EZRA

Greetings, and welcome to the Reliance Global Group 2026 first quarter business update call. I will now turn the conference over to your host, Mr. Ted Ayvas, Investor Relations. Sir, the floor is yours.

Thanks, Ali. Good afternoon, thank you for joining Reliance Global Group's 2026 1st quarter financial results and business update conference call. On the call with us today are Ezra Beyman, Chairman and Chief Executive Officer of Reliance Global Group; Joel Markovits, Chief Financial Officer of Reliance; Moshe Fishman, Senior Vice President of Strategic Ventures for Reliance. Earlier today, the company announced its operating results for the quarter ended March 31st, 2026, the press release is posted on the company's website, www.relianceglobalgroup.com. In addition, the company will be filing its quarterly report on Form 10-Q with the U.S. Securities and Exchange Commission today, which can also be accessed on the company's website as well as the SEC's website at www.sec.gov.

If you have any questions after the call or would like any additional information about the company, please contact Crescendo Communications at 212-671-1020. Before Mr. Beyman reviews the company's operating results for the quarter ended March 31, 2026, we would like to remind everyone that this conference call may contain forward-looking statements. All statements other than statements of historical facts contained in the conference call, including statements regarding our future results of operations and financial position, strategy and plans, and our expectations for future operations are forward-looking statements. The words anticipate, estimate, expect, project, plan, seek, intend, believe, may, might, will, should, could, likely, continue, design, and the negative of such terms and other words and terms of similar expressions are intended to identify forward-looking statements.

These forward-looking statements are based largely on the company's current expectations and projections about future events and trends that it believes may affect its financial condition, results of operations, strategy, short-term and long-term business operations and objectives, and financial needs. These forward-looking statements are subject to several risks, uncertainties, and assumptions as described in the company's Form 10-K filed with the U.S. Securities and Exchange Commission. Because of these risks, uncertainties, and assumptions, the forward-looking events and circumstances discussed in the conference call may not occur, and actual results could differ materially and adversely from those anticipated or implied in the forward-looking statements. You should not rely upon forward-looking statements as predictions of future events. Although the company believes that the expectations reflected in the forward-looking statements are reasonable, it cannot guarantee future results, level of activity, performance, or achievements.

In addition, neither the company nor any other person assumes responsibility for the accuracy and completeness of any of these forward-looking statements. The company disclaims any duty to update any of these forward-looking statements. All forward-looking statements attributable to the company are expressly qualified in their entirety by these cautionary statements as well as others made on this conference call. You should evaluate all forward-looking statements made by the company in the context of these risks and uncertainties. Having said that, I'd like to turn the call over to Ezra Beyman, Chairman and Chief Executive Officer of Reliance Global Group. Ezra?

Thank you very much, Ted, and good afternoon, everyone. The first quarter represents an important step as we continue executing the strategy we established over the past year. During that time, we focused on simplifying the business, strengthening the balance sheet, and creating a clear framework for long-term growth. We are now building on that foundation and advancing into a more active phase of execution. Our business model is built around two complementary segments. The first is our insurance segment and InsurTech platform, which provides recurring revenue, established carrier and agent relationships, and a scalable distribution infrastructure supported by our technology platforms. This business not only generates consistent operating cash flow, but also provide visibility into market trends, customer behavior, and product demand, all of which support our broader strategic initiatives.

The second is our strategic venture segment, which is anchored by EZRA International Group and our Scale51 model, which together form the foundation of our investment strategy. EZRA International serves as the platform through which we identify and evaluate opportunities across technology and life sciences. While Scale51 provides the operating discipline we use to deploy capital in stages and scale those businesses over time through an ownership-driven approach. This combination allows us to maintain a stable operating base while selectively allocating capital into opportunities where we identify a high potential for growth and value over time. Within our insurance operations, we continue to operate a more streamlined and efficient business following the portfolio realignment completed in 2025. Those actions reduced complexity, improved cost structure, and positioned the platform for more scalable growth. RELI Exchange remains a central component of this strategy.

It provides a technology-enabled distribution network connecting independent agents with carrier markets while allowing us to expand our tech reach without a corresponding increase in fixed costs. During the quarter, we continued to enhance the platform with the rollout of RELI Exchange 2.0, which is designed to improve scalability, streamline agent onboarding, and increase overall operating efficiency. These enhancements are intended to support continued growth across the network while improving productivity and reducing friction within the platform. We continue to see a steady engagement across RELI Exchange and believe it positions us well to drive organic growth over time. In addition, 5MinuteInsure.com continues to support direct-to-consumer acquisition, complementing our agency network and expanding our distribution capabilities. Taken together, these operations provide a stable foundation that supports both current performance and our broader strategic initiatives.

Turning to EZRA International Group and our Scale51 model, this is where we are beginning to see the strategy translate into execution. EZRA International serves as the platform through which we identify and evaluate opportunities across technology and life sciences, while Scale51 provides the framework we use to structure investments, deploy capital progressively, and expand our ownership as businesses demonstrate tangible progress. Our focus is on identifying emerging technologies early, deploying capital in a disciplined manner, and increasing ownership at those businesses as those businesses achieve defined technical and commercial milestones. This approach allows us to align capital deployment with performance, manage risk more effectively, and build positions in companies that demonstrate measurable progress. A clear example of the EZRA strategy in action is our investment in Enquantum.

Enquantum is developing post-quantum cybersecurity technology designed to address what we believe is a significant long-term challenge in data security. As quantum computing advances, existing encryption methods may become vulnerable, creating the need for a quantum-resistant solutions across industries. Through our milestone-based investment structure to date, we have increased our ownership in Enquantum to approximately 29%, with the increase tied directly to the achievement of defined technical and commercial milestones. This reflects the performance driven investment model we are applying across Scale51, where additional capital is committed as execution is demonstrated. We have supercharged the existing top-tier Enquantum team with commercialization experts that serve to further enhance the reach of the post-quantum cryptography solutions that they provide their customers.

More recently, we expanded into a new vertical with the launch of LifeSci Global Group, led by highly qualified biotech professionals David Turner and Scott Korman. Life sciences represent an area of significant long-term opportunity, particularly as advancements in data, diagnostics, and artificial intelligence continue to reshape how diseases are detected, monitored, and treated. We are seeing increasing demand for early detection, more precise diagnostics, and less invasive testing methods, all of which are driving innovation across the healthcare ecosystem. These trends are creating opportunities for emerging platforms with differentiated technologies to scale over time. LifeSci provides a dedicated platform through which we can pursue these opportunities using the same stage investment approach, where they focus on expanding our participation in businesses as they progress both technically and commercially. LifeSci Global marked its initial transaction with the completion of a strategic investment into Innervate.

into Innervate Radiopharmaceuticals, a developer of positron imaging, positron emission tomography imaging, and therapeutic radiopharmaceuticals, focused initially on neuroblastoma and broader future applications in cardiovascular and neurodegenerative diseases. We also continue to evaluate and support additional opportunities within its expanding pipeline. Opportunities like this align with our focus on emerging technologies that address meaningful clinical needs, particularly in areas where innovation can improve outcomes and expand over time into broader indications. The investment into Innervate reflects the type of differentiated platforms we are targeting within the life sciences sector using our phased capital deployment strategy. In summary, we are building a business with two complementary drivers of value: a stable, cash-generating insurance platform and a scalable acquisition plus investment strategy focused on innovation and long-term growth. What is important is how these two components work together.

Our insurance platform provides a consistent operating foundation and financial flexibility, while our investment strategy allows us to deploy capital into emerging opportunities where we believe we can build larger ownership stakes as those businesses gain traction. As we look ahead, our focus is on continuing to execute this model in a disciplined and repetitive way, broadening our opportunity set, advancing current investments, and increasing exposure to platforms that demonstrate meaningful progress. While we are still in the early stages of this strategy, we believe the foundation we have established, combined with progress we are beginning to see across multiple verticals, position us well to create long-term value for our shareholders. I would like now to turn the call over to Joel Markovits, Chief Financial Officer of Reliance Global, to review the Q1 2026 financial results. Joel?

Thank you very much, Ezra, and good afternoon, everyone. It's my absolute pleasure to review our key financial highlights for the quarter ended March 31, 2026. All figures discussed are approximate. Starting with our consolidated balance sheet, we continued to strengthen our financial position during the quarter. At March 31, 2026, compared to December 31, 2025, unrestricted cash increased to $2.3 million compared with $1.3 million. Combined cash, including restricted cash, increased to $3.2 million versus $2.7 million. Working capital improved to $2.6 million compared with $1.9 million, and stockholders' equity increased to $7.4 million compared with $6.4 million. These improvements reflect our continued focus on maintaining financial flexibility while supporting the execution of our strategic initiatives.

Turning to consolidated financial results. Commission income for the quarter was $3.8 million compared with $4.2 million in the prior year period. The decrease was primarily due to the 2025 divestiture of certain non-core operations, and the decline was partially offset by 11% organic revenue growth from the company's retained businesses. Commission expense was $1.6 million compared with $1.5 million for the same period in 2025. The increase primarily reflects higher commission rates driven by general market conditions as well as increased commission expense consistent with 11% organic revenue growth in the retained businesses. Salaries and wages were $1.6 million for the quarter ending March 31st, 2026, compared with $2.2 million in the prior year period.

The decrease was primarily attributable to lower stock-based compensation expense as well as reduced personnel costs following the divestiture of the non-core operations during 2025. General and administrative expenses were $1.4 million in the first quarter of 2026, compared with one and a half million dollars in the prior year period. The decrease primarily reflects continued cost optimization efforts and lower non-cash equity compensation expense. Net loss improved to $1.4 million for the first quarter of 2026, compared with $1.7 million for the same period in 2025. The improvement was primarily attributable to lower operating expenses and reduced interest expense. Our EBITDA, our AEBITDA, a non-GAAP financial measure, was negative $0.4 million compared with positive EBITDA of $0.1 million for the same period in 2025.

The decrease primarily reflects lower stock-based compensation add-backs in 2026 compared to the prior year period, partially offset by improved operating performance, including lower salaries and wages and reduced general and administrative expenses. Turning briefly to segment performance. Our strategic ventures segment net loss of $0.4 million primarily affects costs associated with the launch and ongoing development of EZRA International Group and the Scale51 operating model, as well as equity investment loss related to our investment in Enquantum. Our insurance segment net income improved to $0.7 million for the first quarter of 2026 compared with $0.5 million for the same period in 2025. The improvement was driven by lower operating expenses, continued efficiencies from the company's One-Firm initiative, and 11% year-over-year revenue growth from the company's retained businesses.

Overall, our financial results reflect a company that is more streamlined, more focused, and operating from a stronger balance sheet while continuing to invest selectively in growth initiatives aligned with our long-term strategy. With that, I'll turn it back to the operator for questions.

Thank you. Ladies and gentlemen, at this time, we'll be conducting our question and answer session. If you would like to ask a question, please press star one on your telephone keypad. A confirmation tone will indicate your line is in the question queue. You may press star two if you would like to remove your question from the queue. As for participants using speaker equipment, it may be necessary to pick up your handset before pressing the star keys. One moment please while we poll for questions. Thank you. Our first question is coming from Chaim Englander, who is an investor. Your line is live.

