Reliance Global Group Enters Into Letter of Intent to Sell U.S. Benefits Alliance/EBS Business Unit; Expects Closing Within 30 Days

Rhea-AI Summary

Reliance Global Group (Nasdaq: RELI) entered a non-binding letter of intent to sell two subsidiaries, U.S. Benefits Alliance and Employee Benefits Solutions (together, EBS), two non-core agencies in Cadillac, Michigan.

The company said the sale is subject to a definitive purchase agreement and customary closing conditions and is expected to close within 30 days. Reliance said it will use 50% of net proceeds to reduce debt, with the remainder funding business development for RELI Exchange and 5minuteinsure.com to support its technology-first strategy.

Positive

• Sale of non-core assets expected to monetize EBS
• 50% of net proceeds dedicated to debt reduction
• Proceeds to fund RELI Exchange and 5minuteinsure.com expansion
• Target close within 30 days

Negative

• Transaction is non-binding and subject to a definitive agreement
• No proceeds amount disclosed or quantified financial impact

Key Figures

Debt reduction allocation 50% of net proceeds Planned use of U.S. Benefits Alliance/EBS sale proceeds

Expected closing window within 30 days Anticipated closing timeline for EBS sale

Pre-news price move -5.22% RELI change over prior 24 hours before this announcement

Market Reality Check

$0.6628 Last Close

Volume Volume 252,180 is 0.12x the 20-day average 2,098,464, suggesting limited pre-news positioning. low

Technical Shares at $0.6955 are trading below the 200-day MA of $1.14 and 86.39% under the 52-week high.

Peers on Argus

RELI was down 5.22% while key peers showed mixed moves: HUIZ -1.25%, ZBAO +6.04%, RELIW +16.33%, XHG +2.11%, AIFU -0.67%. This points to a stock-specific move rather than a sector trend.

Historical Context

Date	Event	Sentiment	Move	Catalyst
Dec 08	Treasury allocation	Positive	-2.5%	Added cash to Zcash position within Digital Asset Treasury strategy.
Nov 26	Treasury allocation	Positive	+0.9%	Increased Zcash holdings as part of focused DAT strategy.
Nov 25	Treasury realignment	Positive	-9.8%	Consolidated Digital Asset Treasury fully into Zcash after strong ZEC rally.
Nov 19	Leadership/advisory	Positive	-3.4%	Appointed Blake Janover to lead Crypto Advisory Board for DAT strategy.
Nov 06	Earnings & asset sale	Positive	-3.4%	Q3 results plus Fortman sale, major debt reduction and special dividend.

Pattern Detected

Recent news—strategic asset sales, treasury moves, and advisory appointments—has often been followed by negative price reactions, even when updates were balance-sheet or growth focused.

Recent Company History

Over the last few months, Reliance Global Group pursued balance-sheet strengthening and a digital asset strategy. A Q3 2025 update highlighted a $5.0M Fortman sale, ~50% debt reduction, and higher cash and equity, yet the stock fell 3.42%. Multiple Digital Asset Treasury actions around Zcash (ZEC) and the appointment of a Crypto Advisory Board Chair also saw mostly negative or muted reactions. Today’s planned sale of the EBS/USBA unit continues the shift toward a leaner, tech-focused InsurTech model and further debt reduction.

Market Pulse Summary

This announcement highlighted Reliance’s plan to sell its U.S. Benefits Alliance/EBS unit, with 50% of net proceeds targeted to reduce debt and the rest directed to growth platforms like RELI Exchange and 5minuteinsure.com. It follows earlier moves such as the Fortman sale and a digital asset strategy aimed at strengthening the balance sheet. Investors may watch for closing within 30 days, actual debt reduction achieved, and traction on the company’s InsurTech platforms.

Key Terms

letter of intent financial

"announced that it has entered into a non-binding letter of intent to sell"

A letter of intent is a document that shows an agreement in principle between parties to work towards a future deal or transaction. It outlines their intentions and key terms, acting like a roadmap before a formal contract is signed. For investors, it signals serious interest and helps clarify expectations early in the process.

definitive purchase agreement financial

"subject to execution of a definitive purchase agreement, as well as customary"

A definitive purchase agreement is the final, legally binding contract that sets out the exact terms of a sale of a company, business unit, or significant assets, including the price, what is being sold, and the steps both sides must take to close the deal. For investors it matters because it replaces preliminary talks with concrete obligations and timelines, clarifying risks, expected cash flows, and whether the proposed transaction is likely to be completed — like signing the final deed after negotiating the offer.

closing conditions financial

"definitive purchase agreement, as well as customary closing conditions."

