A-Mark Continues Expansion into the Bullion Adjacent Collectible Coin Market by Acquiring Stack's Bowers Galleries, AMS Holding, LLC, and Pinehurst Coin Exchange, Inc.

EL SEGUNDO, Calif., March 10, 2025 (GLOBE NEWSWIRE) -- A-Mark Precious Metals, Inc. (NASDAQ: AMRK) (A-Mark or the Company), a leading fully integrated precious metals platform, announced its continued expansion into the collectible coin market with the following acquisitions: On February 28, 2025, A-Mark completed the previously reported acquisition of Spectrum Group International, Inc. (SGI), the parent of Stack’s Bowers Galleries (SBG), one of the world’s largest rare coin and currency auction houses and a leading wholesale and retail dealer specializing in numismatic and bullion products. SBG generated Total Revenue of $536.4 million and EBITDA of $10.9 million during the fiscal year ended June 30, 2024.On March 9, 2025, A-Mark entered into a definitive agreement to acquire the 90% of AMS Holding, LLC (AMS) not owned by A-Mark. Founded in 1984, AMS operates the flagship brand GOVMINT where a team of over 150 dedicated sales representatives works with customers to assemble collections of vintage and modern coins. AMS generated Total Revenue of $203.8 million and Adjusted EBITDA of $9.3 million during the year ended December 31, 2024. On February 28, 2025, A-Mark, closed the acquisition of the 51% of Pinehurst Coin Exchange, Inc. (Pinehurst) that it previously did not own. Founded in 2005, Pinehurst serves the wholesale and retail markets and is one of the nation’s largest sellers of modern and numismatic coins on eBay. Pinehurst generated Total Revenue of $215.8 million and EBITDA of $7.7 million during the year ended December 31, 2024. The SBG, AMS, and Pinehurst transactions expand A-Mark’s presence in the collectibles market, are expected to increase its gross margins during periods of low bullion volatility, and present a meaningful base of new customers. Key Transaction Terms A-Mark paid $92.0 million to acquire 100% of SGI’s outstanding stock. The consideration consisted of $46.0 million in cash and $46.0 million in A-Mark stock valued at $27.51 per share, its volume weighted average price on the Nasdaq Stock Market for the five trading days preceding the definitive agreement’s execution. There is a holdback of 4% of the total stock issued to satisfy potential indemnification claims. A-Mark has agreed to pay $50.0 million in cash to acquire the remaining 90% of AMS stock and up to an additional $9.0 million in cash based upon the achievement of performance benchmarks in calendar 2025 and 2026. Selling shareholders may receive up to an additional $3.0 million in cash based upon the achievement of financial targets when certain identified inventory is sold. The transaction is expected to close within 45 days subject to the satisfaction of certain conditions, including the execution of financing arrangements. A-Mark paid $6.5 million in cash to acquire 51% of Pinehurst’s stock and has agreed to pay up to an additional $5.3 million in cash consideration based upon the achievement of performance benchmarks. AMS Holding, LLC Overview A-Mark has supplied bullion and related products to AMS for over ten years and, in February 2024, acquired its then wholly owned subsidiary LPM Group Limited (LPM). Based in Hong Kong, LPM is one of Asia’s leading precious metals wholesalers and, from its location in the Central Financial District, the operator of the city’s largest numismatic showroom. A-Mark is in the process of expanding LPM’s wholesale, Direct-to-Consumer, and storage operations to strategically important Singapore. A-Mark, in connection with its acquisition of LPM, formed a joint venture with SBG and Pinehurst to acquire a 10% interest in AMS’ fully diluted equity. Each of the three companies, in turn, signed supplier agreements with AMS and they provide approximately 80% of the collectibles that it offers to its customers. A-Mark CEO Greg Roberts joined AMS’ board of directors last year. AMS is based in Eagan, MN and its corporate website is www.amsi-corp.com. The foundation of AMS is a sales and marketing engine that brings together four decades of collector relationships with modern technology and compelling coin offerings that are sold through the GOVMINT brand. AMS has served over 500,000 customers in its history, including over 77,000 customers during the year ended December 31, 2024. The company’s customers work closely with sales representatives whose training and product expertise enable them to deliver an elevated purchase experience that promotes repeat engagement. Nearly one-third of new AMS customers placed a second order within 180 days of their first purchase and total annual spend has historically grown in direct relationship to how long someone has shopped with the company. AMS seeks to offer its customers highly compelling offerings such as first date of issue and first strike coins as well as coins and other products signed by artists, engravers, and mint directors. Items are generally sourced from a network of sovereign and private mints through their partnerships with A-Mark, SBG, and Pinehurst as well as from