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UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the
Securities
Exchange Act of 1934
Date
of Report (Date of earliest event reported): August 10, 2023
FG
FINANCIAL GROUP, INC.
(Exact
name of registrant as specified in its charter)
Nevada |
|
001-36366 |
|
46-1119100 |
(State
or other jurisdiction
of
incorporation) |
|
(Commission
File
Number) |
|
(IRS
Employer
Identification
No.) |
104
S. Walnut Street, Unit 1A, Itasca, IL 60143
(Address
of principal executive offices, including Zip Code)
(847)
773-1665
(Registrant’s
telephone number, including area code)
360
Central Avenue, Suite 800, St. Petersburg, FL 33701
(Former
name or former address, if changed since last report.)
Check
the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under
any of the following provisions
☐ |
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|
|
☐ |
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
|
|
☐ |
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
|
|
☐ |
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13a-4(c)) |
Securities
registered pursuant to Section 12(b) of the Act:
Title
of each class |
|
Trading
Symbol(s) |
|
Name
of each exchange on which registered |
Common
Stock, $0.001 par value per share |
|
FGF |
|
The
Nasdaq Stock Market LLC |
|
|
|
|
|
8.00%
Cumulative Preferred Stock, Series A, $25.00 par value per share |
|
FGFPP |
|
The
Nasdaq Stock Market LLC |
Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging
growth company ☐
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item
2.02 Results of Operations and Financial Condition
On
August 10, 2023, FG Financial Group, Inc. announced its second quarter 2023 financial results. Attached as Exhibit 99.1 is a copy of
the press release.
As
provided in General Instruction B.2 of Form 8-K, the information in this Item 2.02 and Exhibit 99.1 are “furnished” and shall
not be deemed to be “`filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange
Act”), or otherwise subject to the liability of such section nor shall it be deemed incorporated by reference in any filing under
the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, regardless of any general incorporation
language in such filing.
Item
9.01 Financial Statements and Exhibits.
(d)
Exhibits:
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned hereunto duly authorized.
|
FG
FINANCIAL GROUP, INC. |
|
|
|
Date:
August 10, 2023 |
By: |
/s/
Hassan R. Baqar |
|
Name: |
Hassan
R. Baqar |
|
Title: |
Chief
Financial Officer |
Exhibit
99.1
FG
Financial Group, Inc. Reports Second Quarter 2023 Financial Results
08/xx/2023
FG
Financial Group Continues to Achieve Increase in Net Reinsurance Premiums
Earned, Net Investment Income, and Sees Progress in Strategic
Merchant Banking
ITASCA,
IL – FG Financial Group, Inc. (Nasdaq: FGF) (the “Company”), today announced results for the second quarter
and six months ended June 30, 2023. FG Financial is a reinsurance and asset management holding company focused on collateralized and
loss-capped reinsurance and merchant banking that allocates capital in partnership with Fundamental Global®, a private
partnership led by Kyle Cerminara and Joe Moglia, as well as other strategic investors.
FG
Financial Group CEO Larry Swets, Jr. commented, “The Company continued to achieve solid progress during the quarter executing our
strategy of identifying asymmetric risk/reward opportunities and patiently allocating capital to drive long-term returns for our shareholders.
Our reinsurance division continued to build its differentiated and flexible reinsurance model, generating increased net premiums earned
as we deployed capital to highly structured loss-capped contracts. We are also focused on broadening our revenue base with no-downside,
fee-based revenue through our FG RE Solutions unit and we see the opportunity for substantial long-term growth as the range of joint-ventures
and structures expands. Our merchant banking division has established an extraordinary portfolio of businesses across attractive end
markets. This quarter, FG Acquisition Corp. announced a business combination with ThinkMarkets, an online and leveraged trading multi-asset
brokerage with established global partnerships and a scalable business model. Additionally, FG Merger Corp.’s merger agreement
with iCoreConnect Inc., a cloud-based SaaS company bringing much needed workflow efficiencies to the dental and medical industries, continues
to progress. As we look to the second half of the year, we are optimistic about the opportunities ahead of us and will continue to execute
our strategy to drive long-term returns for our shareholders.”
