Executive Summary

Q3 2024 delivered 5% revenue growth to $3.44M, a 16% reduction in total operating expenses to $3.95M, and a 64% improvement in loss from operations, driving positive AEBITDA of $0.04M versus losses in prior periods .
Management highlighted successful cost controls under the “OneFirm” strategy and launched an AI-powered commercial Quote & Bind on RELI Exchange ahead of schedule, positioning for efficiency and premium growth .
The pending acquisition of Spetner Associates remains a central catalyst; with >85,000 covered employee lives and ~$14–15M revenue at ~40%+ EBITDA margins, management expects the deal to approximately double consolidated revenue to ~$28M and enhance profitability .
Guidance was qualitative; no formal numerical guidance was issued. Wording around Spetner timing shifted from “H2 2024” (Sept. 9 PR) to “coming months” on Nov. 7, suggesting closing remains near-term but without a hard date .

What Went Well and What Went Wrong

What Went Well

Cost discipline: total operating expenses -16% YoY; G&A -23% and marketing -15% YoY; salaries and wages -5% YoY, reflecting OneFirm vendor consolidation and cross-utilization of talent .
Return to positive AEBITDA: Q3 AEBITDA of $42.5K vs $(200.6)K in Q3 2023 and $(178.0)K in Q2 2024, driven by higher revenue and lower operating costs .
Technology execution: AI-powered commercial Quote & Bind launched ahead of schedule (initially slated for Q4), enabling faster quoting/binding and potential premium growth for RELI Exchange partners .
Quote: “We are very pleased to report a highly successful third quarter… sustained revenue growth, decreased expenses and improved net financial results.” – Ezra Beyman, CEO .

What Went Wrong

Commission expense +13% YoY, reflecting higher first-year commissions; this partially offset operating improvements even as revenue grew .
Net loss was $(0.84)M (vs $(0.14)M in Q3 2023 as reported), though management notes year-ago included a $1.7M non-cash warrant gain; adjusted for that, management sees ~54% YoY improvement in net loss .
No formal numerical guidance on revenue/EPS/tax/OpEx cadence; visibility remains dependent on M&A closing and integration timing .

Financial Results

Metric	Q3 2023	Q2 2024	Q3 2024
Revenue (Commission income) ($USD)	$3,275,583	$3,200,000	$3,441,458
Total Operating Expenses ($USD)	$4,710,637	$4,400,000	$3,953,435
Loss from Operations ($USD)	$(1,435,054)	N/A	$(511,977)
Net Loss ($USD)	$(139,004)	$(1,489,395)	$(837,314)
AEBITDA ($USD)	$(200,602)	$(177,966)	$42,508

Notes:

Management attributes operating expense reductions to OneFirm execution (vendor consolidation, cross-collaboration) and to operating efficiencies .
EPS was not disclosed in the Q3 2024 press release or call; no EPS figure is presented in company materials reviewed .

KPIs and Operating Drivers (YoY for Q3)

KPI	Q3 2023	Q3 2024
Commission Expense ($USD)	$796,001	$902,246
Salaries and Wages ($USD)	$1,803,698	$1,707,737
G&A ($USD)	$1,068,778	$821,510
Marketing & Advertising ($USD)	$117,752	$100,183

Segment breakdown: Not disclosed; business discussed as owned retail agencies plus InsurTech platforms (RELI Exchange and 5minuteinsure.com) .

Non-GAAP Adjustments (AEBITDA): Excludes interest, D&A, impairments, equity comp, earn-out remeasurements, warrant fair value changes, transactional and nonrecurring costs, other income/expense, and discontinued operations, per company definition .

Guidance Changes

Metric	Period	Previous Guidance	Current Guidance	Change
Spetner acquisition closing	Timing	“Second half of 2024” (Sept. 9 PR)	“Close in the coming months” (Nov. 7)	Maintained near-term timing; wording shift
Pro forma annual revenue (post-Spetner)	Post-close	“Close to double to approximately $28M”	“Expected to nearly double… to approximately $28M”	Maintained
Cash consideration to close Spetner	Transaction terms	$8.0M upfront cash (prior terms)	Reduced to $5.5M upfront cash	Raised (improved terms)
Profitability outlook	FY trajectory	Expect EBITDA to continuously improve through FY and post-onboarding Spetner	Positive AEBITDA in Q3; integration expected to increase revenue and EBITDA	Improving execution; no formal numeric guide

No formal numerical guidance issued on revenue/EPS/OpEx/tax rate beyond the qualitative updates above .

