Document And Entity Information
Document And Entity Information - shares | 3 Months Ended | |
Mar. 31, 2022 | May 06, 2022 | |
Document Information [Line Items] | ||
Entity Central Index Key | 0001072627 | |
Entity Registrant Name | KINGSWAY FINANCIAL SERVICES INC | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Period Focus | Q1 | |
Document Fiscal Year Focus | 2022 | |
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 31, 2022 | |
Document Transition Report | false | |
Entity File Number | 001-15204 | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 85-1792291 | |
Entity Address, Address Line One | 150 E. Pierce Road | |
Entity Address, City or Town | Itasca | |
Entity Address, State or Province | IL | |
Entity Address, Postal Zip Code | 60143 | |
City Area Code | 847 | |
Local Phone Number | 871-6408 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 24,135,368 |
Consolidated Balance Sheets (Cu
Consolidated Balance Sheets (Current Period Unaudited) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Investments: | ||
Fixed maturities, at fair value (amortized cost of $36,539 and $35,889, respectively) | $ 35,150 | $ 35,666 |
Equity investments, at fair value (cost of $187 and $1,147, respectively) | 169 | 179 |
Limited liability investments, at fair value | 15,189 | 14,804 |
Investments in private companies, at adjusted cost | 790 | 790 |
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 | 239 | 256 |
Short-term investments, at cost which approximates fair value | 157 | 157 |
Total investments | 67,595 | 68,437 |
Cash and cash equivalents | 13,053 | 12,642 |
Restricted cash | 16,682 | 17,257 |
Accrued investment income | 1,042 | 1,013 |
Other receivables, net of allowance for doubtful accounts of $5 and $5, respectively | 13,482 | 13,898 |
Deferred contract costs | 11,955 | 10,930 |
Carrying Value | 107,863 | 108,587 |
Right-of-use asset | 2,003 | 2,248 |
Goodwill | 110,247 | 110,247 |
Intangible assets, net of accumulated amortization of $21,841 and $20,333, respectively | 106,722 | 108,230 |
Other assets | 15,218 | 15,489 |
Total Assets | 474,575 | 475,634 |
Liabilities: | ||
Accrued expenses and other liabilities | 52,100 | 47,622 |
Income taxes payable | 415 | 294 |
Deferred service fees | 89,877 | 89,217 |
Bank loans | 24,894 | 26,717 |
Notes payable | 203,259 | 205,025 |
Subordinated debt, at fair value | 61,882 | 60,973 |
Lease liability | 2,223 | 2,479 |
Net deferred income tax liabilities | 28,048 | 28,553 |
Total Liabilities | 462,698 | 460,880 |
Shareholders' Equity: | ||
Common stock, no par value; 50,000,000 and 50,000,000 authorized at March 31, 2022 and December 31, 2021, respectively; 22,882,614 and 22,882,614 issued and outstanding at March 31, 2022 and December 31, 2021, respectively | 0 | 0 |
Additional paid-in capital | 359,346 | 359,138 |
Treasury stock, at cost; 247,450 and 247,450 outstanding at March 31, 2022 and December 31, 2021, respectively | (492) | (492) |
Accumulated deficit | (397,802) | (395,149) |
Accumulated other comprehensive income | 30,614 | 30,779 |
Shareholders' equity attributable to common shareholders | (8,334) | (5,724) |
Noncontrolling interests in consolidated subsidiaries | 13,635 | 13,981 |
Total Shareholders' Equity | 5,301 | 8,257 |
Total Liabilities, Class A preferred stock and Shareholders' Equity | 474,575 | 475,634 |
Redeemable Class A Preferred Stock [Member] | ||
Liabilities: | ||
Redeemable Class A preferred stock, no par value; 1,000,000 and 1,000,000 authorized at March 31, 2022 and December 31, 2021, respectively; 169,733 and 169,733 issued and outstanding at March 31, 2022 and December 31, 2021, respectively; redemption amount of $6,576 and $6,497 at March 31, 2022 and December 31, 2021, respectively | 6,576 | 6,497 |
Service Fees [Member] | ||
Investments: | ||
Service fee receivable, net of allowance for doubtful accounts of $261 and $241, respectively | 8,713 | 6,656 |
Liabilities: | ||
Deferred service fees | 89,877 | 89,217 |
Limited Liability Investments [Member] | ||
Investments: | ||
Limited liability investments | 1,488 | 1,901 |
Limited liability investments, at fair value | $ 18,940 | $ 18,826 |
Consolidated Balance Sheets (_2
Consolidated Balance Sheets (Current Period Unaudited) (Parentheticals) - USD ($) $ / shares in Thousands, $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Fixed maturities, cost | $ 36,539 | $ 35,889 |
Equity investments, cost | 187 | 1,147 |
Real estate investments, cost | 10,225 | 10,225 |
Property and equipment, accumulated depreciation | 24,370 | 24,224 |
Intangible assets accumulated amortization | $ 21,841 | $ 20,333 |
Temporary equity, outstanding (in shares) | 169,733 | |
Temporary equity, redemption | $ 6,600 | |
Common stock, no par value (in dollars per share) | $ 0 | $ 0 |
Common stock, authorized (in shares) | 50,000,000 | 50,000,000 |
Common stock, issued (in shares) | 22,882,614 | 22,882,614 |
Common stock, outstanding (in shares) | 22,882,614 | 22,882,614 |
Treasury stock (in shares) | 247,450 | 247,450 |
Redeemable Class A Preferred Stock [Member] | ||
Temporary equity, par value (in dollars per share) | $ 0 | $ 0 |
Temporary equity, authority (in shares) | 1,000,000 | 1,000,000 |
Temporary equity, issued (in shares) | 169,733 | 169,733 |
Temporary equity, outstanding (in shares) | 169,733 | 169,733 |
Temporary equity, redemption | $ 6,576 | $ 6,497 |
Other Receivables | ||
Allowance for doubtful accounts | 5 | 5 |
Service Fees [Member] | ||
Allowance for doubtful accounts | $ 261 | $ 241 |
Consolidated Statements of Oper
Consolidated Statements of Operations (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Revenues: | ||
Service fee and commission revenue | $ 22,456 | $ 18,574 |
Rental revenue | 3,667 | 3,341 |
Total revenues | 26,123 | 21,915 |
Operating expenses: | ||
Claims authorized on vehicle service agreements | 5,183 | 4,667 |
Commissions | 1,263 | 1,388 |
Cost of services sold | 4,572 | 980 |
General and administrative expenses | 12,615 | 12,590 |
Leased real estate segment interest expense | 1,691 | 1,468 |
Total operating expenses | 25,324 | 21,093 |
Operating income | 799 | 822 |
Other revenues (expenses), net: | ||
Net investment income | 619 | 421 |
Net realized gains | 54 | 51 |
Loss on change in fair value of equity investments | (10) | (151) |
Gain (loss) on change in fair value of limited liability investments, at fair value | 127 | (202) |
Non-operating other revenue | 224 | 107 |
Interest expense not allocated to segments | (1,364) | (1,552) |
Amortization of intangible assets | (1,494) | (497) |
Loss on change in fair value of debt | (1,868) | (1,019) |
Gain on extinguishment of debt | 0 | 2,494 |
Total other expenses, net | (3,712) | (348) |
(Loss) income before income tax benefit | (2,913) | 474 |
Income tax benefit | (409) | (425) |
Net (loss) income | (2,504) | 899 |
Less: net income attributable to noncontrolling interests in consolidated subsidiaries | 149 | 259 |
Less: dividends on preferred stock | 78 | 238 |
Net (loss) income attributable to common shareholders | $ (2,731) | $ 402 |
(Loss) earnings per share – net (loss) income attributable to common shareholders: | ||
Basic: (in dollars per share) | $ (0.12) | $ 0.02 |
Diluted: (in dollars per share) | $ (0.12) | $ 0.02 |
Weighted-average shares outstanding (in ‘000s): | ||
Basic: (in shares) | 22,883 | 22,218 |
Diluted: (in shares) | 22,883 | 22,219 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Loss (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | ||
Net (loss) income | $ (2,504) | $ 899 | |
Other comprehensive loss, net of taxes(1): | |||
Unrealized losses arising during the period | [1] | (1,167) | (75) |
Reclassification adjustment for amounts included in net (loss) income | [1] | 1 | 12 |
Change in fair value of debt attributable to instrument-specific credit risk | [1] | 959 | (1,721) |
Other comprehensive loss | (207) | (1,784) | |
Comprehensive loss | (2,711) | (885) | |
Less: comprehensive income attributable to noncontrolling interests in consolidated subsidiaries | 107 | 256 | |
Comprehensive loss attributable to common shareholders | $ (2,818) | $ (1,141) | |
[1] | Net of income tax benefit of $0 for the three months ended March 31, 2022 and March 31, 2021. |
Consolidated Statements of Co_2
Consolidated Statements of Comprehensive Loss (Unaudited) (Parentheticals) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Other comprehensive (loss) income, tax | $ 0 | $ 0 |
Consolidated Statements of Shar
Consolidated Statements of Shareholders' Equity (Unaudited) - USD ($) $ in Thousands | Common Stock [Member] | Additional Paid-in Capital [Member] | Treasury Stock [Member] | Retained Earnings [Member] | AOCI Attributable to Parent [Member] | Parent [Member] | Noncontrolling Interest [Member] | Total |
Balance (in shares) at Dec. 31, 2020 | 22,211,069 | |||||||
Balance at Dec. 31, 2020 | $ 0 | $ 355,242 | $ (492) | $ (394,807) | $ 38,059 | $ (1,998) | $ 14,157 | $ 12,159 |
Net (loss) income | 0 | 0 | 0 | 640 | 0 | 640 | 259 | 899 |
Preferred stock dividends | 0 | (238) | 0 | 0 | 0 | (238) | 0 | (238) |
Distributions to noncontrolling interest holders | 0 | 0 | 0 | 0 | 0 | 0 | (169) | (169) |
Other comprehensive income (loss) | 0 | 0 | 0 | 0 | (1,780) | (1,780) | (4) | (1,784) |
Stock-based compensation, net of forfeitures | $ 0 | 995 | 0 | 0 | 0 | 995 | 0 | 995 |
Vesting of restricted stock awards, net of share settlements for tax withholdings (in shares) | 154,562 | |||||||
Vesting of restricted stock awards, net of share settlements for tax withholdings | $ 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
Balance (in shares) at Mar. 31, 2021 | 22,365,631 | |||||||
Balance at Mar. 31, 2021 | $ 0 | 355,999 | (492) | (394,167) | 36,279 | (2,381) | 14,243 | $ 11,862 |
Balance (in shares) at Dec. 31, 2021 | 22,882,614 | 22,882,614 | ||||||
Balance at Dec. 31, 2021 | $ 0 | 359,138 | (492) | (395,149) | 30,779 | (5,724) | 13,981 | $ 8,257 |
Net (loss) income | 0 | 0 | 0 | (2,653) | 0 | (2,653) | 149 | (2,504) |
Preferred stock dividends | 0 | (78) | 0 | 0 | 0 | (78) | 0 | (78) |
Distributions to noncontrolling interest holders | 0 | 0 | 0 | 0 | 0 | 0 | (453) | (453) |
Other comprehensive income (loss) | 0 | 0 | 0 | 0 | (165) | (165) | (42) | (207) |
Stock-based compensation, net of forfeitures | $ 0 | 286 | 0 | 0 | 0 | 286 | 0 | $ 286 |
Balance (in shares) at Mar. 31, 2022 | 22,882,614 | 22,882,614 | ||||||
Balance at Mar. 31, 2022 | $ 0 | $ 359,346 | $ (492) | $ (397,802) | $ 30,614 | $ (8,334) | $ 13,635 | $ 5,301 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Operating activities: | ||
Net (loss) income | $ (2,504) | $ 899 |
Adjustments to reconcile net (loss) income to net cash used in operating activities: | ||
Equity in net (income) loss of limited liability investments | (235) | 9 |
Depreciation and amortization expense | 2,330 | 1,548 |
Stock-based compensation expense, net of forfeitures | 378 | 1,699 |
Net realized gains | (54) | (51) |
Loss on change in fair value of equity investments | 10 | 151 |
(Gain) loss on change in fair value of limited liability investments, at fair value | (127) | 202 |
Loss on change in fair value of debt | 1,868 | 1,019 |
Gain on change in fair value of derivatives | (196) | 0 |
Loss on change in fair value of contingent consideration | 309 | 0 |
Deferred income taxes | (505) | (518) |
Amortization of fixed maturities premiums and discounts | 74 | 44 |
Amortization of notes payable premium, discounts and debt issue costs | (249) | (218) |
Gain on extinguishment of debt | 0 | (2,494) |
Changes in operating assets and liabilities: | ||
Service fee receivable, net | (2,057) | (1,302) |
Other receivables, net | 416 | (1,597) |
Deferred contract costs | (1,025) | (8) |
Other assets | 271 | 138 |
Deferred service fees | 660 | (1,074) |
Other, net | 4,477 | (316) |
Net cash provided by (used in) operating activities | 3,841 | (1,869) |
Investing activities: | ||
Proceeds from sales and maturities of fixed maturities | 2,566 | 1,970 |
Proceeds from sales of equity investments | 0 | 23 |
Purchases of fixed maturities | (3,296) | (1,214) |
Net proceeds from limited liability investments | 648 | 0 |
Net proceeds from limited liability investments, at fair value | 47 | 12,977 |
Net proceeds from investments in private companies | 26 | 17 |
Net proceeds from (purchases of) other investments | 17 | (5) |
Acquisition of business, net of cash acquired | (83) | (50) |
Net purchases of property and equipment | (112) | (228) |
Net cash (used in) provided by investing activities | (187) | 13,490 |
Financing activities: | ||
Distributions to noncontrolling interest holders | (453) | (169) |
Taxes paid related to net share settlements of restricted stock awards | 0 | (38) |
Principal payments on bank loans | (1,849) | (1,235) |
Principal payments on notes payable | (1,516) | (10,093) |
Net cash used in financing activities | (3,818) | (11,535) |
Net (decrease) increase in cash and cash equivalents and restricted cash | (164) | 86 |
Cash and cash equivalents and restricted cash at beginning of period | 29,899 | 44,945 |
Cash and cash equivalents and restricted cash at end of period | $ 29,735 | $ 45,031 |
Note 1 - Business
Note 1 - Business | 3 Months Ended |
Mar. 31, 2022 | |
Notes to Financial Statements | |
Nature of Operations [Text Block] | NOTE 1 Kingsway Financial Services Inc. (the "Company" or "Kingsway") was incorporated under the Business Corporations Act (Ontario) on September 19, 1989. December 31, 2018 |
Note 2 - Basis of Presentation
Note 2 - Basis of Presentation | 3 Months Ended |
Mar. 31, 2022 | |
Notes to Financial Statements | |
Basis of Accounting [Text Block] | NOTE 2 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 10 X. not not may 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 2021 December 31, 2021 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 5, 2021 Certain amounts in the unaudited consolidated interim financial statements as of and for the three March 31, 2021 have been reclassified in order to conform to the 2022 presentation. The preparation of consolidated financial statements in accordance 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 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; accounting for business combinations and asset acquisitions; valuation and impairment assessment of intangible assets; goodwill recoverability ; deferred contract costs; 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, stock-based compensation liabilities, derivative contracts and contingent consideration are estimated using a fair value hierarchy to categorize the inputs it uses in valuation techniques. 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. |
Note 3 - Summary of Significant
Note 3 - Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2022 | |
Notes to Financial Statements | |
Significant Accounting Policies [Text Block] | NOTE 3 Except as set forth below there have been no 2021 COVID- 19 The COVID- 19 not The near-term impacts of COVID- 19 19 The Company could experience other potential impacts as a result of the COVID- 19 not not 10 may 19 Holding Company Liquidity The Company's Extended Warranty and Kingsway Search Xcelerator subsidiaries fund their obligations primarily through service fee and commission revenue. The Company's Leased Real Estate subsidiaries fund their obligations through rental revenue. 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; certain debt and associated interest; and any other extraordinary demands on the holding company. Actions available to the holding company to generate liquidity in order to meet its obligations include the sale of passive investments; sale of subsidiaries; issuance of debt or equity securities; exercise of warrants; 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 six third 2018. Receipt of dividends from the Company's insurance subsidiaries is currently not March 31, 2022 Historically, dividends from the Leased Real Estate segment were not trigger payment of service fees. However, as more fully described in 20 , " ," the holding company is now permitted to receive 20% of the proceeds from the increased rental payments resulting from an earlier amendment to the lease (or any borrowings against such increased rental payments). Refer to 10 , " ," for further information about this borrowing. 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 $3.4 million (approximately seven months of operating cash outflows) and $2.2 million at March 31, 2022 and December 31, 2021 , respectively, which excludes future actions available to the holding company that could be taken to generate liquidity. The holding company cash amounts are reflected in the cash and cash $13.1 million March 31, 2022 December 31, 2021 As of March 31, 2022 April 1, 2021 ( March 31, 2022 not not of million, March 31, 2022 not The Company notes there are several variables to consider in such a situation, and management is exploring the following opportunities: negotiating with the holders of the Preferred Shares with respect to key provisions, raising additional funds through capital market transactions, as well as the Company’s strategy of working to monetize its non-core investments while attempting to maximize the tradeoff between liquidity and value received. 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 twelve not 19 |
