Document and Entity Information
Document and Entity Information Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2019 | Apr. 09, 2020 | |
Document Information [Abstract] | ||
Document Quarterly Report | true | |
Document Transition Report | false | |
Entity Registrant Name | KINGSWAY FINANCIAL SERVICES INC. | |
Entity Central Index Key | 0001072627 | |
Current Fiscal Year End Date | --12-31 | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Document Type | 10-Q | |
Document Period End Date | Mar. 31, 2019 | |
Document Fiscal Year Focus | 2019 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false | |
Entity Common Stock, Shares Outstanding | 22,958,519 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 31, 2018 |
Investments: | ||
Fixed maturities, at fair value (amortized cost of $20,241 and $12,432, respectively) | $ 20,165 | $ 12,260 |
Equity investments, at fair value (cost of $2,274 and $2,274, respectively) | 934 | 856 |
Limited liability investments | 4,697 | 4,790 |
Limited liability investments, at fair value | 30,101 | 26,015 |
Investments in private companies, at adjusted cost | 2,911 | 3,090 |
Real estate investments, at fair value (cost of $10,225 and $10,225, respectively) | 10,662 | 10,662 |
Other investments, at cost which approximates fair value | 800 | 2,079 |
Short-term investments, at cost which approximates fair value | 153 | 152 |
Total investments | 70,423 | 59,904 |
Cash and cash equivalents | 13,352 | 14,619 |
Restricted cash | 17,178 | 16,959 |
Investment in investee | 918 | 951 |
Accrued investment income | 413 | 420 |
Service fee receivable, net of allowance for doubtful accounts of $265 and $191, respectively | 5,018 | 3,434 |
Other receivables, net of allowance for doubtful accounts of $201 and $184, respectively | 10,318 | 9,523 |
Deferred acquisition costs, net | 7,220 | 6,904 |
Property and equipment, net of accumulated depreciation of $17,219 and $15,958, respectively | 102,151 | 103,142 |
Right-of-use asset | 2,494 | |
Goodwill | 82,104 | 74,659 |
Intangible assets, net of accumulated amortization of $11,115 and $10,594, respectively | 88,451 | 83,266 |
Other assets | 5,017 | 4,459 |
Total Assets | 405,057 | 378,240 |
Liabilities: | ||
Accrued expenses and other liabilities | 16,080 | 14,786 |
Income taxes payable | 2,556 | 2,400 |
Deferred service fees | 59,443 | 47,130 |
Unpaid loss and loss adjustment expenses | 1,439 | 2,073 |
Bank loans | 12,701 | 3,917 |
Notes payable | 198,191 | 199,316 |
Subordinated debt, at fair value | 50,392 | 50,023 |
Lease liability | 2,655 | |
Net deferred income tax liabilities | 28,951 | 28,537 |
Total Liabilities | 372,408 | 348,182 |
Redeemable Class A preferred stock, no par value; 1,000,000 and unlimited number authorized at March 31, 2019 and December 31, 2018, respectively; 222,876 and 222,876 issued and outstanding at March 31, 2019 and December 31, 2018, respectively; redemption amount of $7,381 and $7,278 at March 31, 2019 and December 31, 2018, respectively | 6,046 | 5,800 |
Shareholders' Equity: | ||
Common stock, no par value; 50,000,000 and unlimited number authorized at March 31, 2019 and December 31, 2018, respectively; 21,866,959 and 21,787,728 issued and outstanding at March 31, 2019 and December 31, 2018, respectively | 0 | 0 |
Additional paid-in capital | 353,886 | 353,890 |
Accumulated deficit | (379,218) | (382,196) |
Accumulated other comprehensive income | 39,922 | 40,768 |
Shareholders' equity attributable to common shareholders | 14,590 | 12,462 |
Noncontrolling interests in consolidated subsidiaries | 12,013 | 11,796 |
Total Shareholders' Equity | 26,603 | 24,258 |
Total Liabilities, Class A preferred stock and Shareholders' Equity | $ 405,057 | $ 378,240 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 31, 2018 |
Assets | ||
Fixed maturities, cost | $ 20,241 | $ 12,432 |
Equity investments, cost | 2,274 | 2,274 |
Real estate investments, cost | 10,225 | 10,225 |
Service fee receivable, allowance for doubtful accounts | 265 | 191 |
Other receivables, allowance for doubtful accounts | 201 | 184 |
Premiums receivable, allowance for doubtful accounts | 0 | 0 |
Property and equipment, accumulated depreciation | 17,219 | 15,958 |
Intangible assets accumulated amortization | $ 11,115 | $ 10,594 |
Liabilities: | ||
Preferred stock authorized (in shares) | 1,000,000 | 1,000,000 |
Preferred stock issued (in shares) | 222,876 | 222,876 |
Preferred stock outstanding (in shares) | 222,876 | 222,876 |
Redemption amount | $ 7,381 | $ 7,278 |
Shareholders' Equity: | ||
Common stock authorized (in shares) | 50,000,000 | |
Common stock issued (in shares) | 21,866,959 | 21,787,728 |
Common stock outstanding (in shares) | 21,866,959 | 21,787,728 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) shares in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Revenues [Abstract] | ||
Service fee and commission income | $ 9,815,000 | $ 9,651,000 |
Rental income | 3,341,000 | 3,348,000 |
Other income | 145,000 | 213,000 |
Total revenues | 13,301,000 | 13,212,000 |
Operating expenses: | ||
Claims authorized on vehicle service agreements | 1,887,000 | 1,372,000 |
Loss and loss adjustment expenses | 107,000 | 346,000 |
Commissions | 918,000 | 913,000 |
Cost of services sold | 1,359,000 | 2,252,000 |
General and administrative expenses | 8,402,000 | 7,476,000 |
Leased real estate segment interest expense | 1,527,000 | 1,552,000 |
Total operating expenses | 14,200,000 | 13,911,000 |
Operating loss | (899,000) | (699,000) |
Other revenues (expenses), net: | ||
Net investment income | 699,000 | 638,000 |
Net realized gains | 315,000 | 265,000 |
Gain on change in fair value of equity investments | 78,000 | 1,165,000 |
(Gain) loss on change in fair value of limited liability investments, at fair value | (4,265,000) | 936,000 |
Net change in unrealized gain on private company investments | 19,000 | 0 |
Other-than-temporary impairment loss | (75,000) | 0 |
Non-operating other income | 154,000 | 7,000 |
Interest expense not allocated to segments | (2,102,000) | (1,717,000) |
Amortization of intangible assets | (521,000) | (255,000) |
Gain (loss) on change in fair value of debt | 576,000 | (919,000) |
Equity in net (loss) income of investee | (33,000) | 101,000 |
Total other revenues (expenses), net | 3,375,000 | (1,651,000) |
Income (loss) from continuing operations before income tax (benefit) expense | 2,476,000 | (2,350,000) |
Income tax (benefit) expense | (713,000) | 254,000 |
Income (loss) from continuing operations | 3,189,000 | (2,604,000) |
Income from discontinued operations, net of taxes | 0 | 386,000 |
Net income (loss) | 3,189,000 | (2,218,000) |
Less: net income attributable to noncontrolling interests in consolidated subsidiaries | 211,000 | 359,000 |
Less: dividends on preferred stock, net of tax | 246,000 | 253,000 |
Net income (loss) attributable to common shareholders | $ 2,732,000 | $ (2,830,000) |
Earnings (loss) per share - continuing operations: | ||
Basic (in dollars per share) | $ 0.13 | $ (0.15) |
Diluted (in dollars per share) | 0.13 | (0.15) |
Earnings per share - discontinued operations: | ||
Basic (in dollars per share) | 0 | 0.02 |
Diluted (in dollars per share) | 0 | 0.02 |
Earnings (loss) per share – net income (loss) attributable to common shareholders: | ||
Basic (in dollars per share) | 0.13 | (0.13) |
Diluted (in dollars per share) | $ 0.13 | $ (0.13) |
Weighted-average shares outstanding (in ‘000s): | ||
Basic (in shares) | 21,841 | 21,708 |
Diluted (in shares) | 21,841 | 21,708 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Statement of Comprehensive Income [Abstract] | ||
Net income (loss) | $ 3,189 | $ (2,218) |
Unrealized (losses) gains on available-for-sale investments: | ||
Unrealized gains (losses) arising during the period | 111 | (365) |
Reclassification adjustment for amounts included in net income (loss) | (6) | (7) |
Change in fair value of debt attributable to instrument-specific credit risk | (945) | (434) |
Other comprehensive loss | (840) | (806) |
Comprehensive income (loss) | 2,349 | (3,024) |
Less: comprehensive income attributable to noncontrolling interests in consolidated subsidiaries | 217 | 353 |
Comprehensive income (loss) attributable to common shareholders | $ 2,132 | $ (3,377) |
Consolidated Statements of Co_2
Consolidated Statements of Comprehensive Income (Loss) (Parenthetical) - USD ($) | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Statement of Comprehensive Income [Abstract] | ||
Other comprehensive income (loss), tax | $ 0 | $ 0 |
Consolidated Statements of Shar
Consolidated Statements of Shareholders' Equity - USD ($) $ in Thousands | Total | Shareholders' Equity Attributable to Common Shareholders | Common Stock | Additional Paid-in Capital | Accumulated Deficit | Accumulated Other Comprehensive Income (Loss) | Noncontrolling Interests in Consolidated Subsidiaries |
Balance, beginning of period (in shares) at Dec. 31, 2017 | 21,708,190 | ||||||
Balance, beginning of period at Dec. 31, 2017 | $ 50,727 | $ 41,366 | $ 0 | $ 356,171 | $ (310,953) | $ (3,852) | $ 9,361 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income | (2,218) | (2,577) | (2,577) | ||||
Contributions from noncontrolling interest holders | 425 | 425 | |||||
Preferred stock dividends | (253) | (253) | (253) | ||||
Other comprehensive (loss) income | (806) | (799) | (799) | (7) | |||
Stock-based compensation | 293 | 293 | 293 | ||||
Balance, end of period (in shares) at Mar. 31, 2018 | 21,708,190 | ||||||
Balance, end of period at Mar. 31, 2018 | $ 47,514 | 37,383 | $ 0 | 356,211 | (354,672) | 35,844 | 10,131 |
Balance, beginning of period (in shares) at Dec. 31, 2018 | 21,787,728 | 21,787,728 | |||||
Balance, beginning of period at Dec. 31, 2018 | $ 24,258 | 12,462 | $ 0 | 353,890 | (382,196) | 40,768 | 11,796 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Vesting of restricted stock awards, net of share settlements for tax withholdings (in shares) | 79,231 | ||||||
Net income | 3,189 | 2,978 | 2,978 | 211 | |||
Preferred stock dividends | (246) | (246) | (246) | ||||
Other comprehensive (loss) income | (840) | (846) | (846) | 6 | |||
Stock-based compensation | $ 242 | 242 | 242 | ||||
Balance, end of period (in shares) at Mar. 31, 2019 | 21,866,959 | 21,866,959 | |||||
Balance, end of period at Mar. 31, 2019 | $ 26,603 | $ 14,590 | $ 0 | $ 353,886 | $ (379,218) | $ 39,922 | $ 12,013 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2019 | Mar. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2018 | |
Operating activities: | ||||
Net income (loss) | $ 3,189 | $ (2,218) | ||
Adjustments to reconcile net income (loss) to net cash used in operating activities: | ||||
Income from discontinued operations, net of taxes | 0 | (386) | ||
Equity in net loss (income) of investee | 33 | (101) | ||
Equity in net loss of limited liability investments | 18 | 8 | ||
Depreciation and amortization expense | 1,606 | 1,341 | ||
Stock-based compensation expense, net of forfeitures | 242 | 292 | ||
Net realized gains | (315) | (265) | ||
Gain on change in fair value of equity investments | (78) | (1,165) | ||
(Gain) loss on change in fair value of limited liability investments, at fair value | (4,265) | 936 | ||
Net change in unrealized gain on private company investments | (19) | 0 | ||
(Gain) loss on change in fair value of debt | (576) | 919 | ||
Deferred income taxes, adjusted for Geminus liabilities assumed | (849) | 23 | ||
Other-than-temporary impairment loss | 75 | 0 | ||
Amortization of fixed maturities premiums and discounts | 6 | 17 | ||
Amortization of note payable premium | (231) | (237) | ||
Changes in operating assets and liabilities: | ||||
Service fee receivable, net, adjusted for Geminus assets acquired | (1,071) | (1,335) | ||
Other receivables, net, adjusted for Geminus assets acquired | (783) | (1,242) | ||
Deferred acquisition costs, net | (316) | (103) | ||
Unpaid loss and loss adjustment expenses | (634) | 94 | ||
Deferred service fees, adjusted for Geminus liabilities assumed | 1,749 | 2,469 | ||
Other, net, adjusted for Geminus assets acquired and liabilities assumed | (708) | 1,182 | ||
Cash (used in) provided by operating activities - continuing operations | (2,927) | 229 | ||
Cash used in operating activities - discontinued operations | 0 | (1,821) | ||
Net cash used in operating activities | (2,927) | (1,592) | ||
Investing activities: | ||||
Proceeds from sales and maturities of fixed maturities | 2,694 | 3,658 | ||
Proceeds from sales of equity investments | 0 | 3,633 | ||
Purchases of fixed maturities | (6,104) | (1,885) | ||
Purchases of equity investments | 0 | (744) | ||
Net acquisitions of limited liability investments | 0 | (8) | ||
Net proceeds from (purchases of) limited liability investments, at fair value | 249 | (251) | ||
Net proceeds from investments in private companies | 249 | 41 | ||
Net proceeds from other investments | 1,335 | 405 | ||
Net proceeds from short-term investments | 7 | 0 | ||
Acquisition of business, net of cash acquired | (4,321) | 0 | ||
Net purchases of property and equipment, adjusted for Geminus assets acquired | (16) | (53) | ||
Cash (used in) provided by investing activities - continuing operations | (5,907) | 4,796 | ||
Cash provided by investing activities - discontinued operations | 0 | 1,299 | ||
Net cash (used in) provided by investing activities | (5,907) | 6,095 | ||
Financing activities: | ||||
Taxes paid related to net share settlements of restricted stock awards | (89) | 0 | ||
Principal proceeds from bank loan, net of debt issuance costs of $981 | 9,019 | 0 | ||
Principal payments on bank loan | (250) | (250) | ||
Principal payments on notes payable | (894) | (803) | ||
Cash provided by (used in) financing activities - continuing operations | 7,786 | (1,053) | ||
Cash used in financing activities - discontinued operations | 0 | 0 | ||
Net cash provided by (used in) financing activities | 7,786 | (1,053) | ||
Net (decrease) increase in cash and cash equivalents and restricted cash from continuing operations | (1,048) | 3,972 | ||
Cash and cash equivalents and restricted cash at beginning of period | $ 43,874 | $ 31,578 | ||
Less: cash and cash equivalents and restricted cash of discontinued operations at beginning of period | 23,512 | $ 0 | ||
Cash and cash equivalents and restricted cash of continuing operations at beginning of period | 31,578 | 20,362 | ||
Cash and cash equivalents and restricted cash of continuing operations at end of period | $ 30,530 | $ 24,334 | $ 20,362 |
Consolidated Statements of Ca_2
Consolidated Statements of Cash Flows (Parenthetical) $ in Thousands | 3 Months Ended |
Mar. 31, 2019USD ($) | |
Statement of Cash Flows [Abstract] | |
Payments of debt issuance costs | $ 981 |
Business
Business | 3 Months Ended |
Mar. 31, 2019 | |
Business [Abstract] | |
BUSINESS | BUSINESS Kingsway Financial Services Inc. (the "Company" or "Kingsway") was incorporated under the Business Corporations Act (Ontario) on September 19, 1989. Effective December 31, 2018, the Company changed its jurisdiction of incorporation from the province of Ontario, Canada, to the State of Delaware. Kingsway is a holding company with operating subsidiaries located in the United States. The Company owns or controls subsidiaries primarily in the extended warranty, asset management and real estate industries. |
Basis of Presentation
Basis of Presentation | 3 Months Ended |
Mar. 31, 2019 | |
Basis of Presentation [Abstract] | |
BASIS OF PRESENTATION | BASIS OF PRESENTATION The accompanying unaudited consolidated interim financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP") for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and notes required by U.S. GAAP for complete financial statements of the Company. In the opinion of management, all adjustments necessary for a fair presentation have been included and are of a normal recurring nature. Interim results are not necessarily indicative of the results that may be expected for the year. Certain prior year amounts have been reclassified to conform to current year presentation. Such reclassifications had no impact on previously reported net loss or total shareholders' equity. The accompanying unaudited consolidated interim financial statements and footnotes should be read in conjunction with the audited consolidated financial statements and footnotes included within our Annual Report on Form 10-K (" 2018 Annual Report") for the year ended December 31, 2018 . The unaudited consolidated interim financial statements include the accounts of the Company and its subsidiaries, as well as certain variable interest entities as further described in Note 7, "Variable Interest Entities," to the consolidated financial statements in the 2018 Annual Report. All material intercompany transactions and balances have been eliminated in consolidation. The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and classifications of assets and liabilities, revenues and expenses, and the related disclosures of contingent assets and liabilities in the consolidated financial statements and accompanying notes. Actual results could differ from these estimates. Estimates and their underlying assumptions are reviewed on an ongoing basis. Changes in estimates are recorded in the accounting period in which they are determined. The critical accounting estimates and assumptions in the accompanying unaudited consolidated interim financial statements include the provision for unpaid loss and loss adjustment expenses; valuation of fixed maturities and equity investments; impairment assessment of investments; valuation of limited liability investments, at fair value; valuation of real estate investments; valuation of deferred income taxes; valuation of mandatorily redeemable preferred stock; valuation and impairment assessment of intangible assets; goodwill recoverability; deferred acquisition costs; fair value assumptions for subordinated debt obligations; and revenue recognition. The fair values of the Company's investments in fixed maturities and equity investments, limited liability investments, at fair value, real estate investments, subordinated debt and warrant liability are estimated using a fair value hierarchy to categorize the inputs it uses in valuation techniques. The fair value of the Company's investment in investee is based on quoted market prices. Fair values for other investments approximate their unpaid principal balance. The carrying amounts reported in the consolidated balance sheets approximate fair values for cash and cash equivalents, restricted cash, short-term investments and certain other assets and other liabilities because of their short-term nature. The Company's financial results contained herein are reported in U.S. dollars unless otherwise indicated. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2019 | |
Summary of significant accounting policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Except as set forth below and as discussed in Note 4 , " Recently Issued Accounting Standards ," related to the Company's adoption of ASU 2016-02 effective January 1, 2019, there have been no material changes to our significant accounting policies as reported in our 2018 Annual Report. Holding Company Liquidity The Company's Extended Warranty subsidiaries fund their obligations primarily through service fee and commission income. The Company's Leased Real Estate subsidiary funds its obligations through rental income. The Company's insurance subsidiaries fund their obligations primarily through investment income and maturities in the investments portfolios. The liquidity of the holding company is managed separately from its subsidiaries. The obligations of the holding company primarily consist of holding company operating expenses; transaction-related expenses; investments; and any other extraordinary demands on the holding company. Actions available to the holding company to increase liquidity in order to meet its obligations include the sale of passive investments; sale of subsidiaries; issuance of debt or equity securities; distributions from the Company’s Extended Warranty subsidiaries, subject to certain restrictions; and giving notice to its Trust Preferred trustees of its intention to exercise its voluntary right to defer interest payments for up to 20 quarters on the six subsidiary trusts of the Company’s subordinated debt, which right the Company exercised during the third quarter of 2018. Dividends from the Leased Real Estate segment are not generally considered a source of liquidity for the holding company, except upon the occurrence of certain events that would trigger payment of service fees. There can be no assurance as to the timing of the occurrence, or the resulting outcome, from one of these events. The holding company’s liquidity, defined as the amount of cash in the bank accounts of Kingsway Financial Services Inc. and Kingsway America Inc., was $4.2 million and $1.9 million at March 31, 2019 and December 31, 2018 , respectively, which excludes future actions available to the holding company that could be taken to increase liquidity and reflects approximately nine months of operating cash. These amounts are reflected in the cash and cash equivalents of $13.4 million and $14.6 million reported at March 31, 2019 and December 31, 2018 , respectively, on the Company’s consolidated balance sheets. The cash and cash equivalents and restricted cash other than the holding company’s liquidity represent restricted and unrestricted cash held by Kingsway Amigo Insurance Company ("Amigo"), Kingsway Reinsurance Corporation and the Company’s Extended Warranty and Leased Real Estate segments. As of March 31, 2020, there are 182,876 shares of the Company’s Class A Preferred Stock (the "Preferred Shares"), issued and outstanding. Any outstanding Preferred Shares would be required to be redeemed by the Company on April 1, 2021 ("Redemption Date") at a redemption value of $6.7 million (assuming all current outstanding Preferred Shares would be redeemed), if the Company has sufficient legally available funds to do so. Additionally, the Company has exercised its right to defer payment of interest on its outstanding subordinated debt ("trust preferred securities") and, because of the deferral which totaled $10.5 million at March 31, 2020, the Company is prohibited from redeeming any shares of its capital stock while payment of interest on the trust preferred securities is being deferred. If, as of April 1, 2021, the Company was required to pay both the deferred interest on the trust preferred securities and redeem all the Preferred Shares currently outstanding, then the Company currently projects that it would not have sufficient legally available funds to do so. However, the Company would be prohibited from doing so under Delaware law and, as such, (a) the interest estimated to be $14.9 million on March 31, 2021 on the trust preferred securities would remain on deferral as permitted under the indentures and (b) in accordance with Delaware law the Preferred Shares would not be redeemed on the Redemption Date (with a redemption value of $6.7 million ) and would instead remain outstanding and continue to accrue dividends until such time as the Company has sufficient legally available funds to redeem the Preferred Shares and is not otherwise prohibited from doing so. In such a situation, the Company would continue to operate in the ordinary course. The Company notes there are several variables to consider in such a situation, and management is currently exploring the following opportunities: negotiating with the holders of the Preferred Shares with respect to the Redemption Date and/or other key provisions, raising additional funds through capital market transactions, as well as the Company’s continued strategy of working to monetize its non-core investments while attempting to maximize the tradeoff between liquidity and value received. The Company also notes that the conversion of any Preferred Shares that might occur prior to April 1, 2021 would impact its analysis as of April 1, 2021. Based on the Company’s current business plan and revenue prospects, existing cash, cash equivalents, investment balances and anticipated cash flows from operations are expected to be sufficient to meet the Company’s working capital and operating expenditure requirements, excluding the cash that may be required to redeem the Preferred Shares and deferred interest on its trust preferred securities, for the next twelve months. However, the Company’s assessment could also be affected by various risks and uncertainties, including, but not limited to, the effects of the COVID-19 pandemic. |
Recently Issued Accounting Stan
Recently Issued Accounting Standards | 3 Months Ended |
Mar. 31, 2019 | |
Accounting Policies [Abstract] | |
RECENTLY ISSUED ACCOUNTING STANDARDS | RECENTLY ISSUED ACCOUNTING STANDARDS (a) Adoption of New Accounting Standards: Effective January 1, 2018, the Company adopted Accounting Standards Update ("ASU") 2014-09, Revenue from Contracts with Customers ("ASU 2014-09"), and the related amendments, utilizing the modified retrospective approach, which created a new comprehensive revenue recognition standard that serves as the single source of revenue guidance for all contracts with customers to transfer goods or services or contracts for the transfer of nonfinancial assets, unless those contracts are within the scope of other standards. The core principle of ASU 2014-09 is that an entity recognizes revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. Insurance contracts, lease contracts and investments are not within the scope of ASU 2014-09. ASU 2014-09 is applicable to the Company's service fee and commission income. Service fee and commission income represents vehicle service agreement fees, GAP commissions, maintenance support service fees, warranty product commissions, homebuilder warranty service fees and homebuilder warranty commissions based on terms of various agreements with credit unions, consumers, businesses and homebuilders. With the exception of GAP commissions and homebuilder warranty service fees, the adoption of ASU 2014-09 did not change the way the Company recognized revenue for the year ended December 31, 2018 . The new guidance affects IWS' GAP commissions and PWSC's homebuilder warranty service fees, which will be recognized more slowly as compared to the historic revenue recognition pattern prior to the Company’s adoption of ASU 2014-09. As a result of the adoption of ASU 2014-09, the Company also recorded a cumulative effect adjustment to increase accumulated deficit by $0.6 million and increase deferred service fees by $0.6 million . Prior periods have not been restated to conform to the current presentation. Refer to Note 15 , " Revenue from Contracts with Customers ," for further details. Effective January 1, 2018, the Company adopted ASU 2016-01, Financial Instruments-Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities ("ASU 2016-01"). The amendments in ASU 2016-01 address certain aspects of recognition, measurement, presentation, and disclosure of financial instruments. Most significantly, ASU 2016-01 requires (1) equity investments (except those accounted for under the equity method of accounting or those that result in consolidation of an investee) to be measured at fair value with changes in fair value recognized in net income (loss); however, an entity may choose to measure equity investments that do not have readily determinable fair values at cost, adjusted for observable price changes and impairments; and (2) an entity to present separately in other comprehensive income (loss) the portion of the total change in the fair value of a liability resulting from a change in the instrument-specific credit risk when the entity has elected to measure the liability at fair value in accordance with the fair value option for financial instruments. The Company has elected to measure its investments in private companies at cost, adjusted for observable price changes and impairments. Previously, the Company recorded its equity investments at fair value with net unrealized gains or losses reported in accumulated other comprehensive income (loss) and its subordinated debt at fair value with the total change in fair value reported in net income (loss). As a result of the adoption of ASU 2016-01, at January 1, 2018 cumulative net unrealized losses on equity investments of $0.0 million were reclassified from accumulated other comprehensive income (loss) into accumulated deficit and a cumulative $40.5 million change in fair value of subordinated debt attributable to instrument-specific credit risk was reclassified from accumulated deficit to accumulated other comprehensive income (loss). Prior periods have not been restated to conform to the current presentation. Effective January 1, 2018, the Company adopted ASU 2016-15, Classification of Certain Cash Receipts and Cash Payments ("ASU 2016-15"). The objective of ASU 2016-15 is to reduce diversity in the classification of cash receipts and payments for specific cash flow issues, including debt prepayment or debt extinguishment costs, contingent consideration payments made after a business combination and proceeds from the settlement of insurance claims. The adoption of the standard did not affect the Company's consolidated statements of cash flows. Effective January 1, 2018, the Company adopted ASU 2016-18, Statement of Cash Flows (Topic 230) Restricted Cash ("ASU 2016-18"). The objective of ASU 2016-18 is to explain the change during the period in the total cash, cash equivalents and amounts generally described as restricted cash or restricted cash equivalents. Amounts generally described as restricted cash and cash equivalents should be included with the cash and cash equivalents when reconciling the beginning of period and end of period total amounts shown on the statement of cash flows. As a result of the adoption of the standard, the change in restricted cash is included in the consolidated statements of cash flows. Effective July 1, 2018, the Company adopted ASU 2018-07, C ompensation-Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting ("ASU 2018-07"). ASU 2018-07 was issued to simplify the accounting for share-based transactions by expanding the scope of Topic 718 from only being applicable to share-based payments to employees to also include share-based payment transactions for acquiring goods and services from nonemployees. During the third quarter of 2018, the Company granted restricted common stock awards to a nonemployee. Refer to Note 18 , " Stock-Based Compensation ," for further details. Effective January 1, 2019, the Company adopted ASU 2016-02, Leases ("ASU 2016-02"). ASU 2016-02 was issued to improve the financial reporting of leasing transactions. Under current guidance for lessees, leases are only included on the balance sheet if certain criteria, classifying the agreement as a capital lease, are met. This update requires the recognition of a right-of-use asset and a corresponding lease liability, discounted to the present value, for all leases that extend beyond 12 months. For operating leases, the asset and liability will be amortized over the lease term on a straight-line basis, with all cash flows included within operating activities in the statement of cash flows. The accounting treatment for lessors will remain relatively unchanged. The Company adopted ASU 2016-02 using the modified retrospective transition method and did not restate comparative periods. The adoption had a significant effect on the Company's consolidated balance sheet. Refer to Note 14 , " Leases ," for further information regarding the adoption of ASU 2016-02. (b) Accounting Standards Not Yet Adopted: In June 2016, the FASB issued ASU 2016-13, Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments ("ASU 2016-13"). ASU 2016-13 replaces the current incurred loss model used to measure impairment losses with an expected loss model for trade, reinsurance, and other receivables as well as financial instruments measured at amortized cost. ASU 2016-13 will require a financial asset measured at amortized cost, including reinsurance balances recoverable, to be presented at the net amount expected to be collected by means of an allowance for credit losses that runs through net loss. Credit losses relating to available-for-sale debt securities will also be recorded through an allowance for credit losses. However, the amendments would limit the amount of the allowance to the amount by which fair value is below amortized cost. The measurement of credit losses on available-for-sale investments is similar under current GAAP, but the update requires the use of the allowance account through which amounts can be reversed, rather than through irreversible write-downs. On November 15, 2019, the FASB issued ASU 2019-10, which (1) provides a framework to stagger effective dates for future major accounting standards and (2) amends the effective dates for certain major new accounting standards to give implementation relief to certain types of entities. Specifically, per ASU 2019-10 the Company would adopt ASU 2016-13 beginning January 1, 2023, as the Company is considered to be a smaller reporting company. The Company is currently evaluating ASU 2016-13 to determine the potential impact that adopting this standard will have on its consolidated financial statements. In January 2017, the FASB issued ASU 2017-04, Intangibles - Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment ("ASU 2017-04"). ASU 2017-04 was issued to simplify the subsequent measurement of goodwill. This update changes the impairment test by requiring an entity to compare the fair value of a reporting unit with its carrying amount as opposed to comparing the carrying amount of goodwill with its implied fair value. ASU 2017-04 is effective for annual and interim reporting periods beginning after December 15, 2019. Early adoption is permitted. The Company does not believe the adoption of ASU 2017-04 will have a material effect on its consolidated financial statements. In October 2018, the FASB issued ASU 2018-17, Consolidation (Topic 810): Targeted Improvements to Related Party Guidance for Variable Interest Entities ("ASU 2018-17"). Among other things, ASU 2018-17 changes how all entities that apply the variable interest entity ("VIE") guidance evaluate decision making fees. Under ASU 2018-17, when an entity determines whether a decision-making fee is a variable interest, it considers indirect interests held through related parties under common control on a proportionate basis rather than in their entirety. The new approach is consistent with how indirect interests held by related parties under common control are evaluated when determining whether a reporting entity is the primary beneficiary of a VIE. ASU 2018-17 is effective for annual and interim reporting periods beginning after December 15, 2019. Early adoption is permitted. The Company is currently evaluating ASU 2018-17 to determine the potential impact that adopting this standard will have on its consolidated financial statements. |
Acquisition and Discontinued Op
Acquisition and Discontinued Operations | 3 Months Ended |
Mar. 31, 2019 | |
Business Combinations [Abstract] | |
ACQUISITION AND DISCONTINUED OPERATIONS | ACQUISITION AND DISCONTINUED OPERATIONS (a) Acquisition Geminus Holdings Company, Inc.: On March 1, 2019, the Company acquired 100% of the outstanding shares of Geminus Holding Company, Inc. ("Geminus") for total consideration of $8.4 million , comprised of $7.7 million of cash and an installment payable to the seller of $0.7 million due February 15, 2020. The payable to seller was paid in full by February 15, 2020. As further discussed in Note 20 , " Segmented Information ," Geminus is included in the Extended Warranty segment. Geminus is a specialty, full-service provider of vehicle service agreements and other finance and insurance products to used car buyers around the country. Geminus, headquartered in Wilkes-Barre, Pennsylvania, has been creating, marketing and administering these products on high-mileage used cars through its subsidiaries, The Penn Warranty Corporation ("Penn") and Prime Auto Care, Inc. ("Prime"), since 1988. Penn and Prime distribute these products via independent used car dealerships and franchised car dealerships, respectively. This acquisition allows the Company to grow its portfolio of warranty companies and further expand into the vehicle service agreement business. This acquisition was accounted for as a business combination using the acquisition method of accounting. The purchase price was allocated to the assets acquired and liabilities assumed based upon their estimated fair values at the date of acquisition. Goodwill of $7.4 million was recognized, and $5.7 million of separately identifiable intangible assets were recognized resulting from the valuations of acquired customer relationships and trade names. Refer to Note 9 , " Intangible Assets ," for further disclosure of the intangible assets related to this acquisition. The goodwill represents the premium paid over the fair value of the net tangible and intangible assets acquired, which the Company paid to grow its portfolio of warranty companies and acquire an assembled workforce. The goodwill is not deductible for tax purposes. During the three months ended March 31, 2019 and March 31, 2018 , the Company incurred acquisition-related expenses of $0.0 million and zero , respectively, which are included in general and administrative expenses in the consolidated statements of operations. The following table summarizes the estimated fair values of the assets acquired and liabilities assumed at the date of acquisition: (in thousands) March 1, 2019 Investments $ 4,405 Cash and cash equivalents 755 Restricted cash 2,650 Accrued investment income 32 Service fee receivable 513 Other receivables 12 Property and equipment, net 79 Goodwill 7,445 Intangible assets not subject to amortization - trade names 1,974 Intangible asset subject to amortization - customer relationships 3,732 Prepaids and other 620 Total assets $ 22,217 Accrued expenses and other liabilities $ 2,018 Income taxes payable 1 Deferred service fees 10,564 Net deferred income tax liabilities 1,263 Total liabilities $ 13,846 Purchase price $ 8,371 The consolidated statements of operations include the earnings of Geminus from the date of acquisition. From the date of acquisition through March 31, 2019 , Geminus earned revenue of $0.9 million and net income of $0.6 million . The following unaudited pro forma summary presents the Company's consolidated financial statements for the three months ended March 31, 2019 and March 31, 2018 as if Geminus had been acquired on January 1, 2018. The pro forma summary is presented for illustrative purposes only and does not purport to represent the results of our operations that would have actually occurred had the acquisition occurred on January 1, 2018 or project our results of operations as of any future date or for any future period, as applicable. (in thousands, except per share data) Three months ended March 31, 2019 2018 Revenues $ 15,265 $ 15,764 Income (loss) from continuing operations attributable to common shareholders $ 1,582 $ (3,517 ) Basic earnings (loss) per share - continuing operations $ 0.07 $ (0.16 ) Diluted earnings (loss) per share - continuing operations $ 0.07 $ (0.16 ) (b) Discontinued Operations Mendota Insurance Company, Mendakota Insurance Company and Mendakota Casualty Company: On July 16, 2018, the Company announced it had entered into a definitive agreement to sell its non-standard automobile insurance companies Mendota Insurance Company, Mendakota Insurance Company and Mendakota Casualty Company (collectively "Mendota"). On October 18, 2018, the Company completed the previously announced sale of Mendota. As a result of this announcement, Mendota, which was previously disclosed as part of the Insurance Underwriting segment, has been classified as a discontinued operation, and the results of their operations are reported separately for all periods presented. The Company recognized a loss on disposal of Mendota of zero for the three months ended March 31, 2018. For the year ended December 31, 2018, the Company recognized a loss on disposal of Mendota of $8.5 million . The final aggregate purchase price of $28.6 million was redeployed primarily to acquire equity investments, limited liability investments, limited liability investment, at fair value and other investments, which were owned by Mendota at the time of the closing, and to fund $5.0 million into an escrow account to be used to satisfy potential indemnity obligations under the definitive stock purchase agreement. As part of the transaction, the Company will indemnify the buyer for any loss and loss adjustment expenses with respect to open claims and certain specified claims in excess of Mendota's carried unpaid loss and loss adjustment expenses at June 30, 2018. The maximum obligation to the Company with respect to the open claims is $2.5 million . There is no maximum obligation to the Company with respect to the specified claims. During the first quarter of 2019, Mendota settled one of the two specified claims for $0.5 million , resulting in no loss to the Company. During the fourth quarter of 2019, Mendota notified the Company that Mendota had entered into an agreement to settle the remaining specified claim. The Company estimates it will incur a net loss of approximately $1.6 million related to the settlement of the remaining specified claim, which the Company will report in its consolidated statement of operations for the year ended December 31, 2019. The $1.6 million settlement was funded from the $5.0 million escrow account, and the $3.4 million remaining in the escrow account was released to the Company during the first quarter of 2020 consistent with the terms of the escrow agreement. Summary financial information for Mendota included in income from discontinued operations, net of taxes in the statements of operations for the three months ended March 31, 2018 is presented below: (in thousands) Three months ended March 31, 2018 Income from discontinued operations, net of taxes: Revenues: Net premiums earned $ 28,636 Total revenues 28,636 Other revenue (expenses), net: Loss and loss adjustment expenses (22,801 ) Commissions and premium taxes (4,163 ) General and administrative expenses (3,954 ) Net investment income 226 Gain on change in fair value of equity investments 11 Other income 2,431 Total other revenue (expenses), net (28,250 ) Income from discontinued operations before income tax benefit 386 Income tax benefit — Total income from discontinued operations, net of taxes $ 386 |
