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    SEC Form SC 13G/A filed by FG Merger Corp. (Amendment)

    2/14/24 9:12:34 AM ET
    $FGMC
    Get the next $FGMC alert in real time by email
    SC 13G/A 1 tm245838d52_sc13ga.htm SC 13G/A

     

     

     

    UNITED STATES

    SECURITIES AND EXCHANGE COMMISSION

    Washington, D.C. 20549

     

    SCHEDULE 13G*

    (Rule 13d-102)

     

    INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT

    TO § 240.13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED

    PURSUANT TO § 240.13d-2

    (Amendment No. 1)

     

    iCoreConnect Inc. (f/k/a FG Merger Corp.)

    (Name of Issuer)
     

    Common Stock, par value $0.0001 per share

    (Title of Class of Securities)  
     

    30324Y200**

    (CUSIP Number)
     

    December 31, 2023

    (Date of Event Which Requires Filing of the Statement)

     

    Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

     

    ¨ Rule 13d-1(b)
    x Rule 13d-1(c)
    ¨ Rule 13d-1(d)

     

    *The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

     

    **The CUSIP number for the issuer’s units is listed above.

     

    The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

     

     

     

     

     

     

     

    1.

     

    NAME OF REPORTING PERSONS

     

    Radcliffe Capital Management, L.P.

     

    2.

     

    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

    (see instructions)

    (a)     ¨

    (b)     x

     

     

    3.

     

    SEC USE ONLY

     

     

    4.

     

    CITIZENSHIP OR PLACE OF ORGANIZATION

     

    Delaware

    NUMBER OF
    SHARES
    BENEFICIALLY
    OWNED BY
    EACH
    REPORTING
    PERSON
    WITH

     

    5.

     

    SOLE VOTING POWER

    0

     

    6.

     

    SHARED VOTING POWER

    0

     

    7.

     

    SOLE DISPOSITIVE POWER

    0

     

    8.

     

    SHARED DISPOSITIVE POWER

    0

     

    9.

     

    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

    0

     

    10.

     

    CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

    (SEE INSTRUCTIONS)

    ¨ 

     

     

    11.

     

    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

     

    0.00%

     

    12.

     

    TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

     

    IA, PN

           

     

     

     

     

    1.

     

    NAME OF REPORTING PERSONS

     

    RGC Management Company, LLC

     

    2.

     

    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

    (see instructions)

    (a)     ¨

    (b)     x

     

     

    3.

     

    SEC USE ONLY

     

     

    4.

     

    CITIZENSHIP OR PLACE OF ORGANIZATION

     

    Delaware

    NUMBER OF
    SHARES
    BENEFICIALLY
    OWNED BY
    EACH
    REPORTING
    PERSON
    WITH

     

    5.

     

    SOLE VOTING POWER

    0

     

    6.

     

    SHARED VOTING POWER

    0

     

    7.

     

    SOLE DISPOSITIVE POWER

    0

     

    8.

     

    SHARED DISPOSITIVE POWER

    0

     

    9.

     

    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

    0

     

    10.

     

    CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

    (SEE INSTRUCTIONS)

    ¨ 

     

     

    11.

     

    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

     

    0.00%

     

    12.

     

    TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

     

    HC, OO

           

     

     

     

     

    1.

     

    NAME OF REPORTING PERSONS

     

    Steven B. Katznelson

     

    2.

     

    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

    (see instructions)

    (a)     ¨

    (b)     x

     

     

    3.

     

    SEC USE ONLY

     

     

    4.

     

    CITIZENSHIP OR PLACE OF ORGANIZATION

     

    Canada, United States of America and the United Kingdom

    NUMBER OF
    SHARES
    BENEFICIALLY
    OWNED BY
    EACH
    REPORTING
    PERSON
    WITH

     

    5.

     

    SOLE VOTING POWER

    0

     

    6.

     

    SHARED VOTING POWER

    0

     

    7.

     

    SOLE DISPOSITIVE POWER

    0

     

    8.

     

    SHARED DISPOSITIVE POWER

    0

     

    9.

