ITASCA, Ill., May 12, 2021 /CNW/ - (NYSE: KFS) Kingsway Financial Services Inc. ("Kingsway" or the "Company") today announced its operating results for the three months ended March 31, 2021, which includes the following highlights:

  • Net income was $0.9 million for the three months ended March 31, 2021, compared to a net loss of ($0.4) million for the same period in 2020;
  • Non-GAAP adjusted income was $4.3 million for the three months ended March 31, 2021, compared to Non-GAAP adjusted loss of ($1.1) million for the same period in 2020;
  • Extended Warranty operating income increased to $5.3 million for the three months ended March 31, 2021 compared to $0.9 million for the same period in 2020, while non-GAAP adjusted EBITDA increased to $5.4 million for the three months ended March 31, 2021, compared to $1.2 million for  the same period for 2019.
  • The results above are inclusive of a benefit from loan forgiveness under the Paycheck Protection Program ("PPP"), as described more fully below.

"The three months ended March 31, 2021 include a full quarter of PWI results for the first time since we acquired it in December 2020," said JT Fitzgerald, Kingsway CEO.  He continued, "while early, we are very pleased with the results Edmund and his leadership team have delivered to date.  We are also pleased with the solid results delivered by Kingsway's other extended warranty businesses as they continued to navigate an uncertain environment."

Non-GAAP Adjusted (Loss) Income

For the three months ended March 31, 2021, non-GAAP adjusted (loss) income improved from a loss of ($1.1) million in 2020 to income of $4.3 million in 2021.  Included in 2021 is a benefit from the PPP loan forgiveness of $2.5 million and three months of PWI results.

Reconciliations of net (loss) income to non-GAAP adjusted (loss) income are presented in the attached schedules.

Extended Warranty

The Extended Warranty service fee and commission revenue increased 66% (or $7.4 million) to $18.6 million for the three months ended March 31, 2021 compared with $11.2 million for the three months ended March 31, 2020.  The increase is primarily due to the inclusion of PWI ($7.4 million) for the first quarter of 2021 following its acquisition effective December 1, 2020. 

The Extended Warranty operating income was $5.3 million for the three months ended March 31, 2021 compared with $0.9 million for the three months ended March 31, 2020.  The increase in operating income is primarily due to the following:

  • $2.2 million of PPP loan forgiveness related to Extended Warranty companies included in 2021;
  • $1.1 million due to the inclusion of PWI in 2021 following its acquisition effective December 1, 2020;
  • A $0.4 million increase at IWS to $0.8 million for the three months ended March 31, 2021, primarily due to a decrease in claims authorized on vehicle service agreements and lower general and administrative expenses that was partially offset by a slight decrease in revenue; 
  • A $0.3 million increase at Trinity to $0.3 million for the three months ended March 31, 2021, driven by increased revenues in its equipment breakdown and maintenance support services, as well as increased margin on the extended warranty services product, partially offset by a related increase in cost of services sold, compared to the same period in 2020;
  • A $0.2 million increase at Geminus for the three months ended March 31, 2021 to $0.5 million, primarily due to lower general and administrative expenses that was partially offset by a slight decrease in revenue compared with the three months ended March 31, 2020; and
  • A $0.2 million increase at PWSC to $0.4 million for the three months ended March 31, 2021, primarily due to a slight increase in revenue and lower general and administrative expenses.

Extended Warranty Non-GAAP adjusted EBITDA increased by $4.2 million to $5.4 million for the three months ended March 31, 2021, compared with $1.2 million for the same period in 2020, primarily due to the increase in Extended Warranty operating income as explained above. 

Reconciliations of operating income to Extended Warranty Non-GAAP adjusted EBITDA are presented in the attached schedules.

Leased Real Estate

The Leased Real Estate contractually-fixed rental income was $3.3 million for the three months ended March 31, 2021 and 2020. 

Leased Real Estate operating income was $1.3 million for the three months ended March 31, 2021 compared with $0.6 million for the three months ended March 31, 2020.  The increase was primarily due to a $0.6 million benefit recorded in 2021 related to the finalization of management fees and legal expenses associated with the settlement of CMC litigation.  Leased Real Estate operating income includes interest expense of $1.5 million for each of the quarters ended March 31, 2021 and March 31, 2020.  See Note 27, "Commitments and Contingent Liabilities", to our 2020 Annual Report on Form 10-K, for further information on the settlement.

About the Company

Kingsway is a holding company that owns or controls subsidiaries primarily in the extended warranty, asset management and real estate industries. The common shares of Kingsway are listed on the New York Stock Exchange under the trading symbol "KFS."

