Reliance Global Group, Inc. - Form 8-K Summary
Business Context and Reporting Period
This Current Report on Form 8-K was filed by Reliance Global Group, Inc. (RELI) on December 27, 2022. The filing addresses an amendment to a material definitive agreement originally entered into on September 1, 2019, with Altruis Benefits Consulting, Inc. ("Altruis").
Key Financial Metrics
The filing text does not provide a clear value for revenue, profit, cash flow, margins, debt, or liquidity. The document focuses exclusively on a specific equity transaction.
Material Changes
- Amendment to Purchase Agreement: The Company and Altruis agreed to increase the number of shares of Common Stock to be issued under Section 3.1.3.4 of the 2019 Purchase Agreement.
- Share Issuance: The total number of shares to be issued is now 1,391,572.
- Valuation Adjustment: The share count was calculated by dividing the amount owed under the agreement by an amended price of $0.50 per share.
- Unregistered Sales: The issuance of these shares constitutes unregistered sales of equity securities as disclosed under Item 3.02.
Guidance, Outlook, and Risks
The filing does not contain forward-looking guidance, management commentary on future operations, or specific risk factors beyond the disclosure of the unregistered equity sale. No unusual items or contingencies were reported in this document.
Investor Verification Checklist
- Verify the total consideration owed to Altruis Benefits Consulting, Inc. under the 2019 Purchase Agreement.
- Confirm the impact of issuing 1,391,572 additional shares on existing shareholder dilution.
- Review the full text of the amended Purchase Agreement to understand the conditions triggering the $0.50 per share valuation.
- Check subsequent filings for the actual issuance date and registration status of these shares.