Statistiche di base
| CIK | 1072627 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Kingsway Financial Services Inc.
SEC Filings (Chronological Order)
Questa pagina fornisce un elenco completo e cronologico dei depositi SEC, esclusi i documenti di proprietà che forniamo altrove.
| September 5, 2025 |
Kingsway Financial Services Inc. Up to 1,419,001 Shares of Common Stock PROSPECTUS Filed Pursuant to Rule 424(b)(3) Registration No. 333 – 289859 Kingsway Financial Services Inc. Up to 1,419,001 Shares of Common Stock This prospectus relates to the resale by the selling stockholders named herein or their permitted transferees (the “Selling Stockholders”) of up to 1,419,001 shares of our common stock, par value $0.01 per share (the “common stock”), including up to (i) |
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| August 26, 2025 |
Table of Contents As filed with the U.S. Securities and Exchange Commission on August 26, 2025 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Kingsway Financial Services Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or |
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| August 26, 2025 |
Calculation of Filing Fee Tables S-1 KINGSWAY FINANCIAL SERVICES INC Table 1: Newly Registered and Carry Forward Securities ☐Not Applicable Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial Effective Date Filing Fee Previously Paid in Connection with Unsold Securities to be Carried Forward Newly Registered Securities Fees to be Paid 1 Equity common stock, $0. |
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| August 7, 2025 |
Exhibit 99.1 KINGSWAY REPORTS Second QUARTER 2025 FINANCIAL RESULTS Management to Host Conference Call Today, August 7, 2025, at 5 p.m. ET Chicago - August 7, 2025 - (NYSE: KFS) Kingsway Financial Services Inc. (“Kingsway” or the “Company”), the only publicly-traded US company employing the Search Fund model to acquire and build great businesses, today announced its operating results for the three |
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| August 7, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarterly Period Ended June 30, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission File Number: 001-15204 Kingsway Finan |
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| August 7, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): August 7, 2025 KINGSWAY FINANCIAL SERVICES INC. (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-15204 (Commission Fi |
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| July 7, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): July 1, 2025 KINGSWAY FINANCIAL SERVICES INC. (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-15204 (Commission File |
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| July 7, 2025 |
Exhibit 10.2 CREDIT AGREEMENT This Credit Agreement (this “Agreement”) is made as of the 1st day of July, 2025 by and between Roundhouse Electric & Equipment & Co., Inc., a Texas Corporation (“Roundhouse”), having an address at 2224 South Grandview Avenue, Odessa, Texas, 79766, Longhorns Acquisition LLC, a Delaware limited liability company (“Longhorns”), having an address at 10 South Riverside Pl |
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| July 7, 2025 |
Exhibit 10.1 STOCK PURCHASE AGREEMENT BY AND AMONG LONGHORNS ACQUISITION LLC, AS BUYER, AND ARMANDO GONZALES AND LEE HUDSON, AS SELLERS Dated as of July 1, 2025 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 1 ARTICLE II PURCHASE AND SALE 13 Section 2.1 Purchase and Sale 13 Section 2.2 Purchase Price Adjustment 14 ARTICLE III CLOSING 16 Section 3.1 Closing 16 Section 3.2 Closing Deliveries of Seller |
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| June 25, 2025 |
Exhibit 99.1 KINGSWAY ANNOUNCES $15.7 MILLION PIPE TO ACCELERATE GROWTH KSX Guidance Increased From 2-3 Acquisitions Per Year To 3-5 Acquisitions Per Year Chicago – June 24, 2025 – (NYSE: KFS) Kingsway Financial Services Inc. (“Kingsway” or the “Company”), the only publicly-traded US company employing the Search Fund model to acquire and build great businesses, today announced the closing of a $15 |
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| June 25, 2025 |
Exhibit 10.1 EXECUTION VERSION STOCK PURCHASE AGREEMENT This Stock Purchase Agreement (this “Agreement”) is dated as of June 24, 2025 (the “Effective Date”), by and among Kingsway Financial Services, Inc., a Delaware corporation (the “Company”), and each of those persons and entities, severally and not jointly, listed as a Purchaser on the Schedule of Purchasers attached as Exhibit A hereto (the “ |
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| June 25, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): June 24, 2025 KINGSWAY FINANCIAL SERVICES INC. (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-15204 (Commission Fil |
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| May 21, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 19, 2025 KINGSWAY FINANCIAL SERVICES INC. (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-15204 (Commission File |
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| May 19, 2025 |
Form of Subscription Agreement – Legal Entity Exhibit 10.1 Execution Version SUBSCRIPTION AGREEMENT – LEGAL ENTITY This SUBSCRIPTION AGREEMENT (this “Agreement”) is entered into as of May , 2025 by and between , a (the “Subscriber”), and Kingsway Financial Services Inc., a Delaware corporation (the “Company”). WHEREAS, the Company and the Subscriber are executing and delivering this Agreement in reliance upon the exemption from securities reg |
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| May 19, 2025 |
-12-31 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 7, 2025 KINGSWAY FINANCIAL SERVICES INC. (Exact name of registrant as specified in its charter) Delaware 001-15204 85-1792291 (State or other jurisdiction of incorporation) |
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| May 19, 2025 |
Form of Subscription Agreement – Individual Investor Exhibit 10.2 Execution Version SUBSCRIPTION AGREEMENT - INDIVIDUAL This SUBSCRIPTION AGREEMENT (this “Agreement”) is entered into as of May [X], 2025 by and between , a resident of (the “Subscriber”), and Kingsway Financial Services Inc., a Delaware corporation (the “Company”). WHEREAS, the Company and the Subscriber are executing and delivering this Agreement in reliance upon the exemption from s |
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| May 19, 2025 |
Class D Certificate of Designations Exhibit 3.1 Execution Version KINGSWAY FINANCIAL SERVICES INC. CERTIFICATE OF DESIGNATIONS OF CLASS D PREFERRED STOCK Pursuant to Section 151 of the Delaware General Corporation Law (as amended, supplemented or restated from time to time, the “DGCL”), Kingsway Financial Services Inc., a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), in accordance wi |
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| May 19, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 19, 2025 KINGSWAY FINANCIAL SERVICES INC. (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-15204 (Commission File |
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| May 8, 2025 |
Exhibit 99.1 KINGSWAY REPORTS First QUARTER 2025 FINANCIAL RESULTS Management to Host Conference Call Today at 5 p.m. ET Chicago - May 8, 2025 - (NYSE: KFS) Kingsway Financial Services Inc. (“Kingsway” or the “Company”), the only publicly-traded US company employing the Search Fund model to acquire and build great businesses, today announced its operating results for the three months ended March 3 |
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| May 8, 2025 |
Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 8, 2025 KINGSWAY FINANCIAL SERVICES INC. (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-15204 (Commission File |
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| May 8, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarterly Period Ended March 31, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission File Number: 001-15204 Kingsway Fina |
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| April 15, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 11, 2025 KINGSWAY FINANCIAL SERVICES INC. (Exact name of registrant as specified in its charter) Delaware 001-15204 85-1792291 (State or other jurisdiction (Commission (IRS Empl |
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| April 9, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of The Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☐ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin |
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| April 9, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of The Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☐ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defin |
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| April 2, 2025 |
Exhibit 99.1 KINGSWAY FINANCIAL SERVICES INC. APPOINTS ADAM J. PATINKIN AND JOSHUA S. HOROWITZ TO ITS BOARD OF DIRECTORS Chicago - (Marh 31, 2025) - (NYSE: KFS) Kingsway Financial Services Inc. (“Kingsway” or the “Company”) today announced it has appointed Adam J. Patinkin and Joshua S. Horowitz to its Board of Directors. The Company has also agreed to nominate Mr. Patinkin and Mr. Horowitz for el |
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| April 2, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 31, 2025 KINGSWAY FINANCIAL SERVICES INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-15204 (Commission Fi |
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| March 17, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission File Number 001-15204 Kingsway Financial Service |
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| March 17, 2025 |
Subsidiaries of Kingsway Financial Services Inc. Exhibit 21 Subsidiaries of Kingsway Financial Services Inc. Subsidiaries Jurisdiction of Incorporation/Organization Kingsway America II Inc. Delaware Kingsway General Insurance Company Ontario Red Shield (Barbados) Inc. Barbados Kingsway America Inc. Delaware Ravix Acquisition LLC Delaware Ravix Group, Inc Delaware CSuite Financial Partners, LLC California Argo Management Group, LLC Delaware Argo |
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| March 17, 2025 |
Disclosure, Securities Trading and Confidentiality Policy. Exhibit 19 Disclosure, Securities Trading and Confidentiality Policy Purpose The purpose of this Policy is to provide directors, officers, employees and others considered to have a special relationship1 with Kingsway direction on: (a) the process and restrictions for public disclosure made by Kingsway Financial Services Inc. |
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| March 17, 2025 |
Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): March 17, 2025 KINGSWAY FINANCIAL SERVICES INC. (Exact Name of Registrant as Specified in Its Charter) (Commission File Number) 001-15204 Delaware (State or Other Jurisdiction of Inco |
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| March 17, 2025 |
Exhibit 99.1 KINGSWAY REPORTS FULL YEAR 2024 FINANCIAL RESULTS Management to Host Conference Call Tuesday, March 18, 2025, at 5 p.m. ET Chicago - (March 17, 2025) - (NYSE: KFS) Kingsway Financial Services Inc. (“Kingsway” or the “Company”) today announced its operating results for the 12 months ended December 31, 2024. Full Year 2024 Consolidated Financial Highlights ● Consolidated revenue increas |
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| February 24, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 18, 2025 KINGSWAY FINANCIAL SERVICES INC. (Exact name of registrant as specified in its charter) Delaware 001-15204 85-1792291 (State or other jurisdiction of incorporation) |