Non U.S. GAAP Financial Measure

Company's operating results and enhances the overall ability to assess the Company's financial performance. The Company uses non-GAAP adjusted net earnings (loss) and 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 net earnings (loss) and 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 net earnings (loss) and non-GAAP adjusted EBITDA, when viewed with the Company's results under GAAP and the accompanying reconciliations, provide 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 net earnings (loss) and non-GAAP adjusted EBITDA can provide useful additional basis for comparing the current performance of the underlying operations being evaluated.  Investors should consider these non GAAP measures 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 includes "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, including as a result of the COVID 19 pandemic. 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 2020 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.

Additional Information

Additional information about Kingsway, including a copy of its Annual Reports can be accessed on the EDGAR section of the U.S. Securities and Exchange Commission's website at www.sec.gov, on the Canadian Securities Administrators' website at www.sedar.com, or through the Company's website at www.kingsway-financial.com.


Kingsway Financial Services Inc.
Consolidated Balance Sheets
(in thousands, except share data)




March 31, 2021


December 31, 2020



(unaudited)



Assets





Investments:





     Fixed maturities, at fair value (amortized cost of $19,699 and $20,488, respectively)


$

19,864



$

20,716


     Equity investments, at fair value (cost of $1,147 and $1,157, respectively)


270



444


     Limited liability investments


3,683



3,692


     Limited liability investments, at fair value


19,654



32,811


     Investments in private companies, at adjusted cost


790



790


     Real estate investments, at fair value (cost of $10,225 and $10,225, respectively)


10,662



10,662


     Other investments, at cost which approximates fair value


299



294


     Short-term investments, at cost which approximates fair value


157



157


Total investments


55,379



69,566


Cash and cash equivalents


15,489



14,374


Restricted cash


29,542



30,571


Accrued investment income


800



757


Service fee receivable, net of allowance for doubtful accounts of $289 and $478, respectively


4,963



3,928


Other receivables, net of allowance for doubtful accounts of $201 and $201, respectively


18,187



16,323


Deferred acquisition costs, net


8,843



8,835


Property and equipment, net of accumulated depreciation of $25,492 and $24,441, respectively


94,192



95,015


Right-of-use asset


2,760



2,960


Goodwill


121,286



121,130


Intangible assets, net of accumulated amortization of $15,930 and $15,433, respectively


83,636



84,133


Other assets


4,744



4,882


Total Assets


$

439,821



$

452,474


Liabilities and Shareholders' Equity





Liabilities:





Accrued expenses and other liabilities


$

42,716



$

42,502


Income taxes payable


3,143



2,859


Deferred service fees


86,871



87,945


Unpaid loss and loss adjustment expenses


1,414



1,449


Bank loan


24,089



25,303


Notes payable


179,271



192,057


Subordinated debt, at fair value


53,668



50,928


Lease liability


3,008



3,213


Net deferred income tax liabilities


27,037



27,555


Total Liabilities


421,217



433,811







Redeemable Class A preferred stock, no par value; 1,000,000 and 1,000,000 authorized at March 31, 2021
and December 31, 2020, respectively; 182,876 and 182,876 issued and outstanding at March 31, 2021 and
December 31, 2020, respectively; redemption amount of $6,742 and $6,658 at March 31, 2021 and
December 31, 2020, respectively


6,742



6,504







Shareholders' Equity:





Common stock, no par value; 50,000,000 and 50,000,000 authorized at March 31, 2021 and December 31,
2020, respectively; 22,365,631 and 22,211,069 issued and outstanding at March 31, 2021 and December
31, 2020, respectively





Additional paid-in capital


355,999



355,242


Treasury stock, at cost; 247,450 and 247,450 outstanding at March 31, 2021 and December 31, 2020, respectively


(492)



(492)


Accumulated deficit


(394,167)



(394,807)


Accumulated other comprehensive income


36,279



38,059


Shareholders' equity attributable to common shareholders


(2,381)



(1,998)


Noncontrolling interests in consolidated subsidiaries


14,243



14,157


Total Shareholders' Equity


11,862



12,159


Total Liabilities, Class A preferred stock and Shareholders' Equity


$

439,821



$

452,474


Kingsway Financial Services Inc.
Consolidated Statements of Operations
(in thousands, except per share data)
(Unaudited)



Three months ended March 31,



2021


2020

Revenues:










Service fee and commission revenue


$

18,574



$

11,186


Rental revenue


3,341



3,341


Other revenue


105



142


Total revenues


22,020



14,669


Operating expenses:





