Hudson Global, Star Complete Merger to Form Larger Holding Company.

• Hudson Global and Star Equity complete merger to form diversified holding company. • New company to leverage increased size, diversified revenue streams, and improved profitability. • Hudson Global common stock will continue to trade under "HSON" symbol. • Hudson Global 10% Series A Cumulative Perpetual Preferred Stock will trade under "HSONP" symbol.

Hudson Global (NASDAQ: HSON) and Star Equity Holdings have successfully completed their merger, creating a larger, diversified holding company. The newly formed entity will initially maintain Hudson Global's HSON ticker, with plans to change to STRR in the coming weeks. The merger involved exchanging Hudson Global common stock for Star Equity common stock and converting Star Equity preferred stock into Hudson Global's new 10% Series A Cumulative Perpetual Preferred Stock. The combined company reports pro-forma annualized revenues of $210 million and will operate across four segments: Building Solutions, Business Services (Hudson RPO), Energy Services, and Investments.

The merger enhances Hudson Global's potential to utilize its $240 million in U.S. federal net operating losses (NOLs), which could significantly reduce future tax obligations as the more diversified business generates profits. This strategic move positions the company for potential inclusion in the Russell 2000 index, providing access to a broader investor base.

Jeff Eberwein will serve as CEO, with Rick Coleman as COO, overseeing a seven-member board. The new corporate structure aims to leverage the combined company's size, diversified revenue streams, and improved profitability to deliver compelling returns to stockholders.

The completion of the transaction followed the satisfaction of all conditions to the Closing of the Merger, including stockholder approvals from both Hudson Global and Star. Former Star common stockholders received approximately 744,291 shares of Hudson Global common stock, while former Star preferred stockholders received approximately 2,690,637 shares of Hudson Global Series A preferred stock.

The merger creates a larger, multi-sector holding company with pro-forma annualized revenues of $210 million and greater revenue diversity. This strategic corporate restructuring transforms Hudson into a more diversified holding company with four distinct business segments, preserving the underlying business operations while gaining holding company efficiencies.

References:
[1] https://www.stocktitan.net/news/HSON/hudson-global-and-star-equity-holdings-announce-closing-of-wvfij81ozc05.html