Note 4 - Recently Issued Accoun
Note 4 - Recently Issued Accounting Standards | 3 Months Ended |
Mar. 31, 2022 | |
Notes to Financial Statements | |
Accounting Standards Update and Change in Accounting Principle [Text Block] | NOTE 4 (a) Adoption of New Accounting Standards: Effective January 1, 2022, 2021 04, Earnings Per Share (Topic 260 470 50 718 815 40 2021 04" 2021 04 2021 04 1 2 2021 04 not (b) Accounting Standards Not In June 2016, 2016 13, Financial Instruments-Credit Losses (Topic 326 2016 13" 2016 13 2016 13 November 15, 2019, 2019 10, 1 2 2019 10 2016 13 January 1, 2023, 2016 13 |
Note 5 - Acquisitions
Note 5 - Acquisitions | 3 Months Ended |
Mar. 31, 2022 | |
Notes to Financial Statements | |
Business Combination Disclosure [Text Block] | NOTE 5 (a) Business Combination Ravix Financial, Inc. On October 1, 2021, in 17 , " ," Ra first The Company acquired Ravix for aggregate cash consideration of approximately $10.9 million, less certain escrowed amounts for purposes of indemnification claims. The final purchase price was subject to a working capital true-up of $0.1 million that was settled during the first 2022. three first See 18 , " ," for fur This acquisition was accounted for as a business combination using the acquisition method of accounting. The purchase price was provisionally allocated to the assets acquired and liabilities assumed based on their estimated fair values at the date of acquisition and were subject to adjustment during a measurement period subsequent to the acquisition date, not one first 2022, third No (b) Asset Acquisition VA Lafayette, LLC (formerly known as RoeCo Lafayette, LLC) On December 30, 2021, 19 , " ," 2022, 17 , " , This transaction was accounted for as an asset acquisition as substantially all the fair value of the gross assets acquired is concentrated in a single asset comprised of land, building and improvements. The total purchase price, including the transaction costs, were allocated to the individual net assets acquired based on their relative fair values. In connection with the acquisition, the Company recorded $2.9 million of separately identifiable intangible assets, related to above-market lease and in-place and other lease assets. The above-market lease intangible asset of $0.8 million resulted from the terms of the acquired operating lease contract being favorable relative to market terms of comparable leases on the date of acquisition. The in-place and other lease intangible assets of $2.1 million were estimated based on the costs avoided in originating leases comparable to the acquired in-place lease as well as the value associated with lost rental revenue during the assumed lease-up period. The above-market and in-place and other lease assets are amortized on a straight-line basis over the remaining lease term, which expires in September 2036. |
Note 6 - Investments
Note 6 - Investments | 3 Months Ended |
Mar. 31, 2022 | |
Notes to Financial Statements | |
Investment [Text Block] | NOTE 6 The amortized cost, gross unrealized gains and losses, and estimated fair value of the Company's available-for-sale investments at March 31, 2022 December 31, 2021 (in thousands) March 31, 2022 Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value Fixed maturities: U.S. government, government agencies and authorities $ 15,311 $ 13 $ 446 $ 14,878 States, municipalities and political subdivisions 1,771 — 70 1,701 Mortgage-backed 7,929 1 317 7,613 Asset-backed 1,070 — 24 1,046 Corporate 10,458 1 547 9,912 Total fixed maturities $ 36,539 $ 15 $ 1,404 $ 35,150 (in thousands) December 31, 2021 Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value Fixed maturities: U.S. government, government agencies and authorities $ 16,276 $ 31 $ 84 $ 16,223 States, municipalities and political subdivisions 1,880 3 5 1,878 Mortgage-backed 7,679 18 68 7,629 Asset-backed 449 — 4 445 Corporate 9,605 15 129 9,491 Total fixed maturities $ 35,889 $ 67 $ 290 $ 35,666 The table below summarizes the Company's fixed maturities at March 31, 2022 may may (in thousands) March 31, 2022 Amortized Cost Estimated Fair Value Due in one year or less $ 8,326 $ 8,306 Due after one year through five years 19,502 18,674 Due after five years through ten years 5,046 4,712 Due after ten years 3,665 3,458 Total $ 36,539 $ 35,150 KINGSWAY FINANCIAL SERVICES INC. Notes to Consolidated Financial Statements (Unaudited) March 31, 2022 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, 2022 December 31, 2021 (in thousands) March 31, 2022 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 $ 6,800 $ 176 $ 6,356 $ 270 $ 13,156 $ 446 States, municipalities and political subdivisions 1,079 50 546 20 1,625 70 Mortgage-backed 4,102 201 2,839 116 6,941 317 Asset-backed 1,046 24 — — 1,046 24 Corporate 8,026 513 1,284 34 9,310 547 Total fixed maturities $ 21,053 $ 964 $ 11,025 $ 440 $ 32,078 $ 1,404 (in thousands) December 31, 2021 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 $ 12,077 $ 84 $ — $ — $ 12,077 $ 84 States, municipalities and political subdivisions 846 5 — — 846 5 Mortgage-backed 5,388 68 — — 5,388 68 Asset-backed 445 4 — — 445 4 Corporate 7,542 129 — — 7,542 129 Total fixed maturities $ 26,298 $ 290 $ — $ — $ 26,298 $ 290 There are approximat ely March 31, 2022 December 31, 2021 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. See the "Significant Accounting Policies and Critical Estimates" section of Management's Discussion and Analysis of Financial Condition included in the 2021 As a result of the analysis performed by the Company to determine declines in market value that are other-than-temporary, the Company did not three March 31, 2022 March 31, 2021 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 not not The Company does not Limited liability investments include investments in limited liability companies and limited partnerships. The Company's interests in these investments are not no three March 31, 2022 December 31, 2021 March 31, 2022 no Limited liability investments, at fair value represents 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"). As of March 31, 2022 December 31, 2021 $18.9 million espectively. The Company recorded impairments related to limited liability investments, at fair value of and less than million for the three March 31, 2022 and March 31, 2021 , respectively, which are included in gain (loss) on change in fair value of limited liability investments, at fair value in the consolidated statements of operations. At March 31, 2022 , the Company had no The Company consolidates the financial statements of Net Lease on a three During the fourth 2020, one three March 31, 2021 KINGSWAY FINANCIAL SERVICES INC. Notes to Consolidated Financial Statements (Unaudited) March 31, 2022 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 March 31, 2022 December 31, 2021 three March 31, 2022 March 31, 2021 not The Company performs a quarterly impairment analysis of its investments in private companies. As a result of the analysis performed, the Company did not three March 31, 2022 March 31, 2021 Net investment income for the three March 31, 2022 March 31, 2021 (in thousands) Three months ended March 31, 2022 2021 Investment income: Interest from fixed maturities $ 93 $ 51 Dividends 31 32 Income (loss) from limited liability investments 235 (9 ) Income from limited liability investments, at fair value — 81 Income from real estate investments 200 200 Other 83 90 Gross investment income 642 445 Investment expenses (23 ) (24 ) Net investment income $ 619 $ 421 Gross realized gains and losses on available-for-sale investments, limited liability investments, at fair value and investments in private companies for the three March 31, 2022 March 31, 2021 (in thousands) Three months ended March 31, 2022 2021 Gross realized gains $ 59 $ 51 Gross realized losses (5 ) — Net realized gains $ 54 $ 51 Loss on change in fair value of equity investments for the three March 31, 2022 March 31, 2021 (in thousands) Three months ended March 31, 2022 2021 Net gains recognized on equity investments sold during the period $ — $ 13 Change in unrealized losses on equity investments held at end of the period (10 ) (164 ) Loss on change in fair value of equity investments $ (10 ) $ (151 ) Impact of COVID- 19 The Company continues to assess the impact that the COVID- 19 may may may KINGSWAY FINANCIAL SERVICES INC. Notes to Consolidated Financial Statements (Unaudited) March 31, 2022 |
Note 7 - Intangible Assets
Note 7 - Intangible Assets | 3 Months Ended |
Mar. 31, 2022 | |
Notes to Financial Statements | |
Intangible Assets Disclosure [Text Block] | NOTE 7 Intangible assets at March 31, 2022 and December 31, 2021 (in thousands) March 31, 2022 Gross Carrying Value Accumulated Amortization Net Carrying Value Intangible assets subject to amortization: Database $ 4,918 $ 4,595 $ 323 Vehicle service agreements in-force 3,680 3,680 — Customer relationships 31,645 12,920 18,725 In-place lease and other lease assets 3,238 395 2,843 Above-market lease 835 14 821 Non-compete 266 237 29 Intangible assets not subject to amortization: Tenant relationship 73,667 — 73,667 Trade names 10,314 — 10,314 Total $ 128,563 $ 21,841 $ 106,722 (in thousands) December 31, 2021 Gross Carrying Value Accumulated Amortization Net Carrying Value Intangible assets subject to amortization: Database $ 4,918 $ 4,488 $ 430 Vehicle service agreements in-force 3,680 3,680 — Customer relationships 31,645 11,598 20,047 In-place lease and other lease assets 3,238 343 2,895 Above-market lease 835 — 835 Non-compete 266 224 42 Intangible assets not subject to amortization: Tenant relationship 73,667 — 73,667 Trade names 10,314 — 10,314 Total $ 128,563 $ 20,333 $ 108,230 The Company's 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 5 to 18 years. Amortization of intangible assets was $1.5 million and $0.5 million for the three March 31, 2022 March 31, 2021 three months ended March 31, 2022 f PWI Holdings, Inc. ("PWI") e December 1, 2020, October 1, 2021 December 30, 2021. third 2021, . The tenant relationship and trade names intangible assets have indefinite useful lives and are not No three March 31, 2022 March 31, 2021 |
Note 8 - Property and Equipment
Note 8 - Property and Equipment | 3 Months Ended |
Mar. 31, 2022 | |
Notes to Financial Statements | |
Property, Plant and Equipment Disclosure [Text Block] | NOTE 8 Property and equipment at March 31, 2022 December 31, 2021 (in thousands) March 31, 2022 Cost Accumulated Depreciation Carrying Value Land $ 25,623 $ — $ 25,623 Site and tenant improvements 92,047 22,603 69,444 Buildings 11,805 145 11,660 Leasehold improvements 317 176 141 Furniture and equipment 539 425 114 Computer hardware 1,902 1,021 881 Total $ 132,233 $ 24,370 $ 107,863 (in thousands) December 31, 2021 Cost Accumulated Depreciation Carrying Value Land $ 25,623 $ — $ 25,623 Site and tenant improvements 92,047 21,910 70,137 Buildings 11,805 79 11,726 Leasehold improvements 286 163 123 Furniture and equipment 562 442 120 Computer hardware 2,488 1,630 858 Total $ 132,811 $ 24,224 $ 108,587 For the three March 31, 2022 March 31, 2021 f million and million, respectively , is included in general and administrative expenses in the consolidated statements of operations. |
Note 9 - Derivatives
Note 9 - Derivatives | 3 Months Ended |
Mar. 31, 2022 | |
Notes to Financial Statements | |
Derivative Instruments and Hedging Activities Disclosure [Text Block] | NOTE 9 On April 1, 2021, three interest rate on a portion of its 2020 10 , " ,") to a fixed interest rate of 1.18%. The interest rate swap had an initial notional amount of $11.9 million and matures on February 29, 2024. The purpose of this interest rate swap, which is not 2020 not The notional amount of the interest rate swap contract is million at March 31, 2022 . At March 31, 2022 December 31, 2021 the fair value of the interest rate swap contract was an asset of million and a liability of less than $0.1 million, respectively, which is included in other receivables and accrued expenses and other liabilities, respectively, in the consolidated balance sheets. During the three March 31, 2022 , the Company recognized a gain of million related to the change in fair value of the interest rate swap, which is included in interest expense not million were made during the three March 31, 2022 , to settle a portion of the liabilities related to the interest rate swap agreement. These payments are reflected as cash outflows in the consolidated statements of cash flows within net cash provided by (used in) operating activities. |
Note 10 - Debt
Note 10 - Debt | 3 Months Ended |
Mar. 31, 2022 | |
Notes to Financial Statements | |
Debt Disclosure [Text Block] | NOTE 10 Debt consists of the following instruments at March 31, 2022 December 31, 2021 (in thousands) March 31, 2022 December 31, 2021 Principal Carrying Value Fair Value Principal Carrying Value Fair Value Bank loan: Ravix Loan $ 5,850 $ 5,703 $ 5,644 $ 6,000 $ 5,847 $ 5,936 2020 KWH Loan 19,487 19,191 18,954 21,186 20,870 20,815 Total bank loans 25,337 24,894 24,598 27,186 26,717 26,751 Notes payable: Mortgage 160,920 167,442 167,865 161,998 168,730 182,128 Additional Mortgage 14,322 12,740 14,064 14,514 12,901 15,104 LA Mortgage 13,340 16,788 15,126 13,463 16,983 16,437 Flower Note 6,289 6,289 6,669 6,411 6,411 7,101 Total notes payable 194,871 203,259 203,724 196,386 205,025 220,770 Subordinated debt 90,500 61,882 61,882 90,500 60,973 60,973 Total $ 310,708 $ 290,035 $ 290,204 $ 314,072 $ 292,715 $ 308,494 Subordinated debt mentioned above 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 (a) Bank loans: Ravix As part of the acquisition of Ravix on October 1, 2021, ime Rate plus 0.5%, or 3.75%. March 31, 2022 October 1, 2023 October 1, 2027. October 1, 2021, March 31, 2022 December 31, 2021 es milllion and million, re d million and million, respectively related to revolver. The Company also recorded as a discount to the carrying value of the Ravix Loan issuance costs of $0.2 million specifically related to the Ravix Loan. The Ravix Loan 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 debt discount and issuance costs using the effective interest rate method. The fair value of the Ravix Loan disclosed in the table above is derived from quoted market prices of B and BB minus rated industrial bonds with similar maturities and is categorized within Level 2 The Ravix Loan contains a number of covenants, including, but not KWH In 2019, December 1, 2020, "2020 2020 December 1, 2020. The 2020 LIBOR, having a floor of 0.75%, plus 2.75%. March 31, 2022 2020 December 1, 2025. 2020 2020 2020 2020 2 2020 The 2020 not 2020 (b) Notes payable: CMC Industries As part of the acquisition of CMC Industries, Inc. ("CMC") in July 2016, May 15, 2034 2 On June 2, 2021, Mortgage"). The net proceeds from the Additional Mortgage were used to advance increased rental payments to the parties that had entered into a legal settlement agreement reached during the first 2021, 20 (a), " - Legal proceedings," for further discussion of the CMC litigation settlement agreement. The Additional Mortgage matures on May 15, 2034 2 Both the Mortgage and the Additional Mortgage are nonrecourse indebtedness with respect to CMC and its subsidiaries, and the Mortgage and Additional Mortgage are not, third VA Lafayette (formerly known as RoeCo) As part of its acquisition of VA Lafayette on December 30, 2021, not, efer to 20 (b), " " for further disclosure. The LA Mortgage is collateralized by a parcel of real property and a single tenant building located in t third f million March 31, 2022 December 31, 2021 September 14, 2036 March 31, 2022 December 31, 2021 October 14, 2036 f million and March 31, 2022 December 31, 2021 September 16, 2036 2 Flower On January 5, 2015, 001, December 10, 2031 March 31, 2022 2 Paycheck Protection Program In April 2020, 2.5 twenty-four The Company used the entire loan amount for qualifying expenses. The U.S. Department of the Treasury has announced that it will conduct audits for PPP loans that exceed $2.0 million. If the Company were to be audited and receive an adverse outcome in such an audit, it could be required to return the full amount of the PPP Loan and may On December 21, 2020 one five January 2021 March 2021, veness of the full amount of the remaining four first 2021 three March 31, 2021 (c) Subordinated debt: Between December 4, 2002 December 16, 2003, six third five The subordinated debt is carried in the consolidated balance sheets at fair value. See 18 , " ," for fur e loss. Of $0.9 million increase in fair value of the Company’s subordinated debt between December 31, 2021 and March 31, 2022 $1.0 million is reported as decrease in fair value of debt attributable to instrument-specific credit risk in the Company's consolidated statements of comprehensive loss and $1.9 million s loss on change in During the third 2018, 20 not March 31, 2022 December 31, 2021 The agreements governing the subordinated debt contain a number of covenants that, among other things, restrict the Company’s ability to incur additional indebtedness, make dividends and distributions, and make certain payments in respect of the Company’s outstanding securities. |