Hello. Hi, you hear me?

Yes, we do.

Yeah, hi, Ezra. Okay. Congratulations on all your milestones and you keep having much success. I just wanted to compliment you guys. I know you went into the Zcash. I don't know if you're following it, but it was almost $600 last night. Do you plan on doing any more?

Yeah, we did observe the growth. Yeah, that's actually one of the is probably the best performing crypto around. You know, our main strategy.

Yeah, that's a great story.

Right now. Yeah, right. It is a great story. Right now we feel comfortable we did the Zcash, and we did it, you know, smartly, not recklessly, not deploying that much, but we are in the positive now with it actually. For now, we know we're looking to see if we should do further or we're focusing more on the bread and butter businesses both in insurance and the tech. You know, we will look at it, but we're, thank God, happy that we made the Zcash choice.

I didn't go through your whole 10-K. Is it listed as your asset there?

[crosstalk] Yes, I believe it is. Joe, you can say where is it listed as an asset?

Of course, yeah, Chaim. Yeah, it would be under the heading digital assets on the balance sheet.

Okay. Just make sure they pick it up out there.

Oh, yeah. Oh, yeah.

one of your great assets that you have. Okay. [crosstalk]

Thank you. Appreciate that. Thank you very much.

Thank you. Once again, ladies and gentlemen, if you do have any questions, please press star 1 on your telephone keypad. Our next question is coming from Nicole Kaufman with Blackridge Capital. Your line is live.

Good afternoon, gentlemen. Congratulations on the progress this quarter, and thank you for taking my questions. My first question, would you please provide some additional color on Enquantum and what the milestones to continue increasing your ownership position towards 51% are based on? And more broadly, how should investors think about the pace of deployment under the Scale51 model going forward towards additional acquisitions or investments?

Okay. I think Moshe Fishman is best equipped to answer that, those questions.

Thank you.

Yes. Hello, everybody. Moshe Fishman here. I'll tell you with the milestones, while they're not publicly announced, they all have underlying similarities that the equity for Ezra is designed to increase as the company risks decrease. That's really we wanna have a bigger piece and not continue funding until we see any risk profile look healthier. That's really with every young company. As it matures, the risks go down, and that's purposely designed in that manner. As well as additional acquisitions, investments into additional companies. We have, we continue to review many companies that are looking to be acquired or invested by Ezra.

We are looking at many aspects of these potential companies, and we're quite selective to partner with a company that we feel our combined skill set and the from our team, combined with the current company leadership, is going to create tremendous value and for our shareholders. That's really the front and center, looking at the big picture of trying to create value for the shareholders.

Thank you. Yeah, I appreciate that. You guys mentioned approximately 11% organic revenue growth from the retained insurance operations despite the portfolio realignment. Could you discuss what is driving that growth and how you see the insurance platform contributing to the company's broader strategy going forward?

Absolutely. I'll handle that. The truth is, we're very proud to say that, you know, we bought RELI Exchange, it was originally Barra & Associates, in 2022. It's about 4 years now. We've pretty much, over the last year or two, perfected the system of getting new agents. Remember when we started, when we acquired that business, it had about 60-something agents. We're now over 300, and the system's getting better and stronger even, you know, exponentially somewhat. We are really, I think I could say this 'cause no secret, everyone in the world is using AI to better things. We actually we're, you know, in serious discussions with some real AI experts, some of which we have in-house, to really supercharge that business. Really. In other words, that's we're just getting if the system works.

You know, with the agents, they bring business. We give them 5MinuteInsure, strong support. They're able to quote and save tremendous amount of time not having to go back and forth, getting quotes from carriers. Literally in five minutes, they have it all in front of them. The system works. We're getting compliments. We're giving them good back office support. As AI improves, less back office support is needed. It's really ripe for super growth on that, and we're in the midst of that. We look forward to even showing much bigger than 11% increases. It is going the right direction, and we're proud of that. Now with different things going on in AI and technology and our also our stronger as we grow, we're getting stronger and better connections with the carriers, specifically meaning we get better commissions, better service.

They're happy because we're spread also geographically. We're not just in one location, the carriers like that too. We're looking forward to someone asking that question next quarter or in the next, in a few quarters and even getting a stronger response. We're on it, and it's working. The old saying, if it ain't broke, don't fix it, just improve it. That's what we're doing.

Yeah. Well, thank you. I look forward to seeing that. My last question, can you elaborate on the strategic rationale behind launching LifeSci Global Group LLC and how you evaluate opportunities like Innervate? Like, what characteristics are you looking for when considering additional life sciences investments?

As you probably know, life science investments, you know, very often at very early stages, you know, that's what they remain, early stages. In the life science field where you need FDA approval and, you know, of the like, we're really focusing more on companies that already have somewhat of a proven performance. In fact, the first one, Innervate, that's already after phase III testing. It's already clinically been tested and proven. It works. It actually works. It's not hypothetical anymore. Now as we get closer to FDA approval, but it's really just going through the motions because it already works, it's really exciting. That's one thing we look for. We're not looking for very early stage. We wanna see some proven performance. Another component in the biotech sector is we look for the team.

The team, the people are, you know. That's one thing, even with modern technology and AI and everything else, you need people. You need good people. That comes with a very good team. I mean, as you know, it says that Scott Korman's been a board member with us for six years. He's an expert. He's actually, him and his partner, David Turner, have several, you know, successful exits. This is probably the most important. They know it, they know what to do, where to focus on. They've, you know, made, you know, significant dollar and cent exits. That's what we're looking for. It's a combination of better than just early stage, good team, and that it makes sense, common sense.

It happens to be helping the world too, in this case, you know, curing a rare child's disease, which is devastating. This would be a beautiful thing to literally help the world. Thank you very much.

Well, I appreciate that. Yes, I appreciate the clarity on my questions, and if I have any others, I'll jump back in the queue. Thank you very much.

Great. Thanks. Thanks very much.

Thank you. We currently have no further questions in the queue at that time. If there will be any final questions, please indicate so now by pressing star one. Okay, as there are no further questions at this time, I'd like to turn the call back over to management for any closing remarks.

Thank you very much. Before we conclude today's call, I'd like to briefly highlight a few key takeaways from the quarter. First, we continue to strengthen our balance sheet with meaningful improvements in cash, working capital, and stockholders' equity, providing us with increased financial flexibility. Second, the benefits of the portfolio management completed during 2025 are becoming increasingly evident as we continue operating with a more streamlined and efficient structure that is better aligned with our long-term strategic priorities. Third, our insurance segment and InsurTech platform continue to provide a stable operational and financial foundation for the business, generating recurring revenues and supporting investment and future growth opportunities. Finally, we are continuing to execute on our strategic ventures strategy through EZRA International Group and Scale51 operating model, advancing current investments while expanding our pipeline in a disciplined and selective manner.

As we look ahead, our focus remains on maintaining this disciplined approach while continuing to execute across both our operating platforms and strategic venture initiatives. We appreciate your time today and your continued interest in Reliance Global Group. We look forward to updating you again next quarter. In the meantime, on behalf of Ezra and the entire Reliance team, thank you and have a great day.

Thank you. Ladies and gentlemen, this does conclude today's call. You may disconnect your lines at this time, and we thank you for your participation.

Greetings. Welcome to the Reliance Global Group Fourth Quarter Business Update conference call. At this time, all participants are in a listen-only mode. A question-and-answer session will follow the formal presentation. If anyone should require operator assistance during the conference, please press star zero on your telephone keypad. Please note this conference is being recorded. I will now turn the conference over to your host, Ted Ayvas, Investor Relations. Ted, you may begin.

Thanks, Paul. Good afternoon, and thank you for joining Reliance Global Group's 2025 fourth quarter and year-end financial results and business update conference call. On the call with us today are Ezra Beyman, Chairman and Chief Executive Officer of Reliance Global Group, and Joel Markovits, Chief Financial Officer of Reliance. Earlier today, the company announced its operating results for the quarter ended December 31, 2025, and the press release is posted on the company's website, www.relianceglobalgroup.com. In addition, the company will be filing its annual report on Form 10-K with the U.S. Securities and Exchange Commission today, which can also be accessed on the company's website as well as the SEC's website, www.sec.gov. If you have any questions after the call or would like any additional information about the company, please contact Crescendo Communications at 212-671-1020.

Before Mr. Ezra Beyman reviews the company's operating results for the quarter ended December 31st, 2025. We would like to remind everyone that this conference call may contain forward-looking statements. All statements other than statements of historical facts contained in this conference call, including statements regarding our future results of operations and financial position, strategy and plans, and our expectations for future operations are forward-looking statements. The words anticipate, estimate, expect, project, plan, seek, intend, believe, may, might, will, should, could, likely, continue, design, and the negative of such terms and other words and terms of similar expression are intended to identify forward-looking statements. These forward-looking statements are based largely on the company's current expectations and projections about future events and trends that it believes may affect its financial condition, results of operations, strategy, short-term and long-term business operations and objectives, and financial needs.

These forward-looking statements are subject to several risks, uncertainties, and assumptions as described in the company's Form 10-K filed with the U.S. Securities and Exchange Commission. Because of these risks, uncertainties and assumptions, the forward-looking events and circumstances discussed in the conference call may not occur, and actual results could differ materially and adversely from those anticipated or implied in the forward-looking statements. You should not rely upon forward-looking statements as predictions of future events. Although the company believes that the expectations reflected in the forward-looking statements are reasonable, it cannot guarantee future results, level of activity, performance, or achievements. In addition, neither the company nor any other person assumes responsibility for the accuracy and completeness of any of these forward-looking statements. The company disclaims any duty to update any of these forward-looking statements.

All forward-looking statements attributable to the company are expressly qualified in their entirety by these cautionary statements as well as others made on this conference call. You should evaluate all forward-looking statements made by the company in the context of these risks and uncertainties. Having said that, I would now like to turn the call over to Mr. Ezra Beyman, Chairman and Chief Executive Officer of Reliance Global Group. Ezra?

Thanks, Ted. Good afternoon, and thank you to everyone for joining us today. When I think about 2025, what stand out most is the progress we've made reshaping the company for the future. Over the past year, we focused on strengthening the foundation of the business while beginning to execute on a broader strategy designed to expand Reliance beyond its traditional insurance roots and into a technology-driven growth platform. In simple terms, our strategy is built around two complementary pillars. The first is our insurance and insurtech platform, which provides recurring revenue, strong industry relationships, and a stable operational foundation. The second is Ezra International Group and the Scale 51 model, which allows us to identify innovative technology companies and build meaningful ownership positions as those businesses grow and scale.

Together, these pillars are designed to give Reliance both operating stability and exposure to emerging technology opportunities that we believe can create long-term value. At the center of that strategy is the Scale 51 operating model, which operates within our EZRA International Group platform. Scale 51 is designed to identify innovative technology companies, acquire meaningful ownership positions, and actively support their growth as they scale into global markets. By leveraging our public company platform, operational expertise, and strategic relationships, we aim to help promising technologies move from early innovation to scalable commercial businesses. Through this model, we are targeting sectors where innovation and long-term growth opportunities are accelerating, including cybersecurity, artificial intelligence, fintech, and digital health. While Scale 51 represents an important expansion of our strategy, it is built on a business that continues to generate stable operating performance.