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| February 18, 2025 |
Class C Certificate of Designations Exhibit 3.1 Execution Version KINGSWAY FINANCIAL SERVICES INC. CERTIFICATE OF DESIGNATIONS OF CLASS C PREFERRED STOCK Pursuant to Section 151 of the Delaware General Corporation Law (as amended, supplemented or restated from time to time, the “DGCL”), Kingsway Financial Services Inc., a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), in accordance wi |
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| February 18, 2025 |
Form of Subscription Agreement - Legal Entity Exhibit 10.1 Execution Version SUBSCRIPTION AGREEMENT – LEGAL ENTITY This SUBSCRIPTION AGREEMENT (this “Agreement”) is entered into as of February [ ], 2025 by and between , a (the “Subscriber”), and Kingsway Financial Services Inc., a Delaware corporation (the “Company”). WHEREAS, the Company and the Subscriber are executing and delivering this Agreement in reliance upon the exemption from securi |
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| February 18, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 12, 2025 KINGSWAY FINANCIAL SERVICES INC. (Exact name of registrant as specified in its charter) Delaware 001-15204 85-1792291 (State or other jurisdiction of incorporation) |
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| February 18, 2025 |
Form of Subscription Agreement - Individual Investor Exhibit 10.2 Execution Version SUBSCRIPTION AGREEMENT - INDIVIDUAL This SUBSCRIPTION AGREEMENT (this “Agreement”) is entered into as of February [ ], 2025 by and between , a resident of (the “Subscriber”), and Kingsway Financial Services Inc., a Delaware corporation (the “Company”). WHEREAS, the Company and the Subscriber are executing and delivering this Agreement in reliance upon the exemption f |
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| February 14, 2025 |
SCHEDULE C Transactions in Securities Transactions by Stilwell Activist Fund, L.P. EX-1.C 4 ex1cto13da4310318011021425.htm SCHEDULE C - TRANSACTIONS IN SECURITIES SCHEDULE C Transactions in Securities Transactions by Stilwell Activist Fund, L.P. Nature of Transaction Date Number of Securities Price Per Share Total Purchase Price Purchase of Class C Preferred Stock 02/12/25 6,400 25.0000 160,000.00 Transactions by Stilwell Activist Investments, L.P. Nature of Transaction Date Num |
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| February 14, 2025 |
EX-1.B 3 ex1bto13da4310318011021425.htm SCHEDULE B - ITEM 2(E) SCHEDULE B Item 2(e) On September 25, 2024, Stilwell Value LLC consented to the entry of a Securities and Exchange Commission (“SEC”) administrative cease and desist order (the “Order”) that, among other things, alleges violations of Section 13(d)(1) and 13(d)(2) of the Securities Exchange Act of 1934 and rules 13d-1 and 13d-2 promulga |
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| February 14, 2025 |
SCHEDULE A Stilwell Activist History EX-1.A 2 ex1ato13da4310318011021425.htm SCHEDULE A - STILWELL ACTIVIST HISTORY SCHEDULE A Stilwell Activist History Since 2000, members or affiliates of the Group have taken an “activist position” in 76 other publicly-traded companies. In each instance, our purpose has been to profit from the appreciation in the market price of the shares we held by asserting shareholder rights. In addition, we be |
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| December 20, 2024 |
SCHEDULE C Transactions in Securities Transactions by Stilwell Activist Fund, L.P. SCHEDULE C Transactions in Securities Transactions by Stilwell Activist Fund, L.P. Nature of Transaction Date Number of Securities Price Per Share Total Sale Price Sale of Common Stock 11/06/24 1,336 9.5500 12,758.80 Sale of Common Stock 11/19/24 2,613 8.7808 22,944.23 Sale of Common Stock 12/18/24 42,416 8.4300 357,566.88 Sale of Common Stock 12/19/24 26,131 8.4300 220,284.33 Transactions by Stil |
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| December 20, 2024 |
SCHEDULE A Stilwell Activist History SCHEDULE A Stilwell Activist History Since 2000, members or affiliates of the Group have taken an "activist position" in 76 other publicly-traded companies. |
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| December 20, 2024 |
SCHEDULE B Item 2(e) On September 25, 2024, Stilwell Value LLC consented to the entry of a Securities and Exchange Commission (“SEC”) administrative cease and desist order (the “Order”) that, among other things, alleges violations of Section 13(d)(1) and 13(d)(2) of the Securities Exchange Act of 1934 and rules 13d-1 and 13d-2 promulgated thereunder for failing to timely file certain beneficial ownership reports on Schedule 13D and Schedule 13G. |
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| November 6, 2024 |
Exhibit 99.1 KINGSWAY REPORTS Third QUARTER 2024 FINANCIAL RESULTS Management to Host Conference Call Today at 5 p.m. ET Chicago - (November 6, 2024) - (NYSE: KFS) Kingsway Financial Services Inc. (“Kingsway” or the “Company”) today announced its operating results for the three and nine months ended September 30, 2024. Third Quarter 2024 Consolidated Financial Highlights ● Consolidated revenue inc |
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| November 6, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarterly Period Ended September 30, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission File Number: 001-15204 Kingsway |
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| November 6, 2024 |
Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): November 6, 2024 KINGSWAY FINANCIAL SERVICES INC. (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-15204 (Commission |
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| September 27, 2024 |
Form of Subscription Agreement - Individual Investor Exhibit 10.2 SUBSCRIPTION AGREEMENT - INDIVIDUAL This SUBSCRIPTION AGREEMENT (this “Agreement”) is entered into as of September 17, 2024 by and between , a resident of (the “Subscriber”), and Kingsway Financial Services Inc., a Delaware corporation (the “Company”). WHEREAS, the Company and the Subscriber are executing and delivering this Agreement in reliance upon the exemption from securities reg |
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| September 27, 2024 |
-12-31 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 24, 2024 KINGSWAY FINANCIAL SERVICES INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-15204 (Co |
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| September 27, 2024 |
Exhibit 99.1 KINGSWAY ANNOUNCES $19.5 MILLION ACQUISITION OF IMAGE SOLUTIONS LLC Management to Host Conference Call Wednesday, October 16, at 5 p.m. ET ● Expected to be immediately accretive ● Adds $9.8 million of annual unaudited revenue and $3.1 million of annual unaudited adjusted EBITDA ● Capital light, highly recurring revenue business in stable and growing market ● Latest acquisition under t |
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| September 27, 2024 |
Form of Subscription Agreement - Legal Entity Exhibit 10.1 SUBSCRIPTION AGREEMENT – LEGAL ENTITY This SUBSCRIPTION AGREEMENT (this “Agreement”) is entered into as of September 17, 2024 by and between , a (the “Subscriber”), and Kingsway Financial Services Inc., a Delaware corporation (the “Company”). WHEREAS, the Company and the Subscriber are executing and delivering this Agreement in reliance upon the exemption from securities registration |
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| September 27, 2024 |
Certificate of Incorporation of Kingsway Financial Services Inc. Exhibit 3.1 KINGSWAY FINANCIAL SERVICES INC. CERTIFICATE OF DESIGNATIONS OF CLASS B PREFERRED STOCK Pursuant to Section 151 of the Delaware General Corporation Law (as amended, supplemented or restated from time to time, the “DGCL”), Kingsway Financial Services Inc., a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), in accordance with the provisions |
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| September 27, 2024 |
Exhibit 10.4 CREDIT AGREEMENT dated as of September 26, 2024 IMAGE SOLUTIONS, LLC, a North Carolina limited liability company, as Borrower 1, STEEL BRIDGE ACQUISITION LLC, a Delaware limited liability company, as Borrower 2 and AVIDBANK, a California banking corporation, as Bank $8,250,000 TABLE OF CONTENTS Page ARTICLE I LOAN FACILITIES 3 1.1 Revolving Loans 3 1.2 Term Loan. 3 1.3 Reserved. 4 1.4 |
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| September 27, 2024 |
Exhibit 10.3 MEMBERSHIP INTEREST PURCHASE AGREEMENT BY AND AMONG STEEL BRIDGE ACQUISITION LLC, AS BUYER, IMAGE SOLUTIONS, LLC, AS THE COMPANY, POST IS HOLDINGS, LLC, AS SELLER, AND GARRETT S. WILLIAMS, AS OWNER, Dated as of September 26, 2024 NO AGREEMENT, ORAL OR WRITTEN, REGARDING OR RELATING TO ANY OF THE MATTERS COVERED BY THIS DRAFT AGREEMENT HAS BEEN ENTERED INTO BETWEEN OR AMONG ANY OF THE |
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| August 6, 2024 |
Exhibit 99.1 KINGSWAY REPORTS SECOND QUARTER 2024 FINANCIAL RESULTS Management to Host Conference Call Today at 5 p.m. ET Chicago - (August 6, 2024) - (NYSE: KFS) Kingsway Financial Services Inc. (“Kingsway” or the “Company”) today announced its operating results for the three and six months ended June 30, 2024. Second Quarter 2024 Consolidated Financial Highlights ● Consolidated revenue increased |
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| August 6, 2024 |
Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): August 6, 2024 KINGSWAY FINANCIAL SERVICES INC. (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-15204 (Commission Fi |
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| August 6, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarterly Period Ended June 30, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission File Number: 001-15204 Kingsway Finan |
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| May 29, 2024 |
Exhibit 10.1 THIRD AMENDMENT TO LOAN AND SECURITY AGREEMENT This Third Amendment to Loan and Security Agreement (this “Third Amendment”) is made and entered into as of May 24, 2024, by and among CIBC Bank USA, with an office located at 120 South LaSalle Street, Chicago, Illinois 60603 (“Lender”), Kingsway Warranty Holdings LLC, a Delaware limited liability company (“KWH”), Trinity Warranty Solutio |
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| May 29, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 24, 2024 KINGSWAY FINANCIAL SERVICES INC. (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-15204 (Commission File |
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| May 21, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 21, 2024 KINGSWAY FINANCIAL SERVICES INC. (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-15204 (Commission File |
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| May 20, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 20, 2024 KINGSWAY FINANCIAL SERVICES INC. (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-15204 (Commission File |
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| May 8, 2024 |
Exhibit 99.1 KINGSWAY REPORTS FIRST QUARTER 2024 FINANCIAL RESULTS Management to Host Conference Call Today at 5 p.m. ET Management to Host Investor Day on Monday, May 20 in New York City Chicago - (May 8, 2024) - (NYSE: KFS) Kingsway Financial Services Inc. (“Kingsway” or the “Company”) today announced its operating results for the three months ended March 31, 2024. First Quarter 2024 Consolidate |
