Acquisition remains on track – anticipated to close in the second half of 2024
LAKEWOOD, N.J., Sept. 09, 2024 — Reliance Global Group, Inc. (Nasdaq: RELI; RELIW) (“Reliance”, “we” or the “Company”) today provided an update on the pending acquisition of Spetner Associates, including a significant reduction in the upfront cash payment required to close the transaction. The Company also reaffirmed that the transaction remains on track and is anticipated to close, as announced, in the second half of 2024.
Ezra Beyman, Chairman and CEO of Reliance Global Group, stated, “We are pleased to announce that we have revised the terms of the pending acquisition of Spetner Associates, reducing our upfront cash consideration to $5.5 million, from $8 million as originally contemplated. As such, we believe the new terms are substantially improved for our shareholders, and provide us greater flexibility in how we fund the transaction-in order to minimize dilution and maximize returns. We believe that the sellers’ willingness to accept less cash up front and a larger seller-financed note later reflects their confidence in the value of the combined entity, post-acquisition.”
“As we have previously stated, the transaction is surpassing our initial expectations. Since first announcing our plans, Spetner’s BenManage voluntary benefit insurance segment has experienced impressive growth, now covering over 85,000 employees, a significant increase from their 45,000 covered employees when the transaction was first announced. We could not be more excited about the continued growth in the underlying business as the acquisition is expected to nearly double our annual revenue to approximately $28 million, and meaningfully boost our Adjusted EBITDA.”
“We remain focused on our long-term goal of building a highly profitable business that generates strong returns for our shareholders. We believe this transformative acquisition will unlock significant opportunities aligned with our ‘OneFirm’ strategy. We remain committed to making Reliance a leading technology-driven company focused on sustainable profitability and enhanced shareholder value, and we expect the acquisition of Spetner Associates to greatly accelerate our growth trajectory.”
About Reliance Global Group, Inc.
Reliance Global Group, Inc. (NASDAQ: RELI; RELIW) 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 “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. Statements other than statements of historical facts included in this press release may constitute forward-looking statements and are not guarantees of future performance, condition or results and involve a number of risks and uncertainties. In some cases, forward-looking statements can be identified by terminology such as “may,” “should,” “potential,” “continue,” “expects,” “anticipates,” “intends,” “plans,” “believes,” “estimates,” and similar expressions and include statements such as the Company having built a best-in-class InsurTech platform, making RELI Exchange an even more compelling value proposition and further accelerating growth of the platform, rolling out several other services in the near future to RELI Exchange agency partners, building RELI Exchange into the largest agency partner network in the U.S., the Company moving in the right direction and the Company’s highly scalable business model driving significant shareholder value. Actual results may differ materially from those in the forward-looking statements as a result of a number of factors, including those described from time to time in our filings with the Securities and Exchange Commission and elsewhere and risks as and uncertainties related to: the Company’s ability to generate the revenue anticipated and the ability to build the RELI Exchange into the largest agency partner network in the U.S., and the other factors described in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023, as the same may be updated from time to time. The foregoing review of important factors that could cause actual events to differ from expectations should not be construed as exhaustive and should be read in conjunction with statements that are included herein and elsewhere, including the risk factors included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023, the Company’s Quarterly Reports on Form 10-Q, the Company’s Current Reports on Form 8-K and other subsequent filings with the Securities and Exchange Commission. The Company undertakes no duty to update any forward-looking statement made herein. All forward-looking statements speak only as of the date of this press release.
New offering catapults the commission earning ability of RELI Exchange agency partners
LAKEWOOD, N.J., July 30, 2024 — Reliance Global Group, Inc. (Nasdaq: RELI) (“Reliance”, “we” or the “Company”) today unveiled its new, advanced AI-powered Quote & Bind cutting-edge InsurTech solution for commercial policies, designed to significantly enhance the capabilities of RELI Exchange agency partners. The Company plans to launch the new offering in the fourth quarter of 2024.
The new Quote & Bind solution, integrated within the RELI Exchange platform, leverages artificial intelligence, enabling agents to provide real-time commercial insurance quotes from multiple carriers and bind policies in real time from the RELI Exchange agent dashboard. These new commercial lines of insurance include workers’ compensation, business owners, general liability, cyber liability, and inland marine, as well as executive lines, such as directors & officers (D&O) insurance and employment practices liability insurance (EPLI).