Investments
Investments | 3 Months Ended |
Mar. 31, 2019 | |
Investments [Abstract] | |
INVESTMENTS | INVESTMENTS The amortized cost, gross unrealized gains and losses, and estimated fair value of the Company's available-for-sale investments at March 31, 2019 and December 31, 2018 are summarized in the tables shown below: (in thousands) March 31, 2019 Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value Fixed maturities: U.S. government, government agencies and authorities $ 13,174 $ 28 $ 33 $ 13,169 States, municipalities and political subdivisions 619 — 10 609 Mortgage-backed 2,971 1 44 2,928 Corporate 3,477 5 23 3,459 Total fixed maturities $ 20,241 $ 34 $ 110 $ 20,165 (in thousands) December 31, 2018 Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value Fixed maturities: U.S. government, government agencies and authorities $ 5,594 $ 1 $ 48 $ 5,547 States, municipalities and political subdivisions 621 — 14 607 Mortgage-backed 3,256 — 70 3,186 Corporate 2,961 — 41 2,920 Total fixed maturities 12,432 1 173 12,260 The table below summarizes the Company's fixed maturities at March 31, 2019 by contractual maturity periods. Actual results may differ as issuers may have the right to call or prepay obligations, with or without penalties, prior to the contractual maturity of these obligations. (in thousands) March 31, 2019 Amortized Cost Estimated Fair Value Due in one year or less $ 10,338 $ 10,336 Due after one year through five years 8,251 8,206 Due after five years through ten years 982 964 Due after ten years 670 659 Total $ 20,241 $ 20,165 The following tables highlight the aggregate unrealized loss position, by security type, of available-for-sale investments in unrealized loss positions as of March 31, 2019 and December 31, 2018 . The tables segregate the holdings based on the period of time the investments have been continuously held in unrealized loss positions. (in thousands) March 31, 2019 Less than 12 Months Greater than 12 Months Total Estimated Fair Value Unrealized Loss Estimated Fair Value Unrealized Loss Estimated Fair Value Unrealized Loss Fixed maturities: U.S. government, government agencies and authorities $ 50 $ 1 $ 2,423 $ 32 $ 2,473 $ 33 States, municipalities and political subdivisions — — 609 10 609 10 Mortgage-backed 251 — 1,933 44 2,184 44 Corporate 204 — 1,919 23 2,123 23 Total fixed maturities $ 505 $ 1 $ 6,884 $ 109 $ 7,389 $ 110 (in thousands) December 31, 2018 Less than 12 Months Greater than 12 Months Total Estimated Fair Value Unrealized Loss Estimated Fair Value Unrealized Loss Estimated Fair Value Unrealized Loss Fixed maturities: U.S. government, government agencies and authorities $ 1,497 $ 1 $ 2,609 $ 47 $ 4,106 $ 48 States, municipalities and political subdivisions — — 606 14 606 14 Mortgage-backed 800 1 2,134 69 2,934 70 Corporate 595 1 2,151 40 2,746 41 Total fixed maturities $ 2,892 $ 3 $ 7,500 $ 170 $ 10,392 $ 173 There are approximately 51 and 64 individual available-for-sale investments that were in unrealized loss positions as of March 31, 2019 and December 31, 2018 , respectively. The establishment of an other-than-temporary impairment on an investment requires a number of judgments and estimates. The Company performs a quarterly analysis of the individual investments to determine if declines in market value are other-than-temporary. The analysis includes some or all of the following procedures as deemed appropriate by the Company: • identifying all unrealized loss positions that have existed for at least six months; • identifying other circumstances management believes may affect the recoverability of the unrealized loss positions; • obtaining a valuation analysis from third-party investment managers regarding the intrinsic value of these investments based on their knowledge and experience together with market-based valuation techniques; • reviewing the trading range of certain investments over the preceding calendar period; • assessing if declines in market value are other-than-temporary for debt instruments based on the investment grade credit ratings from third-party rating agencies; • assessing if declines in market value are other-than-temporary for any debt instrument with a non-investment grade credit rating based on the continuity of its debt service record; • determining the necessary provision for declines in market value that are considered other-than-temporary based on the analyses performed; and • assessing the Company's ability and intent to hold these investments at least until any potential investment impairment is recovered. The risks and uncertainties inherent in the assessment methodology used to determine declines in market value that are other-than-temporary include, but may not be limited to, the following: • the opinions of professional investment managers could be incorrect; • the past trading patterns of individual investments may not reflect future valuation trends; • the credit ratings assigned by independent credit rating agencies may be incorrect due to unforeseen or unknown facts related to a company's financial situation; and • the debt service pattern of non-investment grade instruments may not reflect future debt service capabilities and may not reflect a company's unknown underlying financial problems. As a result of the analysis performed by the Company to determine declines in market value that are other-than-temporary, the Company recorded write-downs of $0.1 million and zero for other-than-temporary impairment related to limited liability investments for the three months ended March 31, 2019 and March 31, 2018 , respectively. There were no write-downs for other-than-temporary impairments related to available-for sale investments recorded for the three months ended March 31, 2019 and March 31, 2018 . The Company has reviewed currently available information regarding investments with estimated fair values less than their carrying amounts and believes these unrealized losses are not other-than-temporary and are primarily due to temporary market and sector-related factors rather than to issuer-specific factors. The Company does not intend to sell those investments, and it is not likely it will be required to sell those investments before recovery of its amortized cost. The Company does not have any exposure to subprime mortgage-backed investments. Limited liability investments include investments in limited liability companies and limited partnerships. The Company's interests in these investments are not deemed minor and, therefore, are accounted for under the equity method of accounting. The most recently available financial statements are used in applying the equity method. The difference between the end of the reporting period of the limited liability entities and that of the Company is no more than three months. As of March 31, 2019 and December 31, 2018 , the carrying value of limited liability investments totaled $4.7 million and $4.8 million , respectively. Income or loss from limited liability investments is recognized based on the Company's share of the earnings of the limited liability entities and is included in net investment income in the consolidated statements of operations. At March 31, 2019 , the Company has no unfunded commitments related to limited liability investments. Limited liability investments, at fair value represents the Company's investment in 26.7% of the outstanding units of 1347 Investors LLC ("1347 Investors") as well as the underlying investments of the Company’s consolidated entities Net Lease Investment Grade Portfolio LLC ("Net Lease") and Argo Holdings Fund I, LLC ("Argo Holdings"). The fair value of the Company's investment in 1347 Investors is calculated based on a model that distributes the net equity of 1347 Investors to all classes of membership interests. The model uses quoted market prices and significant market observable inputs. The most significant input to the model is the observed stock price of Limbach Holdings, Inc. ("Limbach") common stock. During the fourth quarter of 2019, the Company’s investment in 1347 Investors was dissolved, which resulted in the Company holding shares of Limbach common stock directly. During the third and fourth quarters of 2019 and through the first quarter of 2020, the Limbach common stock price has declined, which has resulted in the Company recording loss on change in fair value related to its investment in 1347 Investors and Limbach of $2.7 million , $0.7 million and $0.6 million , respectively. As of March 31, 2019 and December 31, 2018 , the carrying value of the Company's limited liability investments, at fair value was $30.1 million and $26.0 million , respectively. The Company recorded impairments related to limited liability investments, at fair value of zero and $0.0 million for the three months ended March 31, 2019 and March 31, 2018 , respectively. At March 31, 2019 , the Company has unfunded commitments totaling $0.6 million to fund limited liability investments, at fair value, all of which related to the Company’s commitment to Argo Holdings. On December 4, 2019, Argo Management informed members of Argo Holdings that no more requests for funds are planned. Investments in private companies consist of convertible preferred stocks and notes in privately owned companies and investments in limited liability companies in which the Company’s interests are deemed minor. The Company's investments in private companies do not have readily determinable fair values. The Company has elected to record investments in private companies at cost, adjusted for observable price changes and impairments. As of March 31, 2019 and December 31, 2018 , the carrying value of the Company's investments in private companies totaled $2.9 million and $3.1 million , respectively. Included in net change in unrealized gain on private company investments in the consolidated statements of operations are $0.0 million and zero for observable price changes related to investments in private companies during the three months ended March 31, 2019 and March 31, 2018 . The Company performs a quarterly impairment analysis of its investments in private companies. The analysis includes some or all of the following procedures as deemed appropriate by the Company: • the opinions of external investment and portfolio managers; • the financial condition and prospects of the investee; • recent operating trends and forecasted performance of the investee; • current market conditions in the geographic area or industry in which the investee operates; • changes in credit ratings; and • changes in the regulatory environment. As a result of the analysis performed, the Company recorded no write-downs for other-than-temporary impairments related to investments in private companies for the three months ended March 31, 2019 and March 31, 2018 . Real estate investments are reported at fair value. As of March 31, 2019 and December 31, 2018 , the carrying value of the Company's real estate investments totaled $10.7 million and $10.7 million , respectively. Other investments include collateral loans and are reported at their unpaid principal balance. As of March 31, 2019 and December 31, 2018 , the carrying value of other investments totaled $0.8 million and $2.1 million , respectively. The Company had previously entered into two separate performance share grant agreements with 1347 Property Insurance Holdings, Inc. ("PIH"), whereby the Company will be entitled to receive up to an aggregate of 475,000 shares of PIH common stock upon achievement of certain milestones for PIH’s stock price. Pursuant to the performance share grant agreements, if at any time the last sales price of PIH’s common stock equals or exceeds: (i) $10.00 per share (as adjusted for stock splits, stock dividends, reorganizations, recapitalizations and the like) for any 20 trading days within any 30 -trading day period, the Company will receive 100,000 shares of PIH common stock; (ii) $12.00 per share (as adjusted for stock splits, stock dividends, reorganizations, recapitalizations and the like) for any 20 trading days within any 30 -trading day period, the Company will receive 125,000 shares of PIH common stock (in addition to the 100,000 shares of common stock earned pursuant to clause (i) herein); (iii) $15.00 per share (as adjusted for stock splits, stock dividends, reorganizations, recapitalizations and the like) for any 20 trading days within any 30 -trading day period, the Company will receive 125,000 shares of PIH common stock (in addition to the 225,000 shares of common stock earned pursuant to clauses (i) and (ii) herein); and (iv) $18.00 per share (as adjusted for stock splits, stock dividends, reorganizations, recapitalizations and the like) for any 20 trading days within any 30 -trading day period, the Company will receive 125,000 shares of PIH common stock (in addition to the 350,000 shares of common stock earned pursuant to clauses (i), (ii) and (iii) herein). To the extent shares of PIH common stock are granted to the Company under either of the performance share grant agreements, they will be recorded at the time the shares are granted and will have a valuation equal to the last sales price of PIH common stock on the day prior to such grant. On January 2, 2018, the Company entered into an agreement with PIH to cancel the $10.00 per share performance shares grant agreement in exchange for cash consideration of $0.3 million . For the three months ended March 31, 2018 , the Company recorded a gain, included in gain on change in fair value of equity investments in the consolidated statements of operations, of $0.3 million related to this transaction. No shares were received by the Company under either of the performance share grant agreements as of March 31, 2019 . Net investment income for the three months ended March 31, 2019 and March 31, 2018 is comprised as follows: (in thousands) Three months ended March 31, 2019 2018 Investment income: Interest from fixed maturities $ 73 $ 33 Dividends 58 74 Loss from limited liability investments (18 ) (8 ) Income from limited liability investments, at fair value 235 219 Income from real estate investments 200 200 Other 178 128 Gross investment income 726 646 Investment expenses (27 ) (8 ) Net investment income $ 699 $ 638 Gross realized gains and losses on available-for-sale investments and limited liability investments for the three months ended March 31, 2019 and March 31, 2018 are comprised as follows: (in thousands) Three months ended March 31, 2019 2018 Gross realized gains $ 315 $ 265 Gross realized losses — — Net realized losses $ 315 $ 265 Gain on change in fair value of equity investments for the three months ended March 31, 2019 and March 31, 2018 is comprised as follows: (in thousands) Three months ended March 31, 2019 2018 Net gains recognized on equity investments sold during the period $ — $ 555 Change in unrealized losses on equity investments held at end of the period 78 610 Gain on change in fair value of equity investments $ 78 $ 1,165 Short-term investments and fixed maturities with an estimated fair value of $0.2 million and $0.2 million at March 31, 2019 and December 31, 2018 , respectively, were on deposit with state and provincial regulatory authorities. The Company also has restricted cash of $17.2 million and $17.0 million at March 31, 2019 and December 31, 2018 , respectively. Included in restricted cash are (i) $5.0 million and $5.0 million at March 31, 2019 and December 31, 2018 , respectively, held in escrow as part of the transaction to sell Mendota; (ii) $9.9 million and $10.0 million at March 31, 2019 and December 31, 2018 , respectively, held as deposits by IWS Acquisition Corporation ("IWS"), Professional Warranty Service Corporation ("PWSC"), and Geminus; (iii) $1.9 million and $1.9 million at March 31, 2019 and December 31, 2018 , respectively, on deposit with state and provincial regulatory authorities; and (iv) $0.4 million and $0.1 million at March 31, 2019 and December 31, 2018 , respectively, pledged to third-parties as deposits or to collateralize liabilities. Collateral pledging transactions are conducted under terms that are common and customary to standard collateral pledging and are subject to the Company's standard risk management controls. |
Investment in Investee
Investment in Investee | 3 Months Ended |
Mar. 31, 2019 | |
Equity Method Investments and Joint Ventures [Abstract] | |
INVESTMENT IN INVESTEE | INVESTMENT IN INVESTEE Investment in investee includes the Company's investment in the common stock of Itasca Capital Ltd. ("ICL"). The carrying value of the Company’s investment in investee is accounted for under the equity method, calculated using ICL’s reported financial statements. The carrying value, estimated fair value and approximate equity percentage for the Company's investment in investee at March 31, 2019 and December 31, 2018 were as follows: (in thousands, except for percentages) March 31, 2019 December 31, 2018 Equity Percentage Estimated Fair Value Carrying Value Equity Percentage Estimated Fair Value Carrying Value ICL 22.9 % $ 1,268 $ 918 22.9 % $ 951 $ 951 The estimated fair value of the Company's investment in ICL at March 31, 2019 in the table above is calculated based on the published closing price of ICL at March 31, 2019 . The carrying value of the Company's investment in investee at December 31, 2018 , using ICL’s financial statements reported as of and for the period ended September 30, 2018, was calculated to be $2.7 million . The Company performed an analysis to determine whether its $2.7 million carrying value calculated under the equity method is recoverable. As part of its analysis, the Company considered that the estimated fair value of the Company's investment in investee at December 31, 2018 , as presented in the table above and as calculated based on the published closing price of ICL common stock at December 31, 2018 , was $1.0 million . The Company concluded that the $2.7 million carrying value of its investment in investee, as calculated under the equity method, had an other-than-temporary impairment as of December 31, 2018 . As a result, the Company wrote down the carrying value of its investment in investee as of December 31, 2018 , as presented in the table above, by $1.7 million such that its carrying value equaled the $1.0 million estimated fair value of the Company's investment in investee as calculated based on the published closing price of ICL common stock at December 31, 2018 . For the three months ended March 31, 2019 and March 31, 2018 , equity in net (loss) income of investee was a loss of $0.0 million and income of $0.1 million , respectively. During the fourth quarter of 2019, the Company sold its remaining investment in the common stock of ICL. See Note 22 (c), " Related Parties ," for more information. |
Deferred Acquisition Costs
Deferred Acquisition Costs | 3 Months Ended |
Mar. 31, 2019 | |
Deferred Policy Acquisition Costs Disclosures [Abstract] | |
DEFERRED ACQUISITION COSTS | DEFERRED ACQUISITION COSTS Deferred acquisition costs consist primarily of commissions and agency expenses incurred related to successful efforts to acquire vehicle service agreements and are amortized over the period in which the related revenues are earned in accordance with ASC 606. The components of deferred acquisition costs and the related amortization expense for the three months ended March 31, 2019 and March 31, 2018 are comprised as follows: (in thousands) Three months ended March 31, 2019 2018 Beginning balance, net $ 6,904 $ 6,325 Additions 1,201 1,242 Amortization (885 ) (1,139 ) Balance at March 31, net $ 7,220 $ 6,428 |
Intangible Assets
Intangible Assets | 3 Months Ended |
Mar. 31, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
INTANGIBLE ASSETS | INTANGIBLE ASSETS Intangible assets at March 31, 2019 and December 31, 2018 are comprised as follows: (in thousands) March 31, 2019 Gross Carrying Value Accumulated Amortization Net Carrying Value Intangible assets subject to amortization: Database $ 4,918 $ 3,136 $ 1,782 Vehicle service agreements in-force 3,680 3,673 7 Customer relationships 12,646 4,058 8,588 In-place lease 1,125 171 954 Non-compete 266 77 189 Intangible assets not subject to amortization: Tenant relationship 73,667 — 73,667 Trade names 3,264 — 3,264 Total $ 99,566 $ 11,115 $ 88,451 (in thousands) December 31, 2018 Gross Carrying Value Accumulated Amortization Net Carrying Value Intangible assets subject to amortization: Database $ 4,918 $ 3,013 $ 1,905 Vehicle service agreements in-force 3,680 3,671 9 Customer relationships 8,914 3,691 5,223 In-place lease 1,125 155 970 Non-compete 266 64 202 Intangible assets not subject to amortization: Tenant relationship 73,667 — 73,667 Trade names 1,290 — 1,290 Total $ 93,860 $ 10,594 $ 83,266 As further discussed in Note 5 , " Acquisition and Discontinued Operations ," during the first quarter of 2019, the Company recorded $5.7 million of separately identifiable intangible assets, related to acquired customer relationships and trade names, as part of the acquisition of Geminus. The customer relationships intangible asset of $3.7 million is being amortized over ten years based on the pattern in which the economic benefits of the intangible asset are expected to be consumed. The trade name intangible assets of $2.0 million are deemed to have indefinite useful lives and are not amortized. The Company's other intangible assets with definite useful lives are amortized either based on the patterns in which the economic benefits of the intangible assets are expected to be consumed or using the straight-line method over their estimated useful lives, which range from seven to eighteen years . Amortization of intangible assets was $0.5 million and $0.3 million for the three months ended March 31, 2019 and March 31, 2018 , respectively. The tenant relationship and trade name intangible assets have indefinite useful lives and are not amortized. No impairment charges were taken on intangible assets during the three months ended March 31, 2019 and March 31, 2018 . |
Property and Equipment
Property and Equipment | 3 Months Ended |
Mar. 31, 2019 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY AND EQUIPMENT | PROPERTY AND EQUIPMENT Property and equipment at March 31, 2019 and December 31, 2018 are comprised as follows: (in thousands) March 31, 2019 Total Property and Equipment Property leased to others under operating leases included in property and equipment Cost Accumulated Depreciation Carrying Value Cost Accumulated Depreciation Carrying Value Land $ 21,120 $ — $ 21,120 $ 21,120 $ — $ 21,120 Site improvements 91,308 11,195 80,113 91,308 11,195 80,113 Buildings 580 39 541 580 39 541 Leasehold improvements 104 103 1 — — — Furniture and equipment 1,036 944 92 — — — Computer hardware 5,222 4,938 284 — — — Total $ 119,370 $ 17,219 $ 102,151 $ 113,008 $ 11,234 $ 101,774 (in thousands) December 31, 2018 Total Property and Equipment Property leased to others under operating leases included in property and equipment Cost Accumulated Depreciation Carrying Value Cost Accumulated Depreciation Carrying Value Land $ 21,120 $ — $ 21,120 $ 21,120 $ — $ 21,120 Site improvements 91,308 10,161 81,147 91,308 10,161 81,147 Buildings 580 36 544 580 36 544 Leasehold improvements 104 102 2 — — — Furniture and equipment 993 901 92 — — — Computer hardware 4,995 4,758 237 — — — Total $ 119,100 $ 15,958 $ 103,142 $ 113,008 $ 10,197 $ 102,811 |
Vehicle Service Agreement Liabi
Vehicle Service Agreement Liability | 3 Months Ended |
Mar. 31, 2019 | |
Guarantees and Product Warranties [Abstract] | |
VEHICLE SERVICE AGREEMENT LIABILITY | VEHICLE SERVICE AGREEMENT LIABILITY Vehicle service agreement fees include the fees collected to cover the costs of future automobile mechanical breakdown claims and the associated administration of those claims. Vehicle service agreement fees are initially recorded as deferred service fees. On a quarterly basis, the Company compares the remaining deferred service fees balance to the estimated amount of expected future claims under the vehicle service agreement contracts and records an additional accrual when the deferred service fees balance is less than expected future claims costs. In certain jurisdictions the Company is required to refund to a customer a pro-rata share of the vehicle service agreement fees if a customer cancels the agreement prior to the end of the term. Depending on the jurisdiction, the Company may be entitled to deduct from the refund a cancellation fee and/or amounts for claims incurred prior to cancellation. While refunds vary depending on the term and type of product offered, historically refunds have averaged 9% to 13% of the original amount of the vehicle service agreement fee. Revenues recorded by the Company are net of refunds and the associated refund liability is included in deferred service fees. A reconciliation of the changes in the vehicle service agreement liability, including deferred service fees related to vehicle service agreements, as of March 31, 2019 and March 31, 2018 were as follows: (in thousands) March 31, 2019 March 31, 2018 Balance at January 1, net $ 43,734 $ 40,794 Vehicle service agreement liability acquired during the year related to the purchase of Geminus 10,792 — Gross service fees for vehicle service agreements sold 6,055 5,169 Recognition of service fees on vehicle service agreements (5,367 ) (4,773 ) Liability for claims authorized on vehicle service agreements 1,887 1,372 Payments of claims authorized on vehicle service agreements (970 ) (1,544 ) Re-estimation of deferred service fees (148 ) (96 ) Balance at March 31, net $ 55,983 $ 40,922 The vehicle service agreement liability is presented as components of deferred services fees and accrued expenses and other liabilities in the consolidated balance sheets as follows: (in thousands) March 31, December 31, 2019 2018 Deferred service fees $ 55,476 $ 43,495 Accrued expenses and other liabilities 507 239 Balance at end of period, net $ 55,983 $ 43,734 |
Unpaid Loss and Loss Adjustment
Unpaid Loss and Loss Adjustment Expenses | 3 Months Ended |
Mar. 31, 2019 | |
Insurance [Abstract] | |
UNPAID LOSS AND LOSS ADJUSTMENT EXPENSES | UNPAID LOSS AND LOSS ADJUSTMENT EXPENSES The establishment of the provision for unpaid loss and loss adjustment expenses is based on known facts and interpretation of circumstances and is, therefore, a complex and dynamic process influenced by a large variety of factors. These factors include the Company's experience with similar cases and historical trends involving loss payment patterns, pending levels of unpaid loss and loss adjustment expenses, product mix or concentration, loss severity and loss frequency patterns. Other factors include the continually evolving and changing regulatory and legal environment; actuarial studies; professional experience and expertise of the Company's claims departments' personnel and independent adjusters retained to handle individual claims; the quality of the data used for projection purposes; existing claims management practices including claims-handling and settlement practices; the effect of inflationary trends on future loss settlement costs; court decisions; economic conditions; and public attitudes. Consequently, the process of determining the provision for unpaid loss and loss adjustment expenses necessarily involves risks that the actual loss and loss adjustment expenses incurred by the Company will deviate, perhaps materially, from the estimates recorded. The Company's evaluation of the adequacy of unpaid loss and loss adjustment expenses includes a re-estimation of the liability for unpaid loss and loss adjustment expenses relating to each preceding financial year compared to the liability that was previously established. The results of this comparison and the changes in the provision for unpaid loss and loss adjustment expenses, net of amounts recoverable from reinsurers, as of March 31, 2019 and March 31, 2018 were as follows: (in thousands) March 31, 2019 March 31, 2018 Balance at beginning of period, gross $ 2,073 $ 1,329 Less reinsurance recoverable related to unpaid loss and loss adjustment expenses — 72 Balance at beginning of period, net 2,073 1,257 Incurred related to: Current year — — Prior years 107 346 Paid related to: Current year — — Prior years (741 ) (255 ) Balance at end of period, net 1,439 1,348 Plus reinsurance recoverable related to unpaid loss and loss adjustment expenses — 75 Balance at end of period, gross $ 1,439 $ 1,423 The Company reported unfavorable development on unpaid loss and loss adjustment expenses of $0.1 million and $0.3 million for the three months ended March 31, 2019 and March 31, 2018 , respectively. The unfavorable development for the three months ended March 31, 2019 and March 31, 2018 was related to an increase in loss adjustment expenses at Amigo. |
Debt
Debt | 3 Months Ended |
Mar. 31, 2019 | |
Debt Disclosure [Abstract] | |
DEBT | DEBT Debt consists of the following instruments at March 31, 2019 and December 31, 2018 : (in thousands) March 31, 2019 December 31, 2018 Principal Carrying Value Fair Value Principal Carrying Value Fair Value Bank loans: PWSC Loan $ 3,667 $ 3,667 $ 3,553 $ 3,917 $ 3,917 $ 3,829 KWH Loan 10,000 9,034 12,241 — — — 13,667 12,701 15,794 3,917 3,917 3,829 Note payable: Mortgage 172,366 181,529 176,015 173,155 182,548 174,265 Flower Note 7,662 7,662 8,256 7,768 7,768 8,565 Net Lease Note 9,000 9,000 9,297 9,000 9,000 9,409 189,028 198,191 193,568 189,923 199,316 192,239 Subordinated debt 90,500 50,392 50,392 90,500 50,023 50,023 Total $ 293,195 $ 261,284 $ 259,754 $ 284,340 $ 253,256 $ 246,091 (a) Bank loans: As part of the acquisition of PWSC on October 12, 2017, the Company borrowed a principal amount of $5.0 million from a bank at a fixed interest rate of 5.0% (the "PWSC Loan"). The carrying value of the PWSC Loan represents its unpaid principal balance. The fair value of the PWSC Loan disclosed in the table above is derived from quoted market prices of B and B minus rated industrial bonds with similar maturities. The PWSC Loan was scheduled to mature on October 12, 2022; however, the principal totaling $0.3 million was fully repaid on January 30, 2020. As part of the acquisition of Geminus on March 1, 2019, the Company formed Kingsway Warranty Holdings LLC ("KWH") and contributed IWS and Trinity to KWH, which then borrowed a principal amount of $10.0 million from a bank at an annual interest rate equal to LIBOR plus 9.25% (the "KWH Loan"), using most of the proceeds to acquire Geminus. The KWH Loan matures on March 1, 2024. As part of the KWH Loan, KWH also issued warrants (the "KWH Warrants") to the lender exercisable to purchase an aggregate 1.25% membership interest in KWH. The Company allocated $0.4 million of the KWH loan proceeds to a liability, recorded as part of accrued expenses and other liabilities in the consolidated balance sheets, to reflect the estimated fair value of the KWH Warrants, as the warrants contain a put right exercisable by the holder. Changes in the estimated fair value of the KWH Warrants are recorded in the consolidated statements of operations. The Company also recorded as a discount to the carrying value of the KWH Loan issuance costs of $1.0 million specifically related to the KWH Loan. The KWH Loan is carried in the consolidated balance sheets at its amortized cost, which reflects the quarterly pay-down of principal as well as the amortization of the discount using the effective interest rate method. The fair value of the KWH Loan disclosed in the table above is derived from quoted market prices of B and BB minus rated industrial bonds with similar maturities. The KWH Loan is secured by certain of the equity interests and assets of KWH and its subsidiaries. (b) Notes payable: As part of the acquisition of CMC Industries, Inc. ("CMC") in July 2016, the Company assumed a mortgage, which is recorded as note payable in the consolidated balance sheets ("the Mortgage"). The Mortgage is nonrecourse indebtedness with respect to CMC and its subsidiaries, and the Mortgage is not, nor will it be, guaranteed by Kingsway or its affiliates. The Mortgage was recorded at its estimated fair value of $191.7 million , which included the unpaid principal amount of $180.0 million as of the date of acquisition plus a premium of $11.7 million . The Mortgage matures on May 15, 2034 and has a fixed interest rate of 4.07% . The Mortgage is carried in the consolidated balance sheets at its amortized cost, which reflects the monthly pay-down of principal as well as the amortization of the premium using the effective interest rate method. The fair value of the Mortgage disclosed in the table above is derived from quoted market prices of A-rated industrial bonds with similar maturities. On January 5, 2015, Flower Portfolio 001, LLC ("Flower") assumed a $9.2 million mortgage in conjunction with the purchase of investment real estate properties, which is recorded as note payable in the consolidated balance sheets ("the Flower Note"). The Flower Note requires monthly payments of principal and interest and is secured by certain investments of Flower. The Flower Note matures on December 10, 2031 and has a fixed interest rate of 4.81% . The carrying value of the Flower Note at March 31, 2019 of $7.7 million represents its unpaid principal balance. The fair value of the Flower Note disclosed in the table above is derived from quoted market prices of A and B rated industrial bonds with similar maturities. On October 15, 2015, Net Lease assumed a $9.0 million mezzanine debt in conjunction with the purchase of investment real estate properties, which is recorded as note payable in the consolidated balance sheets ("the Net Lease Note"). The Net Lease Note requires monthly payments of interest and is secured by certain investments of Net Lease. The Net Lease Note matures on November 1, 2020 and has a fixed interest rate of 10.25% . The carrying value of the Net Lease Note at March 31, 2019 of $9.0 million represents its unpaid principal balance. The fair value of the Net Lease Note disclosed in the table above is derived from quoted market prices of B and B minus rated industrial bonds with similar maturities. (c) Subordinated debt: The subordinated debt is carried in the consolidated balance sheets at fair value. See Note 21 , " Fair Value of Financial Instruments ," for further discussion of the subordinated debt. Of the $0.4 million increase in fair value of the Company’s subordinated debt between December 31, 2018 and March 31, 2019 , $0.9 million is reported as change in fair value of debt attributable to instrument-specific credit risk in the Company's consolidated statements of comprehensive income (loss), partially offset by $0.6 million reported as gain on change in fair value of debt in the Company’s consolidated statements of operations. During the third quarter of 2018, the Company gave notice to its Trust Preferred trustees of its intention to exercise its voluntary right to defer interest payments for up to 20 quarters, pursuant to the contractual terms of its outstanding Trust Preferred indentures, which permit interest deferral. This action does not constitute a default under the Company's Trust Preferred indentures or any of its other debt indentures. At March 31, 2019 , deferred interest payable of $4.1 million is included in accrued expenses and other liabilities in the consolidated balance sheets. Subordinated debt consists of the following trust preferred debt instruments: Issuer Principal (in thousands) Issue date Interest Redemption date Kingsway CT Statutory Trust I $ 15,000 12/4/2002 annual interest rate equal to LIBOR, plus 4.00% payable quarterly 12/4/2032 Kingsway CT Statutory Trust II $ 17,500 5/15/2003 annual interest rate equal to LIBOR, plus 4.10% payable quarterly 5/15/2033 Kingsway CT Statutory Trust III $ 20,000 10/29/2003 annual interest rate equal to LIBOR, plus 3.95% payable quarterly 10/29/2033 Kingsway DE Statutory Trust III $ 15,000 5/22/2003 annual interest rate equal to LIBOR, plus 4.20% payable quarterly 5/22/2033 Kingsway DE Statutory Trust IV $ 10,000 9/30/2003 annual interest rate equal to LIBOR, plus 3.85% payable quarterly 9/30/2033 Kingsway DE Statutory Trust VI $ 13,000 12/16/2003 annual interest rate equal to LIBOR, plus 4.00% payable quarterly 1/8/2034 |