long-standing direct relationships. GOVMINT is not affiliated with the U.S. Department of the Treasury or any other government agency. Its website is www.govmint.com. Pinehurst Coin Exchange, Inc. Overview A-Mark made its initial strategic investment in Pinehurst in 2019 and increased its ownership interest from 10% to 49% in August 2021. Pinehurst is a leading precious metals broker that services the wholesale and retail marketplace and is one of the nation’s largest e-commerce retailers of modern and numismatic coins on eBay. Pinehurst markets a broad range of bullion and is a leader in selling coins produced by the U.S. Mint, the Royal Canadian Mint, and other highly regarded sovereign mints that have been evaluated by leading grading agencies. Pinehurst generated approximately 35% of its revenue for the year ended December 31, 2024, from its retail activities and has established a base of nearly 300,000 customers since it was founded. In 2024, Pinehurst purchased ModernCoinMart (MCM) and its portfolio of over 400,000 customers from AMS. The company is based in Pinehurst, NC, and it operates the www.PinehurstCoins.com and www.ModernCoinMart.com websites. Pinehurst and MCM each have a long-standing presence on eBay where they collectively served over 60,000 customers during the year ended December 31, 2024. Pinehurst also sells through www.Walmart.com. Management Commentary “The acquisitions of AMS and Pinehurst are consistent with the vision that I outlined when discussing the Stack’s Bowers Galleries’ transaction on our earnings call last month,” said A-Mark CEO Greg Roberts. “The collectibles business expands A-Mark’s footprint into the luxury market and brings several hundred thousand new customers into our ecosystem. The attractive gross margin profiles of the acquired businesses, enhanced by A-Mark’s access to competitively priced capital, is expected to be accretive to earnings with the impact likely to be most notable during periods of limited bullion market volatility. “Stack’s Bowers Galleries, AMS, and Pinehurst, each of which has a meaningful bullion business, will build upon this foundation and are expected to benefit from being fully integrated into A-Mark’s global sourcing network and logistics platform. I am particularly pleased that Stack’s Bowers Galleries’ Brian Kendrella and AMS’ Jim Hilt will continue with their respective companies while Pinehurst’s Vince Wade has entered into a three-year consulting agreement.” Jim Hilt, CEO of AMS, commented, “I have come to view Greg as a valued partner since he joined the AMS board. At the same time, our customer base has responded enthusiastically to the compelling products afforded by the sourcing relationships that we established with A-Mark, Stack’s Bowers Galleries, and Pinehurst. I look forward to capitalizing on the power of A-Mark’s platform to build upon AMS’ 40 plus year history of storytelling through our network of technology-enabled sales representatives.” Vince Wade, Pinehurst’s Founder, added, “A-Mark has been an impactful partner to Pinehurst since 2019, helping to expand our product catalogue and customer service capabilities. Our acquisition of ModernCoinMart from AMS last year broadened our reach in the important eBay marketplace and provided an opportunity to work directly with Jim and his highly capable team.” Transaction Advisors Spectrum Group International, Inc. Transaction Roth Capital Partners acted as financial advisor and Kramer Levin Naftalis & Frankel LLP acted as legal counsel to the Special Committee of the A-Mark Board of Directors. D.A. Davidson & Co. acted as financial advisor and Olshan Frome Wolosky LLP acted as legal counsel to SGI. AMS Holding, LLC Transaction D.A. Davidson & Co. acted as financial advisor and Kramer Levin Naftalis & Frankel LLP acted as legal counsel to A-Mark. Houlihan Lokey acted as financial advisor to AMS and Ballard Spahr LLP acted as legal counsel to AMS. Pinehurst Coin Exchange, Inc. Transaction D.A. Davidson & Co. acted as financial advisor and Frye & Hsieh LLP acted as legal counsel to A-Mark. About A-Mark Precious Metals Founded in 1965, A-Mark Precious Metals, Inc. is a leading fully integrated precious metals platform that offers an array of gold, silver, platinum, palladium, and copper bullion, numismatic coins, and related products to wholesale and retail customers via a portfolio of channels. The company conducts its operations through three complementary segments: Wholesale Sales & Ancillary Services, Direct-to-Consumer, and Secured Lending. The company’s global customer base spans sovereign and private mints, manufacturers and fabricators, refiners, dealers, financial institutions, industrial users, investors, collectors, e-commerce customers, and other retail customers. A-Mark’s Wholesale Sales & Ancillary Services segment distributes and purchases precious metal products from sovereign and private mints. As a U.S. Mint-authorized purchaser of gold, silver, and platinum coins since 1986, A-Mark purchases bullion products directly from the U.S. Mint for sale to customers. A-Mark also has longstanding distributorships with other sovereign mints, including