Reduces Debt by 50%, Strengthens Balance Sheet, and Refocuses Strategic Priorities
Company to Host Conference Call Today at 4:30 PM Eastern Time
LAKEWOOD, N.J., July 30, 2025 — Reliance Global Group, Inc. (Nasdaq: RELI) (“Reliance”, “we” or the “Company”) today provided a business update and reported financial results for the quarter ended June 30, 2025.
“During the second quarter, we made meaningful progress toward our long-term strategic objectives, continuing to execute with discipline across both operational and financial fronts,” said Ezra Beyman, Chairman and CEO of Reliance Global Group. “While revenue was modestly lower compared to the prior year period, this was primarily due to a shift in our medical/health client base but offset by an 8% increase in our property and casualty (P&C) revenue stream. Importantly, our core business remained stable, and we continued to drive improvements across the organization. A key pillar of our transformation remains our OneFirm strategy, which unifies our agency operations under a cohesive, integrated model. We believe this approach is driving greater internal efficiency, enhancing collaboration across our teams, and delivering improved service experiences for clients and agents alike. It also positions us to scale more effectively and expand margins as we grow.”
“As part of this strategy, the recent sale of Fortman Insurance Services marked a key step in streamlining our portfolio. By monetizing this asset, we’ve not only strengthened our balance sheet but also reinforced our focus on tech-enabled, high-growth areas that align with our long-term vision for sustainable, innovation-driven growth.”
“From the sale proceeds, we took a major step to strengthen our financial position by repaying approximately $5.6 million-about half of our long-term debt, which reduced our annual debt service by over $1.8 million and meaningfully improved our cash flow and financial flexibility.”
“Another exciting development this quarter was the launch of RELI Auto Leasing, which empowers our RELI Exchange Agency Partners to connect their clients with great auto leasing options. This unique platform not only creates a new revenue stream for our agents-who earn commissions on both the leasing referral and the accompanying insurance-but also delivers a high-convenience experience for consumers, with nationwide delivery available. By integrating leasing solutions into the RELI Exchange platform, we are continuing to strengthen our value proposition and expand the tools our agents can use to grow their businesses,” concluded Mr. Beyman.
2025 Second Quarter Financial Highlights
(approximate figures)
- Commission income was $3.1 million in Q2 2025, compared to $3.2 million in Q2 2024. The swing was primarily due to a shift in our medical/health client base but offset by an 8% increase in our property and casualty (P&C) revenue stream.
- Commission expense was $989,000 in Q2 2025, compared to $886,000 in Q2 2024 with the swing primarily attributed to the 8% growth in P&C revenues.
- Salaries and wages were $2.6 million in Q2 2025, compared to $2.0 million in Q2 2024, with the increase due to non-cash share-based compensation, offset by OneFirm efficiencies and overall leaner operations.
- General and administrative expenses were $1.5 million in Q2 2025, compared to $1.0 million in Q2 2024, with the flux being driven by acquisition related cash and non-cash costs offset by OneFirm efficiencies and overall leaner operations.
- Net loss for the quarter was $2.7 million, compared to $1.5 million in Q2 2024, reflecting the impacts of non-cash equity compensation and acquisition cash and non-cash related costs.
- Adjusted EBITDA (“AEBITDA”) (Non-GAAP measure) loss for the quarter was $382,000 compared to $178,000 in Q2 2024. The increase was driven primarily by the fluctuations affecting the commission income and commission expense accounts offset by improvements in the general expense accounts pursuant to OneFirm efficiencies and overall leaner operations.
“Following the sale of Fortman Insurance Services, we expect to recognize a gain on sale of approximately $3.0 million in the third quarter,” said Joel Markovits, Chief Financial Officer of Reliance Global Group. “Combined with our debt reduction efforts, we’ve significantly deleveraged our balance sheet and lowered our annual debt service obligations by approximately 61%. Our outlook remains strong as we continue to move forward with a focus on disciplined financial management, whilst making strides forward in our pursuit of innovation and expansion of our market footprint.”
Conference Call
Reliance Global Group will host a conference call today at 4:30 PM Eastern Time to discuss the Company’s financial results for the quarter ended June 30, 2025, as well as the Company’s corporate progress and other developments.
The conference call will be available via telephone by dialing toll-free +1 888-506-0062 for U.S. callers or +1 973-528-0011 for international callers and entering access code 627850. A webcast of the call may be accessed at https://www.webcaster4.com/Webcast/Page/2381/52790 or on the investor relations section of the Company’s website, https://relianceglobalgroup.com/events-and-presentations/.