     

    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

    0

     

    10.

     

    CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

    (SEE INSTRUCTIONS)

    ¨ 

     

     

    11.

     

    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

     

    0.00%

     

    12.

     

    TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

     

    HC, IN

           

     

     

     

     

    1.

     

    NAME OF REPORTING PERSONS

     

    Christopher Hinkel

     

    2.

     

    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

    (see instructions)

    (a)     ¨

    (b)     x

     

     

    3.

     

    SEC USE ONLY

     

     

    4.

     

    CITIZENSHIP OR PLACE OF ORGANIZATION

     

    United States of America

    NUMBER OF
    SHARES
    BENEFICIALLY
    OWNED BY
    EACH
    REPORTING
    PERSON
    WITH

     

    5.

     

    SOLE VOTING POWER

    0

     

    6.

     

    SHARED VOTING POWER

    0

     

    7.

     

    SOLE DISPOSITIVE POWER

    0

     

    8.

     

    SHARED DISPOSITIVE POWER

    0

     

    9.

     

    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

    0

     

    10.

     

    CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

    (SEE INSTRUCTIONS)

    ¨ 

     

     

    11.

     

    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

     

    0.00%

     

    12.

     

    TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

     

    HC, IN

           

     

     

     

     

    1.

     

    NAME OF REPORTING PERSONS

     

    Radcliffe SPAC Master Fund, L.P.

     

    2.

     

    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

    (see instructions)

    (a)     ¨

    (b)     x

     

     

    3.

     

    SEC USE ONLY

     

     

    4.

     

    CITIZENSHIP OR PLACE OF ORGANIZATION

     

    Cayman Islands

    NUMBER OF
    SHARES
    BENEFICIALLY
    OWNED BY
    EACH
    REPORTING
    PERSON
    WITH

     

    5.

     

    SOLE VOTING POWER

    0

     

    6.

     

    SHARED VOTING POWER

    0

     

    7.

     

    SOLE DISPOSITIVE POWER

    0

     

    8.

     

    SHARED DISPOSITIVE POWER

    0

     

    9.

     

    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

    0

     

    10.

     

    CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

    (SEE INSTRUCTIONS)

    ¨ 

     

     

    11.

     

    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

     

    0.00%

     

    12.

     

    TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

     

    OO, PN

           

     

     

     

     

    1.

     

    NAME OF REPORTING PERSONS

     

    Radcliffe SPAC GP, LLC

     

    2.

     

    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

    (see instructions)

    (a)     ¨

    (b)     x

     

     

    3.

     

    SEC USE ONLY

     

     

    4.

     

    CITIZENSHIP OR PLACE OF ORGANIZATION

     

    Delaware

    NUMBER OF
    SHARES
    BENEFICIALLY
    OWNED BY
    EACH
    REPORTING
    PERSON
    WITH

     

    5.

     

    SOLE VOTING POWER

    0

     

    6.

     

    SHARED VOTING POWER

    0

     

    7.

     

    SOLE DISPOSITIVE POWER

    0

     

    8.

     

    SHARED DISPOSITIVE POWER

    0

     

    9.

     

    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

    0

     

    10.

     

    CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

    (SEE INSTRUCTIONS)

    ¨ 

     

     

    11.

     

    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

     

    0.00%

     

    12.

     

    TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

     

    HC, OO

           

     

     

     

    Item 1(a).

    Name of Issuer:

    iCoreConnect Inc. (f/k/a FG Merger Corp.)

     

    Item 1(b).

    Address of Issuer’s Principal Executive Offices:

    105 S. Maple Street

    Itasca, Illinois 60143

       
    Item 2(a). Name of Person Filing:
     

    Radcliffe Capital Management, L.P.

    RGC Management Company, LLC

    Steven B. Katznelson

    Christopher Hinkel

    Radcliffe SPAC Master Fund, L.P.