FG
Financial Group Chairman Kyle Cerminara, added, “We are pleased with the progress made in the first half of this year. Our merchant
banking division continues to build Craveworthy, a growing restaurant brand platform made up of diverse, relevant and highly scalable
brands, as well as FG Communities which owns and operates an attractive portfolio of manufactured housing communities. Furthermore, we
are leveraging our deep experience in the SPAC industry to introduce innovative deal structures that make sense for both our companies
and a broader base of investors. We look forward to continuing to execute our strategy in 2023 and beyond as we identify opportunities
with the aim of building long-term shareholder value.”
Select
2023 Second Quarter Results and Six Months Financial Results and Highlights
FG
Financial Group’s 2023 second quarter and six-month financial results included:
● |
Net
reinsurance premiums earned increased to $3.7 million for the three months ended June 30, 2023, from $3.0 million in the second quarter
of the prior year. Net reinsurance premiums for the six months ended June 30, 2023, increased to $7.3 million from $5.4 million in
the six months ended June 30, 2022. The increase in reinsurance premiums was due primarily to the additional reinsurance agreement
entered into with Funds at Lloyds to cover risks written by the syndicate during the calendar year 2023. |
● |
Net
investment loss for the three months ended June 30, 2023, decreased to $1.5 million compared to a net investment loss of $3.7 million
in the second quarter of the prior year. Net investment income for the six months ended June 30, 2023, increased to $1.3 million
from a loss of $6.1 million in the six months ended June 30, 2022. |
● |
The
Company paid the 8% Series A Preferred Share dividend of $0.45 million, or $0.50 per share, which represents the Company’s
21st consecutive quarter of paying the full dividend due on the 8% Series A Preferred Shares since their issuance in February 2018. |
● |
General
and administrative expense was $2.3 million and $4.9 million for the three and six months ended June 30, 2023, respectively, as compared
to $2.3 million and $4.0 million for the same periods in the prior year, respectively. The increase was primarily related to an increase
in non-cash stock compensation expense. |
Net
loss attributable to common shareholders for the second quarter of 2023 decreased to $3.4 million, or $(0.35) per fully diluted share,
compared to a loss of $5.9 million, or $(0.87) per fully diluted share for the second quarter of 2022. Net loss attributable to common
shareholders for the six month period ended June 30, 2023, was $2.5 million, decreasing by 76% compared to a loss of $10.2 million, or
$(1.55) per fully diluted share, for the six month period ended June 30, 2022.
Balance
Sheet Highlights
As
of June 30, 2023, FG Financial Group’s key balance sheet items included:
● |
Cash
and cash equivalents of $3.0 million. |
● |
Investment
holdings totaling $25.8 million, including directly or indirectly held investments in OppFi, holdings under the Company’s Merchant
Banking Platform for FG Merger Corp. and FG Acquisition Corp., and other investments. |
● |
Total
shareholders’ equity of $37.0 million, an increase of $9.3 million from $27.7 million at June 30, 2022. |
FG
Financial Group, Inc.
FG
Financial Group, Inc. is a reinsurance and asset management holding company focused on collateralized and loss capped reinsurance and
merchant banking that allocates capital in partnership with Fundamental Global®, a private partnership led by Kyle Cerminara
and Joe Moglia, as well as other strategic investors. The Company’s principal business operations are conducted through its subsidiaries
and affiliates.
Forward
Looking Statements
This
press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities
Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). These statements are
therefore entitled to the protection of the safe harbor provisions of these laws. These statements may be identified by the use of forward-looking
terminology such as “anticipate,” “believe,” “budget,” “can,” “contemplate,”
“continue,” “could,” “envision,” “estimate,” “expect,” “evaluate,”
“forecast,” “goal,” “guidance,” “indicate,” “intend,” “likely,”
“may,” “might,” “outlook,” “plan,” “possibly,” “potential,” “predict,”
“probable,” “probably,” “pro-forma,” “project,” “seek,” “should,”
“target,” “view,” “will,” “would,” “will be,” “will continue,”
“will likely result” or the negative thereof or other variations thereon or comparable terminology. In particular, discussions
and statements regarding the Company’s future business plans and initiatives are forward-looking in nature. We have based these
forward-looking statements on our current expectations, assumptions, estimates, and projections. While we believe these to be reasonable,
such forward-looking statements are only predictions and involve a number of risks and uncertainties, many of which are beyond our control.
