Binah Capital Group, Inc.
−Removed: is a Delaware corporation with its corporate headquarters located at 80 State Street, Albany, NY 12207, telephone number (212) 404-7002, Internet website address www.wentworthms.com.
+Added: is a Delaware corporation with its corporate headquarters located at 80 State Street, Albany, NY 12207, telephone number (212) 404-7002, Internet website address www.binahcap.com.
Our Internet website and content contained therein or connected thereto are not intended to incorporate into this Annual Report.
6 unchanged sentences
Following the Wentworth Merger, Kingswood Surviving Company acquired, and the Company contributed to Kingswood Surviving Company all of the common units of the Surviving Company directly held by the Company after the Wentworth Merger (the “ Holdings Contribution ”), such that, following the Holdings Contribution, Surviving Company became a wholly-owned subsidiary of the Kingswood Surviving Company (the Kingswood Merger and the Wentworth Merger, together with the other transactions contemplated by the Merger Agreement, the “ Business Combination ”).
+Added: During the year ended December 31, 2024, KWAC’s name was changed to Binah Capital Corp.
+Added: (“Binah”) and Wentworth began to operate under a dba Binah Management Services (“BMS”).
+Added: The names Binah and BMS will be used throughout.
Business Overview
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Corporate Structure
−Removed: Founded in March 2016 as a limited liability company under the Delaware Limited Liability Company Act, Wentworth, through four wholly-owned registered broker dealer subsidiaries and their affiliated entities, provides investment management services to clients via three advisor business models:
+Added: Founded in March 2016 as a limited liability company under the Delaware Limited Liability Company Act, BMS, through four wholly-owned registered broker dealer subsidiaries and their affiliated entities, provides investment management services to clients via three advisor business models:
Hybrid Business Model:
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(“ PKSF ”), incorporated in the State of New York, is an insurance entity providing financial services to clients.
+Added: During the year ended December 31, 2024, PKSF began to operate under the dba Binah Capital Insurance.
● Representatives Indemnity Company, Inc.
−Removed: (“ Repco ”), incorporated in the British Virgin Islands, holds a general business insurance license for the purpose of providing professional liability insurance coverage for affiliated Wentworth entities.
+Added: (“ Repco ”), incorporated in the British Virgin Islands, holds a general business insurance license for the purpose of providing professional liability insurance coverage for affiliated BMS entities.
PKSI operates under a Hybrid Business Model, which allows our independent registered representatives to maintain registration with our broker-dealer in order to continue to offer commission-based products alongside their registration to an outside registered investment advisor to provide fee-based asset management services.
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Pursuant to the Hybrid Business Model, an independent financial advisor becomes affiliated with one of our independent brokerage firms.
−Removed: The independent financial advisor generally establishes his or her own office and is solely responsible for the payment of all expenses associated with the operation of the branch office (including rent, utilities, furniture, equipment, quotation systems, employee wages and benefits and general office supplies).
−Removed: A significant percentage of a branch’s commission-based revenues from securities brokerage transactions conducted through our brokerage firms accrue to the
−Removed: independent financial advisor.
+Added: The independent financial advisor generally establishes his or her own office
+Added: and is solely responsible for the payment of all expenses associated with the operation of the branch office (including rent, utilities, furniture, equipment, quotation systems, employee wages and benefits and general office supplies).
+Added: A significant percentage of a branch’s commission-based revenues from securities brokerage transactions conducted through our brokerage firms accrue to the independent financial advisor.
Because an independent financial advisor’s fee-based asset management advisory business is outside of our corporate registered investment advisor, they run and manage all aspects of their own registered investment advisor and collect all fees related to those services.
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● CLS, a Delaware limited liability company, is a broker-dealer registered with the SEC and is a member of FINRA and SIPC.
−Removed: ● CL Wealth Management LLC (“ CLWM ”), a Virginia limited liability company in the, is an investment advisory firm, registered with the SEC and provides advisory services to clients.
+Added: ● CL Wealth Management LLC (“ CLWM ”), a Virginia limited liability company, is an investment advisory firm, registered with the SEC and provides advisory services to clients.
● Wentworth Financial Partners LLC (“ WFP ”) (f/k/a CL General Agency), a Delaware limited liability company, is an insurance entity providing financial services to clients.
+Added: During the year ended December 31, 2024, WFP began to operate under the dba Binah Financial Partners.
World Equity Group, Inc.
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In addition to the Hybrid Business Model, the PKSH Entities operate under a W2 Business Model, which allows our independent broker-dealers to affiliate with our brokerage firms as employees to offer commission-based products through our brokerage firms as well as fee-based asset management services through our RIAs.
−Removed: Pursuant to the W2 Business Model, the independent broker-dealer joins one of our established branch offices and Wentworth is responsible for the payment of substantially all of the expenses associated with the operation of the branch office (including rent, utilities, furniture, equipment, quotation systems, employee wages and benefits and general office supplies).
−Removed: The independent broker-dealer is a commission based on a smaller percentage of a branch’s commission-based revenues from securities brokerage transactions conducted through our brokerage firms, and the fee-based revenue for asset management services provided by our corporate RIAs.
+Added: Pursuant to the W2 Business Model, the independent broker-dealer joins one of our established branch offices and BMS is responsible for the payment of substantially all of the expenses associated with the operation of the branch office (including rent, utilities, furniture, equipment, quotation systems, employee wages and benefits and general office supplies).
+Added: The independent broker-dealer is a commission based on a smaller percentage of a branch’s commission-based
+Added: revenues from securities brokerage transactions conducted through our brokerage firms, and the fee-based revenue for asset management services provided by our corporate RIAs.
The wealth management industry is highly competitive.
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Pipeline Acquisitions
−Removed: We continue to scale as firms consolidate into the Wentworth network and we add advisors via lift-out pipeline acquisitions.
−Removed: We leverage management’s existing relationships and experience to continue to identify and integrate partner and promote the Wentworth brand to the market.
+Added: We continue to scale as firms consolidate into the BMS network and we add advisors via lift-out pipeline acquisitions.
+Added: We leverage management’s existing relationships and experience to continue to identify and integrate partner and promote the BMS brand to the market.
Regulatory Environment
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Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.