Leases
Leases | 3 Months Ended |
Mar. 31, 2019 | |
Leases [Abstract] | |
LEASES | LEASES Financial Statement Impact of Adopting Accounting Standards Update No. 2016-02 "Leases (Topic 842)" ("ASU 2016-02" or "ASC 842") The Company adopted ASU 2016-02 on January 1, 2019 using the modified retrospective adoption method. The reported results for 2019 reflect the adoption of ASC 842 guidance while the reported results for 2018 were prepared and continue to be reported under the guidance of ASC 840, Leases, referred to herein as "previous guidance." ASC 842 provides guidance for both lessees and lessors. The Company is the lessee where it leases certain office properties from lessors. The Company is the lessor when it leases certain property to lessees. The guidance requires lessees to recognize right-of-use assets and lease liabilities in the balance sheet and disclose key information about leasing arrangements, such as information about variable lease payments and options to renew and terminate leases. The amended guidance will require both operating and finance leases to be recognized in the balance sheet. A lessee should recognize in the statement of financial position a liability to make lease payments (the lease liability) and a right-of-use asset ("ROU") representing its right to use the underlying asset for the lease term. The guidance requires lessors to classify leases as a sales-type, direct financing, or operating lease. A lease is classified as a sales-type lease if any one of five criteria are met, each of which indicate that the lease, in effect, transfers control of the underlying asset to the lessee. If none of those five criteria are met, but two additional criteria are both met, indicating that the lessor has transferred substantially all the risks and benefits of the underlying asset to the lessee and a third party, the lease is classified as a direct financing lease. All leases that are not classified as sales-type or direct financing leases are classified as operating leases. The Company elected certain of the practical expedients that are permitted under the transition guidance which allowed the Company to carryforward the historical lease classification, not reassess initial direct costs for any existing leases as of January 1, 2019 or reassess whether any expired or existing contracts are or contain leases. In addition, the Company elected to adopt the "hindsight" practical expedient to determine the reasonably certain lease term for existing leases. The Company has revised its relevant policies and procedures, as applicable, to meet the new accounting, reporting and disclosure requirements of ASC 842 and have updated internal controls accordingly. The main difference between the guidance in ASU 2016-02 and prior guidance for lessees is the recognition of right-of-use assets and lease liabilities for those leases classified as operating leases. Recognition of the right-of-use assets and liabilities had a material impact to the Company’s consolidated balance sheet upon adoption. However, since all its leases are operating leases under ASC 840 and the Company will carryforward the historical lease classification, the new standard did not have a material impact on the Company’s consolidated statements of operations, consolidated statements of shareholder’s equity, or consolidated statements of cash flows. The adoption resulted in an increase of the ROU assets of approximately $2.7 million and lease liabilities of $2.9 million . The difference of $0.2 million relates to straight-line rent accruals and lease incentive liabilities that were reclassified to ROU assets for operating leases. The main difference between the guidance in ASU 2016-02 and prior guidance for lessors is a modification of what qualifies as a sales-type and direct financing lease. All the Company’s lessor leases are classified as operating leases. Lease Accounting Policy The Company determines lease classification at commencement date. Leases not classified as sales-type (lessor) or financing leases (lessor and lessee) are classified as operating leases. The primary accounting criteria the Company uses that results in operating lease classification are: (a) the lease does not transfer ownership of the underlying asset to the lessee by the end of the lease term, (b) the lease does not grant the lessee a purchase option that the lessee is reasonably certain to exercise, (c) using a seventy-five percent or more threshold, the lease term is not for a major part of the remaining economic life of the underlying asset, (d) using a ninety percent or more threshold, the present value of the sum of the lease payments and residual value guarantee from the lessee does not equal or substantially exceeds all of the fair value of the underlying asset. Rental income from operating leases is recognized on a straight-line basis, based on contractual lease terms with fixed and determinable increases over the non-cancellable term of the related lease when collectability is reasonably assured. Rental expense for operating leases is recognized on a straight-line basis over the lease term, net of any applicable lease incentive amortization. Lessee Leases The Company has operating leases for office space which include fixed base rent payments, as well as variable rent payments to reimburse the landlord for operating expenses and taxes. The Company’s variable lease payments do not depend on a published index or rate, and therefore, are expensed as incurred. The Company includes only fixed payments for lease components in the measurement of the right-of-use asset and lease liability. There are no residual value guarantees. The Company does not currently have leases that meet the finance lease classification as defined under ASC 842. The Company treats contracts as a lease when the contract: (1) conveys the right to use a physically distinct asset for a period of time in exchange for consideration, (2) the Company directs the use of the asset and (3) the Company obtains substantially all the economic benefits of the asset. Right-of-use assets and lease liabilities are measured and recognized based on the present value of the future minimum lease payments over the lease term at the commencement date. As the Company’s leases are office leases, the Company is unable to determine an implicit rate; therefore, the Company uses its incremental borrowing rate based on the information available at the lease commencement date in determining the present value of future payments for those leases. The Company includes options to extend or terminate the lease in the measurement of the right-of-use asset and lease liability when it is reasonably certain that such options will be exercised. Lease expense for minimum lease payments is recognized on a straight-line basis over the lease term. As an accounting policy, the Company has elected not to apply the recognition requirements in ASC 842 to short-term leases (generally those with terms of twelve months or less). Instead, the Company recognizes the lease payments as expense on a straight-line basis over the lease term and any variable lease payments in the period in which the obligation for those payments is incurred. The ROU assets and lease liability are presented as separate line items on the face of the Company’s consolidated balance sheet as of March 31, 2019 . Operating lease costs and variable lease costs included in selling and administrative costs for the three months ended March 31, 2019 were $0.2 million and de minimis, respectively. The annual maturities of lease liabilities as of March 31, 2019 were as follows: (in thousands) Lease Commitments 2019 $ 708 2020 377 2021 388 2022 399 2023 422 2024 and thereafter 859 Total undiscounted lease payments 3,153 Imputed interest 498 Total lease liabilities 2,655 The weighted-average remaining lease term for our operating leases was 6.19 years as of March 31, 2019 . The weighted average discount rate of our operating leases was 5.78% as of March 31, 2019 . Cash paid for amounts included in the measurement of lease liabilities was $0.3 million for the three months ended March 31, 2019 . Lessor Leases The Company owns a parcel of real property consisting of approximately 192 acres located in the State of Texas (the "Real Property") that is subject to a long-term triple net lease agreement with an unrelated third-party. The lease provides for future rent escalations and renewal options. The initial lease term ends in May 2034. The lessee bears the cost of maintenance and property taxes. Rental income from operating leases is recognized on a straight-line basis, based on contractual lease terms with fixed and determinable increases over the non-cancellable term of the related lease when collectability is reasonably assured. Rental income includes a de minimus amount of amortization of below market lease liabilities for the three months ended March 31, 2019 and March 31, 2018 . The estimated aggregate future amortization of below market lease liabilities is $0.1 million for 2019, $0.1 million for 2020, $0.1 million for 2021, $0.1 million for 2022 and $0.1 million for 2023. Realization of the residual values of the assets under lease is dependent on the future ability to market the assets under prevailing market conditions. The lease is classified as an operating lease and the underlying leased assets are included in Property and Equipment (see Note 10 , " Property and Equipment "). Lease income related to operating leases for the three months ended March 31, 2019 and March 31, 2018 was $3.3 million and $3.3 million , respectively. The following table provides the net book value of operating lease property included in property and equipment in the consolidated balance sheets: (in thousands) As of March 31, 2019 Property leased to lessees 113,008 Accumulation depreciation (11,234 ) Net property and equipment leased $ 101,774 As of March 31, 2019 , future undiscounted cash flows to be received in each of the next five years and thereafter, on non-cancelable operating leases are as follows: (in thousands) 2019 $ 8,717 2020 11,832 2021 12,099 2022 12,371 2023 12,649 Thereafter 149,896 |
LEASES | LEASES Financial Statement Impact of Adopting Accounting Standards Update No. 2016-02 "Leases (Topic 842)" ("ASU 2016-02" or "ASC 842") The Company adopted ASU 2016-02 on January 1, 2019 using the modified retrospective adoption method. The reported results for 2019 reflect the adoption of ASC 842 guidance while the reported results for 2018 were prepared and continue to be reported under the guidance of ASC 840, Leases, referred to herein as "previous guidance." ASC 842 provides guidance for both lessees and lessors. The Company is the lessee where it leases certain office properties from lessors. The Company is the lessor when it leases certain property to lessees. The guidance requires lessees to recognize right-of-use assets and lease liabilities in the balance sheet and disclose key information about leasing arrangements, such as information about variable lease payments and options to renew and terminate leases. The amended guidance will require both operating and finance leases to be recognized in the balance sheet. A lessee should recognize in the statement of financial position a liability to make lease payments (the lease liability) and a right-of-use asset ("ROU") representing its right to use the underlying asset for the lease term. The guidance requires lessors to classify leases as a sales-type, direct financing, or operating lease. A lease is classified as a sales-type lease if any one of five criteria are met, each of which indicate that the lease, in effect, transfers control of the underlying asset to the lessee. If none of those five criteria are met, but two additional criteria are both met, indicating that the lessor has transferred substantially all the risks and benefits of the underlying asset to the lessee and a third party, the lease is classified as a direct financing lease. All leases that are not classified as sales-type or direct financing leases are classified as operating leases. The Company elected certain of the practical expedients that are permitted under the transition guidance which allowed the Company to carryforward the historical lease classification, not reassess initial direct costs for any existing leases as of January 1, 2019 or reassess whether any expired or existing contracts are or contain leases. In addition, the Company elected to adopt the "hindsight" practical expedient to determine the reasonably certain lease term for existing leases. The Company has revised its relevant policies and procedures, as applicable, to meet the new accounting, reporting and disclosure requirements of ASC 842 and have updated internal controls accordingly. The main difference between the guidance in ASU 2016-02 and prior guidance for lessees is the recognition of right-of-use assets and lease liabilities for those leases classified as operating leases. Recognition of the right-of-use assets and liabilities had a material impact to the Company’s consolidated balance sheet upon adoption. However, since all its leases are operating leases under ASC 840 and the Company will carryforward the historical lease classification, the new standard did not have a material impact on the Company’s consolidated statements of operations, consolidated statements of shareholder’s equity, or consolidated statements of cash flows. The adoption resulted in an increase of the ROU assets of approximately $2.7 million and lease liabilities of $2.9 million . The difference of $0.2 million relates to straight-line rent accruals and lease incentive liabilities that were reclassified to ROU assets for operating leases. The main difference between the guidance in ASU 2016-02 and prior guidance for lessors is a modification of what qualifies as a sales-type and direct financing lease. All the Company’s lessor leases are classified as operating leases. Lease Accounting Policy The Company determines lease classification at commencement date. Leases not classified as sales-type (lessor) or financing leases (lessor and lessee) are classified as operating leases. The primary accounting criteria the Company uses that results in operating lease classification are: (a) the lease does not transfer ownership of the underlying asset to the lessee by the end of the lease term, (b) the lease does not grant the lessee a purchase option that the lessee is reasonably certain to exercise, (c) using a seventy-five percent or more threshold, the lease term is not for a major part of the remaining economic life of the underlying asset, (d) using a ninety percent or more threshold, the present value of the sum of the lease payments and residual value guarantee from the lessee does not equal or substantially exceeds all of the fair value of the underlying asset. Rental income from operating leases is recognized on a straight-line basis, based on contractual lease terms with fixed and determinable increases over the non-cancellable term of the related lease when collectability is reasonably assured. Rental expense for operating leases is recognized on a straight-line basis over the lease term, net of any applicable lease incentive amortization. Lessee Leases The Company has operating leases for office space which include fixed base rent payments, as well as variable rent payments to reimburse the landlord for operating expenses and taxes. The Company’s variable lease payments do not depend on a published index or rate, and therefore, are expensed as incurred. The Company includes only fixed payments for lease components in the measurement of the right-of-use asset and lease liability. There are no residual value guarantees. The Company does not currently have leases that meet the finance lease classification as defined under ASC 842. The Company treats contracts as a lease when the contract: (1) conveys the right to use a physically distinct asset for a period of time in exchange for consideration, (2) the Company directs the use of the asset and (3) the Company obtains substantially all the economic benefits of the asset. Right-of-use assets and lease liabilities are measured and recognized based on the present value of the future minimum lease payments over the lease term at the commencement date. As the Company’s leases are office leases, the Company is unable to determine an implicit rate; therefore, the Company uses its incremental borrowing rate based on the information available at the lease commencement date in determining the present value of future payments for those leases. The Company includes options to extend or terminate the lease in the measurement of the right-of-use asset and lease liability when it is reasonably certain that such options will be exercised. Lease expense for minimum lease payments is recognized on a straight-line basis over the lease term. As an accounting policy, the Company has elected not to apply the recognition requirements in ASC 842 to short-term leases (generally those with terms of twelve months or less). Instead, the Company recognizes the lease payments as expense on a straight-line basis over the lease term and any variable lease payments in the period in which the obligation for those payments is incurred. The ROU assets and lease liability are presented as separate line items on the face of the Company’s consolidated balance sheet as of March 31, 2019 . Operating lease costs and variable lease costs included in selling and administrative costs for the three months ended March 31, 2019 were $0.2 million and de minimis, respectively. The annual maturities of lease liabilities as of March 31, 2019 were as follows: (in thousands) Lease Commitments 2019 $ 708 2020 377 2021 388 2022 399 2023 422 2024 and thereafter 859 Total undiscounted lease payments 3,153 Imputed interest 498 Total lease liabilities 2,655 The weighted-average remaining lease term for our operating leases was 6.19 years as of March 31, 2019 . The weighted average discount rate of our operating leases was 5.78% as of March 31, 2019 . Cash paid for amounts included in the measurement of lease liabilities was $0.3 million for the three months ended March 31, 2019 . Lessor Leases The Company owns a parcel of real property consisting of approximately 192 acres located in the State of Texas (the "Real Property") that is subject to a long-term triple net lease agreement with an unrelated third-party. The lease provides for future rent escalations and renewal options. The initial lease term ends in May 2034. The lessee bears the cost of maintenance and property taxes. Rental income from operating leases is recognized on a straight-line basis, based on contractual lease terms with fixed and determinable increases over the non-cancellable term of the related lease when collectability is reasonably assured. Rental income includes a de minimus amount of amortization of below market lease liabilities for the three months ended March 31, 2019 and March 31, 2018 . The estimated aggregate future amortization of below market lease liabilities is $0.1 million for 2019, $0.1 million for 2020, $0.1 million for 2021, $0.1 million for 2022 and $0.1 million for 2023. Realization of the residual values of the assets under lease is dependent on the future ability to market the assets under prevailing market conditions. The lease is classified as an operating lease and the underlying leased assets are included in Property and Equipment (see Note 10 , " Property and Equipment "). Lease income related to operating leases for the three months ended March 31, 2019 and March 31, 2018 was $3.3 million and $3.3 million , respectively. The following table provides the net book value of operating lease property included in property and equipment in the consolidated balance sheets: (in thousands) As of March 31, 2019 Property leased to lessees 113,008 Accumulation depreciation (11,234 ) Net property and equipment leased $ 101,774 As of March 31, 2019 , future undiscounted cash flows to be received in each of the next five years and thereafter, on non-cancelable operating leases are as follows: (in thousands) 2019 $ 8,717 2020 11,832 2021 12,099 2022 12,371 2023 12,649 Thereafter 149,896 |
Revenue from Contracts with Cus
Revenue from Contracts with Customers | 3 Months Ended |
Mar. 31, 2019 | |
Revenue from Contract with Customer [Abstract] | |
REVENUE FROM CONTRACTS WITH CUSTOMERS | REVENUE FROM CONTRACTS WITH CUSTOMERS Revenue from contracts with customers relates to Extended Warranty segment service fee and commission income. Service fee and commission income represents vehicle service agreement fees, GAP commissions, maintenance support service fees, warranty product commissions, homebuilder warranty service fees and homebuilder warranty commissions based on terms of various agreements with credit unions, consumers, businesses and homebuilders. Customers either pay in full at the inception of a warranty contract or commission product sale, or on terms subject to the Company’s customary credit reviews. The following table disaggregates revenues from contracts with customers by revenue type: (in thousands) Three months ended March 31, 2019 2018 Vehicle service agreement fees - IWS $ 4,479 $ 4,389 GAP commissions - IWS 258 192 Maintenance support service fees - Trinity 1,968 2,973 Warranty product commissions - Trinity 582 496 Homebuilder warranty service fees - PWSC 1,423 1,427 Homebuilder warranty commissions - PWSC 211 174 Vehicle service agreement fees - Geminus 887 — GAP commissions - Geminus 7 — Service fee and commission income $ 9,815 $ 9,651 IWS' vehicle service agreement fees include the fees collected to cover the costs of future automobile mechanical breakdown claims and the associated administration of those claims. Vehicle service agreement contract fees are earned over the duration of the vehicle service agreement contracts as the single performance obligation is satisfied. IWS' GAP commissions include fees collected from the sale of GAP contracts. IWS acts as an agent on behalf of the third-party insurance company that underwrites and guaranties these GAP contracts. IWS does not assume any insurance risk from the sale of GAP contracts. IWS receives a single commission fee as its transaction price at the time it sells a GAP contract to a customer. Each GAP contract contains two separate performance obligations - sale of a GAP contract and GAP claims administration. The first performance obligation is related to the sale of a GAP contract and is satisfied upon closing the sale. The second performance obligation is related to the administration of claims during the GAP contract period, generally four years . Standalone selling prices are not directly observable in the GAP contract for each of the separate performance obligations. As a result, IWS has applied the expected cost plus a margin approach to develop models to estimate the standalone selling price for each of its performance obligations in order to allocate the transaction price to the two separate performance obligations identified. For the model related to the sale of a GAP contract performance obligation, IWS makes judgments about which of its actual costs are associated with selling activities. For the model related to the GAP claims administration performance obligation, IWS makes judgments about which of its actual costs are associated with claim-handling activities, which are performed over the life of the GAP contract period. The relative percentage of expected costs plus a margin associated with the sale of a GAP contract performance obligation is applied to the transaction price to determine the estimated standalone selling price of the sale of a GAP contract performance obligation, which IWS recognizes as earned at the time of the GAP contract sale. The relative percentage of expected costs plus a margin associated with the GAP claims administration performance obligation is applied to the transaction price to determine the estimated standalone selling price of the GAP claims administration performance obligation, which IWS recognizes as earned as services are performed over the GAP contract period. For the GAP claims administration performance obligation, IWS applies an input method of measurement, based on the expected costs plus a margin of providing services, to determine the transfer of its services over the GAP contract period. IWS uses historical data regarding the number of claims it receives and activities performed, in addition to the number of GAP contracts sold, to estimate the number of claims to be received by year until coverage expires, which allows IWS to develop a revenue recognition pattern that it believes provides a faithful depiction of the transfer of services over time for the GAP claims administration performance obligation. Trinity Warranty Solutions LLC's (Trinity") maintenance support service fees include the service fees collected to administer equipment breakdown and maintenance support services and are earned as services are rendered. Trinity’s warranty product commissions include the commissions from the sale of warranty contracts for certain new and used heating, ventilation, air conditioning ("HVAC"), standby generator, commercial LED lighting and refrigeration equipment. Trinity acts as an agent on behalf of the third-party insurance companies that underwrite and guaranty these warranty contracts. Trinity does not guaranty the performance underlying the warranty contracts it sells. Warranty product commissions are earned at the time of the warranty product sales. PWSC’s homebuilder warranty service fees include fees collected from the sale of warranties issued by new homebuilders. PWSC receives a single warranty service fee as its transaction price at the time it enters into a written contract with each of its builder customers. Each contract contains two separate performance obligations - warranty administrative services and other warranty services. Warranty administrative services include enrolling each home sold by the builder into the program and the warranty administrative system and delivering the warranty product. Other warranty services include answering builder or homeowner questions regarding the home warranty and dispute resolution services. Standalone selling prices are not directly observable in the contract for each of the separate performance obligations. As a result, PWSC has applied the expected cost plus a margin approach to develop models to estimate the standalone selling price for each of its performance obligations in order to allocate the transaction price to the two separate performance obligations identified. For the model related to the warranty administrative services performance obligation, PWSC makes judgments about which of its actual costs are associated with enrolling each home sold by the builder into the program and the warranty administrative system and delivering the warranty product. For the model related to the other warranty services performance obligation, PWSC makes judgments about which of its actual costs are associated with activities, such as answering builder or homeowner questions regarding the home warranty and dispute resolution services, which are performed over the life of the warranty coverage period. The relative percentage of expected costs plus a margin associated with the warranty administrative services performance obligation is applied to the transaction price to determine the estimated standalone selling price of the warranty administrative services performance obligation, which PWSC recognizes as earned at the time the home is enrolled and the warranty product is delivered. The relative percentage of expected costs plus a margin associated with the other warranty services performance obligation is applied to the transaction price to determine the estimated standalone selling price of the other warranty services performance obligation, which PWSC recognizes as earned as services are performed over the warranty coverage period. For the other warranty services performance obligation, PWSC applies an input method of measurement, based on the expected costs plus a margin of providing services, to determine the transfer of its services over the warranty coverage period. PWSC uses historical data regarding the number of calls it receives and activities performed, in addition to the number of homes enrolled, to estimate the number of complaints and dispute resolution requests to be received by year until coverage expires, which allows PWSC to develop a revenue recognition pattern that it believes provides a faithful depiction of the transfer of services over time for the other warranty services performance obligation. PWSC’s homebuilder warranty commissions include commissions from the sale of warranty contracts for those builders who have requested and receive insurance backing of their warranty obligations. PWSC acts as an agent on behalf of the third-party insurance company that underwrites and guaranties these warranty contracts. Homebuilder warranty commissions are earned on the certification date, which is typically the date of the closing of the sale of the home to the buyer. The Company also earns fees to manage remediation or repair services related to claims on insurance-backed warranty obligations, which are earned when the claims are closed, and a profit-sharing bonus on eligible warranties, which is determined based on expected ultimate loss ratio targets and is earned at the time the profit-sharing bonus is received. Geminus' vehicle service agreement fees include the fees collected to cover the costs of future automobile mechanical breakdown claims and the associated administration of those claims. Vehicle service agreement contract fees are earned over the duration of the vehicle service agreement contracts as the single performance obligation is satisfied. Receivables from contracts with customers are reported as service fee receivable, net in the consolidated balance sheets and at March 31, 2019 and December 31, 2018 were $5.0 million and $3.4 million , respectively. The Company records deferred service fees resulting from contracts with customers when payment is received in advance of satisfying the performance obligations. The Company expects to recognize within one year as service fee and commission income approximately 39.7% of the deferred service fees as of March 31, 2019 . Approximately $4.2 million of service fee and commission income recognized during the three months ended March 31, 2019 was included in deferred service fees as of December 31, 2018. |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES The Tax Cuts and Jobs Act (the "Tax Act") was enacted on December 22, 2017. The Tax Act makes broad and complex changes to the U.S. tax code, including a permanent reduction in the U.S. federal corporate income tax rate to 21% starting in 2018. Previously, the Company was subject to a 34% U.S. federal corporate income tax rate. Income tax (benefit) expense for the three months ended March 31, 2019 and March 31, 2018 varies from the amount that would result by applying the applicable U.S. federal corporate income tax rate of 21% to loss from continuing operations before income tax (benefit) expense. The following table summarizes the differences: (in thousands) Three months ended March 31, 2019 2018 Income tax expense (benefit) at United States statutory income tax rate $ 520 $ (494 ) Valuation allowance (1,331 ) 533 Non-deductible compensation 9 61 State income tax 26 66 Change in unrecognized tax benefits (1) 70 70 Indefinite life intangibles 33 23 Foreign operations subject to different tax rates 3 (15 ) Other (43 ) 10 Income tax (benefit) expense $ (713 ) $ 254 (1) Includes interest and penalty expense related to unrecognized tax benefits. The Company maintains a valuation allowance for its gross deferred tax assets at March 31, 2019 and December 31, 2018 . The Company's operations have generated substantial operating losses in prior years. These losses can be available to reduce income taxes that might otherwise be incurred on future taxable income; however, it is uncertain whether the Company will generate the taxable income necessary to utilize these losses or other reversing temporary differences. This uncertainty has caused management to place a full valuation allowance on its March 31, 2019 and December 31, 2018 net deferred tax asset, excluding the deferred income tax asset and liability amounts set forth in the paragraph below. In the quarter ended March 31, 2019 , the Company released into income $0.8 million of its valuation allowance, as a result of its acquisition of Geminus, due to net deferred income tax liabilities that are expected to reverse during the period in which the Company will have deferred income tax assets available. The Company carries net deferred income tax liabilities of $29.0 million and $28.5 million at March 31, 2019 and December 31, 2018 , respectively. At March 31, 2019 , $8.0 million relates to deferred income tax liabilities scheduled to reverse in periods after the expiration of the Company's consolidated U.S. net operating loss carryforwards, $21.6 million relates to deferred income tax liabilities associated with land and indefinite lived intangible assets, $0.5 million relates to deferred income tax assets associated with state income taxes and $0.1 million relates to deferred income tax assets associated with alternative minimum tax credits. At December 31, 2018 , $8.0 million relates to deferred income tax liabilities scheduled to reverse in periods after the expiration of the Company's consolidated U.S. net operating loss carryforwards, $21.1 million relates to deferred income tax liabilities associated with land and indefinite lived intangible assets, $0.5 million relates to deferred income tax assets associated with state income taxes and $0.1 million relates to deferred income tax assets associated with alternative minimum tax credits. The Company considered a tax planning strategy in arriving at its December 31, 2018 net deferred income tax liabilities. As of March 31, 2019 and December 31, 2018 , the Company carried a liability for unrecognized tax benefits of $1.4 million and $1.4 million , respectively, which is included in income taxes payable in the consolidated balance sheets. The Company classifies interest and penalty accruals, if any, related to unrecognized tax benefits as income tax (benefit) expense. The Company recorded income tax expense of $0.1 million and $0.1 million related to interest and penalty accruals for the three months ended March 31, 2019 and March 31, 2018 , respectively. At March 31, 2019 and December 31, 2018 , the Company carried an accrual for the payment of interest and penalties of $1.1 million and $1.1 million , respectively, included in income taxes payable in the consolidated balance sheets. |
Earnings (Loss) From Continuing
Earnings (Loss) From Continuing Operations Per Share | 3 Months Ended |
Mar. 31, 2019 | |
Earnings Per Share [Abstract] | |
EARNINGS (LOSS) FROM CONTINUING OPERATIONS PER SHARE | EARNINGS (LOSS) FROM CONTINUING OPERATIONS PER SHARE The following table sets forth the reconciliation of numerators and denominators for the basic and diluted earnings (loss) from continuing operations per share computation for the three months ended March 31, 2019 and March 31, 2018 : (in thousands, except per share data) Three months ended March 31, 2019 2018 Numerator: Income (loss) from continuing operations $ 3,189 $ (2,604 ) Less: net income attributable to noncontrolling interests (211 ) (359 ) Less: dividends on preferred stock, net of tax (246 ) (253 ) Income (loss) from continuing operations attributable to common shareholders $ 2,732 $ (3,216 ) Denominator: Weighted average basic shares Weighted average common shares outstanding 21,841 21,708 Weighted average diluted shares Weighted average common shares outstanding 21,841 21,708 Effect of potentially dilutive securities Stock options — — Unvested restricted stock awards — — Unvested restricted stock units — — Warrants — — Convertible preferred stock — — Total weighted average diluted shares 21,841 21,708 Basic earnings (loss) from continuing operations per share $ 0.13 $ (0.15 ) Diluted earnings (loss) from continuing operations per share $ 0.13 $ (0.15 ) Basic earnings (loss) from continuing operations per share is calculated using weighted-average common shares outstanding. Diluted earnings (loss) from continuing operations per share is calculated using weighted-average diluted shares. Weighted-average diluted shares is calculated by adding the effect of potentially dilutive securities to weighted-average common shares outstanding. Potentially dilutive securities consist of stock options, unvested restricted stock awards, unvested restricted stock units, warrants and convertible preferred stock. Because the Company is reporting a loss from continuing operations for the three months ended March 31, 2018 , all potentially dilutive securities outstanding were excluded from the calculation of diluted loss from continuing operations per share since their inclusion would have been anti-dilutive. |
Stock-Based Compensation
Stock-Based Compensation | 3 Months Ended |
Mar. 31, 2019 | |
Share-based Payment Arrangement [Abstract] | |
