Los Angeles and Toronto – September 28, 2026 -- BRC Group Holdings, Inc. (NASDAQ: RILY) has agreed to acquire Sangoma Technologies Corporation (TSX: STC; NASDAQ: SANG) in a deal valuing the communications provider at an enterprise value of approximately $204 million, or C$289 million.
Combined communications revenue reaches $441 million on a trailing-twelve-month basis
BRC's existing communications businesses and Sangoma generated a combined $441 million in trailing-twelve-month revenue as of June 2026, with $241 million from BRC's units and $200 million from Sangoma. BRC's communications portfolio alone produced approximately $52 million in segment income over the same period.
Sangoma shareholders to receive cash-and-stock consideration worth roughly $180 million
Under the plan of arrangement, Sangoma shareholders will receive $4.925 in cash plus 0.04767 of a BRC share for each share held, totaling approximately $170 million in cash and $10 million in BRC stock. Following completion, former Sangoma shareholders will hold about 4% of BRC's pro forma outstanding shares. Sangoma will be delisted from the Toronto Stock Exchange and Nasdaq, and BRC will become a reporting issuer under Canadian securities laws.
Sangoma brings 2.7 million communications seats and 100,000 business customers to BRC's platform
Founded in 1984 and based in Markham, Ontario, Sangoma serves more than 100,000 business customers across over 2.7 million unified-communications seats, spanning UCaaS, contact center, CPaaS, and connectivity solutions. Sangoma will join BRC Telecom, which currently includes UOL, magicJack, Marconi Wireless, and Lingo (including BullsEye Telecom).
Bryant Riley, Chairman and Co-CEO of BRC Group Holdings, said the acquisition accelerates recurring revenue and earnings power for the company's communications portfolio.
Financing includes a $215 million amended senior secured term loan facility
The transaction will be partially funded through an amended and restated $215 million senior secured term loan facility at BRC's communications-platform level, combined with an equity contribution from BRC. The facility will also retire existing debt held by BRC's communications businesses. Banc of California is serving as sole lead arranger, bookrunner, and administrative agent, with Axos Bank and Israel Discount Bank of New York participating as lenders. The deal carries no financing condition.
Deal follows a decade of acquisitions generating 1.4x cash returns for BRC
Since 2016, BRC has acquired five communications businesses for a total investment of approximately $303 million, generating roughly $411 million in cumulative cash distributions through 2026 — about 1.4 times the acquisition cost.
Completion requires approval from at least two-thirds of Sangoma shareholder votes cast at a special meeting, a simple majority excluding certain shares under Multilateral Instrument 61-101, and customary regulatory and court approvals. The transaction is expected to close no later than early 2027.