Kingswood and Wentworth Complete Merger to Create $23 Billion Binah Capital Group

Kingswood Acquisition Corp. (OTCE: KWAC) announced the completion of its merger with Wentworth Management Services LLC. Wentworth has merged with KWAC to create Binah Capital Group, an independent wealth management enterprise that will become a publicly traded company. The newly launched entity will be listed on the NASDAQ Global Market, trading under the ticker NASDAQ: BCG.

The transaction’s completion enables Wentworth, a broker-dealer aggregator, to go public, with KWAC and Wentworth becoming wholly owned subsidiaries of Binah Capital Group Inc. The company has a pro forma enterprise value of $208 million, encompassing approximately 1,900 financial service professionals and approximately $23 billion in assets under management.

Craig Gould, who served as president of Wentworth, has been named chief executive officer of Binah Capital and David Shane has been named chief financial officer. The rest of Wentworth’s C-Suite team will serve as the leadership of Binah Capital, reporting to Gould or Shane.

Members of the KWAC leadership team will be shareholders of the company but will not be part of Binah Capital’s management.

Previous reporting by The DI Wire had identified wealth management industry leader Larry Roth as the likely executive chairman of Binah Capital.

“Since the prospective executive chair role was first disclosed in December 2022, a number of board appointments for Larry Roth and strategic engagements for [RLR Strategic Partners] emerged that required Larry’s bandwidth and focus,” said a source familiar with RLR, the New York City-based [mergers and acquisitions] advisory firm founded and led by Larry Roth. “As a result, he decided to step back from the potential executive chair role, but he remains a significant shareholder in Binah Capital who is deeply supportive of, and invested in, the company’s future success.”

The person to be executive chairman was not publicly named at the time of reporting.

Wentworth’s four broker-dealers, encompassing 535 offices in all 50 states, provides financial advisers with several operating models, including a hybrid open architecture platform, independent registered status and a W2 adviser model.

Through these four firms, which will continue to operate under their existing brands and management as part of Binah Capital, the enterprise offers access to multiple custody and clearing firms to accommodate the widest possible range of financial advisers’ professional needs and support their business growth.

“The completion of this transaction represents the culmination of an extensive and complex process that required an incredible degree of expertise, skill and vision to conceive and execute on successfully,” said Gould. “On behalf of Binah Capital’s management team, we thank in particular from KWAC: Gary Wilder, Mike Nessim, David Hudd and Jeremy Wilder, and the team from Pollen Street for their energy, advice, structuring, skills, and guidance in bringing this complex deal to fruition. We look forward to all that we can achieve as a public company going forward.”

“We are thrilled to complete our merger with KWAC, enabling Wentworth to reach its full potential under the newly launched Binah Capital entity,” said Gould.

“Under our new corporate structure, which we believe allows us to readily access public capital to fund future growth initiatives and operational enhancements, the company will be well-positioned to drive value for the financial advisers we support, their clients and our shareholders,” continued Gould. “We will also put capital to work to engage in strategic and opportunistic M&A activity that generates significantly greater growth opportunities for our firm and financial advisers.”

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