STOCK-BASED COMPENSATION | STOCK-BASED COMPENSATION (a) Stock Options The following table summarizes the stock option activity during the three months ended March 31, 2019 : Number of Options Outstanding Weighted-Average Exercise Price Weighted-Average Remaining Contractual Term (in Years) Aggregate Intrinsic Value (in Thousands) Outstanding at December 31, 2018 40,000 $ 4.67 1.3 $ — Granted — — Expired — — Outstanding at March 31, 2019 40,000 $ 4.67 1.1 $ — Exercisable at March 31, 2019 40,000 $ 4.67 1.1 $ — The aggregate intrinsic value of stock options outstanding and exercisable is the difference between the March 31, 2019 market price for the Company's common shares and the exercise price of the options, multiplied by the number of options where the fair value exceeds the exercise price. The Company uses the Black-Scholes option pricing model to estimate the fair value of each option on the date of grant. No options were granted during the three months ended March 31, 2019 . (b) Restricted Stock Awards Under the 2013 Equity Incentive Plan (the "2013 Plan"), the Company made grants of restricted common stock awards to certain officers of the Company on March 28, 2014 (the "2014 Restricted Stock Awards"). The 2014 Restricted Stock Awards shall become fully vested and the restriction period shall lapse as of March 28, 2024 subject to the officers' continued employment through the vesting date. The 2014 Restricted Stock Awards are amortized on a straight-line basis over the ten -year requisite service period. The grant-date fair value of the 2014 Restricted Stock Awards was determined using the closing price of Kingsway common stock on the date of grant. Total unamortized compensation expense related to unvested 2014 Restricted Stock Awards at March 31, 2019 was $0.5 million . During the third quarter of 2018, the Company modified the terms of the 2014 Restricted Stock Awards for two of its officers. On September 5, 2018, the Company executed an Amended and Restated Restricted Stock Award Agreement ("Amended RSA Agreement") with its former Chief Executive Officer. Under the terms of the Amended RSA Agreement, the former Chief Executive Officer was deemed to have forfeited 1,382,665 shares of the 2014 Restricted Stock Awards. The Company’s accounting policy is to account for forfeitures when they occur. As a result, the Company reversed during the third quarter of 2018 $2.4 million of compensation expense previously recognized from March 28, 2014 through June 30, 2018. Pursuant to the terms of the Amended RSA Agreement, the Company granted to the former Chief Executive Officer a modified award of 350,000 shares of restricted common stock (the "2018 Restricted Stock Award"). The Company deemed the 2018 Restricted Stock Award to be taxable to the former Chief Executive Officer on the modification date. Pursuant to the terms of the 2013 Plan and the Amended RSA Agreement, the former Chief Executive Officer was entitled to satisfy the tax withholding obligation by authorizing the Company to withhold restricted common shares, which would otherwise be deliverable, having an aggregate fair market value, determined as of the tax date, equal to the tax withholding obligation. The former Chief Executive Officer chose to satisfy the tax withholding obligation in this manner. As a result, the Company cancelled 102,550 of the 350,000 shares of the 2018 Restricted Stock Award. The remaining 247,450 shares of the 2018 Restricted Stock Award shall become fully vested after the satisfaction of certain performance conditions, as defined in the Amended RSA Agreement. There is no defined term under which the performance conditions must be completed. The unamortized compensation expense for the 2018 Restricted Stock Award will be recognized at the time the performance condition has been satisfied. The grant-date fair value of the 2018 Restricted Stock Award was determined using the closing price of Kingsway common stock on the modification date. Total unamortized compensation expense related to the unvested 2018 Restricted Stock Award at March 31, 2019 was $0.6 million . During the fourth quarter of 2019, the Company acquired the remaining 247,450 shares of the 2018 Restricted Stock Award as partial consideration in exchange for selling its remaining investment in the common stock of ICL. See Note 22 , " Related Parties ," for more information. On January 31, 2019, the Company executed an Employee Separation Agreement and Release ("Separation Agreement") with a former officer. The Separation Agreement modified the vesting terms related to 115,500 shares of the original 2014 Restricted Stock Awards ("Modified Restricted Stock Award"), such that they became fully vested on January 31, 2019. The Company deemed the Modified Restricted Stock Award to be taxable to the former officer on the vesting date. Pursuant to the terms of the 2013 Plan and the Separation Agreement, the former officer was entitled to satisfy the tax withholding obligation by authorizing the Company to withhold restricted common shares, which would otherwise be deliverable, having an aggregate fair market value, determined as of the tax date, equal to the tax withholding obligation. The former officer chose to satisfy the tax withholding obligation in this manner. As a result, the Company cancelled 36,269 of the 115,500 shares of the Modified Restricted Stock Award and recognized payroll tax expense of $0.1 million during the first quarter of 2019. The Company also recorded during the first quarter of 2019 $0.1 million of compensation expense equal to the fair value of the remaining 79,231 fully vested shares of the Modified Restricted Stock Award. The grant-date fair value of the Modified Restricted Stock Award was determined using the closing price of Kingsway common stock on the modification date. Total unamortized compensation expense related to the unvested Modified Restricted Stock Award at March 31, 2019 was zero . The Company granted restricted common stock units ("Restricted Stock Units") to an officer of the Company pursuant to a Restricted Stock Unit Agreement dated August 24, 2016. On September 5, 2018, the Restricted Stock Unit Agreement was cancelled and 500,000 restricted common stock awards were granted to the officer (the "2018 Restricted Stock Award"). There was no change to the vesting terms. The 2018 Restricted Stock Award shall become fully vested and the restriction period shall lapse as of March 28, 2024 subject to the officer's continued employment through the vesting date. The 2018 Restricted Stock Award is amortized on a straight-line basis over the requisite service period. The grant-date fair value of the 2018 Restricted Stock Award was determined using the closing price of Kingsway common stock on the date of grant. Total unamortized compensation expense related to unvested 2018 Restricted Stock Award at March 31, 2019 was $1.9 million . The following table summarizes the activity related to unvested 2014 Restricted Stock Awards, 2018 Modified Restricted Stock Award, Modified Restricted Stock Award and 2018 Restricted Stock Award (collectively "Restricted Stock Awards") for the three months ended March 31, 2019 : Number of Restricted Stock Awards Weighted-Average Grant Date Fair Value (per Share) Unvested at December 31, 2018 1,092,450 $ 4.51 Vested (79,231 ) 4.14 Cancelled for Tax Withholding (36,269 ) 4.14 Unvested at March 31, 2019 976,950 $ 4.55 The unvested balance at March 31, 2019 in the table above is comprised of 229,500 shares of 2014 Restricted Stock Awards, 247,450 shares of 2018 Modified Restricted Stock Award and 500,000 shares of the 2018 Restricted Stock Award. (c) Restricted Stock Awards of PWSC PWSC granted 1,000 restricted common stock awards ("PWSC Restricted Stock Award") to an officer of PWSC pursuant to an agreement dated September 7, 2018. The PWSC Restricted Stock Award contains both a service and a performance condition that affects vesting. The service condition vests according to a graded vesting schedule and shall become fully vested on February 20, 2022 subject to the officer's continued employment through the applicable vesting dates. The service condition component of the PWSC Restricted Stock Award is amortized on a straight-line basis over the requisite service period. The performance condition vests on February 20, 2022 and is based on the internal rate of return of PWSC. Accruals of compensation expense for the performance condition component of the PWSC Restricted Stock Award is estimated based on the probable outcome of the performance condition. The grant-date fair value of the PWSC Restricted Stock Award was estimated using a valuation model. At March 31, 2019 , there were 875 unvested shares of the PWSC Restricted Stock Award with a weighted-average grant date fair value of $824.47 per share. Total unamortized compensation expense related to unvested PWSC Restricted Stock Award at March 31, 2019 was $0.7 million . Total stock-based compensation expense, inclusive of Stock Options, Restricted Stock Awards and Restricted Stock Awards of PWSC described above, net of forfeitures, was $0.2 million and $0.3 million for the three months ended March 31, 2019 and March 31, 2018 , respectively. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Income | 3 Months Ended |
Mar. 31, 2019 | |
Equity [Abstract] | |
ACCUMULATED OTHER COMPREHENSIVE INCOME | ACCUMULATED OTHER COMPREHENSIVE INCOME The tables below detail the changes in the balances of each component of accumulated other comprehensive income, net of tax, for the three months ended March 31, 2019 and March 31, 2018 as relates to shareholders' equity attributable to common shareholders on the consolidated balance sheets. On the other hand, the unaudited consolidated statements of comprehensive income (loss) present the components of other comprehensive loss, net of tax, only for the three months ended March 31, 2019 and March 31, 2018 and inclusive of the components attributable to noncontrolling interests in consolidated subsidiaries. (in thousands) Three months ended March 31, 2019 Unrealized Gains (Losses) on Available-for-Sale Investments Foreign Currency Translation Adjustments Change in Fair Value of Debt Attributable to Instrument-Specific Credit Risk Equity in Other Comprehensive Loss of Limited Liability Investment Total Accumulated Other Comprehensive Income Balance at January 1, 2019 $ (160 ) $ (3,286 ) $ 44,259 $ (45 ) $ 40,768 Other comprehensive income (loss) arising during the period 105 — (945 ) — (840 ) Amounts reclassified from accumulated other comprehensive income (6 ) — — — (6 ) Net current-period other comprehensive income (loss) 99 — (945 ) — (846 ) Balance at March 31, 2019 $ (61 ) $ (3,286 ) $ 43,314 $ (45 ) $ 39,922 (in thousands) Three months ended March 31, 2018 Unrealized Gains (Losses) on Available-for-Sale Investments Foreign Currency Translation Adjustments Change in Fair Value of Debt Attributable to Instrument-Specific Credit Risk Total Accumulated Other Comprehensive Income Balance at January 1, 2018 $ (566 ) $ (3,286 ) $ — $ (3,852 ) Cumulative effect of adoption of ASU 2016-01 40 — 40,455 40,495 Balance at January 1, 2018, as adjusted (526 ) (3,286 ) 40,455 36,643 Other comprehensive loss arising during the period (358 ) — (434 ) (792 ) Amounts reclassified from accumulated other comprehensive income (7 ) — — (7 ) Net current-period other comprehensive loss (365 ) — (434 ) (799 ) Balance at March 31, 2018 $ (891 ) $ (3,286 ) $ 40,021 $ 35,844 Components of accumulated other comprehensive income were reclassified to the following lines of the unaudited consolidated statements of operations for the three months ended March 31, 2019 and March 31, 2018 : (in thousands) Three months ended March 31, 2019 2018 Reclassification of accumulated other comprehensive income from unrealized gains (losses) on available-for-sale investments to: Net realized gains $ 6 $ 7 Other-than-temporary impairment loss — — Income (loss) from continuing operations before income tax (benefit) expense 6 7 Income tax (benefit) expense — — Income (loss) from continuing operations 6 7 Income from discontinued operations, net of taxes — — Net income (loss) $ 6 $ 7 |
Segmented Information
Segmented Information | 3 Months Ended |
Mar. 31, 2019 | |
Segment Reporting [Abstract] | |
SEGMENTED INFORMATION | SEGMENTED INFORMATION The Company conducts its business through the following two reportable segments: Extended Warranty and Leased Real Estate. The Company previously conducted its business through a third reportable segment, Insurance Underwriting. Insurance Underwriting included the following subsidiaries of the Company: Mendota, Amigo and Kingsway Reinsurance Corporation ("Kingsway Re"). As further discussed in Note 5 , " Acquisition and Discontinued Operations ," on October 18, 2018, the Company announced that it had completed the sale of Mendota. As a result, Mendota has been classified as discontinued operations and the results of their operations are reported separately for all periods presented. As a result of classifying Mendota as discontinued operations, the composition of the Insurance Underwriting segment has changed such that it no longer meets the criteria of a reportable segment. As such, all segmented information has been restated to exclude the Insurance Underwriting segment for all periods presented. Extended Warranty Segment Extended Warranty includes the following subsidiaries of the Company: IWS, Trinity, PWSC and Geminus (collectively, "Extended Warranty"). IWS is a licensed motor vehicle service agreement company and is a provider of after-market vehicle protection services distributed by credit unions in 23 states and the District of Columbia to their members. Trinity sells HVAC, standby generator, commercial LED lighting and refrigeration warranty products and provides equipment breakdown and maintenance support services to companies across the United States. As a seller of warranty products, Trinity markets and administers product warranty contracts for certain new and used products in the HVAC, standby generator, commercial LED lighting and refrigeration industries throughout the United States. Trinity acts as an agent on behalf of the third-party insurance companies that underwrite and guaranty these warranty contracts. Trinity does not guaranty the performance underlying the warranty contracts it sells. As a provider of equipment breakdown and maintenance support services, Trinity acts as a single point of contact to its clients for both certain equipment breakdowns and scheduled maintenance of equipment. Trinity will provide such repair and breakdown services by contracting with certain HVAC providers. PWSC sells new home warranty products and provides administration services to home builders and homeowners across the United States. PWSC distributes its products and services through an in house sales team and through insurance brokers and insurance carriers throughout all states except Alaska and Louisiana. Geminus sells vehicle service agreements and other finance and service products to used car buyers across the United States. Penn and Prime distribute these products via independent used car dealerships and franchised car dealerships, respectively. Leased Real Estate Segment Leased Real Estate includes the Company's subsidiary, CMC, which was acquired on July 14, 2016. CMC owns a parcel of real property consisting of approximately 192 acres located in the State of Texas (the "Real Property") that is leased to a third party pursuant to a long-term triple net lease. The Real Property is also subject to the Mortgage. When assessing and measuring the operational and financial performance of the Leased Real Estate segment, interest expense related to the Mortgage is included in Leased Real Estate's segment operating income. Revenues and Operating Income by Reportable Segment Results for the Company's reportable segments are based on the Company's internal financial reporting systems and are consistent with those followed in the preparation of the unaudited consolidated interim financial statements. The following tables provide financial data used by management. Segment assets are not allocated for management use and, therefore, are not included in the segment disclosures below. Revenues by reportable segment reconciled to consolidated revenues for the three months ended March 31, 2019 and March 31, 2018 were: (in thousands) Three months ended March 31, 2019 2018 Revenues: Extended Warranty: Service fee and commission income $ 9,815 $ 9,651 Other income 75 66 Total Extended Warranty 9,890 9,717 Leased Real Estate: Rental income 3,341 3,342 Other income 70 147 Total Leased Real Estate 3,411 3,489 Total segment revenues 13,301 13,206 Rental income not allocated to segments — 6 Total revenues $ 13,301 $ 13,212 The operating income by reportable segment in the following table is before income taxes and includes revenues and direct segment costs. Total segment operating income reconciled to the consolidated income (loss) from continuing operations for the three months ended March 31, 2019 and March 31, 2018 were: (in thousands) Three months ended March 31, 2019 2018 Segment operating income: Extended Warranty $ 567 $ 846 Leased Real Estate 452 874 Total segment operating income 1,019 1,720 Net investment income 699 638 Net realized gains 315 265 Gain on change in fair value of equity investments 78 1,165 Gain (loss) on change in fair value of limited liability investments, at fair value 4,265 (936 ) Net change in unrealized gain on private company investments 19 — Other-than-temporary impairment loss (75 ) — Interest expense not allocated to segments (2,102 ) (1,717 ) Other income and expenses not allocated to segments, net (1,764 ) (2,412 ) Amortization of intangible assets (521 ) (255 ) Gain (loss) on change in fair value of debt 576 (919 ) Equity in net (loss) income of investee (33 ) 101 Income (loss) from continuing operations before income tax (benefit) expense 2,476 (2,350 ) Income tax (benefit) expense (713 ) 254 Income (loss) from continuing operations $ 3,189 $ (2,604 ) |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 3 Months Ended |
Mar. 31, 2019 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE OF FINANCIAL INSTRUMENTS | FAIR VALUE OF FINANCIAL INSTRUMENTS Fair value is the price that would be received upon sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Fair value is best evidenced by quoted bid or ask price, as appropriate, in an active market. Where bid or ask prices are not available, such as in an illiquid or inactive market, the closing price of the most recent transaction of that instrument subject to appropriate adjustments as required is used. Where quoted market prices are not available, the quoted prices of similar financial instruments or valuation models with observable market-based inputs are used to estimate the fair value. These valuation models may use multiple observable market inputs, including observable interest rates, foreign exchange rates, index levels, credit spreads, equity prices, counterparty credit quality, corresponding market volatility levels and option volatilities. Minimal management judgment is required for fair values calculated using quoted market prices or observable market inputs for models. Greater subjectivity is required when making valuation adjustments for financial instruments in inactive markets or when using models where observable parameters do not exist. Also, the calculation of estimated fair value is based on market conditions at a specific point in time and may not be reflective of future fair values. For the Company's financial instruments carried at cost or amortized cost, the book value is not adjusted to reflect increases or decreases in fair value due to market fluctuations, including those due to interest rate changes, as it is the Company's intention to hold them until there is a recovery of fair value, which may be to maturity. The Company employs a fair value hierarchy to categorize the inputs it uses in valuation techniques to measure the fair value. The following fair value hierarchy is used in selecting inputs, with the highest priority given to Level 1: • Level 1 – Quoted prices for identical instruments in active markets. • Level 2 – Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which all significant inputs are observable in active markets. • Level 3 – Valuations derived from valuation techniques in which one or more significant inputs are not observable. The Company classifies its investments in fixed maturities as available-for-sale and reports these investments at fair value. The Company's equity investments, limited liability investments, at fair value, real estate investments and subordinated debt are measured and reported at fair value. Fixed maturities - Fair values of fixed maturities for which no active market exists are derived from quoted market prices of similar instruments or other third party evidence. All classes of the Company’s fixed maturities, primarily consisting of investments in US. Treasury bills and government bonds; obligations of states, municipalities and political subdivisions; mortgage-backed securities; and corporate securities, are classified as Level 2. Level 2 is applied to valuations based upon quoted prices for similar assets in active markets; quoted prices for identical or similar assets in markets that are inactive; or valuations based on models where the significant inputs are observable or can be corroborated by observable market data. The Company engages a third-party vendor who utilizes third-party pricing sources and primarily employs a market approach to determine the fair values of our fixed maturities. The market approach includes primarily obtaining prices from independent third-party pricing services as well as, to a lesser extent, quotes from broker-dealers. Our third-party vendor also monitors market indicators, as well as industry and economic events, to ensure pricing is appropriate. All classes of our fixed maturities are valued using this technique. The Company has obtained an understanding of our third-party vendor’s valuation methodologies and inputs. Fair values obtained from our third-party vendor are not adjusted by the Company. The following is a description of the significant inputs, by asset class, used by the third-party pricing services to determine the fair values of our fixed maturities included in Level 2: • U.S. government, government agencies and authorities are generally priced using the market approach. Inputs generally consist of trades of identical or similar securities, quoted prices in inactive markets and maturity. • States, municipalities and political subdivisions are generally priced using the market approach. Inputs generally consist of trades of identical or similar securities, quoted prices in inactive markets, new issuances and credit spreads. • Mortgage-backed securities are generally priced using the market approach. Inputs generally consist of trades of identical or similar securities, quoted prices in inactive markets, expected prepayments, expected credit default rates, delinquencies and issue specific information including, but not limited to, collateral type, seniority and vintage. • Corporate securities are generally priced using the market approach using pricing vendors. Inputs generally consist of trades of identical or similar securities, quoted prices in inactive markets, issuer rating, benchmark yields, maturity and credit spreads. Equity investments - Fair values of equity investments, including warrants, reflect quoted market values based on latest bid prices, where active markets exist, or models based on significant market observable inputs, where no active markets exist. Limited liability investments, at fair value - Limited liability investments, at fair value include the Company's investment in 1347 Investors as well as the underlying investments of Net Lease and Argo Holdings. 1347 Investors owns common stock in Limbach Holdings, Inc., a publicly traded company. Net Lease owns investments in limited liability companies that hold investment properties. Argo Holdings makes investments in limited liability companies and limited partnerships that hold investments in search funds and private operating companies. • The fair value of the Company's investment in 1347 Investors is calculated based on a model that distributes the net equity of 1347 Investors to all classes of membership interests. The model uses quoted market prices and significant market observable inputs. This investment is categorized in Level 2 of the fair value hierarchy. • The fair value of Net Lease's investments in limited liability companies is based upon the net asset values of the underlying investments companies as a practical expedient to estimate fair value. The Company applies the net asset value practical expedient to Net Lease's limited liability investments on an investment-by-investment basis unless it is probable that the Company will sell a portion of an investment at an amount different from the net asset value of the investment. Investments that are measured at fair value using the net asset value practical expedient are not required to be classified using the fair value hierarchy. • The fair value of Argo Holdings' limited liability investments that hold investments in search funds is based on the initial investment in the search funds. The fair value of Argo Holdings' limited liability investments that hold investments in private operating companies is valued using a market approach including valuation multiples applied to corresponding performance metrics, such as earnings before interest, tax, depreciation and amortization; revenue; or net earnings. The selected valuation multiples were estimated using multiples provided by the investees and review of those multiples in light of investor updates, performance reports, financial statements and other relevant information. These investments are categorized in Level 3 of the fair value hierarchy. Real estate investments - The fair value of real estate investments involves a combination of the market and income valuation techniques. Under this approach, a market-based capitalization rate is derived from comparable transactions, adjusted for any unique characteristics of each asset, and applied to the asset under consideration. The cap rates used during underwriting and subsequent valuation incorporate the consideration of risks of vacancy and collection loss, administrative costs of owning net leased assets and possible capital expenditures that could be determined a landlord expense. These investments are categorized in Level 3 of the fair value hierarchy. Subordinated debt - The fair value of the subordinated debt is calculated using a model based on significant market observable inputs and inputs developed by a third party. These inputs include credit spread assumptions developed by a third party and market observable swap rates. The subordinated debt is categorized in Level 2 of the fair value hierarchy. Warrant liability - As described in Note 13 , " Debt ," the Company issued the KWH Warrants on March 1, 2019. The KWH Warrants are measured and reported at fair value and are included in accrued expenses and other liabilities in the consolidated balance sheets. The fair value of the warrant liability is estimated using an internal model without relevant observable market inputs. The significant inputs used in the model include an enterprise value multiple applied to earnings before interest, tax, depreciation and amortization. The implied enterprise value is reduced by the remaining debt associated with the KWH Loan to determine an implied equity value. The liability classified warrants are categorized in Level 3 of the fair value hierarchy. Assets and Liabilities Measured at Fair Value on a Recurring Basis The balances of the Company's financial assets and liabilities measured at fair value on a recurring basis by level within the fair value hierarchy as of March 31, 2019 and December 31, 2018 are as follows. Certain investments in limited liability companies that are measured at fair value using the net asset value practical expedient are not required to be classified using the fair value hierarchy, but are presented in the following tables to permit reconciliation of the fair value hierarchy to the amounts presented in the consolidated balance sheets: (in thousands) March 31, 2019 Fair Value Measurements at the End of the Reporting Period Using Total Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Measured at Net Asset Value Recurring fair value measurements: Assets: Fixed maturities: U.S. government, government agencies and authorities $ 13,169 $ — $ 13,169 $ — $ — States, municipalities and political subdivisions 609 — 609 — — Mortgage-backed 2,928 — 2,928 — — Corporate 3,459 — 3,459 — — Total fixed maturities 20,165 — 20,165 — — Equity investments: Common stock 826 826 — — — Warrants 108 31 77 — — Total equity investments 934 857 77 — — Limited liability investments, at fair value 30,101 — 4,377 4,060 21,664 Real estate investments 10,662 — — 10,662 — Other investments 800 — 800 — — Short-term investments 153 — 153 — — Total assets $ 62,815 $ 857 $ 25,572 $ 14,722 $ 21,664 Liabilities: Subordinated debt $ 50,392 $ — $ 50,392 $ — $ — Warrant liability 317 — — 317 — Total liabilities $ 50,709 $ — $ 50,392 $ 317 $ — (in thousands) December 31, 2018 Fair Value Measurements at the End of the Reporting Period Using Total Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Measured at Net Asset Value Recurring fair value measurements: Assets: Fixed maturities: U.S. government, government agencies and authorities $ 5,547 $ — $ 5,547 $ — $ — States municipalities and political subdivisions 607 — 607 — — Mortgage-backed 3,186 — 3,186 — — Corporate 2,920 — 2,920 — — Total fixed maturities 12,260 — 12,260 — — Equity investments: Common stock 801 801 — — — Warrants 55 19 36 — — Total equity investments 856 820 36 — — Limited liability investments, at fair value 26,015 — 206 4,124 21,685 Real estate investments 10,662 — — 10,662 — Other investments 2,079 — 2,079 — — Short-term investments 152 — 152 — — Total assets $ 52,024 $ 820 $ 14,733 $ 14,786 $ 21,685 Liabilities: Subordinated debt $ 50,023 $ — $ 50,023 $ — $ — Total liabilities $ 50,023 $ — $ 50,023 $ — $ — The following table provides a reconciliation of the fair value of recurring Level 3 fair value measurements for the three months ended March 31, 2019 and March 31, 2018 : (in thousands) Three months ended March 31, 2019 2018 Assets: Limited liability investments, at fair value: Beginning balance $ 4,124 $ 1,397 Purchases 75 474 Distributions received (324 ) (492 ) Realized gains included in net income (loss) 69 251 Change in fair value of limited liability investments, at fair value included in net income (loss) 116 4 Ending balance $ 4,060 $ 1,634 Unrealized gains recognized in net income (loss) on limited liability investments, at fair value held at end of period $ 116 $ 23 Real estate investments: Beginning balance $ 10,662 $ 10,662 Change in fair value of real estate investments included in net income (loss) — — Ending balance $ 10,662 $ 10,662 Unrealized gains recognized in net income (loss) on real estate investments held at end of period $ — $ — Ending balance - assets $ 14,722 $ 12,296 Liabilities: Warrant liability: Beginning balance $ — $ — Issuance of warrants 361 — Change in fair value of warrant liability included in net income (loss) (44 ) — Ending balance - liabilities $ 317 $ — Unrealized gains recognized in net income (loss) on warrant liability held at end of period $ (44 ) $ — The following table summarizes the valuation techniques and significant unobservable inputs utilized in determining fair values for the Company's investments that are categorized as Level 3 at March 31, 2019 : Categories Fair Value Valuation Techniques Unobservable Inputs Input Value(s) Limited liability investments, at fair value $ 4,060 Market approach Valuation multiples 5.0x-8.8x Real estate investments $ 10,662 Market and income approach Cap rates 7.5 % Warrant liability $ 317 Market approach Valuation multiple 6.0x The following table summarizes the valuation techniques and significant unobservable inputs utilized in determining fair values for the Company's investments that are categorized as Level 3 at December 31, 2018 : Categories Fair Value Valuation Techniques Unobservable Inputs Input Value(s) Limited liability investments, at fair value $ 4,124 Market approach Valuation multiples 5.0x-8.8x Real estate investments $ 10,662 Market and income approach Cap rates 7.5 % All transfers are recognized by the Company at the beginning of each reporting period. Transfers between Levels 2 and 3 generally relate to whether significant unobservable inputs are used for the fair value measurements. There were no transfers between levels in 2019 or 2018 . Investments Measured Using the Net Asset Value per Share Practical Expedient The following table summarizes investments for which fair value is measured using the net asset value per share practical expedient at March 31, 2019 : Category Fair Value (in thousands) Unfunded Commitments Redemption Frequency Redemption Notice Period Limited liability investments, at fair value $ 21,664 n/a n/a n/a The following table summarizes investments for which fair value is measured using the net asset value per share practical expedient at December 31, 2018 : Category Fair Value (in thousands) Unfunded Commitments Redemption Frequency Redemption Notice Period Limited liability investments, at fair value $ 21,685 n/a n/a n/a Assets and Liabilities Measured at Fair Value on a Nonrecurring Basis Certain assets and liabilities are measured at fair value on a nonrecurring basis, including assets that are adjusted for observable price changes or written down to fair value as a result of an impairment. For the year ended March 31, 2019 , the Company recorded adjustments to increase the fair value of an certain investments in private companies for observable price changes of $0.0 million and impairments of zero , respectively, which are included in net change in unrealized gain on private company investments in the consolidated statements of operations. To determine the fair value of investments in these private companies, the Company considered rounds of financing and third-party transactions, discounted cash flow analyses and market-based information, including comparable transactions, trading multiples and changes in market outlook, among other factors. The Company has classified the fair value measurements of these investments in private companies as Level 3 because they involve significant unobservable inputs. As further discussed in Note 5 , " Acquisition and Discontinued Operations ," the Company acquired Geminus on March 1, 2019. The fair values of intangible assets and deferred service fees associated with the acquisition of Geminus were determined to be Level 3 under the fair value hierarchy. The following table summarizes the valuation techniques and significant unobservable inputs utilized in determining fair values for these Level 3 measurements: Categories Fair Value Valuation Techniques Unobservable Inputs Input Value(s) Customer relationships $ 3,732 Multi-period excess earnings Growth rate 3.0 % Attrition rate 20.0 % Discount rate 13.0 % Trade names $ 1,974 Relief from royalty Royalty rate 0.25% - 2.0% Discount rate 13.0 % Deferred service fees - Penn $ 8,734 Bottom-up Normal profit margin 15.5 % Total direct costs 70.3 % Discount rate 5.0 % Deferred service fees - Prime $ 1,830 Bottom-up Normal profit margin 8.5 % Total direct costs 69.8 % Discount rate 5.0 % |
Related Parties
Related Parties | 3 Months Ended |
Mar. 31, 2019 | |
Related Party Transactions [Abstract] | |