“Our new AI-powered Quote & Bind solution is a game-changer for both Reliance and our agency partners,” commented Mr. Ezra Beyman, Chairman and CEO of Reliance. “By unlocking the ability to quote and bind larger commercial policies, we are empowering our agents to boost revenue and achieve new levels of success. When our agency partners substantially increase their commissions, RELI Exchange also reaps considerable benefits from our share of the commission. Additionally, this feature offers unparalleled convenience for both customers and agents.”
“We are excited to bring this revolutionary feature to our platform,” commented Moshe Fishman, Director of Insurtech and Operations at Reliance. “Our AI-driven technology ensures that agents can provide real-time quotes and bind coverage with ease and efficiency. By expanding our offering to new lines of commercial insurance, we are empowering our agents to supercharge their revenue. A single commercial policy can sometimes amount to the same commission revenue as 100 new homeowner policies. We view this as a significant organic growth opportunity for the Company and this new offering illustrates our commitment to providing state-of-the-art tools and resources to our agency partners. RELI Exchange remains dedicated to revolutionizing the insurance industry by providing agency partners with cutting-edge technology and innovative solutions.”
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 “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. Statements other than statements of historical facts included in this press release may constitute forward-looking statements and are not guarantees of future performance, condition or results and involve a number of risks and uncertainties. In some cases, forward-looking statements can be identified by terminology such as “may,” “should,” “potential,” “continue,” “expects,” “anticipates,” “intends,” “plans,” “believes,” “estimates,” and similar expressions and include statements such as the Company having built a best-in-class InsurTech platform, making RELI Exchange an even more compelling value proposition and further accelerating growth of the platform, rolling out several other services in the near future to RELI Exchange agency partners, building RELI Exchange into the largest agency partner network in the U.S., the Company moving in the right direction and the Company’s highly scalable business model driving significant shareholder value. Actual results may differ materially from those in the forward-looking statements as a result of a number of factors, including those described from time to time in our filings with the Securities and Exchange Commission and elsewhere and risk as and uncertainties related to: the Company’s ability to generate the revenue anticipated and the ability to build the RELI Exchange into the largest agency partner network in the U.S., and the other factors described in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023 as the same may be updated from time to time. The foregoing review of important factors that could cause actual events to differ from expectations should not be construed as exhaustive and should be read in conjunction with statements that are included herein and elsewhere, including the risk factors included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023, the Company’s Quarterly Reports on Form 10-Q, the Company’s recent Current Reports on Form 8-K and subsequent filings with the Securities and Exchange Commission. The Company undertakes no duty to update any forward-looking statement made herein. All forward-looking statements speak only as of the date of this press release.
Spetner Associates Acquisition on Track to Close in Second Half of 2024; Projected to Double Annual Revenue to Approximately $28 Million and Boost AEBITDA
Reliance Forms Real Estate Division Headed up by Successful Real Estate Investor and M&A Executive Abe Miller, to Drive Growth and Diversification
Simplified Capital Structure- Reliance Removes Warrant Overhang to Unlock Shareholder Value
Company to Host Conference Call Today at 4:30 PM Eastern Time
LAKEWOOD, N.J., July 25, 2024 — Reliance Global Group, Inc. (Nasdaq: RELI) (“Reliance”, “we” or the “Company”) today provided a business update and reported financial results for the three and six months ended June 30, 2024.
Ezra Beyman, Reliance’s Chairman and Chief Executive Officer, commented, “We are pleased to report consistent and sustained revenue levels for the first three and six months ended June 30, 2024, with revenues of $3.2 million and $7.3 million, which represent 1% and 3% growth from the same periods in the prior year, respectively. We’ve also been decreasing our operating expenses with the Company. As a result, we’ve seen 13% efficiencies for the second quarter of 2024 over the same period in 2023, and our $1.5 million net loss from continuing operations for the second quarter has improved by 62% from the same period in the prior year. AEBITDA, our key non-GAAP metric, came in at a nominal loss of $178,000, or just under 6% of revenues, for the second quarter of 2024.