These and other important factors may cause our actual results, performance, or achievements to differ materially from any future results,
performance or achievements expressed or implied by these forward-looking statements, and may impact our ability to implement and execute
on our future business plans and initiatives. Management cautions that the forward-looking statements in this release are not guarantees
of future performance, and we cannot assume that such statements will be realized or the forward-looking events and circumstances will
occur. Factors that might cause such a difference include, without limitation: risks associated with our inability to identify and realize
business opportunities, and the undertaking of any new such opportunities; general conditions in the global economy, our lack of operating
history or established reputation in the reinsurance industry; our inability to obtain or maintain the necessary approvals to operate
reinsurance subsidiaries; risks associated with operating in the reinsurance industry, including inadequately priced insured risks, credit
risk associated with brokers we may do business with, and inadequate retrocessional coverage; our inability to execute on our investment
and investment management strategy, including our strategy to invest in the risk capital of special purpose acquisition companies (SPACs);
potential loss of value of investments; risk of becoming an investment company; fluctuations in our short-term results as we implement
our new business strategy; risks of being unable to attract and retain qualified management and personnel to implement and execute on
our business and growth strategy; failure of our information technology systems, data breaches and cyber-attacks; our ability to establish
and maintain an effective system of internal controls; our limited operating history as a public company; the requirements of being a
public company and losing our status as a smaller reporting company or becoming an accelerated filer; any potential conflicts of interest
between us and our controlling stockholders and different interests of controlling stockholders; potential conflicts of interest between
us and our directors and executive officers; risks associated with our related party transactions and investments; and risks associated
with our investments in SPACs, including the failure of any such SPAC to complete its initial business combination. Our expectations
and future plans and initiatives may not be realized. If one of these risks or uncertainties materializes, or if our underlying assumptions
prove incorrect, actual results may vary materially from those expected, estimated or projected. You are cautioned not to place undue
reliance on forward-looking statements. The forward-looking statements are made only as of the date hereof and do not necessarily reflect
our outlook at any other point in time. We do not undertake and specifically decline any obligation to update any such statements or
to publicly announce the results of any revisions to any such statements to reflect new information, future events or developments.
INVESTOR
RELATIONS:
IMS
Investor Relations
John
Nesbett/Jennifer Belodeau
(203)
972-9200
IR@fgfinancial.com
FG
FINANCIAL GROUP, INC.
Consolidated
Balance Sheets
($
in thousands, except per share data)
| |
June 30, 2023 (unaudited) | | |
December 31, 2022 | |
ASSETS | |
| | | |
| | |
Equity securities, at fair value (cost basis of $1,916 and $889, respectively) | |
$ | 1,783 | | |
$ | 841 | |
Other investments | |
| 23,994 | | |
| 24,839 | |
Cash and cash equivalents | |
| 2,962 | | |
| 3,010 | |
Deferred policy acquisition costs | |
| 1,231 | | |
| 1,527 | |
Reinsurance balances receivable (net of current expected losses allowance of $84 and zero, respectively) | |
| 10,608 | | |
| 9,269 | |
Funds deposited with reinsured companies | |
| 6,667 | | |
| 9,277 | |
Other assets | |
| 1,321 | | |
| 712 | |
Total assets | |
$ | 48,566 | | |
$ | 49,475 | |
| |
| | | |
| | |
LIABILITIES | |
| | | |
| | |
Loss and loss adjustment expense reserves | |
$ | 4,665 | | |
$ | 4,409 | |
Unearned premium reserves | |
| 6,270 | | |
| 6,823 | |
Accounts payable and accrued expenses | |
| 508 | | |
| 723 | |
Other liabilities | |
| 116 | | |
| 225 | |
Total liabilities | |
$ | 11,559 | | |
$ | 12,180 | |
| |
| | | |
| | |
SHAREHOLDERS’ EQUITY | |
| | | |
| | |
Series A Preferred Shares, $25.00 par and liquidation value, 1,000,000 shares authorized; 894,580 shares issued and outstanding as of June 30, 2023 and December 31, 2022 | |
$ | 22,365 | | |
$ | 22,365 | |
Common stock, $0.001 par value; 100,000,000 shares authorized; 10,303,739 and 9,410,473 shares issued and outstanding as of June 30, 2023 and December 31, 2022, respectively | |
| 10 | | |
| 9 | |
Additional paid-in capital | |
| 52,302 | | |
| 50,021 | |
Accumulated deficit | |
| (37,670 | ) | |
| (35,100 | ) |
Total shareholders’ equity | |
| 37,007 | | |
| 37,295 | |
Total liabilities and shareholders’ equity | |
$ | 48,566 | | |
$ | 49,475 | |
FG
FINANCIAL GROUP, INC.
