Vero Beach’s financial sector is seeing significant movement this week as locally headquartered Bimini Capital Management, Inc. (OTCQX: BMNM) announces a major strategic acquisition. The company, which operates out of Vero Beach, has reached an agreement to acquire a majority interest in Tom Johnson Investment Management, LLC (“TJIM”), a privately held registered investment adviser.
This move marks a pivotal shift for Bimini, intending to transition the company into a “pure asset management firm” with a more diverse mix of assets. Under the terms of the agreement, Bimini Advisors Holdings, LLC—a wholly owned subsidiary of Bimini—will purchase 80 percent of the fully diluted equity interests of TJIM. The transaction is slated to close by the end of the first quarter of 2026.
The Financial Details
The acquisition is structured around a performance-based valuation. The purchase price will be calculated as 2.5 times 80 percent of TJIM’s revenue for the fiscal year ending December 31, 2025. This amount will be paid in cash at closing.
The agreement also includes provisions for installment payments if the purchase price exceeds $12 million. Furthermore, the deal outlines a future roadmap for the remaining 20 percent of TJIM. The minority owner may require Bimini to purchase the remaining interest after the third anniversary of the closing, or Bimini may exercise an option to acquire it, ensuring a potential path to full ownership down the line.
About Tom Johnson Investment Management
The acquisition brings substantial heft to Bimini’s portfolio. TJIM currently manages approximately $1.6 billion in assets across both equity and fixed-income markets. Their client base is diverse, covering individual accounts, sub-advisory agreements, and wrap programs.
According to Bimini’s leadership, the operations of the two firms will remain distinct. The existing owners of TJIM will retain an ownership interest, and the current staff and investment management teams are expected to stay in place. This continuity is designed to prevent the comingling of asset management responsibilities while leveraging Bimini’s infrastructure.
Strategic Impact for Vero Beach’s Bimini Capital
Robert E. Cauley, Chairman and Chief Executive Officer of Bimini, highlighted the synergistic benefits of the deal. By bringing TJIM under its umbrella, the investment adviser gains access to Bimini’s experienced public company governance, banking relationships across Wall Street, and capital markets expertise.
“We are excited to announce this transaction and believe it will enhance both Bimini and TJIM. TJIM will also receive increased name recognition from its affiliation with Bimini, the external manager of Orchid Island Capital, Inc., a New York Stock Exchange-listed public real estate investment trust. The transaction is intended to transition Bimini into a pure asset management firm with a more diverse mix of assets under its respective management teams.”
Looking Ahead
The completion of this acquisition is subject to standard conditions, including the principal seller entering a new three-year employment agreement, as well as necessary regulatory and client consents.
Richard H. Parry, President and Chief Investment Officer of TJIM, noted that the partnership serves as a strategic step to facilitate staff retention and provide ongoing incentives for growth.
Bimini Capital Management, Inc. and its subsidiaries specialize in residential mortgage-related securities and serve as the external manager for Orchid Island Capital. The firm remains headquartered here in Vero Beach, Florida. Westmere Management LLC acted as the exclusive financial advisor to Bimini for this transaction.
