LAKEWOOD, N.J., June 16, 2025 — Reliance Global Group, Inc. (Nasdaq: RELI) (“we,” “us,” “our” or the “Company”), today announced that it has filed a request for withdrawal with the Securities and Exchange Commission (the “SEC”) of the Company’s Registration Statement on Form S-1 (No. 333-284218), originally filed January 10, 2025 (as amended, the “Registration Statement”), as the Company no longer intends to pursue a public offering under the Registration Statement at this time. The Registration Statement has not been declared effective by the SEC, and no securities have been sold in connection with the offering described in the Registration Statement.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy the Company’s common stock or any securities, and there shall not be any offer, solicitation or sale of securities mentioned in the press release in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities law of such any state or jurisdiction.
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 forward-looking 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, but are not limited to, statements regarding:
Our future financial condition and operating results;
Our plans, objectives, expectations and intentions with respect to future operations, products and services;
Our ability to execute the planned withdrawal of the Registration Statement on Form S-1;
The development and growth of our RELI Exchange and 5minuteinsure.com platforms;
The expansion and performance of our portfolio of retail “brick-and-mortar” insurance agencies;
Our ability to maintain compliance with Nasdaq’s continued listing requirements; and
Other statements identified by the words noted above;
These forward-looking statements are based on a number of assumptions, including the assumptions that: we will complete the withdrawal process without unexpected delay; our AI-driven underwriting and cloud-based systems will perform as anticipated; demand for our InsurTech solutions will continue to grow; we will remain in compliance with applicable insurance regulations and Nasdaq listing rules; and there will be no material adverse changes in our relationships with agency partners or service providers. There can be no assurance that these assumptions will prove correct. There are numerous risks and uncertainties that may cause actual results or performance to differ materially from those expressed in these forward-looking statements. These include, among others: delays or failure to complete the withdrawal; inability to execute our growth plans for RELI Exchange or 5minuteinsure.com; competitive and regulatory challenges faced by our retail agency operations; fluctuations in our stock price or failure to maintain Nasdaq compliance; and the other factors described in the “Risk Factors” section of our Registration Statement and in other reports we file with the Securities and Exchange Commission. The foregoing list of factors is not exhaustive. You should carefully review our Annual Report on Form 10-K for the year ended December 31, 2024, as amended, and the other reports we have filed or will file with the SEC for a more complete discussion of risks and uncertainties. Except as required by law, Reliance Global Group, Inc. disclaims any obligation to update or revise any forward-looking statements, which speak only as of the date of this press release.
Company to Host Conference Call Today at 4:30 PM Eastern Time
LAKEWOOD, N.J., May 14, 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 March 31, 2025.
“We are pleased to begin 2025 with improving financial results that build on the momentum we achieved in 2024,” said Ezra Beyman, Chairman and Chief Executive Officer of Reliance Global Group. “Our growth in organic revenues highlights the attractive strides we’ve made in expanding our market share. At the same time, the substantial reduction in net loss and the increase in AEBITDA reflect the sustained benefits of our disciplined fiscal management, streamlined operations under the OneFirm model, and the absence of prior-year impairment charges. This strong momentum has reinforced our foundation and positioned us for scalable, long-term growth with improved profitability.”
“We are excited about the road ahead as we build on the progress made in 2024 and move closer to completing the Spetner acquisition-an important milestone that is expected to enhance our insurance capabilities and strengthen our financial and market position. We also continue to drive innovation across our platform, most notably with the launch of RELI Auto Leasing. This new offering allows our RELI Exchange agency partners to provide clients with convenient access to vehicle leasing nationwide while earning commissions-without requiring expertise in auto finance. By integrating leasing into the insurance process, we are enhancing our value proposition, deepening client relationships, and opening a compelling new revenue stream for our agents. At the same time, the continued adoption of our advanced InsurTech solutions is transforming the agent experience through AI-driven automation, improved underwriting precision, and streamlined service. These innovations, combined with our disciplined approach to growth and operational excellence, position us to capitalize on emerging opportunities in the evolving InsurTech landscape. We believe the foundation we have put in place sets the stage for a period of exceptional expansion in 2025 and beyond, and we remain committed to delivering superior service to our agents and clients while driving long-term value for our shareholders,” concluded Mr. Beyman.
2025 First Quarter Financial Highlights
Commission income revenue increased by $153,782, or 4%, to $4,236,220 in Q1 2025, compared to $4,082,438 in Q1 2024. This increase reflects continued organic growth across the Company’s insurance distribution channels.