A webcast replay will be available on the investor relations section of the Company’s website at https://relianceglobalgroup.com/events-and-presentations/ through May 13, 2026. A telephone replay of the call will be available approximately one hour following the call, through May 27, 2025, and can be accessed by dialing +1 877-481-4010 for U.S. callers or +1 919-882-2331 for international callers and entering access code 52473.
About Reliance Global Group, Inc.
Reliance Global Group, Inc. (NASDAQ: RELI) is an InsurTech pioneer, leveraging artificial intelligence (AI), and cloud-based technologies, to transform and improve efficiencies in the insurance agency/brokerage industry. The Company’s business-to-business InsurTech platform, RELI Exchange, provides independent insurance agencies an entire suite of business development tools, enabling them to effectively compete with large-scale national insurance agencies, whilst reducing back-office cost and burden. The Company’s business-to-consumer platform, 5minuteinsure.com, utilizes AI and data mining, to provide competitive online insurance quotes within minutes to everyday consumers seeking to purchase auto, home, and life insurance. In addition, the Company operates its own portfolio of select retail “brick and mortar” insurance agencies which are leaders and pioneers in their respective regions throughout the United States, offering a wide variety of insurance products. Further information about the Company can be found at https://www.relianceglobalgroup.com.
Forward-Looking Statements
This press release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. You can identify these statements by terminology such as “may,” “should,” “could,” “would,” “will,” “expect,” “anticipate,” “intend,” “plan,” “believe,” “estimate,” “continue,” “potential,” and similar expressions. Forward-looking statements in this press release include, without limitation, statements regarding:
- Our expectations regarding the financial and operational benefits of our recent debt reduction, including reduced annual debt service obligations, improved cash flow, and enhanced financial flexibility;
- Our belief that the OneFirm strategy is enhancing internal efficiency, enabling scalability, and positioning us for sustainable margin expansion;
- Our intention to continue realigning our portfolio and operations around high-growth, tech-enabled assets, including through the sale of Fortman Insurance Services and the expansion of the RELI Exchange platform;
- Our expectation that RELI Auto Leasing will generate new revenue opportunities for our agency partners and increase customer convenience and engagement;
- Our outlook regarding the anticipated gain on the Fortman sale and our ability to continue deleveraging and improving our financial condition; and
- Other statements relating to our future growth, financial performance, business strategy, and operational execution.
These forward-looking statements are based on a number of assumptions, including that our OneFirm strategy will continue to drive efficiencies, the RELI Exchange and RELI Auto Leasing platforms will gain market traction as expected, the anticipated gain on the Fortman sale will be recognized, and market, economic, and regulatory conditions will remain favorable. There can be no assurance that these assumptions will prove accurate.
Actual results could differ materially from those anticipated due to a variety of risks and uncertainties, including: our ability to successfully integrate new business initiatives such as RELI Auto Leasing; challenges in realizing anticipated cost savings, cash flow improvements, or strategic benefits from our restructuring efforts; competitive pressures in the InsurTech and insurance agency markets; adverse economic or regulatory developments; and other factors described under “Risk Factors” in our Annual Report on Form 10-K and other filings made with the Securities and Exchange Commission.
You are encouraged to carefully review our Annual Report on Form 10-K for the year ended December 31, 2024, as amended, as well as other SEC filings, for a more complete discussion of these and other risks and uncertainties. Except as required by law, Reliance Global Group, Inc. undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise.
Contact:
Crescendo Communications, LLC
Tel: +1 (212) 671-1020
Email: RELI@crescendo-ir.com
INFORMATION REGARDING A NON-GAAP FINANCIAL MEASURE
The Company believes certain financial measures which meet the definition of non-GAAP financial measures, as defined in Regulation G of the SEC rules, provide important supplemental information. Namely our key financial performance metric Adjusted EBITDA (“AEBITDA”) is a non-GAAP financial measure that is not in accordance with, or an alternative to, measures prepared in accordance with GAAP. “AEBITDA” is defined as earnings before interest, taxes, depreciation, and amortization (EBITDA) with additional adjustments as further outlined below, to result in Adjusted EBITDA (“AEBITDA”). The Company considers AEBITDA an important financial metric because it provides a meaningful financial measure of the quality of the Company’s operational, cash impacted and recurring earnings and operating performance across reporting periods. Other companies may calculate Adjusted EBITDA differently than we do, which might limit its usefulness as a comparative measure to other companies in the industry. AEBITDA is used by management in addition to and in conjunction (and not as a substitute) with the results presented in accordance with GAAP. Management uses AEBITDA to evaluate the Company’s operational performance, including earnings across reporting periods and the merits for implementing cost-cutting measures. We have presented AEBITDA solely as supplemental disclosure because we believe it allows for a more complete analysis of results of operations and assists investors and analysts in comparing our operating performance across reporting periods on a consistent basis by excluding items that we do not believe are indicative of our core operating performance. Consistent with Regulation G, a description of such information is provided below herein and tabular reconciliations of this supplemental non-GAAP financial information to our most comparable GAAP information are contained below.