Note 11 - Leases
Note 11 - Leases | 3 Months Ended |
Mar. 31, 2022 | |
Notes to Financial Statements | |
Leases of Lessee and Lessor Disclosure [Text Block] | NOTE 11 (a) Lessee leases: The Company has operating leases for office space that 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 no Operating lease costs and variable lease costs included in general and administrative expenses for the three March 31, 2022 $0.2 million and less than $0.1 million, respectively . three March 31, 2021 $0.3 million and less than $0.1 million, respectively . The annual maturities of lease liabilities as of March 31, 2022 were as follows: (in thousands) Lease Commitments 2022 $ 695 2023 638 2024 550 2025 381 2026 165 2027 and thereafter — Total undiscounted lease payments 2,429 Imputed interest 206 Total lease liabilities $ 2,223 The weighted-average remaining lease term for our operating leases was 3.60 years as of March 31, 2022 . The weighted average discount rate of our operating leases was 5.13% as of March 31, 2022 . Cash paid for amounts included in the measurement of lease liabilities was $0.3 million and $0.2 million fo three March 31, 2022 March 31, 2021 (b) Lessor leases: The Company owns the Real Property that is subject to a long-term triple net lease agreement with an unrelated third May 2034. three March 31, 2022 March 31, 2021 2022 2023, 2024, 2025 2026. efer to 8 , " ". The Company acquired the LA Property on December 30, 2021. third March 2035. three March 31, 2022 March 31, 2021 2022, 2023, 2024, 2025 2026. 8 , " ". Lease revenue related to operating leases was $3.6 million and million three March 31, 2022 March 31, 2021 zero three March 31, 2022 March 31, 2021 The following table provides the net book value of operating lease property included in property and equipment in the consolidated balance sheets at March 31, 2022 December 31, 2021 (in thousands) March 31, 2022 December 31, 2021 Land $ 25,623 $ 25,623 Site improvements 92,047 92,047 Buildings 11,805 11,805 Gross property and equipment leased 129,475 129,475 Accumulation depreciation (22,748 ) (21,989 ) Net property and equipment leased $ 106,727 $ 107,486 As of March 31, 2022 , future undiscounted cash flows to be received in each of the next five (in thousands) 2022 $ 10,474 2023 14,190 2024 14,475 2025 14,766 2026 14,883 Thereafter 119,590 |
Note 12 - Revenue From Contract
Note 12 - Revenue From Contracts With Customers | 3 Months Ended |
Mar. 31, 2022 | |
Notes to Financial Statements | |
Revenue from Contract with Customer [Text Block] | NOTE 12 Revenue from contracts with customers relates to the Extended Warranty and Kingsway Search Xcelerator segments and includes: vehicle service agreement fees, guaranteed asset protection products ("GAP") commissions, maintenance support service fees, warranty product commissions, homebuilder warranty service fees, homebuilder warranty commissions and business services consulting revenue. Revenue is 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, commission product sale, or when consulting services are billed, 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, 2022 2021 Vehicle service agreement fees and GAP commissions IWS, Geminus and PWI $ 13,303 $ 14,674 Maintenance support service fees Trinity 1,798 1,050 Warranty product commissions Trinity 1,132 929 Homebuilder warranty service fees PWSC 1,816 1,725 Homebuilder warranty commissions PWSC 237 196 Business services consulting fees Ravix 4,170 — Service fee and commission revenue $ 22,456 $ 18,574 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 earned over the duration of the vehicle service agreement contracts as the single performance obligation is satisfied. Vehicle service agreement fees are initially recorded as deferred service fees with revenues recognized over the term of the contract based on the proportion of expected claims to total overall claims to be incurred over the life of the contract. The Company believes this reasonably represents the transfer of services to the vehicle service contract holder over the warranty term. 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 if 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 GAP commissions include commissions from the sale of GAP products. The Company acts as an agent on behalf of the third two first second Maintenance support service fees include the service fees collected to administer equipment breakdown and maintenance support services and are earned as services are rendered. 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 commercial refrigeration equipment. The Company acts as an agent on behalf of the third not Homebuilder warranty service fees include fees collected from the sale of warranties issued by new homebuilders. The Company 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 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. The Company acts as an agent on behalf of the third Ravix consulting revenue includes the revenue from providing outsourced finance and human resources consulting services. The Company invoices for business services consulting revenue based on contracted rates. Revenue is earned as services are provided. The Company's revenue recognition policies are further described in Note 2 2021 Receivables from contracts with customers are reported as service fee receivable, net in the consolidated balance sheets and at March 31, 2022 and December 31, 2021 were million and million, respectively. The increase in receivables from contracts with customers is primarily three March 31, 2022 , increased revenue at Trinity and Ravix primarily resulted in the increase in receivables from contracts with customers The Company records deferred service fees resulting from contracts with customers when payment is received in advance of satisfying the performance obligations. Changes in deferred service fees for the three March 31, 2022 were as follows: (in thousands) Three months ended March 31, 2022 Balance, December 31, 2021 $ 89,217 Deferral of revenue 15,095 Recognition of deferred service fees (14,435 ) Balance, March 31, 2022 $ 89,877 The increase in deferred service fees between December 31, 2021 and March 31, 2022 is primarily due to additions to deferred service fees in excess of deferred service fees recognized during the three March 31, 2022 . The Company expects to recognize within one mately of the deferred service fees as of March 31, 2022 . Approximately million and million of service fee and commission revenue recognized during the three March 31, 2022 March 31, 2021 December 31, 2021 December 31, 2020 Deferred contract costs Deferred contract costs represent the deferred of incremental costs to obtain or fulfill a contract with a customer. Incremental costs to obtain a contract with a customer primarily include sales commissions. The Company capitalizes costs incurred to fulfill a contract if the costs are identifiable, generate or enhance resources used to satisfy future performance obligatio ns and are expected to be recovered. Costs to fulfill a contract include labor costs for set-up activities directly related to the acquisition of vehicle service agreements. Contract costs are deferred and amortized over the expected customer relationship period consistent with the pattern in which the related revenues are earned. three March 31, 2022 March 31, 2021 The deferred contract costs balances and related amortization expense for the three March 31, 2022 March 31, 2021 (in thousands) Three months ended March 31, 2022 Costs to Obtain a Contract Costs to Fulfill a Contract Total Beginning balance, net $ 10,850 $ 80 $ 10,930 Additions 2,353 6 2,359 Amortization (1,328 ) (6 ) (1,334 ) Balance at March 31, net $ 11,875 $ 80 $ 11,955 (in thousands) Three months ended March 31, 2021 Costs to Obtain a Contract Costs to Fulfill a Contract Total Beginning balance, net $ 8,759 $ 76 $ 8,835 Additions 1,342 9 1,351 Amortization (1,335 ) (8 ) (1,343 ) Balance at March 31, net $ 8,766 $ 77 $ 8,843 |
Note 13 - Income Taxes
Note 13 - Income Taxes | 3 Months Ended |
Mar. 31, 2022 | |
Notes to Financial Statements | |
Income Tax Disclosure [Text Block] | NOTE 13 Income tax benefit for the three March 31, 2022 March 31, 2021 (in thousands) Three months ended March 31, 2022 2021 Income tax (benefit) expense at United States statutory income tax rate $ (612 ) $ 100 Valuation allowance (21 ) (299 ) Non-deductible compensation 47 138 Non-taxable income — (524 ) Investment income (3 ) 17 State income tax 53 53 Change in unrecognized tax benefits(1) 2 38 Indefinite life intangibles 54 54 Other 71 (2 ) Income tax benefit $ (409 ) $ (425 ) ( 1 The Company maintains a valuation allowance for its gross deferred tax assets at March 31, 2022 December 31, 2021 March 31, 2022 December 31, 2021 three March 31, 2022 March 31, 2021 The Company carries net deferred income tax liab ilities of million and million March 31, 2022 December 31, 2021 • $8.2 million and $8.2 million of deferred income tax liabilities that are scheduled to reverse in periods after the expiration of the Company's consolidated U.S. net operating loss carryforwards; • $23.8 million and $23.8 million of deferred income tax liabilities related to land and indefinite lived intangible assets; • $3.8 million and $3.3 million of deferred income tax assets associated with business interest expense carryforwards with an indefinite life; • $0.6 million and $0.5 million of deferred state income tax assets; and • $0.4 million and $0.4 million of deferred state income tax liabilities. As of March 31, 2022 December 31, 2021 of less than $0.1 million three March 31, 2022 March 31, 2021 March 31, 2022 December 31, 2021 of $0.1 million and $0.1 |
Note 14 - (Loss) Earnings Per S
Note 14 - (Loss) Earnings Per Share | 3 Months Ended |
Mar. 31, 2022 | |
Notes to Financial Statements | |
Earnings Per Share [Text Block] | NOTE 14 The following table sets forth the reconciliation of numerators and denominators for the basic and diluted (loss) earnings three March 31, 2022 March 31, 2021 (in thousands, except per share data) Three months ended March 31, 2022 2021 Numerator: Net (loss) income $ (2,504 ) $ 899 Less: net income attributable to noncontrolling interests (149 ) (259 ) Less: dividends on preferred stock (78 ) (238 ) Net (loss) income attributable to common shareholders used in calculating basic (loss) earnings per share $ (2,731 ) $ 402 Adjustment for proportionate interest in PWSC's earnings attributable to common stock — (30 ) Net (loss) income attributable to common shareholders used in calculating diluted (loss) earnings per share $ (2,731 ) $ 372 Denominator: Weighted average basic shares Weighted average common shares outstanding 22,883 22,218 Weighted average diluted shares Weighted average common shares outstanding 22,883 22,218 Effect of potentially dilutive securities (a) Unvested restricted stock awards — 1 Warrants — — Convertible preferred stock — — Total weighted average diluted shares 22,883 22,219 Basic (loss) earnings per share $ (0.12 ) $ 0.02 Diluted (loss) earnings per share $ (0.12 ) $ 0.02 (a) Potentially dilutive securities consist of unvested restricted stock awards, warrants and convertible preferred stock. Because the Company is reporting a net loss attributable to common shareholders for the three March 31, 2022 , all potentially dilutive securities outstanding were excluded from the Basi c (loss) earnings per (loss) earnings The following weighted-average potentially dilutive securities are not diluted (loss) earnings (loss) earnings Three months ended March 31, 2022 2021 Unvested restricted stock awards 1,252,754 1,340,000 Warrants 4,573,765 4,923,765 Convertible preferred stock 1,060,831 1,142,975 Total $ 6,887,350 $ 7,406,740 |
Note 15 - Stock-based Compensat
Note 15 - Stock-based Compensation | 3 Months Ended |
Mar. 31, 2022 | |
Notes to Financial Statements | |
Share-Based Payment Arrangement [Text Block] | NOTE 15 (a) Restricted Stock Awards of the Company Under the 2013 September 5, 2018 ( "2018 2018 March 28, 2024 2018 2018 2018 March 31, 2022 million. Under the 2020 2021 "2021 2021 2021 2021 three March 31, 2022 2021 2021 March 31, 2022 as million. The following table summarizes the activity related to unvested 2021 2018 three March 31, 2022 Number of Weighted-Average Restricted Grant Date Fair Stock Awards Value (per Share) Unvested at December 31, 2021 1,252,754 $ 5.09 Granted — — Vested — — Cancelled for Tax Withholding — — Unvested at March 31, 2022 1,252,754 $ 5.09 The unvested balance at March 31, 2022 f 752,754 sh 2021 2018 (b) Restricted Stock Awards of PWSC The Company's subsidiary, Professional Warranty Service Corporation ("PWSC"), granted 1,000 restricted Class B common stock awards ( "2018 September 7, 2018. 2018 December 18, 2020, 2018 PWSC granted 250 December 18, 2020 ( "2020 2020 The service condition for the Modified PWSC RSA and the 20 20 2020 18 , " ," for further discussion related to the valuation of the Modified PWSC RSA and the 2020 The Modified PWSC RSA and the 2020 February 20, 2022 February 20, 2023. six March 31, 2022 December 31, 2021. On February 20, 2022, three March 31, 2022 March 31, 2022 December 31, 2021, March 31, 2022 On February 20, 2022, 2020 three March 31, 2022 2020 March 31, 2022 December 31, 2021, 2020 2020 March 31, 2022 (c) Restricted Common Unit Awards of Ravix Ravix LLC granted 199,000 restricted Class B common unit awards to an officer of Ravix pursuant to an agreement dated October 1, 2021 ( "2021 2021 On October 1, 2021, one 2021 October 1, 2025 October 1, 2025 2021 : expected term of four At March 31, 2022 2021 three March 31, 2022 2021 March 31, 2022 December 31, 2021, 2021 2021 March 31, 2022 Total stock-based compensation expense, inclusive of Restricted Stock Awards, Restricted Stock Awards of PWSC and Restricted Unit Awards of Ravix described above, net of forfeitures, was million and million for the three March 31, 2022 and March 31, 2021 , respectively . |
Note 16 - Accumulated Other Com
Note 16 - Accumulated Other Comprehensive Income | 3 Months Ended |
Mar. 31, 2022 | |
Notes to Financial Statements | |