Commission expense increased by $192,885, or 15%, to $1,469,427 in Q1 2025, compared to $1,276,542 in Q1 2024. The increase reflects higher payouts to agents in line with rising commission volumes and improved agency performance.
Salaries and wages increased by $398,175, or 22%, to $2,229,837 in Q1 2025, compared to $1,831,662 in Q1 2024. The increase is primarily due to $540,015 in non-cash equity awards, and indicates that overall, standard non-equity-based salaries and wages costs have been decreasing for the Company quarter over quarter.
General and administrative increased by $141,388, to $1,516,228 in Q1 2025, compared to $1,374,890 in Q1 2024. The increase is primarily due to $484,970 of non-cash equity pay to certain of the Company’s directors and service providers, and indicates that overall, standard non-equity-based general and administrative costs have been decreasing for the Company quarter over quarter, reflecting management’s disciplined cost controls and efficiencies gained under our OneFirm initiative.
Net loss decreased by $3,609,781, or 68%, to $1,736,882 in Q1 2025, compared to $5,346,663 in Q1 2024. This substantial improvement was driven by the elimination of impairment charges, and the Company’s continued focus on cost control and streamlining its operations. When further deducting the total non-cash equity payments of $1,024,985 discussed above, standard non-equity net loss further improves significantly as compared to the quarter in the prior year and is a testament to the Company’s focus and success in increasing its top-line revenues and managing its operating costs.
Adjusted EBITDA (“AEBITDA”), our key non-GAAP financial measure, increased by $219,061, or 297% to an AEBITDA gain of $145,407 in Q1 2025, compared to an AEBITDA loss of ($73,654) in Q1 2024. This marks another quarter of AEBITDA gain for the Company and demonstrates the continued trend toward increased profitability, brought about through disciplined fiscal management and exciting organic operational growth.
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 March 31, 2025, 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 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 “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 most recent Annual Report on Form 10-K, 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 most recent Annual Report on Form 10-K, the Company’s Quarterly Reports on Form 10-Q, the Company’s Current Reports on Form 8-K and other 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.
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’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 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. 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-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 periods ended March 31, 2025 and 2024, respectively:
March 31, 2025
March 31, 2024
Net loss
$
(1,736,882
)
$
(5,346,663
)
Adjustments:
Interest and related party interest expense
325,242
410,286
Depreciation and amortization
360,595
534,152
Asset impairment
–
3,922,110
Equity-based compensation employees, directors, and service providers
1,024,985
154,912
Change in estimated acquisition earn-out payables
–
47,761
Other income, net
–
(11
)
Transactional costs
143,187
253,893
Non-standard costs
28,280
45,239
Recognition and change in fair value of warrant liabilities
Lakewood, NJ, May 13, 2025 — Reliance Global Group, Inc. (NASDAQ: RELI) (“Reliance” or the “Company”), announced today that it will host a conference call Wednesday, May 14, 2025, at 4:30 PM Eastern Time to discuss financial results for the first quarter 2025 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 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.
New Offering Provides Unmatched Convenience for Customers and Creates Additional Revenue Opportunities for RELI Exchange Agency Partners
LAKEWOOD, NJ, March 19, 2025 — Reliance Global Group, Inc. (Nasdaq: RELI) (“Reliance”, “we” or the “Company”) today announced the launch of RELI Auto Leasing, a groundbreaking service that enables RELI Exchange Agency Partners to seamlessly offer vehicle leasing to their clients while earning commissions on both the lease and the residual insurance policy. This innovative initiative reinforces the Company’s commitment to expanding revenue opportunities for agency partners while maintaining a strong focus on insurance services.
Home and auto policies are the core products of personal lines insurance. When clients seek a new vehicle, their insurance agent is often part of the discussion, advising on coverage options and facilitating policy transitions. After a vehicular accident, clients often look toward their insurance agent to discuss how to approach their replacement vehicle. Using our newly launched RELI Auto Leasing, insurance agents can now connect clients to vehicle leasing options without stepping outside their core business.