RELATED PARTIES | RELATED PARTIES Related party transactions, including services provided to or received by the Company's subsidiaries, are measured in part by the amount of consideration paid or received as established and agreed by the parties. Except where disclosed elsewhere in these unaudited consolidated interim financial statements, the following is a summary of related party transactions. (a) Argo Management Group, LLC The Company acquired Argo Management Group, LLC ("Argo Management") in April 2016. Argo Management's primary business is to act as Managing Member of Argo Holdings. At March 31, 2019 and December 31, 2018 , each of the Company, John T. Fitzgerald ("Fitzgerald"), the Company's Chief Executive Officer and President, and certain of Fitzgerald’s immediate family members owns equity interests in Argo Holdings, all of which interests were acquired prior to the Company’s acquisition of Argo Management. Subject to certain limitations, Argo Holdings' governing documents require all individuals and entities owning an equity interest in Argo Holdings to fund upon request his/her/its pro rata share of any funding requirements of Argo Holdings up to an aggregate maximum amount equal to his/her/its total capital commitment (each request for funds being referred to as a "Capital Call"). During 2018, the Company funded approximately $0.5 million in response to Capital Calls. During 2018, Fitzgerald and Fitzgerald’s immediate family members funded their respective Capital Calls. Argo Holdings used the proceeds of the Capital Calls to make investments, cover general operating expenses and pay the management fee owed to Argo Management. Argo Holdings made no Capital Calls during the three months ended March 31, 2019 . (b) 1347 Property Insurance Holdings, Inc. In November 2012, the Company formed Maison Insurance Company ("Maison"), a Louisiana domiciled property and casualty insurance company. In preparation for a transaction to take Maison public, the Company formed 1347 Property Insurance Holdings, Inc. (“PIH”). Maison was a wholly owned subsidiary of PIH, which completed an initial public offering effective March 31, 2014, pursuant to which the Company disposed of a majority interest in PIH. The Company owned zero and zero of the common shares of PIH at March 31, 2019 and December 31, 2018 , respectively. D. Kyle Cerminara ("Cerminara") was appointed to the PIH Board of Directors on December 27, 2016 and became Chairman of the Board of Directors of PIH on May 11, 2018. Since April 2012, Cerminara has also served as the Chief Executive Officer of Fundamental Global Investors, LLC ("FGI"). During 2018, FGI was a shareholder known by the Company to be a beneficial owner of more than 5% of the Company’s outstanding common shares. As of March 31, 2019, FGI is not known to be a shareholder or beneficial owner of more than 5% of the Company’s outstanding common shares. Larry G. Swets, Jr. ("Swets") has served as a member of the PIH Board of Directors since November 21, 2013 and served as the Chairman of the Board of Directors of PIH from March 5, 2017 to May 11, 2018. Swets also served as the Company’s Chief Executive Officer from July 1, 2010 until September 5, 2018 and served on the Company’s Board of Directors from September 16, 2013 through December 21, 2018. On February 11, 2014, the Company's subsidiary, 1347 Advisors, entered into a management services agreement with PIH which provides for certain services, including forecasting, analysis of capital structure and reinsurance programs, consultation in future restructuring or capital raising transactions, and consultation in corporate development initiatives, that 1347 Advisors will provide to PIH unless and until 1347 Advisors and PIH agree to terminate the services. On February 24, 2015, the Company announced that it had entered into a definitive agreement with PIH to terminate the management services agreement. Pursuant to the transaction, 1347 Advisors received the following consideration: $2.0 million in cash; $3.0 million of 8% preferred stock of PIH, mandatorily redeemable on February 24, 2020; a Performance Shares Grant Agreement with PIH, whereby 1347 Advisors will be entitled to receive 100,000 shares of PIH common stock if at any time the last sales price of PIH's common stock equals or exceeds $10.00 per share for any 20 trading days within any 30 -trading day period; and warrants to purchase 1,500,000 shares of common stock of PIH with a strike price of $15.00 , expiring on February 24, 2022. On March 26, 2014, the Company entered into a Performance Share Grant Agreement with PIH, whereby the Company will be entitled to receive up to an aggregate of 375,000 shares of PIH common stock upon achievement of certain milestones for PIH’s stock price. Pursuant to the terms of the Performance Share Grant Agreement, if at any time the last sales price of PIH’s common stock equals or exceeds: (i) $12.00 per share (as adjusted for stock splits, stock dividends, reorganizations, recapitalizations and the like) for any 20 trading days within any 30 -trading day period, the Company will receive 125,000 shares of PIH common stock; (ii) $15.00 per share (as adjusted for stock splits, stock dividends, reorganizations, recapitalizations and the like) for any 20 trading days within any 30 -trading day period, the Company will receive 125,000 shares of PIH common stock (in addition to the 125,000 shares of common stock earned pursuant to clause (i) herein); and (iii) $18.00 per share (as adjusted for stock splits, stock dividends, reorganizations, recapitalizations and the like) for any 20 trading days within any 30 -trading day period, the Company will receive 125,000 shares of PIH common stock (in addition to the 250,000 shares of common stock earned pursuant to clauses (i) and (ii) herein). On January 2, 2018, the Company entered into an agreement with PIH to cancel the $10.00 per share Performance Share Grant Agreement in exchange for cash consideration of $0.3 million and to sell the $3.0 million of 8% preferred stock of PIH, mandatorily redeemable on February 24, 2020, for $3.0 million plus accrued but unpaid dividends. On July 24, 2018, the Company entered into an agreement with PIH to cancel the $12.00 per share, $15.00 per share and $18.00 per share Performance Share Grant Agreement in exchange for cash consideration of $1.0 million . No shares were received by the Company under either of the performance share grant agreements as of March 31, 2019 . (c) Itasca Capital Ltd. Investment in investee includes the Company's investment in the common stock of ICL, a publicly traded Canadian corporation, and is accounted for under the equity method. The Company owned 22.9% and 22.9% of the common shares of ICL at March 31, 2019 and December 31, 2018 , respectively. Ballantyne Strong Inc. ("Ballantyne") owned 40.6% and 40.6% of the common shares of ICL at March 31, 2019 and December 31, 2018, respectively. Cerminara has served as the Chief Executive Officer of Ballantyne since November 2015 and as Chairman of the Board of Ballantyne since May 2015. Cerminara was appointed to the ICL Board of Directors on June 13, 2016 and became Chairman of the Board of Directors of ICL on June 4, 2018. Since April 2012, Cerminara has also served as the Chief Executive Officer of FGI. During 2018, FGI was a shareholder known by the Company to be a beneficial owner of more than 5% of the Company’s outstanding common shares. As of March 31, 2019 , FGI is not known to be a shareholder or beneficial owner of more than 5% of the Company’s outstanding common shares. Swets has served as the ICL Chief Executive Officer and a member of the ICL Board of Directors since June 9, 2016. Swets also served as the Company’s Chief Executive Officer from July 1, 2010 until September 5, 2018 and served on the Company’s Board of Directors from September 16, 2013 through December 21, 2018. Fitzgerald has served as a member of the ICL Board of Directors since June 9, 2016. Fitzgerald joined the Company as an Executive Vice President in April 2016 following the Company’s acquisition of Argo. Fitzgerald has served as the Company’s Chief Executive Officer since September 5, 2018 and has served on the Company’s Board of Directors since April 21, 2016. ICL and the Company executed a management service agreement effective June 10, 2016 pursuant to which the Company provided management services to ICL, including the non-exclusive use and services of appropriately qualified individuals to serve as ICL’s Chief Executive Officer and Chief Financial Officer, for an annual service fee of $0.0 million . This agreement was later amended on November 17, 2017 to provide an annual service fee of $0.0 million , beginning with full year 2017. The agreement was ultimately terminated effective January 31, 2019. On October 9, 2019, the Company executed an agreement to sell 1,974,113 shares of ICL common stock, at a price of C$0.35 per share, to FGI for cash proceeds totaling C$0.7 million . On October 31, 2019, the Company executed an agreement to sell 3,011,447 shares of ICL common stock, at a price of C$0.35 per share, to Swets for consideration totaling C$1.1 million , comprised of cash proceeds of C$0.2 million and 247,450 shares of the Company’s common stock. Both transactions closed during the fourth quarter of 2019. The 247,450 shares of the Company’s common stock were awarded to Swets pursuant to an Amended and Restated Restricted Stock Agreement (the "Swets Restricted Stock Agreement") executed on September 5, 2018 related to Swets’ departure from the Company. Pursuant to the Swets Restricted Stock Agreement, Swets retained 350,000 shares of restricted Company common stock that were to vest upon (i) the completion of the sale by 1347 Investors of its entire interest in the shares of Limbach common stock and (ii) the subsequent completion of the liquidation of 1347 Investors and the distribution of its assets to its members. Pursuant to a Distribution and Redemption Agreement, dated as of September 30, 2019, by and among 1347 Investors and its members, the Company received distributions of cash proceeds of $0.6 million , 594,750 shares of Limbach common stock and 400,000 warrants, exercisable at $15 and expiring July 20, 2023, on Limbach common shares, which the Company deemed as having satisfied the performance obligations described in the Swets Restricted Stock Agreement. Also, pursuant to the Swets Restricted Stock Agreement, Swets exercised his right to authorize the Company to withhold 102,550 shares of restricted Company common stock, which would otherwise have been delivered or available for vesting, in order to satisfy all federal, state, local or other taxes required to be withheld or paid in connection with such award, leaving Swets with 247,450 shares of the Company’s common stock. (d) Fundamental Global Investors, LLC During 2018, FGI was a shareholder known by the Company to be a beneficial owner of more than 5% of the Company’s outstanding common shares. As of March 31, 2019 , FGI is not known to be a shareholder or beneficial owner of more than 5% of the Company’s outstanding common shares. On October 25, 2017, the Company executed an agreement to sell 900,000 shares of PIH common stock, at a price of $7.85 per share, to FGI in two separate transactions for cash proceeds totaling $7.1 million . On November 1, 2017, the Company sold 475,428 of the 900,000 shares of PIH common stock to FGI for cash proceeds totaling $3.7 million . The second transaction, for the sale of the remaining 424,572 shares of PIH common stock for cash proceeds totaling $3.4 million , closed on March 15, 2018 following FGI having obtained the necessary regulatory approvals. On July 30, 2018, the Company executed an agreement to sell its remaining 75,000 shares of PIH common stock, at a price of $7.13 per share, to FGI for cash proceeds totaling $0.5 million . On July 30, 2018, the Company executed an agreement to sell 1,813,889 shares of ICL common stock, at a price of C $0.72 per share, to FGI for cash proceeds totaling C $1.3 million . (e) Insurance Income Strategies Ltd. IIS is a Bermuda corporation, formed in October 2017, organized to offer collateralized reinsurance in the property catastrophe market through its wholly owned operating subsidiary IIS Re Ltd. The Company held 100% of the outstanding common stock of IIS at March 31, 2019 and December 31, 2018. The Company did not invest any capital against the common shares and has not invested any capital in IIS via any other security of IIS. The Company also does not have any commitment to provide capital to IIS. See Note 7, "Variable Interest Entities," in the Company’s 2018 Annual Report for further discussion of IIS. Swets has served as the Chairman of the Board of Directors of IIS since its formation. Swets also served as the Company’s Chief Executive Officer from July 1, 2010 until September 5, 2018 and served on the Company’s Board of Directors from September 16, 2013 through December 21, 2018. Effective August 10, 2018, simultaneous with IIS issuing preferred stock to a third-party investor, the Company and IIS entered into a management service agreement, which describes the Company’s duties and rights to remuneration. The management service agreement describes the Company’s duties to include (a) identification and due diligence of potential transaction counterparties for consideration by IIS management; (b) advice on capital structure and corporate development opportunities; (c) support for compliance with the rules and regulations of the SEC; and (d) other periodic and special requests deemed within the scope of the management service agreement. The management service agreement provides for a fee 0.9% of the assets of IIS and 9% of the annual net profits. Pursuant to other agreements executed August 10, 2018 simultaneous with IIS issuing preferred stock to a third-party investor, the Company (a) is obligated to share with the IIS third-party investor 50% of any future fees generated under the management service agreement and (b) waives its right to receive any fees until such time that the IIS third-party investor is either redeemed or exchanged into publicly traded equity shares of IIS, in either case for consideration not less than the IIS third-party investor’s original $15.0 million investment. As of December 31, 2018, neither of these scenarios had occurred, so the Company is not entitled to any fees under the management service agreement and has not recorded any such fees. (f) Limited liability investments The Company’s investments include investments in limited liability companies in which an officer or former officer of the Company is named as a Manager or is authorized to act on behalf of the Manager under the respective operating agreement. Itasca Golf Investors, LLC: Itasca Golf Investors, LLC ("IGI") was formed on April 8, 2014 for the general purpose of real estate investment. The members entered into an operating agreement under which the Company acquired a 42.9% membership interest in IGI. 1347 Capital LLC, a wholly owned subsidiary of the Company, was named the Manager of IGI in the operating agreement. Swets was authorized to act on behalf of the Manager. Swets also served as the Company’s Chief Executive Officer from July 1, 2010 until September 5, 2018 and served on the Company’s Board of Directors from September 16, 2013 through December 21, 2018. On September 5, 2018, the Company sold its investment in IGI to IGI Partners LLC for $1.5 million . Swets is a member of IGI Partners LLC. AK Realty I LLC: AK Realty I LLC ("AKR") was formed on September 21, 2015 for the purpose of becoming a member of AKA Opportunity Investments I LLC, a limited liability company formed for the purpose of investing, directly or indirectly, in real estate projects. The members of AKR entered into an operating agreement under which the Company acquired a 33.3% membership interest in AKR. Management of AKR is vested in a two-member Executive Committee. The Company designates one of the two members of the Executive Committee. Decisions of the Executive Committee require the unanimous approval of the members of the Executive Committee. The Company designated Swets as its representative on the Executive Committee. Swets also served as the Company’s Chief Executive Officer from July 1, 2010 until September 5, 2018 and served on the Company’s Board of Directors from September 16, 2013 through December 21, 2018. Logistics Leasing, LLC: Logistics Leasing ("Logistics") was formed on July 26, 2017 for the purpose of acquiring and leasing small vehicles. The members of Logistics entered into an operating agreement under which the Company acquired a 50% membership interest in Logistics. The Company designates one of the two managers of Logistics. Major Decisions, as defined in the operating agreement, require the approval of members holding at least 51% of the membership interest. The Company designated Swets as a manager. Swets also served as the Company’s Chief Executive Officer from July 1, 2010 until September 5, 2018 and served on the Company’s Board of Directors from September 16, 2013 through December 21, 2018. During the first quarter of 2019, the Company impaired its investment in Logistics. 1347 Energy Holdings LLC: 1347 Energy Holdings LLC ("Energy") was formed on April 20, 2016 for the purpose of making investments in hydrocarbon assets as described in the operating agreement. At March 31, 2019 and December 31, 2018 , the Company owned zero and 45.6% of the membership interests. The Company also held collateralized notes in principal amount of zero and $0.6 million at March 31, 2019 and December 31, 2018 , respectively. Fitzgerald owned zero and 0.8% of the membership interests at March 31, 2019 and December 31, 2018 , respectively. Energy was managed through a Board of Managers comprised of five managers, two of whom, Swets and Fitzgerald, were appointed by 1347 Capital LLC, a wholly owned subsidiary of the Company. With respect to any matter before the Board of Managers, the act of a majority of the managers constituting a quorum constituted the act of the Board. Swets also served as the Company’s Chief Executive Officer from July 1, 2010 until September 5, 2018 and served on the Company’s Board of Directors from September 16, 2013 through December 21, 2018. Fitzgerald joined the Company as an Executive Vice President in April 2016 following the Company’s acquisition of Argo. Fitzgerald has served as the Company’s Chief Executive Officer since September 5, 2018 and has served on the Company’s Board of Directors since April 21, 2016. During 2018, Energy entered into a purchase and sale agreement dated, February 12, 2018, for the sale of Energy to an unrelated third party, pursuant to which the Company’s $1.8 million collateralized loan to Energy and $0.7 million surety deposit were repaid in full and the Company’s equity investment, previously written down to zero under the equity method of accounting, was purchased. The transaction closed in a series of installments during the fourth quarter of 2018 and the first quarter of 2019. 1347 Investors LLC: 1347 Investors was formed on April 15, 2014 for the purpose of investing in and holding securities of 1347 Capital Corp., which subsequently merged with Limbach Holdings, Inc., a publicly traded company. The Company owned 26.7% of the membership units at March 31, 2019 and December 31, 2018 . The Company's investment in 1347 Investors is accounted for at fair value and reported as limited liability investments, at fair value in the consolidated balance sheets, with any changes in fair value to be reported in gain (loss) on change in fair value of limited liability investment, at fair value in the consolidated statements of operations. The fair value of this investment is calculated based on a model that distributes the net equity of 1347 Investors to all classes of membership interests. The model uses quoted market prices and significant market observable inputs. The most significant input to the model is the observed stock price of Limbach common stock. ICL owned 47.6% of the membership units at March 31, 2019 and December 31, 2018 . Ballantyne owned 40.6% and 40.6% of the common shares of ICL at March 31, 2019 and December 31, 2018 , respectively. Swets and Cerminara are the named managers of 1347 Investors. All acts of the managers must be unanimous. Cerminara has served as the Chief Executive Officer of Ballantyne since November 2015 and as Chairman of the Board of Ballantyne since May 2015. Cerminara was appointed to the ICL Board of Directors on June 13, 2016 and became Chairman of the Board of Directors of ICL on June 4, 2018. Since April 2012, Cerminara has also served as the Chief Executive Officer of FGI. During 2018, FGI was a shareholder known by the Company to be a beneficial owner of more than 5% of the Company’s outstanding common shares. As of March 31, 2019 , FGI is not known to be a shareholder or beneficial owner of more than 5% of the Company’s outstanding common shares. Swets has served as the ICL Chief Executive Officer and a member of the ICL Board of Directors since June 9, 2016. Swets also served as the Company’s Chief Executive Officer from July 1, 2010 until September 5, 2018 and served on the Company’s Board of Directors from September 16, 2013 through December 21, 2018. Fitzgerald has served as a member of the ICL Board of Directors since June 9, 2016. Fitzgerald joined the Company as an Executive Vice President in April 2016 following the Company’s acquisition of Argo. Fitzgerald has served as the Company’s Chief Executive Officer since September 5, 2018 and has served on the Company’s Board of Directors since April 21, 2016. Pursuant to a Distribution and Redemption Agreement, dated as of September 30, 2019, by and among 1347 Investors and its members, the Company received distributions on November 19, 2019 of cash proceeds of $0.6 million , 594,750 shares of Limbach common stock and 400,000 warrants, exercisable at $15 and expiring July 20, 2023, on Limbach common shares. As a result of this distribution, the Company no longer owns membership units in 1347 Investors. (g) Atlas Financial Holdings, Inc. In November 2010, the Company issued promissory notes (the "Notes") to five employees (each a "Debtor" and collectively the "Debtors") for a total of $1.1 million , each Note bearing an interest rate of 3% (not compounding). The Debtors used the proceeds to purchase shares of common stock in Atlas Financial Holdings, Inc. ("Atlas"). Atlas was created via a triangular merger and spun-off from the Company in December 2010, at which time the Debtors became employees of Atlas and were no longer employees of the Company. The Notes required annual payments of interest on the anniversary date of the Notes, with the principal and any unpaid interest due in full on or before January 1, 2017, in the case of one of the Debtors, and November 1, 2017, in the case of the other four Debtors. Each Debtor was required to pledge to the Company the shares purchased utilizing the Notes proceeds, and such pledge was to be released once the note was paid in full. The current market value of the pledged shares is $0.0 million . The Notes have been amended three times since their issuance, generally to extend payments of principal while also requiring progress payments that were not part of the original Notes. No principal has been waived, and interest continues to accrue on unpaid principal. The remaining principal amount outstanding on the Notes was $0.7 million as of March 31, 2019. The Company has concluded there are no indications the Debtors were experiencing financial difficulties at the time of the amendments, and the Company expects to collect all amounts due. The Debtors are current with the amended terms of the Notes. As a result, the Company has concluded the Notes are not impaired. (h) Other related party transactions On July 16, 2018, the Company entered into a definitive agreement to sell Mendota to Premier Holdings LLC. Steve Harrison, President of Mendota, is a minority investor in Premier Holdings LLC. On September 5, 2018, the Company entered into a Senior Advisor Agreement with Swets, its former Chief Executive Officer. The Senior Advisor Agreement was for a one -year term with an annual consulting fee of $0.3 million . After September 5, 2019, Swets will continue to provide certain consulting services for an hourly fee on an as-needed basis. On February 28, 2020, the Company entered into a Consulting Agreement (the "Consulting Agreement") with William A. Hickey, Jr. ("Hickey"), its former Chief Financial Officer, pursuant to which Hickey will provide consulting and transition support through at least April 30, 2020, subject to renewal thereafter by agreement of the parties. In accordance with the Consulting Agreement, Hickey will receive a consulting fee of $0.1 million for the months of March and April 2020 and an hourly consulting fee of $165 for time worked in subsequent months. |
Commitment and Contingencies
Commitment and Contingencies | 3 Months Ended |
Mar. 31, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES (a) Legal proceedings: In April 2018, TRT LeaseCo, LLC ("TRT LeaseCo"), an indirect subsidiary of Kingsway, was named as a defendant in a lawsuit filed in the United States District Court for the Southern District of New York relating to CMC and its subsidiaries. Kingsway indirectly owns 81% of CMC. TRT LeaseCo (an indirect wholly owned subsidiary of CMC) entered into a Management Services Agreement (the "MSA") with DGI-BNSF Corp. ("DGI") (an affiliate of the entity that owns the remaining 19% of CMC) in July 2016 pursuant to which, among other things, DGI agreed to provide services to TRT LeaseCo in exchange for the fees specified in the MSA. The complaint filed by DGI alleges that DGI is owed certain fees under the MSA that have not been paid. If the case is decided against TRT LeaseCo, CMC and its subsidiaries (including TRT LeaseCo) would be unable to fulfill certain payment obligations to Kingsway under the transaction documents such that Kingsway may no longer be able to realize a material portion of the economic benefits originally anticipated to result from the CMC transaction, which could have a material adverse effect on Kingsway’s financial position, results of operations and cash flows. Kingsway disagrees with DGI’s allegations and is vigorously defending these claims; however, there can be no assurance that Kingsway will ultimately prevail. The Company’s potential exposure under these agreements is not reasonably determinable, and no liability has been recorded in the audited consolidated financial statements at March 31, 2019 . No assurances can be given, however, that the Company will not be required to perform under these agreements in a manner that would have a material adverse effect on the Company’s financial position, results of operations and cash flow. In May 2016, Aegis Security Insurance Company ("Aegis") filed a complaint for breach of contract and declaratory relief against the Company in the Eastern District of Pennsylvania alleging, among other things, that the Company breached a contractual obligation to indemnify Aegis for certain customs bond losses incurred by Aegis under the indemnity and hold harmless agreements provided by the Company to Aegis for certain customs bonds reinsured by Lincoln General Insurance Company ("Lincoln General") during the period of time that Lincoln General was a subsidiary of the Company. Lincoln General was placed into liquidation in November 2015 and Aegis subsequently invoked its rights to indemnity under the indemnity and hold harmless agreements. Effective January 20, 2020, Aegis and the Company entered into a Settlement Agreement with respect to such litigation pursuant to which the Company agreed to pay Aegis a one-time settlement amount of $0.9 million , which the Company will report in its consolidated statement of operations for the three months ended March 31, 2020, and to reimburse Aegis for 60% of future losses that Aegis may sustain in connection with such customs bonds, up to a maximum reimbursement amount of $4.8 million . The Company’s potential exposure under these agreements was not reasonably determinable at March 31, 2019 , and no liability has been recorded in the audited consolidated financial statements at March 31, 2019 . (b) Guarantee: As further discussed in Note 5 , " Acquisition and Discontinued Operations ," as part of the transaction to sell Mendota, the Company will indemnify the buyer for loss and loss adjustment expenses with respect to open claims and certain specified claims in excess of Mendota's carried unpaid loss and loss adjustment expenses at June 30, 2018 related to the open claims and specified claims. The Company's potential exposure under these agreements was not reasonably determinable at March 31, 2019 , and no liability has been recorded in the unaudited consolidated interim financial statements at March 31, 2019 . (c) Commitments: The Company has entered into subscription agreements to commit up to $2.6 million of capital to allow for participation in limited liability investments. At March 31, 2019 , the unfunded commitment was $0.6 million , all of which related to the Company’s commitment to Argo Holdings. On December 4, 2019, Argo Management informed members of Argo Holdings that no more Capital Calls are planned. |
Subsequent Event (Notes)
Subsequent Event (Notes) | 3 Months Ended |
Mar. 31, 2019 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENT | SUBSEQUENT EVENT In March 2020, the outbreak of COVID-19 caused by a novel strain of the coronavirus was recognized as a pandemic by the World Health Organization, and the outbreak has become increasingly widespread in the United States, including in the markets in which we operate. The COVID-19 outbreak has had a notable impact on general economic conditions, including but not limited to the temporary closures of many businesses; "shelter in place" and other governmental regulations; and reduced consumer pending due to both job losses and other effects attributable to COVID-19. The near-term impacts of COVID-19 are primarily with respect to the Company’s Extended Warranty segment. As consumer spending has been impacted, including a decline in the purchase of new and used vehicles, and many businesses through which the Company distributes its products remain closed, the Company has seen cash flows being affected by a reduction in new warranty sales for vehicle service agreements. With respect to homeowner warranties, the Company expects to see a reduction in new enrollments in its home warranty programs associated with the impact of COVID-19 on new home sales in the United States. There remain many unknowns and the Company continues to monitor the expected trends and related demand for its services and has and will continue to adjust its operations accordingly. The Company could experience other potential impacts as a result of COVID-19, including, but not limited to, potential impairment charges to the carrying amounts of goodwill, indefinite-lived intangibles and long-lived assets. Actual results may differ materially from the Company’s current estimates as the scope of COVID-19 evolves or if the duration of business disruptions is longer than initially anticipated. |
Recently Issued Accounting St_2
Recently Issued Accounting Standards (Policies) | 3 Months Ended |
Mar. 31, 2019 | |
Accounting Policies [Abstract] | |
Accounting Standards | Adoption of New Accounting Standards: Effective January 1, 2018, the Company adopted Accounting Standards Update ("ASU") 2014-09, Revenue from Contracts with Customers ("ASU 2014-09"), and the related amendments, utilizing the modified retrospective approach, which created a new comprehensive revenue recognition standard that serves as the single source of revenue guidance for all contracts with customers to transfer goods or services or contracts for the transfer of nonfinancial assets, unless those contracts are within the scope of other standards. The core principle of ASU 2014-09 is that an entity recognizes revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. Insurance contracts, lease contracts and investments are not within the scope of ASU 2014-09. ASU 2014-09 is applicable to the Company's service fee and commission income. Service fee and commission income represents vehicle service agreement fees, GAP commissions, maintenance support service fees, warranty product commissions, homebuilder warranty service fees and homebuilder warranty commissions based on terms of various agreements with credit unions, consumers, businesses and homebuilders. With the exception of GAP commissions and homebuilder warranty service fees, the adoption of ASU 2014-09 did not change the way the Company recognized revenue for the year ended December 31, 2018 . The new guidance affects IWS' GAP commissions and PWSC's homebuilder warranty service fees, which will be recognized more slowly as compared to the historic revenue recognition pattern prior to the Company’s adoption of ASU 2014-09. As a result of the adoption of ASU 2014-09, the Company also recorded a cumulative effect adjustment to increase accumulated deficit by $0.6 million and increase deferred service fees by $0.6 million . Prior periods have not been restated to conform to the current presentation. Refer to Note 15 , " Revenue from Contracts with Customers ," for further details. Effective January 1, 2018, the Company adopted ASU 2016-01, Financial Instruments-Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities ("ASU 2016-01"). The amendments in ASU 2016-01 address certain aspects of recognition, measurement, presentation, and disclosure of financial instruments. Most significantly, ASU 2016-01 requires (1) equity investments (except those accounted for under the equity method of accounting or those that result in consolidation of an investee) to be measured at fair value with changes in fair value recognized in net income (loss); however, an entity may choose to measure equity investments that do not have readily determinable fair values at cost, adjusted for observable price changes and impairments; and (2) an entity to present separately in other comprehensive income (loss) the portion of the total change in the fair value of a liability resulting from a change in the instrument-specific credit risk when the entity has elected to measure the liability at fair value in accordance with the fair value option for financial instruments. The Company has elected to measure its investments in private companies at cost, adjusted for observable price changes and impairments. Previously, the Company recorded its equity investments at fair value with net unrealized gains or losses reported in accumulated other comprehensive income (loss) and its subordinated debt at fair value with the total change in fair value reported in net income (loss). As a result of the adoption of ASU 2016-01, at January 1, 2018 cumulative net unrealized losses on equity investments of $0.0 million were reclassified from accumulated other comprehensive income (loss) into accumulated deficit and a cumulative $40.5 million change in fair value of subordinated debt attributable to instrument-specific credit risk was reclassified from accumulated deficit to accumulated other comprehensive income (loss). Prior periods have not been restated to conform to the current presentation. Effective January 1, 2018, the Company adopted ASU 2016-15, Classification of Certain Cash Receipts and Cash Payments ("ASU 2016-15"). The objective of ASU 2016-15 is to reduce diversity in the classification of cash receipts and payments for specific cash flow issues, including debt prepayment or debt extinguishment costs, contingent consideration payments made after a business combination and proceeds from the settlement of insurance claims. The adoption of the standard did not affect the Company's consolidated statements of cash flows. Effective January 1, 2018, the Company adopted ASU 2016-18, Statement of Cash Flows (Topic 230) Restricted Cash ("ASU 2016-18"). The objective of ASU 2016-18 is to explain the change during the period in the total cash, cash equivalents and amounts generally described as restricted cash or restricted cash equivalents. Amounts generally described as restricted cash and cash equivalents should be included with the cash and cash equivalents when reconciling the beginning of period and end of period total amounts shown on the statement of cash flows. As a result of the adoption of the standard, the change in restricted cash is included in the consolidated statements of cash flows. Effective July 1, 2018, the Company adopted ASU 2018-07, C ompensation-Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting ("ASU 2018-07"). ASU 2018-07 was issued to simplify the accounting for share-based transactions by expanding the scope of Topic 718 from only being applicable to share-based payments to employees to also include share-based payment transactions for acquiring goods and services from nonemployees. During the third quarter of 2018, the Company granted restricted common stock awards to a nonemployee. Refer to Note 18 , " Stock-Based Compensation ," for further details. Effective January 1, 2019, the Company adopted ASU 2016-02, Leases ("ASU 2016-02"). ASU 2016-02 was issued to improve the financial reporting of leasing transactions. Under current guidance for lessees, leases are only included on the balance sheet if certain criteria, classifying the agreement as a capital lease, are met. This update requires the recognition of a right-of-use asset and a corresponding lease liability, discounted to the present value, for all leases that extend beyond 12 months. For operating leases, the asset and liability will be amortized over the lease term on a straight-line basis, with all cash flows included within operating activities in the statement of cash flows. The accounting treatment for lessors will remain relatively unchanged. The Company adopted ASU 2016-02 using the modified retrospective transition method and did not restate comparative periods. The adoption had a significant effect on the Company's consolidated balance sheet. Refer to Note 14 , " Leases ," for further information regarding the adoption of ASU 2016-02. (b) Accounting Standards Not Yet Adopted: In June 2016, the FASB issued ASU 2016-13, Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments ("ASU 2016-13"). ASU 2016-13 replaces the current incurred loss model used to measure impairment losses with an expected loss model for trade, reinsurance, and other receivables as well as financial instruments measured at amortized cost. ASU 2016-13 will require a financial asset measured at amortized cost, including reinsurance balances recoverable, to be presented at the net amount expected to be collected by means of an allowance for credit losses that runs through net loss. Credit losses relating to available-for-sale debt securities will also be recorded through an allowance for credit losses. However, the amendments would limit the amount of the allowance to the amount by which fair value is below amortized cost. The measurement of credit losses on available-for-sale investments is similar under current GAAP, but the update requires the use of the allowance account through which amounts can be reversed, rather than through irreversible write-downs. On November 15, 2019, the FASB issued ASU 2019-10, which (1) provides a framework to stagger effective dates for future major accounting standards and (2) amends the effective dates for certain major new accounting standards to give implementation relief to certain types of entities. Specifically, per ASU 2019-10 the Company would adopt ASU 2016-13 beginning January 1, 2023, as the Company is considered to be a smaller reporting company. The Company is currently evaluating ASU 2016-13 to determine the potential impact that adopting this standard will have on its consolidated financial statements. In January 2017, the FASB issued ASU 2017-04, Intangibles - Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment ("ASU 2017-04"). ASU 2017-04 was issued to simplify the subsequent measurement of goodwill. This update changes the impairment test by requiring an entity to compare the fair value of a reporting unit with its carrying amount as opposed to comparing the carrying amount of goodwill with its implied fair value. ASU 2017-04 is effective for annual and interim reporting periods beginning after December 15, 2019. Early adoption is permitted. The Company does not believe the adoption of ASU 2017-04 will have a material effect on its consolidated financial statements. In October 2018, the FASB issued ASU 2018-17, Consolidation (Topic 810): Targeted Improvements to Related Party Guidance for Variable Interest Entities ("ASU 2018-17"). Among other things, ASU 2018-17 changes how all entities that apply the variable interest entity ("VIE") guidance evaluate decision making fees. Under ASU 2018-17, when an entity determines whether a decision-making fee is a variable interest, it considers indirect interests held through related parties under common control on a proportionate basis rather than in their entirety. The new approach is consistent with how indirect interests held by related parties under common control are evaluated when determining whether a reporting entity is the primary beneficiary of a VIE. ASU 2018-17 is effective for annual and interim reporting periods beginning after December 15, 2019. Early adoption is permitted. The Company is currently evaluating ASU 2018-17 to determine the potential impact that adopting this standard will have on its consolidated financial statements. Financial Statement Impact of Adopting Accounting Standards Update No. 2016-02 "Leases (Topic 842)" ("ASU 2016-02" or "ASC 842") The Company adopted ASU 2016-02 on January 1, 2019 using the modified retrospective adoption method. The reported results for 2019 reflect the adoption of ASC 842 guidance while the reported results for 2018 were prepared and continue to be reported under the guidance of ASC 840, Leases, referred to herein as "previous guidance." ASC 842 provides guidance for both lessees and lessors. The Company is the lessee where it leases certain office properties from lessors. The Company is the lessor when it leases certain property to lessees. The guidance requires lessees to recognize right-of-use assets and lease liabilities in the balance sheet and disclose key information about leasing arrangements, such as information about variable lease payments and options to renew and terminate leases. The amended guidance will require both operating and finance leases to be recognized in the balance sheet. A lessee should recognize in the statement of financial position a liability to make lease payments (the lease liability) and a right-of-use asset ("ROU") representing its right to use the underlying asset for the lease term. The guidance requires lessors to classify leases as a sales-type, direct financing, or operating lease. A lease is classified as a sales-type lease if any one of five criteria are met, each of which indicate that the lease, in effect, transfers control of the underlying asset to the lessee. If none of those five criteria are met, but two additional criteria are both met, indicating that the lessor has transferred substantially all the risks and benefits of the underlying asset to the lessee and a third party, the lease is classified as a direct financing lease. All leases that are not classified as sales-type or direct financing leases are classified as operating leases. The Company elected certain of the practical expedients that are permitted under the transition guidance which allowed the Company to carryforward the historical lease classification, not reassess initial direct costs for any existing leases as of January 1, 2019 or reassess whether any expired or existing contracts are or contain leases. In addition, the Company elected to adopt the "hindsight" practical expedient to determine the reasonably certain lease term for existing leases. The Company has revised its relevant policies and procedures, as applicable, to meet the new accounting, reporting and disclosure requirements of ASC 842 and have updated internal controls accordingly. The main difference between the guidance in ASU 2016-02 and prior guidance for lessees is the recognition of right-of-use assets and lease liabilities for those leases classified as operating leases. Recognition of the right-of-use assets and liabilities had a material impact to the Company’s consolidated balance sheet upon adoption. However, since all its leases are operating leases under ASC 840 and the Company will carryforward the historical lease classification, the new standard did not have a material impact on the Company’s consolidated statements of operations, consolidated statements of shareholder’s equity, or consolidated statements of cash flows. The adoption resulted in an increase of the ROU assets of approximately $2.7 million and lease liabilities of $2.9 million . The difference of $0.2 million relates to straight-line rent accruals and lease incentive liabilities that were reclassified to ROU assets for operating leases. The main difference between the guidance in ASU 2016-02 and prior guidance for lessors is a modification of what qualifies as a sales-type and direct financing lease. All the Company’s lessor leases are classified as operating leases. |