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| May 8, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarterly Period Ended March 31, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission File Number: 001-15204 Kingsway Fina |
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| May 8, 2024 |
Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 8, 2024 KINGSWAY FINANCIAL SERVICES INC. (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-15204 (Commission File |
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| May 1, 2024 |
KINGSWAY ANNOUNCES AVAILABILITY OF ANNUAL LETTER TO SHAREHOLDERS Exhibit 99.1 KINGSWAY ANNOUNCES AVAILABILITY OF ANNUAL LETTER TO SHAREHOLDERS Chicago (May 1, 2024) ‐ (NYSE: KFS) Kingsway Financial Services Inc. (“Kingsway” or the “Company”) announced today that a letter to its shareholders from John T. Fitzgerald, the Company’s President and CEO, has been made available (the “Letter”). The Letter can be found on the Company’s website at: https://bit.ly/23AL Ab |
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| May 1, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 1, 2024 KINGSWAY FINANCIAL SERVICES INC. (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-15204 (Commission File |
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| May 1, 2024 |
ANNUAL LETTER TO SHAREHOLDERS OF KINGSWAY FINANCIAL SERVICES INC. Exhibit 99.2 ANNUAL LETTER TO SHAREHOLDERS OF KINGSWAY FINANCIAL SERVICES INC. May 1, 2024 Dear Fellow Shareholder, 2023 was a year of significant accomplishments in executing our strategic plan. We delivered financial results largely in-line with our expectations given current market conditions, and we completed two acquisitions of wonderful operating businesses in our KSX segment. We simultaneou |
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| April 10, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of The Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defin |
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| April 10, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of The Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin |
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| March 22, 2024 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): March 22, 2024 KINGSWAY FINANCIAL SERVICES INC. (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-15204 (Commission Fi |
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| March 5, 2024 |
Subsidiaries of Kingsway Financial Services Inc. Exhibit 21 Subsidiaries of Kingsway Financial Services Inc. Subsidiaries Jurisdiction of Incorporation/Organization Kingsway America II Inc. Delaware Kingsway General Insurance Company Ontario Kingsway Reinsurance Corporation Barbados Kingsway America Inc. Delaware CMC Acquisition LLC Delaware CMC Industries Inc Texas Texas Rail Terminal LLC Delaware TRT Leaseco, LLC Delaware Argo Holdings Fund I, |
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| March 5, 2024 |
Incentive Compensation Clawback Policy Exhibit 97.1 INCENTIVE COMPENSATION CLAWBACK POLICY The Board of Directors (the “Board”) of Kingsway Financial Services Inc. (the “Company”) believes that it is in the best interests of the Company to adopt this Incentive Compensation Clawback Policy (the “Policy”), which provides for the recovery of certain incentive compensation in the event of an Accounting Restatement (as defined below). This |
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| March 5, 2024 |
Exhibit 99.1 KINGSWAY REPORTS FULL YEAR 2023 FINANCIAL RESULTS Management to Host Conference Call Today at 5 p.m. ET Save the Date: Kingsway to also Host Investor Day at the New York Stock Exchange on May 20, 2024 CHICAGO, March 5, 2024 - (NYSE: KFS) Kingsway Financial Services Inc. (“Kingsway” or the “Company”) today announced its operating results for the twelve months ended December 31, 2023, a |
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| March 5, 2024 |
Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): March 5, 2024 KINGSWAY FINANCIAL SERVICES INC. (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-15204 (Commission Fil |
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| March 5, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission File Number 001-15204 Kingsway Financial Service |
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| January 16, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): January 16, 2024 KINGSWAY FINANCIAL SERVICES INC. (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-15204 (Commission |
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| January 12, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A (Amendment No. 3)* Under the Securities Exchange Act of 1934 Kingsway Financial Services (Name of Issuer) Common Stock (Titles of Class of Securities) 496904202 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to whi |
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| December 29, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): December 23, 2023 KINGSWAY FINANCIAL SERVICES INC. (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-15204 (Commission |
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| November 21, 2023 |
KFS / Kingsway Financial Services Inc. / STILWELL JOSEPH - SC 13D/A Activist Investment SC 13D/A 1 tm2331318d1sc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 41) KINGSWAY FINANCIAL SERVICES Inc. (Name of Issuer) Common Shares, no par value (Title of Class of Securities) 496904202 (CUSIP Number) Mr. Joseph Stilwell 200 Calle del Santo Cristo Segundo Piso San Juan, Puerto R |
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| November 7, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarterly Period Ended September 30, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission File Number: 001-15204 Kingsway |
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| November 7, 2023 |
Exhibit 99.1 KINGSWAY REPORTS THIRD QUARTER 2023 FINANCIAL RESULTS Management to Host Conference Call Today at 5 p.m. ET Chicago (November 7, 2023) - (NYSE: KFS) Kingsway Financial Services Inc. (“Kingsway” or the “Company”) today announced its operating results for the three and nine months ended September 30, 2023. Third Quarter 2023 Consolidated Financial Highlights ● Consolidated revenue incre |
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| November 7, 2023 |
Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): November 7, 2023 KINGSWAY FINANCIAL SERVICES INC. (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-15204 (Commission |
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| October 30, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): October 26, 2023 KINGSWAY FINANCIAL SERVICES INC. (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-15204 (Commission |
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| October 30, 2023 |
Exhibit 10.1 EXECUTION VERSION STOCK PURCHASE AGREEMENT BY AND AMONG THOMAS J. CORNEY AND TC FAMILY 2023 LLC, AS SELLERS, AND DDI ACQUISITION LLC, AS BUYER Dated as of October 26, 2023 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 1 ARTICLE II PURCHASE AND SALE 9 Section 2.01 Purchase and Sale 9 Section 2.02 Purchase Price 9 Section 2.03 Transactions to be Effected at the Closing. 9 Section 2.04 Ad |
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| October 30, 2023 |
Exhibit 99.1 KINGSWAY ANNOUNCES $11 MILLION ACQUISITION OF DIGITAL DIAGNOSTICS IMAGING, INC. Management to Host Conference Call Tuesday, October 31, at 5 p.m. ET ● Expected to be immediately accretive ● Adds $4.2 million of annual unaudited revenue and $1.8 million of annual unaudited adjusted EBITDA ● Capital light, recurring revenue business in stable and growing market ● Latest acquisition unde |
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| October 23, 2023 |
Exhibit 10.1 MEMBERSHIP INTEREST PURCHASE AGREEMENT BY AND AMONG NATIONAL INSTITUTE OF CLINICAL RESEARCH, AS SELLER, DR. SALI ASWAD, AS THE SHAREHOLDER, AND KINGSWAY SEARCH XCELERATOR INC., AS BUYER Dated as of October 19, 2023 NO AGREEMENT, ORAL OR WRITTEN, REGARDING OR RELATING TO ANY OF THE MATTERS COVERED BY THIS DRAFT AGREEMENT HAS BEEN ENTERED INTO BETWEEN THE PARTIES. THIS DOCUMENT, IN ITS |
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| October 23, 2023 |
Exhibit 99.1 KINGSWAY SIGNS $7.9 MILLION DEFINITIVE PURCHASE AGREEMENT TO ACQUIRE NATIONAL INSTITUTE OF CLINICAL RESEARCH, INC. Latest acquisition under the Kingsway Search Xcelerator Program Chicago (October 23, 2023) - (NYSE: KFS) Kingsway Financial Services Inc. (“Kingsway” or the “Company”) today announced the signing of a definitive agreement to purchase 95% of the shares of National Institut |
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| October 23, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): October 19, 2023 KINGSWAY FINANCIAL SERVICES INC. (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-15204 (Commission |
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| September 28, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number: 001-15204 KINGSWAY FINANCIAL SERVICES INC. (Exact name of registrant as spe |
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| September 11, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): September 11, 2023 KINGSWAY FINANCIAL SERVICES INC. (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-15204 (Commissio |
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| September 11, 2023 |
Exhibit 99.1 KINGSWAY ANNOUNCES FORMATION OF VERTICAL MARKET SOLUTIONS, LLC (“VMS”) AND ACQUISITION OF SYSTEMS PRODUCTS INTERNATIONAL, INC. KINGSWAY SEARCH XCLERATOR ANNOUNCES ADDITION OF MILES MAMON Management to Host Conference Call Today at 5 p.m. ET ● Fourth acquisition under the Kingsway Search Xcelerator Program, first in 2023 ● High margin, capital light, recurring revenue business ● VMS fo |
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| August 8, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarterly Period Ended June 30, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission File Number: 001-15204 Kingsway Finan |
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| August 8, 2023 |
Exhibit 99.1 KINGSWAY REPORTS SECOND QUARTER 2023 FINANCIAL RESULTS Management to Host Conference Call Today at 5 p.m. ET Chicago (August 8, 2023) - (NYSE: KFS) Kingsway Financial Services Inc. (“Kingsway” or the “Company”) today announced its operating results for the three and six months ended June 30, 2023. Second Quarter 2023 Consolidated Financial Highlights ● Consolidated revenue increased 1 |
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| August 8, 2023 |
Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): August 8, 2023 KINGSWAY FINANCIAL SERVICES INC. (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-15204 (Commission Fi |
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| May 18, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 16, 2023 KINGSWAY FINANCIAL SERVICES INC. (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-15204 (Commission File |
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| May 11, 2023 |
KFS / Kingsway Financial Services Inc. / STILWELL JOSEPH - SC 13D/A Activist Investment CUSIP No. 496904202 SCHEDULE 13D Page 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 40) KINGSWAY FINANCIAL SERVICES Inc. (Name of Issuer) Common Shares, no par value (Title of Class of Securities) 496904202 (CUSIP Number) Mr. Joseph Stilwell 200 Calle del Santo Cristo Segundo Piso San Juan, Puerto Ric |
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| May 9, 2023 |
