FG Financial Group, Inc. (FG Financial) and FG Group Holdings Inc. (FG Group Holdings) have completed the previously announced merger pursuant to which FG Group Holdings merged with and into FG Group LLC, with FG Group LLC surviving as a wholly-owned subsidiary of FG Financial.
Following completion of the merger, FG Financial has now changed its name to Fundamental Global Inc. (Fundamental Global).
In connection with the merger, FG Group Holdings’ stockholders received one share of FG Financial common stock in exchange for each share of FG Group Holdings common stock.
From what we understand, the organisation’s common stock and Series A cumulative preferred stock will continue to trade on the Nasdaq under the tickers “FGF” and “FGFPP,” respectively.
The merger was first announced in January, while it was also confirmed that D. Kyle Cerminara, Chairman of the Board of FG Financial and FG Group Holdings, will assume the role of CEO in the combined company.
Cerminara, commented, “We are pleased to announce the completion of the merger and the resulting creation of Fundamental Global Inc. as a unified public company. Our goal is to consolidate and simplify all of our operations, reduce public company costs and focus our efforts on a few highly scalable and high ROIC businesses. FG Group Holdings shareholders were resoundingly in favor of this transaction, with 99.9% of the consents returned voting in favor of the plan of merger. We look forward to implementing our plans with a focus on shareholder returns.”
Moreover, following the completion of this merger, Fundamental Global now operates in the following primary lines of business:
- FG Reinsurance, Ltd. (FGRe): FGRe is a licensed insurance company based in the Cayman Islands. The company participates in the global reinsurance market through the Funds at Lloyds syndicate, traditional reinsurance contracts and industry loss warranties.
- Strong Global Entertainment, Inc. (Strong Global): Strong Global works within the entertainment industry and has been providing mission critical products and services to entertainment venues for over 90 years.
- Merchant Banking and SPACs: Fundamental Global co-sponsors newly formed SPACs and other merchant banking interests and provides strategic, administrative, and regulatory support services in exchange for both ownership and cash fees.
In addition, Fundamental Global also operates within asset management too.
Following the merger, Fundamental Global’s Board of Directors now consist of seven members.
This includes, Cerminara serving as chair, along with three legacy FG Financial directors, Richard E. Govignon, Jr., Rita Hayes, and Scott D. Wollney, as well as three legacy FG Group Holdings directors, Michael C. Mitchell, Ndamukong Suh, and Robert J. Roschman, all of whom are expected to serve until the next annual meeting of stockholders of Fundamental Global.
The company’s management team stands as follows: D. Kyle Cerminara serves as CEO, Mark D. Roberson serves as CFO, Larry Swets and Hassan Baqar will lead Merchant Banking and SPACs, Tom Heise will continue to serve as CEO of FGRe, and within Strong Global, Mark Roberson and Todd Major will continue to serve as CEO and CFO, respectively.
