-$1.29
$0.92
bear -$1.29
base $0.28
bull $0.92
margin of safety $0.10
market price* $1.02
Business condition attached to the margin of safety
The $5.3 million affiliate notes due May 2027 are repaid or refinanced without issuing shares, and a further year of cash generated before interest holds at or above the 2025 level (about $3.8 million) while the bank loan stays inside its leverage limit.
Binah Capital Group runs a platform for retail wealth management. Through ten operating entities (four broker-dealers, three investment advisers and three insurance agencies, including Wentworth, Purshe Kaplan Sterling and the Cabot and Kingswood firms) it supports over 1,600 independent and hybrid financial advisors across the United States. Almost all revenue is commissions ($153 million in 2025) and advisory fees ($29 million) earned on client assets; most of it is passed to the advisors as payouts, so the company keeps a thin slice of a large revenue line. The company became public in March 2024 through a merger with a blank-check company, so only three years of comparable filings exist. How we measured earnings. We start with operating cash flow, strip out swings in receivables and payables, and deduct share-based pay and the small amount the business spends on equipment (about $60,000 a year). On that basis owner earnings were about $3.9 million in 2023, a loss of $1.6 million in 2024 (the year of the merger, with heavy interest and deal costs) and $2.2 million in 2025. Adding back cash interest paid (the money the business generated before its lenders were paid) gives about $7.9 million, $1.1 million and $3.8 million, or $0.48, $0.06 and $0.23 per share. We use the middle figure, 2025 at about $3.8 million a year, as the level of earnings power. 2025 is the only year that reflects the current post-merger business without one-off merger costs, and the first half of 2026 (net income $2.2 million against $0.4 million a year earlier, revenue up 5%) does not contradict it. The 2025 figure was helped by higher markets: advisory fees rose about 16%, and market-driven revenue can reverse, so we do not lift the level above 2025. The trailing-year comparison is not meaningful because 2024 was a loss; the growth assumed in year 1 of the base case is zero, below the recovery in cash generated before interest, so no reversal of a slowdown needs to be argued. What we credited and left out. No growth is credited in any case except the bull case, and there only the roughly 5% a year the company delivered between 2023 and 2025 (and in the first half of 2026), for five years. That growth is partly market-driven and partly advisor recruiting, neither of which is contracted or funded from a proven, repeatable process, which is why the base case gets none of it. The business itself keeps going without new spending: recurring advisory fees, long-standing broker-dealer relationships and near-zero capital needs. So the base case holds earnings flat for ten years and then lets them fade to zero over the following thirty, reflecting that advisors leave or retire and nothing in the filings guarantees replacement. Amortization of acquired intangibles is small ($0.6 million a year) and is handled through that fade. Debt and what comes ahead of shareholders. The business owes a Byline Bank term loan of about $18.3 million (variable rate, about 7.9%, maturing December 2029, with $10 million swapped to a fixed rate and covenants on leverage and fixed charge coverage), $5.3 million of notes to the sellers of the Purshe Kaplan Sterling firms (prime plus 1%, at least 7.5%, due May 2027), and about $17.2 million of convertible preferred stock that ranks ahead of common shareholders and pays roughly $1.4 million a year in dividends. Because these borrow above 6%, we add about $1.1 million to the debt. Total claims ahead of common shareholders are about $41.9 million, or roughly $2.46 per share. We give no credit for the roughly $10.7 million of cash, because it supports broker-dealer capital requirements and settlement of $25.7 million of commissions and accrued payables. Base case. The business is worth about $46.6 million, it owes about $41.9 million and the difference is about $4.7 million, or $0.28 a share.
Bull case. Cash generated grows about 5% a year for five years to $4.9 million, then holds and fades: the business is worth about $57.5 million, less $41.9 million owed, or about $0.92 a share.
Bear case. The lever is the volatility already visible in the record (cash before interest was $7.9 million, $1.1 million and $3.8 million in three years) and dependence on advisor retention and markets. Halving the cash generated to $1.9 million, with the notes due in 2027 and the loan in 2029 refinanced at higher cost (about $1 million extra), values the business at about $20.9 million against roughly $42.9 million owed. The company would owe roughly $22 million more than the business is worth, about $1.29 a share, meaning common shareholders would likely be wiped out. In that case cash before interest barely covers the interest bill and nothing is left for the preferred dividends. What could make this wrong. The value to common shareholders is a thin residual: a 10% change in the cash generated moves the base value by about $0.27 a share, more than the whole value. Upside comes from a market that stays high and continued advisor recruiting; downside from a market decline, loss of a clearing firm or of large advisors, or a covenant breach. We could not reconcile a small non-cash line in 2024 (about $72,000), and per-share figures for 2023 use the post-merger share count because the pre-merger entity had no comparable shares.