Quarterly report pursuant to Section 13 or 15(d)

Subsequent Events

Subsequent Events
6 Months Ended
Dec. 31, 2023
Subsequent Events [Abstract]  
Subsequent Events



On January 29, 2024, the Company paid a regular cash dividend of $0.20 per share to stockholders of record as of January 16, 2024.

Proposed Transactions

On February 1, 2024, the Company and its affiliates Pinehurst Coin Exchange, Inc. ("Pinehurst") and Stack's Bowers Numismatics, LLC ("Stack's Bowers") entered into a non-binding letter of intent (the "LOI") with AMS Holding, LLC ("AMS"). Below is a summary of the three transactions contemplated by the LOI:

A-Mark would acquire 100% of the issued and outstanding equity interests of LPM Group Limited ("LPM"), a precious metals dealer with operations in Asia and wholly-owned subsidiary of AMS, for total upfront consideration of $41.5 million, consisting of $37.5 million in cash, subject to certain closing adjustments, and $4.0 million of A-Mark's common stock. The LOI also provides AMS the opportunity to earn an additional $37.5 million in cash based on achievement of certain EBITDA milestones for 2024, 2025, and 2026.
Pinehurst, a distributor of certified coins of which A-Mark owns 49%, would acquire all of the assets of ModernCoinMart ("MCM") from AMS for $5.5 million, subject to certain closing adjustments. Assets to be acquired from MCM will include $3.0 million of inventory, along with MCM's customer list, brand name, and related intellectual property.
A joint venture, consisting of A-Mark, Pinehurst, and Stack's Bowers, would acquire a common equity interest in AMS equivalent to 10% of the total, fully diluted common equity interest in AMS for approximately $6.0 million.

The transactions proposed in the LOI are subject to the negotiation and execution of definitive agreements and customary closing conditions. Subject to the satisfaction of these conditions, including, in the case of the LPM transaction, the approval of the lenders under A-Mark's Trading Credit Facility, the transactions are expected to close in February 2024. No assurance can be given that the transactions contemplated by the LOI will be consummated.