Exhibit 99.1 KINGSWAY REPORTS FIRST QUARTER 2023 FINANCIAL RESULTS Management to Host Conference Call Today at 5 p.m. ET Management to Host Investor Day on Tuesday, May 16 in New York City Chicago – May 9, 2023 – (NYSE: KFS) Kingsway Financial Services Inc. (“Kingsway” or the “Company”) today announced its financial results for the three months ended March 31, 2023. First Quarter 2023 Consolidated |
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| May 9, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarterly Period Ended March 31, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission File Number: 001-15204 Kingsway Fina |
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| May 9, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 9, 2023 KINGSWAY FINANCIAL SERVICES INC. (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-15204 (Commission File |
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| April 21, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): April 21, 2023 KINGSWAY FINANCIAL SERVICES INC. (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-15204 (Commission Fi |
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| April 17, 2023 |
KINGSWAY ANNOUNCES AVAILABILITY OF ANNUAL LETTER TO SHAREHOLDERS Exhibit 99.1 KINGSWAY ANNOUNCES AVAILABILITY OF ANNUAL LETTER TO SHAREHOLDERS Chicago (April 17, 2023) ‐ (NYSE: KFS) Kingsway Financial Services Inc. (“Kingsway” or the “Company”) announced today that a letter to its shareholders from John T. Fitzgerald, the Company’s President and CEO, has been made available (the “Letter”). The Letter can be found on the Company’s website at: http://bit.ly/kfs20 |
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| April 17, 2023 |
ANNUAL LETTER TO SHAREHOLDERS OF KINGSWAY FINANCIAL SERVICES INC. Exhibit 99.2 ANNUAL LETTER TO SHAREHOLDERS OF KINGSWAY FINANCIAL SERVICES INC. April 17, 2023 Dear Fellow Shareholder, The year 2022 was an excellent one for Kingsway Financial Services Inc., with significant achievements in executing our strategic plan. We are proud to have delivered strong financial results while simultaneously streamlining our capital structure through the sale of non-strategic |
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| April 17, 2023 |
Exhibit 99.3 A view from Kingsway’s newest director. I joined the Kingsway Board in May of 2022 and I wanted to write this addendum to the CEO’s letter to shareholders to provide some insights into the company and my experience to date. I have been investing in public companies for the past 35 years and have learned that the goals of management and shareholders are often far apart. Management in m |
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| April 17, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): April 17, 2023 KINGSWAY FINANCIAL SERVICES INC. (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-15204 (Commission Fi |
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| April 6, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of The Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin |
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| April 6, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of The Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defin |
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| March 21, 2023 |
Kingsway Financial Services Inc. Board of Directors Authorizes Share Repurchase Plan Exhibit 99.1 Kingsway Financial Services Inc. Board of Directors Authorizes Share Repurchase Plan Chicago (March 21, 2023) – (NYSE: KFS) – Kingsway Financial Services Inc. (“Kingsway” or the “Company”) today announced that its Board of Directors approved a share repurchase program that authorizes the Company to repurchase up to $10 million of its common stock. The share repurchase program will hav |
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| March 21, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): March 21, 2023 KINGSWAY FINANCIAL SERVICES INC. (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-15204 (Commission Fi |
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| March 20, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): March 20, 2023 KINGSWAY FINANCIAL SERVICES INC. (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-15204 (Commission Fi |
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| March 20, 2023 |
Exhibit 99.1 KINGSWAY HAS REPURCHASED $74.6 MILLION OF ITS TRUST PREFERRED DEBT AND $21 MILLION OF DEFERRED INTEREST – REMAINING $0.9 MILLION OF PRINCIPAL EXPECTED TO BE REPURCHASED IN COMING DAYS 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) - (NYSE: KFS) |
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| March 14, 2023 |
KFS / Kingsway Financial Services Inc. / STILWELL JOSEPH - SC 13D/A Activist Investment CUSIP No. 496904202 SCHEDULE 13D Page 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 39) KINGSWAY FINANCIAL SERVICES Inc. (Name of Issuer) Common Shares, no par value (Title of Class of Securities) 496904202 (CUSIP Number) Mr. Joseph Stilwell 200 Calle del Santo Cristo Segundo Piso San Juan, Puerto Ric |
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| March 8, 2023 |
KINGSWAY REPORTS FULL YEAR 2022 RESULTS Management to Host Conference Call Today at 5 p.m. ET Exhibit 99.1 KINGSWAY REPORTS FULL YEAR 2022 RESULTS Management to Host Conference Call Today at 5 p.m. ET Chicago (March 8, 2023) - (NYSE: KFS) Kingsway Financial Services Inc. (“Kingsway” or the “Company”) today announced its operating results for the 12 months ended December 31, 2022. Recent Business Highlights ● Completed the sale of its railyard in Texas for $215.2 million, consisting of $44. |
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| March 8, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission File Number 001-15204 Kingsway Financial Service |
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| March 8, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): March 8, 2023 KINGSWAY FINANCIAL SERVICES INC. (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-15204 (Commission Fil |
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| March 8, 2023 |
Subsidiaries of Kingsway Financial Services Inc. Exhibit 21 Subsidiaries of Kingsway Financial Services Inc. Subsidiaries Jurisdiction of Incorporation/Organization Kingsway America II Inc. Delaware 1347 Advisors LLC Delaware Argo Holdings Fund I, LLC Delaware Argo Management Group, LLC Delaware CMC Acquisition LLC Delaware CMC Industries Inc Texas Texas Rail Terminal LLC Delaware TRT Leaseco, LLC Delaware Flower Portfolio 001, LLC Delaware King |
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| March 8, 2023 |
Exhibit 10.24 SECOND AMENDMENT TO LOAN AND SECURITY AGREEMENT This Second Amendment to Loan and Security Agreement (this “Second Amendment”) is made and entered into as of February 28, 2023, by and among CIBC Bank USA, with an office located at 120 South LaSalle Street, Chicago, Illinois 60603 (“Lender”), Kingsway Warranty Holdings LLC, a Delaware limited liability company (“KWH”), Trinity Warrant |
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| March 3, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): March 2, 2023 KINGSWAY FINANCIAL SERVICES INC. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-15204 85-1792291 (State or Other Jurisdiction of Incorporation) (Com |
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| March 1, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 28, 2023 KINGSWAY FINANCIAL SERVICES INC. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-15204 85-1792291 (State or Other Jurisdiction of Incorporation) |
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| January 12, 2023 |
SC 13G/A 1 kfs-sc13ga123122.htm AMENDMENT TO FORM SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A (Amendment No. 2)* Under the Securities Exchange Act of 1934 Kingsway Financial Services (Name of Issuer) Common Stock (Titles of Class of Securities) 496904202 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check |
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| January 5, 2023 |
Kingsway Financial Services Inc. Unaudited Pro Forma Consolidated Financial Statements Exhibit 99.2 Kingsway Financial Services Inc. Unaudited Pro Forma Consolidated Financial Statements On December 22, 2022, Kingsway Financial Services Inc. (?Kingsway? or the ?Company?) entered into an agreement for the sale of certain assets and the assumption of certain liabilities of TRT LeaseCo, a subsidiary of CMC Industries, Inc. (?CMC?) to BNSF Dayton LLC for cash and certain additional cons |
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| January 5, 2023 |
Kingsway Completes Sale of Texas Railyard for $21.4 Million of Net Cash Proceeds to The Company Exhibit 99.1 Kingsway Completes Sale of Texas Railyard for $21.4 Million of Net Cash Proceeds to The Company CHICAGO, Dec. 29, 2022 /CNW/ - (NYSE: KFS) Kingsway Financial Services Inc. ("Kingsway" or the "Company") today announced it has closed on the sale of the railyard it owns in Texas. TRT Leaseco, LLC, an indirect subsidiary of the Company and direct owner of the railyard, completed the sale |
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| January 5, 2023 |
Regulation FD Disclosure, Entry into a Material Definitive Agreement UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): December 29, 2022 KINGSWAY FINANCIAL SERVICES INC. (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-15204 (Commission |
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| January 4, 2023 |
KFS / Kingsway Financial Services Inc / STILWELL JOSEPH - SC 13D/A Activist Investment CUSIP No. 496904202 SCHEDULE 13D Page 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 38) KINGSWAY FINANCIAL SERVICES Inc. (Name of Issuer) Common Shares, no par value (Title of Class of Securities) 496904202 (CUSIP Number) Mr. Joseph Stilwell 200 Calle del Santo Cristo Segundo Piso San Juan, Puerto Ric |
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| December 23, 2022 |
EX-10.1 2 ea170787ex10-1kingsway.htm PURCHASE AND SALE AGREEMENT DATED DECEMBER 22, 2022, BY AND BETWEEN TRT LEASECO, LLC, AS SELLER, AND BNSF DAYTON LLC, AS PURCHASER Exhibit 10.1 PURCHASE AND SALE AGREEMENT THIS PURCHASE AND SALE AGREEMENT (this “Agreement”) is entered into as of the Effective Date (hereinafter defined) by and between TRT LEASECO, LLC, a Delaware limited liability company (“Sell |
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| December 23, 2022 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): December 22, 2022 KINGSWAY FINANCIAL SERVICES INC. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-15204 85-1792291 (State or Other Jurisdiction of Incorporation) |
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| November 21, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): November 18, 2022 KINGSWAY FINANCIAL SERVICES INC. (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-15204 (Commission |
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| November 21, 2022 |
KINGSWAY ANNOUNCES ACQUISITION OF SECURE NURSING SERVICE, INC. Exhibit 99.1 KINGSWAY ANNOUNCES ACQUISITION OF SECURE NURSING SERVICE, INC. ? Third acquisition under the Kingsway Search Xcelerator Program ? Expected to be immediately accretive, adding $19.7 million of unaudited revenue, $2.6 million of U.S. GAAP income before income taxes and $2.7 million of unaudited non-GAAP adjusted EBITDA ? Capital light, recurring revenue business Chicago (November 21, 20 |
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| November 21, 2022 |
