The common stock of the combined company, which will operate as
ICCT shares on the OTC Market will be converted into shares of common stock in the combined company. Every 29.84 shares of iCore outstanding prior to the closing will receive one share of the combined company.
Since announcing the proposed business combination in
iCore continues to expect to achieve its previously stated fiscal year 2023 revenue forecast of approximately
Shares of FGMC common stock will be exchanged for convertible preferred stock of the combined company. The convertible preferred stock has a 12% coupon (payable in cash or paid-in-kind for the first 24 months after the close of the transaction and cash thereafter) and offers downside protection for the first 12 months after the close of the business combination (the conversion price will be reset based on the trading price of ICCT common stock after one year).
The Business Combination was approved by FGMC's stockholders at its special meeting held on
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About iCoreConnect
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Forward Looking Statements
Certain statements included in this communication are not historical facts but are forward-looking statements. Forward-looking statements generally are accompanied by words such as 'believe,' 'may,' 'will,' 'estimate,' 'continue,' 'anticipate,' 'intend,' 'expect,' 'should,' 'would,' 'plan,' 'future,' 'outlook,' and similar expressions that predict or indicate future events or trends or that are not statements of historical matters, but the absence of these words does not mean that a statement is not forward-looking. These forward-looking statements include, but are not limited to, statements regarding estimates and forecasts of other performance metrics and projections of market opportunity. These statements are based on various assumptions, whether or not identified in this communication and on the current expectations of FGMC's and iCoreConnect's respective management and are not predictions of actual performance. These forward-looking statements are provided for illustrative purposes only and are not intended to serve as, and must not be relied on by any investor as, a guarantee, an assurance, a prediction or a definitive statement of fact or probability. Actual events and circumstances are difficult or impossible to predict and will differ from assumptions. Many actual events and circumstances are beyond the control of FGMC and iCoreConnect. Some important factors that could cause actual results to differ materially from those in any forward-looking statements could include changes in domestic and foreign business, market, financial, political and legal conditions.
If any of these risks materialize or our assumptions prove incorrect, actual results could differ materially from the results implied by these forward-looking statements. There may be additional risks that FGMC and iCoreConnect do not presently know, or that FGMC and iCoreConnect currently believe are immaterial that could also cause actual results to differ from those contained in the forward-looking statements. In addition, forward-looking statements reflect FGMC's and iCoreConnect's current expectations, plans and forecasts of future events and views as of the date hereof. Nothing in this communication should be regarded as a representation by any person that the forward-looking statements set forth herein will be achieved or that any of the contemplated results of such forward-looking statements will be achieved. You should not place undue reliance on forward-looking statements in this communication, which speak only as of the date they are made and are qualified in their entirety by reference to the cautionary statements herein and the risk factors of FGMC and iCoreConnect described in the joint preliminary proxy statement and a preliminary prospectus contained in the Form S-4 registration statement that FGMC and iCoreConnect filed with the
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