Our insurance and insurtech operations serve as the operational backbone of the company, generating recurring revenue while supporting our long-term initiatives. In 2025, these operations generated more than $12 million in commission income, demonstrating the strength of the platform we have built. A key driver of our platform is RELI Exchange, our technology-enabled distribution network that connects independent insurance agencies with carrier markets and operational tools that help them grow their businesses. We saw strong evidence of that growth during the year with personal lines, property, and casualty premiums generating through RELI Exchange increasing approximately 36% year-over-year, and policies written during the most recent health insurance open enrollment season increasing approximately 72%.

Since acquiring RELI Exchange in 2022, our partner network has expanded from roughly 65 agencies to approximately 250 today, significantly increasing our distribution reach and supporting continued organic growth. At the same time, we took several steps during the year to strengthen our balance sheet and simplify our operating structure. As part of this effort, we monetized several non-core operations to sharpen our strategic focus and redeploy capital toward high-growth opportunities. This included the sale of Fortman Insurance Services for $5 million in cash and the sale of Employee Benefits Solutions and U.S. Benefits Alliance. While these businesses had been part of our portfolio for several years, we determined that redeploying the capital and management focus toward RELI Exchange and our technology initiatives through EZRA International Group better aligned with our long-term strategy.

These actions helped simplify the organization, reduce operational complexity, and appreciably improve financial flexibility. With that foundation in place, we began executing on the Scale 51 strategy through several initial transactions that illustrate the type of opportunities we intend to pursue over time. One example is our investment in Enquantum, a company developing next-generation post-quantum encryption technology designed to protect critical digital infrastructure as quantum computing advances. Quantum computing has the potential to fundamentally change cybersecurity. Many of the encryption systems currently protecting financial networks, cloud infrastructure, telecommunication systems, government data, and other critical infrastructure rely on mathematical problems that today's computers cannot easily solve. However, sufficiently advanced quantum computers could eventually break many of these existing cryptographic systems, creating what many experts view as one of the most significant long-term cybersecurity challenges facing the digital economy. Governments and industry are already preparing for this transition.

New post-quantum encryption standards are being developed, and organizations are beginning to evaluate how they will migrate their systems to quantum-resistant cryptography. Analysts expect this transition to require large-scale upgrades across financial systems, cloud infrastructure, telecommunications networks, and government systems over the coming decade. Through our investment in Enquantum, we believe Reliance is positioning itself to participate in this emerging cybersecurity opportunity. Importantly, our agreement establishes a milestone-based pathway toward majority ownership as the company continues to advance its technology and expand its commercial activities. We also announced an agreement to acquire a majority stake in Scentech Medical , an artificial intelligence diagnostic company developing non-invasive breath analysis technology designed to detect disease-related biomarkers earlier than traditional testing methods. Early detection remains one of the most important challenges in healthcare, particularly for serious diseases where earlier diagnosis can significantly improve treatment outcomes.

Advances in artificial intelligence and biomarker analysis are creating new opportunities to identify disease signatures using non-invasive diagnostic tools. Scentech is developing technology that combines AI-driven analytics with breath analysis to help identify disease indicators earlier and more efficiently. If successfully developed and commercialized, technology like this could help physicians detect certain diseases sooner while reducing the need for more invasive testing procedures. Through this transition, Reliance will acquire a majority ownership position, allowing us to participate in the potential growth of this emerging diagnostic platform as it continues to advance its technology and commercial commitment. Taken together, these transactions represent the initial steps in executing our Scale 51 strategy within the EZRA International Group platform, which is focused on identifying innovative technologies and building meaningful ownership positions in companies operating in high-growth sectors such as cybersecurity, artificial intelligence, and digital health.

As part of this strategic evolution, we also transitioned our NASDAQ ticker symbol from RELY to EZRA, aligning the company's public identity with the broader vision we are building through EZRA International Group to develop a portfolio of technology-driven businesses that can scale globally and create long-term value for our shareholders. When you step back and look at the bigger picture, Reliance is evolving into something broader than a traditional insurance company. Our insurance and insurtech platform continues to provide a stable operating base, while EZRA International Group and the Scale 51 strategy expand our reach into emerging technology sectors where innovation and long-term growth opportunities are accelerating. By combining the stability of our insurance platform with targeted ownership in an innovative technology companies, we believe we are building a model that can participate in both recurring operating growth and long-term value creation from emerging technologies.

We are still in the early stages of executing this strategy, but the progress we made during 2025 established an important foundation for what we believe can be an exciting next chapter for the company. I would like to now turn the call over to Joel Markovits, Chief Financial Officer of Reliance Global, to review the 2025 financial results. Joel?

Thank you very much, Ezra, and good afternoon, everyone. I appreciate you joining today's calls. It will be my pleasure to walk through some of our key financial highlights for the year ended December 31st, 2025. Unless otherwise noted, all figures discussed are approximate. Our financial priorities during 2025 were centered on strengthening our balance sheet, improving liquidity, and positioning the company for disciplined long-term growth. As Ezra mentioned earlier, 2025 was an important transition year for us. During the year, we executed a portfolio realignment through the asset sales of our subsidiaries, Fortman Insurance Services, Employee Benefits Solutions, and U.S. Benefits Alliance. These transactions allowed us to reduce debt, strengthen our balance sheet, and simplify our operating structure as we reposition the business to support our Scale 51 technology growth strategy.

Importantly, our insurance brokerage and insurtech platforms continue to provide a stable operating foundation, which we believe positions the company well as we pursue this next phase of growth. Let's begin with a quick look at the balance sheet compared with year-end 2024. Unrestricted cash increased $0.9 million or 250% to $1.3 million at December 31st, 2025, compared with $0.4 million a year ago. Working capital improved by $1.5 million or 351% to $1.9 million. Our stockholders' equity increased $3.4 million or 114% to $6.4 million. These improvements reflect our continued focus on strengthening our financial position and maintaining the flexibility needed to support our future growth initiatives.

Turning to the income statement, commission income totaled $12.4 million for the year ended December 31st, 2025, compared with $14.1 million in 2024. The decrease primarily reflects our strategic portfolio realignment during the year with the divestitures of subsidiaries previously mentioned. Commission expense was $4.6 million compared with $4.2 million in 2024. The increase primarily reflects higher commissions associated with increased sales activity within certain of our remaining operations, as well as general market conditions across the insurance sector. Salaries and wages totaled $10.3 million in 2025, compared with $7.2 million in 2024.

The increase primarily reflects non-cash share-based compensation recognized during the year, which aligns management incentives with long-term shareholder value, partially offset by the elimination of salaries associated with the divested subsidiaries pursuant to our portfolio realignment. General and administrative expenses were $4.9 million, compared with $4.2 million in 2024. The increase was largely driven by non-cash equity awards to directors and service providers, aligning incentives with long-term shareholder value, offset by operational efficiencies achieved through the company's One-Firm operating model. Net loss improved by $2 million-$7 million, compared with $9.1 million in 2024, primarily reflecting gains from our portfolio realignment transactions, as well as the absence of asset impairment charges recorded in the prior year.

Finally, adjusted EBITDA, which is a non-GAAP financial measure, was a loss of $1.6 million compared with a loss of $0.3 million in 2024. The change primarily reflects the revenue fluctuations following the company's portfolio realignment transactions, as well as some higher operating costs and slightly higher commission expense associated with increased sales activity within certain of our remaining operations. Overall, we believe the actions taken during 2025 strengthened our balance sheet, simplified our operating structure, and positioned Reliance to support its next phase of growth. With that, I'll turn the call back over to the operator to open the line for questions.

Thank you. At this time, we will be conducting a question and answer session. If you would like to ask a question, please press star one on your telephone keypad. A confirmation tone will indicate your line is in the question queue. You may press star two if you would like to remove your question from the queue. For participants using speaker equipment, it may be necessary to pick up your handset before pressing the star keys. One moment please while we pull for questions. The first question today is coming from Nicole Calvin from BlackRidge. Nicole, your line is live.

Hello, gentlemen. How are you today?

Okay. How are you?

Well, doing well. Congratulations on the progress, and thank you for taking my questions. My first question is around Scale 51, and you spent some time during the call discussing this initiative, which sounds like an exciting new direction for the company. Can you share a bit more about what investors should expect from the Scale 51 strategy over the next six-12 months?

Okay. I mean, I think in a very short phrase, and I'll elaborate a little more, positive, big, good excitement, which should translate into bottom lines as well. You know, we're focusing on not, you know, very young companies which, you know, have less promise, but companies that somewhat already showed, you know, either close to revenue or accomplishing certain things, and usually yes, close to revenue. You know, we've you know, talked to a lot of companies before we zero in, and we think that we're off to a good start.

You know, both within Enquantum, which we've already closed, and what we're seeing and the excitement about that. It's really more major actually than we realized. During due diligence, we discovered it was better than we thought, and it's getting exciting. We hope to share that as things progress, as milestones are achieved. That's part of our policy and philosophies. We're not just handing over checks. There has to be milestones have to be achieved for us to make payments on investments. So far, that's working, and we look forward to a lot more.

Well, thank you for expanding on that for me.

Mm-hmm.

During the call, you also highlighted the growing need for post-quantum encryption technologies.

Mm-hmm.

Where is Enquantum currently in terms of product development and commercialization, and what kind of timeline might investors expect before the company begins generating revenue?

The truth is, we're excited to say that revenue is quite possible even within the year, even later this year. You know, it's that they've worked for a few years, and we're coming to the point where we have the team that's there, and you know, we have very strategic people on the team. We're working towards revenue, hopefully even later this year. I will say that I'm not sure everyone appreciates what quantum computing is. Quantum computing is what we're talking about as fast as you think you get your computing today. Quantum computing that's being worked on worldwide is about 10,000 times quicker than existing computing. That could tell you why it's so crucial and important to have something that protects the encryptions that you have.

Mm-hmm.

All the codes and things that are today will be meaningless with that type of computing. They could be broken in seconds. This and we're learning more as we you know have this team, and they really know what they were doing in execution. The due diligence team was extremely, overwhelmingly impressed by the team of Enquantum. It's getting exciting, really. It'll translate into dollars and cents soon. It's a really exciting development that's needed for the world, and it'd be good for Reliance and for EZRA International Group.

Yes. Well, thank you. I'm looking forward to that. My last question is around Scentech, the Scentech opportunity, which it sounds really interesting and particularly the non-invasive breath analysis technology. Can you expand on what makes Scentech's approach unique and what you believe differentiates it from other diagnostic technologies currently in development?

Okay. That's great. That's a very good question. I'm excited to give you an answer. As you know, there are, you know, many diseases, and like one of them that actually Scentech is focused on is pancreatic cancer. I'm sure you know that usually when someone gets a diagnosis of pancreatic cancer, it's usually somewhat late. They could be stage four or, you know. It's not a diagnosis that someone wants to hear. Believe it or not, and the technology already exists and has been proven with other diseases, but now, you know, the concept of biomarkers that exist in human breath. There's, of course, not finally proven yet.