We exclude the following items when calculating Adjusted EBITDA, and the following items define our non-GAAP financial measure “AEBITDA”:
- Interest and related party interest expense: Unrelated to core Company operations and excluded to provide more meaningful supplemental information regarding the Company’s core operational performance.
- Depreciation and amortization: Non-cash charge, excluded to provide more meaningful supplemental information regarding the Company’s core operational performance.
- Goodwill and/or asset impairments: Non-cash charge, excluded to provide more meaningful supplemental information regarding the Company’s core operational performance.
- Equity-based compensation: Non-cash compensation provided to employees and service providers, excluded to provide more meaningful supplemental information regarding the Company’s core cash impacted operational performance.
- Change in estimated acquisition earn-out payables: An earn-out liability is a liability to the seller upon an acquisition which is contingent on future earnings. These liabilities are valued at each reporting period and the changes are reported as either a gain or loss in the change in estimated acquisition earn-out payables account in the consolidated statements of operations. The gain or loss is non-cash, can be highly volatile and overall is not deemed relevant to ongoing operations, thus, it is excluded to provide more meaningful supplemental information regarding the Company’s core operational performance.
- Recognition and change in fair value of warrant liabilities: This account includes changes to derivative warrant liabilities which are valued at each reporting period and could result in either a gain or loss. The period changes do not impact cash, can be highly volatile, and are unrelated to ongoing operations, and thus are excluded to provide more meaningful supplemental information regarding the Company’s core operational performance.
- Other income (expense), net: Includes certain non-routine income or expenses and other individually de minimis items and is thus excluded as unrelated to core operations of the company.
- Transactional costs: This includes expenses related to mergers, acquisitions, financings and refinancings, and amendments or modification to indebtedness. These costs are unrelated to primary Company operations and are excluded to provide more meaningful supplemental information regarding the Company’s core operational performance.
- Non-standard costs: This account includes non-standard non-operational items, related to costs incurred for a legal suit the Company has filed against one of the third parties involved in the discontinued operations and was excluded to provide more meaningful supplemental information regarding the Company’s core operational performance.
- Loss from discontinued operations before tax: This account includes the net results from discontinued operations, and since discontinued, are unrelated to the Company’s ongoing operations and thus excluded to provide more meaningful supplemental information regarding the Company’s core operational performance.
The following table provides a reconciliation from net loss to AEBITDA for the 3 month and 6 month periods ended June 30, 2025 and 2024, respectively:
| The Period Ended June 30, |
Six Months Ended June 30, |
|||||||||||
| 2025 | 2024 | 2025 | 2024 | |||||||||
| As reported on10-Q2’24 | As reported on10-Q2’24 | |||||||||||
| Net income (loss) | (2,710,901 | ) | (1,489,395 | ) | (4,447,786 | ) | (6,836,057 | ) | ||||
| Adjustments: | ||||||||||||
| Interest and related party interest expense | 318,988 | 403,495 | 644,230 | 813,780 | ||||||||
| Depreciation and amortization | 346,151 | 469,788 | 706,746 | 1,003,941 | ||||||||
| Asset impairment | – | – | – | 3,922,110 | ||||||||
| – | – | – | ||||||||||
| Share based compensation employees directors and third parties | 1,479,557 | 333,897 | 2,504,542 | 488,808 | ||||||||
| Change in estimated acquisition earn-out payables | – | – | – | 47,761 | ||||||||
| Other (income) expense, net | – | (11 | ) | 24,598 | (22 | ) | ||||||
| Transactional costs | 248,049 | 119,203 | 391,236 | 373,096 | ||||||||
| Non-standard costs | (63,534 | ) | 45,724 | (35,254 | ) | 90,963 | ||||||
| Recognition and change in fair value of warrant liabilities | – | (60,667 | ) | – | (156,000 | ) | ||||||
| Total adjustments | 2,329,211 | 1,311,429 | 4,236,098 | 6,584,437 | ||||||||
| AEBITDA | (381,690 | ) | (177,966 | ) | (211,688 | ) | (251,620 | ) | ||||
