Reliance Global Group (EZRA) Registration Filing summary

Company overview and business model

• Operates as a diversified insurance company focused on acquiring and managing wholesale and retail insurance agencies, with a strong emphasis on InsurTech platforms and digital transformation.

• Growth strategy centers on aggressive M&A, targeting undervalued agencies in growing or underserved segments, and expanding operations nationally.

• Proprietary platforms 5MinuteInsure.com (B2C) and RELI Exchange (B2B) leverage AI and data mining to streamline insurance quoting and sales, now active in 46 states with over 30 carriers.

• Recent initiatives include a digital asset treasury strategy and the formation of EZRA International Group to invest in high-tech sectors, especially in Israel.

Financial performance and metrics

• FY 2024 commission income was $14.1M, up 2% year-over-year, with a net loss of $9.1M, a 24% improvement from the prior year.

• Adjusted EBITDA (AEBITDA) for 2024 was $(321K), a 39% improvement from 2023.

• As of September 30, 2025, cash and restricted cash totaled $3.5M, with working capital of $1.6M and stockholders’ equity of $6.7M.

• Nine months ended September 30, 2025: commission income declined 8.7% year-over-year, primarily due to asset sales; net loss was $5.6M.

• Significant asset sales in 2025 generated $6.05M in cash and enabled repayment of $5.5M in long-term debt.

Use of proceeds and capital allocation

• Net proceeds of approximately $5.3M from the offering are intended for general corporate purposes, including working capital, growth initiatives, acquisitions, digital asset purchases, marketing, debt repayment, and potential investments.

• Management has broad discretion over use of funds; no definitive acquisition agreements are in place as of the filing.