“Building on the Company’s strong performance in the first quarter, the second quarter of 2024 continued our trend of sustained organic growth. Throughout the quarter, we continued to emphasize our foundational ‘OneFirm’ strategy, uniting our nine owned and operated agencies nationwide to function as one cohesive business unit. OneFirm has provided the Company with access to higher commission tiers and has created broad cross-selling opportunities which has, and we believe will continue to, drive material revenue growth. Additionally, cross-collaboration is a key OneFirm initiative and spotlights cross-utilization of our exceptional talent employed across our organization, in addition to promoting enhanced data access and sharing and the segmentation of specialized support services. As part of OneFirm, we continue to consolidate our vendor relationships and contracts, thereby reducing our overall operating spend, as is illustrated in our second quarter financial results.
“The pending acquisition of Spetner Associates, which we now believe will be even more impactful than we initially expected, continues to progress smoothly toward an anticipated closing in the second half of 2024. Since first announcing our acquisition plans, Spetner’s BenManage voluntary benefit insurance segment has experienced impressive growth, now covering over 85,000 employees, a significant increase from their 45,000 covered employees when we initially announced the planned transaction. This acquisition will be one of the largest in our Company’s history and will mark a pivotal moment for Reliance, with projections suggesting it will close to double our annual revenues to around $28 million and significantly boost our AEBITDA. We believe that Spetner’s wide array of unique voluntary benefits programs and its extensive market reach offer considerable synergistic opportunities, especially in expanding our personal insurance lines through the RELI Exchange platform.”
Mr. Beyman continued, “In early July, we initiated the formation of a new division within Reliance focused on acquiring multi-family and commercial real estate properties. Abe Miller, a successful real estate investor and M&A executive, has joined the Company to lead this division and provide strategic guidance for our future real estate projects. With a remarkable track record that includes creating a $3 billion real estate portfolio through strategic acquisitions, his expertise in enhancing asset value and navigating complex market dynamics to generate substantial investment returns will be invaluable. We anticipate that the new real estate division, set to launch following the closing of the Spetner acquisition, will align perfectly with our strategy of pursuing accretive and cash flow-positive deals, an area where we have a proven track record, especially in the insurance brokerage sector. Additionally, we expect this division to broaden our Company’s portfolio by diversifying into multiple business lines and asset categories. Through this expansion into real estate, we expect that Reliance will be well positioned to leverage non-dilutive financing sources, supported by the intrinsic value of the assets and our operational cash flows.
“Finally, as previously announced, pursuant to exercises of all outstanding Series B and Series G warrants, Reliance has vastly simplified its capital structure by removing the Series B derivative instrument from its balance sheet, and by eliminating the potentially perceived significant warrant overhang which may also have adversely impacted our publicly traded share price. We are confident that our enhanced capital table will resonate well with our current shareholders and future investors, as we continue to advance our key initiatives through 2024 and beyond.”
Mr. Beyman concluded, “Our mission remains to build a multi-billion dollar, highly profitable business enterprise that delivers substantial returns to our shareholders. We are confident that the developments and efforts discussed herein, firmly set us on this trajectory and we look forward to continuing this onward journey with mutually beneficial financial results.”
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, 2024, as well as the Company’s corporate progress and other developments.
A webcast replay will be available on the investor relations section of the Company’s website at https://relianceglobalgroup.com/events-and-presentations/ through July 25, 2025. A telephone replay of the call will be available approximately one hour following the call, through August 8, 2024, 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 50932.
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 “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. Statements other than statements of historical facts included in this press release may constitute forward-looking statements and are not guarantees of future performance, condition or results and involve a number of risks and uncertainties. In some cases, forward-looking statements can be identified by terminology such as “may,” “should,” “potential,” “continue,” “expects,” “anticipates,” “intends,” “plans,” “believes,” “estimates,” and similar expressions and include statements such as the Company having built a best-in-class InsurTech platform, making RELI Exchange an even more compelling value proposition and further accelerating growth of the platform, rolling out several other services in the near future to RELI Exchange agency partners, building RELI Exchange into the largest agency partner network in the U.S., the Company moving in the right direction and the Company’s highly scalable business model driving significant shareholder value. Actual results may differ materially from those in the forward-looking statements as a result of a number of factors, including those described from time to time in our filings with the Securities and Exchange Commission and elsewhere and risks as and uncertainties related to: the Company’s ability to generate the revenue anticipated and the ability to build the RELI Exchange into the largest agency partner network in the U.S., and the other factors described in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023, as the same may be updated from time to time. The foregoing review of important factors that could cause actual events to differ from expectations should not be construed as exhaustive and should be read in conjunction with statements that are included herein and elsewhere, including the risk factors included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023, the Company’s Quarterly Reports on Form 10-Q, the Company’s Current Reports on Form 8-K and other subsequent filings with the Securities and Exchange Commission. The Company undertakes no duty to update any forward-looking statement made herein. All forward-looking statements speak only as of the date of this press release.