Comprehensive Income (Loss) Note [Text Block] | NOTE 16 The tables below detail the change in the balance of each component of accumulated other comprehensive income, net of tax, for the three March 31, 2022 March 31, 2021 (in thousands) Three months ended March 31, 2022 Unrealized Gains Foreign Change in Fair Value Total (Losses) on Currency of Debt Attributable Accumulated Other Available-for-Sale Translation to Instrument-Specific Comprehensive Investments Adjustments Credit Risk Income Balance at December 31, 2021 $ (220 ) $ (3,286 ) $ 34,285 $ 30,779 Other comprehensive (loss) income arising during the period (1,125 ) — 959 (166 ) Amounts reclassified from accumulated other comprehensive income 1 — — 1 Net current-period other comprehensive (loss) income (1,124 ) — 959 (165 ) Balance at March 31, 2022 $ (1,344 ) $ (3,286 ) $ 35,244 $ 30,614 (in thousands) Three months ended March 31, 2021 Unrealized Gains Foreign Change in Fair Value Total (Losses) on Currency of Debt Attributable Accumulated Other Available-for-Sale Translation to Instrument-Specific Comprehensive Investments Adjustments Credit Risk Income Balance at December 31, 2020 $ 216 $ (3,286 ) $ 41,129 $ 38,059 Other comprehensive loss arising during the period (71 ) — (1,721 ) (1,792 ) Amounts reclassified from accumulated other comprehensive income 12 — — 12 Net current-period other comprehensive loss (59 ) — (1,721 ) (1,780 ) Balance at March 31, 2021 $ 157 $ (3,286 ) $ 39,408 $ 36,279 It should be noted that the unaudited consolidated statements of comprehen sive loss present the components of other comprehensive loss, three March 31, 2022 March 31, 2021 Components of accumulated other comprehensive income were reclassified to the following lines of the unaudited consolidated statements of operations for the three March 31, 2022 March 31, 2021 (in thousands) Three months ended March 31, 2022 2021 Reclassification of accumulated other comprehensive income from unrealized gains (losses) on available-for-sale investments to: Net realized gains $ (1 ) $ (12 ) Other-than-temporary impairment loss — — (Loss) income before income tax benefit (1 ) (12 ) Income tax benefit — — Net (loss) income $ (1 ) $ (12 ) |
Note 17 - Segmented Information
Note 17 - Segmented Information | 3 Months Ended |
Mar. 31, 2022 | |
Notes to Financial Statements | |
Segment Reporting Disclosure [Text Block] | NOTE 17 The Company reports segment information based on the "management" approach. The management approach designates the internal reporting used by management for making decisions and assessing performance as a source of the Company’s reportable operating segments. The Company conducts its business through the following three reportable segments: Extended Warranty, Leased Real Estate and Kingsway Search Xcelerator. Extended Warranty Segment Extended Warranty includes the following subsidiaries of the Company: IWS, Geminus, PWI, PWSC and Trinity (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 st fifty Geminus primarily sells vehicle service agreements to used car buyers across the United States, through its subsidiaries, Penn and Prime. Penn and Prime distribute these products in and states, respectively, via independent used car dealerships and franchised car dealerships. PWI markets, sells and administers vehicle service agreements to used car buyers in all fifty three third 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. Trinity sells HVAC, standby generator, commercial LED lighting and commercial 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 commercial refrigeration industries throughout the United States. Trinity acts as an agent on behalf of the third not Leased Real Estate Segment Leased Real Estate includes the Company's subsidiaries, CMC and VA Lafayette. CMC owns the Real Property that is leased to a third t operating income. VA Lafayette owns the LA Real Property that is leased to a third t operating income. Kingsway Search Xcelerator Segment Kingsway Search Xcelerator includes the Company's subsidiary, Ravix. Ravix provides outsourced financial services and human resources consulting for short or long duration engagements for customers in 20 states and 6 countries. All services are delivered by employees who are located in the United States. 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 not Revenues by reportable segment reconciled to consolidated revenues for the three March 31, 2022 March 31, 2021 (in thousands) Three months ended March 31, 2022 2021 Revenues: Extended Warranty: Service fee and commission revenue $ 18,286 $ 18,574 Total Extended Warranty 18,286 18,574 Leased Real Estate: Rental revenue 3,667 3,341 Total Leased Real Estate 3,667 3,341 Kingsway Search Xcelerator: Service fee and commission revenue 4,170 — Total Kingsway Search Xcelerator 4,170 — Total revenues $ 26,123 $ 21,915 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 ne t (loss) income f three March 31, 2022 March 31, 2021 (in thousands) Three months ended March 31, 2022 2021 Segment operating income: Extended Warranty (a) $ 1,723 $ 5,310 Leased Real Estate 1,559 1,293 Kingsway Search Xcelerator 806 — Total segment operating income 4,088 6,603 Net investment income 619 421 Net realized gains 54 51 Loss on change in fair value of equity investments (10 ) (151 ) Gain (loss) on change in fair value of limited liability investments, at fair value 127 (202 ) Interest expense not allocated to segments (1,364 ) (1,552 ) Other revenue and expenses not allocated to segments, net (3,065 ) (3,491 ) Amortization of intangible assets (1,494 ) (497 ) Loss on change in fair value of debt (1,868 ) (1,019 ) Gain on extinguishment of debt not allocated to segments — 311 (Loss) income before income tax benefit (2,913 ) 474 Income tax benefit (409 ) (425 ) Net (loss) income $ (2,504 ) $ 899 (a) For the three March 31, 2021, $3.1 million three March 31, 2021. See 10 , " ," fo |
Note 18 - Fair Value of Financi
Note 18 - Fair Value of Financial Instruments | 3 Months Ended |
Mar. 31, 2022 | |
Notes to Financial Statements | |
Fair Value Disclosures [Text Block] | NOTE 18 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 not may not may not not may 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 • Level 2 not • Level 3 one not 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, subordinated debt, stock-based compensation liabilities, derivative contracts (interest rate swap) and contingent consideration are measured and reported at fair value. Fixed maturities - no third 2. 2 The Company engages a third third third third third third not KINGSWAY FINANCIAL SERVICES INC. Notes to Consolidated Financial Statements (Unaudited) March 31, 2022 The following is a description of the significant inputs, by asset class, used by the third 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 and asset-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 • 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 - no Limited liability investments, at fair value • The fair value of Net Lease's investments in limited liability companies is based upon the net asset values of the underlying investments in 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 • 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 Real estate investments - 3 Subordinated debt - third third 2 Stock-based compensation liabilities - Certain of the restricted stock awards granted by PWSC are classified as a liability. Liability-classified awards 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 restricted stock awards granted by PWSC are estimated using an internal valuation model without relevant observable market inputs. The significant inputs used in the model include a valuation multiple applied to trailing twelve 3 Derivative contracts - As described in 9 , " ," the Company entered into an interest rate swap agreement effective April 1, 2021 2020 March 31, 2022 December 31, 2021, third 2 Contingent consideration - may October 2024. one non-operating other revenue. 3 KINGSWAY FINANCIAL SERVICES INC. Notes to Consolidated Financial Statements (Unaudited) March 31, 2022 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, 2022 December 31, 2021 not (in thousands) March 31, 2022 Fair Value Measurements at the End of the Reporting Period Using Quoted Prices in Significant Significant Active Markets for Other Observable Unobservable Identical Assets Inputs Inputs Measured at Total (Level 1) (Level 2) (Level 3) Net Asset Value Recurring fair value measurements: Assets: Fixed maturities: U.S. government, government agencies and authorities $ 14,878 $ — $ 14,878 $ — $ — States, municipalities and political subdivisions 1,701 — 1,701 — — Mortgage-backed 7,613 — 7,613 — — Asset-backed 1,046 — 1,046 — — Corporate 9,912 — 9,912 — — Total fixed maturities 35,150 — 35,150 — — Equity investments: Common stock 169 169 — — — Total equity investments 169 169 — — — Limited liability investments, at fair value 18,940 — — 3,751 15,189 Real estate investments 10,662 — — 10,662 — Derivative contract - interest rate swap 183 — 183 — — Total assets $ 65,104 $ 169 $ 35,333 $ 14,413 $ 15,189 Liabilities: Subordinated debt $ 61,882 $ — $ 61,882 $ — $ — Contingent consideration 2,767 — — 2,767 — Stock-based compensation liabilities 1,494 — — 1,494 — Total liabilities $ 66,143 $ — $ 61,882 $ 4,261 $ — (in thousands) December 31, 2021 Fair Value Measurements at the End of the Reporting Period Using Quoted Prices in Significant Significant Active Markets for Other Observable Unobservable Identical Assets Inputs Inputs Measured at Total (Level 1) (Level 2) (Level 3) Net Asset Value Recurring fair value measurements: Assets: Fixed maturities: U.S. government, government agencies and authorities $ 16,223 $ — $ 16,223 $ — $ — States municipalities and political subdivisions 1,878 — 1,878 — — Mortgage-backed 7,629 — 7,629 — — Asset-backed 445 — 445 — — Corporate 9,491 — 9,491 — — Total fixed maturities 35,666 — 35,666 — — Equity investments: Common stock 171 171 — — — Warrants 8 — 8 — — Total equity investments 179 171 8 — — Limited liability investments, at fair value 18,826 — — 4,022 14,804 Real estate investments 10,662 — — 10,662 — Total assets $ 65,333 $ 171 $ 35,674 $ 14,684 $ 14,804 Liabilities: Subordinated debt $ 60,973 $ — $ 60,973 $ — $ — Contingent consideration 2,458 — — 2,458 — Stock-based compensation liabilities 1,402 — — 1,402 — Derivative contract - interest rate swap 14 — 14 — — Total liabilities $ 64,847 $ — $ 60,987 $ 3,860 $ — KINGSWAY FINANCIAL SERVICES INC. Notes to Consolidated Financial Statements (Unaudited) March 31, 2022 The following table provides a reconciliation of the fair value of recurring Level 3 three March 31, 2022 March 31, 2021 (in thousands) Three months ended March 31, 2022 2021 Assets: Limited liability investments, at fair value: Beginning balance $ 4,022 $ 3,263 Distributions received (47 ) (22 ) Realized gains included in net (loss) income 33 22 Change in fair value of limited liability investments, at fair value included in net (loss) income (257 ) 111 Ending balance $ 3,751 $ 3,374 Unrealized (gains) losses on limited liability investments, at fair value held at end of period: Included in net (loss) income $ (257 ) $ 111 Included in other comprehensive loss $ — $ — Real estate investments: Beginning balance $ 10,662 $ 10,662 Change in fair value of real estate investments included in net (loss) income — — Ending balance $ 10,662 $ 10,662 Unrealized gains recognized on real estate investments held at end of period: Included in net (loss) income — — Included in other comprehensive loss — — Ending balance - assets $ 14,413 $ 14,036 Liabilities: Contingent consideration: Beginning balance $ 2,458 $ — Change in fair value of contingent consideration included in net (loss) income 309 — Ending balance $ 2,767 $ — Unrealized gains recognized on contingent consideration liability held at end of period: Included in net (loss) income $ 309 $ — Included in other comprehensive loss $ — $ — Stock-based compensation liabilities: Beginning balance $ 1,402 $ 443 Change in fair value of stock-based compensation liabilities included in net (loss) income 92 401 Ending balance $ 1,494 $ 844 Unrealized gains recognized on stock-based compensation liabilities held at end of period: Included in net (loss) income $ 92 $ 401 Included in other comprehensive loss $ — $ — Ending balance - liabilities $ 4,261 $ 844 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 March 31, 2022 Categories Fair Value Valuation Techniques Unobservable Inputs Input Value(s) Limited liability investments, at fair value $ 3,751 Market approach Valuation multiples 1.0x - 9.0x Real estate investments $ 10,662 Market and income approach Cap rates 7.5 % Contingent consideration $ 2,767 Option-based income approach Discount rate 4.25 % Risk-free rate 2.35 % Expected volatility 18.0 % Stock-based compensation liabilities $ 1,494 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 December 31, 2021 Categories Fair Value Valuation Techniques Unobservable Inputs Input Value(s) Limited liability investments, at fair value $ 4,022 Market approach Valuation multiples 1.0x - 8.0x Real estate investments $ 10,662 Market and income approach Cap rates 7.5 % Contingent consideration $ 2,458 Option-based income approach Discount rate 4.0 % Risk-free rate 0.49 % Expected volatility 15.0 % Stock-based compensation liabilities $ 1,402 Market approach Valuation multiple 6.0x KINGSWAY FINANCIAL SERVICES INC. Notes to Consolidated Financial Statements (Unaudited) March 31, 2022 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, 2022 Fair Value Redemption Category (in thousands) Unfunded Commitments Redemption Frequency Notice Period Limited liability investments, at fair value $ 15,189 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, 2021 Fair Value Redemption Category (in thousands) Unfunded Commitments Redemption Frequency Notice Period Limited liability investments, at fair value $ 14,804 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 three March 31, 2022 March 31, 2021 not anges. The Company did not three March 31, 2022 and March 31, 2021 . To determine the fair value of investments in these private companies, the Company considered rounds of financing and third 3 |
Note 19 - Related Parties
Note 19 - Related Parties | 3 Months Ended |
Mar. 31, 2022 | |
Notes to Financial Statements | |
Related Party Transactions Disclosure [Text Block] | NOTE 19 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 relationships and transactions. (a) Argo Management Group, LLC The Company acquired Argo Management Group, LLC ("Argo Management") in April 2016. March 31, 2022 December 31, 2021 no three March 31, 2022 December 31, 2021 (b) VA Lafayette (formerly RoeCo) On Dec ember 30 2021, from a current holder of the Company’s Preferred Shares (refer to 5 , " ," for further detail). The Company determined the acquisition was an arms-length transaction based upon the purchase price paid compared to the pricing of similar third |
Note 20 - Commitments and Conti
Note 20 - Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2022 | |
Notes to Financial Statements | |
Commitments and Contingencies Disclosure [Text Block] | NOTE 20 (a) Legal proceedings: CMC Industries In April 2018, July 2016 not KINGSWAY FINANCIAL SERVICES INC. Notes to Consolidated Financial Statements (Unaudited) March 31, 2022 In March 2021, (a) if such net proceeds are equal to or greater than $72 million, (i) CMCA would receive the first (b) if such net proceeds are less than $72 million, (i) 55% to CMCA as a distribution of a preferred return on its ownership of CMC, (ii) 12.9% to CRIC as a distribution on its ownership of CMC, and (iii) 32.1% to DGI in the form of a management fee to DGI under the MSA. On June 2, 2021, second 2021 Aegis In May 2016, November 2015 January 20, 2020, one may 2020, third 2021, During the first 2022, three March 31, 2022 not March 31, 2022 no March 31, 2022 (b) Guarantees: Mendota As part of the October 18, 2018 June 30, 2018 Per the purchase agreement, a security interest on the Company’s equity interest in its consolidated subsidiary, Net Lease, as well as any distributions to the Company from Net Lease, was to be collateral for the Company’s payment of obligations with respect to the open claims. During the third 2021, no three March 31, 2022 March 31, 2021 not March 31, 2022 no March 31, 2022 KINGSWAY FINANCIAL SERVICES INC. Notes to Consolidated Financial Statements (Unaudited) March 31, 2022 CMC Industries In conjunction with the Additional Mortgage, TRT paid a guarantee fee of $1.1 million to a third second 2021, VA Lafayette (formerly RoeCo) The LA Mortgage is nonrecourse indebtedness with respect to the assets of VA Lafayette, and the LA Mortgage is not, (c) Collateral pledged and restricted cash: Short-term investments with an estimated fair value o f $0.2 million a March 31, 2022 December 31, 2021 The Company also has restricted cash of million and million March 31, 2022 December 31, 2021 • $12.1 million and $12.6 million at March 31, 2022 and December 31, 2021 , respectively, held as deposits by IWS, Geminus, PWI, PWSC and Ravix; • $1.9 million at both March 31, 2022 and December 31, 2021 , on deposit with state regulatory authorities; and • $2.7 million and $2.8 million at March 31, 2022 and December 31, 2021 , respectively, pledged to third |