Closing conditions are specific requirements or steps that must be met before a financial deal or transaction can be finalized. They act like a checklist that ensures all necessary details are confirmed and agreed upon, giving both parties confidence that the deal is ready to be completed. Meeting these conditions is essential for the transaction to move forward smoothly and successfully.

capital allocation strategy financial

"As part of our disciplined capital allocation strategy, we plan to use 50%"

A capital allocation strategy is a plan for deciding how a company distributes its financial resources among various needs, such as investing in growth, paying dividends, or reducing debt. For investors, it signals how effectively a company manages its money to create value and sustain long-term success, much like a person deciding how to divide their budget for savings, expenses, and investments.

insurtech technical

"becoming a leading InsurTech platform and reinforcing our commitment"

Insurtech is the use of technology to improve and innovate the insurance industry. It involves developing digital tools and platforms that make buying, managing, and claiming insurance easier, faster, and more personalized—similar to how online banking transformed traditional banking services. For investors, insurtech represents an opportunity to support companies that are changing how insurance works and potentially capturing new markets through innovation.

AI-generated analysis. Not financial advice.

Transaction Expected to Enhance Financial Flexibility; 50% of Net Proceeds to Further Reduce Debt

LAKEWOOD, NJ, Dec. 11, 2025 (GLOBE NEWSWIRE) -- Reliance Global Group, Inc. (Nasdaq: RELI) (“Reliance,” “we,” “us,” “our” or the “Company”) today announced that it has entered into a non-binding letter of intent to sell its two subsidiaries, U.S. Benefits Alliance, LLC and Employee Benefits Solutions, LLC (together, “EBS”), two non-core agencies located in Cadillac, Michigan. The agreement is subject to execution of a definitive purchase agreement, as well as customary closing conditions. The Company expects the transaction to close within the next 30 days. The contemplated sale represents the ongoing execution of Reliance’s strategy to monetize non-core assets, strengthen the balance sheet, and focus resources on its growth and technology-driven initiatives.

“The agreement to sell our EBS/USBA business unit marks a key step forward in our ongoing transformation into a technology-first wholesale insurance organization,” commented Ezra Beyman, Chairman and CEO of Reliance Global Group. “This transaction will allow us to monetize a non-core asset while sharpening our focus on the segments that offer what we believe are the greatest long-term opportunities for scale, profitability, and differentiation. As part of our disciplined capital allocation strategy, we plan to use 50% of the net proceeds from the transaction to further reduce debt, thereby improving our capital structure, strengthening our financial foundation, and enhancing our ability to execute on additional growth opportunities.”

“The remaining proceeds will support business development initiatives, with particular emphasis on expanding RELI Exchange and 5minuteinsure.com, two platforms that we believe have the potential to redefine how agents and consumers interact with the insurance market. RELI Exchange continues to attract independent agents seeking modern tools and support, while 5minuteinsure.com leverages AI to deliver fast, personalized insurance comparisons to consumers. By reinvesting in these core initiatives, we are accelerating our progress toward becoming a leading InsurTech platform and reinforcing our commitment to delivering sustainable long-term value for our shareholders. We look forward to continuing this disciplined execution as we advance the next phase of Reliance’s growth strategy.”

About Reliance Global Group, Inc.

Reliance Global Group, Inc. (NASDAQ: RELI) is an InsurTech pioneer, leveraging artificial intelligence (AI), and cloud-based technologies, to transform and improve efficiencies in the insurance agency/brokerage industry. The Company’s business-to-business InsurTech platform, RELI Exchange, provides independent insurance agencies an entire suite of business development tools, enabling them to effectively compete with large-scale national insurance agencies, whilst reducing back-office cost and burden. The Company’s business-to-consumer platform, 5minuteinsure.com, utilizes AI and data mining, to provide competitive online insurance quotes within minutes to everyday consumers seeking to purchase auto, home, and life insurance. In addition, the Company operates its own portfolio of select retail “brick and mortar” insurance agencies which are leaders and pioneers in their respective regions throughout the United States, offering a wide variety of insurance products. Further information about the Company can be found at https://www.relianceglobalgroup.com.

