TORONTO, Dec. 20, 2013 /CNW/ - (TSX: KFS) (NYSE: KFS) Kingsway Financial
Services Inc. ("Kingsway" or the "Company") today announced that it has
entered into definitive agreements with several investors in connection
with a private placement totaling approximately U.S.$6.6 million.
Kingsway expects to use the proceeds, along with additional cash on
hand, to repay the remaining amount outstanding on its 7.50% Senior
Notes due February 2014.
Upon the closing, which is expected to occur on February 3, 2014, the
Company will receive gross proceeds of approximately U.S.$6.6 million,
resulting from the sale and issuance of approximately 262,876 units for
a purchase price of U.S.$25.00 per unit. Each unit consists of one
class A convertible preferred share, series 1 (the "Preferred Shares"),
and 6.25 common share class C purchase warrants. Each Preferred Share
is convertible into 6.25 common shares at a conversion price of
U.S.$4.00 per common share any time at the option of the holder prior
to April 1, 2021. The maximum number of common shares issuable upon
conversion of the Preferred Shares is 1,642,975 common shares. Each
warrant will entitle the subscriber to purchase one common share of
Kingsway at a price of U.S.$5.00 per common share at any time after
September 16, 2016 and prior to expiry on September 15, 2023.
The private placement has received the conditional approval of the
Toronto Stock Exchange. Funds received from investors in connection
with the private placement will be held in escrow pending closing.
This press release shall not constitute an offer to sell or the
solicitation of the offer to buy securities in any state or
jurisdiction in which such offer, solicitation or sale would be
unlawful prior to registration or qualification under the securities
laws of any such state or jurisdiction. The securities offered and
sold in the private placement have not been registered under the
Securities Act of 1933, or any state securities laws, and may not be
offered or sold in the United States absent registration, or an
applicable exemption from registration under the Securities Act of 1933
and applicable state securities laws.
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."
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 the proposed private
placement. For information identifying important factors that could
cause actual results to differ materially from those anticipated in the
forward looking statements, please refer to the section entitled "Risk
Factors" in the Company's 2012 Annual Report on Form 10-K and its
Quarterly Report on Form 10-Q for the quarter ended September 30,
2013. 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.