Item 9.01 Financial Statements and Exhibits.

(a) Financial Statements of Business Acquired.

The audited combined financial statements of NCTIC as of December 31, 2020 and 2019 and for the years then ended, and the report of Thomas Howell Ferguson, P.A., independent auditor, thereon, are filed herewith as Exhibit 99.1 and incorporated herein by reference.

The unaudited combined financial statements of NCTIC as of June 30, 2021 and for the three and six months then ended as of June 30, 2021 are filed herewith as Exhibit 99.2, and incorporated herein by reference.

(b) Pro Forma Financial Information.

The unaudited pro forma condensed combined balance sheet of the Company, reflecting the acquisition of NCTIC as if it occurred on January 1, 2021 and the pro forma combined statement of operations of the Company for the fiscal year ended December 31, 2020 and for the subsequent interim six months ended June 30, 2021, are filed herewith as Exhibit 99.3 and incorporated herein by reference. Such unaudited pro forma condensed combined financial statements are not indicative of the operating results or financial position that actually would have been achieved if the acquisition had been in effect on the dates indicated of that may be achieved in future periods, and should be read in conjunction with the financial statements of the Company and NCTIC.

(c) Shell Company Transaction.

Not applicable.

(d) Exhibits



  2.1    Equity Purchase Agreement, dated as of April 20, 2021, by and among the
       Company by and among National Consumer Title Insurance Company, a Florida
       corporation, National Consumer Title Group LLC, a Florida limited liability
       company, Southern Fidelity Insurance Company, a Florida corporation,
       Southern Fidelity Managing Agency, LLC, a Florida limited liability
       company, and Preferred Managing Agency, LLC, a Florida limited liability
       company (incorporated by reference to Exhibit 10.1 of that Current Report
       on Form 8-K of the Company filed April 26, 2021 with the Securities and
       Exchange Commission (Commission File No. 0-14938).

  23.1   Consent of Thomas Howell Ferguson, P.A., independent auditor. (1)

  99.1   The audited financial statements of National Consumer Title Insurance
       Company as of December 31, 2020 and 2019 and for the years then ended.
       (1)

  99.2   The unaudited financial statements of National Consumer Title Insurance
       Company as of June 30, 2021 and for the three and six months then ended.
       (1)

  99.3   The unaudited pro forma combined balance sheet of HG Holdings, Inc.
       reflecting the acquisition of National Consumer Title Insurance Company as
       if it occurred on January 1, 2021, and the unaudited pro forma combined
       statement of operations for the year ended December 31, 2020 and the
       subsequent interim six months ended June 30, 2021. (1)

  104  Cover Page Interactive Data File (embedded within the Inline XBRL document)

--------------------------------------------------------------------------------


  (1) Filed herewith

--------------------------------------------------------------------------------

© Edgar Online, source Glimpses