EX-10.1 2 ex449258.htm EXHIBIT 10.1 Exhibit 10.1 EXECUTION VERSION ASSET PURCHASE AGREEMENT BY AND AMONG PEGASUS ACQUIRER LLC, AS BUYER, SECURE NURSING SERVICE, INC., AS SELLER AND RAFAEL GOFMAN, ELLA GOFMAN AND ZHANNA WEISS, AS THE SHAREHOLDERS Dated as of November 18, 2022 TABLE OF CONTENTS Page ARTICLE I CERTAIN DEFINITIONS 1 ARTICLE II PURCHASE AND SALE 12 Section 2.01 Purchase and Sale 12 Sec |
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| November 10, 2022 |
Exhibit 99.1 KINGSWAY REPORTS THIRD QUARTER 2022 FINANCIAL RESULTS Management to Host Conference Call Today at 5 p.m. ET Chicago (November 10, 2022) - (NYSE: KFS) Kingsway Financial Services Inc. (?Kingsway? or the ?Company?) today announced its operating results for the three and nine months ended September 30, 2022. Recent Business Highlights ? Completed the sale of its Professional Warranty Ser |
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| November 10, 2022 |
Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): November 10, 2022 KINGSWAY FINANCIAL SERVICES INC. (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-15204 (Commission |
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| November 10, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarterly Period Ended September 30, 2022 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission File Number: 001-15204 Kingsway |
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| November 2, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): November 1, 2022 KINGSWAY FINANCIAL SERVICES INC. (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-15204 (Commission |
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| November 2, 2022 |
KINGSWAY ANNOUNCES ACQUISITION OF CSUITE FINANCIAL PARTNERS Exhibit 99.1 KINGSWAY ANNOUNCES ACQUISITION OF CSUITE FINANCIAL PARTNERS ● Expected to be immediately accretive, adds $9.4 million of unaudited revenue, $0.9 million U.S. GAAP income before income taxes and $1.8 million of unaudited non-GAAP adjusted EBITDA ● Second acquisition under the Kingsway Search Xcelerator Program ● Capital light, re-occurring revenue business ● Will be run alongside Ravix |
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| November 2, 2022 |
Exhibit 10.1 EXECUTION VERSION MEMBERSHIP INTEREST PURCHASE AGREEMENT BY AND AMONG CSUITE ACQUISITION LLC, AS BUYER, ARTHUR J. COHEN, AS THE SELLERS’ REPRESENTATIVE, AND THE SELLERS IDENTIFIED HEREIN Dated as of November 1, 2022 TABLE OF CONTENTS Page ARTICLE I CERTAIN DEFINITIONS 1 ARTICLE II PURCHASE AND SALE 10 Section 2.01 Purchase and Sale 10 Section 2.02 Purchase Price 10 Section 2.03 Transa |
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| August 4, 2022 |
Kingsway Financial Services Inc. Unaudited Pro Forma Consolidated Financial Statements Exhibit 99.2 Kingsway Financial Services Inc. Unaudited Pro Forma Consolidated Financial Statements On July 29, 2022, Kingsway Financial Services Inc. (?Kingsway? or the ?Company?) completed the sale of Professional Warranty Services Corporation (?PWSC?) to PCF Insurance Services of the West, LLC for cash and certain additional consideration. PWSC had been included in the Extended Warranty segment |
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| August 4, 2022 |
EX-2.1 2 ex405061.htm EXHIBIT 2.1 Exhibit 2.1 EQUITY PURCHASE AGREEMENT This EQUITY PURCHASE AGREEMENT (this “Agreement”) is dated as of July 29, 2022 (the “Effective Date”), and is by and among Professional Warranty Service Corporation, a Virginia corporation (the “Company”) Tyler Gordy, an individual (“Gordy”); Professional Warranty Services LLC, a Delaware limited liability company (“Parent” an |
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| August 4, 2022 |
Regulation FD Disclosure, Completion of Acquisition or Disposition of Assets UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): July 29, 2022 KINGSWAY FINANCIAL SERVICES INC. (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-15204 (Commission Fil |
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| August 4, 2022 |
Exhibit 99.1 KINGSWAY REPORTS SECOND QUARTER 2022 RESULTS AND ANNOUNCES SALE OF PWSC FOR $51.2 MILLION, ENTRANCE INTO AN OPTION AGREEMENT TO REPURCHASE A PORTION OF ITS DEBT Itasca, Illinois (August 4, 2022) - (NYSE: KFS) Kingsway Financial Services Inc. (?Kingsway? or the ?Company?) today announced its operating results for the three and six months ended June 30, 2022; the sale of PWSC for $51.2 |
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| August 4, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarterly Period Ended June 30, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission File Number: 001-15204 Kingsway Finan |
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| July 18, 2022 |
KFS / Kingsway Financial Services Inc / STILWELL JOSEPH - SC 13D/A Activist Investment CUSIP No. 496904202 SCHEDULE 13D Page 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 37) KINGSWAY FINANCIAL SERVICES Inc. (Name of Issuer) Common Shares, no par value (Title of Class of Securities) 496904202 (CUSIP Number) Mr. Joseph Stilwell 200 Calle del Santo Cristo Segundo Piso San Juan, Puerto Ric |
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| June 22, 2022 |
KFS / Kingsway Financial Services Inc / STILWELL JOSEPH - SC 13D/A Activist Investment CUSIP No. 496904202 SCHEDULE 13D Page 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 36) KINGSWAY FINANCIAL SERVICES Inc. (Name of Issuer) Common Shares, no par value (Title of Class of Securities) 496904202 (CUSIP Number) Mr. Joseph Stilwell 200 Calle del Santo Cristo Segundo Piso San Juan, Puerto Ric |
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| May 20, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 17, 2022 KINGSWAY FINANCIAL SERVICES INC. (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-15204 (Commission File |
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| May 20, 2022 |
KINGSWAY ANNOUNCES EXPANSION OF BOARD – APPOINTMENT OF NEW DIRECTOR EX-99.1 2 ex378493.htm EXHIBIT 99.1 Exhibit 99.1 KINGSWAY ANNOUNCES EXPANSION OF BOARD – APPOINTMENT OF NEW DIRECTOR Itasca, Illinois (May 20, 2022) - (NYSE: KFS) Kingsway Financial Services Inc. (“Kingsway” or the “Company”) announced today that Charles Frischer was appointed to its Board of Directors. Mr. Frischer was also appointed to serve on the Audit Committee and the newly created Real Esta |
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| May 20, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 17, 2022 KINGSWAY FINANCIAL SERVICES INC. (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-15204 (Commission File |
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| May 6, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarterly Period Ended March 31, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission File Number: 001-15204 Kingsway Fina |
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| May 6, 2022 |
KINGSWAY REPORTS FIRST QUARTER 2022 RESULTS Exhibit 99.1 KINGSWAY REPORTS FIRST QUARTER 2022 RESULTS Itasca, Illinois (May 6, 2022) - (NYSE: KFS) Kingsway Financial Services Inc. (?Kingsway? or the ?Company?) today announced its operating results for the three months ended March 31, 2022. John T. Fitzgerald, President and Chief Executive Officer, stated, ?We had a good start to the year with results largely exceeding our initial expectation |
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| May 6, 2022 |
Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 6, 2022 KINGSWAY FINANCIAL SERVICES INC. (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-15204 (Commission File |
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| April 7, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of The Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Defin |
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| April 7, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of The Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Defin |
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| March 28, 2022 |
KFS / Kingsway Financial Services Inc / STILWELL JOSEPH - SC 13D/A Activist Investment CUSIP No. 496904202 SCHEDULE 13D Page 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 35) KINGSWAY FINANCIAL SERVICES Inc. (Name of Issuer) Common Shares, no par value (Title of Class of Securities) 496904202 (CUSIP Number) Mr. Joseph Stilwell 200 Calle del Santo Cristo Segundo Piso San Juan, Puerto Ric |
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| February 28, 2022 |
Regulation FD Disclosure, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 28, 2022 KINGSWAY FINANCIAL SERVICES INC. (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-15204 (Commission |
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| February 28, 2022 |
ANNUAL LETTER TO SHAREHOLDERS OF KINGSWAY FINANCIAL SERVICES INC. Exhibit 99.2 ANNUAL LETTER TO SHAREHOLDERS OF KINGSWAY FINANCIAL SERVICES INC. February 28, 2022 Dear Fellow Shareholder, I am pleased to be sharing this letter with you in connection with the issuance of our 2021 Annual Report. I?m proud of the considerable forward progress we made as a company in the past year. Some of the highlights include: ? Revenues in our extended warranty segment grew by 5 |
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| February 28, 2022 |
KINGSWAY REPORTS FULL YEAR 2021 RESULTS – PUBLISHES ANNUAL SHAREHOLDER LETTER Exhibit 99.1 KINGSWAY REPORTS FULL YEAR 2021 RESULTS – PUBLISHES ANNUAL SHAREHOLDER LETTER Itasca, Illinois (February 28, 2022) - (NYSE: KFS) Kingsway Financial Services Inc. (“Kingsway” or the “Company”) today announced its operating results for the twelve months ended December 31, 2021, which includes the following highlights: ● Net income improved to $1.9 million for the twelve months ended Dec |
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| February 28, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission File Number 001-15204 Kingsway Financial Service |
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| February 28, 2022 |
Subsidiaries of Kingsway Financial Services Inc. EX-21 2 ex289865.htm EXHIBIT 21 Exhibit 21 Subsidiaries of Kingsway Financial Services Inc. Subsidiaries Jurisdiction of Incorporation/Organization Kingsway America II Inc. Delaware 1347 Advisors LLC Delaware Argo Holdings Fund I, LLC Delaware Argo Management Group, LLC Delaware CMC Acquisition LLC Delaware CMC Industries Inc. Texas Texas Rail Terminal LLC Delaware TRT Leaseco, LLC Delaware Flower |
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| January 12, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A (Amendment No. 1)* Under the Securities Exchange Act of 1934 Kingsway Financial Services (Name of Issuer) Common Stock (Titles of Class of Securities) 496904202 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to whi |
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| November 29, 2021 |
KFS / Kingsway Financial Services Inc / STILWELL JOSEPH - SC 13D/A Activist Investment CUSIP No. 496904202 SCHEDULE 13D Page 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 34) KINGSWAY FINANCIAL SERVICES Inc. (Name of Issuer) Common Shares, no par value (Title of Class of Securities) 496904202 (CUSIP Number) Mr. Joseph Stilwell 200 Calle del Santo Cristo Segundo Piso San Juan, Puerto Ric |
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| November 5, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarterly Period Ended September 30, 2021 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission File Number: 001-15204 Kingsway |
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| November 5, 2021 |