That's all in the process, but there's good reason to believe, based on the science and the research that's been done, that this will help in identifying serious diseases as well, like pancreatic cancer. Which means coming in way earlier than previously diagnosed, and which just means whether it means removing the pancreas, whatever has to be done, it's, you know, it's a life, and that's difference, literally.

Mm-hmm.

Makes a difference whether a person literally, you know, with just their breath. Actually, a painless, simple test that could determine, "Hey, we better take care of this without any invasive, you know, major invasive treatment or even worse, people having to go through therapy that who knows if it'll work." This is major, major. Actually our due diligence team as well, a savvy, you know, very savvy people. They were blown away themselves. You know, early detection saves lives. That's a given.

Of course.

Everyone knows that, and that's what we're at. We look forward to being both helping the world, and that's what the word Ezra means, actually, help. We're looking forward to some exciting, you know, financial rewards for it as well. Yeah.

Yeah. Well, that does sound very exciting, and I look forward to the developments associated with that. Well, thank you for taking my questions, and I'll hop back in the queue if I have further questions. I appreciate it.

Thank you very much.

Thank you. Once again, it will be star one on your phone at this time if you wish to ask a question. That's star one if you wish to ask a question. There were no other questions at this time. I would now like to hand the call back to the Reliance Global management team for closing remarks.

Thank you. 2025 represented an important year of progress for Reliance, including a significantly stronger balance sheet with higher cash, improved working capital, increased stockholders' equity, and reduced long-term debt. We streamlined the organization through strategic divestitures and continued One-Firm efficiencies, creating a leaner operating structure. While our insurance brokerage and insurtech platforms remain a stable foundation, generating more than $12 million in commission income during the year. We launched EZRA International Group at Scale 51 and have begun executing through our investment in Enquantum and the intent to acquire a majority stake in Scentech Medical. Overall, we are encouraged by the progress made during the year and remain confident in our ability to continue strengthening the business and delivering long-term value for our shareholders. Thank you for joining us today for our business update.

We look forward to speaking with you again on our next call.

Thank you. This does conclude today's conference, and you may disconnect your lines at this time. Thank you for your participation.

Thank you for standing by. My name is Jordan, and I'll be your conference operator today. At this time, I'd like to welcome everyone to the Reliance Global Group Third Quarter Business Update Conference Call. [Operator Instructions] I would now like to turn the conference over to Ted Ayvas of Investor Relations. You may begin.

Thanks, Jordan. Good afternoon, and thank you for joining Reliance Global Group's 2025 Third Quarter Financial Results and Business Update Conference Call. On the call with us today are Ezra Beyman, Chairman and Chief Executive Officer of Reliance Global Group; and Joel Markovits, Chief Financial Officer at Reliance. Earlier today, the company announced its operating results for the quarter ended September 30, 2025, and the press release is posted on the company's website, www.relianceglobalgroup.com. In addition, the company filed its quarterly report on Form 10-Q with the U.S. Securities and Exchange Commission, which can also be accessed on the company's website as well as the SEC's website at www.sec.gov. If you have any questions after the call or would like any additional information about Reliance, please contact Crescendo Communications at (212) 671-1020. Before Mr. Beyman reviews the company's operating results for the quarter ended September 30, 2025, we would like to remind everybody that this conference call may contain forward-looking statements. All statements other than statements of historical facts contained in the call, including statements regarding our future results of operations and financial position, strategy and plans and our expectations for future operations are forward-looking statements. The words anticipate, estimate, expect, project, plan, seek, intend, believe, may, might, will, should, could, likely, design and continue and the negative of such terms and other words and terms of similar expressions are intended to identify forward-looking statements. These forward-looking statements are based largely on the company's current expectations and projections about future events and trends that it believes may affect its financial condition, results of operations, strategy, short-term and long-term business operations and objectives and financial needs. These forward-looking statements are subject to several risks, uncertainties and assumptions as described in the company's Form 10-K filed with the U.S. Securities and Exchange Commission. Because of these risks, uncertainties and assumptions, the forward-looking events and circumstances discussed in the call may not occur, and actual results could differ materially and adversely from those anticipated or implied in the forward-looking statements. You should not rely upon forward-looking statements as predictions of future events. Although the company believes that the expectations reflected in the forward-looking statements are reasonable, it cannot guarantee future results, level of activity, performance or achievements. In addition, neither the company nor any other person assumes responsibility for the accuracy and completeness of any of these forward-looking statements. The company disclaims any duty to update any of these forward-looking statements. All forward-looking statements attributable to the company are expressly qualified in their entirety by these cautionary statements as well as others made on the conference call. You should evaluate all forward-looking statements made by the company in the context of these risks and uncertainties. Having said that, I'd now like to turn the call over to Ezra Beyman, Chairman and Chief Executive Officer of Reliance Global Group. Ezra?

Thanks, Ted. Good afternoon, and thank you, everyone, for joining us today. The third quarter marked another important step forward in Reliance's transformation and execution of our long-term growth strategy. During the quarter, we completed the $5 million sale of Fortman Insurance Services, a wholly-owned subsidiary that had been part of our portfolio since 2019. The transaction was an important strategic step in our broader effort to streamline operations and focus resources on higher-margin technology-driven business segments. Fortman was a solid, well-managed business that performed well under our ownership. The sale allowed us to realize the value we have created since the acquisition and redeploy that capital toward initiatives with greater long-term scalability and alignment with our strategic priorities. We completed the sale, monetizing the asset at an approximate $3 million gain, which reflects both the operational value built over time and the disciplined execution of our portfolio strategy. The proceeds added capital to our balance sheet, which we immediately used to reduce long-term debt by approximately 50%, significantly improving our financial flexibility, enabling us to focus on scaling higher-margin businesses -- business segments through our RELI Exchange platform. As a result of this and other prudent financial management steps taken, our unrestricted cash rose by approximately 590% or $2.6 million compared to the prior fiscal year-end, while working capital increased by $1.2 million or 284% and equity grew by $3.7 million or 125%. Together, these achievements demonstrate our continued progress in building a stronger, more resilient balance sheet that supports sustainable growth. As expected, the sale of Fortman reduced short-term commission income, reflecting the divestiture of the asset. However, the transaction also eliminated related salary expenses and contributed to a leaner, more efficient operating model. At the same time, we continue to advance our RELI Exchange platform, the cornerstone of our InsurTech growth strategy with the launch of our new client service center, a major enhancement that streamlines how our agency partners operate. The service center provides centralized support for day-to-day policy administration, including coverage changes, mortgage clause updates and renewals through a seamless white label digital interface. This allows partners to focus on expanding their book of business and strengthening client relationships, while our in-house team efficiently manages servicing beyond behind the scenes. By improving scalability, client satisfaction and partner productivity, this initiative is creating a smarter, more efficient operating model that positions Reliance for sustained profitability and long-term value creation. The result is a smarter, more scalable model that improves client satisfaction, increases partner productivity and reinforces our broader One Firm strategy by integrating technology and centralized resources to enhance collaboration, reduce redundancy and drive profitability across the platform. The Board of Directors also approved the company's first special cash dividend of $0.03 per share payable on or about December -- I'm sorry, December 2, 2025, to shareholders of record as of October 30, 2025. This dividend is a meaningful way to reward our shareholders for their continued support as we execute on our growth strategy. Over the past several quarters, we've strengthened both our financial position and operating performance, and this distribution reflects that progress. It also demonstrates the disciplined approach we're taking to capital allocation, balancing reinvestment in our InsurTech and agency operations with returning value directly to shareholders. The dividend aligns with our broader long-term strategy, which includes the diversification of our treasury through our digital asset treasury initiative or DAT, D-A-T. Since launching the DAT earlier this year, we've taken a disciplined approach to building a measured and diversified position in leading digital assets, including Ethereum, Cardano, Bitcoin, XRP and Solana, each selected for its unique strengths from Bitcoin scarcity and institutional adoption to Ethereum's smart contract capabilities, Cardano's sustainability and XRP's enterprise-grade payment functionality and Solana's speed and scalability. Guided by our own Crypto Advisory Board, this initiative represents a forward-looking extension of our capital strategy, balancing innovation with financial responsibility. It's more than a financial program. It's part of our vision to position Reliance at the intersection of InsurTech, AI and blockchain innovation, enhancing our balance sheet, maintaining liquidity to support growth and creating long-term growth for our shareholders. Looking ahead, we believe Reliance is stronger and more focused than ever. Our actions this quarter, streamlining operations, enhancing technology, recording shareholders and positioning the company at the forefront of innovation have created a solid foundation for continued growth. We remain committed to executing with discipline, driving profitability and building long-term value for our shareholders. I would now like to turn the call over to Joel Markovits, Chief Financial Officer of Reliance Global, to review the financial results for the quarter ended September 30, 2025. Joel?

Thank you very much, Ezra, and good afternoon. It's my pleasure to review some of our key financial highlights for the quarter ended September 30, 2025. All figures presented are approximate. I'll start with liquidity. As Ezra mentioned, it was significantly strengthened through prudent financial management and unrestricted cash increased by approximately 590% to $2.6 million, an increase of $2.2 million compared to the prior fiscal year-end. And continuing with the comparison to the 2024 fiscal year-end, working capital increased by $1.2 million or 284% to $1.6 million, and equity increased by $3.7 million or 125% to $6.8 million, reflecting our continued focus on strengthening our balance sheet and maintaining financial flexibility to support our growth initiatives. Switching gears to the income statement. Commission income totaled $2.5 million for this quarter compared to $3.4 million in 2024. The change is primarily driven by the decrease in revenue following the asset sale of Fortman and lower medical commission revenues. Commission expense was $1 million for this quarter compared to $0.9 million in 2024. The slight increase is primarily influenced by market conditions and inherent competitiveness across the insurance sector. Salaries and wages were $3.9 million this quarter versus $1.7 million in 2024. Change is primarily attributed to noncash equity grants, partially offset by decreased payroll pursuant to the Fortman subsidiary asset sale. General and administrative expenses came in at $1.1 million this quarter versus $0.8 million in 2024. The change is primarily attributed to nonemployee, noncash equity payments, partially offset by less costs pursuant to the Fortman sale, One Firm efficiencies and overall leaner operations. We recognized a gain on sale from the Fortman subsidiary transaction of $3 million. Net loss for the quarter was $1.2 million compared to $0.8 million in the prior year. The change is primarily driven by the gain on sale from Fortman, but offset by noncash equity compensation. Adjusted EBITDA loss for the quarter, a non-GAAP metric, was $700,000 compared to a gain of $40,000 in 2024, and the change is primarily attributed to the fluctuations we discussed in the commission accounts. In summary, I'd like to stress that the third quarter reflected exciting progress across several key areas of our business, including: one, a much stronger balance sheet with increased cash, increased working capital, increased equity and significantly reduced fixed debt; two, a leaner and more efficient cost structure resulting from ongoing One Firm integration and operational streamlining; three, our strategic reinvestment in technology and the RELI Exchange platform to enhance scalability and partner productivity; four, the rollout and continued execution of our digital asset treasury strategy, positioning Reliance at the forefront of innovation, InsurTech, AI and blockchain integration; and of course, number five, the declaration of a special cash dividend to our much valued shareholders. We'll now turn it back to the operator to open the lines for questions, comments and feedback. Operator?

