Kingsway signs $7.9M deal to acquire 95% of National Institute of Clinical Research (NICR)

KINGSWAY FINANCIAL SERVICES INC

Total cash consideration $7,932,500 for 95% membership interest; $1M placed into escrow.
NICR had $6.6M revenue and $1.2M adjusted EBITDA for TTM ending June 30, 2023 (unaudited).
Purchase price implies 6.9x trailing adjusted EBITDA.
Closing expected before end of Kingsway's fiscal first quarter ending March 31, 2024.
Dr. Davide Zanchi to become CEO of NICR after close.

Key facts

Extracted from this filing and checked against the source text.

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.95

KINGSWAY FINANCIAL SERVICES INC entered into Membership Interest Purchase Agreement with National Institute of Clinical Research Inc. valued at $7,932,500 (effective 2023-10-19).

Action: entry
Agreement: asset purchase
Counterparty: National Institute of Clinical Research Inc.
Value: $7,932,500
Effective: 2023-10-19

Exact text from the filing

On October 19, 2023, Kingsway Search Xcelerator Inc. (“Kingsway Buyer”), a subsidiary of Kingsway Financial Services Inc. (the “Company”), entered into a Membership Interest Purchase Agreement (the “Agreement”) with National Institute of Clinical Research Inc. (the “Seller”) and Dr. Sali Aswad (the “Shareholder”), pursuant to which the Kingsway Buyer will, subject to the terms and conditions of the Agreement, acquire from Seller ninety-five percent (95%) of the issued and outstanding membership interests (the “Acquired Interests”) of a newly formed California limited liability company (“Newco”).

View on SEC.gov

239 material agreements filed in the last 30 days. Browse all material agreements →

KINGSWAY FINANCIAL SERVICES INC filing history →

Source: SEC EDGAR

accession 0001437749-23-028717

view filing index on sec.gov

view primary document

Machine-readable: JSON · Markdown · Plain text

This headline and bullets were generated automatically by deepseek-v4-flash:cloud@v2 from the public filing. Read the source on SEC.gov before relying on any specific claim. Not investment advice. See methodology for how this pipeline works.