Significant Accounting Policies
Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2022 | |
Accounting Policies [Abstract] | |
Effect of Covid-19 Pandemic, Policy [Policy Text Block] | COVID- 19 The COVID- 19 not The near-term impacts of COVID- 19 19 The Company could experience other potential impacts as a result of the COVID- 19 not not 10 may 19 |
Holding Company Liquidity, Policy [Policy Text Block] | Holding Company Liquidity The Company's Extended Warranty and Kingsway Search Xcelerator subsidiaries fund their obligations primarily through service fee and commission revenue. The Company's Leased Real Estate subsidiaries fund their obligations through rental revenue. 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; certain debt and associated interest; and any other extraordinary demands on the holding company. Actions available to the holding company to generate liquidity in order to meet its obligations include the sale of passive investments; sale of subsidiaries; issuance of debt or equity securities; exercise of warrants; 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 six third 2018. Receipt of dividends from the Company's insurance subsidiaries is currently not March 31, 2022 Historically, dividends from the Leased Real Estate segment were not trigger payment of service fees. However, as more fully described in 20 , " ," the holding company is now permitted to receive 20% of the proceeds from the increased rental payments resulting from an earlier amendment to the lease (or any borrowings against such increased rental payments). Refer to 10 , " ," for further information about this borrowing. 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 $3.4 million (approximately seven months of operating cash outflows) and $2.2 million at March 31, 2022 and December 31, 2021 , respectively, which excludes future actions available to the holding company that could be taken to generate liquidity. The holding company cash amounts are reflected in the cash and cash $13.1 million March 31, 2022 December 31, 2021 As of March 31, 2022 April 1, 2021 ( March 31, 2022 not not of million, March 31, 2022 not The Company notes there are several variables to consider in such a situation, and management is exploring the following opportunities: negotiating with the holders of the Preferred Shares with respect to key provisions, raising additional funds through capital market transactions, as well as the Company’s strategy of working to monetize its non-core investments while attempting to maximize the tradeoff between liquidity and value received. 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 twelve not 19 |
Note 6 - Investments (Tables)
Note 6 - Investments (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Notes Tables | |
Schedule of Available-for-Sale Securities Reconciliation [Table Text Block] | (in thousands) March 31, 2022 Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value Fixed maturities: U.S. government, government agencies and authorities $ 15,311 $ 13 $ 446 $ 14,878 States, municipalities and political subdivisions 1,771 — 70 1,701 Mortgage-backed 7,929 1 317 7,613 Asset-backed 1,070 — 24 1,046 Corporate 10,458 1 547 9,912 Total fixed maturities $ 36,539 $ 15 $ 1,404 $ 35,150 (in thousands) December 31, 2021 Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value Fixed maturities: U.S. government, government agencies and authorities $ 16,276 $ 31 $ 84 $ 16,223 States, municipalities and political subdivisions 1,880 3 5 1,878 Mortgage-backed 7,679 18 68 7,629 Asset-backed 449 — 4 445 Corporate 9,605 15 129 9,491 Total fixed maturities $ 35,889 $ 67 $ 290 $ 35,666 |
Investments Classified by Contractual Maturity Date [Table Text Block] | (in thousands) March 31, 2022 Amortized Cost Estimated Fair Value Due in one year or less $ 8,326 $ 8,306 Due after one year through five years 19,502 18,674 Due after five years through ten years 5,046 4,712 Due after ten years 3,665 3,458 Total $ 36,539 $ 35,150 |
Debt Securities, Available-for-Sale, Unrealized Loss Position, Fair Value [Table Text Block] | (in thousands) March 31, 2022 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 $ 6,800 $ 176 $ 6,356 $ 270 $ 13,156 $ 446 States, municipalities and political subdivisions 1,079 50 546 20 1,625 70 Mortgage-backed 4,102 201 2,839 116 6,941 317 Asset-backed 1,046 24 — — 1,046 24 Corporate 8,026 513 1,284 34 9,310 547 Total fixed maturities $ 21,053 $ 964 $ 11,025 $ 440 $ 32,078 $ 1,404 (in thousands) December 31, 2021 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 $ 12,077 $ 84 $ — $ — $ 12,077 $ 84 States, municipalities and political subdivisions 846 5 — — 846 5 Mortgage-backed 5,388 68 — — 5,388 68 Asset-backed 445 4 — — 445 4 Corporate 7,542 129 — — 7,542 129 Total fixed maturities $ 26,298 $ 290 $ — $ — $ 26,298 $ 290 |
Investment Income [Table Text Block] | (in thousands) Three months ended March 31, 2022 2021 Investment income: Interest from fixed maturities $ 93 $ 51 Dividends 31 32 Income (loss) from limited liability investments 235 (9 ) Income from limited liability investments, at fair value — 81 Income from real estate investments 200 200 Other 83 90 Gross investment income 642 445 Investment expenses (23 ) (24 ) Net investment income $ 619 $ 421 |
Realized Gain (Loss) on Investments [Table Text Block] | (in thousands) Three months ended March 31, 2022 2021 Gross realized gains $ 59 $ 51 Gross realized losses (5 ) — Net realized gains $ 54 $ 51 |
Fair Value, Measured on Recurring Basis, Gain (Loss) Included in Earnings [Table Text Block] | (in thousands) Three months ended March 31, 2022 2021 Net gains recognized on equity investments sold during the period $ — $ 13 Change in unrealized losses on equity investments held at end of the period (10 ) (164 ) Loss on change in fair value of equity investments $ (10 ) $ (151 ) |
Note 7 - Intangible Assets (Tab
Note 7 - Intangible Assets (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Notes Tables | |
Schedule of Finite-Lived Intangible Assets [Table Text Block] | (in thousands) March 31, 2022 Gross Carrying Value Accumulated Amortization Net Carrying Value Intangible assets subject to amortization: Database $ 4,918 $ 4,595 $ 323 Vehicle service agreements in-force 3,680 3,680 — Customer relationships 31,645 12,920 18,725 In-place lease and other lease assets 3,238 395 2,843 Above-market lease 835 14 821 Non-compete 266 237 29 Intangible assets not subject to amortization: Tenant relationship 73,667 — 73,667 Trade names 10,314 — 10,314 Total $ 128,563 $ 21,841 $ 106,722 (in thousands) December 31, 2021 Gross Carrying Value Accumulated Amortization Net Carrying Value Intangible assets subject to amortization: Database $ 4,918 $ 4,488 $ 430 Vehicle service agreements in-force 3,680 3,680 — Customer relationships 31,645 11,598 20,047 In-place lease and other lease assets 3,238 343 2,895 Above-market lease 835 — 835 Non-compete 266 224 42 Intangible assets not subject to amortization: Tenant relationship 73,667 — 73,667 Trade names 10,314 — 10,314 Total $ 128,563 $ 20,333 $ 108,230 |
Note 8 - Property and Equipme_2
Note 8 - Property and Equipment (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Notes Tables | |
Property, Plant and Equipment [Table Text Block] | (in thousands) March 31, 2022 Cost Accumulated Depreciation Carrying Value Land $ 25,623 $ — $ 25,623 Site and tenant improvements 92,047 22,603 69,444 Buildings 11,805 145 11,660 Leasehold improvements 317 176 141 Furniture and equipment 539 425 114 Computer hardware 1,902 1,021 881 Total $ 132,233 $ 24,370 $ 107,863 (in thousands) December 31, 2021 Cost Accumulated Depreciation Carrying Value Land $ 25,623 $ — $ 25,623 Site and tenant improvements 92,047 21,910 70,137 Buildings 11,805 79 11,726 Leasehold improvements 286 163 123 Furniture and equipment 562 442 120 Computer hardware 2,488 1,630 858 Total $ 132,811 $ 24,224 $ 108,587 |
Note 10 - Debt (Tables)
Note 10 - Debt (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Notes Tables | |
Schedule of Carrying Values and Estimated Fair Values of Debt Instruments [Table Text Block] | (in thousands) March 31, 2022 December 31, 2021 Principal Carrying Value Fair Value Principal Carrying Value Fair Value Bank loan: Ravix Loan $ 5,850 $ 5,703 $ 5,644 $ 6,000 $ 5,847 $ 5,936 2020 KWH Loan 19,487 19,191 18,954 21,186 20,870 20,815 Total bank loans 25,337 24,894 24,598 27,186 26,717 26,751 Notes payable: Mortgage 160,920 167,442 167,865 161,998 168,730 182,128 Additional Mortgage 14,322 12,740 14,064 14,514 12,901 15,104 LA Mortgage 13,340 16,788 15,126 13,463 16,983 16,437 Flower Note 6,289 6,289 6,669 6,411 6,411 7,101 Total notes payable 194,871 203,259 203,724 196,386 205,025 220,770 Subordinated debt 90,500 61,882 61,882 90,500 60,973 60,973 Total $ 310,708 $ 290,035 $ 290,204 $ 314,072 $ 292,715 $ 308,494 |
Schedule of Subordinated Borrowing [Table Text Block] | 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 |
Note 11 - Leases (Tables)
Note 11 - Leases (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Notes Tables | |
Lessee, Operating Lease, Liability, Maturity [Table Text Block] | (in thousands) Lease Commitments 2022 $ 695 2023 638 2024 550 2025 381 2026 165 2027 and thereafter — Total undiscounted lease payments 2,429 Imputed interest 206 Total lease liabilities $ 2,223 |
Schedule of Components of Leveraged Lease Investments [Table Text Block] | (in thousands) March 31, 2022 December 31, 2021 Land $ 25,623 $ 25,623 Site improvements 92,047 92,047 Buildings 11,805 11,805 Gross property and equipment leased 129,475 129,475 Accumulation depreciation (22,748 ) (21,989 ) Net property and equipment leased $ 106,727 $ 107,486 |
Lessor, Operating Lease, Payment to be Received, Fiscal Year Maturity [Table Text Block] | (in thousands) 2022 $ 10,474 2023 14,190 2024 14,475 2025 14,766 2026 14,883 Thereafter 119,590 |
Note 12 - Revenue From Contra_2
Note 12 - Revenue From Contracts With Customers (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Notes Tables | |
Disaggregation of Revenue [Table Text Block] | (in thousands) Three months ended March 31, 2022 2021 Vehicle service agreement fees and GAP commissions IWS, Geminus and PWI $ 13,303 $ 14,674 Maintenance support service fees Trinity 1,798 1,050 Warranty product commissions Trinity 1,132 929 Homebuilder warranty service fees PWSC 1,816 1,725 Homebuilder warranty commissions PWSC 237 196 Business services consulting fees Ravix 4,170 — Service fee and commission revenue $ 22,456 $ 18,574 |
Contract with Customer, Contract Asset, Contract Liability, and Receivable [Table Text Block] | (in thousands) Three months ended March 31, 2022 Balance, December 31, 2021 $ 89,217 Deferral of revenue 15,095 Recognition of deferred service fees (14,435 ) Balance, March 31, 2022 $ 89,877 |
Capitalized Contract Cost [Table Text Block] | (in thousands) Three months ended March 31, 2022 Costs to Obtain a Contract Costs to Fulfill a Contract Total Beginning balance, net $ 10,850 $ 80 $ 10,930 Additions 2,353 6 2,359 Amortization (1,328 ) (6 ) (1,334 ) Balance at March 31, net $ 11,875 $ 80 $ 11,955 (in thousands) Three months ended March 31, 2021 Costs to Obtain a Contract Costs to Fulfill a Contract Total Beginning balance, net $ 8,759 $ 76 $ 8,835 Additions 1,342 9 1,351 Amortization (1,335 ) (8 ) (1,343 ) Balance at March 31, net $ 8,766 $ 77 $ 8,843 |
Note 13 - Income Taxes (Tables)
Note 13 - Income Taxes (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Notes Tables | |
Schedule of Effective Income Tax Rate Reconciliation [Table Text Block] | (in thousands) Three months ended March 31, 2022 2021 Income tax (benefit) expense at United States statutory income tax rate $ (612 ) $ 100 Valuation allowance (21 ) (299 ) Non-deductible compensation 47 138 Non-taxable income — (524 ) Investment income (3 ) 17 State income tax 53 53 Change in unrecognized tax benefits(1) 2 38 Indefinite life intangibles 54 54 Other 71 (2 ) Income tax benefit $ (409 ) $ (425 ) |
Note 14 - (Loss) Earnings Per_2
Note 14 - (Loss) Earnings Per Share (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Notes Tables | |
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] | (in thousands, except per share data) Three months ended March 31, 2022 2021 Numerator: Net (loss) income $ (2,504 ) $ 899 Less: net income attributable to noncontrolling interests (149 ) (259 ) Less: dividends on preferred stock (78 ) (238 ) Net (loss) income attributable to common shareholders used in calculating basic (loss) earnings per share $ (2,731 ) $ 402 Adjustment for proportionate interest in PWSC's earnings attributable to common stock — (30 ) Net (loss) income attributable to common shareholders used in calculating diluted (loss) earnings per share $ (2,731 ) $ 372 Denominator: Weighted average basic shares Weighted average common shares outstanding 22,883 22,218 Weighted average diluted shares Weighted average common shares outstanding 22,883 22,218 Effect of potentially dilutive securities (a) Unvested restricted stock awards — 1 Warrants — — Convertible preferred stock — — Total weighted average diluted shares 22,883 22,219 Basic (loss) earnings per share $ (0.12 ) $ 0.02 Diluted (loss) earnings per share $ (0.12 ) $ 0.02 |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share [Table Text Block] | Three months ended March 31, 2022 2021 Unvested restricted stock awards 1,252,754 1,340,000 Warrants 4,573,765 4,923,765 Convertible preferred stock 1,060,831 1,142,975 Total $ 6,887,350 $ 7,406,740 |
Note 15 - Stock-based Compens_2
Note 15 - Stock-based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Notes Tables | |
Share-Based Payment Arrangement, Restricted Stock and Restricted Stock Unit, Activity [Table Text Block] | Number of Weighted-Average Restricted Grant Date Fair Stock Awards Value (per Share) Unvested at December 31, 2021 1,252,754 $ 5.09 Granted — — Vested — — Cancelled for Tax Withholding — — Unvested at March 31, 2022 1,252,754 $ 5.09 |
Note 16 - Accumulated Other C_2
Note 16 - Accumulated Other Comprehensive Income (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Notes Tables | |
Schedule of Accumulated Other Comprehensive Income (Loss) [Table Text Block] | (in thousands) Three months ended March 31, 2022 Unrealized Gains Foreign Change in Fair Value Total (Losses) on Currency of Debt Attributable Accumulated Other Available-for-Sale Translation to Instrument-Specific Comprehensive Investments Adjustments Credit Risk Income Balance at December 31, 2021 $ (220 ) $ (3,286 ) $ 34,285 $ 30,779 Other comprehensive (loss) income arising during the period (1,125 ) — 959 (166 ) Amounts reclassified from accumulated other comprehensive income 1 — — 1 Net current-period other comprehensive (loss) income (1,124 ) — 959 (165 ) Balance at March 31, 2022 $ (1,344 ) $ (3,286 ) $ 35,244 $ 30,614 (in thousands) Three months ended March 31, 2021 Unrealized Gains Foreign Change in Fair Value Total (Losses) on Currency of Debt Attributable Accumulated Other Available-for-Sale Translation to Instrument-Specific Comprehensive Investments Adjustments Credit Risk Income Balance at December 31, 2020 $ 216 $ (3,286 ) $ 41,129 $ 38,059 Other comprehensive loss arising during the period (71 ) — (1,721 ) (1,792 ) Amounts reclassified from accumulated other comprehensive income 12 — — 12 Net current-period other comprehensive loss (59 ) — (1,721 ) (1,780 ) Balance at March 31, 2021 $ 157 $ (3,286 ) $ 39,408 $ 36,279 |
Reclassification out of Accumulated Other Comprehensive Income [Table Text Block] | (in thousands) Three months ended March 31, 2022 2021 Reclassification of accumulated other comprehensive income from unrealized gains (losses) on available-for-sale investments to: Net realized gains $ (1 ) $ (12 ) Other-than-temporary impairment loss — — (Loss) income before income tax benefit (1 ) (12 ) Income tax benefit — — Net (loss) income $ (1 ) $ (12 ) |
Note 17 - Segmented Informati_2
Note 17 - Segmented Information (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Notes Tables | |
Reconciliation of Revenue from Segments to Consolidated [Table Text Block] | (in thousands) Three months ended March 31, 2022 2021 Revenues: Extended Warranty: Service fee and commission revenue $ 18,286 $ 18,574 Total Extended Warranty 18,286 18,574 Leased Real Estate: Rental revenue 3,667 3,341 Total Leased Real Estate 3,667 3,341 Kingsway Search Xcelerator: Service fee and commission revenue 4,170 — Total Kingsway Search Xcelerator 4,170 — Total revenues $ 26,123 $ 21,915 |