“One of the most important aspects of RELI Auto Leasing, is that our agency partners can earn more commissions without becoming trained in auto leasing. Instead, the agency partner seamlessly connects their clients with our trusted leasing partners from within their agent dashboard,” said Ezra Beyman, Chairman and CEO of Reliance Global Group. “This initiative is a game-changer for independent agents, enabling them to offer an added service without losing focus on their core insurance business. By incorporating auto leasing into client conversations, agents not only enhance their value proposition but also unlock new revenue streams that complement their existing insurance offerings. The leasing pricing is both competitive and convenient, making it an attractive choice for clients exploring vehicle lease options. Our agency partners have provided outstanding feedback on our advanced Insurtech white-labelled quoting engine and CRM, positioning RELI Exchange as the obvious choice as an insurance partner. We believe this additional path of revenue for our agency partners furthers our positive differentiator in the insurance industry.”
Clients benefit from a wide selection of vehicles, all available for delivery anywhere in the U.S., offering unmatched convenience. Whether seeking a new lease or upgrading a current vehicle, clients are now able to enjoy a streamlined process with guidance from a trusted insurance advisor. By bridging the gap between auto leasing and insurance, RELI Exchange empowers agency partners to deepen client relationships, foster long-term loyalty, and generate additional income-without added complexity.
Moshe Fishman, Director of Insurtech and Operations said, “RELI Auto Leasing is another win for our RELI Exchange Agency Partners, enabling them to strengthen their client relationships while earning additional commissions. When consumers are in the market for a new car, they often overlook how the make and model of their new car can impact their auto insurance premium. When clients include their RELI Exchange agency partner in the car buying process, they can project the effect that each car will have to their insurance premium. This proactive approach eliminates the surprise that happens all too often in the industry when someone gets a new car, only to learn later that their insurance premium increased far more than anticipated. We are proud that RELI Exchange agency partners are adding even more peace of mind to their clients.”
“Our vision for RELI Exchange has always been to maximize opportunities for our agency partners by providing a comprehensive suite of solutions aligned with their business model,” added Mr. Beyman. “RELI Auto Leasing is another step in our commitment to innovation-empowering independent agents to compete on a national scale through technology and strategic partnerships. As we continue expanding our ecosystem, we remain dedicated to delivering cutting-edge tools and services that drive success for our partners while enhancing the customer experience.”
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, while 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 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 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.
Company to Host Conference Call Today at 4:30 PM Eastern Time
LAKEWOOD, N.J., March 06, 2025 — Reliance Global Group, Inc. (Nasdaq: RELI) (“Reliance”, “we” or the “Company”) today provided a business update and reported financial results for the year ended December 31, 2024.
“We are pleased to report continued revenue growth and strong operational execution in 2024,” said Ezra Beyman, Chairman and Chief Executive Officer of Reliance. “This year has been truly transformative for Reliance, driven by disciplined fiscal management, strategic investments in technology, and targeted acquisitions. Our OneFirm strategy has successfully integrated our agency operations into a unified, technology-driven platform, enhancing efficiency, reducing costs, and strengthening net operating results. These initiatives have significantly improved profitability and, we believe, positioned the Company for long-term, scalable growth in the evolving InsurTech landscape.”
“Additionally, we believe the planned Spetner acquisition and the continued expansion of RELI Exchange’s AI-powered Quote & Bind platform are poised to drive significant value for the Company and its shareholders. Our Quote & Bind platform has revolutionized the insurance purchasing process, allowing agents to quickly generate competitive quotes and seamlessly bind policies in real time. By leveraging AI, automation, and advanced data analytics, we are enhancing efficiency, improving underwriting precision, and delivering superior service to our agents and their clients.”
2024 Financial Highlights
Commission income revenue increased by $322,535, or 2%, to $14,054,361 in 2024, compared to $13,731,826 in 2023, attributed to sustained organic growth of our current in-place operations.
Commission expense increased by $456,660, or 12%, to $4,189,599 in 2024, compared to $3,732,939 in 2023, driven primarily by the Company’s commission income revenue mix.
Salaries and wages decreased by 4%, or $276,242, from $7,226,810 in 2024, versus $7,503,052 in 2023, demonstrating the Company’s ability to effectively leverage its talent (human capital) and continue to organically grow revenues.
General and administrative expenses increased nominally by $129,646, or 3%, to $4,219,635 in 2024, versus $4,089,989 in 2023, driven in part by acquisition related costs and general inflation, but offset by OneFirm efficiency enhancements.
Net loss decreased by $2,938,398, or 24%, to $9,071,584 in 2024, versus $12,009,982 in 2023. This positive swing is a result of less intangible impairment charges in the current year and the Company’s focus on streamlining its balance sheet which has previously been encumbered by certain fair value contingent and warrant liabilities that were liquidated or substantially reduced as of and for the year ended December 31, 2024, thus minimizing the impact of fair value swings affecting the Company’s profitability.