Lease Accounting Policy | Lease Accounting Policy The Company determines lease classification at commencement date. Leases not classified as sales-type (lessor) or financing leases (lessor and lessee) are classified as operating leases. The primary accounting criteria the Company uses that results in operating lease classification are: (a) the lease does not transfer ownership of the underlying asset to the lessee by the end of the lease term, (b) the lease does not grant the lessee a purchase option that the lessee is reasonably certain to exercise, (c) using a seventy-five percent or more threshold, the lease term is not for a major part of the remaining economic life of the underlying asset, (d) using a ninety percent or more threshold, the present value of the sum of the lease payments and residual value guarantee from the lessee does not equal or substantially exceeds all of the fair value of the underlying asset. The Company has operating leases for office space which include fixed base rent payments, as well as variable rent payments to reimburse the landlord for operating expenses and taxes. The Company’s variable lease payments do not depend on a published index or rate, and therefore, are expensed as incurred. The Company includes only fixed payments for lease components in the measurement of the right-of-use asset and lease liability. There are no residual value guarantees. The Company does not currently have leases that meet the finance lease classification as defined under ASC 842. The Company treats contracts as a lease when the contract: (1) conveys the right to use a physically distinct asset for a period of time in exchange for consideration, (2) the Company directs the use of the asset and (3) the Company obtains substantially all the economic benefits of the asset. Right-of-use assets and lease liabilities are measured and recognized based on the present value of the future minimum lease payments over the lease term at the commencement date. As the Company’s leases are office leases, the Company is unable to determine an implicit rate; therefore, the Company uses its incremental borrowing rate based on the information available at the lease commencement date in determining the present value of future payments for those leases. The Company includes options to extend or terminate the lease in the measurement of the right-of-use asset and lease liability when it is reasonably certain that such options will be exercised. Lease expense for minimum lease payments is recognized on a straight-line basis over the lease term. As an accounting policy, the Company has elected not to apply the recognition requirements in ASC 842 to short-term leases (generally those with terms of twelve months or less). Instead, the Company recognizes the lease payments as expense on a straight-line basis over the lease term and any variable lease payments in the period in which the obligation for those payments is incurred. |
Lease Accounting Policy | Lease Accounting Policy The Company determines lease classification at commencement date. Leases not classified as sales-type (lessor) or financing leases (lessor and lessee) are classified as operating leases. The primary accounting criteria the Company uses that results in operating lease classification are: (a) the lease does not transfer ownership of the underlying asset to the lessee by the end of the lease term, (b) the lease does not grant the lessee a purchase option that the lessee is reasonably certain to exercise, (c) using a seventy-five percent or more threshold, the lease term is not for a major part of the remaining economic life of the underlying asset, (d) using a ninety percent or more threshold, the present value of the sum of the lease payments and residual value guarantee from the lessee does not equal or substantially exceeds all of the fair value of the underlying asset. Rental income from operating leases is recognized on a straight-line basis, based on contractual lease terms with fixed and determinable increases over the non-cancellable term of the related lease when collectability is reasonably assured. Rental expense for operating leases is recognized on a straight-line basis over the lease term, net of any applicable lease incentive amortization. |
Acquisition and Discontinued _2
Acquisition and Discontinued Operations (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Business Combinations [Abstract] | |
Schedule of Estimated Fair Values of Assets Acquired and Liabilities Assumed | The following table summarizes the estimated fair values of the assets acquired and liabilities assumed at the date of acquisition: (in thousands) March 1, 2019 Investments $ 4,405 Cash and cash equivalents 755 Restricted cash 2,650 Accrued investment income 32 Service fee receivable 513 Other receivables 12 Property and equipment, net 79 Goodwill 7,445 Intangible assets not subject to amortization - trade names 1,974 Intangible asset subject to amortization - customer relationships 3,732 Prepaids and other 620 Total assets $ 22,217 Accrued expenses and other liabilities $ 2,018 Income taxes payable 1 Deferred service fees 10,564 Net deferred income tax liabilities 1,263 Total liabilities $ 13,846 Purchase price $ 8,371 |
Business Acquisition, Pro Forma Information | (in thousands, except per share data) Three months ended March 31, 2019 2018 Revenues $ 15,265 $ 15,764 Income (loss) from continuing operations attributable to common shareholders $ 1,582 $ (3,517 ) Basic earnings (loss) per share - continuing operations $ 0.07 $ (0.16 ) Diluted earnings (loss) per share - continuing operations $ 0.07 $ (0.16 ) |
Summary of Discontinued Operations | Summary financial information for Mendota included in income from discontinued operations, net of taxes in the statements of operations for the three months ended March 31, 2018 is presented below: (in thousands) Three months ended March 31, 2018 Income from discontinued operations, net of taxes: Revenues: Net premiums earned $ 28,636 Total revenues 28,636 Other revenue (expenses), net: Loss and loss adjustment expenses (22,801 ) Commissions and premium taxes (4,163 ) General and administrative expenses (3,954 ) Net investment income 226 Gain on change in fair value of equity investments 11 Other income 2,431 Total other revenue (expenses), net (28,250 ) Income from discontinued operations before income tax benefit 386 Income tax benefit — Total income from discontinued operations, net of taxes $ 386 |
Investments (Tables)
Investments (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Investments [Abstract] | |
Schedule of Unrealized Loss on Investments | The amortized cost, gross unrealized gains and losses, and estimated fair value of the Company's available-for-sale investments at March 31, 2019 and December 31, 2018 are summarized in the tables shown below: (in thousands) March 31, 2019 Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value Fixed maturities: U.S. government, government agencies and authorities $ 13,174 $ 28 $ 33 $ 13,169 States, municipalities and political subdivisions 619 — 10 609 Mortgage-backed 2,971 1 44 2,928 Corporate 3,477 5 23 3,459 Total fixed maturities $ 20,241 $ 34 $ 110 $ 20,165 (in thousands) December 31, 2018 Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value Fixed maturities: U.S. government, government agencies and authorities $ 5,594 $ 1 $ 48 $ 5,547 States, municipalities and political subdivisions 621 — 14 607 Mortgage-backed 3,256 — 70 3,186 Corporate 2,961 — 41 2,920 Total fixed maturities 12,432 1 173 12,260 |
Investments Classified by Contractual Maturity Date | The table below summarizes the Company's fixed maturities at March 31, 2019 by contractual maturity periods. Actual results may differ as issuers may have the right to call or prepay obligations, with or without penalties, prior to the contractual maturity of these obligations. (in thousands) March 31, 2019 Amortized Cost Estimated Fair Value Due in one year or less $ 10,338 $ 10,336 Due after one year through five years 8,251 8,206 Due after five years through ten years 982 964 Due after ten years 670 659 Total $ 20,241 $ 20,165 |
Available-for-sale Securities, Continuous Unrealized Loss Position, Fair Value | The following tables highlight the aggregate unrealized loss position, by security type, of available-for-sale investments in unrealized loss positions as of March 31, 2019 and December 31, 2018 . The tables segregate the holdings based on the period of time the investments have been continuously held in unrealized loss positions. (in thousands) March 31, 2019 Less than 12 Months Greater than 12 Months Total Estimated Fair Value Unrealized Loss Estimated Fair Value Unrealized Loss Estimated Fair Value Unrealized Loss Fixed maturities: U.S. government, government agencies and authorities $ 50 $ 1 $ 2,423 $ 32 $ 2,473 $ 33 States, municipalities and political subdivisions — — 609 10 609 10 Mortgage-backed 251 — 1,933 44 2,184 44 Corporate 204 — 1,919 23 2,123 23 Total fixed maturities $ 505 $ 1 $ 6,884 $ 109 $ 7,389 $ 110 (in thousands) December 31, 2018 Less than 12 Months Greater than 12 Months Total Estimated Fair Value Unrealized Loss Estimated Fair Value Unrealized Loss Estimated Fair Value Unrealized Loss Fixed maturities: U.S. government, government agencies and authorities $ 1,497 $ 1 $ 2,609 $ 47 $ 4,106 $ 48 States, municipalities and political subdivisions — — 606 14 606 14 Mortgage-backed 800 1 2,134 69 2,934 70 Corporate 595 1 2,151 40 2,746 41 Total fixed maturities $ 2,892 $ 3 $ 7,500 $ 170 $ 10,392 $ 173 |
Investment Income | Net investment income for the three months ended March 31, 2019 and March 31, 2018 is comprised as follows: (in thousands) Three months ended March 31, 2019 2018 Investment income: Interest from fixed maturities $ 73 $ 33 Dividends 58 74 Loss from limited liability investments (18 ) (8 ) Income from limited liability investments, at fair value 235 219 Income from real estate investments 200 200 Other 178 128 Gross investment income 726 646 Investment expenses (27 ) (8 ) Net investment income $ 699 $ 638 |
Schedule of Realized Gain (Loss) | Gross realized gains and losses on available-for-sale investments and limited liability investments for the three months ended March 31, 2019 and March 31, 2018 are comprised as follows: (in thousands) Three months ended March 31, 2019 2018 Gross realized gains $ 315 $ 265 Gross realized losses — — Net realized losses $ 315 $ 265 |
Schedule of Gain on Change in Fair Value of Equity Investments | Gain on change in fair value of equity investments for the three months ended March 31, 2019 and March 31, 2018 is comprised as follows: (in thousands) Three months ended March 31, 2019 2018 Net gains recognized on equity investments sold during the period $ — $ 555 Change in unrealized losses on equity investments held at end of the period 78 610 Gain on change in fair value of equity investments $ 78 $ 1,165 |
Investment in Investee (Tables)
Investment in Investee (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Carrying Value, Estimated Fair Value and Equity Percentage in Investment in Investee | The carrying value, estimated fair value and approximate equity percentage for the Company's investment in investee at March 31, 2019 and December 31, 2018 were as follows: (in thousands, except for percentages) March 31, 2019 December 31, 2018 Equity Percentage Estimated Fair Value Carrying Value Equity Percentage Estimated Fair Value Carrying Value ICL 22.9 % $ 1,268 $ 918 22.9 % $ 951 $ 951 |
Deferred Acquisition Costs (Tab
Deferred Acquisition Costs (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Deferred Policy Acquisition Costs Disclosures [Abstract] | |
Components of Deferred Acquisition Costs and Amortization Expense | The components of deferred acquisition costs and the related amortization expense for the three months ended March 31, 2019 and March 31, 2018 are comprised as follows: (in thousands) Three months ended March 31, 2019 2018 Beginning balance, net $ 6,904 $ 6,325 Additions 1,201 1,242 Amortization (885 ) (1,139 ) Balance at March 31, net $ 7,220 $ 6,428 |
Intangible Assets (Tables)
Intangible Assets (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Intangible Assets | Intangible assets at March 31, 2019 and December 31, 2018 are comprised as follows: (in thousands) March 31, 2019 Gross Carrying Value Accumulated Amortization Net Carrying Value Intangible assets subject to amortization: Database $ 4,918 $ 3,136 $ 1,782 Vehicle service agreements in-force 3,680 3,673 7 Customer relationships 12,646 4,058 8,588 In-place lease 1,125 171 954 Non-compete 266 77 189 Intangible assets not subject to amortization: Tenant relationship 73,667 — 73,667 Trade names 3,264 — 3,264 Total $ 99,566 $ 11,115 $ 88,451 (in thousands) December 31, 2018 Gross Carrying Value Accumulated Amortization Net Carrying Value Intangible assets subject to amortization: Database $ 4,918 $ 3,013 $ 1,905 Vehicle service agreements in-force 3,680 3,671 9 Customer relationships 8,914 3,691 5,223 In-place lease 1,125 155 970 Non-compete 266 64 202 Intangible assets not subject to amortization: Tenant relationship 73,667 — 73,667 Trade names 1,290 — 1,290 Total $ 93,860 $ 10,594 $ 83,266 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | Property and equipment at March 31, 2019 and December 31, 2018 are comprised as follows: (in thousands) March 31, 2019 Total Property and Equipment Property leased to others under operating leases included in property and equipment Cost Accumulated Depreciation Carrying Value Cost Accumulated Depreciation Carrying Value Land $ 21,120 $ — $ 21,120 $ 21,120 $ — $ 21,120 Site improvements 91,308 11,195 80,113 91,308 11,195 80,113 Buildings 580 39 541 580 39 541 Leasehold improvements 104 103 1 — — — Furniture and equipment 1,036 944 92 — — — Computer hardware 5,222 4,938 284 — — — Total $ 119,370 $ 17,219 $ 102,151 $ 113,008 $ 11,234 $ 101,774 (in thousands) December 31, 2018 Total Property and Equipment Property leased to others under operating leases included in property and equipment Cost Accumulated Depreciation Carrying Value Cost Accumulated Depreciation Carrying Value Land $ 21,120 $ — $ 21,120 $ 21,120 $ — $ 21,120 Site improvements 91,308 10,161 81,147 91,308 10,161 81,147 Buildings 580 36 544 580 36 544 Leasehold improvements 104 102 2 — — — Furniture and equipment 993 901 92 — — — Computer hardware 4,995 4,758 237 — — — Total $ 119,100 $ 15,958 $ 103,142 $ 113,008 $ 10,197 $ 102,811 |
Vehicle Service Agreement Lia_2
Vehicle Service Agreement Liability (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Guarantees and Product Warranties [Abstract] | |
Schedule of Product Warranty Liability | A reconciliation of the changes in the vehicle service agreement liability, including deferred service fees related to vehicle service agreements, as of March 31, 2019 and March 31, 2018 were as follows: (in thousands) March 31, 2019 March 31, 2018 Balance at January 1, net $ 43,734 $ 40,794 Vehicle service agreement liability acquired during the year related to the purchase of Geminus 10,792 — Gross service fees for vehicle service agreements sold 6,055 5,169 Recognition of service fees on vehicle service agreements (5,367 ) (4,773 ) Liability for claims authorized on vehicle service agreements 1,887 1,372 Payments of claims authorized on vehicle service agreements (970 ) (1,544 ) Re-estimation of deferred service fees (148 ) (96 ) Balance at March 31, net $ 55,983 $ 40,922 |
Components of Vehicle Service Agreement Liability | The vehicle service agreement liability is presented as components of deferred services fees and accrued expenses and other liabilities in the consolidated balance sheets as follows: (in thousands) March 31, December 31, 2019 2018 Deferred service fees $ 55,476 $ 43,495 Accrued expenses and other liabilities 507 239 Balance at end of period, net $ 55,983 $ 43,734 |
Unpaid Loss and Loss Adjustme_2
Unpaid Loss and Loss Adjustment Expenses (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Insurance [Abstract] | |
Schedule of Liability for Unpaid Claims and Claims Adjustment Expense | The results of this comparison and the changes in the provision for unpaid loss and loss adjustment expenses, net of amounts recoverable from reinsurers, as of March 31, 2019 and March 31, 2018 were as follows: (in thousands) March 31, 2019 March 31, 2018 Balance at beginning of period, gross $ 2,073 $ 1,329 Less reinsurance recoverable related to unpaid loss and loss adjustment expenses — 72 Balance at beginning of period, net 2,073 1,257 Incurred related to: Current year — — Prior years 107 346 Paid related to: Current year — — Prior years (741 ) (255 ) Balance at end of period, net 1,439 1,348 Plus reinsurance recoverable related to unpaid loss and loss adjustment expenses — 75 Balance at end of period, gross $ 1,439 $ 1,423 |
Debt (Tables)
Debt (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Debt Disclosure [Abstract] | |
Schedule of Carrying Values and Estimated Fair Values of Debt Instruments | Debt consists of the following instruments at March 31, 2019 and December 31, 2018 : (in thousands) March 31, 2019 December 31, 2018 Principal Carrying Value Fair Value Principal Carrying Value Fair Value Bank loans: PWSC Loan $ 3,667 $ 3,667 $ 3,553 $ 3,917 $ 3,917 $ 3,829 KWH Loan 10,000 9,034 12,241 — — — 13,667 12,701 15,794 3,917 3,917 3,829 Note payable: Mortgage 172,366 181,529 176,015 173,155 182,548 174,265 Flower Note 7,662 7,662 8,256 7,768 7,768 8,565 Net Lease Note 9,000 9,000 9,297 9,000 9,000 9,409 189,028 198,191 193,568 189,923 199,316 192,239 Subordinated debt 90,500 50,392 50,392 90,500 50,023 50,023 Total $ 293,195 $ 261,284 $ 259,754 $ 284,340 $ 253,256 $ 246,091 |
Schedule of Subordinated Debt | Subordinated debt consists of the following trust preferred debt instruments: Issuer Principal (in thousands) Issue date Interest Redemption date Kingsway CT Statutory Trust I $ 15,000 12/4/2002 annual interest rate equal to LIBOR, plus 4.00% payable quarterly 12/4/2032 Kingsway CT Statutory Trust II $ 17,500 5/15/2003 annual interest rate equal to LIBOR, plus 4.10% payable quarterly 5/15/2033 Kingsway CT Statutory Trust III $ 20,000 10/29/2003 annual interest rate equal to LIBOR, plus 3.95% payable quarterly 10/29/2033 Kingsway DE Statutory Trust III $ 15,000 5/22/2003 annual interest rate equal to LIBOR, plus 4.20% payable quarterly 5/22/2033 Kingsway DE Statutory Trust IV $ 10,000 9/30/2003 annual interest rate equal to LIBOR, plus 3.85% payable quarterly 9/30/2033 Kingsway DE Statutory Trust VI $ 13,000 12/16/2003 annual interest rate equal to LIBOR, plus 4.00% payable quarterly 1/8/2034 |
Leases (Tables)
Leases (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Leases [Abstract] | |
Annual Maturities of Lease Liabilities | The annual maturities of lease liabilities as of March 31, 2019 were as follows: (in thousands) Lease Commitments 2019 $ 708 2020 377 2021 388 2022 399 2023 422 2024 and thereafter 859 Total undiscounted lease payments 3,153 Imputed interest 498 Total lease liabilities 2,655 |
Schedule of Components of Leveraged Lease Investments | The following table provides the net book value of operating lease property included in property and equipment in the consolidated balance sheets: (in thousands) As of March 31, 2019 Property leased to lessees 113,008 Accumulation depreciation (11,234 ) Net property and equipment leased $ 101,774 |
Lessor, Operating Lease, Payments to be Received, Maturity | As of March 31, 2019 , future undiscounted cash flows to be received in each of the next five years and thereafter, on non-cancelable operating leases are as follows: (in thousands) 2019 $ 8,717 2020 11,832 2021 12,099 2022 12,371 2023 12,649 Thereafter 149,896 |
Revenue from Contracts with C_2
Revenue from Contracts with Customers (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue | The following table disaggregates revenues from contracts with customers by revenue type: (in thousands) Three months ended March 31, 2019 2018 Vehicle service agreement fees - IWS $ 4,479 $ 4,389 GAP commissions - IWS 258 192 Maintenance support service fees - Trinity 1,968 2,973 Warranty product commissions - Trinity 582 496 Homebuilder warranty service fees - PWSC 1,423 1,427 Homebuilder warranty commissions - PWSC 211 174 Vehicle service agreement fees - Geminus 887 — GAP commissions - Geminus 7 — Service fee and commission income $ 9,815 $ 9,651 |
Income Taxes (Tables)
Income Taxes (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
Income Tax (Benefit) Expense | The following table summarizes the differences: (in thousands) Three months ended March 31, 2019 2018 Income tax expense (benefit) at United States statutory income tax rate $ 520 $ (494 ) Valuation allowance (1,331 ) 533 Non-deductible compensation 9 61 State income tax 26 66 Change in unrecognized tax benefits (1) 70 70 Indefinite life intangibles 33 23 Foreign operations subject to different tax rates 3 (15 ) Other (43 ) 10 Income tax (benefit) expense $ (713 ) $ 254 (1) Includes interest and penalty expense related to unrecognized tax benefits. |
Earnings (Loss) From Continui_2
Earnings (Loss) From Continuing Operations Per Share (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share | The following table sets forth the reconciliation of numerators and denominators for the basic and diluted earnings (loss) from continuing operations per share computation for the three months ended March 31, 2019 and March 31, 2018 : (in thousands, except per share data) Three months ended March 31, 2019 2018 Numerator: Income (loss) from continuing operations $ 3,189 $ (2,604 ) Less: net income attributable to noncontrolling interests (211 ) (359 ) Less: dividends on preferred stock, net of tax (246 ) (253 ) Income (loss) from continuing operations attributable to common shareholders $ 2,732 $ (3,216 ) Denominator: Weighted average basic shares Weighted average common shares outstanding 21,841 21,708 Weighted average diluted shares Weighted average common shares outstanding 21,841 21,708 Effect of potentially dilutive securities Stock options — — Unvested restricted stock awards — — Unvested restricted stock units — — Warrants — — Convertible preferred stock — — Total weighted average diluted shares 21,841 21,708 Basic earnings (loss) from continuing operations per share $ 0.13 $ (0.15 ) Diluted earnings (loss) from continuing operations per share $ 0.13 $ (0.15 ) |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Share-based Payment Arrangement [Abstract] | |
Schedule of Stock Option Activity | The following table summarizes the stock option activity during the three months ended March 31, 2019 : Number of Options Outstanding Weighted-Average Exercise Price Weighted-Average Remaining Contractual Term (in Years) Aggregate Intrinsic Value (in Thousands) Outstanding at December 31, 2018 40,000 $ 4.67 1.3 $ — Granted — — Expired — — Outstanding at March 31, 2019 40,000 $ 4.67 1.1 $ — Exercisable at March 31, 2019 40,000 $ 4.67 1.1 $ — |
Schedule of Unvested Restricted Stock Award Activity | The following table summarizes the activity related to unvested 2014 Restricted Stock Awards, 2018 Modified Restricted Stock Award, Modified Restricted Stock Award and 2018 Restricted Stock Award (collectively "Restricted Stock Awards") for the three months ended March 31, 2019 : Number of Restricted Stock Awards Weighted-Average Grant Date Fair Value (per Share) Unvested at December 31, 2018 1,092,450 $ 4.51 Vested (79,231 ) 4.14 Cancelled for Tax Withholding (36,269 ) 4.14 Unvested at March 31, 2019 976,950 $ 4.55 |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Income (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Equity [Abstract] | |
Schedule of Accumulated Other Comprehensive Income (Loss) | On the other hand, the unaudited consolidated statements of comprehensive income (loss) present the components of other comprehensive loss, net of tax, only for the three months ended March 31, 2019 and March 31, 2018 and inclusive of the components attributable to noncontrolling interests in consolidated subsidiaries. (in thousands) Three months ended March 31, 2019 Unrealized Gains (Losses) on Available-for-Sale Investments Foreign Currency Translation Adjustments Change in Fair Value of Debt Attributable to Instrument-Specific Credit Risk Equity in Other Comprehensive Loss of Limited Liability Investment Total Accumulated Other Comprehensive Income Balance at January 1, 2019 $ (160 ) $ (3,286 ) $ 44,259 $ (45 ) $ 40,768 Other comprehensive income (loss) arising during the period 105 — (945 ) — (840 ) Amounts reclassified from accumulated other comprehensive income (6 ) — — — (6 ) Net current-period other comprehensive income (loss) 99 — (945 ) — (846 ) Balance at March 31, 2019 $ (61 ) $ (3,286 ) $ 43,314 $ (45 ) $ 39,922 (in thousands) Three months ended March 31, 2018 Unrealized Gains (Losses) on Available-for-Sale Investments Foreign Currency Translation Adjustments Change in Fair Value of Debt Attributable to Instrument-Specific Credit Risk Total Accumulated Other Comprehensive Income Balance at January 1, 2018 $ (566 ) $ (3,286 ) $ — $ (3,852 ) Cumulative effect of adoption of ASU 2016-01 40 — 40,455 40,495 Balance at January 1, 2018, as adjusted (526 ) (3,286 ) 40,455 36,643 Other comprehensive loss arising during the period (358 ) — (434 ) (792 ) Amounts reclassified from accumulated other comprehensive income (7 ) — — (7 ) Net current-period other comprehensive loss (365 ) — (434 ) (799 ) Balance at March 31, 2018 $ (891 ) $ (3,286 ) $ 40,021 $ 35,844 |
Reclassification out of Accumulated Other Comprehensive Income | Components of accumulated other comprehensive income were reclassified to the following lines of the unaudited consolidated statements of operations for the three months ended March 31, 2019 and March 31, 2018 : (in thousands) Three months ended March 31, 2019 2018 Reclassification of accumulated other comprehensive income from unrealized gains (losses) on available-for-sale investments to: Net realized gains $ 6 $ 7 Other-than-temporary impairment loss — — Income (loss) from continuing operations before income tax (benefit) expense 6 7 Income tax (benefit) expense — — Income (loss) from continuing operations 6 7 Income from discontinued operations, net of taxes — — Net income (loss) $ 6 $ 7 |
Segmented Information (Tables)
Segmented Information (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Segment Reporting [Abstract] | |
Reconciliation of Revenue from Segments to Consolidated | Revenues by reportable segment reconciled to consolidated revenues for the three months ended March 31, 2019 and March 31, 2018 were: (in thousands) Three months ended March 31, 2019 2018 Revenues: Extended Warranty: Service fee and commission income $ 9,815 $ 9,651 Other income 75 66 Total Extended Warranty 9,890 9,717 Leased Real Estate: Rental income 3,341 3,342 Other income 70 147 Total Leased Real Estate 3,411 3,489 Total segment revenues 13,301 13,206 Rental income not allocated to segments — 6 Total revenues $ 13,301 $ 13,212 |
Reconciliation of Operating Profit (Loss) from Segments to Consolidated | Total segment operating income reconciled to the consolidated income (loss) from continuing operations for the three months ended March 31, 2019 and March 31, 2018 were: (in thousands) Three months ended March 31, 2019 2018 Segment operating income: Extended Warranty $ 567 $ 846 Leased Real Estate 452 874 Total segment operating income 1,019 1,720 Net investment income 699 638 Net realized gains 315 265 Gain on change in fair value of equity investments 78 1,165 Gain (loss) on change in fair value of limited liability investments, at fair value 4,265 (936 ) Net change in unrealized gain on private company investments 19 — Other-than-temporary impairment loss (75 ) — Interest expense not allocated to segments (2,102 ) (1,717 ) Other income and expenses not allocated to segments, net (1,764 ) (2,412 ) Amortization of intangible assets (521 ) (255 ) Gain (loss) on change in fair value of debt 576 (919 ) Equity in net (loss) income of investee (33 ) 101 Income (loss) from continuing operations before income tax (benefit) expense 2,476 (2,350 ) Income tax (benefit) expense (713 ) 254 Income (loss) from continuing operations $ 3,189 $ (2,604 ) |
Fair Value of Financial Instr_2
Fair Value of Financial Instruments (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Fair Value Disclosures [Abstract] | |
Schedule of Financial Assets and Liabilities Measured at Fair Value on Recurring Basis | Certain investments in limited liability companies that are measured at fair value using the net asset value practical expedient are not required to be classified using the fair value hierarchy, but are presented in the following tables to permit reconciliation of the fair value hierarchy to the amounts presented in the consolidated balance sheets: (in thousands) March 31, 2019 Fair Value Measurements at the End of the Reporting Period Using Total Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Measured at Net Asset Value Recurring fair value measurements: Assets: Fixed maturities: U.S. government, government agencies and authorities $ 13,169 $ — $ 13,169 $ — $ — States, municipalities and political subdivisions 609 — 609 — — Mortgage-backed 2,928 — 2,928 — — Corporate 3,459 — 3,459 — — Total fixed maturities 20,165 — 20,165 — — Equity investments: Common stock 826 826 — — — Warrants 108 31 77 — — Total equity investments 934 857 77 — — Limited liability investments, at fair value 30,101 — 4,377 4,060 21,664 Real estate investments 10,662 — — 10,662 — Other investments 800 — 800 — — Short-term investments 153 — 153 — — Total assets $ 62,815 $ 857 $ 25,572 $ 14,722 $ 21,664 Liabilities: Subordinated debt $ 50,392 $ — $ 50,392 $ — $ — Warrant liability 317 — — 317 — Total liabilities $ 50,709 $ — $ 50,392 $ 317 $ — (in thousands) December 31, 2018 Fair Value Measurements at the End of the Reporting Period Using Total Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Measured at Net Asset Value Recurring fair value measurements: Assets: Fixed maturities: U.S. government, government agencies and authorities $ 5,547 $ — $ 5,547 $ — $ — States municipalities and political subdivisions 607 — 607 — — Mortgage-backed 3,186 — 3,186 — — Corporate 2,920 — 2,920 — — Total fixed maturities 12,260 — 12,260 — — Equity investments: Common stock 801 801 — — — Warrants 55 19 36 — — Total equity investments 856 820 36 — — Limited liability investments, at fair value 26,015 — 206 4,124 21,685 Real estate investments 10,662 — — 10,662 — Other investments 2,079 — 2,079 — — Short-term investments 152 — 152 — — Total assets $ 52,024 $ 820 $ 14,733 $ 14,786 $ 21,685 Liabilities: Subordinated debt $ 50,023 $ — $ 50,023 $ — $ — Total liabilities $ 50,023 $ — $ 50,023 $ — $ — |
Schedule of Reconciliation of Fair Value of Recurring Level 3 Measurements | The following table provides a reconciliation of the fair value of recurring Level 3 fair value measurements for the three months ended March 31, 2019 and March 31, 2018 : (in thousands) Three months ended March 31, 2019 2018 Assets: Limited liability investments, at fair value: Beginning balance $ 4,124 $ 1,397 Purchases 75 474 Distributions received (324 ) (492 ) Realized gains included in net income (loss) 69 251 Change in fair value of limited liability investments, at fair value included in net income (loss) 116 4 Ending balance $ 4,060 $ 1,634 Unrealized gains recognized in net income (loss) on limited liability investments, at fair value held at end of period $ 116 $ 23 Real estate investments: Beginning balance $ 10,662 $ 10,662 Change in fair value of real estate investments included in net income (loss) — — Ending balance $ 10,662 $ 10,662 Unrealized gains recognized in net income (loss) on real estate investments held at end of period $ — $ — Ending balance - assets $ 14,722 $ 12,296 Liabilities: Warrant liability: Beginning balance $ — $ — Issuance of warrants 361 — Change in fair value of warrant liability included in net income (loss) (44 ) — Ending balance - liabilities $ 317 $ — Unrealized gains recognized in net income (loss) on warrant liability held at end of period $ (44 ) $ — |
Schedule of Fair Value Valuation Techniques Used to Measure Investments | The following table summarizes the valuation techniques and significant unobservable inputs utilized in determining fair values for these Level 3 measurements: Categories Fair Value Valuation Techniques Unobservable Inputs Input Value(s) Customer relationships $ 3,732 Multi-period excess earnings Growth rate 3.0 % Attrition rate 20.0 % Discount rate 13.0 % Trade names $ 1,974 Relief from royalty Royalty rate 0.25% - 2.0% Discount rate 13.0 % Deferred service fees - Penn $ 8,734 Bottom-up Normal profit margin 15.5 % Total direct costs 70.3 % Discount rate 5.0 % Deferred service fees - Prime $ 1,830 Bottom-up Normal profit margin 8.5 % Total direct costs 69.8 % Discount rate 5.0 % The following table summarizes the valuation techniques and significant unobservable inputs utilized in determining fair values for the Company's investments that are categorized as Level 3 at March 31, 2019 : Categories Fair Value Valuation Techniques Unobservable Inputs Input Value(s) Limited liability investments, at fair value $ 4,060 Market approach Valuation multiples 5.0x-8.8x Real estate investments $ 10,662 Market and income approach Cap rates 7.5 % Warrant liability $ 317 Market approach Valuation multiple 6.0x The following table summarizes the valuation techniques and significant unobservable inputs utilized in determining fair values for the Company's investments that are categorized as Level 3 at December 31, 2018 : Categories Fair Value Valuation Techniques Unobservable Inputs Input Value(s) Limited liability investments, at fair value $ 4,124 Market approach Valuation multiples 5.0x-8.8x Real estate investments $ 10,662 Market and income approach Cap rates 7.5 % |
Schedule of Investments at Fair Value Using Net Asset Value Per Share as Practical Expedient | The following table summarizes investments for which fair value is measured using the net asset value per share practical expedient at March 31, 2019 : Category Fair Value (in thousands) Unfunded Commitments Redemption Frequency Redemption Notice Period Limited liability investments, at fair value $ 21,664 n/a n/a n/a The following table summarizes investments for which fair value is measured using the net asset value per share practical expedient at December 31, 2018 : Category Fair Value (in thousands) Unfunded Commitments Redemption Frequency Redemption Notice Period Limited liability investments, at fair value $ 21,685 n/a n/a n/a |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies Summary of Significant Accounting Policies (Details) $ in Thousands | Mar. 31, 2021USD ($) | Mar. 31, 2020USD ($)shares | Sep. 30, 2018subsidiary_trust | Mar. 31, 2019USD ($)shares | Dec. 31, 2018USD ($)shares |
Class of Stock [Line Items] | |||||
Interest payment deferral period | 5 years | ||||
Number of subsidiary trusts | subsidiary_trust | 6 | ||||
Cash | $ 4,200 | $ 1,900 | |||
Cash and cash equivalents | $ 13,352 | $ 14,619 | |||
Preferred stock issued (in shares) | shares | 222,876 | 222,876 | |||
Preferred stock outstanding (in shares) | shares | 222,876 | 222,876 | |||
Redemption amount | $ 7,381 | $ 7,278 | |||
Subsequent Event | |||||
Class of Stock [Line Items] | |||||
Preferred stock issued (in shares) | shares | 182,876 | ||||
Preferred stock outstanding (in shares) | shares | 182,876 | ||||
Redemption amount | $ 6,700 | ||||
Interest expense on trust preferred securities | $ 14,900 | $ 10,500 |
Recently Issued Accounting St_3
Recently Issued Accounting Standards (Details) $ in Thousands | Jan. 01, 2018USD ($) |
Unrealized Gains (Losses) on Available-for-Sale Investments | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
Cumulative effect of adoption of ASU | $ 40 |
ASU 2014-09 | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
Cumulative effect of change on equity or net assets | 600 |
Effect of adoption, quantification | 600 |
Cumulative effect of adoption of ASU | (654) |
ASU 2014-09 | Accumulated Deficit | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
Cumulative effect of adoption of ASU | (647) |
ASU 2016-01 | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
Cumulative effect of adoption of ASU | 0 |
ASU 2016-01 | Accumulated Deficit | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
Cumulative effect of adoption of ASU | $ (40,495) |
Acquisition and Discontinued _3
Acquisition and Discontinued Operations - Narrative (Details) - USD ($) | Mar. 01, 2019 | Mar. 31, 2019 | Mar. 31, 2019 | Mar. 31, 2018 | Dec. 31, 2018 |
Business Acquisition [Line Items] | |||||
Goodwill | $ 82,104,000 | $ 82,104,000 | $ 74,659,000 | ||
Geminus | |||||
Business Acquisition [Line Items] | |||||
Percentage of acquisition | 100.00% | ||||
Purchase price | $ 8,371,000 | ||||
Purchase price | 7,700,000 | ||||
Liabilities incurred | 700,000 | ||||