Reconciliation of Operating Profit (Loss) from Segments to Consolidated [Table Text Block] | (in thousands) Three months ended March 31, 2022 2021 Segment operating income: Extended Warranty (a) $ 1,723 $ 5,310 Leased Real Estate 1,559 1,293 Kingsway Search Xcelerator 806 — Total segment operating income 4,088 6,603 Net investment income 619 421 Net realized gains 54 51 Loss on change in fair value of equity investments (10 ) (151 ) Gain (loss) on change in fair value of limited liability investments, at fair value 127 (202 ) Interest expense not allocated to segments (1,364 ) (1,552 ) Other revenue and expenses not allocated to segments, net (3,065 ) (3,491 ) Amortization of intangible assets (1,494 ) (497 ) Loss on change in fair value of debt (1,868 ) (1,019 ) Gain on extinguishment of debt not allocated to segments — 311 (Loss) income before income tax benefit (2,913 ) 474 Income tax benefit (409 ) (425 ) Net (loss) income $ (2,504 ) $ 899 |
Note 18 - Fair Value of Finan_2
Note 18 - Fair Value of Financial Instruments (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Notes Tables | |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis [Table Text Block] | (in thousands) March 31, 2022 Fair Value Measurements at the End of the Reporting Period Using Quoted Prices in Significant Significant Active Markets for Other Observable Unobservable Identical Assets Inputs Inputs Measured at Total (Level 1) (Level 2) (Level 3) Net Asset Value Recurring fair value measurements: Assets: Fixed maturities: U.S. government, government agencies and authorities $ 14,878 $ — $ 14,878 $ — $ — States, municipalities and political subdivisions 1,701 — 1,701 — — Mortgage-backed 7,613 — 7,613 — — Asset-backed 1,046 — 1,046 — — Corporate 9,912 — 9,912 — — Total fixed maturities 35,150 — 35,150 — — Equity investments: Common stock 169 169 — — — Total equity investments 169 169 — — — Limited liability investments, at fair value 18,940 — — 3,751 15,189 Real estate investments 10,662 — — 10,662 — Derivative contract - interest rate swap 183 — 183 — — Total assets $ 65,104 $ 169 $ 35,333 $ 14,413 $ 15,189 Liabilities: Subordinated debt $ 61,882 $ — $ 61,882 $ — $ — Contingent consideration 2,767 — — 2,767 — Stock-based compensation liabilities 1,494 — — 1,494 — Total liabilities $ 66,143 $ — $ 61,882 $ 4,261 $ — (in thousands) December 31, 2021 Fair Value Measurements at the End of the Reporting Period Using Quoted Prices in Significant Significant Active Markets for Other Observable Unobservable Identical Assets Inputs Inputs Measured at Total (Level 1) (Level 2) (Level 3) Net Asset Value Recurring fair value measurements: Assets: Fixed maturities: U.S. government, government agencies and authorities $ 16,223 $ — $ 16,223 $ — $ — States municipalities and political subdivisions 1,878 — 1,878 — — Mortgage-backed 7,629 — 7,629 — — Asset-backed 445 — 445 — — Corporate 9,491 — 9,491 — — Total fixed maturities 35,666 — 35,666 — — Equity investments: Common stock 171 171 — — — Warrants 8 — 8 — — Total equity investments 179 171 8 — — Limited liability investments, at fair value 18,826 — — 4,022 14,804 Real estate investments 10,662 — — 10,662 — Total assets $ 65,333 $ 171 $ 35,674 $ 14,684 $ 14,804 Liabilities: Subordinated debt $ 60,973 $ — $ 60,973 $ — $ — Contingent consideration 2,458 — — 2,458 — Stock-based compensation liabilities 1,402 — — 1,402 — Derivative contract - interest rate swap 14 — 14 — — Total liabilities $ 64,847 $ — $ 60,987 $ 3,860 $ — |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Table Text Block] | (in thousands) Three months ended March 31, 2022 2021 Assets: Limited liability investments, at fair value: Beginning balance $ 4,022 $ 3,263 Distributions received (47 ) (22 ) Realized gains included in net (loss) income 33 22 Change in fair value of limited liability investments, at fair value included in net (loss) income (257 ) 111 Ending balance $ 3,751 $ 3,374 Unrealized (gains) losses on limited liability investments, at fair value held at end of period: Included in net (loss) income $ (257 ) $ 111 Included in other comprehensive loss $ — $ — Real estate investments: Beginning balance $ 10,662 $ 10,662 Change in fair value of real estate investments included in net (loss) income — — Ending balance $ 10,662 $ 10,662 Unrealized gains recognized on real estate investments held at end of period: Included in net (loss) income — — Included in other comprehensive loss — — Ending balance - assets $ 14,413 $ 14,036 Liabilities: Contingent consideration: Beginning balance $ 2,458 $ — Change in fair value of contingent consideration included in net (loss) income 309 — Ending balance $ 2,767 $ — Unrealized gains recognized on contingent consideration liability held at end of period: Included in net (loss) income $ 309 $ — Included in other comprehensive loss $ — $ — Stock-based compensation liabilities: Beginning balance $ 1,402 $ 443 Change in fair value of stock-based compensation liabilities included in net (loss) income 92 401 Ending balance $ 1,494 $ 844 Unrealized gains recognized on stock-based compensation liabilities held at end of period: Included in net (loss) income $ 92 $ 401 Included in other comprehensive loss $ — $ — Ending balance - liabilities $ 4,261 $ 844 |
Fair Value Measurement Inputs and Valuation Techniques [Table Text Block] | Categories Fair Value Valuation Techniques Unobservable Inputs Input Value(s) Limited liability investments, at fair value $ 3,751 Market approach Valuation multiples 1.0x - 9.0x Real estate investments $ 10,662 Market and income approach Cap rates 7.5 % Contingent consideration $ 2,767 Option-based income approach Discount rate 4.25 % Risk-free rate 2.35 % Expected volatility 18.0 % Stock-based compensation liabilities $ 1,494 Market approach Valuation multiple 6.0x Categories Fair Value Valuation Techniques Unobservable Inputs Input Value(s) Limited liability investments, at fair value $ 4,022 Market approach Valuation multiples 1.0x - 8.0x Real estate investments $ 10,662 Market and income approach Cap rates 7.5 % Contingent consideration $ 2,458 Option-based income approach Discount rate 4.0 % Risk-free rate 0.49 % Expected volatility 15.0 % Stock-based compensation liabilities $ 1,402 Market approach Valuation multiple 6.0x |
Fair Value, Investments, Entities that Calculate Net Asset Value Per Share [Table Text Block] | Fair Value Redemption Category (in thousands) Unfunded Commitments Redemption Frequency Notice Period Limited liability investments, at fair value $ 15,189 n/a n/a n/a Fair Value Redemption Category (in thousands) Unfunded Commitments Redemption Frequency Notice Period Limited liability investments, at fair value $ 14,804 n/a n/a n/a |
Note 3 - Summary of Significa_2
Note 3 - Summary of Significant Accounting Policies (Details Textual) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2022USD ($)shares | Mar. 31, 2018 | Dec. 31, 2021USD ($) | |
Number Of Subsidiary Trusts | 6 | ||
Percentage of Proceeds from Increased Rental Payments | 20.00% | ||
Cash | $ 3,400 | $ 2,200 | |
Cash and Cash Equivalents, at Carrying Value, Total | $ 13,053 | 12,642 | |
Temporary Equity, Shares Outstanding (in shares) | shares | 169,733 | ||
Temporary Equity, Aggregate Amount of Redemption Requirement | $ 6,600 | ||
Subordinated Debt [Member] | |||
Interest Payable | $ 19,900 | $ 18,700 |
Note 5 - Acquisitions (Details
Note 5 - Acquisitions (Details Textual) $ in Millions | Dec. 30, 2021USD ($)aft² | Oct. 01, 2021USD ($) | Mar. 31, 2022USD ($) |
RoeCo Lafayette, LLC [Member] | Real Property Located in Lafayette, Louisiana [Member] | |||
Area of Real Estate Property (Acre) | a | 6.5 | ||
RoeCo Lafayette, LLC [Member] | Building Located Lafayette, Louisiana [Member] | |||
Area of Real Estate Property (Acre) | ft² | 29,224 | ||
Ravix Financial, Inc [Member] | |||
Business Acquisition, Percentage of Voting Interests Acquired | 100.00% | ||
Payments to Acquire Businesses, Gross | $ 10.9 | ||
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Consideration Transferred | $ 0.1 | ||
Business Combination, Contingent Consideration Arrangements, Range of Outcomes, Value, High | $ 4.5 | ||
RoeCo Lafayette, LLC [Member] | |||
Business Acquisition, Percentage of Voting Interests Acquired | 100.00% | ||
Payments to Acquire Businesses, Gross | $ 2.4 | ||
RoeCo Lafayette, LLC [Member] | Above Market Leases and Lease Acquired In-place [Member] | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | 2.9 | ||
RoeCo Lafayette, LLC [Member] | Above Market Leases [Member] | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | 0.8 | ||
RoeCo Lafayette, LLC [Member] | Leases, Acquired-in-Place [Member] | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | 2.1 | ||
RoeCo Lafayette, LLC [Member] | RoeCo Mortgage [Member] | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Noncurrent Liabilities, Long-term Debt | 13.5 | ||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Noncurrent Liabilities, Long Term Debt Premium | $ 3.5 |
Note 6 - Investments (Details T
Note 6 - Investments (Details Textual) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2022USD ($) | Mar. 31, 2021USD ($) | Dec. 31, 2021USD ($) | Dec. 31, 2020USD ($) | |
Debt Securities, Available-for-Sale, Unrealized Loss Position, Number of Positions | 185 | 138 | ||
Investments in and Advance to Affiliates, Subsidiaries, Associates, and Joint Ventures, Total | $ 18,900 | $ 18,800 | ||
Equity Securities without Readily Determinable Fair Value, Impairment Loss, Annual Amount | 0 | $ 100 | ||
Long-term Debt, Gross | 310,708 | 314,072 | ||
Private Company [Member] | ||||
Increase (Decrease) in Debt Securities, Trading, and Equity Securities, FV-NI, Total | 0 | |||
Other-than-temporary Impairment Loss, Debt Securities, Portion Recognized in Earnings | 0 | |||
Loans Payable [Member] | ||||
Long-term Debt, Gross | 194,871 | 196,386 | ||
Net Lease Note [Member] | Loans Payable [Member] | ||||
Long-term Debt, Gross | $ 9,000 | |||
Equity Securities, FV-NI, Realized Gain | 1,200 | |||
Equity Securities, FV-NI, Unrealized Gain | 1,200 | |||
Limited Liability Investments [Member] | ||||
Other than Temporary Impairment Losses, Investments, Total | 0 | |||
Equity Method Investments | 1,488 | $ 1,901 | ||
Fair Value, Investments, Entities that Calculate Net Asset Value Per Share, Unfunded Commitments | 0 | |||
Private Company Investments [Member] | ||||
Investment Owned, at Fair Value | 800 | |||
Other-than-temporary Impairment Loss, Debt Securities, Portion Recognized in Earnings | $ 0 | $ 0 |
Note 6 - Investments - Amortize
Note 6 - Investments - Amortized Cost, Gross Unrealized Gains and Losses, and Estimated Fair Value (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Total | $ 36,539 | $ 35,889 |
Gross Unrealized Gains | 15 | 67 |
Gross Unrealized Losses | 1,404 | 290 |
Fixed maturities, at fair value (amortized cost of $36,539 and $35,889, respectively) | 35,150 | 35,666 |
Total, estimated fair value | 35,150 | 35,666 |
US Government Agencies Debt Securities [Member] | ||
Total | 15,311 | 16,276 |
Gross Unrealized Gains | 13 | 31 |
Gross Unrealized Losses | 446 | 84 |
Fixed maturities, at fair value (amortized cost of $36,539 and $35,889, respectively) | 14,878 | 16,223 |
Total, estimated fair value | 14,878 | 16,223 |
US States and Political Subdivisions Debt Securities [Member] | ||
Total | 1,771 | 1,880 |
Gross Unrealized Gains | 0 | 3 |
Gross Unrealized Losses | 70 | 5 |
Fixed maturities, at fair value (amortized cost of $36,539 and $35,889, respectively) | 1,701 | 1,878 |
Total, estimated fair value | 1,701 | 1,878 |
Mortgage-Backed Securities, Issued by US Government Sponsored Enterprises [Member] | ||
Total | 7,929 | 7,679 |
Gross Unrealized Gains | 1 | 18 |
Gross Unrealized Losses | 317 | 68 |
Fixed maturities, at fair value (amortized cost of $36,539 and $35,889, respectively) | 7,613 | 7,629 |
Total, estimated fair value | 7,613 | 7,629 |
Asset-Backed Securities [Member] | ||
Total | 1,070 | 449 |
Gross Unrealized Gains | 0 | 0 |
Gross Unrealized Losses | 24 | 4 |
Fixed maturities, at fair value (amortized cost of $36,539 and $35,889, respectively) | 1,046 | 445 |
Total, estimated fair value | 1,046 | 445 |
Corporate Debt Securities [Member] | ||
Total | 10,458 | 9,605 |
Gross Unrealized Gains | 1 | 15 |
Gross Unrealized Losses | 547 | 129 |
Fixed maturities, at fair value (amortized cost of $36,539 and $35,889, respectively) | 9,912 | 9,491 |
Total, estimated fair value | $ 9,912 | $ 9,491 |
Note 6 - Investments - Fixed Ma
Note 6 - Investments - Fixed Maturities by Contractual Maturity Periods (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Due in one year or less | $ 8,326 | |
Due in one year or less, estimated fair value | 8,306 | |
Due after one year through five years | 19,502 | |
Due after one year through five years, estimated fair value | 18,674 | |
Due after five years through ten years | 5,046 | |
Due after five years through ten years, estimated fair value | 4,712 | |
Due after ten years | 3,665 | |
Due after ten years, estimated fair value | 3,458 | |
Total | 36,539 | $ 35,889 |
Total, estimated fair value | $ 35,150 | $ 35,666 |
Note 6 - Investments - Unrealiz
Note 6 - Investments - Unrealized Loss Position (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
US Government Agencies Debt Securities [Member] | ||
Less than 12 months, estimated fair value | $ 6,800 | $ 12,077 |
Less than 12 Months | 176 | 84 |
Greater than 12 months, estimated fair value | 6,356 | 0 |
Greater than 12 Months | 270 | 0 |
Estimated fair value | 13,156 | 12,077 |
Total, debt securities | 446 | 84 |
US States and Political Subdivisions Debt Securities [Member] | ||
Less than 12 months, estimated fair value | 1,079 | 846 |
Less than 12 Months | 50 | 5 |
Greater than 12 months, estimated fair value | 546 | 0 |
Greater than 12 Months | 20 | 0 |
Estimated fair value | 1,625 | 846 |
Total, debt securities | 70 | 5 |
Mortgage-Backed Securities, Issued by US Government Sponsored Enterprises [Member] | ||
Less than 12 months, estimated fair value | 4,102 | 5,388 |
Less than 12 Months | 201 | 68 |
Greater than 12 months, estimated fair value | 2,839 | 0 |
Greater than 12 Months | 116 | 0 |
Estimated fair value | 6,941 | 5,388 |
Total, debt securities | 317 | 68 |
Asset-Backed Securities [Member] | ||
Less than 12 months, estimated fair value | 1,046 | 445 |
Less than 12 Months | 24 | 4 |
Greater than 12 months, estimated fair value | 0 | 0 |
Greater than 12 Months | 0 | 0 |
Estimated fair value | 1,046 | 445 |
Total, debt securities | 24 | 4 |
Corporate Debt Securities [Member] | ||
Less than 12 months, estimated fair value | 8,026 | 7,542 |
Less than 12 Months | 513 | 129 |
Greater than 12 months, estimated fair value | 1,284 | 0 |
Greater than 12 Months | 34 | 0 |
Estimated fair value | 9,310 | 7,542 |
Total, debt securities | 547 | 129 |
Fixed Maturities [Member] | ||
Less than 12 months, estimated fair value | 21,053 | 26,298 |
Less than 12 Months | 964 | 290 |
Greater than 12 months, estimated fair value | 11,025 | 0 |
Greater than 12 Months | 440 | 0 |
Estimated fair value | 32,078 | 26,298 |
Total, debt securities | $ 1,404 | $ 290 |
Note 6 - Investments - Net Inve
Note 6 - Investments - Net Investment Income (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Interest from fixed maturities | $ 93 | $ 51 |
Dividends | 31 | 32 |
Income (loss) from limited liability investments | 235 | (9) |
Income from limited liability investments, at fair value | 0 | 81 |
Income from real estate investments | 200 | 200 |
Other | 83 | 90 |
Gross investment income | 642 | 445 |
Investment expenses | (23) | (24) |
Net investment income | $ 619 | $ 421 |
Note 6 - Investments - Gross Re
Note 6 - Investments - Gross Realized Gains and Losses on Available-for-sale Investments, Limited Liability Investment (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Gross realized gains | $ 59 | $ 51 |
Gross realized losses | (5) | 0 |
Net realized gains | $ 54 | $ 51 |
Note 6 - Investments - Loss on
Note 6 - Investments - Loss on Change in Fair Value of Equity Investments (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Net gains recognized on equity investments sold during the period | $ 0 | $ 13 |
Change in unrealized losses on equity investments held at end of the period | (10) | (164) |