[Operator Instructions] Your first question comes from the line of Ellen Litvak from Chorus Capital.

Also congrats on the sale of Fortman and of course, also the improvements in the balance sheet. Obviously, the stock dividend was a positive sign of your confidence on the outlook for the business. My question is, was this a onetime dividend or something you would consider again in the future quarters?

Well, thank you for the compliment. And now, it is certainly something that we are thinking about for the future as well for dividends. And we believe in giving it back to the shareholders. So we are certainly giving it consideration.

[Operator Instructions] It seems that's all the questions we have for today. I'd like to turn the call back over to our moderators for their final closing remarks.

Thank you. On behalf of the entire Reliance team, we thank you very much for joining us today for our Third Quarterly Business Update. We're thrilled about the progress we made, and I remain confident that we will continue to drive sustainable value for our highly valued shareholders, partners and employees. We look forward to our next business update. And until then, we wish you all the very best.

Thank you. That concludes today's meeting. You may now disconnect.

Good day, everyone. Welcome to the Reliance Global Group First Quarter Business Update Conference Call. At this time, all participants have been placed on a listen-only mode. The floor will be open for your questions and comments after the presentation. It is now my pleasure to turn the floor over to your host, Ted Ayvas, Investor Relations. Ted, the floor is yours.

Thanks, Kelly. Good afternoon, and thank you for joining Reliance Global Group's 2025 first quarter financial results and business update conference call. On the call with us today are Ezra Beyman, Chairman and Chief Executive Officer of Reliance Global Group, and Joel Markovits, Chief Financial Officer of Reliance Global Group. Earlier today, the company announced its operating results for the quarter ended March 31, 2025, and the press release is posted on the company's website, www.relianceglobalgroup.com. In addition, the company will be filing its quarterly report on Form 10-Q with the US Securities and Exchange Commission, which can also be accessed on the company's website as well as the SEC's website at www.sec.gov. If you have any questions after the call and would like any additional information about the company, please contact Crescendo Communications at 212-671-1020. Before Ezra Beyman reviews the company's operating results for the quarter ended March 31, 2025, we would like to remind everyone that this conference call may contain forward-looking statements. All statements other than statements of historical facts contained in this conference call, including statements regarding our future results of operations and financial position, strategy and plans, and our expectations for future operations, are forward-looking statements. The words anticipate, estimate, expect, project, plan, seek, intend, believe, may, might, will, should, could, likely, continue, design, and the negative of such terms, in other words, in terms of similar expression, are intended to identify forward-looking statements. These forward-looking statements are based largely on the company's current expectations and projections about future events and trends that it believes may affect its financial condition, results of operations, strategy, short-term and long-term business operations and objectives, and financial needs. These forward-looking statements are subject to several risks, uncertainties, and assumptions, as described in the company's Form 10-K filed with the US Securities and Exchange Commission. Because of these risks, uncertainties, and assumptions, the forward-looking circumstances discussed in this conference call may not occur. Actual results could differ materially and adversely from those anticipated or implied in the forward-looking statements. You should not rely upon forward-looking statements as predictions of future events. Although the company believes that the expectations reflected in the forward-looking statements are reasonable, it cannot guarantee future results, level of activity, performance, or achievements. In addition, neither the company nor any other person assumes responsibility for the accuracy and completeness of any of these forward-looking statements. The company disclaims any duty to update any of these forward-looking statements. All forward-looking statements attributable to the company are expressly qualified in their entirety by these cautionary statements as well as others made on this conference call. You should evaluate all forward-looking statements made by the company in the context of these risks and uncertainties. Having said that, I would now like to turn the call over to Ezra Beyman, Chairman and Chief Executive Officer of Reliance Global Group.

Thanks, Ted. Good afternoon, and thank you to everyone for joining us today. I'm pleased to report that we are starting off 2025 on a strong note with improved financial results that build on the solid momentum we have established in 2024. We have seen meaningful growth in our organic revenues, which speaks to the progress we are making in expanding our market share. At the same time, we significantly reduced our net loss and delivered an increase in EBITDA. These gains reflect the continued benefits of our disciplined financial approach, the efficiency we have achieved through our streamlined one firm operating model, and the absence of impairment charges that impacted last year's results. Altogether, the momentum we are seeing has strengthened our foundation and positions Reliance Global Group for scalable long-term growth with greater profitability. One of the most exciting developments this quarter is the launch of Relay Auto Leasing, a transformative new service that enables our Relay exchange agency partners to offer vehicle leasing to clients. Any vehicle delivered to any location in the US earns commissions on both the lease and the bundled insurance policy. The service is fully integrated into the agent dashboard, requiring no additional training in Auto Finance. Agents now can guide clients through leasing options during standard policy consultations, whether for new vehicles or replacements after accidents. Clients benefit from competitive pricing, nationwide delivery, and advanced insight into how different vehicles may impact their premiums. This integration deepens client relationships and introduces a powerful recurring revenue stream for our partners. Early feedback from agents has been outstanding, and we believe this innovation further distinguishes Reliance Global Group as the complete solution for independent agencies. We are also nearing completion of the Spatner Associates acquisition, a strategic transaction that will expand our market footprint and enhance our agency network. Spatner brings deep experience in personal and commercial lines along with strong relationships and a proven team of agents. Their integration will add scale, complement our existing capabilities, and create immediate cross-selling opportunities across Reliance Exchange offerings, particularly Quote and Buy and Reliance Auto Leasing. We expect this acquisition to contribute meaningfully to both revenue growth and margin improvement through synergies, and we view it as a significant step toward our InsurTech growth strategy. With these milestones, Relay Auto Leasing, the continued enhancement of our Quote and Buy platform, and the upcoming Spatner Associates integration, we are more confident than ever in our trajectory towards scalable long-term growth. Each initiative adds meaningful dimension to our strategy, expanding services for our agency partners, increasing revenue opportunity, and strengthening our presence across key markets. Relay Auto Leasing introduces a powerful new offering that allows agents to better serve their clients while generating additional income. Our Quote and Buy platform continues to streamline the insurance process through automation and expanded carrier access. Meanwhile, the integration of Spatner Associates is expected to broaden our footprint, complement our capabilities, and create valuable cross-selling opportunities across the platform. Together, these efforts reflect our ongoing commitment to innovation, disciplined growth, and shareholder value. We look forward to building on this momentum as we move through 2025 and beyond. I would like to now turn the call over to Joel Markovits, Chief Financial Officer of Reliance Global Group, to review the financial results for the quarter ended March 31, 2025.

Thank you very much, Ezra, and good afternoon. It will be my pleasure to share with you some of our key financial highlights for the quarter ended March 31, 2025. All figures presented are approximate. Commission income increased by $154,000 or 4% to $4.2 million in Q1 2025 from $4.1 million in Q1 2024. The 4% increase reflects encouraging continued organic growth across our insurance distribution channels. Commission expense increased by $200,000 to $1.5 million in Q1 2025 compared to $1.3 million in Q1 2024. The increase reflects higher payouts to agents in line with the increased revenues. Salaries and wages increased by $400,000 to $2.2 million in Q1 2025 compared to $1.8 million in Q1 2024. The $400,000 increase is primarily due to non-cash equity awards in the amount of $540,000. By removing the impact of these non-cash equity charges, salaries and wages actually decreased quarter over quarter, a testament to cost efficiencies deployed by the company while still being able to grow revenues. General and administrative costs increased by $140,000 to $1.5 million in Q1 2025 compared to $1.4 million in Q1 2024, primarily due to $485,000 of non-cash equity payments to certain of the company's directors and service providers. When removing the impact of these non-cash equity charges, general and administrative costs show an increase quarter over quarter, a reflection of management's disciplined approach to cost controls and the success of our OneFirm business model. Net loss decreased by $3.6 million or 68% to $1.7 million in Q1 2025 versus $5.3 million in Q1 2024. This substantial 68% improvement is a result of no asset impairment charges during our current quarter and the company continuing to remain laser-focused on streamlining its operations, increasing its revenues, and controlling its costs. EBITDA, our adjusted EBITDA metric, a non-GAAP measure by key company performance indicator, improved significantly by 300% in Q1 2025, from a loss of $74,000 in Q1 2024 to a gain of $145,000 in Q1 2025, a $220,000 increase. This marks another quarter of equity gain for the company and demonstrates our continued trend towards sustained and increased profitability. In summary, as mentioned by Ezra, we have gotten off to a very good start in 2025 with exciting organic growth in our revenues, decreasing cash operating costs, and increasing net EBITDA gains. With our scalable operating model, focused on innovation and expansion of our market footprint by organic and acquisitive growth, we remain firmly committed to continuing to build a highly profitable business enterprise that delivers long-lasting value to our employees, investors, and shareholders. We will now turn the call back to the operator to open the line for questions, comments, and or feedback. Operator?

Certainly. The floor is now open for questions. If you have any questions or comments, please press star one on your phone at this time. We ask that while posing your question, you please pick up your handset if listening on a speakerphone to provide optimum sound quality. Please hold a moment while we poll for any questions. Your first question is coming from Nicole Kaufman at Blackridge Capital. Nicole, please post your question. Your line is live.

Good afternoon, gentlemen. Thanks for taking my questions, and congrats on the positive quarter. My first question is related to the Spatner acquisition. So once this is complete, can you share some insights into the key benefits it will bring to Reliance Global Group?

Yeah. Sure. We are excited about that. Well, God willing, it first of all brings us to a very important, you know, significant increase in EBITDA positivity, you know, profitability. Also doubles our revenue, and that does not even take into account the amazing and tremendous cross-selling potential. Remember, they service already 5,000 employees, and we have many insurance products that they have not had access to till now, so we really see that as a tremendous potential as well. Aside from the intrinsic on day one, you know, increase in profitability and revenue. But we are really excited about it.

Well, thank you for that. And then going into adjusted EBITDA, so congrats on achieving positive adjusted EBITDA again. Obviously, this is an important milestone. What were the key drivers behind the positive adjusted EBITDA in the first quarter? And how do you see it trending moving forward?

So I think the, I mean, it is really a multi-approach, not just one. You know, focusing, like Joel mentioned, on the one firm approach, streamlining expenses where we can, and, of course, pay different agencies. Also, you know, cross-selling and offering more selling abilities to both our in-house agents and the downline agents. And we are, of course, focused also on, you know, good old-fashioned, not wasting money, trying to be cost-conscious. We know as time goes on, you see where to spend the money and where not to waste money. A combination of increasing revenue, as you actually show it on the reducing expenses, and we look forward actually with today more and more technology available to in all these areas to improve. You know, we will probably see even more exciting increases.

Well, thank you very much. I appreciate that insight. If I have another question, I'll hop into the queue. Thank you.