    Radcliffe SPAC GP, LLC

     

    Item 2(b). Address of Principal Business Office or, if none, Residence:
     

    50 Monument Road, Suite 300

    Bala Cynwyd, PA 19004

     

    Item 2(c). Citizenship:
     

    Radcliffe Capital Management, L.P. – Delaware, United States of America

    RGC Management Company, LLC – Delaware, United States of America

    Steven B. Katznelson – Canada, United States of America and the United Kingdom

    Christopher Hinkel – United States of America

    Radcliffe SPAC Master Fund, L.P. – Cayman Islands

    Radcliffe SPAC GP, LLC – Delaware, United States of America

     

    Item 2(d). Title of Class of Securities:
     

    Common Stock, par value $0.0001 per share

       
    Item 2(e). CUSIP Number:
     

    30324Y200**

       
      **The CUSIP number for the issuer’s units is listed above.
       
    Item 3. If this statement is filed pursuant to §§ 240.13d-1(b), or 240.13d-2(b) or (c), check whether the person filing is a:
       
      (a) ¨ Broker or dealer registered under Section 15 of the Act (15 U.S.C. 78o);
           
      (b) ¨ Bank as defined in Section 3(a)(6) of the Act (15 U.S.C. 78c);
           
      (c) ¨ Insurance company as defined in Section 3(a)(19) of the Act (15 U.S.C. 78c);
           
      (d) ¨ Investment company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
           
      (e) ¨ An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
           
      (f) ¨ An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
           
      (g) ¨ A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
           
      (h) ¨ A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
           
      (i) ¨ A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act (15 U.S.C. 80a-3);

     

     

     

     

      (j) ¨ A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J);
           
      (k) ¨ Group, in accordance with § 240.13d-1(b)(1)(ii)(K).

     

    If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution: ____________.

     

    Item 4. Ownership:
      Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.
      (a)

    Amount beneficially owned:

     

    0 shares deemed beneficially owned by Radcliffe Capital Management, L.P.

    0 shares deemed beneficially owned by RGC Management Company, LLC

    0 shares deemed beneficially owned by Steven B. Katznelson

    0 shares deemed beneficially owned by Christopher Hinkel

    0 shares deemed beneficially owned by Radcliffe SPAC Master Fund, L.P.

    0 shares deemed beneficially owned by Radcliffe SPAC GP, LLC

     

      (b)

    Percent of class:

     

    0.00% shares deemed beneficially owned by Radcliffe Capital Management, L.P.

    0.00% shares deemed beneficially owned by RGC Management Company, LLC

    0.00% shares deemed beneficially owned by Steven B. Katznelson

    0.00% shares deemed beneficially owned by Christopher Hinkel

    0.00% shares deemed beneficially owned by Radcliffe SPAC Master Fund, L.P.

    0.00% shares deemed beneficially owned by Radcliffe SPAC GP, LLC 

     

      (c) Number of shares as to which Radcliffe Capital Management, L.P. has:
        (i) Sole power to vote or to direct the vote: 0
        (ii) Shared power to vote or to direct the vote: 0
        (iii) Sole power to dispose or to direct the disposition of: 0
        (iv) Shared power to dispose or to direct the disposition of: 0
        Number of shares as to which RGC Management Company, LLC has:
        (i) Sole power to vote or to direct the vote: 0
        (ii) Shared power to vote or to direct the vote: 0
        (iii) Sole power to dispose or to direct the disposition of: 0
        (iv) Shared power to dispose or to direct the disposition of: 0

     

     

     

     

        Number of shares as to which Steven B. Katznelson has:
        (i) Sole power to vote or to direct the vote: 0
        (ii) Shared power to vote or to direct the vote: 0
        (iii) Sole power to dispose or to direct the disposition of: 0
        (iv) Shared power to dispose or to direct the disposition of: 0
        Number of shares as to which Christopher Hinkel has:
        (i) Sole power to vote or to direct the vote: 0
        (ii) Shared power to vote or to direct the vote: 0
        (iii) Sole power to dispose or to direct the disposition of: 0
        (iv) Shared power to dispose or to direct the disposition of: 0
        Number of shares as to which Radcliffe SPAC Master Fund, L.P. has:
        (i) Sole power to vote or to direct the vote: 0
        (ii) Shared power to vote or to direct the vote: 0
        (iii) Sole power to dispose or to direct the disposition of: 0
        (iv) Shared power to dispose or to direct the disposition of: 0
        Number of shares as to which Radcliffe SPAC GP, LLC has:
        (i) Sole power to vote or to direct the vote: 0
        (ii) Shared power to vote or to direct the vote: 0
        (iii) Sole power to dispose or to direct the disposition of: 0
        (iv) Shared power to dispose or to direct the disposition of: 0
           