Australia, Austria, Canada, China, Mexico, South Africa, and the United Kingdom. The company sells more than 200 different products to e-commerce retailers, coin and bullion dealers, financial institutions, brokerages, and collectors. In addition, A-Mark sells precious metal products to industrial users, including metal refiners, manufacturers, and electronic fabricators. A-Mark’s consolidated subsidiary, LPM Group Limited (LPM), is one of Asia’s largest precious metals dealers. LPM operates a consumer-facing showroom in Hong Kong’s Central Financial District and offers a wide selection of products to its wholesale customers through its 24/7 online trading platform, including recently released silver coins, gold bullion, certified coins, and the latest collectible numismatic issues. Through its A-M Global Logistics subsidiary, A-Mark provides its customers with a range of complementary services, including managed storage options for precious metals as well as receiving, handling, inventorying, processing, packaging, and shipping of precious metals and coins on a secure basis. A-Mark’s mint operations, which are conducted through its wholly owned subsidiary Silver Towne Mint, enable the company to offer customers a wide range of proprietary coin and bar offerings and, during periods of market volatility when the availability of silver bullion from sovereign mints is often product constrained, preferred product access. A-Mark’s Direct-to-Consumer segment operates as an omni-channel retailer of precious metals, providing access to a multitude of products through its wholly owned subsidiaries, JM Bullion and Goldline. JMB owns and operates numerous websites targeting specific niches within the precious metals retail market, including JMBullion.com, ProvidentMetals.com, Silver.com, CyberMetals.com, GoldPrice.org, SilverPrice.org, BGASC.com, BullionMax.com, and Gold.com. Goldline markets precious metals directly to the investor community through various channels, including television, radio, and telephonic sales efforts. A-Mark is the majority owner of Silver Gold Bull, a leading online precious metals retailer in Canada, and also holds minority ownership interests in three additional direct-to-consumer brands. The company operates its Secured Lending segment through its wholly owned subsidiary, Collateral Finance Corporation (CFC). Founded in 2005, CFC is a California licensed finance lender that originates and acquires loans secured by bullion and numismatic coins. Its customers include coin and precious metal dealers, investors, and collectors. A-Mark is headquartered in El Segundo, CA and has additional offices and facilities in the neighboring Los Angeles area as well as in Dallas, TX, Las Vegas, NV, Winchester, IN, Vienna, Austria, and Hong Kong. For more information, visit www.amark.com. A-Mark periodically provides information for investors on its corporate website, www.amark.com, and its investor relations website, ir.amark.com. This includes press releases and other information about financial performance, reports filed or furnished with the SEC, information on corporate governance, and investor presentations. Important Cautions Regarding Forward-Looking Statements Statements in this press release that relate to future plans, objectives, expectations, performance, events and the like are "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995 and the Securities Exchange Act of 1934. These include statements regarding the occurrence and the timing of the closing of the acquisition of AMS Holding, and the anticipated benefits to A-Mark of the acquisition of each of Stack’s Bowers, AMS Holding and Pinehurst. Future events, risks and uncertainties, individually or in the aggregate, could cause actual results or circumstances to differ materially from those expressed or implied in these statements. Factors that could cause actual results or circumstances to differ include the following: Delays in consummating the AMS Holding acquisition, or the inability to consummate the acquisition, because certain conditions to closing are not satisfied, including obtaining the necessary financing, timely or not at all; difficulties in integrating the acquired businesses within A-Mark, including for purposes of creating synergistic selling opportunities; the future performance of the acquired businesses being weaker than anticipated, particularly in periods of low bullion volatility; strategic, business, economic, financial, political and governmental risks and other Risk Factors affecting the businesses and prospects of the company and the industries in which it operates, as described in in the company’s public filings with the Securities and Exchange Commission. Company Contact:Steve Reiner, Executive Vice President, Capital Markets & Investor RelationsA-Mark Precious Metals, Inc.1-310-587-1410sreiner@amark.com Investor Relations Contacts:Matt Glover and Greg BradburyGateway Group, Inc.1-949-574-3860AMRK@gateway-grp.com

A-Mark Continues Expansion into the Bullion Adjacent Collectible Coin Market by Acquiring Stack's Bowers Galleries, AMS Holding, LLC, and Pinehurst Coin Exchange, Inc.

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