SECOND AMENDED AND RESTATED KINGSWAY FINANCIAL SERVICES INC. COMMON STOCK SERIES B WARRANT AGREEMENT EXHIBIT 4.7 SECOND AMENDED AND RESTATED KINGSWAY FINANCIAL SERVICES INC. COMMON STOCK SERIES B WARRANT AGREEMENT This Second Amended and Restated Common Stock Warrant Agreement (this ?Agreement?), dated as of , 2021, between Kingsway Financial Services Inc., a Delaware corporation (the ?Company?), Computershare Inc., a Delaware corporation (?Co-Agent?), and its wholly owned subsidiary, Computersha |
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| November 4, 2021 |
Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): November 4, 2021 KINGSWAY FINANCIAL SERVICES INC. (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-15204 (Commission |
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| November 4, 2021 |
KINGSWAY REPORTS THIRD QUARTER 2021 RESULTS EX-99.1 2 ex280567.htm EXHIBIT 99.1 Exhibit 99.1 KINGSWAY REPORTS THIRD QUARTER 2021 RESULTS Itasca, Illinois (November 4, 2021) - (NYSE: KFS) Kingsway Financial Services Inc. (“Kingsway” or the “Company”) today announced its operating results for the three and nine months ended September 30, 2021, which includes the following highlights: ● Net loss improved to ($0.2) million for the three months |
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| October 6, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): October 6, 2021 KINGSWAY FINANCIAL SERVICES INC. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-15204 85-1792291 (State or Other Jurisdiction of Incorporation) (C |
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| October 4, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): October 1, 2021 KINGSWAY FINANCIAL SERVICES INC. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-15204 85-1792291 (State or Other Jurisdiction of Incorporation) (C |
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| October 4, 2021 |
Exhibit 10.1 Execution Copy STOCK PURCHASE AGREEMENT by and among, RAVIX ACQUISITION, LLC, THE SHAREHOLDERS OF RAVIX FINANCIAL, INC., RAVIX FINANCIAL, INC., KINGSWAY AMERICA, INC. (solely with respect to Section 9.21), and Dan Saccani, as the Seller Representative Dated October 1, 2021 TABLE OF CONTENTS Page STOCK PURCHASE AGREEMENT 1 ARTICLE 1 PURCHASE AND SALE OF COMPANY SECURITIES 1 1.1 Transac |
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| October 4, 2021 |
KINGSWAY EXPANDS INTO ACCOUNTING & HR OUTSOURCING Exhibit 99.1 KINGSWAY EXPANDS INTO ACCOUNTING & HR OUTSOURCING Itasca, Illinois (October 4, 2021) ? (NYSE: KFS) Kingsway Financial Services Inc. (?Kingsway?) today announced the acquisition of the privately-held company Ravix Financial Inc. (?Ravix?), the first such acquisition completed under Kingsway?s unique CEO Accelerator Program. Ravix, based in San Jose, California (www.ravixgroup.com) prov |
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| August 5, 2021 |
Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): August 5, 2021 KINGSWAY FINANCIAL SERVICES INC. (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-15204 (Commission Fi |
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| August 5, 2021 |
KINGSWAY REPORTS SECOND QUARTER 2021 RESULTS Exhibit 99.1 KINGSWAY REPORTS SECOND QUARTER 2021 RESULTS Itasca, Illinois (August 5, 2021) - (NYSE: KFS) Kingsway Financial Services Inc. (?Kingsway? or the ?Company?) today announced its operating results for the three and six months ended June 30, 2021, which includes the following highlights: ? Net loss improved to ($0.3) million for the three months ended June 30, 2021, from a net loss of ($1 |
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| August 5, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarterly Period Ended June 30, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission File Number: 001-15204 Kingsway Finan |
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| June 15, 2021 |
CUSIP No. 496904202 SCHEDULE 13D Page 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 33) KINGSWAY FINANCIAL SERVICES Inc. (Name of Issuer) Common Shares, no par value (Title of Class of Securities) 496904202 (CUSIP Number) Mr. Joseph Stilwell 111 Broadway, 12th Floor New York, New York 10006 Telephone: |
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| June 4, 2021 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 28, 2021 KINGSWAY FINANCIAL SERVICES INC. (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-15204 (Commission File |
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| May 17, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 17, 2021 KINGSWAY FINANCIAL SERVICES INC. (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-15204 (Commission File |
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| May 13, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarterly Period Ended March 31, 2021 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission File Number: 001-15204 Kingsway Fina |
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| May 12, 2021 |
Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 12, 2021 KINGSWAY FINANCIAL SERVICES INC. (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-15204 (Commission File |
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| May 12, 2021 |
Kingsway Financial Services Inc. Consolidated Balance Sheets (in thousands, except share data) EX-99.1 2 a2021q1earningsrelease0511.htm EX-99.1 Exhibit 99.1 KINGSWAY REPORTS FIRST QUARTER 2021 RESULTS Itasca, Illinois (May 12, 2021) - (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 3 |
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| May 3, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 3, 2021 KINGSWAY FINANCIAL SERVICES INC. (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-15204 (Commission File |
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| April 27, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. |
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| April 2, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): March 31, 2021 KINGSWAY FINANCIAL SERVICES INC. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-15204 85-1792291 (State or Other Jurisdiction of Incorporation) (Co |
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| April 2, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. |
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| April 2, 2021 |
EX-10.1 2 ea138906ex10-1kingsway.htm EMPLOYMENT SEPARATION AGREEMENT AND RELEASE, BY AND BETWEEN KINGSWAY AMERICA, INC. AND PAUL R. HOGAN, DATED AS OF MARCH 31, 2021 Exhibit 10.1 EMPLOYMENT SEPARATION AGREEMENT AND RELEASE This EMPLOYMENT SEPARATION AGREEMENT AND RELEASE (“Agreement”) is made and entered into by and between Kingsway America Inc., a Delaware corporation (“Employer”), and Paul R. Ho |
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| March 29, 2021 |
KINGSWAY ANNOUNCES AVAILABILITY OF ANNUAL LETTER TO SHAREHOLDERS EX-99.2 3 exhibit992-pressreleasexma.htm EX-99.2 Exhibit 99.2 KINGSWAY ANNOUNCES AVAILABILITY OF ANNUAL LETTER TO SHAREHOLDERS Itasca, Illinois (March 29, 2021) - (NYSE: KFS) Kingsway Financial Services Inc. (“Kingsway” or the “Company”) announced today that a letter to its shareholders from John T. Fitzgerald, the Company’s President and CEO, has been made available (the “Letter”). The Letter can |
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| March 29, 2021 |
Form of Restricted Stock Agreement. EX-10.29 3 kingsway-formofrestricteds.htm EX-10.29 Exhibit 10.29 KINGSWAY FINANCIAL SERVICES INC. 2020 EQUITY INCENTIVE PLAN Restricted Stock Agreement This Restricted Stock Agreement (“Restricted Stock Agreement”) evidences the grant to [INSERT PARTICIPANT NAME] (the “Participant”) by Kingsway Financial Services Inc. (the “Company”) of the right to receive shares of Common Stock of the Company on |
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| March 29, 2021 |
EX-10.28 2 cibckingswaywarrantyconsen.htm EX-10.28 Exhibit 10.28 Dated as of January 11, 2021, but effective as of December 31, 2020 Kingsway Warranty Holdings LLC and Subsidiaries c/o Kingsway Financial Services Inc. 150 Pierce Road, Suite 600 Itasca, Illinois 60143 Attention: Kent A. Hansen Re: Consent Letter Agreement (this “Letter Agreement”) To Whom It May Concern: Reference is hereby made to |
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| March 29, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission File Number 001-15204 Kingsway Financial Service |
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| March 29, 2021 |
Exhibit 99.1 KINGSWAY REPORTS FOURTH QUARTER AND FULL YEAR 2020 RESULTS Itasca, Illinois (March 26, 2021) - (NYSE: KFS) Kingsway Financial Services Inc. (“Kingsway” or the “Company”) today announced its operating results for the three and twelve months ended December 31, 2020, which includes the following highlights: •Extended Warranty operating income increased 35% for the twelve months ended Dec |
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| March 29, 2021 |
APPENDIX I TO ANNUAL LETTER TO SHAREHOLDERS OF KINGSWAY FINANCIAL SERVICES INC. EX-99.3 4 exhibit993-2020kfsannualsh.htm EX-99.3 Exhibit 99.3 Annual Letter to Shareholders of Kingsway Financial Services Inc. March 29, 2021 Dear Fellow Shareholder, I am pleased to be sharing this letter with you in connection with the issuance of our 2020 Annual Report. I’m proud of the meaningful progress we made as a company in the past year in spite of the challenges and uncertainty we enco |
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| March 29, 2021 |
Subsidiaries of Kingsway Financial Services Inc. Exhibit 21 Subsidiaries of Kingsway Financial Services Inc. Subsidiaries Jurisdiction of Incorporation/Organization Kingsway America II Inc. Delaware 1347 Advisors LLC Delaware Argo Holdings Fund I, LLC Delaware Argo Management Group, LLC Delaware CMC Acquisition LLC Delaware CMC Industries Inc. Texas Texas Rail Terminal LLC Delaware TRT Leaseco, LLC Delaware Flower Portfolio 001, LLC Delaware Kin |
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| March 29, 2021 |
Regulation FD Disclosure, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): March 26, 2021 KINGSWAY FINANCIAL SERVICES INC. (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-15204 (Commission Fi |
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| December 2, 2020 |
KINGSWAY CLOSES ACQUISITION OF PWI HOLDINGS Exhibit 99.1 KINGSWAY CLOSES ACQUISITION OF PWI HOLDINGS Itasca, Illinois (December 1, 2020) – (NYSE: KFS) Kingsway Financial Services Inc. (“Kingsway”) today announced the closing of its acquisition of PWI Holdings, Inc. (collectively with its subsidiaries Preferred Warranties, Inc., Superior Warranties, Inc., Preferred Warranties of Florida, Inc., and Preferred Nationwide Reinsurance Company, Lt |
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| December 2, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): December 1, 2020 KINGSWAY FINANCIAL SERVICES INC. (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-15204 (Commission |
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| December 2, 2020 |
EX-10.1 2 ex101-loanandsecuritya.htm EX-10.1 Exhibit 10.1 1Execution Version LOAN AND SECURITY AGREEMENT dated as of December 1, 2020 between Kingsway Warranty Holdings LLC, Trinity Warranty Solutions LLC, Geminus Holding Company, Inc., IWS Acquisition Corporation and PWI Holdings, Inc. as Borrowers, THE OTHER LOAN PARTIES PARTY HERETO and CIBC BANK USA, as Lender 1 Exhibit 10.1 SECTION 1 DEFINITI |
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| November 6, 2020 |
Results of Operations and Financial Condition - 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): November 6, 2020 KINGSWAY FINANCIAL SERVICES INC. (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-15204 (Commission |