    Item 5. Ownership of Five Percent or Less of a Class:
      If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than 5 percent of the class of securities, check the following. x
       
    Item 6. Ownership of More Than Five Percent on Behalf of Another Person:
      Not Applicable.

     

     

     

     

    Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company:
      See Exhibit B attached hereto.
       
    Item 8. Identification and Classification of Members of the Group:
      Not applicable
       
    Item 9. Notice of Dissolution of Group:
      Not applicable
       
    Item 10. Certifications:
      By signing below, I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

     

     

     

     

    SIGNATURE

     

    After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

     

     

    February 14, 2024

      (Date)
       
    Radcliffe Capital Management, L.P. /s/ Steven B. Katznelson
    By RGC Management Company, LLC, Signature
    its General Partner*  
      Steven B. Katznelson
      Managing Member
       
    RGC Management Company, LLC* /s/ Steven B. Katznelson
      Signature
       
      Steven B. Katznelson
      Managing Member
       
    Steven B. Katznelson* /s/ Steven B. Katznelson
      Signature
       
    Christopher Hinkel* /s/Christopher L. Hinkel
      Signature
       
    Radcliffe SPAC Master Fund, L.P. /s/ Steven B. Katznelson
    By Radcliffe SPAC GP, LLC, Signature
    its General Partner*  
      Steven B. Katznelson
      Managing Member
       
    Radcliffe SPAC GP, LLC* /s/ Steven B. Katznelson
      Signature
       
      Steven B. Katznelson
      Managing Member

     

    *The Reporting Person specifically disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein.

     

     

     

     

    The original statement shall be signed by each person on whose behalf the statement is filed or his authorized representative. If the statement is signed on behalf of a person by his authorized representative other than an executive officer or general partner of the filing person, evidence of the representative’s authority to sign on behalf of such person shall be filed with the statement, Provided, however, that a power of attorney for this purpose which is already on file with the Commission may be incorporated by reference. The name and any title of each person who signs the statement shall be typed or printed beneath his signature.

     

    Attention: Intentional misstatements or omissions of fact constitute Federal criminal violations

    (see 18 U.S.C. 1001).

     

     

     

     

    Exhibit A

     

    Agreement

     

    The undersigned agree that this Schedule 13G dated February 14, 2024 to the Common Stock, par value $0.0001 per share of iCoreConnect Inc. (f/k/a FG Merger Corp.) shall be filed on behalf of the undersigned.

     

     

    February 14, 2024

      (Date)
       
    Radcliffe Capital Management, L.P. /s/ Steven B. Katznelson
    By RGC Management Company, LLC, Signature
    Its General Partner  
      Steven B. Katznelson
      Managing Member
       
    RGC Management Company, LLC /s/ Steven B. Katznelson
      Signature
       
      Steven B. Katznelson
      Managing Member
       
    Steven B. Katznelson /s/ Steven B. Katznelson
      Signature
       
    Christopher Hinkel /s/Christopher L. Hinkel
      Signature
       
    Radcliffe SPAC Master Fund, L.P. /s/ Steven B. Katznelson
    By Radcliffe SPAC GP, LLC, Signature
    its General Partner  
      Steven B. Katznelson
      Managing Member
       
    Radcliffe SPAC GP, LLC /s/ Steven B. Katznelson
      Signature
       
      Steven B. Katznelson
      Managing Member

     

     

     

     

    Exhibit B

     

    Radcliffe Capital Management, L.P. is the relevant entity for which RGC Management Company, LLC, Steven B. Katznelson and Christopher Hinkel may be considered control persons. Radcliffe SPAC Master Fund, L.P. is the relevant entity for which Radcliffe SPAC GP, LLC, Steven B. Katznelson and Christopher Hinkel may be considered control persons.