We exclude the following items when calculating AEBITDA, 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’s 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 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. Thes costs are unrelated to primary Company operations and are excluded to provide more meaningful supplemental information regarding the Company’s core operational performance.
•
Non-recuring costs: This account includes non-recurring 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 periods ended June 30, 2024, and June 30, 2023:
Three Months Ended June 30,
Six Months Ended June 30,
2024
2023
2024
2023
Net loss
$
(1,489,395
)
$
(1,055,286
)
$
(6,836,057
)
$
(2,843,824
)
Adjustments:
Interest and related party interest expense
403,495
422,058
813,780
815,091
Depreciation and amortization
469,788
655,449
1,003,941
1,309,227
Asset impairment
–
–
3,922,110
–
Share-based compensation to employees, directors and service providers
333,897
413,362
488,808
457,158
Change in estimated acquisition earn-out payables
–
543,233
47,761
1,019,925
Other (income) expense, net
(11
)
16,979
(22
)
13,297
Transactional costs
119,203
–
373,096
–
Nonrecurring costs
45,724
47,513
90,963
47,513
Recognition and change in fair value of warrant liabilities
(60,667
)
1,592,509
(156,000
)
(2,673,723
)
(Income) loss from discontinued operations before tax
Lakewood, NJ, July 19, 2024 — Reliance Global Group, Inc. (NASDAQ: RELI) (“Reliance” or the “Company”), announced today that it will host a conference call Thursday, July 25, 2024, at 4:30 PM Eastern Time to discuss financial results for the second quarter of 2024 and provide a business update.
A webcast replay will be available on the investor relations section of the Company’s website at https://relianceglobalgroup.com/events-and-presentations/ through July 25, 2025. A telephone replay of the call will be available approximately one hour following the call, through August 8, 2024, 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 50932.
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.
LAKEWOOD, N.J., July 17, 2024 — Reliance Global Group, Inc. (Nasdaq: RELI; RELIW) (“Reliance”, “we” or the “Company”), announced that the Company received notice from The Nasdaq Stock Market on July 16, 2024, indicating that Reliance had regained compliance with the minimum bid price requirement under Nasdaq Rule 5550(a)(2).
Mr. Ezra Beyman, Chairman and CEO of Reliance, commented, “We are pleased to have regained compliance with Nasdaq’s continued listing requirements. Maintaining our Nasdaq listing is crucial, and this achievement is fundamental as we continue to make strides in growing the Company and enhancing shareholder value, which positions the Company for continued long-term success.”
“We remain heavily focused on executing on our strategic initiatives, including closing on our pending acquisition of Spetner Associates and seeking out additional accretive acquisition opportunities. Our team continues to make great progress with our OneFirm initiative, as has been previously announced, and we remain dedicated to delivering exceptional results through an enhanced robust and resilient organization, which will drive our growth in revenues, earnings, cash flows and shareholder value.”
About Reliance Global Group, Inc.
Reliance Group, Inc. (NASDAQ: RELI, RELIW) an InsurTech pioneer, is working to transform the traditional insurance agency model by combining artificial intelligence (AI) with the personalized experience of a traditional insurance agency model. Reliance Global Group’s growth strategy includes the organic expansion of its current portfolio of agencies owned in addition to the growth of 5MinuteInsure.com, its online business-to-consumer platform that utilizes artificial intelligence and data mining, to provide competitive insurance quotes within 5 minutes, and RELI Exchange, its B2B InsurTech platform and agency partner network for insurance agents and agencies, designed to give independent agents an entire suite of business development tools and the ability to effectively compete with national agencies. Additional information about the Company is available at https://www.relianceglobalgroup.com/.
