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Item 8.01 Other Events
As previously disclosed, on June 21, 2022, FG Financial Group, Inc. (the “Company”) consummated an underwritten public offering (the “Offering”) of 2,750,000 shares of its common stock, for a price of $1.58 per share, less certain underwriting discounts and commissions. Pursuant to an Underwriting Agreement, dated as of June 15, 2022 (the “Underwriting Agreement”), between the Company and ThinkEquity LLC, as representative of the underwriters named therein (collectively, the “Underwriters”), the Company granted the Underwriters a 45-day option to purchase up to 412,500 additional shares of the Company’s common stock on the same terms and conditions for the purpose of covering any over-allotments in connection with the Offering.
Subsequently, the Underwriters exercised the over-allotment option in part, and on August 2, 2022, the Company closed on the sale of an additional 71,770 shares of common stock, for a price of $1.58 per share, less a 7% underwriting commission. The exercise of the over-allotment option brings the total number of shares of common stock sold by the Company in connection with the Offering to 2,821,770 shares and the total net proceeds received in connection with the Offering to approximately $3.89 million, after deducting underwriting discounts and estimated offering expenses.
The Offering is being made pursuant to the Company’s registration statement on Form S-1 (File No. 333-264735), which was declared effective by the Securities and Exchange Commission (the “SEC”) on June 15, 2022. A final prospectus describing the terms of the Offering was filed with the SEC on June 17, 2022 and is available on the SEC’s website located at http://www.sec.gov.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| FG FINANCIAL GROUP, INC. | ||
| Date: August 2, 2022 | By: | /s/ Hassan R. Baqar |
| Name: | Hassan R. Baqar | |
| Title: | Executive Vice President and Chief Financial Officer | |