Related Party Transactions |
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| Related Party Transactions [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Related Party Transactions |
Related parties include entities which the Company controls or has the ability to significantly influence, and entities which are under common control with the Company. Related parties also include persons who are affiliated with related entities or the Company who are in a position to influence corporate decisions (such as owners, executives, board members and their families). In the normal course of business, we enter into transactions with our related parties. In addition to our directors and officers and one individual who is the beneficial owner of more than ten percent of our outstanding common stock, below is a list of related parties with whom we have had significant transactions during the presented periods:
1)
Spectrum Group International, Inc. ("SGI") and Stack’s Bowers Numismatics, LLC ("Stack's Bowers Galleries"). The Company acquired SGI in February 2025. However, prior to February 2025, SGI and its wholly owned subsidiary Stack's Bowers Galleries were considered to be related parties of the Company. SGI and the Company had a common chief executive officer, and the chief executive officer and the general counsel of the Company constituted a majority of the board members of SGI. Information included below relating to SGI and Stack's Bowers Galleries pertains to transactions prior to the Company's acquisition of SGI in February 2025. Also, as discussed below, certain directors and officers of the Company and the Company's largest stockholder owned a majority of the equity interests of SGI prior to the acquisition.
2)
Solid Crossing Inc. ("Solid Crossing") and Wade Real Estate, LLC. SGB's corporate office space is leased from Solid Crossing, whose owners are affiliates of SGB. Pinehurst's primary office space is leased from Wade Real Estate, LLC, which is owned by the former majority owner of Pinehurst, who is a related party.
3)
Equity method investees. As of September 30, 2025, the Company had seven investments in privately-held entities which have been determined to be equity method investees and related parties.
Our related party transactions primarily include (i) sales and purchases of precious metals, (ii) financing activities, (iii) repurchase arrangements, (iv) hedging transactions, and (v) related party lease and construction arrangements. Below is a summary of our related party transactions. The amounts presented for each period reflect each entity’s related party status for that period. Balances with Related Parties Receivables and Payables, Net Our related party net receivables and payables balances were as shown below (in thousands):
(1)
Balance includes trade receivables and other receivables, net
(2)
Balance includes note payables, trade payables, and other payables, net
Operating Lease Right of Use Assets As of September 30, 2025 and June 30, 2025, our related party right of use assets were $3.1 million and $3.2 million, respectively. Property, Plant, and Equipment AMGL entered into an agreement, effective as of July 1, 2024, with W.A. Richardson Builders, LLC (“WAR Construction”) to effectuate the build out of the Company’s Las Vegas logistics facility which was completed in fiscal 2025. The majority owner and co-manager of WAR Construction is the spouse of a non-employee member of the Board of Directors of the Company, and the other co-manager is a 10% stockholder of the Company whose family members are minority owners of WAR Construction. The Company incurred costs of $1.9 million during the year ended June 30, 2025. Long-term Investments As of September 30, 2025 and June 30, 2025, the aggregate carrying balance of our equity method investments was $31.7 million and $32.7 million, respectively. (See Note 10.) Notes Payable On April 1, 2021, CCP entered into a loan agreement ("CCP Note") with CFC, which provides CFC with up to $4.0 million to fund commercial loans secured by graded sports cards to its borrowers. All loans to be funded using the proceeds from the CCP Note are subject to CCP’s prior written approval. In March 2024, the expiration date for the CCP Note was amended to expire on April 1, 2026; the CCP Note may be further extended by mutual agreement. As of September 30, 2025 and June 30, 2025, the outstanding principal balance of the CCP Note was $4.0 million and $4.0 million, respectively. In June 2024, SGB declared a $15.9 million dividend to existing shareholders based on certain levels of working capital. As of September 30, 2025, the dividend was paid in full, which included a dividend paid to the Company from SGB in September 2024 of $7.5 million. In February 2025 in connection with the acquisition of Pinehurst, the Company assumed a promissory note with the former majority owner of Pinehurst for $3.1 million. This promissory note has a maturity date of August 1, 2026 and bears interest at a rate of 5% per annum. As of September 30, 2025, the outstanding principal balance of this promissory note was $3.1 million. Share Repurchases In November 2024, we repurchased 139,455 shares of our common stock from the former owner of AMS and LPM, a related party, for $4.2 million. Activity with Related Parties Sales and Purchases Our sales and purchases with companies deemed to be related parties were as follows (in thousands):
(1)
Includes sales and purchases activity with SGI and its subsidiaries only for periods prior to the Company acquiring SGI in February 2025.
(2)
Includes sales and purchases activity with Pinehurst prior to the acquisition of the remaining outstanding equity interests of Pinehurst it did not previously own in February 2025 and with AMS prior to the acquisition of the remaining outstanding equity interests of AMS it did not previously own in April 2025.
Interest Income We earned interest income from related parties as set forth below (in thousands):
Selling, General, and Administrative The Company incurred selling, general, and administrative expense related to its related party leasing agreements and consulting agreements of $0.5 million and $0.4 million during the three months ended September 30, 2025 and 2024, respectively. Interest Expense The Company incurred interest expense related to its related party notes payable of $8,000 and $47,000 during the three months ended September 30, 2025 and 2024, respectively. Equity Method Investments — Earnings, Dividends and Distributions Received The Company's proportional share of our equity method investee's earnings (losses) totaled ($0.9) million and $0.6 million during the three months ended September 30, 2025 and 2024, respectively. The Company received dividend and distribution payments from our equity method investees that totaled, in the aggregate, $49,000 and $0.2 million during the three months ended September 30, 2025 and 2024, respectively. Other Income The Company earned royalty and consulting services income from related parties that totaled $19,000 and $0.2 million during the three months ended September 30, 2025 and 2024, respectively. Transactions with Directors and Officers Directors and officers of the Company engaged in transactions through A-Mark and/or its subsidiaries for an aggregate dollar value of $0.3 million and $0.1 million during the three months ended September 30, 2025 and 2024, respectively. |
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