Forward-Looking Statements
This press release contains forward-looking statements within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. Statements other than statements of historical facts included in this press release may constitute forward-looking statements and are not guarantees of future performance, condition or results and involve a number of risks and uncertainties. In some cases, forward-looking statements can be identified by terminology such as “may,” “should,” “potential,” “continue,” “expects,” “anticipates,” “intends,” “plans,” “believes,” “estimates,” and similar expressions and include statements such as the Company having built a best-in-class InsurTech platform, making RELI Exchange an even more compelling value proposition and further accelerating growth of the platform, rolling out several other services in the near future to RELI Exchange agency partners, building RELI Exchange into the largest agency partner network in the U.S., the Company moving in the right direction and the Company’s highly scalable business model driving significant shareholder value. Actual results may differ materially from those in the forward-looking statements as a result of a number of factors, including those described from time to time in our filings with the Securities and Exchange Commission and elsewhere and risks and uncertainties related to the Company’s ability to generate the revenue anticipated and the ability to build the RELI Exchange into the largest agency partner network in the U.S., and the other factors described in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023, as the same may be updated from time to time. The Company undertakes no duty to update any forward-looking statement made herein. All forward-looking statements speak only as of the date of this press release.
Abe Miller, Successful Real Estate Investor and M&A Executive, Joins Reliance to Oversee New Division and Advise on Future Real Estate Transactions
LAKEWOOD, N.J., July 01, 2024 — Reliance Global Group, Inc. (Nasdaq: RELI; RELIW) (“Reliance”, “we” or the “Company”) today announced the formation of a new Real Estate division drawing on Ezra Beyman’s extensive background in building the third-largest mortgage brokerage in the nation and accumulating a multi-billion-dollar portfolio of multi-family properties. Furthermore, Abe Miller, successful real estate investor and M&A executive, has agreed to join Reliance to oversee this new division and advise on future real estate transactions. Mr. Miller will receive no fixed salary for his services; rather, he will be compensated entirely on a success-based model. The new division is intended to supplement, and not replace, the Company’s focus on acquiring accretive and cash flow positive insurance agencies.
Ezra Beyman, CEO of Reliance, commented, “We are excited to launch a significant initiative-a new division within Reliance dedicated to the acquisition and development of multi-family and commercial real estate properties. We are also pleased to announce that Abe Miller will be joining the Company to head this division and provide strategic guidance on our future real estate endeavors. Abe’s remarkable track record, including his successful creation of a $3 billion real estate portfolio through strategic acquisitions, not only showcases his ability to enhance asset value but also his skill in navigating complex market dynamics to generate substantial investment returns. Having previously worked with Abe, I have firsthand experience of the immense value his insights contribute. We look forward to him leading this latest endeavor as we continue to drive Reliance forward as a leading, technology-focused firm committed to sustainable profitability and increasing shareholder value. With Abe’s extensive experience and strategic visions, we are confident this initiative will accelerate our progress toward achieving our objectives.”
“We anticipate that the new real estate division, set to launch following the closing of the Spetner acquisition, will align perfectly with our ongoing strategy focused on accretive and cash flow positive acquisitions-a realm where we have a proven track record of successful integration, particularly in the insurance brokerage sector. Additionally, we expect that this division will broaden our Company’s portfolio by diversifying into multiple business lines and asset categories. Through this expansion into real estate, Reliance will be positioned to leverage non-dilutive financing sources, supported by both the intrinsic value of the assets and our operational cash flows. We are confident that this strategy will not only contribute significantly to our growth but also greatly enhance shareholder value.”
About Reliance Global Group, Inc.
Reliance Global Group, Inc. (NASDAQ: RELI; RELIW) 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 “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. Statements other than statements of historical facts included in this press release may constitute forward-looking statements and are not guarantees of future performance, condition or results and involve a number of risks and uncertainties. In some cases, forward-looking statements can be identified by terminology such as “may,” “should,” “potential,” “continue,” “expects,” “anticipates,” “intends,” “plans,” “believes,” “estimates,” and similar expressions and include statements such as the Company having built a best-in-class InsurTech platform, making RELI Exchange an even more compelling value proposition and further accelerating growth of the platform, rolling out several other services in the near future to RELI Exchange agency partners, building RELI Exchange into the largest agency partner network in the U.S., the Company moving in the right direction and the Company’s highly scalable business model driving significant shareholder value. Actual results may differ materially from those in the forward-looking statements as a result of a number of factors, including those described from time to time in our filings with the Securities and Exchange Commission and elsewhere and risk as and uncertainties related to: the Company’s ability to generate the revenue anticipated and the ability to build the RELI Exchange into the largest agency partner network in the U.S., and the other factors described in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023. The foregoing review of important factors that could cause actual events to differ from expectations should not be construed as exhaustive and should be read in conjunction with statements that are included herein and elsewhere, including the risk factors included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023, the Company’s Quarterly Reports on Form 10-Q, the Company’s recent Current Reports on Form 8-K and subsequent filings with the Securities and Exchange Commission. The Company undertakes no duty to update any forward-looking statement made herein. All forward-looking statements speak only as of the date of this press release.