Claims authorized on vehicle service agreements


4,667



2,380


Loss and loss adjustment expenses


8



13


Commissions


1,504



1,303


Cost of services sold


980



403


General and administrative expenses


12,466



10,693


Leased real estate segment interest expense


1,468



1,499


Total operating expenses


21,093



16,291


Operating income (loss)


927



(1,622)


Other revenues (expenses), net:





Net investment income


421



719


Net realized gains


51



208


Loss on change in fair value of equity investments


(151)



(597)


(Loss) gain on change in fair value of limited liability investments, at fair value


(202)



1,899


Net change in unrealized loss on private company investments




(670)


Other-than-temporary impairment loss




(117)


Non-operating other revenue


2



39


Interest expense not allocated to segments


(1,552)



(2,153)


Amortization of intangible assets


(497)



(574)


(Loss) gain on change in fair value of debt


(1,019)



2,645


Gain on extinguishment of debt


2,494




Total other (expenses) revenues, net


(453)



1,399


Income (loss) before income tax (benefit) expense


474



(223)


Income tax (benefit) expense


(425)



170


Net income (loss)


899



(393)


Less: net income attributable to noncontrolling interests in consolidated subsidiaries


259



721


Less: dividends on preferred stock


238



377


Net income (loss) attributable to common shareholders


$

402



$

(1,491)


Earnings (loss) per share – net income (loss) attributable to common shareholders:





Basic:


$

0.02



$

(0.07)


Diluted:


$

0.02



$

(0.07)


Weighted-average shares outstanding (in '000s):





Basic:


22,218



22,069


Diluted:


22,219



22,069


Kingsway Financial Services Inc.
Consolidated Statements of Cash Flows
(in thousands)
(Unaudited)







Three months ended March 31,



2021


2020

Cash provided by (used in):





Operating activities:





Net income (loss)


$

899



$

(393)


Adjustments to reconcile net income (loss) to net cash (used in) provided by operating activities:





Equity in net loss (income) of limited liability investments


9



(23)


Depreciation and amortization expense


1,548



1,667


Stock-based compensation expense (benefit), net of forfeitures


1,699



(38)


Net realized gains


(51)



(208)


Loss on change in fair value of equity investments


151



597


Loss (gain) on change in fair value of limited liability investments, at fair value


202



(1,899)


Net change in unrealized loss on private company investments




670


Loss (gain) on change in fair value of debt


1,019



(2,645)


Deferred income taxes


(518)



131


Other-than-temporary impairment loss




117


Amortization of fixed maturities premiums and discounts


44



31


Amortization of note payable premium


(218)



(225)


Gain on extinguishment of debt


(2,494)




Changes in operating assets and liabilities:





Service fee receivable, net


(1,035)



138


Other receivables, net,


(1,864)



2,274


Deferred acquisition costs, net


(8)



(140)


Unpaid loss and loss adjustment expenses


(35)



(83)


Deferred service fees


(1,074)



(33)


Other, net


(143)



675


Net cash (used in) provided by operating activities


(1,869)



613


Investing activities:





Proceeds from sales and maturities of fixed maturities


1,970



8,646


Proceeds from sales of equity investments


23




Purchases of fixed maturities


(1,214)



(1,549)


Net proceeds from limited liability investments




87


Net proceeds from limited liability investments, at fair value


12,977



77


Net proceeds from investments in private companies


17



60


Net (purchases of) proceeds from other investments


(5)



52


Net purchases of from short-term investments




(1)


Acquisition of business, net of cash acquired


(50)




Net purchases of property and equipment


(228)



(40)


Net cash provided by investing activities


13,490



7,332


Financing activities:





Distributions to noncontrolling interest holders


(169)



(43)


Taxes paid related to net share settlements of restricted stock awards


(38)



(83)


Principal payments on bank loan


(1,235)



(562)


Principal payments on notes payable


(10,093)



(991)


Net cash used in financing activities


(11,535)



(1,679)


Net increase in cash and cash equivalents and restricted cash


86



6,266


Cash and cash equivalents and restricted cash at beginning of period


44,945



25,661


Cash and cash equivalents and restricted cash at end of period


$

45,031



$

31,927


Kingsway Financial Services Inc.
Reconciliation of GAAP Net Loss to Non-GAAP Adjusted Loss
(in thousands)
(UNAUDITED)


Twelve Months Ended




For the Three Months Ended




3/31/21


 

3/31/21


 

12/31/20


 

9/30/20


6/30/20

GAAP Net (Loss) Income

$    (4,123)


$     899


$     (2,478)