Loss on change in fair value of equity investments | $ (10) | $ (151) |
Note 7 - Intangible Assets (Det
Note 7 - Intangible Assets (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Amortization of Intangible Assets | $ 1,494 | $ 497 |
Impairment of Intangible Assets, Indefinite-lived (Excluding Goodwill) | $ 0 | $ 0 |
Minimum [Member] | ||
Finite-Lived Intangible Asset, Useful Life (Year) | 5 years | |
Maximum [Member] | ||
Finite-Lived Intangible Asset, Useful Life (Year) | 18 years |
Note 7 - Intangible Assets - In
Note 7 - Intangible Assets - Intangible Assets (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Intangible assets accumulated amortization | $ 21,841 | $ 20,333 |
Intangible assets, gross | 128,563 | 128,563 |
Intangible assets, net | 106,722 | 108,230 |
Tenant Relationship [Member] | ||
Intangible assets not subject to amortization | 73,667 | 73,667 |
Intangible assets not subject to amortization, net | 73,667 | 73,667 |
Trade Names [Member] | ||
Intangible assets not subject to amortization | 10,314 | 10,314 |
Intangible assets not subject to amortization, net | 10,314 | 10,314 |
Database Rights [Member] | ||
Intangible assets subject to amortization | 4,918 | 4,918 |
Intangible assets accumulated amortization | 4,595 | 4,488 |
Intangible assets subject to amortization, net | 323 | 430 |
Service Agreements [Member] | ||
Intangible assets subject to amortization | 3,680 | 3,680 |
Intangible assets accumulated amortization | 3,680 | 3,680 |
Intangible assets subject to amortization, net | 0 | 0 |
Customer Relationships [Member] | ||
Intangible assets subject to amortization | 31,645 | 31,645 |
Intangible assets accumulated amortization | 12,920 | 11,598 |
Intangible assets subject to amortization, net | 18,725 | 20,047 |
Leases, Acquired-in-Place [Member] | ||
Intangible assets subject to amortization | 3,238 | 835 |
Intangible assets accumulated amortization | 395 | 0 |
Intangible assets subject to amortization, net | 2,843 | 835 |
Above-market Lease [Member] | ||
Intangible assets subject to amortization | 835 | |
Intangible assets accumulated amortization | 14 | |
Intangible assets subject to amortization, net | 821 | |
Noncompete Agreements [Member] | ||
Intangible assets subject to amortization | 266 | 266 |
Intangible assets accumulated amortization | 237 | 224 |
Intangible assets subject to amortization, net | $ 29 | $ 42 |
Note 8 - Property and Equipme_3
Note 8 - Property and Equipment (Details Textual) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Depreciation, Total | $ 0.8 | $ 1.1 |
Note 8 - Property and Equipme_4
Note 8 - Property and Equipment - Property and Equipment (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Cost | $ 132,233 | $ 132,811 |
Property and equipment, accumulated depreciation | 24,370 | 24,224 |
Carrying Value | 107,863 | 108,587 |
Carrying Value | 107,863 | 108,587 |
Land [Member] | ||
Cost | 25,623 | 25,623 |
Property and equipment, accumulated depreciation | 0 | 0 |
Carrying Value | 25,623 | 25,623 |
Carrying Value | 25,623 | 25,623 |
Tenant Improvement [Member] | ||
Cost | 92,047 | 92,047 |
Property and equipment, accumulated depreciation | 22,603 | 21,910 |
Carrying Value | 69,444 | 70,137 |
Carrying Value | 69,444 | 70,137 |
Building [Member] | ||
Cost | 11,805 | 11,805 |
Property and equipment, accumulated depreciation | 145 | 79 |
Carrying Value | 11,660 | 11,726 |
Carrying Value | 11,660 | 11,726 |
Leasehold Improvements [Member] | ||
Cost | 317 | 286 |
Property and equipment, accumulated depreciation | 176 | 163 |
Carrying Value | 141 | 123 |
Carrying Value | 141 | 123 |
Furniture and Fixtures [Member] | ||
Cost | 539 | 562 |
Property and equipment, accumulated depreciation | 425 | 442 |
Carrying Value | 114 | 120 |
Carrying Value | 114 | 120 |
Computer Equipment [Member] | ||
Cost | 1,902 | 2,488 |
Property and equipment, accumulated depreciation | 1,021 | 1,630 |
Carrying Value | 881 | 858 |
Carrying Value | $ 881 | $ 858 |
Note 9 - Derivatives (Details T
Note 9 - Derivatives (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | |||
Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | Apr. 01, 2021 | |
Derivative, Gain (Loss) on Derivative, Net, Total | $ 196 | $ 0 | ||
Interest Rate Cap [Member] | CBC Bank USA [Member] | ||||
Derivative, Notional Amount | 10,000 | $ 11,900 | ||
Interest Rate Cap [Member] | CBC Bank USA [Member] | Maximum [Member] | ||||
Derivative, Gain (Loss) on Derivative, Net, Total | (100) | |||
Interest Rate Cap [Member] | CBC Bank USA [Member] | Interest Expense [Member] | ||||
Derivative, Gain (Loss) on Derivative, Net, Total | 200 | |||
Interest Rate Cap [Member] | CBC Bank USA [Member] | Accrued Expenses and Other Liabilities [Member] | ||||
Derivative Liability, Total | $ 200 | $ 100 | ||
Interest Rate Cap [Member] | CBC Bank USA [Member] | London Interbank Offered Rate (LIBOR) Swap Rate [Member] | ||||
Derivative, Fixed Interest Rate | 1.18% |
Note 10 - Debt (Details Textual
Note 10 - Debt (Details Textual) $ in Thousands | Oct. 01, 2021USD ($) | Dec. 01, 2020USD ($) | Dec. 16, 2003USD ($) | Mar. 31, 2022USD ($) | Mar. 31, 2021USD ($) | Mar. 31, 2022USD ($) | Dec. 31, 2021USD ($) | Dec. 30, 2021USD ($) | Jun. 02, 2021USD ($)a | Dec. 21, 2020USD ($) | Apr. 30, 2020USD ($) | Jul. 31, 2016USD ($) | Jan. 05, 2015USD ($) | |
Long-term Debt, Gross | $ 310,708 | $ 310,708 | $ 314,072 | |||||||||||
Long-term Debt, Fair Value | 290,204 | 290,204 | 308,494 | |||||||||||
Proceeds from Legal Settlements | $ 2,700 | |||||||||||||
Long-Term Debt, Total | 290,035 | 290,035 | 292,715 | |||||||||||
Subordinated Liabilities, Period Increase (Decrease), Total | 900 | |||||||||||||
Other Comprehensive Income (Loss), Financial Liability, Fair Value Option, Unrealized Gain (Loss) Arising During Period, before Tax | [1] | 959 | (1,721) | |||||||||||
Fair Value, Option, Changes in Fair Value, Gain (Loss) | (1,868) | (1,019) | ||||||||||||
TEXAS | ||||||||||||||
Area of Real Estate Property (Acre) | a | 192 | |||||||||||||
Mortgages [Member] | ||||||||||||||
Debt Instrument, Face Amount | $ 13,500 | $ 180,000 | ||||||||||||
Long-term Debt, Fair Value | 191,700 | |||||||||||||
Debt Instrument, Unamortized Premium, Total | $ 3,500 | $ 11,700 | ||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 4.07% | |||||||||||||
Loans Payable [Member] | ||||||||||||||
Long-term Debt, Gross | 194,871 | 194,871 | 196,386 | |||||||||||
Long-term Debt, Fair Value | 203,724 | 203,724 | 220,770 | |||||||||||
Long-Term Debt, Total | 203,259 | 203,259 | 205,025 | |||||||||||
Subordinated Debt [Member] | ||||||||||||||
Debt Instrument, Face Amount | $ 90,500 | |||||||||||||
Long-term Debt, Gross | 90,500 | 90,500 | 90,500 | |||||||||||
Long-term Debt, Fair Value | 61,882 | 61,882 | 60,973 | |||||||||||
Long-Term Debt, Total | 61,882 | 61,882 | 60,973 | |||||||||||
Debt Instrument, Term (Year) | 30 years | |||||||||||||
Fair Value, Option, Changes in Fair Value, Gain (Loss) | (1,900) | |||||||||||||
Interest Payable | $ 19,900 | 19,900 | 18,700 | |||||||||||
London Interbank Offered Rate (LIBOR) [Member] | Subordinated Debt [Member] | Minimum [Member] | ||||||||||||||
Debt Instrument, Basis Spread on Variable Rate | 3.85% | |||||||||||||
London Interbank Offered Rate (LIBOR) [Member] | Subordinated Debt [Member] | Maximum [Member] | ||||||||||||||
Debt Instrument, Basis Spread on Variable Rate | 4.20% | |||||||||||||
Ravix Bank Loan [Member] | ||||||||||||||
Debt Instrument, Interest Rate During Period | 3.75% | 4.00% | ||||||||||||
Debt Issuance Costs, Net, Total | $ 200 | 200 | ||||||||||||
Ravix Bank Loan [Member] | Prime Rate [Member] | ||||||||||||||
Debt Instrument, Basis Spread on Variable Rate | 0.50% | |||||||||||||
Ravix Bank Loan [Member] | Ravix Financial, Inc [Member] | ||||||||||||||
Debt Instrument, Face Amount | $ 6,000 | |||||||||||||
Long-term Debt, Gross | 5,600 | 5,600 | 5,700 | |||||||||||
Ravix Bank Loan [Member] | Ravix Financial, Inc [Member] | Revolving Credit Facility [Member] | ||||||||||||||
Long-term Debt, Gross | $ 1,000 | 100 | $ 100 | 100 | ||||||||||
KWH Bank Loan [Member] | ||||||||||||||
Debt Instrument, Interest Rate During Period | 3.50% | |||||||||||||
Debt Issuance Costs, Net, Total | 400 | $ 400 | ||||||||||||
Debt Instrument, LIBOR Floor | 0.75% | |||||||||||||
Debt Instrument, Principal Value | $ 2,000 | |||||||||||||
KWH Bank Loan [Member] | London Interbank Offered Rate (LIBOR) [Member] | ||||||||||||||
Debt Instrument, Basis Spread on Variable Rate | 2.75% | |||||||||||||
KWH Bank Loan [Member] | PWI Holdings [Member] | ||||||||||||||
Long-term Debt, Gross | $ 25,700 | |||||||||||||
KWH Bank Loan [Member] | PWI Holdings [Member] | Term Loan [Member] | ||||||||||||||
Long-term Debt, Gross | 24,700 | |||||||||||||
KWH Bank Loan [Member] | PWI Holdings [Member] | Revolving Credit Facility [Member] | ||||||||||||||
Long-term Debt, Gross | $ 1,000 | |||||||||||||
Additional Mortgage [Member] | Loans Payable [Member] | ||||||||||||||
Long-term Debt, Gross | 14,322 | $ 14,322 | 14,514 | |||||||||||
Long-term Debt, Fair Value | 14,064 | 14,064 | 15,104 | |||||||||||
Long-Term Debt, Total | 12,740 | 12,740 | 12,901 | |||||||||||
Additional Mortgage [Member] | TRT [Member] | Loans Payable [Member] | ||||||||||||||
Debt Instrument, Face Amount | $ 15,000 | |||||||||||||
Debt Issuance Costs, Net, Total | $ 1,700 | |||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 3.20% | |||||||||||||
Senior Amortizing Note [Member] | Mortgages [Member] | ||||||||||||||
Debt Instrument, Face Amount | 6,400 | 6,400 | 6,600 | |||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 3.75% | |||||||||||||
Senior Interest Only Note [Member] | Mortgages [Member] | ||||||||||||||
Debt Instrument, Face Amount | $ 5,000 | $ 5,000 | 5,000 | |||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 5.682% | 5.682% | ||||||||||||
Junior Note [Member] | Mortgages [Member] | ||||||||||||||
Debt Instrument, Face Amount | $ 1,900 | $ 1,900 | 1,900 | |||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 7.00% | 7.00% | ||||||||||||
Flower Note [Member] | Loans Payable [Member] | ||||||||||||||
Debt Instrument, Face Amount | $ 9,200 | |||||||||||||
Long-term Debt, Gross | $ 6,289 | $ 6,289 | 6,411 | |||||||||||
Long-term Debt, Fair Value | 6,669 | 6,669 | 7,101 | |||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 4.81% | |||||||||||||
Long-Term Debt, Total | $ 6,289 | $ 6,289 | $ 6,411 | |||||||||||
Paycheck Protection Program CARES Act [Member] | ||||||||||||||
Long-term Debt, Fair Value | $ 2,900 | |||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 1.00% | |||||||||||||
Debt Instrument, Decrease, Forgiveness | $ 2,500 | |||||||||||||
[1] | Net of income tax benefit of $0 for the three months ended March 31, 2022 and March 31, 2021. |
Note 10 - Debt - Component of D
Note 10 - Debt - Component of Debt (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Long term debt, principal | $ 310,708 | $ 314,072 |
Carrying value | 290,035 | 292,715 |
Long term debt, fair value | 290,204 | 308,494 |
Notes Payable to Banks [Member] | ||
Long term debt, principal | 25,337 | 27,186 |
Carrying value | 24,894 | 26,717 |
Long term debt, fair value | 24,598 | 26,751 |
Notes Payable to Banks [Member] | Ravix Bank Loan [Member] | ||
Long term debt, principal | 5,850 | 6,000 |
Carrying value | 5,703 | 5,847 |
Long term debt, fair value | 5,644 | 5,936 |
Notes Payable to Banks [Member] | The 2020 KWH Bank Loan [Member] | ||
Long term debt, principal | 19,487 | 21,186 |
Carrying value | 19,191 | 20,870 |
Long term debt, fair value | 18,954 | 20,815 |
Loans Payable [Member] | ||
Long term debt, principal | 194,871 | 196,386 |
Carrying value | 203,259 | 205,025 |
Long term debt, fair value | 203,724 | 220,770 |
Loans Payable [Member] | Mortgage [Member] | ||
Long term debt, principal | 160,920 | 161,998 |
Carrying value | 167,442 | 168,730 |
Long term debt, fair value | 167,865 | 182,128 |
Loans Payable [Member] | Additional Mortgage [Member] | ||
Long term debt, principal | 14,322 | 14,514 |
Carrying value | 12,740 | 12,901 |
Long term debt, fair value | 14,064 | 15,104 |
Loans Payable [Member] | RoeCo Mortgage [Member] | ||
Long term debt, principal | 13,340 | 13,463 |
Carrying value | 16,788 | 16,983 |
Long term debt, fair value | 15,126 | 16,437 |
Loans Payable [Member] | Flower Note [Member] | ||
Long term debt, principal | 6,289 | 6,411 |
Carrying value | 6,289 | 6,411 |
Long term debt, fair value | 6,669 | 7,101 |
Subordinated Debt [Member] | ||
Long term debt, principal | 90,500 | 90,500 |
Carrying value | 61,882 | 60,973 |
Long term debt, fair value | $ 61,882 | $ 60,973 |
Note 10 - Debt - Subordinated B
Note 10 - Debt - Subordinated Borrowings (Details) $ in Millions | 3 Months Ended |
Mar. 31, 2022USD ($) | |
Connecticut Statutory Trust I [Member] | |
Principal | $ 15 |
Connecticut Statutory Trust I [Member] | London Interbank Offered Rate (LIBOR) [Member] | |
Debt Instrument, Basis Spread on Variable Rate | 4.00% |
Connecticut Statutory Trust II [Member] | |
Principal | $ 17.5 |
Connecticut Statutory Trust II [Member] | London Interbank Offered Rate (LIBOR) [Member] | |
Debt Instrument, Basis Spread on Variable Rate | 4.10% |
Connecticut Statutory Trust III [Member] | |
Principal | $ 20 |
Connecticut Statutory Trust III [Member] | London Interbank Offered Rate (LIBOR) [Member] | |
Debt Instrument, Basis Spread on Variable Rate | 3.95% |
Delaware Statutory Trust III [Member] | |
Principal | $ 15 |
Delaware Statutory Trust III [Member] | London Interbank Offered Rate (LIBOR) [Member] | |
Debt Instrument, Basis Spread on Variable Rate | 4.20% |
Delaware Statutory Trust IV [Member] | |
Principal | $ 10 |
Delaware Statutory Trust IV [Member] | London Interbank Offered Rate (LIBOR) [Member] | |
Debt Instrument, Basis Spread on Variable Rate | 3.85% |
Delaware Statutory Trust VI [Member] | |
Principal | $ 13 |
Delaware Statutory Trust VI [Member] | London Interbank Offered Rate (LIBOR) [Member] | |
Debt Instrument, Basis Spread on Variable Rate | 4.00% |
Note 11 - Leases (Details Textu
Note 11 - Leases (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | |
Operating Lease, Weighted Average Remaining Lease Term (Year) | 3 years 7 months 6 days | ||
Operating Lease, Weighted Average Discount Rate, Percent | 5.13% | ||
Operating Lease, Lease Income, Lease Payments | $ 3,600 | $ 3,300 | |
Operating Lease, Variable Lease Income | 100 | 0 | |
Real Property Located in Lafayette, Louisiana [Member] | |||
Below Market Lease, Amortization Income, Remainder of Fiscal Year | 100 | ||
Below Market Lease, Amortization Income, Year One | 100 | ||
Below Market Lease, Amortization Income, Year Two | 100 | ||
Below Market Lease, Amortization Income, Year Three | 100 | ||
Below Market Lease, Amortization Income, Year Four | 100 | ||
LA Property [Member] | |||
Below Market Lease, Amortization Income, Remainder of Fiscal Year | 100 | ||
Below Market Lease, Amortization Income, Year One | 100 | ||
Below Market Lease, Amortization Income, Year Two | 100 | ||
Below Market Lease, Amortization Income, Year Three | 100 | ||
Below Market Lease, Amortization Income, Year Four | $ 100 | ||
General and Administrative Expense [Member] | |||
Operating Lease, Cost | 200 | 300 | |
Variable Lease, Cost | 100 | 100 | |
Operating Lease, Payments | $ 300 | $ 200 |
Note 11 - Leases - Annual Matur
Note 11 - Leases - Annual Maturities of Lease Liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
2022 | $ 695 | |
2023 | 638 | |
2024 | 550 | |
2025 | 381 | |
2026 | 165 | |
2027 and thereafter | 0 | |
Total undiscounted lease payments | 2,429 | |
Imputed interest | 206 | |
Total lease liabilities | $ 2,223 | $ 2,479 |
Note 11 - Leases - Net Book Val
Note 11 - Leases - Net Book Value of Operating Lease Property (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Gross property and equipment leased | $ 129,475 | $ 129,475 |
Accumulation depreciation | (22,748) | (21,989) |
Net property and equipment leased | 106,727 | 107,486 |
Land [Member] | ||
Gross property and equipment leased | 25,623 | 25,623 |
Land Improvements [Member] | ||
Gross property and equipment leased | 92,047 | 92,047 |
Building [Member] | ||
Gross property and equipment leased | $ 11,805 | $ 11,805 |
Note 11 - Leases - Future Undis
Note 11 - Leases - Future Undiscounted Cash Flow (Details) $ in Thousands | Mar. 31, 2022USD ($) |
2022 | $ 10,474 |
2023 | 14,190 |
2024 | 14,475 |
2025 | 14,766 |
2026 | 14,883 |
Thereafter | $ 119,590 |