Goodwill | 7,445,000 | ||||
Intangible assets acquired | $ 5,700,000 | 5,700,000 | 5,700,000 | ||
Acquisition-related expenses | $ 0 | $ 0 | |||
Revenue of acquiree since acquisition date | 900,000 | ||||
Net income or loss of acquiree since acquisition date | $ 600,000 |
Acquisition and Discontinued _4
Acquisition and Discontinued Operations - Schedule of Estimated Fair Values of Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands | Mar. 01, 2019 | Mar. 31, 2019 | Dec. 31, 2018 |
Business Acquisition [Line Items] | |||
Goodwill | $ 82,104 | $ 74,659 | |
Deferred service fees | 16,080 | $ 14,786 | |
Geminus | |||
Business Acquisition [Line Items] | |||
Investments | $ 4,405 | ||
Cash and cash equivalents | 755 | ||
Restricted cash | 2,650 | ||
Accrued investment income | 32 | ||
Accrued investment income | 620 | ||
Service fee receivable | 513 | ||
Other receivables | 12 | ||
Property and equipment, net | 79 | ||
Goodwill | 7,445 | ||
Total assets | 22,217 | ||
Accrued expenses and other liabilities | 2,018 | ||
Income taxes payable | 1 | ||
Deferred service fees | 10,564 | ||
Net deferred income tax liabilities | 1,263 | ||
Total liabilities | 13,846 | ||
Purchase price | 8,371 | ||
Geminus | Customer relationships | |||
Business Acquisition [Line Items] | |||
Intangible asset subject to amortization - customer relationships | 3,732 | 3,732 | |
Geminus | Trade names | |||
Business Acquisition [Line Items] | |||
Intangible assets not subject to amortization - trade names | $ 1,974 | $ 1,974 |
Acquisition and Discontinued _5
Acquisition and Discontinued Operations - Pro Forma Information (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Business Combinations [Abstract] | ||
Revenues | $ 15,265 | $ 15,764 |
Income (loss) from continuing operations attributable to common shareholders | $ 1,582 | $ (3,517) |
Basic earnings (loss) per share - continuing operations (in dollars per share) | $ 0.07 | $ (0.16) |
Diluted earnings (loss) per share - continuing operations (in dollars per share) | $ 0.07 | $ (0.16) |
Acquisition and Discontinued _6
Acquisition and Discontinued Operations - Discontinued Operations (Details) - Mendota | 3 Months Ended | 12 Months Ended | |||||
Mar. 31, 2020USD ($) | Mar. 31, 2019USD ($)claim | Mar. 31, 2018USD ($) | Dec. 31, 2018USD ($) | Dec. 31, 2019USD ($) | Oct. 18, 2018USD ($) | Jun. 30, 2018USD ($) | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||
Gain (loss) on disposal of discontinued operation, net | $ 0 | $ (8,500,000) | |||||
Final aggregate purchase price | $ 28,600,000 | ||||||
Escrow deposit | $ 5,000,000 | ||||||
Maximum obligation | $ 2,500,000 | ||||||
Number of claims settled | claim | 1 | ||||||
Indemnification claim settled | $ 500,000 | ||||||
Subsequent Event | |||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||
Estimated net loss | $ 1,600,000 | ||||||
Released escrow deposit | $ 3,400,000 |
Acquisition and Discontinued _7
Acquisition and Discontinued Operations - Income from Discontinued Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Loss and loss adjustment expenses | $ (107) | $ (346) |
Net investment income | 699 | 638 |
Gain on change in fair value of equity investments | $ 78 | 1,165 |
Mendota | Discontinued Operations | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Total revenues | 28,636 | |
Loss and loss adjustment expenses | (22,801) | |
Commissions and premium taxes | (4,163) | |
General and administrative expenses | (3,954) | |
Net investment income | 226 | |
Gain on change in fair value of equity investments | 11 | |
Other income | 2,431 | |
Total other revenue (expenses), net | (28,250) | |
Income from discontinued operations before income tax benefit | 386 | |
Income tax benefit | 0 | |
Total income from discontinued operations, net of taxes | $ 386 |
Investments - Amortized Cost, G
Investments - Amortized Cost, Gross Unrealized Gains and Losses, and Estimated Fair Value (Details) - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 31, 2018 |
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | $ 20,241 | $ 12,432 |
Gross Unrealized Gains | 34 | 1 |
Gross Unrealized Losses | 110 | 173 |
Estimated Fair Value | 20,165 | 12,260 |
U.S. government, government agencies and authorities | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 13,174 | 5,594 |
Gross Unrealized Gains | 28 | 1 |
Gross Unrealized Losses | 33 | 48 |
Estimated Fair Value | 13,169 | 5,547 |
States, municipalities and political subdivisions | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 619 | 621 |
Gross Unrealized Gains | 0 | 0 |
Gross Unrealized Losses | 10 | 14 |
Estimated Fair Value | 609 | 607 |
Mortgage-backed | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 2,971 | 3,256 |
Gross Unrealized Gains | 1 | 0 |
Gross Unrealized Losses | 44 | 70 |
Estimated Fair Value | 2,928 | 3,186 |
Corporate | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 3,477 | 2,961 |
Gross Unrealized Gains | 5 | 0 |
Gross Unrealized Losses | 23 | 41 |
Estimated Fair Value | $ 3,459 | $ 2,920 |
Investments - Fixed Maturities
Investments - Fixed Maturities by Contractual Maturity Periods (Details) - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 31, 2018 |
Amortized Cost | ||
Due in one year or less | $ 10,338 | |
Due after one year through five years | 8,251 | |
Due after five years through ten years | 982 | |
Due after ten years | 670 | |
Amortized Cost | 20,241 | $ 12,432 |
Estimated Fair Value | ||
Due in one year or less | 10,336 | |
Due after one year through five years | 8,206 | |
Due after five years through ten years | 964 | |
Due after ten years | 659 | |
Estimated Fair Value, Fixed Maturities | $ 20,165 | $ 12,260 |
Investments - Unrealized Loss P
Investments - Unrealized Loss Position (Details) - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 31, 2018 |
Fixed Maturities | ||
Estimated Fair Value | ||
Less than 12 Months | $ 505 | $ 2,892 |
Greater than 12 Months | 6,884 | 7,500 |
Total | 7,389 | 10,392 |
Unrealized Loss | ||
Less than 12 Months | 1 | 3 |
Greater than 12 Months | 109 | 170 |
Total | 110 | 173 |
U.S. government, government agencies and authorities | ||
Estimated Fair Value | ||
Less than 12 Months | 50 | 1,497 |
Greater than 12 Months | 2,423 | 2,609 |
Total | 2,473 | 4,106 |
Unrealized Loss | ||
Less than 12 Months | 1 | 1 |
Greater than 12 Months | 32 | 47 |
Total | 33 | 48 |
States, municipalities and political subdivisions | ||
Estimated Fair Value | ||
Less than 12 Months | 0 | 0 |
Greater than 12 Months | 609 | 606 |
Total | 609 | 606 |
Unrealized Loss | ||
Less than 12 Months | 0 | 0 |
Greater than 12 Months | 10 | 14 |
Total | 10 | 14 |
Mortgage-backed | ||
Estimated Fair Value | ||
Less than 12 Months | 251 | 800 |
Greater than 12 Months | 1,933 | 2,134 |
Total | 2,184 | 2,934 |
Unrealized Loss | ||
Less than 12 Months | 0 | 1 |
Greater than 12 Months | 44 | 69 |
Total | 44 | 70 |
Corporate | ||
Estimated Fair Value | ||
Less than 12 Months | 204 | 595 |
Greater than 12 Months | 1,919 | 2,151 |
Total | 2,123 | 2,746 |
Unrealized Loss | ||
Less than 12 Months | 0 | 1 |
Greater than 12 Months | 23 | 40 |
Total | $ 23 | $ 41 |
Investments - Net Investment In
Investments - Net Investment Income (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Investment income: | ||
Interest from fixed maturities | $ 73 | $ 33 |
Dividends | 58 | 74 |
Loss from limited liability investments | (18) | (8) |
Income from limited liability investments, at fair value | 235 | 219 |
Income from real estate investments | 200 | 200 |
Other | 178 | 128 |
Gross investment income | 726 | 646 |
Investment expenses | (27) | (8) |
Net investment income | $ 699 | $ 638 |
Investments - Gross Realized Ga
Investments - Gross Realized Gains and Losses on Fixed Maturities (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Investments [Abstract] | ||
Gross realized gains | $ 315 | $ 265 |
Gross realized losses | 0 | 0 |
Net realized losses | $ 315 | $ 265 |
Investments - Additional Inform
Investments - Additional Information (Details) | Jan. 02, 2018USD ($) | Mar. 31, 2020USD ($) | Dec. 31, 2019USD ($) | Sep. 30, 2019USD ($) | Mar. 31, 2019USD ($)day$ / sharesshares | Mar. 31, 2018USD ($)$ / shares | Dec. 31, 2018USD ($)security | Jul. 24, 2018$ / shares | Dec. 31, 2017security | Oct. 25, 2017$ / shares |
Debt Securities, Available-for-sale [Line Items] | ||||||||||
Securities in unrealized loss positions | security | 51 | 64 | ||||||||
Other-than-temporary impairment loss | $ 75,000 | $ 0 | ||||||||
Limited liability investments | 4,697,000 | $ 4,790,000 | ||||||||
(Gain) loss on change in fair value of limited liability investments, at fair value | (4,265,000) | 936,000 | ||||||||
Limited liability investments, at fair value | 30,101,000 | 26,015,000 | ||||||||
Investment impairment losses | 0 | 0 | ||||||||
Unfunded commitments | 600,000 | |||||||||
Investments in private companies, at adjusted cost | 2,911,000 | 3,090,000 | ||||||||
Net change in unrealized gain on private company investments | 19,000 | 0 | ||||||||
Other-than-temporary impairment loss | 75,000 | $ 0 | ||||||||
Real estate investments | 10,662,000 | 10,662,000 | ||||||||
Other investments | $ 800,000 | 2,079,000 | ||||||||
Stock price threshold trading days | day | 20 | |||||||||
Threshold trading days | day | 30 | |||||||||
Restricted cash | $ 17,178,000 | 16,959,000 | ||||||||
Variable Interest Entity, Primary Beneficiary | ||||||||||
Debt Securities, Available-for-sale [Line Items] | ||||||||||
Unfunded commitments | $ 600,000 | |||||||||
Performance Share Grant Agreement | ||||||||||
Debt Securities, Available-for-sale [Line Items] | ||||||||||
Stock reserved for future issuances (in shares) | shares | 475,000 | |||||||||
Minimum | ||||||||||
Debt Securities, Available-for-sale [Line Items] | ||||||||||
Stock reserved for future issuances (in shares) | shares | 100,000 | |||||||||
Share price (in dollars per share) | $ / shares | $ 10 | |||||||||
Maximum | ||||||||||
Debt Securities, Available-for-sale [Line Items] | ||||||||||
Share price (in dollars per share) | $ / shares | $ 18 | $ 18 | ||||||||
Clause 2 | ||||||||||
Debt Securities, Available-for-sale [Line Items] | ||||||||||
Stock reserved for future issuances (in shares) | shares | 125,000 | |||||||||
Share price (in dollars per share) | $ / shares | $ 12 | 12 | ||||||||
Clause 1 and 2 | ||||||||||
Debt Securities, Available-for-sale [Line Items] | ||||||||||
Stock reserved for future issuances (in shares) | shares | 225,000 | |||||||||
Clause 3 | ||||||||||
Debt Securities, Available-for-sale [Line Items] | ||||||||||
Share price (in dollars per share) | $ / shares | $ 15 | $ 15 | ||||||||
Clause 1, 2 and 3 | ||||||||||
Debt Securities, Available-for-sale [Line Items] | ||||||||||
Stock reserved for future issuances (in shares) | shares | 350,000 | |||||||||
Management | ||||||||||
Debt Securities, Available-for-sale [Line Items] | ||||||||||
Share price (in dollars per share) | $ / shares | $ 7.85 | |||||||||
Consideration received on transaction | $ 300,000 | |||||||||
Proceeds from sale of available-for-sale debt securities | $ 300,000 | |||||||||
Mendota | ||||||||||
Debt Securities, Available-for-sale [Line Items] | ||||||||||
Escrow deposit | $ 5,000,000 | 5,000,000 | ||||||||
IWS | ||||||||||
Debt Securities, Available-for-sale [Line Items] | ||||||||||
Restricted cash | 9,900,000 | 10,000,000 | ||||||||
State and Provincial Regulatory Authorities | ||||||||||
Debt Securities, Available-for-sale [Line Items] | ||||||||||
Restricted cash equivalents | 200,000 | 200,000 | ||||||||
Restricted cash | 1,900,000 | 1,900,000 | ||||||||
Third Parties | ||||||||||
Debt Securities, Available-for-sale [Line Items] | ||||||||||
Restricted cash | 400,000 | 100,000 | ||||||||
Private Company Investments | ||||||||||
Debt Securities, Available-for-sale [Line Items] | ||||||||||
Other-than-temporary impairment loss | 0 | $ 0 | ||||||||
Significant Other Observable Inputs (Level 2) | ||||||||||
Debt Securities, Available-for-sale [Line Items] | ||||||||||
Real estate investments | 0 | 0 | ||||||||
Other investments | $ 800,000 | $ 2,079,000 | ||||||||
1347 Investors LLC | ||||||||||
Debt Securities, Available-for-sale [Line Items] | ||||||||||
Ownership interest | 26.70% | |||||||||
Subsequent Event | ||||||||||
Debt Securities, Available-for-sale [Line Items] | ||||||||||
(Gain) loss on change in fair value of limited liability investments, at fair value | $ 600,000 | $ 700,000 | $ 2,700,000 | |||||||
Investment impairment losses | $ 700,000 |
Investments - Gain in change fa
Investments - Gain in change fair value of equity investments (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Investments [Abstract] | ||
Net gains recognized on equity investments sold during the period | $ 0 | $ 555 |
Change in unrealized losses on equity investments held at end of the period | 78 | 610 |
Gain on change in fair value of equity investments | $ 78 | $ 1,165 |
Investment in Investee (Details
Investment in Investee (Details) - USD ($) $ in Thousands | 3 Months Ended | |||
Mar. 31, 2019 | Mar. 31, 2018 | Dec. 31, 2018 | Sep. 30, 2018 | |
Schedule of Equity Method Investments [Line Items] | ||||
Carrying Value | $ 918 | $ 951 | ||
Equity in net loss of investees | $ (33) | $ 101 | ||
Itasca Capital Ltd | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Equity Percentage | 22.90% | 22.90% | ||
Estimated Fair Value | $ 1,268 | $ 951 | ||
Carrying Value | $ 918 | 951 | $ 2,700 | |
Write-down of carrying value of investment | $ 1,700 |
Deferred Acquisition Costs (Det
Deferred Acquisition Costs (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Deferred Acquisition Costs | ||
Beginning balance, net | $ 6,904 | $ 6,325 |
Additions | 1,201 | 1,242 |
Amortization | (885) | (1,139) |
Balance at March 31, net | $ 7,220 | $ 6,428 |
Intangible Assets - Schedule of
Intangible Assets - Schedule of Intangible Assets (Details) - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 31, 2018 |
Gross Carrying Value | ||
Total | $ 99,566 | $ 93,860 |
Accumulated Amortization | ||
Intangible assets accumulated amortization | 11,115 | 10,594 |
Net Carrying Value | ||
Total | 88,451 | 83,266 |
Tenant relationship | ||
Gross Carrying Value | ||
Intangible assets not subject to amortization | 73,667 | 73,667 |
Net Carrying Value | ||
Intangible assets not subject to amortization | 73,667 | 73,667 |
Trade names | ||
Gross Carrying Value | ||
Intangible assets not subject to amortization | 3,264 | 1,290 |
Net Carrying Value | ||
Intangible assets not subject to amortization | 3,264 | 1,290 |
Database | ||
Gross Carrying Value | ||
Intangible assets subject to amortization | 4,918 | 4,918 |
Accumulated Amortization | ||
Intangible assets accumulated amortization | 3,136 | 3,013 |
Net Carrying Value | ||
Intangible assets subject to amortization | 1,782 | 1,905 |
Vehicle service agreements in-force | ||
Gross Carrying Value | ||
Intangible assets subject to amortization | 3,680 | 3,680 |
Accumulated Amortization | ||
Intangible assets accumulated amortization | 3,673 | 3,671 |
Net Carrying Value | ||
Intangible assets subject to amortization | 7 | 9 |
Customer relationships | ||
Gross Carrying Value | ||
Intangible assets subject to amortization | 12,646 | 8,914 |
Accumulated Amortization | ||
Intangible assets accumulated amortization | 4,058 | 3,691 |
Net Carrying Value | ||
Intangible assets subject to amortization | 8,588 | 5,223 |
In-place lease | ||
Gross Carrying Value | ||
Intangible assets subject to amortization | 1,125 | 1,125 |
Accumulated Amortization | ||
Intangible assets accumulated amortization | 171 | 155 |
Net Carrying Value | ||
Intangible assets subject to amortization | 954 | 970 |
Non-compete | ||
Gross Carrying Value | ||
Intangible assets subject to amortization | 266 | 266 |
Accumulated Amortization | ||
Intangible assets accumulated amortization | 77 | 64 |
Net Carrying Value | ||
Intangible assets subject to amortization | $ 189 | $ 202 |
Intangible Assets - Additional
Intangible Assets - Additional Information (Details) - USD ($) | 3 Months Ended | ||
Mar. 31, 2019 | Mar. 31, 2018 | Mar. 01, 2019 | |
Finite-Lived Intangible Assets [Line Items] | |||
Amortization of intangible assets | $ 521,000 | $ 255,000 | |
Impairment charges | $ 0 | $ 0 | |
Minimum | |||
Finite-Lived Intangible Assets [Line Items] | |||
Intangible asset useful life | 7 years | ||
Maximum | |||
Finite-Lived Intangible Assets [Line Items] | |||
Intangible asset useful life | 18 years | ||
Customer relationships | |||
Finite-Lived Intangible Assets [Line Items] | |||
Intangible asset useful life | 10 years | ||
Geminus | |||
Finite-Lived Intangible Assets [Line Items] | |||
Intangible assets acquired | $ 5,700,000 | $ 5,700,000 | |
Geminus | Trade names | |||
Finite-Lived Intangible Assets [Line Items] | |||
Intangible assets acquired | 1,974,000 | 1,974,000 | |
Geminus | Customer relationships | |||
Finite-Lived Intangible Assets [Line Items] | |||
Recognized identifiable assets acquired and liabilities assumed | $ 3,732,000 | $ 3,732,000 |
Property and Equipment (Details
Property and Equipment (Details) - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 31, 2018 |
Total Property and Equipment | ||
Cost | $ 119,370 | $ 119,100 |
Accumulated Depreciation | 17,219 | 15,958 |
Carrying Value | 102,151 | 103,142 |
Property leased to others under operating leases included in property and equipment | ||
Cost | 113,008 | 113,008 |
Accumulated Depreciation | 11,234 | 10,197 |
Carrying Value | 101,774 | 102,811 |
Land | ||
Total Property and Equipment | ||
Cost | 21,120 | 21,120 |
Accumulated Depreciation | 0 | 0 |
Carrying Value | 21,120 | 21,120 |
Property leased to others under operating leases included in property and equipment | ||
Cost | 21,120 | 21,120 |
Accumulated Depreciation | 0 | 0 |
Carrying Value | 21,120 | 21,120 |
Site improvements | ||
Total Property and Equipment | ||
Cost | 91,308 | 91,308 |
Accumulated Depreciation | 11,195 | 10,161 |
Carrying Value | 80,113 | 81,147 |
Property leased to others under operating leases included in property and equipment | ||
Cost | 91,308 | 91,308 |
Accumulated Depreciation | 11,195 | 10,161 |
Carrying Value | 80,113 | 81,147 |
Buildings | ||
Total Property and Equipment | ||
Cost | 580 | 580 |
Accumulated Depreciation | 39 | 36 |
Carrying Value | 541 | 544 |
Property leased to others under operating leases included in property and equipment | ||
Cost | 580 | 580 |
Accumulated Depreciation | 39 | 36 |
Carrying Value | 541 | 544 |
Leasehold improvements | ||
Total Property and Equipment | ||
Cost | 104 | 104 |
Accumulated Depreciation | 103 | 102 |
Carrying Value | 1 | 2 |
Property leased to others under operating leases included in property and equipment | ||
Cost | 0 | 0 |
Accumulated Depreciation | 0 | 0 |
Carrying Value | 0 | 0 |
Furniture and equipment | ||
Total Property and Equipment | ||
Cost | 1,036 | 993 |
Accumulated Depreciation | 944 | 901 |
Carrying Value | 92 | 92 |
Property leased to others under operating leases included in property and equipment | ||
Cost | 0 | 0 |
Accumulated Depreciation | 0 | 0 |
Carrying Value | 0 | 0 |
Computer hardware | ||
Total Property and Equipment | ||
Cost | 5,222 | 4,995 |
Accumulated Depreciation | 4,938 | 4,758 |
Carrying Value | 284 | 237 |
Property leased to others under operating leases included in property and equipment | ||
Cost | 0 | 0 |
Accumulated Depreciation | 0 | 0 |
Carrying Value | $ 0 | $ 0 |
Vehicle Service Agreement Lia_3
Vehicle Service Agreement Liability - Narrative (Details) | Mar. 31, 2019 |
Minimum | |
Product Warranty Liability [Line Items] | |
Percentage of refund on original amount of vehicle service agreement fee | 9.00% |
Maximum | |
Product Warranty Liability [Line Items] | |
Percentage of refund on original amount of vehicle service agreement fee | 13.00% |
Vehicle Service Agreement Lia_4
Vehicle Service Agreement Liability - Reconciliation of the Changes in the Vehicle Service Agreement (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Movement in Standard Product Warranty Accrual [Roll Forward] | ||
Recognition of service fees on vehicle service agreements | $ (4,200) | |
Vehicle service agreement fees | ||
Movement in Standard Product Warranty Accrual [Roll Forward] | ||
Balance at January 1, net | 43,734 | $ 40,794 |
Vehicle service agreement liability acquired during the year related to the purchase of Geminus | 10,792 | 0 |
Gross service fees for vehicle service agreements sold | 6,055 | 5,169 |
Recognition of service fees on vehicle service agreements | (5,367) | (4,773) |
Liability for claims authorized on vehicle service agreements | 1,887 | 1,372 |
Payments of claims authorized on vehicle service agreements | (970) | (1,544) |
Re-estimation of deferred service fees | (148) | (96) |
Balance at March 31, net | $ 55,983 | $ 40,922 |
Vehicle Service Agreement Lia_5
Vehicle Service Agreement Liability - Components of Deferred Services Fees and Accrued Expenses (Details) - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 31, 2018 | Mar. 31, 2018 | Dec. 31, 2017 |
Product Warranty Liability [Line Items] | ||||
Deferred service fees | $ 59,443 | $ 47,130 | ||
Accrued expenses and other liabilities | 16,080 | 14,786 | ||
Vehicle service agreement fees | ||||
Product Warranty Liability [Line Items] | ||||
Deferred service fees | 55,476 | 43,495 | ||
Accrued expenses and other liabilities | 507 | 239 | ||
Balance at end of period, net | $ 55,983 | $ 43,734 | $ 40,922 | $ 40,794 |
Unpaid Loss and Loss Adjustme_3
Unpaid Loss and Loss Adjustment Expenses (Details) - USD ($) $ in Thousands | 3 Months Ended | |||
Mar. 31, 2019 | Mar. 31, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | |
Liability for Unpaid Claims and Claims Adjustment Expense [Roll Forward] | ||||
Balance at beginning of period, gross | $ 2,073 | |||
Paid related to: | ||||
Balance at end of period, gross | 1,439 | |||
Property, Liability and Casualty Insurance Product Line | ||||
Liability for Unpaid Claims and Claims Adjustment Expense [Roll Forward] | ||||
Balance at beginning of period, gross | 2,073 | $ 1,329 | ||
Less reinsurance recoverable related to unpaid loss and loss adjustment expenses | 0 | 75 | ||
Balance at beginning of period, net | 2,073 | 1,257 | ||
Incurred related to: | ||||
Current year | 0 | 0 | ||
Prior years | 107 | 346 | ||
Paid related to: | ||||
Current year | 0 | 0 | ||
Prior years | (741) | (255) | ||
Balance at end of period, net | 1,439 | 1,348 | ||
Plus reinsurance recoverable related to unpaid loss and loss adjustment expenses | 0 | 75 | $ 0 | $ 72 |
Balance at end of period, gross | $ 1,439 | $ 1,423 |
Debt - Carrying Value of Debt I
Debt - Carrying Value of Debt Instruments (Details) - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 31, 2018 | Jul. 31, 2016 |
Debt Instrument [Line Items] | |||
Principal | $ 293,195 | $ 284,340 | |
Carrying Value | 261,284 | 253,256 | |
Fair Value | 259,754 | 246,091 | |
Bank loans | |||
Debt Instrument [Line Items] | |||
Principal | 13,667 | 3,917 | |
Carrying Value | 12,701 | 3,917 | |
Fair Value | 15,794 | 3,829 | |
Bank loans | PWSC Loan | |||
Debt Instrument [Line Items] | |||
Principal | 3,667 | 3,917 | |
Carrying Value | 3,667 | 3,917 | |
Fair Value | 3,553 | 3,829 | |
Bank loans | KWH Loan | |||
Debt Instrument [Line Items] | |||
Principal | 10,000 | 0 | |
Carrying Value | 9,034 | 0 | |
Fair Value | 12,241 | 0 | |
Note payable | |||
Debt Instrument [Line Items] | |||
Principal | 189,028 | 189,923 | |
Carrying Value | 198,191 | 199,316 | |
Fair Value | 193,568 | 192,239 | |
Note payable | Flower Note | |||
Debt Instrument [Line Items] | |||
Principal | 7,662 | 7,768 | |
Carrying Value | 7,662 | 7,768 | |
Fair Value | 8,256 | 8,565 | |
Note payable | Net Lease Note | |||
Debt Instrument [Line Items] | |||
Principal | 9,000 | 9,000 | |
Carrying Value | 9,000 | 9,000 | |
Fair Value | 9,297 | 9,409 | |
Mortgage | |||
Debt Instrument [Line Items] | |||
Principal | 172,366 | 173,155 | |
Carrying Value | 181,529 | 182,548 | |
Fair Value | 176,015 | 174,265 | $ 191,700 |
Subordinated debt | |||
Debt Instrument [Line Items] | |||
Principal | 90,500 | 90,500 | |
Carrying Value | 50,392 | 50,023 | |
Fair Value | $ 50,392 | $ 50,023 |
Debt - Additional Information (
Debt - Additional Information (Details) - USD ($) | Jan. 30, 2020 | Mar. 01, 2019 | Mar. 31, 2019 | Mar. 31, 2018 | Dec. 31, 2018 | Oct. 12, 2017 | Jul. 31, 2016 | Oct. 15, 2015 | Jan. 05, 2015 |
Debt Instrument [Line Items] | |||||||||
Membership interest percentage exercisable by warrant | 1.25% | ||||||||
Fair Value | $ 259,754,000 | $ 246,091,000 | |||||||
Long-term debt | 261,284,000 | 253,256,000 | |||||||
Increase in fair value of subordinated debt | 400,000 | ||||||||
Gain (loss) on change in fair value of debt | 576,000 | $ (919,000) | |||||||
Deferred interest payable | 4,100,000 | ||||||||
Bank loans | |||||||||
Debt Instrument [Line Items] | |||||||||
Fair Value | 15,794,000 | 3,829,000 | |||||||
Long-term debt | 12,701,000 | 3,917,000 | |||||||
Note payable | |||||||||
Debt Instrument [Line Items] | |||||||||
Fair Value | 193,568,000 | 192,239,000 | |||||||
Long-term debt | 198,191,000 | 199,316,000 | |||||||
Mortgage | |||||||||
Debt Instrument [Line Items] | |||||||||
Principal | $ 180,000,000 | ||||||||
Fixed interest rate | 4.07% | ||||||||
Fair Value | 176,015,000 | 174,265,000 | $ 191,700,000 | ||||||
Premium | $ 11,700,000 | ||||||||
Long-term debt | 181,529,000 | 182,548,000 | |||||||
PWSC Loan | Bank loans | |||||||||
Debt Instrument [Line Items] | |||||||||
Principal | $ 5,000,000 | ||||||||
Fixed interest rate | 5.00% | ||||||||
Fair Value | 3,553,000 | 3,829,000 | |||||||
Long-term debt | 3,667,000 | 3,917,000 | |||||||
KWH Loan | Bank loans | |||||||||
Debt Instrument [Line Items] | |||||||||
Principal | $ 10,000,000 | ||||||||
Proceeds from issuance of debt | 400,000 | ||||||||
Debt instrument, unamortized discount (premium), net | $ 1,000,000 | ||||||||
Fair Value | 12,241,000 | 0 | |||||||
Long-term debt | 9,034,000 | 0 | |||||||
KWH Loan | LIBOR | Bank loans | |||||||||
Debt Instrument [Line Items] | |||||||||
Basis on variable rate | 9.25% | ||||||||
Flower Note | Note payable | |||||||||
Debt Instrument [Line Items] | |||||||||
Principal | $ 9,200,000 | ||||||||
Fixed interest rate | 4.81% | ||||||||
Fair Value | 8,256,000 | 8,565,000 | |||||||
Long-term debt | 7,662,000 | 7,768,000 | |||||||
Net Lease Note | Note payable | |||||||||
Debt Instrument [Line Items] | |||||||||
Principal | $ 9,000,000 | ||||||||
Fixed interest rate | 10.25% | ||||||||
Fair Value | 9,297,000 | 9,409,000 | |||||||
Long-term debt | 9,000,000 | $ 9,000,000 | |||||||
Subsequent Event | PWSC Loan | Bank loans | |||||||||
Debt Instrument [Line Items] | |||||||||
Repayments of debt | $ 300,000 | ||||||||
Change in Fair Value of Debt Attributable to Instrument-Specific Credit Risk | |||||||||
Debt Instrument [Line Items] | |||||||||
Other comprehensive loss arising during the period | $ (945,000) | $ (434,000) |
Debt - Subordinated Borrowing (
Debt - Subordinated Borrowing (Table) (Details) | 3 Months Ended |
Mar. 31, 2019USD ($) | |
Kingsway CT Statutory Trust I | |
Debt Instrument [Line Items] | |
Principal | $ 15,000,000 |
Kingsway CT Statutory Trust II | |
Debt Instrument [Line Items] | |
Principal | 17,500,000 |
Kingsway CT Statutory Trust III | |
Debt Instrument [Line Items] | |
Principal | 20,000,000 |
Kingsway DE Statutory Trust III | |
Debt Instrument [Line Items] | |
Principal | 15,000,000 |
Kingsway DE Statutory Trust IV | |
Debt Instrument [Line Items] | |
Principal | 10,000,000 |
Kingsway DE Statutory Trust VI | |
Debt Instrument [Line Items] | |
Principal | $ 13,000,000 |
LIBOR | Kingsway CT Statutory Trust I | |
Debt Instrument [Line Items] | |
Annual interest rate | 4.00% |
LIBOR | Kingsway CT Statutory Trust II | |
Debt Instrument [Line Items] | |
Annual interest rate | 4.10% |
LIBOR | Kingsway CT Statutory Trust III | |
Debt Instrument [Line Items] | |
Annual interest rate | 3.95% |
LIBOR | Kingsway DE Statutory Trust III | |
Debt Instrument [Line Items] | |
Annual interest rate | 4.20% |
LIBOR | Kingsway DE Statutory Trust IV | |
Debt Instrument [Line Items] | |
Annual interest rate | 3.85% |
LIBOR | Kingsway DE Statutory Trust VI | |
Debt Instrument [Line Items] | |
Annual interest rate | 4.00% |
Leases - Adoption of ASC 842 (D
Leases - Adoption of ASC 842 (Details) - USD ($) $ in Thousands | Mar. 31, 2019 | Jan. 01, 2019 | Dec. 31, 2018 |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Right-of-use asset | $ 2,494 | ||
Lease liability | 2,655 | ||
Accrued expenses and other liabilities | $ 16,080 | $ 14,786 | |
ASU 2016-02 | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Right-of-use asset | $ 2,700 | ||
Lease liability | 2,900 | ||
Accrued expenses and other liabilities | $ 200 |
Leases - Narrative (Details)
Leases - Narrative (Details) | 3 Months Ended | |
Mar. 31, 2019USD ($)a | Mar. 31, 2018USD ($) | |
Leases [Abstract] | ||
Operating lease cost | $ 200,000 | |
Variable lease cost | $ 0 | |
Weighted average remaining lease term | 6 years 2 months 9 days | |
Weighted average discount rate | 5.78% | |
Cash paid for amounts included in lease liabilities | $ 300,000 | |
Land subject to ground leases | a | 192 | |
Below market lease liabilities, 2019 | $ 100,000 | |
Below market lease liabilities, 2020 | 100,000 | |
Below market lease liabilities, 2021 | 100,000 | |
Below market lease liabilities, 2022 | 100,000 | |
Below market lease liabilities, 2023 | 100,000 | |
Lease income | $ 3,341,000 | $ 3,348,000 |
Leases - Annual Maturities of L
Leases - Annual Maturities of Lease Liabilities (Details) $ in Thousands | Mar. 31, 2019USD ($) |
Leases [Abstract] | |
2019 | $ 708 |
2020 | 377 |
2021 | 388 |
2022 | 399 |
2023 | 422 |
2024 and thereafter | 859 |
Total undiscounted lease payments | 3,153 |
Imputed interest | 498 |
Lease liability | $ 2,655 |
Leases - Net Book Value of Oper
Leases - Net Book Value of Operating Lease Property (Details) - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 31, 2018 |
Leases [Abstract] | ||
Property leased to lessees | $ 113,008 | $ 113,008 |
Accumulation depreciation | (11,234) | (10,197) |
Carrying Value | $ 101,774 | $ 102,811 |
- Lease payments and receipts (
- Lease payments and receipts (Details) $ in Thousands | Mar. 31, 2019USD ($) |
Operating Leases, Future Minimum Payments Receivable [Abstract] | |
2019 | $ 8,717 |
2020 | 11,832 |
2021 | 12,099 |
2022 | 12,371 |
2023 | 12,649 |
Thereafter | $ 149,896 |
Revenue from Contracts with C_3
Revenue from Contracts with Customers - Disaggregated Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Disaggregation of Revenue [Line Items] | ||
Service fee and commission income | $ 9,815 | $ 9,651 |
Extended Warranty | IWS | Vehicle service agreement fees | ||
Disaggregation of Revenue [Line Items] | ||
Service fee and commission income | 4,479 | 4,389 |
Extended Warranty | IWS | GAP commissions | ||
Disaggregation of Revenue [Line Items] | ||
Service fee and commission income | 258 | 192 |
Extended Warranty | Trinity | Maintenance support service fees | ||
Disaggregation of Revenue [Line Items] | ||
Service fee and commission income | 1,968 | 2,973 |
Extended Warranty | Trinity | Warranty product commissions | ||
Disaggregation of Revenue [Line Items] | ||
Service fee and commission income | 582 | 496 |
Extended Warranty | PWSC | Homebuilder warranty service fees | ||
Disaggregation of Revenue [Line Items] | ||
Service fee and commission income | 1,423 | 1,427 |
Extended Warranty | PWSC | Homebuilder warranty commissions | ||
Disaggregation of Revenue [Line Items] | ||
Service fee and commission income | 211 | 174 |
Extended Warranty | Geminus | Vehicle service agreement fees | ||
Disaggregation of Revenue [Line Items] | ||
Service fee and commission income | 887 | 0 |
Extended Warranty | Geminus | GAP commissions | ||
Disaggregation of Revenue [Line Items] | ||
Service fee and commission income | $ 7 | $ 0 |
Revenue from Contracts with C_4
Revenue from Contracts with Customers - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Dec. 31, 2018 | |
Revenue from Contract with Customer [Abstract] | ||
Contract period | 4 years | |
Service fee receivable, net | $ 5,018 | $ 3,434 |
Service fee and commission income recognized during the period | $ 4,200 |
Revenue from Contracts with C_5
Revenue from Contracts with Customers - Performance Obligations (Details) - Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2019-04-01 | Mar. 31, 2019 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation, expected timing of satisfaction, period | 1 year |
Performance obligation satisfied | 39.70% |
Income Taxes - Income Tax Expen
Income Taxes - Income Tax Expense (Benefit) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Income Tax Disclosure [Abstract] | ||
Income tax expense (benefit) at United States statutory income tax rate | $ 520 | $ (494) |
Valuation allowance | (1,331) | 533 |
Non-deductible compensation | 9 | 61 |
State income tax | 26 | 66 |
Change in unrecognized tax benefits | 70 | 70 |
Indefinite life intangibles | 33 | 23 |
Foreign operations subject to different tax rates | 3 | (15) |
Other | (43) | 10 |
Income tax expense | $ (713) | $ 254 |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2019 | Mar. 31, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | ||||
Federal tax rate | 21.00% | 21.00% | 21.00% | 34.00% |
Deferred tax asset, increase (decrease), amount | $ (800) | |||
Net deferred income tax liabilities | 28,951 | $ 28,537 | ||
Deferred tax assets, operating loss carryforwards, subject to expiration | 8,000 | 8,000 | ||
Goodwill and intangible assets | 21,600 | |||
Deferred income tax assets, state taxes | 500 | 500 | ||
Deferred tax liabilities, other | 100 | 21,100 | ||
Regulatory assets and liabilities | 100 | |||
Unrecognized tax benefits | 1,400 | 1,400 | ||
Income tax expense recorded | 100 | $ 100 | ||
Interest and penalties paid | $ 1,100 | $ 1,100 |
Earnings (Loss) From Continui_3
Earnings (Loss) From Continuing Operations Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | |||
Mar. 31, 2019 | Mar. 31, 2018 | Sep. 30, 2017 | Sep. 30, 2016 | |
Numerator: | ||||
Income (loss) from continuing operations | $ 3,189 | $ (2,604) | ||
Less: net income attributable to noncontrolling interests | (211) | (359) | ||
Less: dividends on preferred stock, net of tax | (246) | (253) | ||
Income (loss) from continuing operations attributable to common shareholders | $ 2,732 | $ (3,216) | ||
Denominator: | ||||
Weighted average common shares outstanding (in shares) | 21,841 | 21,708 | ||
Effect of potentially dilutive securities (in shares) | ||||
Warrants (in shares) | 0 | 0 | ||
Convertible preferred stock (in shares) | 0 | 0 | ||
Total weighted average diluted shares (in shares) | 21,841 | 21,708 | ||
Basic (in dollars per share) | $ 0.13 | $ (0.15) | ||
Diluted (in dollars per share) | $ 0.13 | $ (0.15) | ||
Stock Options | ||||
Denominator: | ||||
Effect of potentially dilutive securities (in shares) | 0 | 0 | ||
Restricted Stock | ||||
Denominator: | ||||
Unvested restricted stock (in shares) | 0 | 0 | ||
Restricted Stock Units (RSUs) | ||||
Denominator: | ||||
Unvested restricted stock (in shares) | 0 | 0 |
Stock-Based Compensation - Stoc
Stock-Based Compensation - Stock Option Activity (Details) - USD ($) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2019 | Dec. 31, 2018 | |
Number of Options Outstanding | ||
Outstanding, Beginning of Period (in shares) | 40,000 | |
Granted (in shares) | 0 | |
Expired (in shares) | 0 | |
Outstanding, End of Period (in shares) | 40,000 | 40,000 |
Exercisable (in shares) | 40,000 | |
Weighted-Average Exercise Price | ||
Outstanding, Beginning of Period (in dollars per share) | $ 4.67 | |
Granted (in dollars per share) | 0 | |
Expired (in dollars per share) | 0 | |
Outstanding, End of Period (in dollars per share) | 4.67 | $ 4.67 |
Exercisable (in dollars per share) | $ 4.67 | |
Weighted-Average Remaining Contractual Term (in Years) | ||
Outstanding | 1 year 1 month 6 days | 1 year 3 months 18 days |
Exercisable at March 31, 2019 | 1 year 1 month 6 days | |
Aggregate Intrinsic Value (in Thousands) | ||
Outstanding | $ 0 | $ 0 |
Exercisable at March 31, 2019 | $ 0 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Details) - USD ($) | Jan. 31, 2019 | Sep. 07, 2018 | Sep. 05, 2018 | Mar. 31, 2019 | Sep. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Granted (in shares) | 0 | |||||||
Payroll tax expense | $ 89,000 | $ 0 | ||||||
2014 Restricted Stock Awards | Former Chief Executive Officer | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Forfeited (in shares) | 1,382,665 | |||||||
Restricted Stock | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Shares unvested (in shares) | 976,950 | 1,092,450 | ||||||
Vested (in shares) | 79,231 | |||||||
Weighted-average grant date fair value (in dollars per share) | $ 4.55 | $ 4.51 | ||||||
Restricted Stock | 2014 Restricted Stock Awards | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Award requisite service period | 10 years | |||||||
Unamortized compensation expense | $ 500,000 | |||||||
Shares unvested (in shares) | 229,500 | |||||||
Restricted Stock | 2014 Restricted Stock Awards | Former Chief Executive Officer | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Compensation expense (reversal of expense) | $ (2,400,000) | |||||||
Restricted Stock | 2014 Restricted Stock Awards | Former Officer | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Shares withheld for tax obligation (in shares) | 36,269 | |||||||
Vested (in shares) | 115,500 | |||||||
Payroll tax expense | $ 100,000 | |||||||
Restricted Stock | 2018 Restricted Stock Awards | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Shares unvested (in shares) | 500,000 | |||||||
Restricted Stock | 2018 Restricted Stock Awards | Former Chief Executive Officer | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Unamortized compensation expense | $ 600,000 | |||||||
Shares withheld for tax obligation (in shares) | 102,550 | |||||||
Shares granted (in shares) | 350,000 | |||||||
Shares unvested (in shares) | 247,450 | |||||||
Restricted Stock | 2018 Restricted Stock Awards | Former Chief Executive Officer | Subsequent Event | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Shares unvested (in shares) | 247,450 | |||||||
Restricted Stock | Modified Restricted Stock Award | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Unamortized compensation expense | 0.6 | |||||||
Compensation expense (reversal of expense) | $ 100,000 | |||||||
Vested (in shares) | 79,231 | |||||||
Restricted Stock | 2018 Modified Restricted Stock Award | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Shares unvested (in shares) | 247,450 | |||||||
Restricted Stock | PWSC Restricted Stock Award | Officer | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Unamortized compensation expense | $ 700,000 | |||||||
Compensation expense (reversal of expense) | $ 200,000 | $ 300,000 | ||||||
Shares granted (in shares) | 1,000 | |||||||
Shares unvested (in shares) | 875 | |||||||
Weighted-average grant date fair value (in dollars per share) | $ 824.47 | |||||||
