Kingsway acquires Secure Nursing Service for $10.9M; expects immediate accretion

KINGSWAY FINANCIAL SERVICES INC

Purchase price $10.9M cash; SNS had $19.7M revenue, $2.6M GAAP pre-tax income, $2.7M adjusted EBITDA (TTM Jun 2022).
Deal financed with $6.5M term loan + $1M revolver from Signature Bank; Prime+0.5% (5% floor), matures Nov 2028.
Third acquisition under Kingsway Search Xcelerator Program; Charles Mokuolu named SNS President and CEO.
Expected to be immediately accretive; capital-light, recurring revenue healthcare staffing business.

Key facts

Extracted from this filing and checked against the source text.

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

KINGSWAY FINANCIAL SERVICES INC entered into Asset Purchase Agreement with Secure Nursing Service, Inc., a California corporation, Rafael Gofman, Ella Gofman, and Zhanna Weiss valued at approximately $10.9 million (effective 2022-11-18).

Action: entry
Agreement: asset purchase
Counterparty: Secure Nursing Service, Inc., a California corporation, Rafael Gofman, Ella Gofman, and Zhanna Weiss
Value: approximately $10.9 million
Effective: 2022-11-18

Exact text from the filing

On November 18, 2022, Pegasus Acquirer LLC (the “Kingsway Buyer”), a newly formed subsidiary of Kingsway Financial Services Inc. (the “Company” or “Kingsway”), entered into an Asset Purchase Agreement (the “Agreement”) with Secure Nursing Service, Inc., a California corporation (“Seller”), Rafael Gofman (“Gofman”), Ella Gofman (“Ella”), and Zhanna Weiss (“Weiss” and, collectively with Gofman and Ella, the “Shareholders” and each, individually, a “Shareholder”) pursuant to which the Kingsway Buyer agreed to purchase and assume from Seller, substantially all of the assets and certain specified liabilities of Seller

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Source: SEC EDGAR

accession 0001437749-22-027833

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