Summary of Hudson Global and STAR Equity Holdings Merger Announcement Conference Call Industry and Companies Involved - **Companies**: Hudson Global and STAR Equity Holdings - **Industry**: Staffing and Recruitment Services Core Points and Arguments 1. **Merger Announcement**: Hudson and STAR signed a definitive merger agreement to form a new company, NewCo, through a stock-for-stock transaction where STAR shareholders will receive 0.23 shares of Hudson for each STAR share held [4][5] 2. **Ownership Structure**: Post-merger, Hudson shareholders will own approximately 79% of NewCo, while STAR shareholders will own about 21% [5] 3. **Financial Projections**: NewCo is expected to have pro forma annualized revenue exceeding $200 million and aims for annualized cost savings of at least $2 million within 12 months of the merger [6] 4. **Growth Goals**: NewCo targets reaching $40 million in adjusted EBITDA by February 2030, based solely on organic growth [7] 5. **Operational Segments**: NewCo will consist of four reporting segments: Building Solutions, Business Services, Energy Services, and Investments [7] 6. **Market Capitalization Benefits**: The merger is expected to improve stock trading liquidity and market capitalization, facilitating a potential addition to the Russell 2000 Index [6] 7. **NOL Utilization**: NewCo will better utilize Hudson's substantial federal net operating losses (NOL) compared to Hudson operating independently [7][17] Additional Important Content 1. **Cost Savings**: The merger is anticipated to eliminate duplicative costs associated with being a public company, potentially leading to greater cost savings than initially projected [14][15] 2. **Acquisition Strategy**: STAR's strategy focuses on acquiring businesses to complement existing platforms and establish new growth avenues, with a history of successful acquisitions [9][38] 3. **Operational Continuity**: Hudson RPO will maintain its day-to-day operations without disruption, focusing on customer service and growth orientation [11][20] 4. **Shareholder Approval**: A majority vote from both companies' shareholders is required for the merger to proceed, with a timeline expected in Q3 2025 [22][28] 5. **Dividends**: STAR's preferred stock will continue to pay dividends post-merger, with no changes expected for preferred shareholders [59][60] 6. **Market Dynamics**: The merger aims to address the challenges of being a microcap company, which often leads to illiquidity and undervaluation in the market [55] This summary encapsulates the key points discussed during the conference call, highlighting the strategic rationale behind the merger, financial expectations, and operational plans for the newly formed entity.