Adjusted EBITDA loss (“AEBITDA”), a non-GAAP financial measure, improved significantly during 2024, decreasing 39% or $205,573, from $(526,798) in 2023, to $(321,224) in 2024. This demonstrates the Company’s continued trend toward AEBITDA profitability, brought about through disciplined fiscal management and exciting organic operational growth.
The Company also provided an update on its pending Spetner acquisition, which is in the final closing stages. Once closed, the acquisition is expected to expand Reliance’s insurance offerings, further strengthening its competitive position and enhancing its ability to serve a broader market with a more comprehensive suite of insurance solutions.
Reliance has also expanded its RELI Exchange Quote & Bind platform, reinforcing its leadership in the InsurTech space. Initially launched in beta, the platform now includes more carriers and a broader range of insurance products, with further enhancements underway. Designed to streamline agent workflows, it enables instant quoting and policy binding, improving efficiency and accelerating policy issuance. AI-driven automation enhances underwriting accuracy, while access to top-tier carriers ensures competitive pricing and diverse coverage options.
Moshe Fishman, Reliance’s Director of InsurTech and Operations, added “At Reliance, we are revolutionizing the insurance industry through cutting-edge technology and automation. With the continued expansion of our Quote & Bind platform, we are empowering agents with advanced tools that enhance efficiency, speed up deal closures, and maximize profitability. This initiative is a cornerstone of our strategy to make RELI Exchange the most comprehensive and accessible InsurTech solution in the industry.”
Mr. Beyman concluded, “As we look ahead, the future for Reliance has never been brighter. With our disciplined approach to expansion, cutting-edge technology, and strategic acquisitions, we are well-positioned to capitalize on emerging opportunities in the rapidly evolving InsurTech landscape. The completion of the Spetner acquisition and the ongoing enhancements to our Quote & Bind platform are just the beginning of what we believe will be a period of unprecedented growth. We remain focused on innovation, operational excellence, and delivering superior service to our agents and customers. By staying true to our vision, we are confident in our ability to build Reliance into a highly profitable enterprise that generates sustainable long-term value for our shareholders. The momentum we have built in 2024 is only the foundation-we are excited for what lies ahead in 2025 and beyond.”
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 fourth quarter and year ended December 31, 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 March 6, 2026. A telephone replay of the call will be available approximately one hour following the call, through March 20, 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 52132.
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 most recent Annual Report on Form 10-K, 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 most recent Annual Report on Form 10-K, the Company’s Quarterly Reports on Form 10-Q, the Company’s Current Reports on Form 8-K and other 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.
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’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-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 periods ended December 31, 2024 and 2023, respectively:
December 31, 2024
December 31, 2023
Net loss
$
(9,071,584
)
$
(12,009,982
)
Adjustments:
Interest and related party interest expense
1,583,610
1,656,253
Depreciation and amortization
1,786,068
2,609,191
Asset impairment
3,922,110
–
Goodwill impairment
–
7,594,000
Equity-based compensation employees, directors, and service providers
858,108
1,272,155
Change in estimated acquisition earn-out payables
47,761
1,716,873
Other income, net
(51,345
)
(6,530
)
Transactional costs
636,494
101,500
Non-standard costs
123,554
58,675
Recognition and change in fair value of warrant liabilities
Lakewood, NJ, March 04, 2025 — Reliance Global Group, Inc. (NASDAQ: RELI) (“Reliance” or the “Company”), announced today that it will host a conference call Thursday, March 6, 2025, at 4:30 PM Eastern Time to discuss financial results for the fourth quarter and year ended December 31, 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 March 6, 2026. A telephone replay of the call will be available approximately one hour following the call, through March 20, 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 52132.
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., Feb. 18, 2025 — Reliance Global Group, Inc. (Nasdaq: RELI) (“Reliance”, “we” or the “Company”) today announced a significant expansion of its Commercial Quote & Bind InsurTech solution on RELI Exchange, building off the highly successful beta launch late last year. This expansion brings additional carriers and more product offerings to RELI Exchange’s agent distribution channel, with plans to continuously introduce new lines of business and carriers in the coming months.