Restricted Stock Units (RSUs) | 2018 Restricted Stock Awards | Officer | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Unamortized compensation expense | $ 1,900,000 | |||||||
Shares granted (in shares) | 500,000 |
Stock-Based Compensation - Rest
Stock-Based Compensation - Restricted Stock Awards (Details) - Restricted Stock | 3 Months Ended |
Mar. 31, 2019$ / sharesshares | |
Number of Restricted Stock Awards | |
Unvested, Beginning of Period (in shares) | shares | 1,092,450 |
Vested (in shares) | shares | (79,231) |
Cancelled for Tax Withholding (in shares) | shares | (36,269) |
Unvested, End of Period (in shares) | shares | 976,950 |
Weighted-Average Grant Date Fair Value (per Share) | |
Unvested, Beginning of Period (in dollars per share) | $ / shares | $ 4.51 |
Vested (in dollars per share) | $ / shares | 4.14 |
Cancelled for Tax Withholding (in dollars per share) | $ / shares | 4.14 |
Unvested, End of Period (in dollars per share) | $ / shares | $ 4.55 |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive Income - AOCI Rollforward with Reclassification (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2019 | Mar. 31, 2018 | Jan. 01, 2018 | |
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | |||
Balance, beginning of period | $ 24,258 | $ 50,727 | |
Balance at January 1, 2018, as adjusted | $ 50,073 | ||
Other comprehensive loss | (840) | (806) | |
Balance, end of period | 26,603 | 47,514 | |
Total Accumulated Other Comprehensive Income | |||
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | |||
Balance, beginning of period | 40,768 | (3,852) | |
Cumulative effect of adoption of ASU 2016-01 | 40,495 | ||
Balance at January 1, 2018, as adjusted | 36,643 | ||
Other comprehensive loss arising during the period | (840) | (792) | |
Amounts reclassified from accumulated other comprehensive income | (6) | (7) | |
Other comprehensive loss | (846) | (799) | |
Balance, end of period | 39,922 | 35,844 | |
Unrealized Gains (Losses) on Available-for-Sale Investments | |||
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | |||
Balance, beginning of period | (160) | (566) | |
Cumulative effect of adoption of ASU 2016-01 | 40 | ||
Balance at January 1, 2018, as adjusted | (526) | ||
Other comprehensive loss arising during the period | 105 | (358) | |
Amounts reclassified from accumulated other comprehensive income | (6) | (7) | |
Other comprehensive loss | 99 | (365) | |
Balance, end of period | (61) | (891) | |
Foreign Currency Translation Adjustments | |||
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | |||
Balance, beginning of period | (3,286) | (3,286) | |
Cumulative effect of adoption of ASU 2016-01 | 0 | ||
Balance at January 1, 2018, as adjusted | (3,286) | ||
Other comprehensive loss arising during the period | 0 | 0 | |
Amounts reclassified from accumulated other comprehensive income | 0 | 0 | |
Other comprehensive loss | 0 | 0 | |
Balance, end of period | (3,286) | (3,286) | |
Change in Fair Value of Debt Attributable to Instrument-Specific Credit Risk | |||
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | |||
Balance, beginning of period | 44,259 | 0 | |
Cumulative effect of adoption of ASU 2016-01 | 40,455 | ||
Balance at January 1, 2018, as adjusted | $ 40,455 | ||
Other comprehensive loss arising during the period | (945) | (434) | |
Amounts reclassified from accumulated other comprehensive income | 0 | 0 | |
Other comprehensive loss | (945) | (434) | |
Balance, end of period | 43,314 | $ 40,021 | |
Equity in Other Comprehensive Loss of Limited Liability Investment | |||
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | |||
Balance, beginning of period | (45) | ||
Other comprehensive loss arising during the period | 0 | ||
Amounts reclassified from accumulated other comprehensive income | 0 | ||
Other comprehensive loss | 0 | ||
Balance, end of period | $ (45) |
Accumulated Other Comprehensi_4
Accumulated Other Comprehensive Income - Reclassification out of AOCI (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||
Net realized gains | $ 315,000 | $ 265,000 |
Other-than-temporary impairment loss | (75,000) | 0 |
Income (loss) from continuing operations before income tax (benefit) expense | 2,476,000 | (2,350,000) |
Income tax (benefit) expense | (713,000) | 254,000 |
Income (loss) from continuing operations | 3,189,000 | (2,604,000) |
Income from discontinued operations, net of taxes | 0 | 386,000 |
Net income (loss) | 3,189,000 | (2,218,000) |
Unrealized Gains (Losses) on Available-for-Sale Investments | Reclassification out of Accumulated Other Comprehensive Income | ||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||
Net realized gains | 6,000 | 7,000 |
Other-than-temporary impairment loss | 0 | 0 |
Income (loss) from continuing operations before income tax (benefit) expense | 6,000 | 7,000 |
Income tax (benefit) expense | 0 | 0 |
Income (loss) from continuing operations | 6,000 | 7,000 |
Income from discontinued operations, net of taxes | 0 | 0 |
Net income (loss) | $ 6,000 | $ 7,000 |
Segmented Information - Additio
Segmented Information - Additional Information (Details) | 3 Months Ended | |
Mar. 31, 2019asegment | Dec. 31, 2018state | |
Segment Reporting [Abstract] | ||
Number of reportable segments | segment | 2 | |
Number of states in which entity operates | state | 23 | |
Land subject to ground leases | a | 192 |
Segmented Information - Revenue
Segmented Information - Revenue by Reportable Segment (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Segment Reporting Information [Line Items] | ||
Service fee and commission income | $ 9,815 | $ 9,651 |
Other income | 145 | 213 |
Rental income | 3,341 | 3,348 |
Total revenues | 13,301 | 13,212 |
Operating Segments | ||
Segment Reporting Information [Line Items] | ||
Total revenues | 13,301 | 13,206 |
Not allocated to segments | ||
Segment Reporting Information [Line Items] | ||
Rental income | 0 | |
Rental income | 6 | |
Extended Warranty | Operating Segments | ||
Segment Reporting Information [Line Items] | ||
Service fee and commission income | 9,815 | 9,651 |
Other income | 75 | 66 |
Total revenues | 9,890 | 9,717 |
Leased Real Estate | Operating Segments | ||
Segment Reporting Information [Line Items] | ||
Other income | 70 | 147 |
Rental income | 3,341 | |
Rental income | 3,342 | |
Total revenues | $ 3,411 | $ 3,489 |
Segmented Information - Segment
Segmented Information - Segment (loss) income (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Segment Reporting Information [Line Items] | ||
Total segment operating income | $ (899,000) | $ (699,000) |
Net investment income | 699,000 | 638,000 |
Net realized gains | 315,000 | 265,000 |
Gain on change in fair value of equity investments | 78,000 | 1,165,000 |
(Gain) loss on change in fair value of limited liability investments, at fair value | (4,265,000) | 936,000 |
Net change in unrealized gain on private company investments | 19,000 | 0 |
Other-than-temporary impairment loss | (75,000) | 0 |
Interest expense not allocated to segments | (2,102,000) | (1,717,000) |
Other income and expenses not allocated to segments, net | (1,764,000) | (2,412,000) |
Amortization of intangible assets | (521,000) | (255,000) |
Gain (loss) on change in fair value of debt | 576,000 | (919,000) |
Equity in net (loss) income of investee | (33,000) | 101,000 |
Income (loss) from continuing operations before income tax (benefit) expense | 2,476,000 | (2,350,000) |
Income tax (benefit) expense | (713,000) | 254,000 |
Income (loss) from continuing operations | 3,189,000 | (2,604,000) |
Net investment income | 699,000 | 638,000 |
Operating Segments | ||
Segment Reporting Information [Line Items] | ||
Total segment operating income | 1,019,000 | 1,720,000 |
Extended Warranty | Operating Segments | ||
Segment Reporting Information [Line Items] | ||
Total segment operating income | 567,000 | 846,000 |
Leased Real Estate | Operating Segments | ||
Segment Reporting Information [Line Items] | ||
Total segment operating income | $ 452,000 | $ 874,000 |
Fair Value of Financial Instr_3
Fair Value of Financial Instruments - Financial Assets and Liabilities Measured at Fair Value on Recurring Basis (Details) - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 31, 2018 | Mar. 31, 2018 | Dec. 31, 2017 |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||||
Fixed maturity securities | $ 20,165 | $ 12,260 | ||
Equity investments | 934 | 856 | ||
Limited liability investments, at fair value | 30,101 | 26,015 | ||
Real estate investments | 10,662 | 10,662 | ||
Other investments | 800 | 2,079 | ||
Short-term investments | 153 | 152 | ||
Total assets | 62,815 | 52,024 | ||
Subordinated debt, at fair value | 50,392 | 50,023 | ||
Warrant liability | 317 | |||
Total liabilities | 50,709 | 50,023 | ||
U.S. government, government agencies and authorities | ||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||||
Fixed maturity securities | 13,169 | 5,547 | ||
States, municipalities and political subdivisions | ||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||||
Fixed maturity securities | 609 | 607 | ||
Mortgage-backed | ||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||||
Fixed maturity securities | 2,928 | 3,186 | ||
Corporate | ||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||||
Fixed maturity securities | 3,459 | 2,920 | ||
Common Stock | ||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||||
Equity investments | 826 | 801 | ||
Warrants | ||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||||
Equity investments | 108 | 55 | ||
Quoted Prices in Active Markets for Identical Assets (Level 1) | ||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||||
Fixed maturity securities | 0 | 0 | ||
Equity investments | 857 | 820 | ||
Limited liability investments, at fair value | 0 | 0 | ||
Real estate investments | 0 | 0 | ||
Other investments | 0 | 0 | ||
Short-term investments | 0 | 0 | ||
Total assets | 857 | 820 | ||
Subordinated debt, at fair value | 0 | 0 | ||
Warrant liability | 0 | |||
Total liabilities | 0 | 0 | ||
Quoted Prices in Active Markets for Identical Assets (Level 1) | U.S. government, government agencies and authorities | ||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||||
Fixed maturity securities | 0 | 0 | ||
Quoted Prices in Active Markets for Identical Assets (Level 1) | States, municipalities and political subdivisions | ||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||||
Fixed maturity securities | 0 | 0 | ||
Quoted Prices in Active Markets for Identical Assets (Level 1) | Mortgage-backed | ||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||||
Fixed maturity securities | 0 | 0 | ||
Quoted Prices in Active Markets for Identical Assets (Level 1) | Corporate | ||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||||
Fixed maturity securities | 0 | 0 | ||
Quoted Prices in Active Markets for Identical Assets (Level 1) | Common Stock | ||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||||
Equity investments | 826 | 801 | ||
Quoted Prices in Active Markets for Identical Assets (Level 1) | Warrants | ||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||||
Equity investments | 31 | 19 | ||
Significant Other Observable Inputs (Level 2) | ||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||||
Fixed maturity securities | 20,165 | 12,260 | ||
Equity investments | 77 | 36 | ||
Limited liability investments, at fair value | 4,377 | 206 | ||
Real estate investments | 0 | 0 | ||
Other investments | 800 | 2,079 | ||
Short-term investments | 153 | 152 | ||
Total assets | 25,572 | 14,733 | ||
Subordinated debt, at fair value | 50,392 | 50,023 | ||
Warrant liability | 0 | |||
Total liabilities | 50,392 | 50,023 | ||
Significant Other Observable Inputs (Level 2) | U.S. government, government agencies and authorities | ||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||||
Fixed maturity securities | 13,169 | 5,547 | ||
Significant Other Observable Inputs (Level 2) | States, municipalities and political subdivisions | ||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||||
Fixed maturity securities | 609 | 607 | ||
Significant Other Observable Inputs (Level 2) | Mortgage-backed | ||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||||
Fixed maturity securities | 2,928 | 3,186 | ||
Significant Other Observable Inputs (Level 2) | Corporate | ||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||||
Fixed maturity securities | 3,459 | 2,920 | ||
Significant Other Observable Inputs (Level 2) | Common Stock | ||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||||
Equity investments | 0 | 0 | ||
Significant Other Observable Inputs (Level 2) | Warrants | ||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||||
Equity investments | 77 | 36 | ||
Significant Unobservable Inputs (Level 3) | ||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||||
Fixed maturity securities | 0 | 0 | ||
Equity investments | 0 | 0 | ||
Limited liability investments, at fair value | 4,060 | 4,124 | $ 1,634 | $ 1,397 |
Real estate investments | 10,662 | 10,662 | 10,662 | 10,662 |
Other investments | 0 | 0 | ||
Short-term investments | 0 | 0 | ||
Total assets | 14,722 | 14,786 | 12,296 | |
Subordinated debt, at fair value | 0 | 0 | ||
Warrant liability | 317 | 0 | $ 0 | $ 0 |
Total liabilities | 317 | 0 | ||
Significant Unobservable Inputs (Level 3) | U.S. government, government agencies and authorities | ||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||||
Fixed maturity securities | 0 | 0 | ||
Significant Unobservable Inputs (Level 3) | States, municipalities and political subdivisions | ||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||||
Fixed maturity securities | 0 | 0 | ||
Significant Unobservable Inputs (Level 3) | Mortgage-backed | ||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||||
Fixed maturity securities | 0 | 0 | ||
Significant Unobservable Inputs (Level 3) | Corporate | ||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||||
Fixed maturity securities | 0 | 0 | ||
Significant Unobservable Inputs (Level 3) | Common Stock | ||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||||
Equity investments | 0 | 0 | ||
Significant Unobservable Inputs (Level 3) | Warrants | ||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||||
Equity investments | 0 | 0 | ||
Measured at Net Asset Value | ||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||||
Fixed maturity securities | 0 | 0 | ||
Equity investments | 0 | 0 | ||
Limited liability investments, at fair value | 21,664 | 21,685 | ||
Real estate investments | 0 | 0 | ||
Other investments | 0 | 0 | ||
Short-term investments | 0 | 0 | ||
Total assets | 21,664 | 21,685 | ||
Subordinated debt, at fair value | 0 | 0 | ||
Warrant liability | 0 | |||
Total liabilities | 0 | 0 | ||
Measured at Net Asset Value | U.S. government, government agencies and authorities | ||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||||
Fixed maturity securities | 0 | 0 | ||
Measured at Net Asset Value | States, municipalities and political subdivisions | ||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||||
Fixed maturity securities | 0 | 0 | ||
Measured at Net Asset Value | Mortgage-backed | ||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||||
Fixed maturity securities | 0 | 0 | ||
Measured at Net Asset Value | Corporate | ||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||||
Fixed maturity securities | 0 | 0 | ||
Measured at Net Asset Value | Common Stock | ||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||||
Equity investments | 0 | 0 | ||
Measured at Net Asset Value | Warrants | ||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||||
Equity investments | $ 0 | $ 0 |
Fair Value of Financial Instr_4
Fair Value of Financial Instruments - Reconciliation of Fair Value of Recurring Level 3 Measurements (Details) - USD ($) | 3 Months Ended | ||
Mar. 31, 2019 | Mar. 31, 2018 | Dec. 31, 2018 | |
Limited liability investments, at fair value: | |||
Beginning balance | $ 26,015,000 | ||
Purchases | (249,000) | $ (41,000) | |
Realized gains included in net income (loss) | 315,000 | 265,000 | |
Ending balance | 30,101,000 | ||
Real estate investments: | |||
Beginning balance | 10,662,000 | ||
Ending balance | 10,662,000 | ||
Total assets | 62,815,000 | $ 52,024,000 | |
Warrant liability: | |||
Ending balance - liabilities | 317,000 | ||
Significant Unobservable Inputs (Level 3) | |||
Limited liability investments, at fair value: | |||
Beginning balance | 4,124,000 | 1,397,000 | |
Purchases | 75,000 | 474,000 | |
Distributions received | (324,000) | (492,000) | |
Realized gains included in net income (loss) | 69,000 | 251,000 | |
Change in fair value of limited liability investments, at fair value included in net income (loss) | 116,000 | 4,000 | |
Ending balance | 4,060,000 | 1,634,000 | |
Unrealized gains recognized in net income (loss) on limited liability investments, at fair value held at end of period | 116,000 | 23,000 | |
Real estate investments: | |||
Beginning balance | 10,662,000 | 10,662,000 | |
Change in fair value of real estate investments included in net income (loss) | 0 | 0 | |
Ending balance | 10,662,000 | 10,662,000 | |
Unrealized gains recognized in net income (loss) on real estate investments held at end of period | 0 | 0 | |
Total assets | 14,722,000 | 12,296,000 | $ 14,786,000 |
Warrant liability: | |||
Beginning balance | 0 | 0 | |
Issuance of warrants | 361,000 | 0 | |
Change in fair value of warrant liability included in net income (loss) | (44,000) | 0 | |
Ending balance - liabilities | 317,000 | 0 | |
Unrealized gains recognized in net income (loss) on warrant liability held at end of period | $ (44) | $ 0 |
Fair Value of Financial Instr_5
Fair Value of Financial Instruments - Valuation Techniques Used to Measure Investments (Details) | Mar. 31, 2019USD ($) | Dec. 31, 2018USD ($) | Mar. 31, 2018USD ($) | Dec. 31, 2017USD ($) |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Limited liability investments, at fair value | $ 2,911,000 | $ 3,090,000 | ||
Real estate investments | 10,662,000 | 10,662,000 | ||
Warrant liability | 317,000 | |||
Significant Unobservable Inputs (Level 3) | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Limited liability investments, at fair value | 4,060,000 | 4,124,000 | ||
Real estate investments | 10,662,000 | 10,662,000 | $ 10,662,000 | $ 10,662,000 |
Warrant liability | $ 317,000 | $ 0 | $ 0 | $ 0 |
Significant Unobservable Inputs (Level 3) | Cap rates | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Real estate investments, measurement input | 0.075 | 0.075 | ||
Significant Unobservable Inputs (Level 3) | Minimum | Valuation multiples | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Limited liability investments, measurement input | 5 | 5 | ||
Warrant liability, measurement input | 6 | |||
Significant Unobservable Inputs (Level 3) | Maximum | Valuation multiples | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Limited liability investments, measurement input | 8.8 | 8.8 |
Fair Value of Financial Instr_6
Fair Value of Financial Instruments - Investments at Fair Value Using Net Asset Value Per Share As Practical Expedient (Details) - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 31, 2018 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Limited liability investments, at fair value | $ 30,101 | $ 26,015 |
Measured at Net Asset Value | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Limited liability investments, at fair value | $ 21,664 | $ 21,685 |
Fair Value of Financial Instr_7
Fair Value of Financial Instruments - Assets and Liabilities Measured at Fair Value on a Nonrecurring Basis (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Net change in unrealized gain on private company investments | $ 19,000 | $ 0 |
Other-than-temporary impairment loss | 75,000 | $ 0 |
Recurring | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Other-than-temporary impairment loss | $ 0 |
Fair Value of Financial Instr_8
Fair Value of Financial Instruments - Valuation Techniques and Significant Unobservable Inputs (Details) - Significant Unobservable Inputs (Level 3) $ in Thousands | Mar. 31, 2019USD ($) |
Multi-period excess earnings | Growth rate | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Intangible asset, measurement input | 0.030 |
Multi-period excess earnings | Attrition rate | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Intangible asset, measurement input | 0.200 |
Multi-period excess earnings | Discount rate | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Intangible asset, measurement input | 0.130 |
Relief from royalty | Discount rate | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Intangible asset, measurement input | 0.130 |
Minimum | Relief from royalty | Royalty rate | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Intangible asset, measurement input | 0.003 |
Maximum | Relief from royalty | Royalty rate | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Intangible asset, measurement input | 0.020 |
Customer relationships | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Finite-lived intangible assets, fair value disclosure | $ 3,732 |
Trade Names | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Indefinite-lived intangible assets (excluding goodwill), fair value disclosure | 1,974 |
Intangible Assets, Deferred Service Fees - Penn Warranty Corporation | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Deferred service fees | $ 8,734 |
Intangible Assets, Deferred Service Fees - Penn Warranty Corporation | Bottom-up | Discount rate | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Intangible asset, measurement input | 0.050 |
Intangible Assets, Deferred Service Fees - Penn Warranty Corporation | Bottom-up | Normal profit margin | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Intangible asset, measurement input | 0.155 |
Intangible Assets, Deferred Service Fees - Penn Warranty Corporation | Bottom-up | Total direct costs | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Intangible asset, measurement input | 0.703 |
Intangible Assets, Deferred Service Fees - Prime Auto Care, Inc. | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Deferred service fees | $ 1,830 |
Intangible Assets, Deferred Service Fees - Prime Auto Care, Inc. | Bottom-up | Discount rate | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Intangible asset, measurement input | 0.050 |
Intangible Assets, Deferred Service Fees - Prime Auto Care, Inc. | Bottom-up | Normal profit margin | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Intangible asset, measurement input | 0.085 |
Intangible Assets, Deferred Service Fees - Prime Auto Care, Inc. | Bottom-up | Total direct costs | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Intangible asset, measurement input | 0.698 |
Related Parties - Argo Manageme
Related Parties - Argo Management Group, LLC (Details) $ in Millions | 12 Months Ended |
Dec. 31, 2018USD ($) | |
Management | |
Related Party Transaction [Line Items] | |
Funding received | $ 0.5 |
Related Parties - 1347 Property
Related Parties - 1347 Property Insurance Holdings, Inc (Details) $ / shares in Units, $ in Thousands | Jul. 24, 2018USD ($)$ / shares | Mar. 15, 2018shares | Jan. 02, 2018USD ($)$ / shares | Nov. 01, 2017shares | Oct. 25, 2017USD ($)$ / sharesshares | Feb. 24, 2015USD ($)day$ / sharesshares | Mar. 26, 2014day$ / sharesshares | Mar. 31, 2019$ / sharesshares | Dec. 31, 2018 |
Clause 1, 2 and 3 | |||||||||
Related Party Transaction [Line Items] | |||||||||
Stock reserved for future issuances (in shares) | 350,000 | ||||||||
Clause 1 and 2 | |||||||||
Related Party Transaction [Line Items] | |||||||||
Stock reserved for future issuances (in shares) | 225,000 | ||||||||
Clause 2 | |||||||||
Related Party Transaction [Line Items] | |||||||||
Stock reserved for future issuances (in shares) | 125,000 | ||||||||
Share price (in dollars per share) | $ / shares | $ 12 | $ 12 | |||||||
Clause 3 | |||||||||
Related Party Transaction [Line Items] | |||||||||
Share price (in dollars per share) | $ / shares | $ 15 | $ 15 | |||||||
Affiliated Entity | |||||||||
Related Party Transaction [Line Items] | |||||||||
Equity method investment, ownership percentage | 0.00% | 0.00% | |||||||
Management | |||||||||
Related Party Transaction [Line Items] | |||||||||
Stock issued (in shares) | 475,428 | 900,000 | |||||||
Share price (in dollars per share) | $ / shares | $ 7.85 | ||||||||
Proceeds from termination of contract | $ | $ 300 | ||||||||
Proceeds from sale of equity | $ | 3,000 | ||||||||
Consideration received on transaction | $ | $ 1,000 | $ 3,000 | |||||||
Common Stock | Management | |||||||||
Related Party Transaction [Line Items] | |||||||||
Effect on future cash flows | $ | $ 7,100 | ||||||||
Other shares (in shares) | 424,572 | ||||||||
Maximum | |||||||||
Related Party Transaction [Line Items] | |||||||||
Share price (in dollars per share) | $ / shares | $ 18 | $ 18 | |||||||
Fundamental Global Investors, LLC | Kingsway Financial Services, Inc | |||||||||
Related Party Transaction [Line Items] | |||||||||
Ownership percentage (less than at March 31, 2019) | 5.00% | 5.00% | |||||||
1347 Property Insurance Holdings, Inc. | |||||||||
Related Party Transaction [Line Items] | |||||||||
Preferred stock, dividend rate | 8.00% | 8.00% | |||||||
1347 Property Insurance Holdings, Inc. | Clause 2 | |||||||||
Related Party Transaction [Line Items] | |||||||||
Share price (in dollars per share) | $ / shares | $ 15 | ||||||||
1347 Property Insurance Holdings, Inc. | Affiliated Entity | |||||||||
Related Party Transaction [Line Items] | |||||||||
Effect on future cash flows | $ | $ 2,000 | ||||||||
Stock issued (in shares) | 3,000,000 | ||||||||
Stock reserved for future issuances (in shares) | 100,000 | ||||||||
Share price (in dollars per share) | $ / shares | $ 10 | $ 10 | |||||||
Threshold trading days | day | 20 | ||||||||
Threshold consecutive trading days | 30 days | ||||||||
1347 Property Insurance Holdings, Inc. | Affiliated Entity | Clause 1, 2 and 3 | |||||||||
Related Party Transaction [Line Items] | |||||||||
Stock reserved for future issuances (in shares) | 375,000 | ||||||||
1347 Property Insurance Holdings, Inc. | Affiliated Entity | Clause 1 and 2 | |||||||||
Related Party Transaction [Line Items] | |||||||||
Stock reserved for future issuances (in shares) | 250,000 | ||||||||
1347 Property Insurance Holdings, Inc. | Affiliated Entity | Clause 2 | |||||||||
Related Party Transaction [Line Items] | |||||||||
Stock reserved for future issuances (in shares) | 125,000 | ||||||||
Share price (in dollars per share) | $ / shares | $ 15 | ||||||||
Threshold trading days | day | 20 | ||||||||
Threshold consecutive trading days | 30 days | ||||||||
1347 Property Insurance Holdings, Inc. | Affiliated Entity | Clause 1 | |||||||||
Related Party Transaction [Line Items] | |||||||||
Stock reserved for future issuances (in shares) | 125,000 | ||||||||
Share price (in dollars per share) | $ / shares | $ 12 | ||||||||
Threshold trading days | day | 20 | ||||||||
Threshold consecutive trading days | 30 days | ||||||||
1347 Property Insurance Holdings, Inc. | Affiliated Entity | Clause 3 | |||||||||
Related Party Transaction [Line Items] | |||||||||
Stock reserved for future issuances (in shares) | 125,000 | ||||||||
1347 Property Insurance Holdings, Inc. | Common Stock | Affiliated Entity | |||||||||
Related Party Transaction [Line Items] | |||||||||
Other shares (in shares) | 1,500,000 | ||||||||
1347 Property Insurance Holdings, Inc. | Maximum | Affiliated Entity | |||||||||
Related Party Transaction [Line Items] | |||||||||
Share price (in dollars per share) | $ / shares | $ 18 | ||||||||
Threshold trading days | day | 20 | ||||||||
Threshold consecutive trading days | 30 days |
Related Parties - Itasca Capita
Related Parties - Itasca Capital Ltd. (Details) $ / shares in Units, $ / shares in Units, $ in Millions, $ in Millions | Nov. 19, 2019USD ($)$ / sharesshares | Oct. 31, 2019CAD ($)$ / sharesshares | Oct. 09, 2019CAD ($)$ / sharesshares | Sep. 30, 2019USD ($)$ / sharesshares | Sep. 05, 2018shares | Nov. 17, 2017USD ($) | Jun. 10, 2016USD ($) | Mar. 31, 2019shares | Dec. 31, 2018shares | Dec. 31, 2019shares |
Board of Directors Chairman | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Equity method investment, ownership percentage | 40.60% | 40.60% | ||||||||
Chief Financial Officer | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Payments to acquire management contract rights | $ | $ 0 | $ 0 | ||||||||
Affiliated Entity | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Equity method investment, ownership percentage | 0.00% | 0.00% | ||||||||
Corporate Segment | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Equity method investment, ownership percentage | 22.90% | 22.90% | ||||||||
Fundamental Global Investors, LLC | Kingsway Financial Services, Inc | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Ownership percentage (less than at March 31, 2019) | 5.00% | 5.00% | ||||||||
Restricted Stock | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Shares unvested (in shares) | 976,950 | 1,092,450 | ||||||||
2018 Restricted Stock Awards | Restricted Stock | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Shares unvested (in shares) | 500,000 | |||||||||
Former Chief Executive Officer | 2018 Restricted Stock Awards | Restricted Stock | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Shares granted (in shares) | 350,000 | |||||||||
Shares withheld for tax obligation (in shares) | 102,550 | |||||||||
Shares unvested (in shares) | 247,450 | |||||||||
Subsequent Event | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Consideration received, cash | $ | $ 0.6 | $ 0.6 | ||||||||
Consideration received (in shares) | 594,750 | 594,750 | ||||||||
Consideration received, warrants (in shares) | 400,000 | 400,000 | ||||||||
Warrant exercise price (in dollars per share) | $ / shares | $ 15 | $ 15 | ||||||||
Subsequent Event | ICL | ICL | Affiliated Entity | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Share price (in dollars per share) | $ / shares | $ 0.35 | $ 0.35 | ||||||||
Number of shares to be sold (in shares) | 3,011,447 | 1,974,113 | ||||||||
Subsequent Event | ICL | ICL | Affiliated Entity | Execution of Share Agreement With Related Party | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Amount of related party transaction | $ | $ 1.1 | $ 0.7 | ||||||||
Number of shares (in shares) | 247,450 | |||||||||
Subsequent Event | ICL | ICL | Affiliated Entity | Execution of Share Agreement With Related Party, Portion Received in Cash | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Amount of related party transaction | $ | $ 0.2 | |||||||||
Subsequent Event | Former Chief Executive Officer | 2018 Restricted Stock Awards | Restricted Stock | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Shares unvested (in shares) | 247,450 |
Related Parties - Fundamental G
Related Parties - Fundamental Global Investors, LLC (Details) $ / shares in Units, $ / shares in Units, $ in Thousands, $ in Millions | Jul. 30, 2018USD ($)$ / sharesshares | Jul. 30, 2018CAD ($) | Mar. 15, 2018USD ($)shares | Nov. 01, 2017USD ($)shares | Oct. 25, 2017USD ($)$ / sharesshares | Mar. 31, 2019USD ($) | Mar. 31, 2018USD ($) | Jul. 30, 2018$ / sharesshares |
Related Party Transaction [Line Items] | ||||||||
Proceeds from sales of equity investments | $ 0 | $ 3,633 | ||||||
Management | ||||||||
Related Party Transaction [Line Items] | ||||||||
Stock issued (in shares) | shares | 475,428 | 900,000 | ||||||
Share price (in dollars per share) | $ / shares | $ 7.85 | |||||||
Proceeds from sale of treasury stock | $ 3,700 | |||||||
Proceeds from sales of equity investments | $ 3,400 | |||||||
Common Stock | Management | ||||||||
Related Party Transaction [Line Items] | ||||||||
Effect on future cash flows | $ 7,100 | |||||||
Other shares (in shares) | shares | 424,572 | |||||||
Common Stock | Management | ||||||||
Related Party Transaction [Line Items] | ||||||||
Effect on future cash flows | $ 500 | |||||||
Shares of investment (in shares) | shares | 75,000 | 75,000 | ||||||
Sale of stock (in dollars per share) | $ / shares | $ 7.13 | |||||||
Corporate Segment | ||||||||
Related Party Transaction [Line Items] | ||||||||
Effect on future cash flows | $ 1.3 | |||||||
Shares of investment (in shares) | shares | 1,813,889 | 1,813,889 | ||||||
Sale of stock (in dollars per share) | $ / shares | $ 0.72 |
Related Parties - Insurance Inc
Related Parties - Insurance Income Strategies Ltd. (Details) - USD ($) $ in Millions | Mar. 31, 2019 | Aug. 10, 2018 |
Equity Method Investee | ||
Related Party Transaction [Line Items] | ||
Percentage of assets | 0.90% | |
Percentage of net profits | 9.00% | |
Percentage of future fees | 50.00% | |
Preferred stock issued | $ 15 | |
IIS Re Ltd | ||
Related Party Transaction [Line Items] | ||
Ownership percentage by parent | 100.00% |
Related Parties - Itasca Golf I
Related Parties - Itasca Golf Investors, LLC (Details) - Investor - USD ($) $ in Thousands | Sep. 05, 2018 | Apr. 08, 2014 |
Related Party Transaction [Line Items] | ||
Equity method investment, ownership percentage | 42.90% | |
Proceeds from sale of equity method investments | $ 1,500 |
Related Parties - AK Realty I L
Related Parties - AK Realty I LLC (Details) | Mar. 31, 2019 | Dec. 31, 2018 | Jul. 26, 2017 | Sep. 21, 2015 |
Equity Method Investee | ||||
Related Party Transaction [Line Items] | ||||
Equity method investment, ownership percentage | 47.60% | 47.60% | 51.00% | 33.30% |
Related Parties - Logistics Lea
Related Parties - Logistics Leasing, LLC (Details) - Equity Method Investee | Mar. 31, 2019 | Dec. 31, 2018 | Jul. 26, 2017 | Sep. 21, 2015 |
Related Party Transaction [Line Items] | ||||
Ownership interest acquired | 50.00% | |||
Equity method investment, ownership percentage | 47.60% | 47.60% | 51.00% | 33.30% |
Related Parties - 1347 Energy H
Related Parties - 1347 Energy Holdings LLC (Details) - USD ($) | Feb. 12, 2018 | Mar. 31, 2019 | Dec. 31, 2018 |
Principal Owner | |||
Related Party Transaction [Line Items] | |||
Equity method investment, ownership percentage | 0.00% | 45.60% | |
Chief Executive Officer | |||
Related Party Transaction [Line Items] | |||
Equity method investment, ownership percentage | 0.00% | 0.80% | |
Collateralized Agreements | $ 0 | $ 600,000 | |
Affiliated Entity | |||
Related Party Transaction [Line Items] | |||
Equity method investment, ownership percentage | 0.00% | 0.00% | |
1347 Energy Holdings LLC | Affiliated Entity | |||
Related Party Transaction [Line Items] | |||
Collateralized Agreements | $ 1,800,000 | ||
Proceeds from surety bonds | $ 700,000 |
Related Parties - 1347 Investor
Related Parties - 1347 Investors LLC (Details) - USD ($) $ / shares in Units, $ in Millions | Nov. 19, 2019 | Sep. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Jul. 26, 2017 | Sep. 21, 2015 |
Limited Liability Company | ||||||
Related Party Transaction [Line Items] | ||||||
Equity method investment, ownership percentage | 26.70% | 26.70% | ||||
Equity Method Investee | ||||||
Related Party Transaction [Line Items] | ||||||
Equity method investment, ownership percentage | 47.60% | 47.60% | 51.00% | 33.30% | ||
Board of Directors Chairman | ||||||
Related Party Transaction [Line Items] | ||||||
Equity method investment, ownership percentage | 40.60% | 40.60% | ||||
Subsequent Event | ||||||
Related Party Transaction [Line Items] | ||||||
Consideration received, cash | $ 0.6 | $ 0.6 | ||||
Consideration received (in shares) | 594,750 | 594,750 | ||||
Consideration received, warrants (in shares) | 400,000 | 400,000 | ||||
Warrant exercise price (in dollars per share) | $ 15 | $ 15 | ||||
Kingsway Financial Services, Inc | Fundamental Global Investors, LLC | ||||||
Related Party Transaction [Line Items] | ||||||
Ownership percentage (less than at March 31, 2019) | 5.00% | 5.00% |
Related Parties - Atlas Financi
Related Parties - Atlas Financial Holdings, Inc. (Details) - USD ($) $ in Millions | Nov. 30, 2010 | Mar. 31, 2019 |
Related Party Transactions [Abstract] | ||
Notes receivable, related parties | $ 1.1 | $ 0.7 |
Receivable interest rate | 3.00% | |
Market value of pledged shares | $ 0 |
Related Parties - Other Related
Related Parties - Other Related Party Transactions (Details) - USD ($) | Feb. 28, 2020 | Sep. 05, 2018 | Mar. 31, 2019 | Mar. 31, 2018 |
Related Party Transaction [Line Items] | ||||
Other income | $ 145,000 | $ 213,000 | ||
Swets | Affiliated Entity | ||||
Related Party Transaction [Line Items] | ||||
Advisor agreement period | 1 year | |||
Other income | $ 300,000 | |||
Subsequent Event | Chief Financial Officer | ||||
Related Party Transaction [Line Items] | ||||
Consulting agreement, fee | $ 100,000 | |||
Consulting agreement, hourly fee | $ 165 |
Commitment and Contingencies (D
Commitment and Contingencies (Details) - USD ($) | Jan. 20, 2020 | Mar. 31, 2019 |
Loss Contingencies [Line Items] | ||
Subscription agreement amount | $ 2,600,000 | |
Unfunded commitments | 600,000 | |
Aegis | Breach of contract | ||
Loss Contingencies [Line Items] | ||
Settlement amount | $ 0 | |
Aegis | Breach of contract | Subsequent Event | ||
Loss Contingencies [Line Items] | ||
Maximum litigation reimbursement amount | $ 900,000 | |
Percentage of future losses reimbursable | 60.00% | |
Estimate of possible loss | $ 4,800,000 | |
CMC | Subsidiaries | ||
Loss Contingencies [Line Items] | ||
Indirect ownership percentage owned by parent | 81.00% | |
CMC | Subsidiaries | DGI | ||
Loss Contingencies [Line Items] | ||
Remaining ownership percentage owned by noncontrolling interest | 19.00% |
Uncategorized Items - kfs-20190
Label | Element | Value |
Noncontrolling Interest [Member] | ||
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest, Adjusted Balance | us-gaap_StockholdersEquityIncludingPortionAttributableToNoncontrollingInterestAdjustedBalance1 | $ 9,354,000 |
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest | us-gaap_ProfitLoss | $ 359,000 |
Common Stock [Member] | ||
Common Stock, Shares, Issued | us-gaap_CommonStockSharesIssued | 21,708,190 |
Retained Earnings [Member] | ||
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest, Adjusted Balance | us-gaap_StockholdersEquityIncludingPortionAttributableToNoncontrollingInterestAdjustedBalance1 | $ (352,095,000) |
Additional Paid-in Capital [Member] | ||
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest, Adjusted Balance | us-gaap_StockholdersEquityIncludingPortionAttributableToNoncontrollingInterestAdjustedBalance1 | 356,171,000 |
Parent [Member] | ||
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest, Adjusted Balance | us-gaap_StockholdersEquityIncludingPortionAttributableToNoncontrollingInterestAdjustedBalance1 | 40,719,000 |
Accounting Standards Update 2014-09 [Member] | Noncontrolling Interest [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | (7,000) |
Accounting Standards Update 2014-09 [Member] | Parent [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | (647,000) |
Accounting Standards Update 2016-01 [Member] | AOCI Attributable to Parent [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | $ 40,495,000 |