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| November 6, 2020 |
EX-99.1 2 exhibit99110qq32020results.htm EXHIBIT 99.1 Exhibit 99.1 KINGSWAY REPORTS THIRD QUARTER 2020 RESULTS Itasca, Illinois (November 6, 2020) - (NYSE: KFS) Kingsway Financial Services Inc. (“Kingsway” or the “Company”) today announced its operating results for the three and nine months ended September 30, 2020, which includes the following highlights: • Net cash provided by operating activiti |
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| November 6, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarterly Period Ended September 30, 2020 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission File Number: 001-15204 Kingsway |
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| October 13, 2020 |
8-K 1 a8-k101320.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): October 12, 2020 KINGSWAY FINANCIAL SERVICES INC. (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporatio |
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| October 13, 2020 |
KINGSWAY TO EXPAND PORTFOLIO OF WARRANTY HOLDINGS Exhibit 99.1 KINGSWAY TO EXPAND PORTFOLIO OF WARRANTY HOLDINGS Itasca, Illinois (October 13, 2020) - (NYSE: KFS) Kingsway Financial Services Inc. (“Kingsway”) today announced the signing of a definitive agreement to acquire PWI Holdings, Inc. from ADESA Dealer Services, LLC, a subsidiary of (NYSE: KAR) KAR Auction Services, Inc. d/b/a KAR Global (“KAR”), subject to certain regulatory approvals and |
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| October 13, 2020 |
EX-2.1 2 exhibit21projectcolt-stock.htm EXHIBIT 2.1 Exhibit 2.1 [**] INDICATES THAT INFORMATION HAS BEEN REDACTED. Execution Version STOCK PURCHASE AGREEMENT DATED AS OF OCTOBER 12, 2020 BY AND AMONG KINGSWAY WARRANTY HOLDINGS LLC (“BUYER”), PWI HOLDINGS, INC. (THE “COMPANY”), ADESA DEALER SERVICES, LLC (“SELLER”), AND KINGSWAY AMERICA INC. (“PARENT”) 1 Exhibit 2.1 TABLE OF CONTENTS Page ARTICLE I |
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| October 2, 2020 |
As filed with the Securities and Exchange Commission on October 2, 2020 Registration No. |
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| October 2, 2020 |
KINGSWAY FINANCIAL SERVICES INC. 2020 EQUITY INCENTIVE PLAN EX-10.1 3 exhibit1012020equityincen.htm EXHIBIT 10.1 Exhibit 10.1 KINGSWAY FINANCIAL SERVICES INC. 2020 EQUITY INCENTIVE PLAN 1.Establishment, Purpose and Duration. Kingsway Financial Services Inc. (hereinafter referred to as the “Company”) hereby establishes a long-term incentive compensation plan to be known as the 2020 Equity Incentive Plan (hereinafter referred to as the “Plan”), as set forth |
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| September 22, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): September 21, 2020 KINGSWAY FINANCIAL SERVICES INC. (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-15204 (Commissio |
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| September 21, 2020 |
KFS / Kingsway Financial Services Inc. / STILWELL JOSEPH - SC 13D/A Activist Investment CUSIP No. 496904202 SCHEDULE 13D Page 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 32) KINGSWAY FINANCIAL SERVICES Inc. (Name of Issuer) Common Shares, no par value (Title of Class of Securities) 496904202 (CUSIP Number) Mr. Joseph Stilwell 111 Broadway, 12th Floor New York, New York 10006 Telephone: |
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| September 10, 2020 |
LMB / Limbach Holdings, Inc. / KINGSWAY FINANCIAL SERVICES INC - SC 13G/A Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 1) Limbach Holdings, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 53263P105 (CUSIP Number) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ¨ Rule 13d-1(b) x Rule 13d- |
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| September 9, 2020 |
KFS / Kingsway Financial Services Inc. / STILWELL JOSEPH - SC 13D/A Activist Investment CUSIP No. 496904202 SCHEDULE 13D Page 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 31) KINGSWAY FINANCIAL SERVICES Inc. (Name of Issuer) Common Shares, no par value (Title of Class of Securities) 496904202 (CUSIP Number) Mr. Joseph Stilwell 111 Broadway, 12th Floor New York, New York 10006 Telephone: |
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| August 20, 2020 |
Kingsway Financial Services Inc. 2020 Equity Incentive Plan UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. |
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| August 13, 2020 |
KINGSWAY REPORTS SECOND QUARTER 2020 RESULTS Exhibit 99.1 KINGSWAY REPORTS SECOND QUARTER 2020 RESULTS Itasca, Illinois (August 13, 2020) - (NYSE: KFS) Kingsway Financial Services Inc. (“Kingsway” or the “Company”) today filed its quarterly report on Form 10-Q for the three and six months ended June 30, 2020, which includes the following highlights: • For the three months ended June 30, 2020, operating income was essentially breakeven, compa |
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| August 13, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): August 13, 2020 KINGSWAY FINANCIAL SERVICES INC. (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-15204 (Commission F |
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| August 13, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarterly Period Ended June 30, 2020 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission File Number: 001-15204 Kingsway Finan |
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| August 3, 2020 |
KFS / Kingsway Financial Services Inc. / Frischer Charles Activist Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D under the Securities Exchange Act of 1934 (Amendment No. 2) KINGSWAY FINANCIAL SERVICES INC. (Name of Issuer) Common Stock, $0.01 par value per share (Title of Class of Securities) 496904202 (CUSIP Number of Class of Securities) Charles L. Frischer 4404 52nd Avenue NE Seattle, WA 98105 (Name, Address and Telephone Number of Per |
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| July 22, 2020 |
ANNUAL LETTER TO SHAREHOLDERS OF KINGSWAY FINANCIAL SERVICES INC. Exhibit 99.2 ANNUAL LETTER TO SHAREHOLDERS OF KINGSWAY FINANCIAL SERVICES INC. July 22, 2020 Dear Fellow Shareholder, I am pleased to be sharing this letter with you in connection with the issuance of our 2019 Annual Report. We made significant progress in 2019 towards our stated objectives of a) focusing on strategic capital allocation; b) executing operational improvements; and c) building a wor |
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| July 22, 2020 |
KINGSWAY ANNOUNCES AVAILABILITY OF ANNUAL LETTER TO SHAREHOLDERS Exhibit 99.1 KINGSWAY ANNOUNCES AVAILABILITY OF ANNUAL LETTER TO SHAREHOLDERS Itasca, Illinois (July 22, 2020) - (NYSE: KFS) Kingsway Financial Services Inc. (“Kingsway” or the “Company”) announced today that a letter to its shareholders from John T. Fitzgerald, the Company’s President and CEO, has been made available (the “Letter”). The Letter can be found on the Company’s website by following ei |
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| July 22, 2020 |
KINGSWAY ANNOUNCES RECEIPT OF NYSE LATE FILER CURE LETTER EX-99.1 2 exhibit991nyselatefilercure.htm EXHIBIT 99.1 Exhibit 99.1 KINGSWAY ANNOUNCES RECEIPT OF NYSE LATE FILER CURE LETTER Itasca, Illinois (July 22, 2020) - (NYSE: KFS) Kingsway Financial Services Inc. (“Kingsway” or the “Company”) today announced that on July 20, 2020 the Company received a notice letter from the New York Stock Exchange (“NYSE”) stating that, effective July 21, 2020, the Comp |
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| July 22, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): July 20, 2020 KINGSWAY FINANCIAL SERVICES INC. (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-15204 (Commission Fil |
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| July 22, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): July 22, 2020 KINGSWAY FINANCIAL SERVICES INC. (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-15204 (Commission Fil |
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| July 17, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarterly Period Ended March 31, 2020 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission File Number: 001-15204 Kingsway Fina |
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| July 17, 2020 |
KFS / Kingsway Financial Services Inc. / STILWELL JOSEPH - SC 13D/A Activist Investment CUSIP No. 496904202 SCHEDULE 13D Page 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 30) KINGSWAY FINANCIAL SERVICES Inc. (Name of Issuer) Common Shares, no par value (Title of Class of Securities) 496904202 (CUSIP Number) Mr. Joseph Stilwell 111 Broadway, 12th Floor New York, New York 10006 Telephone: |
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| July 16, 2020 |
KINGSWAY ANNOUNCES NYSE ACCEPTANCE OF CONTINUED LISTING COMPLIANCE PLAN EX-99.1 2 exhibits991-kingswayannoun.htm EXHIBIT 99.1 Exhibit 99.1 KINGSWAY ANNOUNCES NYSE ACCEPTANCE OF CONTINUED LISTING COMPLIANCE PLAN Itasca, Illinois (July 16, 2020) - (NYSE: KFS) Kingsway Financial Services Inc. (“Kingsway” or the “Company”) today announced that the New York Stock Exchange (“NYSE”) has accepted the Company’s business plan to regain compliance with NYSE continued listing sta |
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| July 16, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): July 9, 2020 KINGSWAY FINANCIAL SERVICES INC. (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-15204 (Commission File |
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| July 10, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2019 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission File Number 001-15204 Kingsway Financial Service |
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| July 10, 2020 |
Subsidiaries of Kingsway Financial Services Inc. Exhibit 21 Subsidiaries of Kingsway Financial Services Inc. Subsidiaries Jurisdiction of Incorporation/Organization Kingsway America II Inc. Delaware 1347 Advisors LLC Delaware Argo Holdings Fund I, LLC Delaware Argo Management Group, LLC Delaware CMC Acquisition LLC Delaware CMC Industries Inc. Texas Texas Rail Terminal LLC Delaware TRT Leaseco, LLC Delaware Flower Portfolio 001, LLC Delaware Gem |
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| May 15, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Check one): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K x Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: March 31, 2020 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q ☐ Transition Report on Fo |
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| May 15, 2020 |
KFS / Kingsway Financial Services Inc. / Frischer Charles Activist Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D under the Securities Exchange Act of 1934 (Amendment No. 1) KINGSWAY FINANCIAL SERVICES INC. (Name of Issuer) Common Stock, $0.01 par value per share (Title of Class of Securities) 496904202 (CUSIP Number of Class of Securities) Charles L. Frischer 4404 52nd Avenue NE Seattle, WA 98105 (Name, Address and Telephone Number of Per |
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| April 28, 2020 |
KFS / Kingsway Financial Services Inc. / Frischer Charles Activist Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D under the Securities Exchange Act of 1934 KINGSWAY FINANCIAL SERVICES INC. (Name of Issuer) Common Stock, $0.01 par value per share (Title of Class of Securities) 496904202 (CUSIP Number of Class of Securities) Charles L. Frischer 4404 52nd Avenue NE Seattle, WA 98105 (Name, Address and Telephone Number of Person Authorized to |