“At Reliance, our mission is to empower agents with best-in-class InsurTech solutions that maximize efficiency and drive business growth,” said Ezra Beyman, Chairman and CEO of Reliance. “By expanding our network of carriers and product lines, we are providing our agency partners with the tools they need to serve clients more quickly and effectively. These enhancements will enable agents to connect with more prospects, write more policies, and ultimately build their businesses and increase their earnings.”
“Strategic technology integration remains a key driver of our continued success, and the enhanced RELI Exchange platform is a testament to this commitment. With its ability to seamlessly quote and bind a broader range of commercial insurance policies, RELI Exchange continues to strengthen its position as a leading InsurTech provider-leveraging automation to optimize the insurance purchasing experience for both agents and their clients,” added Mr. Beyman.
“This expansion marks another milestone in our vision to make RELI Exchange the most powerful and comprehensive agency partner platform in the industry,” said Moshe Fishman, Director of InsurTech and Operations at Reliance. “By continuously adding new carriers and insurance products, we are ensuring that our agents remain at the forefront of the industry, equipped with the latest technology to drive their success.”
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, while 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 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 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 Acquisition Nears Final Stages, Strengthening Company’s Future Prospects
LAKEWOOD, N.J., Dec. 23, 2024 — Reliance Global Group, Inc. (Nasdaq: RELI) (“Reliance”, “we” or the “Company”) today provided a year-end review of its operations, as well as a look to the future.
Ezra Beyman, Chairman and Chief Executive Officer of Reliance commented, “2024 has been a transformative year for Reliance. During this pivotal period, we initiated the Company’s transformation to the RELI Exchange OneFirm approach, establishing a unified platform that has greatly enhanced operational efficiency across all areas of our business. We are confident that this integrated strategy has positioned us for sustainable growth and long-term value creation. The impact is clear – the OneFirm approach has driven revenue growth, reduced expenses, and strengthened EBITDA, with our Q3 2024 performance showing significant improvements directly linked to this strategic initiative.”
“We are pleased to report that the planned Spetner acquisition is in its final stages and on track for completion in early 2025. Since announcing the transaction, Spetner’s BenManage voluntary benefit insurance segment has experienced remarkable growth, expanding coverage from 45,000 employees to over 85,000, reinforcing our confidence in the business’s long-term potential. Upon completion, the acquisition is expected to nearly double our annual revenue to approximately $28 million while significantly boosting our Adjusted EBITDA. Reaching this critical milestone reflects our unwavering commitment to executing strategic initiatives that fuel expansion, enhance profitability, and create long-term value for our shareholders. We look forward to integrating Spetner’s operations and leveraging its strengths to drive future growth and operational excellence.”
“Looking ahead, we anticipate sharing additional positive updates early in the new year as we continue making progress toward our corporate goals. With the OneFirm transformation well underway and the Spetner acquisition nearing completion, we believe we are well-positioned to realize our vision of building a multi-billion dollar, highly profitable enterprise through strategic expansion, innovation, and disciplined fiscal management. We remain confident that our focused approach will continue driving meaningful results, delivering long-term value for our shareholders and stakeholders alike.”
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.
Reports Continued Revenue Growth and Significant Improvements to Net Results
Company to Host Conference Call Today at 4:30 PM Eastern Time
LAKEWOOD, N.J., Nov. 07, 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 nine months ended September 30, 2024.
Ezra Beyman, Reliance’s Chairman and Chief Executive Officer, commented, “We are very pleased to report a highly successful third quarter, both in growing our revenues, as well as in controlling our operating costs, which has resulted in sustained revenue growth, decreased expenses and improved net financial results.”