LAKEWOOD, N.J., June 26, 2024 — Reliance Global Group, Inc. (Nasdaq: RELI; RELIW) (“Reliance”, “we” or the “Company”) today announced that the Company’s Board of Directors approved a 1-for-17 reverse stock split (the “Reverse Stock Split”) of the Company’s common stock (the “Common Stock”) in order to regain compliance with the $1.00 minimum bid price requirement for continued listing on The Nasdaq Capital Market (Rule 5550(a)(2)). The Company was not required to obtain shareholder approval to effectuate the Reverse Stock Split. The Company filed articles of amendment to the Company’s articles of incorporation, as amended, with the Secretary of State of the State of Florida to effectuate the Reverse Stock Split as of 5:00 p.m. Eastern Time on June 28, 2024. The Common Stock will begin trading on The Nasdaq Capital Market on a reverse split-adjusted basis at the start of trading on July 1, 2024, under the symbol “RELI” and under a new CUSIP number, 75946W 405.
Ezra Beyman, CEO of Reliance, remarked, “Reliance is proud to be a Nasdaq listed company and we know the actions being taken are important to our investors as they will help ensure continued compliance with Nasdaq listing rules. This is a pivotal time for Reliance as we complete the final steps to close what we anticipate will be a groundbreaking acquisition for our Company-the proposed acquisition of Spetner Associates in the second half of 2024. This acquisition, poised to be the largest in our history, is expected to double our annual revenues to approximately $28 million and significantly advance our goal of creating a highly profitable enterprise that provides substantial returns to our shareholders. We are highly optimistic about our future, remain steadfast in our commitment to our business strategy, and believe that the prospects for our Company are exceptionally promising.”
Upon implementation of the Reverse Stock Split, every 17 shares of the Company’s issued and outstanding Common Stock will automatically convert into one share of Common Stock without any change to the par value of $0.086 per share and the amount of Common Stock outstanding will be reduced from approximately 15.7 million shares to approximately 921,000 shares. Following the Reverse Stock Split, the ownership percentage of each shareholder will remain unchanged. Proportional adjustments will be made to the number of shares of Common Stock issuable upon exercise of the Company’s outstanding stock options and warrants, and other incentive awards, as well as the applicable exercise price.
Information to Stockholders
VStock Transfer, LLC, the Company transfer agent, will send instructions to stockholders of record who hold stock certificates regarding the exchange of certificates for Common Stock. Stockholders who hold their shares of Common Stock in book-entry form or in brokerage accounts or “street name” are not required to take any action to effect the exchange of their shares of Common Stock following the Reverse Stock Split. VStock Transfer, LLC may be reached for questions at (212) 828-8436.
About Reliance Global Group, Inc.
Reliance Global Group, Inc. (NASDAQ: RELI; RELIW) 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 “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. Statements other than statements of historical facts included in this press release may constitute forward-looking statements and are not guarantees of future performance, condition or results and involve a number of risks and uncertainties. In some cases, forward-looking statements can be identified by terminology such as “may,” “should,” “potential,” “continue,” “expects,” “anticipates,” “intends,” “plans,” “believes,” “estimates,” and similar expressions and include statements such as the Company having built a best-in-class InsurTech platform, making RELI Exchange an even more compelling value proposition and further accelerating growth of the platform, rolling out several other services in the near future to RELI Exchange agency partners, building RELI Exchange into the largest agency partner network in the U.S., the Company moving in the right direction and the Company’s highly scalable business model driving significant shareholder value. Actual results may differ materially from those in the forward-looking statements as a result of a number of factors, including those described from time to time in our filings with the Securities and Exchange Commission and elsewhere and risk as and uncertainties related to: the Company’s ability to generate the revenue anticipated and the ability to build the RELI Exchange into the largest agency partner network in the U.S., and the other factors described in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023. The foregoing review of important factors that could cause actual events to differ from expectations should not be construed as exhaustive and should be read in conjunction with statements that are included herein and elsewhere, including the risk factors included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023, the Company’s Quarterly Reports on Form 10-Q, the Company’s recent Current Reports on Form 8-K and subsequent filings with the Securities and Exchange Commission. The Company undertakes no duty to update any forward-looking statement made herein. All forward-looking statements speak only as of the date of this press release.
