Strong Global Entertainment, Inc. (NYSE: SGE)
(“
Strong Global”) and
Fundamental Global
Inc. (Nasdaq: FGF, FGFPP) (“Fundamental Global”) are
pleased to announce the closing of the previously announced sale of
Strong/MDI Screen Systems, Inc. (“
MDI”) from
Strong Global to Saltire Holdings Ltd (“Saltire”).
Mark Roberson, Chief Executive Officer of Strong
Global, commented, “We are pleased to announce the closing of the
sale of MDI. This is one element of our previously announced
strategy to streamline operations, increase liquidity and drive
shareholder value. We expect the transaction to result in a net
pre-tax financial statement gain in excess of $25 million. At
closing, Strong Global holds approximately 37% of the outstanding
common shares of Saltire, and we look forward to participating in
the Saltires’ long term growth strategy.”
At closing, and after a working capital
adjustment, Strong Global received total consideration of $29.5
million, consisting of $0.8 million of cash, $9.0 million of
preferred shares of Saltire, and $19.7 million of common shares of
Saltire.
Prior to the Closing, Strong Global did not own
or control any securities of Saltire. Strong Global received
1,972,723 common shares and 900,000 series A preferred shares of
Saltire as consideration under the transaction.
Strong Global may acquire additional securities
including on the open market or through private acquisitions or
sell the securities including on the open market or through private
dispositions in the future depending on market conditions, general
economic and industry conditions, Saltire’s business and financial
condition, and/or other relevant factors, and Strong Global may
develop such plans or intentions in the future.
A copy of the Early Warning Report to be filed
by Strong Global in connection with the transaction described above
will be available on its SEDAR+ profile at www.sedarplus.ca.
About Strong Global Entertainment,
Inc.
Strong Global Entertainment, Inc., a majority
owned subsidiary of Fundamental Global Inc., is a leader in the
entertainment industry, providing mission critical products and
services to cinema exhibitors and entertainment venues for over 90
years.
About Fundamental Global
Inc.
Fundamental Global Inc. (Nasdaq: FGF, FGFPP) and
its subsidiaries engage in diverse business activities including
reinsurance, asset management, merchant banking, manufacturing and
managed services.
The FG® logo and Fundamental
Global® are registered trademarks of Fundamental Global
LLC.
Forward-Looking Statements
This press release contains forward-looking
statements within the meaning of Section 27A of the Securities Act
of 1933, as amended (the “Securities Act”), and Section 21E of the
Securities Exchange Act of 1934, as amended (the “Exchange Act”).
These statements are therefore entitled to the protection of the
safe harbor provisions of these laws. These statements may be
identified by the use of forward-looking terminology such as
“anticipate,” “believe,” “budget,” “can,” “contemplate,”
“continue,” “could,” “envision,” “estimate,” “expect,” “evaluate,”
“forecast,” “goal,” “guidance,” “indicate,” “intend,” “likely,”
“may,” “might,” “outlook,” “plan,” “possibly,” “potential,”
“predict,” “probable,” “probably,” “pro-forma,” “project,” “seek,”
“should,” “target,” “view,” “will,” “would,” “will be,” “will
continue,” “will likely result” or the negative thereof or other
variations thereon or comparable terminology. In particular,
discussions and statements regarding the Company’s future business
plans and initiatives are forward-looking in nature. We have based
these forward-looking statements on our current expectations,
assumptions, estimates, and projections. While we believe these to
be reasonable, such forward-looking statements are only predictions
and involve a number of risks and uncertainties, many of which are
beyond our control. These and other important factors may cause our
actual results, performance, or achievements to differ materially
from any future results, performance or achievements expressed or
implied by these forward-looking statements, and may impact our
ability to implement and execute on our future business plans and
initiatives. Management cautions that the forward-looking
statements in this release are not guarantees of future
performance, and we cannot assume that such statements will be
realized or the forward-looking events and circumstances will
occur. Factors that might cause such a difference include, without
limitation: risks associated with our inability to identify and
realize business opportunities, and the undertaking of any new such
opportunities; our lack of operating history or established
reputation in the reinsurance industry; our inability to obtain or
maintain the necessary approvals to operate reinsurance
subsidiaries; risks associated with operating in the reinsurance
industry, including inadequately priced insured risks, credit risk
associated with brokers we may do business with, and inadequate
retrocessional coverage; our inability to execute on our investment
and investment management strategy, including our strategy to
invest in the risk capital of special purpose acquisition companies
(SPACs); our ability to maintain and expand our revenue streams to
compensate for the lower demand for our digital cinema products and
installation services; potential interruptions of supplier
relationships or higher prices charged by suppliers in connection
with our Strong Global business; our ability to successfully
compete and introduce enhancements and new features that achieve
market acceptance and that keep pace with technological
developments; our ability to maintain Strong Global’s brand and
reputation and retain or replace its significant customers;
challenges associated with Strong Global’s long sales cycles; the
impact of a challenging global economic environment or a downturn
in the markets; the effects of economic, public health, and
political conditions that impact business and consumer confidence
and spending, including rising interest rates, periods of
heightened inflation and market instability; potential loss of
value of investments; risk of becoming an investment company;
fluctuations in our short-term results as we implement our new
business strategy; risks of being unable to attract and retain
qualified management and personnel to implement and execute on our
business and growth strategy; failure of our information technology
systems, data breaches and cyber-attacks; our ability to establish
and maintain an effective system of internal controls; our limited
operating history as a public company; the requirements of being a
public company and losing our status as a smaller reporting company
or becoming an accelerated filer; any potential conflicts of
interest between us and our controlling stockholders and different
interests of controlling stockholders; potential conflicts of
interest between us and our directors and executive officers; risks
associated with our related party transactions and investments; and
risks associated with our investments in SPACs, including the
failure of any such SPAC to complete its initial business
combination. Our expectations and future plans and initiatives may
not be realized. If one of these risks or uncertainties
materializes, or if our underlying assumptions prove incorrect,
actual results may vary materially from those expected, estimated
or projected. You are cautioned not to place undue reliance on
forward-looking statements. The forward-looking statements are made
only as of the date hereof and do not necessarily reflect our
outlook at any other point in time. We do not undertake and
specifically decline any obligation to update any such statements
or to publicly announce the results of any revisions to any such
statements to reflect new information, future events or
developments.
Investor Relations
Contacts:IR@strong-entertainment.com
investors@fundamentalglobal.com
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