$     (1,124)


$     (1,421)











Non-GAAP Adjustments:










(Gain) Loss on sale of non-core investments (1)

(359)


(22)


(425)


88


-

Change in fair value of investments (2)

(3,583)


353


(2,193)


(1,377)


(366)

Change in fair value of debt (3)

2,491


1,019


767


503


202

Litigation expenses (5)

1,895


344


997


535


19

Acquisition and disposition related expenses (6)

377


-


238


139


-

Employee termination and recruiting expenses (7)

216


160


-


11


46

Stock-based compensation expense (8)

3,063


1,699


1,106


127


131

Net loss from discontinued operations, net of taxes (9)

(6)


-


-


-


(6)

Extraordinary audit and audit-related expenses (10)

381


-


-


76


305

Loss on extinguishment of debt (11)

851


-


851


-


-

CMC Settlement (12)

958


(645)


1,603


-


-

Amortization expense

2,214


497


572


572


573

Total Non-GAAP Adjustments

8,499


3,405


3,516


674


904











 Non-GAAP Adjusted (Loss) Income (14)

$     4,376


$       4,304


$       1,038


$       (450)


$   (517)










 

Twelve Months Ended




 

For the Three Months Ended




3/31/20


 

3/31/20


 

12/31/19


 

9/30/19


6/30/19

GAAP Net Loss

$    (7,895)


$     (393)


$     (3,098)


$     (4,006)


$     (398)











Non-GAAP Adjustments:










(Gain) Loss on sale of non-core investments (1)

(585)


(147)


(32)


(1,004)


598

Change in fair value of investments (2)

(983)


(632)


(1,803)


3,736


(2,284)

Change in fair value of debt (3)

(3,121)


(2,645)


1,052


(610)


(918)

Equity in net (gain) loss of investee (4)

(202)


-


(127)


126


(201)

Redomestication expenses (13)

41


-


-


-


41

Litigation expenses (5)

1,434


1,141


124


65


104

Acquisition and disposition related expenses (6)

64


35


-


23


6

Employee termination and recruiting expenses (7)

1,158


295


715


63


85

Stock-based compensation expense (8)

604


171


145


145


143

Net loss from discontinued operations, net of taxes (9)

1,544


-


1,544


-


-

Extraordinary audit and audit-related expenses (10)

1,276


390


149


359


378

Impairment of assets

117


117


-


-


-

Amortization expense

2,600


573


676


675


676

Total Non-GAAP Adjustments

3,947


(702)


2,443


3,578


(1,372)











 Non-GAAP Adjusted Loss

$     (3,948)


$       (1,095)


$       (655)


$       (428)


$   (1,770)



(1)

Represents realized gains and losses on the Company's non-core investments.

 

(2)

The Company has investments in several entities that are not essential to the ongoing operations and strategy of the Company. The investments are recorded at fair value and changes to fair value are recorded as unrealized
gains or losses.


Twelve Months
Ended


For the Three Months Ended



3/31/21


 

3/31/21


 

12/31/20


9/30/20


6/30/20


(Gain) loss on change in fair value of limited liability investments,
at fair value

$    (1,945)


$         202


$       (1,995)


$     (274)


$     123


Net change in unrealized (gain) loss on private company
investments

74


-


-


74


-


(Gain) loss on change in fair value of equity securities

(1,713)


151


(198)


(1,177)


(489)


Total

$    (3,583)


$       353


$       (2,193)


$      (1,377)


$     (366)














Twelve Months
Ended


For the Three Months Ended



3/31/20


 

3/31/20


 

12/31/19


9/30/19


6/30/19


(Gain) loss on change in fair value of limited liability investments,
at fair value

$    (2,109)


$         (1,899)


$       (1,219)


$     3,356


$     (2,347)


Net change in unrealized (gain) loss on private company
investments

1,013


670


-


343


-


(Gain) loss on change in fair value of equity securities

113


597


(584)


37


63


Total

$    (983)


$       (632)


$       (1,803)


$         3,736


$      (2,284)




(3)

The Company records its subordinated debt at fair value and changes to fair value (net of the portion of the change attributable to instrument-specific credit risk) are recorded as unrealized gains or losses.

(4)

Represents the Company's investment in the common stock of Itasca Capital Ltd. ("ICL"). The Company fully disposed of its investment in ICL during Q4 2019.

(5)

Legal expenses associated with the Company's defense against significant litigation matters.

(6)

Expenses related to legal, accounting and other expenses associated with completed and contemplated acquisitions and disposals.