The following presents some key financial highlights for the third quarter ended September 30, 2024:
Financial Highlights
Three Months Ended
$ Change
% Change
September 30, 2024
September 30, 2023
Commission income
$
3,441,458
$
3,275,583
$
165,875
5%
Commission expense
$
902,246
$
796,001
$
106,245
13%
Salaries and wages
$
1,707,737
$
1,803,698
$
(95,961
)
-5%
General and administrative expenses
$
821,510
$
1,068,778
$
(247,268
)
-23%
Marketing and advertising expenses
$
100,183
$
117,752
$
(17,569
)
-15%
Total operating expenses
$
3,953,435
$
4,710,637
$
(757,202
)
-16%
Loss from operations
$
(511,977
)
$
(1,435,054
)
$
923,077
-64%
Recognition and change in fair value of warrant liabilities – gain (loss)
$
–
$
1,715,397
$
(1,715,397
)
-100%
Net loss
$
(837,314
)
$
(139,004
)
$
(698,310
)
502%
AEBITDA
$
42,508
$
(200,602
)
$
243,111
121%
Mr. Beyman continued, “As illustrated above, for the quarter ended September 30, 2024, as compared to the quarter ended September 30, 2023, revenues continued to grow by 5% to $3.4 million and total operating expenses continued to decrease by 16% to $3.9 million, positively impacting loss from operations which shows a very refreshing 64% improvement, notwithstanding a 13% increase in commission expense driven by higher first year commissions. Net loss came in at approximately $837,000, and when compared to net loss of approximately $139,000 in the prior year’s third quarter, or $1.8 million when adjusted for comparability purposes to remove the $1.7 million warrant liability fair value gain (as that instrument was substantially liquidated during 2024), net loss for the current year’s quarter versus the prior year’s quarter shows an improvement of approximately $1 million, or 54%. Further, we are very pleased to report that this quarter brings positive Adjusted EBITDA (“AEBITDA” a non-GAAP metric), coming in at an approximate $43,000 gain, representing a 121% increase from the same period in the prior year.”
“These highly positive financial results are a testament to the success of our OneFirm strategy, which brings together our owned and operated, but geographically dispersed, insurance agencies, to operate as one cohesive unit, allowing for efficient and effective cross-selling, cross-collaboration, and human capital cross utilization. The OneFirm enhancements are clearly evident and demonstrated by the quarter’s promising revenue growth, shrinkage in operating costs and positive changes to net results. We feel strongly that our disciplined approach strengthens our financial position and sets the stage for continued sustained growth and long-term value creation for our shareholders.”
“We also remain focused and highly energized in anticipation of a close in the coming months on the previously announced acquisition of Spetner Associates Inc. (“Spetner”), a leading voluntary benefits insurance agency/provider to over 85,000 employees nationally, and we are confident that the integration of Spetner will close to double our consolidated revenues and serve as a catalyst for additional accelerated revenue growth, by having an expanded combined range of service offerings, enhancing our market position and paving the way for sustained profitability and longer term success.”
“Additionally, in the third quarter of 2024, we were thrilled to launch our AI-powered Quote & Bind solution on the RELI Exchange platform ahead of schedule, offering our agents a transformative tool that significantly accelerates the quoting and binding process for commercial insurance policies. This cutting-edge technology is now live, enabling agents to provide faster, more competitive quotes and bind policies instantly, meeting client needs in real time. The solution not only enhances operational efficiency for our partners but also creates new revenue opportunities by capitalizing on high-demand commercial lines, such as, general liability, cyber liability, and workers compensation.”
Mr. Beyman concluded, “Our mission at Reliance remains to build a multi-billion dollar, highly profitable business enterprise, through the execution of our strategic business initiatives, including, expansion, innovation and disciplined fiscal management, which will drive sustained growth, strengthen our market share, and consistently provide substantial returns and long-lasting value for our shareholders.”
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 September 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 November 7, 2025. A telephone replay of the call will be available approximately one hour following the call, through November 21, 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 51535.
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. 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-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 September 30, 2024, and September 30, 2023:
Three Months Ended September 30,
Nine Months Ended September 30,
2024
2023
2024
2023
Net loss
$
(837,314
)
$
(139,004
)
$
(7,673,373
)
$
(2,982,827
)
Adjustments:
Interest and related party interest expense
391,122
419,037
1,204,902
1,251,385
Depreciation and amortization
421,759
652,839
1,425,700
1,962,066
Asset impairment
–
–
3,922,110
–
Share-based compensation to employees, directors and service providers
62,790
201,181
551,598
396,938
Change in estimated acquisition earn-out payables
–
271,569
47,761
1,291,494
Other (income) expense, net
(65,785
)
310
(65,807
)
(3,650
)
Transactional costs
21,813
97,700
394,909
101,500
Nonrecurring costs
48,124
11,162
139,087
58,675
Recognition and change in fair value of warrant liabilities
–
(1,715,397
)
(156,000
)
(4,389,120
)
(Income) loss from discontinued operations before tax
Lakewood, NJ, Nov. 04, 2024 — Reliance Global Group, Inc. (NASDAQ: RELI) (“Reliance” or the “Company”), announced today that it will host a conference call Thursday, November 7, 2024, at 4:30 PM Eastern Time to discuss financial results for the third 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 November 7, 2025. A telephone replay of the call will be available approximately one hour following the call, through November 21, 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 51535.
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.