LAKEWOOD, N.J., June 24, 2024 — Reliance Global Group, Inc. (Nasdaq: RELI; RELIW) (“Reliance”, “we” or the “Company”) today announced that it has withdrawn its previously filed registration statement with the Securities and Exchange Commission, which was originally filed to register the potential shares issuable under the Series G warrants. As previously announced, the institutional investor holding the Series B and Series G warrants elected to convert all of their warrants into a reduced number of shares issued to the investor on a Rule 144 basis.
Ezra Beyman, CEO of Reliance, remarked, “We are pleased to report our withdrawal of the previously filed registration statement, covering the potential shares issuable under the Series G warrants. As a result of the investor converting all of their warrant holdings, we have successfully eliminated the perceived warrant overhang and vastly simplified our capital structure. We remain committed to unlocking value for our shareholders and are more encouraged than ever by the outlook for the business, including our planned acquisition of Spetner Associates, which is expected to increase and drive very significant revenues and cash flows.”
About Reliance Global Group, Inc.
Reliance Global Group, Inc. (NASDAQ: RELI; RELIW) 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 “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. Statements other than statements of historical facts included in this press release may constitute forward-looking statements and are not guarantees of future performance, condition or results and involve a number of risks and uncertainties. In some cases, forward-looking statements can be identified by terminology such as “may,” “should,” “potential,” “continue,” “expects,” “anticipates,” “intends,” “plans,” “believes,” “estimates,” and similar expressions and include statements such as the Company having built a best-in-class InsurTech platform, making RELI Exchange an even more compelling value proposition and further accelerating growth of the platform, rolling out several other services in the near future to RELI Exchange agency partners, building RELI Exchange into the largest agency partner network in the U.S., the Company moving in the right direction and the Company’s highly scalable business model driving significant shareholder value. Actual results may differ materially from those in the forward-looking statements as a result of a number of factors, including those described from time to time in our filings with the Securities and Exchange Commission and elsewhere and risk as and uncertainties related to: the Company’s ability to generate the revenue anticipated and the ability to build the RELI Exchange into the largest agency partner network in the U.S., and the other factors described in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023. The foregoing review of important factors that could cause actual events to differ from expectations should not be construed as exhaustive and should be read in conjunction with statements that are included herein and elsewhere, including the risk factors included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023, the Company’s Quarterly Reports on Form 10-Q, the Company’s recent Current Reports on Form 8-K and subsequent filings with the Securities and Exchange Commission. The Company undertakes no duty to update any forward-looking statement made herein. All forward-looking statements speak only as of the date of this press release.
LAKEWOOD, N.J, June 20, 2024 — Reliance Global Group, Inc. (Nasdaq: RELI; RELIW) (“Reliance”, “we” or the “Company”) today announced that its final large institutional investor has redeemed all of its outstanding Series B and Series G warrants. The Company now effectively has a much more simplified capital structure with no known significant institutional warrant holders and no significant warrant overhang.
Ezra Beyman, CEO of Reliance, remarked, “We are pleased to report the elimination of all remaining Series B and Series G warrants, which converted into a reduced number of shares of Reliance common stock as a result of cashless exercises. No transaction incentives, such as additional shares or warrants, were required to effectuate the exercises. These transactions successfully complete the removal of the fairly significant warrant overhang, which we believe was negatively impacting our share price. As a result, the Company has only a nominal number of warrants outstanding, and all are plain vanilla (basic) warrant instruments. Importantly, we are confident that we now have a much more attractive, simpler, and significantly improved capital structure, which we believe will help us unlock tremendous value for our shareholders as we execute key upcoming initiatives in 2024 and beyond.”
Mr. Beyman concluded, “Most notably, we are making continued progress on our planned acquisition of Spetner Associates, which is projected to double our annualized revenues to an estimated $28 million and contribute very meaningful cash flow.”
About Reliance Global Group, Inc.
Reliance Global Group, Inc. (NASDAQ: RELI; RELIW) 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.