Great. Thank you very much.

Once again, if there are any remaining questions or comments, there are no additional questions in queue at this time. I would now like to turn the floor back over to management for any closing remarks.

Thank you. On behalf of Ezra and the entire Reliance Global Group team, we appreciate your participation in today's business update. We are very enthusiastic about the horizon for Reliance Global Group and grateful to you, our valued shareholders and stakeholders, for being with us on this onward journey together. Thank you, and all the very best.

Thank you, everyone. This does conclude today's conference call. You may disconnect your phone lines at this time, and have a wonderful day. Thank you for your participation.

Good day, and welcome to the Reliance Global Group's Fourth Quarter and 2024 Year-end Business Update Call. [Operator Instructions] Please note, this conference is being recorded. I will now turn the conference over to your host, Mr. Ted Ayvas of Crescendo Communications. Sir, you may begin.

Thank you. Good afternoon, and thank you for joining Reliance Global Group's 2024 Year-end Financial Results and Business Update Conference Call. On the call with us today are Ezra Beyman, Chairman and Chief Executive Officer of Reliance Global Group; and Joel Markovits, Chief Financial Officer of Reliance. Earlier today, the company announced its operating results for the year ended December 31, 2024, and the press release is posted on the company's website, www.relianceglobalgroup.com. In addition, the company will be filing its annual report on Form 10-K with the U.S. Securities and Exchange Commission today, which can also be accessed on the company's website as well as the SEC's website at www.sec.gov. If you have any questions after the call or would like any additional information about the company, please contact Crescendo Communications at (212) 671-1020. Before Mr. Beyman reviews the company's operating results for the year ended December 31, 2024, we would like to remind everyone that this conference call may contain forward-looking statements. All statements other than statements of historical facts contained in this conference call, including statements regarding our future results of operations and financial position, strategy and plans and our expectations for future operations are forward-looking statements. The words anticipate, estimate, expect, project, plan, seek, intend, believe, may, might, will, should, could, likely, continue, design and the negative of such terms and other words and terms of similar expressions are intended to identify forward-looking statements. These forward-looking statements are based largely on the company's current expectations and projections about future events and trends that it believes may affect its financial condition, results of operations, strategy, short-term and long-term business operations and objectives and financial needs. These forward-looking statements are subject to several risks, uncertainties and assumptions as described in the company's Form 10-K filed with the U.S. Securities and Exchange Commission on March 6, 2025. Because of these risks, uncertainties and assumptions, the forward-looking events and circumstances discussed in this conference call may not occur, and actual results could differ materially and adversely from those anticipated or implied in the forward-looking statements. You should not rely upon forward-looking statements as predictions of future events. Although the company believes that the expectations reflected in the forward-looking statements are reasonable, it cannot guarantee future results, level of activity, performance or achievements. In addition, neither the company nor any other person assumes responsibility for the accuracy and completeness of any of these forward-looking statements. The company disclaims any duty to update any of these forward-looking statements. All forward-looking statements attributable to the company are expressly qualified in their entirety by these cautionary statements as well as others made on this conference call. You should evaluate all forward-looking statements made by the company in the context of these risks and uncertainties. Having said that, I would now like to turn the call over to Ezra Beyman, Chairman and Chief Executive Officer of Reliance Global Group. Ezra?

Thanks, Ted. Good afternoon, and thank you for everyone for joining us today. We are excited to share that 2024 has been a year of continued revenue growth and solid operational performance for Reliance. This transformative year was fueled by our disciplined fiscal management, strategic investments in technology and well-targeted acquisitions. OneFirm strategy played a crucial role by seamlessly integrating our agency operations into a unified tech-driven platform. This approach not only boosted efficiency and cut costs but also strengthened our net operating results. These efforts have greatly improved our profitability, and we believe positions us for long-term scalable growth in the ever-evolving insurtech landscape. In addition, we believe that the planned acquisition of Spetner Associates, which I am pleased to report is now in the final stages and expected to close in the near future and the ongoing expansion of RELI Exchange AI-powered Quote & Bind platform are set to create substantial value for both the company and its shareholders. Our Quote & Bind platform has transformed the insurance purchasing experience by enabling agents to generate competitive quotes and bind policies instantly. By harnessing the power of AI, automation and advanced data analytics, we are boosting efficiency, enhancing underwriting accuracy and providing exceptional service to our agents and their clients. We have made substantial enhancements to the RELI Exchange Quote & Bind platform, reinforcing our position as a leader in this insurtech space. Since its initial beta launch in September, the platform has rapidly expanded to feature a greater number of carriers and a wider selection of insurance products with even more upgrades on the horizon, designed to simplify workflows for agents and enables them to generate quotes and bind policies instantly, significantly boosting efficiency and speeding up the policy issuance process. Leveraging AI-driven automation, the platform enhances underwriting accuracy while providing access to top-tier carriers, which helps ensure competitive pricing and a diverse range of coverage options. At Reliance, we are committed to transforming the insurance industry through the strategic use of technology and automation. By continuously expanding our Quote & Bind platform, we are equipping agents with advanced tools to improve efficiency, close deals more quickly and drive profitability. This initiative is a key part of our strategy to establish RELI Exchange as the most competitive and insurance-friendly insurtech solution in the market. Looking ahead, we cannot be more excited about the future of Reliance Global Group. With our disciplined expansion strategy, cutting-edge technology and well-planned acquisitions, we are in a strong position to seize new opportunities in the rapidly evolving insurtech space. The expected completion of the Spetner acquisition and the ongoing enhancements to our Quote & Bind platform are just the start of what we believe will be a period of unprecedented growth. We are committed to innovation, operational excellence and delivering exceptional service to our agents and customers. By staying true to our vision, we are confident that we can build Reliance into a multibillion-dollar company, highly profitable, that creates sustainable long-term value for our shareholders. The momentum we have built in 2024 is just the beginning. We are truly excited about what's in store for 2025 and beyond. I would now like to turn the call over to Joel Markovits, our Chief Financial Officer of Reliance Global, to review the financial results for the year ended December 31, 2024.

Thank you, Ezra, and good afternoon. It's my pleasure to share some key financial highlights for the year ended December 31, 2024. All figures presented are approximates. As Ezra mentioned, 2024 has been another year of sustained revenue growth and solid operational performance. Year-over-year for the years ended December 31, 2024 and 2023, revenues increased by $0.3 million or 2% to $14.1 million compared to $13.7 million. This upward trend is attributed to sustained organic growth of our current in-place operations. Commission expense increased by $0.5 million or 12%, primarily driven by swings in the company's commission income revenue mix and organic revenue growth. Salaries and wages decreased by 4% or $0.2 million, demonstrating the company's ability to effectively and efficiently utilize its human capital and still continue to organically grow revenues and operations. General and administrative expense increased nominally by $0.1 million or 3%, driven in part by general inflation and acquisition-related costs, however, offset by onetime cost efficiency enhancements. Total operating expenses decreased by 21% or $5.9 million. This resulted in positive movement in our loss from operations, which improved by 45% or $6.2 million. Net loss decreased by $2.9 million or 24% to $9.1 million versus $12.1 million. This positive swing results from, amongst other things, lower intangible asset impairment charges and more importantly, the company successfully simplifying its balance sheet, decreasing or eliminating previous encumbrances resulting from certain fair value contingent and warrant liabilities where those positions were liquidated or substantially reduced during 2024, thus minimizing adverse impacts from fair value swings affecting the company's profitability. Turning to EBITDA, our adjusted EBITDA metric, a non-GAAP measure but key company performance indicator. EBITDA improved significantly during 2024 by 39% or $0.2 million from a loss from $0.5 million to a loss of $0.3 million brought about through the implementation of our OneFirm strategy, which drives disciplined fiscal management and exciting organic operational growth. The 39% EBITDA improvements demonstrate the company's continued trend towards sustained EBITDA profitability. Hopefully, these financial highlights were helpful. And to close out our formal remarks, I want to reiterate Ezra's comments that we're excited to be nearing a closing on the Spetner M&A deal. And we remain laser-focused on continuing to build a highly profitable business enterprise through expansion and innovation, strengthening our market share and providing substantial returns and long-lasting value to our shareholders. Let me now turn the call back over to the operator to open the lines for questions, comments or feedback. Operator?

[Operator Instructions] We have a question from Nicole Kaufmann with BlackRidge Capital.

So the Spetner acquisition seems to be on track, but can you provide any additional color or elaborate further on status?

So we technically can't tell you that much about it. I could tell you, we're very excited. We're getting close. Some of the finishing touches are being done, whatever had to be done. And we're excited as ever because we're going to have great communication with Jonathan Spetner. The numbers that we're seeing it and our auditors are seeing it. It's phenomenal. The growth has been beautiful, and we're so excited about not only its business, how it meshes with our business, the cross-selling abilities, the recognition it gives us, the exposure to, as we said in our announcements, over 85,000 employees. We couldn't be more excited. It's really -- and it's really heading in the right direction. We look forward to soon making that beautiful announcement.

[Operator Instructions] As we have no further questions on the lines at this time, I would like to hand it back over to management for any closing remarks they may have.

Thank you. On behalf of Ezra and the entire Reliance team, thank you all for your participation in this business update. We are excited and energized about the company's future and are incredibly happy to be sharing this onward journey with you, our valued shareholders and other interested parties. Until next time, we wish you all the very best. Thank you.

Thank you. This does conclude today's conference. You may disconnect your lines at this time, and we thank you for your participation.

Good day and welcome to the Reliance Global Group Third Quarter Business Update Conference Call. [Operator Instructions] It is now my pleasure to turn the floor over to your host, Ted Ayvas, Investor Relations at Reliance Global. Sir, the floor is yours.

Thanks, Tom. Good afternoon, and thank you for joining Reliance Global Group’s 2024 third quarter financial results and business update conference call. On the call with us today are Ezra Beyman, Chairman and Chief Executive Officer of Reliance Global Group; and Joel Markovits, Chief Financial Officer of Reliance. Earlier today, the company announced its operating results for the quarter ended September 30, 2024. The press release is posted on the company’s website, www.relianceglobalgroup.com. In addition, the company filed its quarterly report on Form 10-Q with the U.S. Securities and Exchange Commission today, which can also be accessed on the company’s website as well as the SEC’s website at www.sec.gov. If you have any questions after the call or would like any additional information about the company, please contact Crescendo Communications at 212-671-1020. Before Mr. Beyman reviews the company’s operating results for the quarter ended September 30, 2024, we would like to remind everyone that this conference call may contain forward-looking statements. All statements other than statements of historical facts contained in the conference call, including statements regarding our future results of operations and financial position, strategy and plans and our expectations for future operations are forward-looking statements. The words anticipate, estimate, expect, project, plan, seek, intend, believe, may, might, will, should, could, likely, continue, design and the negative of such terms and other words and terms of similar expressions are intended to identify forward-looking statements. These forward-looking statements are based largely on the company’s current expectations and projections about future events and trends that it believes may affect its financial condition, results of operations, strategy, short-term and long-term business operations and objectives and financial needs. These forward-looking statements are subject to several risks, uncertainties and assumptions as described in the company’s Form 10-K filed with the U.S. Securities and Exchange Commission on April 4, 2024. Because of these risks, uncertainties and assumptions, the forward-looking events and circumstances discussed in this conference call may not occur, and actual results could differ materially and adversely from those anticipated or implied in the forward-looking statements. You should not rely upon forward-looking statements as predictions of future events. Although the company believes that the expectations reflected in the forward-looking statements are reasonable, it cannot guarantee future results, level of activity, performance or achievements. In addition, neither the company nor any other person assumes responsibility for the accuracy and completeness of any of these forward-looking statements. The company disclaims any duty to update any of these forward-looking statements. All forward-looking statements attributable to the company are expressly qualified in their entirety by these cautionary statements as well as others made on this conference call. You should evaluate all forward-looking statements made by the company in the context of these risks and uncertainties. Having said that, I would now like to turn the call over to Ezra Beyman, Chairman and Chief Executive Officer of Reliance Global Group. Ezra?

