Once all repurchases are completed, pro forma subordinated
debt as of December 31, 2022 would be
$11.4 million and pro forma deferred
interest payable would be zero
CHICAGO , March 20,
2023 /CNW/ - Kingsway Financial Services Inc. (NYSE:
KFS) ("Kingsway" or the "Company") today announced it has
repurchased nearly all of its trust preferred debt that it has
under option, retiring $74.6 million
of principal and $21 million of
deferred interest, effectively paying 60.8
cents on the dollar for greater than a 20% IRR. The
remaining $0.9 million of principal
and $0.2 million of deferred interest
is expected to be completed in the coming days.
Once all repurchases are completed, total pro forma outstanding
debt as of December 31, 2022 would be
$45.7 million, which includes bank
loans of $34.3 million and
subordinated debt of $11.4
million.
"In just a few quarters we've gone from just under $300 million of total debt, down to approximately
$45.7 million," said John T. Fitzgerald, President and Chief
Executive Officer of Kingsway Financial Services. "Importantly, we
have accomplished this while selling only one cash-flow producing
operating company. In fact, operating income has increased to
$13.4 million in 2022 compared to
$4.2 million in 2018, while pro forma
adjusted EBITDA from our operating subsidiaries has increased
by a 36% CAGR over the same period going from $3.9 million to $13.5
million in 2022."
Reconciliations of GAAP to non-GAAP metrics are presented in the
attached schedules.
About the Company
Kingsway is a holding company that owns or controls subsidiaries
primarily in the extended warranty and business services
industries. The common shares of Kingsway are listed on the New
York Stock Exchange under the trading symbol "KFS."
The Company serves the extended warranty industry through its
operating
subsidiaries IWS ( iwsgroup.com ), Penn
Warranty ( pennwarranty.com ), Preferred
Warranties ( preferredwarranties.com )
and Trinity Warranty
Solutions ( trinitywarranty.com ).
The Company serves the business services industry through its
operating
subsidiaries CSuite ( csuitefinancialpartners.com ), Ravix ( ravixgroup.com )
and Secure Nursing
Service ( securenursing.com ).
Non U.S. GAAP Financial
Measure
The Company believes that non-GAAP adjusted EBITDA, when
presented in conjunction with comparable GAAP measures, provides
useful information about the Company's operating results and
enhances the overall ability to assess the Company's financial
performance. The Company uses non-GAAP adjusted EBITDA, together
with other measures of performance under GAAP, to compare the
relative performance of operations in planning, budgeting and
reviewing the performance of its business. Non-GAAP adjusted EBITDA
allow investors to make a more meaningful comparison between the
Company's core business operating results over different periods of
time. The Company believes that non-GAAP adjusted EBITDA, when
viewed with the Company's results under GAAP and the accompanying
reconciliations, provides useful information about the Company's
business without regard to potential distortions. By eliminating
potential differences in results of operations between periods
caused by the factors listed in the attached schedules, the Company
believes that non-GAAP adjusted EBITDA can provide useful
additional basis for comparing the current performance of the
underlying operations being evaluated. Investors should consider
this non-GAAP measure in addition to, not as a substitute for or as
superior to, financial reporting measures prepared in accordance
with GAAP. Investors are encouraged to review the Company's
financial results prepared in accordance with GAAP to understand
the Company's performance taking into account all relevant
factors.
Forward-Looking
Statements
This press release and/or Shareholder Letter may include
"forward-looking statements" within the meaning of Section 27A of
the Securities Act of 1933 and Section 21E of the Securities
Exchange Act of 1934 that are not historical facts, and involve
risks and uncertainties that could cause actual results to differ
materially from those expected and projected. Words such as
"expects," "believes," "anticipates," "intends," "estimates,"
"seeks" and variations and similar words and expressions are
intended to identify such forward-looking statements; however, the
absence of any such words does not mean that a statement is a not a
forward-looking statement. Such forward-looking statements relate
to future events or future performance, but reflect Kingsway
management's current beliefs, based on information currently
available. A number of factors could cause actual events,
performance or results to differ materially from the events,
performance and results discussed in the forward-looking
statements. For information identifying important factors that
could cause actual results to differ materially from those
anticipated in the forward-looking statements, please refer to the
section entitled "Risk Factors" in the Company's 2022 Annual Report
on Form 10-K and subsequent Form 10-Qs and Form 8-Ks filed with the
Securities and Exchange Commission. Except as expressly required by
applicable securities law, the Company disclaims any intention or
obligation to update or revise any forward-looking statements
whether as a result of new information, future events or
otherwise.
For Further Information:
Hayden
IR
James Carbonara
(646)-755-7412
james@haydenir.com
OR
Kingsway Financial Services Inc.
Kent Hansen , CFO
312-766-2163
khansen@kingsway-financial.com
Kingsway Financial Services Inc.
Reconciliation of Extended Warranty Segment Operating Income to
Non-GAAP Adjusted EBITDA
and Pro Forma Non-GAAP Adjusted EBITDA
(in thousands)
(UNAUDITED)
|
|
Twelve Months
Ended
|
|
|
12/31/2022
|
|
|
12/31/2018
|
GAAP Operating
Income for Extended
Warranty segment
|
|
$
|
9,879
|
|
|
$
|
4,215
|
|
|
|
|
|
|
|
|
Non-GAAP
Adjustments:
|
|
|
|
|
|
|
|
Investment income
(1)
|
|
|
510
|
|
|
|
466
|
Gain (loss) on sale of
core investments (2)
|
|
|
(45)
|
|
|
|
13
|
Depreciation
|
|
|
292
|
|
|
|
150
|
Total Non-GAAP
Adjustments
|
|
|
757
|
|
|
|
629
|
|
|
|
|
|
|
|
|
Non-GAAP adjusted
EBITDA for Extended
Warranty segment
|
|
$
|
10,636
|
|
|
$
|
4,844
|
PWSC operating
(income) loss (3)
|
|
|
(888)
|
|
|
|
(827)
|
PWSC depreciation
(3)
|
|
|
(44)
|
|
|
|
(79)
|
Pro forma Non-GAAP
adjusted EBITDA for
Extended Warranty segment
|
|
$
|
9,704
|
|
|
$
|
3,938
|
|
|
|
|
|
|
|
|
|
|
(1)
|
Investment income
arising as part of Extended Warranty segment's minimum holding
requirements
|
|
|
(2)
|
Realized Gains (losses)
resulting from investments held in trust as part of Extended
Warranty
segment's minimum holding requirements
|
|
|
(3)
|
Amounts relating to the
sale of PWSC (end of July 2022) in order to remove PWSC from all
periods
presented.
|
|
|
Kingsway Financial Services Inc.
Reconciliation of KSX Segment Operating Income to Non-GAAP Adjusted
EBITDA
(in thousands)
(UNAUDITED)
|
|
Twelve
Months
Ended
|
|
|
|
12/31/2022
|
|
GAAP Operating
Income for KSX segment
|
|
$
|
3,548
|
|
|
|
|
|
|
Non-GAAP
Adjustments:
|
|
|
|
|
Employee costs
(1)
|
|
|
235
|
|
Total Non-GAAP
Adjustments
|
|
|
235
|
|
|
|
|
|
|
Non-GAAP adjusted
EBITDA for KSX segment
|
|
$
|
3,783
|
|
|
|
|
|
|
(1)
|
Costs associated with
employees assisting during a transition period and are not expected
to be
replaced once transition period has ended (approximately one year
from acquisition date).
|
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SOURCE Kingsway Financial Services Inc.