact information can also be found at the bottom of our earnings release. Thanks, everyone, for joining, and we look forward to speaking to you next quarter. Thank you.

Ladies and gentlemen, thank you for your participation. This does conclude today's teleconference. You may disconnect your lines, and have a wonderful day.