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| April 21, 2020 |
KINGSWAY ANNOUNCES RECEIPT OF NOTIFICATION LETTERS FROM NYSE EX-99.1 2 exhibit991kingswayannounce.htm EXHIBIT 99.1 Exhibit 99.1 KINGSWAY ANNOUNCES RECEIPT OF NOTIFICATION LETTERS FROM NYSE Itasca, Illinois (April 21, 2020) - (NYSE: KFS) Kingsway Financial Services Inc. (“Kingsway” or the “Company”) today announced it received notice from the New York Stock Exchange (“NYSE”) that the Company is not in compliance with NYSE listing standard 802.01E because it |
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| April 21, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): April 15, 2020 KINGSWAY FINANCIAL SERVICES INC. (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-15204 (Commission Fi |
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| April 10, 2020 |
KFS / Kingsway Financial Services Inc. 10-Q - Quarterly Report - 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarterly Period Ended June 30, 2019 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission File Number: 001-15204 Kingsway Finan |
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| April 10, 2020 |
KFS / Kingsway Financial Services Inc. 10-Q - Quarterly Report - 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarterly Period Ended September 30, 2019 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission File Number: 001-15204 Kingsway |
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| April 9, 2020 |
KFS / Kingsway Financial Services Inc. 10-Q - Quarterly Report - 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarterly Period Ended March 31, 2019 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission File Number: 001-15204 Kingsway Fina |
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| March 30, 2020 |
KFS / Kingsway Financial Services Inc. NT 10-K - - NT 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Check one): x Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: December 31, 2019 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q ☐ Transition Report on |
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| March 17, 2020 |
KINGSWAY ANNOUNCES RECEIPT OF FURTHER EXTENSION FROM NYSE Exhibit 99.1 KINGSWAY ANNOUNCES RECEIPT OF FURTHER EXTENSION FROM NYSE Itasca, Illinois (March 16, 2020) - (NYSE: KFS) Kingsway Financial Services Inc. (“Kingsway” or the “Company”) today announced that the New York Stock Exchange (“NYSE”) granted the Company an additional extension through April 17, 2020 to become current with all of its periodic Securities and Exchange Commission (“SEC”) filings |
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| March 17, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): March 13, 2020 KINGSWAY FINANCIAL SERVICES INC. (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-15204 (Commission Fi |
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| March 12, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): March 6, 2020 KINGSWAY FINANCIAL SERVICES INC. (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-15204 (Commission Fil |
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| March 12, 2020 |
EX-99.1 2 exhibit991kingswayllcconso.htm EXHIBIT 99.1 Exhibit 99.1 PURPOSE: To document the considerations made in determining the accounting for Kingsway America Inc.’s and subsidiaries (the “Company”) investments in the following limited liability companies (“LLC’s”). Net Lease Investment Grade Portfolio, LLC (“NLIGP”) Flowers Portfolio 001, LLC (“Flowers”) DPM SPV, LLC (“DPM”) 1347 Venture Oppo |
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| March 12, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): March 6, 2020 KINGSWAY FINANCIAL SERVICES INC. (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-15204 (Commission Fil |
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| March 12, 2020 |
Exhibit 99.2 PURPOSE To document the considerations made in determining the accounting for Kingsway Financial Services Inc.’s (the “Company”) issuance of convertible preferred stock and warrants on February 3, 2014. BACKGROUND On December 20, 2013, the Company entered into subscription agreements to issue and sell in a private placement (the “Private Placement”) to accredited investors an aggregat |
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| March 12, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Amendment No. )* Under the Securities Exchange Act of 1934 Kingsway Financial Services (Name of Issuer) Common Stock (Titles of Class of Securities) 496904202 (CUSIP Number) March 3, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this |
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| March 12, 2020 |
Exhibit 16.1 March 12, 2020 Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Commissioners: We have read Kingsway Financial Services Inc.’s statements included in Item 4.01(a) of its Form 8-K filed on March 12, 2020 and we agree with such statements concerning our firm. Sincerely, |
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| March 2, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): March 2, 2020 KINGSWAY FINANCIAL SERVICES INC. (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-15204 (Commission Fil |
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| March 2, 2020 |
ANNUAL LETTER TO SHAREHOLDERS OF KINGSWAY FINANCIAL SERVICES INC. Exhibit 99.2 KINGSWAY FINANCIAL SERVICES INC. ANNUAL LETTER TO SHAREHOLDERS OF KINGSWAY FINANCIAL SERVICES INC. March 2, 2020 Dear Fellow Shareholder, This is my first letter to you as the CEO of Kingsway Financial Services Inc. (“Kingsway” or “Company). It is long overdue. I am happy to have our 2018 audit behind us, and I look forward to communicating updates on 2019 performance in the weeks to |
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| March 2, 2020 |
KINGSWAY ANNOUNCES AVAILABILITY OF ANNUAL LETTER TO SHAREHOLDERS Exhibit 99.1 KINGSWAY ANNOUNCES AVAILABILITY OF ANNUAL LETTER TO SHAREHOLDERS Itasca, Illinois (March 2, 2020) - (NYSE: KFS) Kingsway Financial Services Inc. (“Kingsway” or the “Company”) announced today that a letter to its shareholders from John T. Fitzgerald, the Company’s President and CEO, has been made available (the “Letter”). The Letter can be found on the Company’s website by following ei |
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| February 28, 2020 |
KINGSWAY ANNOUNCES EXECUTIVE TRANSITION EX-10.1 2 exhibit101-kingswayannounc.htm EXHIBIT 10.1 Exhibit 10.1 KINGSWAY ANNOUNCES EXECUTIVE TRANSITION Itasca, Illinois (February 28, 2020) - (NYSE: KFS) Kingsway Financial Services Inc. (“Kingsway” or the “Company”) announced today that Kent A. Hansen has been named Chief Financial Officer of the Company, effective immediately, following the Board’s acceptance of the resignation of William A. |
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| February 28, 2020 |
EX-10.2 3 exhibit102-employmentoffer.htm EXHIBIT 10.2 Exhibit 10.2 October 23, 2019 Mr. Kent A. Hansen [email protected] RE: Employment Offer Letter Dear Kent: It is with great pleasure that I write to you today to extend this offer to join the team as an employee of Kingsway America Inc. (the “Company”). The following is a summary of the terms of the offer, which is contingent upon satisfac |
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| February 28, 2020 |
Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 27, 2020 KINGSWAY FINANCIAL SERVICES INC. (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-15204 (Commission |
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| February 28, 2020 |
EX-10.3 4 exhibit103-employmentsepar.htm EXHIBIT 10.3 Exhibit 10.3 EMPLOYMENT SEPARATION AGREEMENT AND RELEASE This EMPLOYMENT SEPARATION AGREEMENT AND RELEASE (“Agreement”) is made and entered into by and between Kingsway America Inc., a Delaware corporation (“Employer”), and William A. Hickey, Jr., an individual residing in the State of Illinois (“Employee”). WITNESSETH: WHEREAS, Employee and Em |
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| February 28, 2020 |
Exhibit 10.4 CONSULTING AGREEMENT This CONSULTING AGREEMENT (“Agreement”), dated as of the 28th day of February 2020 (the “Effective Date”), is made and entered into by and between William A. Hickey, Jr., an individual residing in the State of Illinois (“Consultant”), and Kingsway America Inc., a Delaware corporation (the “Company”). RECITALS WHEREAS, Consultant was previously employed by the Comp |
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| February 28, 2020 |
KINGSWAY PROVIDES FURTHER UPDATE ON 2018 FORM 10-K FILING EX-99.1 6 exhibit99122820.htm EXHIBIT 99.1 Exhibit 99.1 KINGSWAY PROVIDES FURTHER UPDATE ON 2018 FORM 10-K FILING Itasca, Illinois (February 27, 2020) - (NYSE: KFS) Kingsway Financial Services Inc. (“Kingsway” or the “Company”) today filed its Annual Report on Form 10-K for the fiscal year ended December 31, 2018. The Company also filed today amended Forms 10-Q/A for the quarters ended March 31, 2 |
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| February 27, 2020 |
KFS / Kingsway Financial Services Inc. 10-Q/A - Quarterly Report - 10-Q/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarterly Period Ended June 30, 2018 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission File Number: 001-15204 Kingsway Fin |
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| February 27, 2020 |
KFS / Kingsway Financial Services Inc. 10-Q/A - Quarterly Report - 10-Q/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarterly Period Ended March 31, 2018 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission File Number: 001-15204 Kingsway Fi |
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| February 27, 2020 |
Subsidiaries of Kingsway Financial Services Inc. Exhibit 21 Subsidiaries of Kingsway Financial Services Inc. Subsidiaries Jurisdiction of Incorporation/Organization Kingsway America II Inc. Delaware 1347 Advisors LLC Delaware 1347 Capital LLC Delaware Itasca Investors LLC Delaware Itasca Capital Corp. Delaware 1347 Venture Opportunity LLC Delaware American Country Underwriting Agency Inc. Illinois Argo Management Group, LLC Delaware ARM Holdings |
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| February 27, 2020 |
KFS / Kingsway Financial Services Inc. 10-K - Annual Report - 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2018 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission File Number 001-15204 Kingsway Financial Service |
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| February 27, 2020 |
KFS / Kingsway Financial Services Inc. 10-Q/A - Quarterly Report - 10-Q/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarterly Period Ended September 30, 2018 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission File Number: 001-15204 Kingswa |
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| January 15, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): January 15, 2020 KINGSWAY FINANCIAL SERVICES INC. (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-15204 (Commission |
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| January 14, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): January 6, 2020 KINGSWAY FINANCIAL SERVICES INC. (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-15204 (Commission |
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| January 10, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): December 6, 2020 KINGSWAY FINANCIAL SERVICES INC. (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-15204 (Commission |
