KINGSWAY FINANCIAL SERVICES INC (KFS): M&A transaction — Kingsway closes sale of Texas railyard for $215.2M, nets $21.4M in cash

KINGSWAY FINANCIAL SERVICES INC

Total sales price $215.2M includes $44.5M cash and $170.7M mortgage assumption by BNSF Dayton LLC.
Net cash proceeds to Kingsway: $21.4M after taxes, fees and minority shareholder distribution.
Proceeds to fund repurchase of TruPs subordinated debt; options cover $75.5M principal plus $19.2M deferred interest.
Sale reduces notes payable and subordinated debt by 70% ($183.2M) vs. Sept 30, 2022.
Pro forma: remaining notes payable $16.4M (non-recourse) and sub debt $14.3M if options exercised.

Key facts

Extracted from this filing and checked against the source text.

M&A Transactions SEC 8-K Item 2.01/5.01 confidence 0.9

KINGSWAY FINANCIAL SERVICES INC completed a disposition involving BNSF Dayton LLC for $215.2 million (closed 2022-12-29).

Action: disposition
Counterparty: BNSF Dayton LLC
Consideration: $215.2 million
Closing: 2022-12-29

Exact text from the filing

LLC, an indirect subsidiary of the Company and direct owner of the railyard, completed the sale to BNSF Dayton LLC, who also assumed the mortgage. The total sales price was $215.2 million – consisting of $44.5 million cash and $170.7 million of mortgage assumption – netting proceeds of $21.4 million to Kingsway after taxes, fees and distribution to the minority

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

KINGSWAY FINANCIAL SERVICES INC entered into Sale Agreement with BNSF Dayton LLC (effective 2022-12-22).

Action: entry
Agreement: asset purchase
Counterparty: BNSF Dayton LLC
Effective: 2022-12-22

Exact text from the filing

Sale Agreement (the “Agreement”), effective as of December 22, 2022, by and between Kingsway Seller and BNSF Dayton LLC (“Purchaser”).

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27 m&a transactions filed in the last 30 days. Browse all m&a transactions →

KINGSWAY FINANCIAL SERVICES INC filing history →

Source: SEC EDGAR

accession 0001437749-23-000475

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