This press release contains forward-looking statements within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. Statements other than statements of historical facts included in this press release may constitute forward-looking statements and are not guarantees of future performance, condition or results and involve a number of risks and uncertainties. In some cases, forward-looking statements can be identified by terminology such as “may,” “should,” “potential,” “continue,” “expects,” “anticipates,” “intends,” “plans,” “believes,” “estimates,” and similar expressions and include statements such as the Company having built a best-in-class InsurTech platform, making RELI Exchange an even more compelling value proposition and further accelerating growth of the platform, rolling out several other services in the near future to RELI Exchange agency partners, building RELI Exchange into the largest agency partner network in the U.S., the Company moving in the right direction and the Company’s highly scalable business model driving significant shareholder value. Actual results may differ materially from those in the forward-looking statements as a result of a number of factors, including those described from time to time in our filings with the Securities and Exchange Commission and elsewhere and risk as and uncertainties related to: the Company’s ability to generate the revenue anticipated and the ability to build the RELI Exchange into the largest agency partner network in the U.S., and the other factors described in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023. The foregoing review of important factors that could cause actual events to differ from expectations should not be construed as exhaustive and should be read in conjunction with statements that are included herein and elsewhere, including the risk factors included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023, the Company’s Quarterly Reports on Form 10-Q, the Company’s recent Current Reports on Form 8-K and subsequent filings with the Securities and Exchange Commission. The Company undertakes no duty to update any forward-looking statement made herein. All forward-looking statements speak only as of the date of this press release.
Transformational acquisition expected to close in the second half of 2024
Projected to double Company’s annualized revenue to approximately $28 million
LAKEWOOD, N.J., June 18, 2024 — Reliance Global Group, Inc. (Nasdaq: RELI; RELIW) (“Reliance”, “we” or the “Company”) today provided an update on the pending acquisition of Spetner Associates.
Ezra Beyman, Chairman and Chief Executive Officer of Reliance Global Group, commented, “We are excited to share that the anticipated impact of the pending Spetner Associates acquisition is surpassing our initial expectations. Spetner’s BenManage voluntary benefit insurance segment has expanded significantly, now covering 85,000 employees-a phenomenal increase from the 45,000 employee lives it covered at the time we first announced the acquisition. While the transaction and due diligence have taken time to complete, we could not be more excited about the continued growth in the underlying business. This is expected to be the largest acquisition in the Company’s history and is set to be a key inflection point for Reliance, projected to double our annual revenues to an estimated $28 million.”
Mr. Beyman concluded, “Our ultimate goal is to build a highly profitable business that delivers substantial returns to our shareholders. We are confident that this transformational acquisition will open up significant opportunities that align perfectly with our ‘OneFirm’ go-to-market strategy. We are committed to establishing Reliance as a powerful, technology-driven enterprise that prioritizes sustainable profitability, as well as increased shareholder value, and believe that the acquisition of Spetner Associates will significantly accelerate our growth.”
The Company currently anticipates that the acquisition will close in the second half of 2024.
About Reliance Global Group, Inc.
Reliance Global Group, Inc. (NASDAQ: RELI; RELIW) 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 “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. Statements other than statements of historical facts included in this press release may constitute forward-looking statements and are not guarantees of future performance, condition or results and involve a number of risks and uncertainties. In some cases, forward-looking statements can be identified by terminology such as “may,” “should,” “potential,” “continue,” “expects,” “anticipates,” “intends,” “plans,” “believes,” “estimates,” and similar expressions and include statements such as the Company having built a best-in-class InsurTech platform, making RELI Exchange an even more compelling value proposition and further accelerating growth of the platform, rolling out several other services in the near future to RELI Exchange agency partners, building RELI Exchange into the largest agency partner network in the U.S., the Company moving in the right direction and the Company’s highly scalable business model driving significant shareholder value. Actual results may differ materially from those in the forward-looking statements as a result of a number of factors, including those described from time to time in our filings with the Securities and Exchange Commission and elsewhere and risks as and uncertainties related to: the Company’s ability to generate the revenue anticipated and the ability to build the RELI Exchange into the largest agency partner network in the U.S., and the other factors described in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023, as the same may be updated from time to time. The foregoing review of important factors that could cause actual events to differ from expectations should not be construed as exhaustive and should be read in conjunction with statements that are included herein and elsewhere, including the risk factors included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023, the Company’s Quarterly Reports on Form 10-Q, the Company’s Current Reports on Form 8-K and other subsequent filings with the Securities and Exchange Commission. The Company undertakes no duty to update any forward-looking statement made herein. All forward-looking statements speak only as of the date of this press release.