Thanks Ted. Good afternoon and thank you to everyone for joining us this afternoon. We are pleased to report a highly successful third quarter, marked by robust revenue growth and effective cost management. This reflects our commitment to driving sustained revenue while reducing expenses, leading to significantly improved net financial results. For the quarter ended September 30, 2024, revenue grew by 5% to $3.4 million, while total operating expenses declined by 16% to $3.9 million. This positive shift significantly improved our loss from operations by refreshing 64% despite a 13% rise in commission expense due to higher first year commissions. Net loss for the quarter was approximately $837,000 when compared to the prior year’s third quarter net loss of around $139,000 or $1.8 million when adjusted to exclude the $1.7 million gain from the fair value of warrant liability as this instrument was largely liquidated in 2024. This quarter’s net loss reflects an improvement of approximately $1 million or 54% over the previous year’s comparable quarter. Furthermore, we are very pleased to report that this quarter brings positive adjusted EBITDA coming in at approximately $42,000 gain, representing a 121% increase from the same period in the prior year, so positive. These highly positive financial results underscore the success of OneFirm strategy, which unifies our owned and geographically dispersed insurance agencies into a cohesive, collaborative operation. This approach enables efficient cross-selling, collaboration and optimized use of human capital. The benefits of the OneFirm strategy are evident in this quarter’s revenue growth, reduced operating costs and positive shifts in net results. We feel strongly that our disciplined approach strengthens our financial foundation and paves the way for 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 of the previously announced acquisition of Spetner Associates, Inc., a leading voluntary benefits insurance agency provider to over 85,000 employees nationally. 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. Since we originally announced our plans, we have become even more excited about the future prospects for the acquisition. Spetner managed voluntary benefit insurance segment has experienced significant growth, more than doubling the number of covered employees they serve from 45,000 when we initially announced the planned transaction to more than 85,000 today. By aligning Spetner’s innovative benefit solutions with our strategic goals, we are not just driving growth we are setting a new industry standard and bringing enhanced services to a broader audience. We are committed to establishing Reliance as a powerful technology-driven enterprise that prioritizes sustainable profitability. Our mission continues to focus on building a multibillion-dollar, highly profitable business enterprise at substantial and sustainable returns to our shareholders. This game-changing acquisition marks the beginning of a transformative period for Reliance, and we believe the acquisition of Spetner Associates with its unique voluntary benefits program and extensive market reach will create substantial synergies and significantly increase – I’m sorry, significantly accelerate Reliance’s growth trajectory as we expand our personal insurance offerings through the RELI Exchange platform. Additionally, in the third quarter of 2024, we launched an AI-powered commercial quote and buying solution on the RELI Exchange platform ahead of schedule. This cutting-edge solution encompasses a broad spectrum of commercial insurance policies. By leveraging AI, our commercial quote and buying platform transforms the traditionally time-sensitive quoting process, enabling agents to offer clients faster, more competitive quotes and seamless policy bonding. This accelerated workflow not only enhances client satisfaction, but also empowers agents to unlock new revenue streams and increase commission potential, directly benefiting RELI Exchange through its commission sharing model. As I mentioned earlier, and I have stated in the past, our goal is to transform Reliance into a highly profitable multi-billion dollar enterprise that consistently delivers exceptional returns for our shareholders. We are committed to driving sustained growth and strengthening our market position through strategic initiatives, innovation and disciplined fiscal management. We are excited to advance on this path, and we are confident in our ability to achieve financial success. As we discussed in our second quarter conference call, we significantly simplified our capital structure pursuant to exercise of all outstanding Series B and Series G warrants, which we believe has eliminated the potentially perceived significant warrant overhang that may have adversely impacted our publicly traded share price. As we continue executing on our growth strategy, including the planned acquisitions, we believe our enhanced capital structure will enable us to unlock significant value for shareholders. I would like now to turn the call over to Joel Markovits, Chief Financial Officer of Reliance Global, who will review the financial results for the quarter ended September 30, 2024. Joel?

Thank you very much, Ezra, and good afternoon. It’s great to be here with you all today. It’s going to be a pleasure to share with you some key financial highlights for the third quarter ended September 30, 2024. All figures presented are approximates. As Ezra mentioned, it’s been a great quarter with increases to top line revenues, decreases to operating costs and vastly improved net results. So, let’s get into the details. Revenues for the quarter ended at 9/30/24 increased by 5% from the same period in 2023 or from $3.3 million to $3.4 million rounded, which represents a $175,000 increase. For the year-to-date period ending 9/30/2024, revenues increased by 3% or $350,000. These strong growth trends are attributed primarily to organic growth, which is telling and a good indicator about the future positive prospects for the company. Total operating expenses for the quarter decreased by around 16% or $760,000 compared to the prior year’s quarter. This resulted in a very invigorating change to our loss from operations, which improved by 64% or close to $1 million. Our OneFirm approach and strategy to doing business is proving to provide significant returns as we cross utilize talent and consolidate vendor contracts and results shine through the quarter’s financial results. As illustrated, by the 5% efficiency rate in salaries and wages, 23% decrease in general and administrative costs and 15% decrease in marketing and advertising costs. For the nine months period ended, 9/30/2024, total operating costs increased by 19% due primarily to a $3.2 million intangible asset impairment charge. However, when removing the impact of this impairment, which had no bearing on operations of the company, net total operating expense actually comes in lower by around $1.2 million or 8% versus the same period in the prior year. Staying with this analysis, loss from operations also improved by 35% or $1.5 million. Turning to EBITDA, our adjusted EBITDA metric, a non-GAAP measure, but key company performance indicator, which came in at a $43,000 gain for Q3 of ‘24, effectively a $243,000 or 121% improvement from 2023, and for year-to-date, this year versus last year, EBITDA results also improved by around 55%. So, hopefully these financial highlights are helpful. And to close out our prepared remarks, let’s conclude with, we are absolutely thrilled to be at the tail end of the acquisition process for the Spetner M&A deal, which is expected to further increase our revenues and EBITDA. Honestly, this really drives home the execution of our mission to build a highly profitable business enterprise through expansion and innovation, both organically and with M&A, strengthen our market share and provide meaningful returns and long-lasting value to our shareholders. With that, we will hand back the line to the operator to kindly open the line for any questions, comments or other feedback participants may have. Operator?

[Operator Instructions] And we have a question from Nick Pincus [ph] from Morris Capital. Nick, your line is live. Please go ahead.

Congrats everyone on achieving positive adjusted EBITDA, a very big milestone. Spetner also appears to be generating very strong cash flow. I was wondering if you could just provide some more color on the synergies and additional cost savings that could come with the acquisition.

Thank you very much. I am going to actually share this with Joel as well. But first of all, on the – it’s almost – it’s phenomenal, the potential for the cross-selling. Remember, we are dealing with, as we mentioned, over 85,000 employees. They all need – aside from the benefits they are getting through this program through Spetner, they all need auto insurance, home insurance, other types of insurance that we sell. And the really exciting part is when we did our testing of 5 Minute Insure a little while ago, the savings are so substantial, in some cases, 30% to 60%, we think we could have a pretty decent ratio of interested customers in making those changes. So, that could be really exciting when you are dealing with the amount of people here. And of course, the back-office, which we have already been trimming, as we mentioned, but using – utilizing Spetner’s phenomenal technology is really way above average. We think that could also help us in streamlining expenses and back office support. So, I think all around, it’s a win-win. It’s a company that has been growing. We mentioned before, this is a very strong business that’s ready in its fourth generation. So, I think it’s – we are all excited, really is. Joel, anything?

Yes, sure. Just to build on what Ezra was saying, thank you for that. There is very strong revenue at Spetner, close to $14 million or $15 million a year. And our EBITDA margin is very healthy at around 40% or even north of that. So, that should provide significant benefits as we merge together as one company. We definitely increase our revenues, almost doubling essentially and the costs are limited that we are going to have to assume. So, we are excited about that.

That’s all really amazing, especially when you put that in perspective of the current market cap of the company. I am just wondering, following the acquisition, it will be a good problem to have, but what would be your plans for the excess cash flow? Would you consider buying back stock or other things?

That’s certainly a possibility. We – the stock we feel or most people in the industry feel it’s a bargain of the century. So, I think we would want to take advantage of that. And in the past, have already bought significant blocks of stock. So, that may be the company re-buying. That’s definitely on the horizon, yes. And of course, growing the company and also using the extra cash to growing the company, whether it’s getting new lines, and advancing technology and/or acquisitions. So, we want to be – deploy the capital smartly.

Congratulations. Thanks.

Thank you very much.

[Operator Instructions] And there are no further questions in queue at this time. I would now like to turn the call back to management for closing remarks.

Thank you very much. On behalf of Ezra and the entire Reliance team, we appreciate your participation in this business update. We are truly excited and energized by Reliance’s prospects and very happy to be sharing this onward journey with you, our valued shareholders and other interested parties. Until next time, we wish you a very good rest of the day and all the very best.

Thank you. This does conclude today’s conference call. You may disconnect your phone lines at this time and have a wonderful day. Thank you for your participation.

Good day. And welcome to the Reliance Global Group’s Second Quarter Business Update Conference Call. At this time, all participants have been placed on a listen-only mode. The floor will be open for questions-and-comments following the presentation. It is now my pleasure to turn the floor over to your host, Ted Ayvas, Investor Relations at Reliance Global. Sir, the floor is yours.