Consolidated
Statements of Operations
($
in thousands, except per share data)
(Unaudited)
|
|
Three
months ended
June
30, |
|
|
Six
months ended
June
30, |
|
|
|
2023 |
|
|
2022 |
|
|
2023 |
|
|
2022 |
|
Revenue: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
premiums earned |
|
$ |
3,685 |
|
|
$ |
2,953 |
|
|
$ |
7,342 |
|
|
$ |
5,426 |
|
Net
investment (loss) income |
|
|
(1,529 |
) |
|
|
(3,714 |
)
|
|
|
1,311 |
|
|
|
(6,059 |
)
|
Other
income |
|
|
30 |
|
|
|
26 |
|
|
|
60 |
|
|
|
50 |
|
Total
revenue |
|
|
2,186 |
|
|
|
(735 |
)
|
|
|
8,713 |
|
|
|
(583 |
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
losses and loss adjustment expenses |
|
|
1,960 |
|
|
|
1,868 |
|
|
|
3,876 |
|
|
|
3,391 |
|
Amortization
of deferred policy acquisition costs |
|
|
817 |
|
|
|
606 |
|
|
|
1,529 |
|
|
|
1,318 |
|
General
and administrative expenses |
|
|
2,332 |
|
|
|
2,269 |
|
|
|
4,881 |
|
|
|
4,009 |
|
Total
expenses |
|
|
5,109 |
|
|
|
4,743 |
|
|
|
10,286 |
|
|
|
8,718 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
loss |
|
$ |
(2,923 |
) |
|
$ |
(5,478 |
)
|
|
$ |
(1,573 |
) |
|
$ |
(9,301 |
)
|
Dividends
declared on Series A Preferred Shares |
|
|
444 |
|
|
|
447 |
|
|
|
891 |
|
|
|
894 |
|
Loss
attributable to FG Financial Group, Inc. common shareholders |
|
$ |
(3,367 |
) |
|
$ |
(5,925 |
) |
|
$ |
(2,464 |
) |
|
$ |
(10,195 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic
and diluted net loss per common share: |
|
$ |
(0.35 |
) |
|
$ |
(0.87 |
) |
|
$ |
(0.26 |
) |
|
$ |
(1.55 |
) |
Weighted
average common shares outstanding: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic
and diluted |
|
|
9,704,893 |
|
|
|
6,775,501 |
|
|
|
9,564,225 |
|
|
|
6,589,296 |
|
v3.23.2
Cover
|
Aug. 10, 2023 |
Entity Addresses [Line Items] |
|
Document Type |
8-K
|
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false
|
Document Period End Date |
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|
Entity File Number |
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|
Entity Registrant Name |
FG
FINANCIAL GROUP, INC.
|
Entity Central Index Key |
0001591890
|
Entity Tax Identification Number |
46-1119100
|
Entity Incorporation, State or Country Code |
NV
|
Entity Address, Address Line One |
104
S. Walnut Street
|
Entity Address, Address Line Two |
Unit 1A
|
Entity Address, City or Town |
Itasca
|
Entity Address, State or Province |
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|
Entity Address, Postal Zip Code |
60143
|
City Area Code |
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|
Local Phone Number |
773-1665
|
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Grafico Azioni Fundamental Global (NASDAQ:FGFPP)
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Grafico Azioni Fundamental Global (NASDAQ:FGFPP)
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Da Giu 2023 a Giu 2024