     

     

     

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      CHARLOTTE, N.C., May 12, 2023 (GLOBE NEWSWIRE) -- FG Group Holdings Inc. (NYSE:FGH) (the "Company" or "FG Group Holdings") today announced that the Company will issue its 2023 first quarter financial results after the market close on Monday, May 15, 2023. The Company's financial results and an accompanying slide presentation will be available on the Investor Relations page of the Company's website at https://fg.group/investor-relations/. A conference call to discuss the Company's 2023 first quarter financial results will be held on Wednesday, May 17, 2023 at 8:30 am Eastern Time. Interested parties can listen to the call via live webcast or by phone. To access the webcast, visit the Compa

      5/12/23 8:30:00 AM ET
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    • FG MERGER II CORP. REPORTS FIRST QUARTER 2025 INTERIM FINANCIAL RESULTS

      ITASCA, Ill., May 1, 2025 /PRNewswire/ -- On April 30, 2025 FG Merger II Corp. (the "Company") (NASDAQ:FGMC) reported its first quarter interim financial results as at and for the three months ended March 31, 2025. The value of the Company's trust account balance per share as of March 31, 2025, was approximately $10.14 per share. The Company expects the balance to increase as interest is earned. The Company is allowed to withdraw some of the interest for working capital; however such withdrawal can only be from interest earned and under no circumstances can the trust balance per share fall below the original deposit of $10.10 per share due to any withdrawal. About FG Merger II Corp. FG Merg

      5/1/25 4:42:00 PM ET
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    • FG Merger II Corp. Announces the Separate Trading of its Common Stock and Rights Commencing February 11, 2025

      ITASCA, Ill., Feb. 6, 2025 /PRNewswire/ -- FG Merger II Corp. (NASDAQ:FGMC) (the "Company") announced today that, commencing February 11, 2025, holders of the units sold in the Company's initial public offering completed on January 30, 2025 may elect to separately trade the shares of common stock (the "Common Stock") of the Company and the rights included in such units on The Nasdaq Global Market ("Nasdaq"). The Common Stock and rights that are separated will trade on Nasdaq under the symbols "FGMC" and "FGMCR," respectively. Those units not separated will continue to trade on Nasdaq under the symbol "FGMCU." Holders of units will need to have their brokers contact Continental Stock Transfe

      2/6/25 6:20:00 PM ET
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    • FG Merger II Corp. Prices $80,000,000 Initial Public Offering

      ITASCA, Ill., Jan. 28, 2025 /PRNewswire/ -- FG Merger II Corp., a newly organized blank check company formed as a Nevada corporation, today announced the pricing of its initial public offering ("IPO") of 8,000,000 units at an offering price of $10.00 per unit, with each unit consisting of one share of common stock and one right. Each right entitles the holder thereof to receive one-tenth (1/10) of a share of common stock upon the consummation of an initial business combination. The units are expected to trade on the Nasdaq Global Market ("NASDAQ") under the ticker symbol "FGMCU" beginning January 29, 2025. FG Merger II Corp. expects the IPO to close on January 30, 2025, subject to customary

      1/28/25 5:23:00 PM ET
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    • SEC Form SC 13G/A filed by FG Merger Corp. (Amendment)

      SC 13G/A - iCoreConnect Inc. (0001906133) (Subject)

      2/14/24 2:14:47 PM ET
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    • SEC Form SC 13G/A filed by FG Merger Corp. (Amendment)

      SC 13G/A - iCoreConnect Inc. (0001906133) (Subject)

      2/14/24 9:12:34 AM ET
      $FGMC
    • SEC Form SC 13G filed by FG Merger Corp.

      SC 13G - iCoreConnect Inc. (0001906133) (Subject)

      2/9/24 4:06:58 PM ET
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