Forward-Looking Statements

This press release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. You can identify these statements by terminology such as “may,” “should,” “could,” “would,” “will,” “expect,” “anticipate,” “intend,” “plan,” “believe,” “estimate,” “continue,” “potential,” and similar expressions. Forward-looking statements in this press release include, without limitation, statements regarding: our strategic initiatives, including our efforts to streamline our portfolio, monetize non-core assets and focus resources on areas with the strongest strategic and financial potential; the anticipated benefits of the contemplated sale of Employee Benefits Solutions, LLC and U.S. Benefits Alliance, LLC (together, “EBS”), including the impact on our business focus, financial position and capital structure; our expectations regarding the use of proceeds from the potential EBS transaction, including our plan to use a portion of the net proceeds to further reduce debt and the balance toward business development initiatives that support long-term growth; our beliefs regarding the growth prospects and scalability of RELI Exchange and 5minuteinsure.com and the potential impact of incremental investment in those platforms on our competitive positioning and financial performance; and our broader business, strategic and financial outlook.

These forward-looking statements are based on current expectations and assumptions that involve risks and uncertainties, including, among others, that we will be able to successfully execute our strategy to streamline our portfolio and focus on core, technology-forward platforms; that we will enter into a definitive purchase agreement with respect to the contemplated EBS transaction and that the transaction will close on the terms and within the time frame currently anticipated, or at all; that we will be able to realize the anticipated strategic, operational and financial benefits of the EBS divestiture; that we will be able to effectively allocate and deploy the proceeds from the EBS sale, including to reduce debt and fund business development initiatives; that our investments in RELI Exchange, 5minuteinsure.com and other initiatives will generate the anticipated returns; that market, economic, interest rate and regulatory conditions will remain sufficiently favorable; and that we will be able to continue to access capital on acceptable terms and execute our broader business and capital markets strategy. There can be no assurance that these assumptions will prove accurate.

Actual results could differ materially from those anticipated due to a variety of risks and uncertainties, including, without limitation: our ability to negotiate and enter into a definitive agreement for the contemplated EBS transaction and to complete the transaction on the anticipated terms and timeline, or at all; our ability to realize the anticipated benefits of the EBS divestiture; the possibility of unanticipated costs, liabilities or disruptions associated with the transaction, including any impact on our remaining operations, employees, customers or business partners; our ability to successfully reduce debt and improve our leverage and overall financial flexibility; our ability to grow RELI Exchange and 5minuteinsure.com, attract and retain agents and customers, and achieve expected levels of adoption and profitability; our ability to effectively deploy capital into business development or other strategic initiatives; our ability to maintain adequate liquidity and access to capital (including any issuance under our at-the-market equity offering program, if we choose to utilize it); competitive pressures, including within InsurTech and insurance agency/brokerage; and general business, economic, market, interest rate and geopolitical conditions; as well as other risks described under “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2024, as amended, our Quarterly Reports on Form 10-Q, and in other filings with the Securities and Exchange Commission.

We encourage you to carefully review our Annual Report on Form 10-K for the year ended December 31, 2024, as amended, as well as our other filings with the Securities and Exchange Commission, for a more complete discussion of these and other risks and uncertainties. Except as required by law, Reliance Global Group, Inc. undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise.

Contact:

Crescendo Communications, LLC
Tel: +1 (212) 671-1020
Email: RELI@crescendo-ir.com

FAQ

What did Reliance Global Group (RELI) announce on December 11, 2025?

RELI announced a non-binding letter of intent to sell two subsidiaries, U.S. Benefits Alliance and Employee Benefits Solutions, with a target to close within 30 days.

How will Reliance (RELI) use the proceeds from the EBS sale?

The company plans to use 50% of net proceeds to reduce debt and the remainder to support RELI Exchange and 5minuteinsure.com business development.

Is the Reliance (RELI) EBS sale final and guaranteed?

No; the sale is a non-binding letter of intent and remains subject to execution of a definitive purchase agreement and customary closing conditions.

When does Reliance (RELI) expect the EBS transaction to close?

The company expects the transaction to close within the next 30 days from December 11, 2025.

Which Reliance platforms will receive reinvestment after the EBS sale?

Proceeds are intended to support expansion of RELI Exchange and 5minuteinsure.com to advance the company’s InsurTech strategy.