TORONTO, Feb. 12, 2013 /CNW/ - (TSX: KFS, NYSE: KFS) Kingsway Financial
Services Inc. ("Kingsway" or the "Company") today announced that it has
executed an underwriting agreement to sell 2,625,000 shares of the
common stock of Atlas Financial Holdings, Inc. ("Atlas") held by its
downstream holding company, Kingsway America Inc. The shares are being
offered as part of Atlas' United States initial public offering at a
price per share of $5.85. Net of transaction expenses, Kingsway
expects to receive approximately $13.8 million of proceeds from the
sale and report a loss on the transaction of approximately $3.7
million. Following the transaction, Kingsway retains 1,262,471 shares
of Atlas common stock and $18.0 million of Atlas preferred shares. As
of December 31, 2012, Kingsway also has accrued preferred dividends
receivable from Atlas of $1.7 million. References to share price and
number of common shares reflect Atlas' previously announced share
Sandler O'Neill + Partners, L.P. is acting as the book-running manager
for the offering. Sterne, Agee & Leach, Inc., EarlyBirdCapital, Inc.
and Sidoti & Company LLC are acting as co-managers for the offering in
the United States. Canaccord Genuity Corp. is acting as lead
underwriter in connection with the offering in Canada.
The shares were offered pursuant to a registration statement on Form S-1
(File No. 333-183276), including a prospectus, filed by Atlas with the
Securities and Exchange Commission ("SEC"). It was declared effective
by the SEC on February 11, 2013.
The offering is also being made in Canada pursuant to a short form
prospectus filed in the provinces of Ontario, Alberta and British
Columbia. Prospective investors should read the prospectus in the
registration statement and other documents that Atlas has filed for
more complete information about Atlas and the offering. Investors may
obtain these documents without charge by visiting EDGAR on the SEC or
SEDAR websites at www.sec.gov and www.sedar.com, respectively. Alternatively, copies of the U.S. written prospectus may
be obtained from Sandler O'Neill + Partners, 1251 Avenue of The
Americas, 6th Floor, New York, NY 10020, (866) 805-4128, and copies of
the Canadian short form prospectus may be obtained from Canaccord
Genuity Corp., 161 Bay Street, 30th Floor, Toronto, Ontario, Canada,
The offering is being made only by means of a written prospectus forming
a part of the effective registration statement. The securities may not
be sold nor may offers to buy be accepted in Canada until a final
receipt for the short form prospectus is obtained from the Canadian
securities regulatory authorities.
This news release does not constitute an offer to sell or a solicitation
of an offer to buy the securities described herein, nor shall there be
any sale of these securities in any state or jurisdiction in which such
an offer, solicitation or sale would be unlawful prior to registration
or qualification under the securities laws of any such jurisdiction.
About the Company
Kingsway is a holding company functioning as a merchant bank with a
focus on long-term value-creation. The Company owns or controls stakes
in several insurance industry assets and utilizes its subsidiaries,
1347 Advisors LLC and 1347 Capital LLC, to pursue opportunities acting
as an advisor, an investor and a financier. The common shares of
Kingsway are listed on the Toronto Stock Exchange and the New York
Stock Exchange under the trading symbol "KFS."
Forward Looking Statements
This press release includes "forward looking statements" within the
meaning of Section 27A of the Securities Act of 1933 and Section 21E of
the Securities Exchange Act of 1934 that are not historical facts, and
involve risks and uncertainties that could cause actual results to
differ materially from those expected and projected. Words such as
"expects", "believes", "anticipates", "intends", "estimates", "seeks"
and variations and similar words and expressions are intended to
identify such forward-looking statements. Such forward looking
statements relate to future events or future performance, but reflect
Kingsway management's current beliefs, based on information currently
available. A number of factors could cause actual events, performance
or results to differ materially from the events, performance and
results discussed in the forward looking statements, including, without
limitation, our potential inability to complete current or future
acquisitions successfully, our inability to successfully implement our
restructuring activities, and our inability to adequately estimate and
provide for an appropriate level of reserving at our insurance company
subsidiaries. For information identifying important factors that could
cause actual results to differ materially from those anticipated in the
forward looking statements, see Kingsway's securities filings,
including its Annual Report on Form 10-K for the year ended December
31, 2011 ("2011 Annual Report") and its Quarterly Report on Form 10-Q
for the quarter ended September 30, 2012. Except as expressly required
by applicable securities law, the Company disclaims any intention or
obligation to update or revise any forward looking statements whether
as a result of new information, future events or otherwise.
SOURCE: Kingsway Financial Services Inc.
For further information:
Additional information about Kingsway, including a copy of its 2011 Annual Report and its Quarterly Report on Form 10-Q for the quarter ended September 30, 2012, can be accessed on the Canadian Securities Administrators' website at www.sedar.com, on the EDGAR section of the U.S. Securities and Exchange Commission's website at www.sec.gov or through the Company's website at www.kingsway-financial.com.