(7)

Includes charges relating to severance and consulting agreements pertaining to former key employees. 2019 also includes key employee recruiting expenses.

(8)

Non-cash expense arising from the grant and modification of stock-based awards to employees.  Q1 2021 includes new grants to certain officers of the Company, a portion of which vested upon grant.  In Q4 2020, the Company modified an award previously granted to the President of one of its subsidiaries, resulting in additional non-cash compensation expense associated with the change in fair value of the award.

(9)

Includes losses relating to Assigned Risk Solutions Ltd. and the October 2018 completed sale of the Mendota group of companies. Refer to Note 5, Disposal and Discontinued Operations, to the Company's 2020 Annual Report on Form 10-K for further information.

(10)

Extraordinary audit and audit-related expenses incurred as a result of the delayed filing of the 2018 and 2019 Kingsway audited financial statements and related quarterly filings.

(11)

Early termination fees and write-off of unamortized debt issuance costs and discount associated with the early extinguishment of the 2019 KWH loan as part of the Company's purchase of PWI.

(12)

In March 2021, DGI, TRT LeaseCo, LLC and various other entities affiliated with each of them entered into a settlement agreement with respect to such litigation and certain other matters ("CMC Settlement Agreement").  As part of the settlement, the Company made a one-time fee payment to DGI of which $1.6 million relates to rental income collected in periods prior to 2020.  In 2021, the Company recorded a benefit related to the finalization of management fees and legal expenses associated with the settlement of CMC litigation.                      

(13)

Expenses incurred as part of redomesticating Kingsway Financial Services Inc. from a Canadian registered company to be a Delaware registered company as of December 31, 2018.                          

(14)

Includes a benefit of $2.5 million and $0.4 million from PPP loan forgiveness for the three months ended March 31, 2021 and December 31, 2020, respectively.         

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


For the Three Months Ended


3/31/21


 

3/31/21


 

12/31/20


9/30/20


6/30/20

GAAP Operating Income for Extended Warranty segment (1)

$    11,063


$     5,309


$     3,264


$     1,205


$    1,285











Non-GAAP Adjustments:










 Investment income (2)

294


43


51


100


100

 Gain (loss) on sale of core investments (3)

64


29


(3)


29


8

 Depreciation

237


12


112


58


55

Total Non-GAAP Adjustments

594


84


160


187


163











 Non-GAAP adjusted EBITDA for Extended Warranty segment

$     11,657


$       5,393


$       3,424


$   1,392


$      1,448

PWI operating income (4)

4,223


-


914


1,096


2,214

PWI depreciation (4)

56


-


30


13


13

Pro forma Non-GAAP adjusted EBITDA for Extended Warranty segment

$     15,936


$           5,393


$       4,367


$   2,501


$      3,675












 


Twelve
Months Ended


For the Three Months Ended


3/31/20


 

3/31/20


 

12/31/19


9/30/19


6/30/19

GAAP Operating Income for Extended Warranty segment (1)

$    4,895


$     850


$     1,431


$     1,579


$    1,035











Non-GAAP Adjustments:










 Investment income (2)

629


144


177


163


145

 Gain (loss) on sale of core investments (3)

90


61


4


(3)


28

 Impairment of assets

117


117







 Depreciation

216


55


55


57


49

Total Non-GAAP Adjustments

1,052


377


236


217


222











 Non-GAAP adjusted EBITDA for Extended Warranty segment

$     5,947


$       1,227


$       1,667


$   1,796


$      1,257

PWI operating income (4)

3,612


1,250


1,086


447


828

PWI depreciation (4)

50


13


13


12


12

Pro forma Non-GAAP adjusted EBITDA for Extended Warranty segment

$     9,609


$       2,490


$       2,765


$   2,255


$      2,098












(1)

Includes one month of PWI operating income for the three months ended December 31, 2020 and excludes PWI for prior periods.  Excludes the impact of final purchase accounting adjustments for PWI, which will be completed in 2021.  Also includes a benefit of $2.2 million and $0.4 million from PPP loan forgiveness for the three months ended March 31, 2021 and December 31, 2020, respectively.

(2)

Investment income arising as part of Extended Warranty segment's minimum holding requirements

(3)

Realized Gains (losses) resulting from investments held in trust as part of Extended Warranty segment's minimum holding requirements

(4)

Includes amounts related to PWI prior to acquisition (April 2019 through November 2020).

Cision View original content:http://www.prnewswire.com/news-releases/kingsway-reports-first-quarter-2021-results-301289682.html

SOURCE Kingsway Financial Services Inc.

Copyright 2021 Canada NewsWire

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