- Third acquisition under the Kingsway Search Xcelerator Program
- Expected to be immediately accretive, adding $19.7 million of unaudited revenue, $2.6 million of U.S. GAAP income before income taxes and $2.7 million of unaudited non-GAAP adjusted EBITDA
- Capital light, recurring revenue business
CHICAGO, Nov. 21, 2022 /PRNewswire/ – (NYSE: KFS) Kingsway Financial Services Inc. (“Kingsway”) today announced the acquisition of the privately-held company Secure Nursing Service, Inc. (“SNS”), the third such acquisition completed under the Kingsway Search Xcelerator Program. SNS, based in Los Angeles, California (www.securenursing.com), employs highly skilled and professional per diem and travel Registered Nurses, Licensed Vocational Nurses, Certified Nurse Assistants and Allied Healthcare Professionals with multiple years of acute care hospital experience. SNS places these healthcare professionals in both per diem assignments, and in short-term and long-term travel assignments in a variety of hospitals in southern California.
“The acquisition of SNS marks Kingsway’s third business acquisition under the Kingsway Search Xcelerator program. For the last sixteen years, SNS has answered the growing demand for medical staffing driven by the increasing need for healthcare services combined with a persistent nursing shortage across the country. The business meets our criteria of recurring revenue, strong margins, and low capital demands, making it a great fit for our model,” said Kingsway President and CEO, J.T. Fitzgerald. “It truly is a pleasure to support our ‘Operator-in-Residence’, Charles Mokuolu, in this transaction. We’re excited to work with Charles as he transitions into the CEO role at SNS.”
“We are thrilled to partner with a group that embodies the four pillars of success at SNS: commitment, competency, integrity and reliability,” said Roman Gofman, former President and CEO of SNS. “Both our company and our customers are in good hands with Kingsway.”
“Roman Gofman and his team have built a leading company by providing the highest level of service in the healthcare industry, with qualified and compassionate healthcare professionals,” said Charles Mokuolu, newly appointed President and CEO of SNS. “I am delighted to welcome an SNS team that shares our high-level of standards to the Kingsway family of companies. I look forward to working with the talented SNS team to continue to deliver the highest level of service to our clients and our healthcare professionals.”
For the twelve-month period ending June 30, 2022, SNS had $19.7 million of unaudited revenue, $2.6 million unaudited U.S. GAAP income before income taxes and $2.7 million of unaudited non-GAAP adjusted EBITDA. A reconciliation of U.S. GAAP income before income taxes to non-GAAP adjusted EBITDA is presented on the attached schedule. Even after taking into consideration the anticipated effects of purchase accounting, Kingsway expects the acquisition to be immediately accretive.
The transaction was structured as a purchase of SNS’ assets and assumption of certain liabilities. The purchase price was $10.9 million (subject to customary adjustments) at close. The closing purchase price was financed with a combination of debt financing provided by Signature Bank and cash on hand. Pegasus Acquirer Holdings LLC and Pegasus Acquirer LLC, subsidiaries of Kingsway, borrowed a total of $6.5 million, in the form of a term loan, and established a $1 million revolver (together, the “Loan”) that was undrawn at close. The Loan has a variable interest rate equal to the Prime Rate plus 0.50%, with a floor of 5.00%. The Loan requires monthly principal and interest payments, and the term loan matures on November 18, 2028.
Eversheds Sutherland (US) LLP served as legal counsel to Kingsway and Lagerlof LLP served as legal counsel to the sellers in connection with the transaction.
Kingsway is a holding company that owns or controls subsidiaries primarily in the extended warranty, business services, asset management and real estate industries. The common shares of Kingsway are listed on the New York Stock Exchange under the trading symbol “KFS.”