FG Financial and FG Group Holdings sign definitive merger; combined company to be renamed Fundamental Global Inc.

FG Nexus Inc.

Each FGH common share will convert into one share of FGF common stock; legacy FGH stockholders to own 72% of combined entity.
Combined company expected to have over $110M total assets and over $65M annual revenue; over $3M expense savings targeted in first year.
Kyle Cerminara to serve as CEO of combined company; transaction expected to close in early 2024 subject to FGH stockholder approval.
FG Group Holdings includes Strong Global Entertainment (SGE) and other holdings; FG Financial includes reinsurance and merchant banking.
Merger approved by independent directors of both companies and by majority stockholder of FG Financial; FGH stockholder vote required.

item 1.01 item 7.01 item 9.01

Key facts

Extracted from this filing and checked against the source text.

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

FG Nexus Inc. entered into Plan of Merger with FG Group Holdings Inc. (effective 2024-01-03).

Action: entry
Agreement: merger
Counterparty: FG Group Holdings Inc.
Effective: 2024-01-03

Exact text from the filing

On January 3, 2024, FG Financial Group, Inc., a Nevada corporation (the "Company," "FGF" or "FG Financial") entered into a definitive plan of merger (the "Plan of Merger") with FG Group Holdings Inc., a Nevada corporation ("FGH" or " FG Group Holdings"), and FG Group LLC, a Nevada limited liability company and wholly-owned subsidiary of the Company (the "Merger Sub").

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FG Nexus Inc. filing history →

Source: SEC EDGAR

accession 0001493152-24-000516

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