Thanks, Paul. Good afternoon. And thank you for joining Reliance Global Group’s 2024 second quarter financial results and business update conference call. On the call with us today are Ezra Beyman, Chairman and Chief Executive Officer of Reliance Global Group; and Joel Markovits, Chief Financial Officer of Reliance. Earlier today, the company announced its operating results for the year ended June 30, 2024. The press release is posted on the company’s website, www.relianceglobalgroup.com. In addition, the company filed its quarterly report on form 10-Q with the U.S. Securities and Exchange Commission today, which can also be accessed on the company’s website, as well as the SEC’s website at www.sec.gov. If you have any questions after the call or would like additional information about the company, please contact Crescendo Communications at 212-671-1020. Before Mr. Beyman reviews the company’s operating results for the year ended June 30, 2024, we would like to remind everyone that this conference call may contain forward-looking statements. All statements other than statements of historical facts contained in the conference call, including statements regarding our future results of operations and financial positions, strategy and plans, and our expectations for future operations are forward-looking statements. The words anticipate, estimate, expect, project, plan, seek, intend, believe, may, might, will, should, could, likely, continue, design and the negative of such terms, in other words, in terms of similar expressions, are intended to identify forward-looking statements. These forward-looking statements are based largely on the company’s current expectations and projections about future events and trends that it believes may affect its financial condition, results of operations, strategy, short-term and long-term business operations and objectives, and financial needs. These forward-looking statements are subject to several risks, uncertainties, and assumptions, as described in the company’s Form 10-K filed with the U.S. Securities and Exchange Commission on April 4, 2024. Because of these risks, uncertainties, and assumptions, the forward-looking events and circumstances discussed in this conference call may not occur and actual results could differ materially and adversely from those anticipated or implied in the forward-looking statements. You should not apply -- you should not rely upon forward-looking statements as predictions of future events. Although the company believes that the expectations reflected in the forward-looking statements are reasonable, it cannot guarantee future results, levels of activity, performance or achievement. In addition, neither the company nor any person assumes responsibility for the accuracy and completeness of any of these forward-looking statements. The company disclaims any duty to update any of these forward-looking statements. All forward-looking statements attributable to the company are expressly qualified in their entirety by these cautionary statements, as well as others made in this conference call. You should evaluate all forward-looking statements made by the company in the context of these risks and uncertainties. Having said that, I would now like to turn the call over to Ezra Beyman, Chairman and Chief Executive Officer of Reliance Global Groups. Ezra?

Thanks, Ted. Good afternoon and thank you to everyone for joining us today. We are pleased to report that we attained consistent and sustained revenue levels for the first three months and six months of 2024, with revenues of $3.2 million and $7.3 million, respectively, which represents 1% and 3% growth from the same period in the prior year, respectively. Additionally, we have successfully reduced our operating expenses, achieving a 13% efficiency improvement in the second quarter of 2024, compared to the same period in 2023. Our net loss from continual operations for the second quarter has also improved by 62% from the same period last year. Our key non-GAAP metric EBITDA showed a nominal loss of $178,000, well, just under 6% of revenues in the second quarter of 2024. Building on our strong performance in the first quarter, we sustained the momentum of organic growth into the second quarter. We continue to emphasize our foundational OneFirm strategy, integrating our nine owned and operated agencies nationwide into one cohesive business unit. This strategy has granted us access to higher commission tiers and created extensive cross-selling opportunities, driving significant revenue growth. A key initiative of the OneFirm strategy is cross-collaboration. This approach maximizes the utilization of our exceptional talent across the organization, enhanced data access and sharing, and segments specialized support services. Additionally, this has allowed the company to consolidate vendor relationships and contracts, reducing overall operating expenses, as demonstrated in our second quarter financial results. We also believe that the OneFirm unified approach will position us to scale rapidly as we continue to seek out and integrate accretive acquisitions, such as the Spetner Associates acquisition, which we believe will further broaden Reliance Global Group’s industry and market reach. As OneFirm continues to gain momentum, we anticipate significant improvements in both our revenue and profitability. Turning to the Spetner acquisition, its anticipated impact is far exceeding our initial expectations. Since announcing our plans, Spetner’s BenManage voluntary benefit insurance segment has experienced significant growth, now covering more than 85,000 employees, a substantial jump from the 45,000 covered employees when we initially announced the plan transaction. Integrating Spetner’s expertise and extensive client base into our operations is expected to significantly enhance our market position, expand our service offerings and accelerate our growth. By aligning Spetner’s innovative benefit solutions with our strategic goals, we aim to create more value for our stakeholders and strengthen our competitive edge in the industry. This acquisition is not just about growth, it’s about setting a new standard in our industry and bringing enhanced services to a broader audience. We believe that Spetner’s unique voluntary benefits program and extensive market search -- market reach will provide considerable synergistic opportunities once the transaction is completed, particularly in expanding our personal insurance lines through the RELI Exchange platform. This acquisition, which will be one of the largest in our company’s history to-date, will be transformational and marks a pivotal time for Reliance. According to our projections, acquiring Spetner will double our annual revenues to approximately $28 million, as well as significantly boost our EBITDA. This acquisition is progressing smoothly and we anticipate the closing of the transaction by the end of 2024. Our mission remains to build a multi-billion dollar highly profitable business enterprise that delivers substantial and sustainable returns to our shareholders. We are confident that this game changing acquisition will create significant opportunities that align perfectly with our OneFirm go-to-market strategy. We are committed to establishing Reliance as a powerful, technology-driven enterprise that prioritizes sustainable profitability and increased shareholder value. We believe the acquisition of Spetner Associates will significantly accelerate Reliance’s growth trajectory. In early July, we announced we were launching a significant initiative, a new division with Reliance dedicated to the acquisition of multifamily and commercial real estate properties. This is an area where I personally have had great success in the past, building the third largest mortgage brokerage in the nation and accumulating a multi-billion-dollar portfolio of multifamily properties. Abe Miller, a successful real estate investor and M&A executive, will be joining the company to head this new division and will provide strategic guidance on our future real estate endeavors. His remarkable track record, including the successful creation of a $3 billion real estate portfolio through strategic acquisition, not only showcases his ability to enhance asset value, but also his skill in navigating complex market dynamics to generate substantial investment returns. Having worked with Abe in my prior real estate business, I have personally witnessed the immense value his insights bring to an organization. With Abe’s extensive experience and strategic vision, we are confident this initiative will accelerate our progress toward achieving our objectives. Abe will not receive a fixed salary for his services. Instead, he’ll be compensated entirely on a success-based model. We believe this new real estate division set to launch following the closing of the Spetner acquisition aligns perfectly with our ongoing strategy focused on accretive and cash flow positive acquisitions, a strategy where we have a proven track record of successful integration, particularly in the insurance brokerage sector. Furthermore, the new division will broaden our company’s portfolio by diversifying into multiple businesses lines and asset categories. Through this expansion into real estate, Reliance will be to leverage non-dilutive financing sources supported by both the intrinsic value of the assets and our operational cash flows. Finally, as previously announced, Reliance has significantly simplified its capital structure pursuant to exercises all outstanding Series B and Series G warrants, which remove the Series B derivative instrument from our balance sheet and eliminated the potentially perceived significant warrant overhang which we believe may have also adversely impacted our publicly traded share price. We are confident that our enhanced capital table will resonate well both with our current shareholders, as well as future investors as we continue to advance our key initiatives through 2024 and beyond. I would now like to turn the call over to Joel Markovits, Chief Financial Officer of Reliance Global, who will review the financial results for the quarter ended June 30, 2024. Joel?

Thank you very much, Ezra, and a very good afternoon to you all. It’s my pleasure to share with you some of our financial results for the second quarter of 2024. All figures presented are approximate. As mentioned by Ezra, revenues for the three-month and six-month period ended June 30, 2024 increased by 1% and 3%, respectively, from the same period in 2023, resulting in revenues of $3.2 million for the quarter and $7.3 million for the year-to-date period. Our solid sustained and expanded revenue levels are primarily attributed to organic growth. Our operating expenses for the second quarter of 2024 decreased by 13% or $654,000 from $5 million in the second quarter of 2023 to $4.4 million in 2024. Some key drivers include a decrease of 12% in our general and administrative costs, a decrease of 30% in our marketing costs and considering we’ve come to terms and/or paid all announced [ph] agreements, there were no related fair value adjustments that would have affected our operating results. These expense efficiencies are offset by increases in commission and employee compensation, costs driven primarily by the company’s continued expansion and inflationary impacts. The sustained revenues and decreased operating costs this quarter resulted in a vastly improved net result from continuing operations. Compared to the same three-month period ended June 30, 2023, loss from continuing operations decreased by 62% from $3.9 million to $1.5 million. EBITDA, our adjusted EBITDA metric, which is a non-GAAP measure but a key company performance indicator, came in essentially flat for this quarter versus prior at a marginal loss of $178,000 or just under 6% of the quarter’s revenues. The six-month period ended June 30, 2024. EBITDA loss was $252,000 or just around a nominal 3% of six-month revenues. We do expect EBITDA to continuously improve as we progress through the fiscal year and especially post-close and post-onboarding of the Spetner entity, pursuant to the acquisitions discussed earlier by Ezra. With this, we conclude our prepared remarks. We’ll be happy to answer any questions or comments participants may have. With that, Operator, kindly open the lines.

Thank you. [Operator Instructions] And the first question today is coming from Nick Pincus from Forest Capital. Nick, your line is live.

Well, congratulations on the continued progress that you guys are making with the business. The first question was I was wondering if you could provide some more color on the new real estate division that you’re launching?

Okay. Yeah. That’s something that we’re excited about. As many people know, the last several years in real estate have been with the ups and the rates being up and some people buying property and maybe at higher levels they would have wanted to. We feel and based on our probably close to three decades of experience prior to that, that the opportunity is ripe to really pick up some good value, primarily in multifamily, which we feel that’s where we have the experience and it’s also the safest. Everyone needs a place to put their head down at night as opposed to other types of real estate and we’re excited. And Abe Miller is, I like to say, my crackerjack of the industry. He’s known closing deals, big, small, giant and getting them at the right deal and we’re really excited. So, of course, we look forward to finding the deals and then working on them. But as we mentioned, we want to first take care of the Spetner acquisition, which is, we’re very involved and very important, but we are looking forward to some excitement as well in a positive way in the real estate sector.

Well, that actually touches on my second question. The Spetner acquisition, which seems pretty exciting and sounds like it’s moving forward. I was wondering if there are any additional details that you could share on both the progress, the status of the acquisition, as well as any other developments as it may relate to Spetner?

So, as far as the progress we’re getting, Thank God, that’s we’re in due diligence behind us and a lot of the other requirements and the contracts and everything, that’s really behind us. We’re now focusing on getting it closed. And we’re getting closer and closer, actually. And as far as the business itself, we’re really floored and excited because it’s literally growing by the day. As we mentioned, it went from servicing 85,000 employees to 85,000 employees from less than half of that or about half of that, when we started this transaction. And it’s growing and growing. It’s a very strong fourth-generational business, actually. They’re a very strong team and we’re really watching it and excited. They’re excited. We’re excited. So, we’re gearing up for that. That’s a biggie. No question about it.

That’s great. Well, congrats again on the progress and good luck.

Thank you very much.

Thank you. [Operator Instructions] And there were no other questions from the line. So, I will now turn the call back to the management team for closing remarks.

Thank you very much. On behalf of Ezra and the entire Reliance team, thank you for your participation in this business update. We’re supercharged and excited about the prospects of Reliance Global Group. I’m very happy to be sharing and traveling on this onward journey with you, our valued shareholders and other interested parties. Until next time, we wish you a very good evening and all the very best.

Thank you. This does conclude today’s conference call. You may disconnect your lines at this time and have a wonderful day. Thank you for your participation.