Earnings Call Themes & Trends

Topic	Previous Mentions (Q1 & Q2 2024)	Current Period (Q3 2024)	Trend
OneFirm strategy (cost and sales synergy)	Emphasis on unifying 9 agencies, higher commission tiers, vendor consolidation; focus on organic growth	Credited for 16% OpEx reduction and improved net results	Strengthening execution
AI / InsurTech initiatives	Broad AI positioning; focus on RELI Exchange and 5minuteinsure.com	AI-powered commercial Quote & Bind launched ahead of schedule; accelerates quoting/binding	Acceleration
M&A – Spetner	Signed; covered lives grew to >75k (Q1) and then >85k (Q2); H2 close anticipated	>85k lives; “coming months” to close; cross-sell to personal lines highlighted	Progressing; timing language updated
Capital structure	Removal of warrant overhang; simplified cap table (Q2)	Management reiterates benefits of simplified structure	Stable/positive
Real estate division	Announced; to pursue accretive, cash flow-positive deals post-Spetner	No new updates; focus remains on Spetner closing	Deferred until after Spetner
Profitability (AEBITDA)	Q2 AEBITDA ~$(0.18)M; expectation for improvement	Positive AEBITDA of ~$0.04M	Improving

Management Commentary

“We are very pleased to report a highly successful third quarter… revenues continued to grow by 5% to $3.4 million and total operating expenses continued to decrease by 16% to $3.9 million… This quarter brings positive Adjusted EBITDA (‘AEBITDA’)...” – Ezra Beyman, CEO .
“Our OneFirm strategy… allows for efficient and effective cross-selling, cross-collaboration, and human capital cross utilization… demonstrated by the quarter’s promising revenue growth, shrinkage in operating costs and positive changes to net results.” – Ezra Beyman .
“We launched an AI-powered commercial quote and binding solution on the RELI Exchange platform ahead of schedule… enabling agents to offer clients faster, more competitive quotes and seamless policy binding.” – Management remarks .
“We are confident that the integration of Spetner will close to double our consolidated revenues” – Ezra Beyman ; “Spetner… close to $14–$15 million a year… EBITDA margin… around 40% or even north of that” – Joel Markovits, CFO .

Q&A Highlights

Spetner synergies/cost savings: Management emphasized cross-selling to >85k covered employees (e.g., auto/home), back-office streamlining with Spetner tech, and accretive EBITDA margin (~40%+) on ~$14–15M revenue, nearly doubling consolidated revenue post-close .
Capital deployment post-close: Buybacks considered given perceived undervaluation; capital priority also includes scaling new lines, advancing tech, and additional M&A .
Tone: Confident and focused on near-term Spetner closing and technology-driven operating leverage, with limited Q&A indicating a constructive backdrop .

Estimates Context

S&P Global (Capital IQ) consensus for Q3 2024 EPS and revenue was unavailable at the time of writing due to data access limits. As a result, we cannot present a vs-consensus comparison for this quarter. We attempted to retrieve “Primary EPS Consensus Mean” and “Revenue Consensus Mean” for Q3 2024 via S&P Global but could not access the data at this time.

Key Takeaways for Investors

Cost takeout is real: OpEx -16% YoY with G&A and marketing down double-digits, validating OneFirm execution and improving operating leverage despite higher commission expense from mix .
Inflection to positive AEBITDA: Q3 positive AEBITDA contrasts with prior-quarter losses, improving trajectory heading into a potential step-change from Spetner .
Technology catalyst: AI-powered commercial Quote & Bind launched ahead of plan; should accelerate premium throughput for agents with minimal overhead, potentially boosting RELI Exchange revenue share .
M&A remains the central swing factor: Spetner could nearly double revenue (~$28M) with strong margin profile; cash to close lowered to $5.5M, easing funding/dilution risk .
Watch timing language: Shift from “H2 2024” to “coming months” suggests closing remains near-term but exact date uncertain; monitor for formal close and integration milestones .
Capital structure cleanup: Prior warrant overhang removal provides a clearer path for equity value recognition as operating results improve .
Near-term setup: Absent consensus estimates, stock may trade on execution headlines—Spetner close, early evidence of AI Quote & Bind adoption, and continued OpEx control—rather than traditional beat/miss dynamics .

Reliance Global Group, Inc. (RELI)·Q3 2024 Earnings Summary