Note 12 - Revenue From Contra_3
Note 12 - Revenue From Contracts With Customers (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | |
Capitalized Contract Cost, Impairment Loss | $ 0 | $ 0 | |
Service Fees [Member] | |||
Receivables from Customers | $ 8,713 | $ 6,656 | |
Percentage of Deferred Service Fees | 48.70% | ||
Contract with Customer, Liability, Revenue Recognized | $ 13,000 | $ 12,200 | |
Minimum [Member] | |||
Customer Refunds Percentage | 9.00% | ||
Maximum [Member] | |||
Customer Refunds Percentage | 13.00% |
Note 12 - Revenue From Contra_4
Note 12 - Revenue From Contracts With Customers - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Service fee and commission revenue | $ 22,456 | $ 18,574 |
IWS [Member] | Extended Warranty Segment [Member] | Vehicle Service Agreement Fees [Member] | ||
Service fee and commission revenue | 13,303 | 14,674 |
Maintenance Support Service Fees [Member] | Trinity [Member] | ||
Service fee and commission revenue | 1,798 | 1,050 |
Warranty Product Commissions [Member] | Trinity [Member] | Extended Warranty Segment [Member] | ||
Service fee and commission revenue | 1,132 | 929 |
Home Builder Warranty Service Fees [Member] | P W S C [Member] | Extended Warranty Segment [Member] | ||
Service fee and commission revenue | 1,816 | 1,725 |
Homebuilder Warranty Commissions [Member] | P W S C [Member] | Extended Warranty Segment [Member] | ||
Service fee and commission revenue | 237 | 196 |
Business Services Consulting [Member] | Ravix [Member] | Consulting Fees [Member] | ||
Service fee and commission revenue | $ 4,170 | $ 0 |
Note 12 - Revenue From Contra_5
Note 12 - Revenue From Contracts With Customers - Changes in Deferred Service Fees (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2022USD ($) | |
Balance, December 31, 2021 | $ 89,217 |
Balance, March 31, 2022 | 89,877 |
Service Fees [Member] | |
Balance, December 31, 2021 | 89,217 |
Deferral of revenue | 15,095 |
Recognition of deferred service fees | (14,435) |
Balance, March 31, 2022 | $ 89,877 |
Note 12 - Revenue From Contra_6
Note 12 - Revenue From Contracts With Customers - Deferred Contract Costs (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Beginning balance, net | $ 10,930 | $ 8,835 |
Additions | 2,359 | 1,351 |
Amortization | (1,334) | (1,343) |
Balance at March 31, net | 11,955 | 8,843 |
Cost to Obtain Contract [Member] | ||
Beginning balance, net | 10,850 | 8,759 |
Additions | 2,353 | 1,342 |
Amortization | (1,328) | (1,335) |
Balance at March 31, net | 11,875 | 8,766 |
Cost to Fulfill Contract [Member] | ||
Beginning balance, net | 80 | 76 |
Additions | 6 | 9 |
Amortization | (6) | (8) |
Balance at March 31, net | $ 80 | $ 77 |
Note 13 - Income Taxes (Details
Note 13 - Income Taxes (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | |
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 21.00% | 21.00% | |
Deferred Income Tax Liabilities, Net | $ 28,048 | $ 28,553 | |
Deferred Tax Liabilities, Expiration Of Operating Loss Carryforwards | 8,200 | 8,200 | |
Deferred Tax Liabilities, Land and Indefinite Lived Intangible Assets | 23,800 | 23,800 | |
Deferred Tax Asset, Interest Carryforward | 3,800 | 3,300 | |
Deferred Tax Assets, State Taxes | 600 | 500 | |
Deferred Tax Liabilities, State Taxes | 400 | 400 | |
Unrecognized Tax Benefits, Ending Balance | 100 | $ 100 | |
Income Tax Examination, Penalties and Interest Expense, Total | 100 | $ 100 | |
Unrecognized Tax Benefits, Income Tax Penalties and Interest Expense, Total | 100 | 100 | |
CMC [Member] | |||
Valuation Allowance, Deferred Tax Asset, Increase (Decrease), Amount | $ 500 | $ 600 |
Note 13 - Income Taxes - Schedu
Note 13 - Income Taxes - Schedule of Effective Income Tax Rate Reconciliation (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Income tax (benefit) expense at United States statutory income tax rate | $ (612) | $ 100 |
Valuation allowance | (21) | (299) |
Non-deductible compensation | 47 | 138 |
Non-taxable income | 0 | (524) |
Investment income | (3) | 17 |
State income tax | 53 | 53 |
Change in unrecognized tax benefits(1) | 2 | 38 |
Indefinite life intangibles | 54 | 54 |
Other | 71 | (2) |
Income tax benefit | $ (409) | $ (425) |
Note 14 - (Loss) from Earnings
Note 14 - (Loss) from Earnings Per Share - Schedule of Earnings per Share, Basic and Diluted (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | ||
Net (loss) income | $ (2,504) | $ 899 | |
Less: net income attributable to noncontrolling interests | (149) | (259) | |
Less: dividends on preferred stock | (78) | (238) | |
Net (loss) income attributable to common shareholders | (2,731) | 402 | |
Adjustment for proportionate interest in PWSC's earnings attributable to common stock | 0 | (30) | |
Net (loss) income attributable to common shareholders used in calculating diluted (loss) earnings per share | $ (2,731) | $ 372 | |
Weighted average common shares outstanding (in shares) | 22,883 | 22,218 | |
Effect of potentially dilutive securities (a) | |||
Unvested restricted stock awards (in shares) | [1] | 0 | 1 |
Warrants (in shares) | [1] | 0 | 0 |
Convertible preferred stock (in shares) | [1] | 0 | 0 |
Total weighted average diluted shares (in shares) | 22,883 | 22,219 | |
Basic (loss) earnings per share (in dollars per share) | $ (0.12) | $ 0.02 | |
Diluted (loss) earnings per share (in dollars per share) | $ (0.12) | $ 0.02 | |
[1] | Potentially dilutive securities consist of unvested restricted stock awards, warrants and convertible preferred stock. Because the Company is reporting a net loss attributable to common shareholders for the three months ended March 31, 2022, all potentially dilutive securities outstanding were excluded from the calculation of diluted loss per share since their inclusion would have been anti-dilutive. |
Note 14 - (Loss) Earnings Per_3
Note 14 - (Loss) Earnings Per Share - Schedule of Antidilutive Securities Excluded from Computation of Earnings per Share (Details) - shares shares in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Antidilutive securities (in shares) | 6,887,350 | 7,406,740 |
Restricted Stock Units (RSUs) [Member] | ||
Antidilutive securities (in shares) | 1,252,754 | 1,340,000 |
Warrant [Member] | ||
Antidilutive securities (in shares) | 4,573,765 | 4,923,765 |
Convertible Debt Securities [Member] | ||
Antidilutive securities (in shares) | 1,060,831 | 1,142,975 |
Note 15 - Stock-based Compens_3
Note 15 - Stock-based Compensation (Details Textual) - USD ($) $ / shares in Units, $ in Millions | Oct. 01, 2021 | Sep. 07, 2018 | Sep. 05, 2018 | Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 |
Share-Based Payment Arrangement, Expense | $ 0.4 | $ 1.7 | ||||
Restricted Stock [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period (in shares) | 0 | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Vested in Period (in shares) | 0 | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number, Ending Balance (in shares) | 1,252,754 | 1,252,754 | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value, Ending Balance (in dollars per share) | $ 5.09 | $ 5.09 | ||||
A2018 Restricted Stock Awards [Member] | Restricted Stock [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period (in shares) | 500,000 | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number, Ending Balance (in shares) | 500,000 | |||||
A2018 Restricted Stock Awards [Member] | Restricted Stock [Member] | Officer [Member] | ||||||
Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount, Total | $ 0.8 | |||||
Restricted Stock Awards 2021 [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number, Ending Balance (in shares) | 752,754 | |||||
Restricted Stock Awards 2021 [Member] | Restricted Stock [Member] | Officer [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period (in shares) | 1,092,754 | |||||
Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount, Total | $ 3.2 | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Vested in Period (in shares) | 0 | |||||
A2018 PWSC Restricted Stock Awards [Member] | Restricted Stock [Member] | Officer of PWSC [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period (in shares) | 1,000 | |||||
PWSC Restricted Stock Award [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number, Ending Balance (in shares) | 0 | 437.50 | ||||
PWSC Restricted Stock Award [Member] | Restricted Stock [Member] | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Vested in Period (in shares) | 437.50 | |||||
A2020 Modified PWSC Restricted Stock Awards [Member] | Restricted Stock [Member] | Officer of PWSC [Member] | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value, Ending Balance (in dollars per share) | $ 0 | $ 1,672 | ||||
PWSC Restricted Stock Award 2020 [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number, Ending Balance (in shares) | 0 | 109.38 | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value, Ending Balance (in dollars per share) | $ 0 | $ 1,672 | ||||
PWSC Restricted Stock Award 2020 [Member] | Restricted Stock [Member] | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Vested in Period (in shares) | 109.38 | |||||
Ravix RUA 2021 [Member] | Restricted Common Unit Awards [Member] | Officer [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period (in shares) | 199,000 | |||||
Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount, Total | $ 0.2 | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Vested in Period (in shares) | 83,333 | 0 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number, Ending Balance (in shares) | 115,667 | 115,667 | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value, Ending Balance (in dollars per share) | $ 3.08 | $ 3.08 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Term (Year) | 4 years | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Volatility Rate | 75.00% | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate | 0.93% |
Note 15 - Stock Based Compensat
Note 15 - Stock Based Compensation - Restricted Stock Awards (Details) - Restricted Stock [Member] | 3 Months Ended |
Mar. 31, 2022$ / sharesshares | |
Unvested, shares (in shares) | shares | 1,252,754 |
Unvested, Grant Date Fair Value (in dollars per share) | $ / shares | $ 5.09 |
Granted, shares (in shares) | shares | 0 |
Granted, Grant Date Fair Value (in dollars per share) | $ / shares | $ 0 |
Vested, shares (in shares) | shares | 0 |
Vested, Grant Date Fair Value (in dollars per share) | $ / shares | $ 0 |
Cancelled for Tax Withholding (in shares) | shares | 0 |
Cancelled for Tax Withholding (in dollars per share) | $ / shares | $ 0 |
Unvested, shares (in shares) | shares | 1,252,754 |
Unvested, Grant Date Fair Value (in dollars per share) | $ / shares | $ 5.09 |
Note 16 - Accumulated Other C_3
Note 16 - Accumulated Other Comprehensive Income - Schedule of Accumulated Other Comprehensive Income (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Balance | $ 8,257 | $ 12,159 |
Other comprehensive loss | (207) | (1,784) |
Balance | 5,301 | 11,862 |
AOCI, Accumulated Gain (Loss), Debt Securities, Available-for-Sale, Parent [Member] | ||
Balance | (220) | 216 |
Other comprehensive (loss) income arising during the period | (1,125) | (71) |
Amounts reclassified from accumulated other comprehensive income | 1 | 12 |
Other comprehensive loss | (1,124) | (59) |
Balance | (1,344) | 157 |
Accumulated Foreign Currency Adjustment Attributable to Parent [Member] | ||
Balance | (3,286) | (3,286) |
Other comprehensive (loss) income arising during the period | 0 | 0 |
Amounts reclassified from accumulated other comprehensive income | 0 | 0 |
Other comprehensive loss | 0 | 0 |
Balance | (3,286) | (3,286) |
Accumulated Gain (Loss), Financial Liability, Fair Value Option, Attributable to Parent [Member] | ||
Balance | 34,285 | 41,129 |
Other comprehensive (loss) income arising during the period | 959 | (1,721) |
Amounts reclassified from accumulated other comprehensive income | 0 | 0 |
Other comprehensive loss | 959 | (1,721) |
Balance | 35,244 | 39,408 |
AOCI Attributable to Parent [Member] | ||
Balance | 30,779 | 38,059 |
Other comprehensive (loss) income arising during the period | (166) | (1,792) |
Amounts reclassified from accumulated other comprehensive income | 1 | 12 |
Other comprehensive loss | (165) | (1,780) |
Balance | $ 30,614 | $ 36,279 |
Note 16 - Accumulated Other C_4
Note 16 - Accumulated Other Comprehensive Income - Components of Accumulated Other Comprehensive Income (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Net realized gains | $ 54 | $ 51 |
(Loss) income before income tax benefit | (2,913) | 474 |
Income tax benefit | (409) | (425) |
Net (loss) income | (2,504) | 899 |
Reclassification out of Accumulated Other Comprehensive Income [Member] | ||
Net (loss) income | (1) | (12) |
AOCI, Accumulated Gain (Loss), Debt Securities, Available-for-Sale, Parent [Member] | Reclassification out of Accumulated Other Comprehensive Income [Member] | ||
Net realized gains | (1) | (12) |
Other-than-temporary impairment loss | 0 | 0 |
(Loss) income before income tax benefit | (1) | (12) |
Income tax benefit | $ 0 | $ 0 |
Note 17 - Segmented Informati_3
Note 17 - Segmented Information (Details Textual) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022USD ($) | Mar. 31, 2021USD ($) | |
Number of Reportable Segments | 3 | |
Number of States in which Entity Operates | 25 | |
Gain (Loss) on Extinguishment of Debt, Total | $ 0 | $ 2,494 |
Kingsway Search Xcelerator [Member] | ||
Number of States in which Entity Operates | 20 | |
Number of Countries in which Entity Operates | 6 | |
Extended Warranty Segment [Member] | Operating Segments [Member] | ||
Gain (Loss) on Extinguishment of Debt, Total | 2,200 | |
Operating Income (Loss) Before Gain on Extinguishment of Debt | $ 3,100 | |
Penn Member [Member] | ||
Number of States in which Entity Operates | 32 | |
Prime [Member] | ||
Number of States in which Entity Operates | 40 |
Note 17 - Segmented Informati_4
Note 17 - Segmented Information - Reconciliation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Service fee and commission revenue | $ 22,456 | $ 18,574 |
Total revenues | 26,123 | 21,915 |
Rental revenue | 3,667 | 3,341 |
Operating Segments [Member] | ||
Total revenues | 26,123 | 21,915 |
Operating Segments [Member] | Extended Warranty Segment [Member] | ||
Service fee and commission revenue | 18,286 | 18,574 |
Total revenues | 18,286 | 18,574 |
Operating Segments [Member] | Leased Real Estate Segment [Member] | ||
Total revenues | 3,667 | 3,341 |
Rental revenue | 3,667 | 3,341 |
Operating Segments [Member] | Kingsway Search Xcelerator [Member] | ||
Service fee and commission revenue | 4,170 | 0 |
Total revenues | $ 4,170 | $ 0 |
Note 17 - Segmented Informati_5
Note 17 - Segmented Information - Reconciliation of Operating Profit (Loss) (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | ||
Total segment operating income | $ 799 | $ 822 | |
Net investment income | 619 | 421 | |
Net realized gains | 54 | 51 | |
Loss on change in fair value of equity investments | (10) | (151) | |
Gain (loss) on change in fair value of limited liability investments, at fair value | 127 | (202) | |
Non-operating other revenue | 224 | 107 | |
Amortization of intangible assets | (1,494) | (497) | |
Loss on change in fair value of debt | (1,868) | (1,019) | |
Gain on extinguishment of debt | 0 | 2,494 | |
(Loss) income before income tax benefit | (2,913) | 474 | |
Income tax benefit | (409) | (425) | |
Net (loss) income | (2,504) | 899 | |
Operating Segments [Member] | |||
Total segment operating income | 4,088 | 6,603 | |
Operating Segments [Member] | Extended Warranty Segment [Member] | |||
Total segment operating income | [1] | 1,723 | 5,310 |
Gain on extinguishment of debt | 2,200 | ||
Operating Segments [Member] | Leased Real Estate Segment [Member] | |||
Total segment operating income | [2] | 1,559 | 1,293 |
Operating Segments [Member] | Kingsway Search Xcelerator [Member] | |||
Total segment operating income | 806 | 0 | |
Corporate, Non-Segment [Member] | |||
Interest expense not allocated to segments | (1,364) | (1,552) | |
Non-operating other revenue | (3,065) | (3,491) | |
Gain on extinguishment of debt | $ 0 | $ 311 | |
[1] | For the years ended December 31, 2021 and December 31, 2020, Extended Warranty segment operating income includes gain on extinguishment of debt of $2.2 million and $0.4 million, respectively, related to PPP loan forgiveness directly associated with the respective warranty businesses. The gain of $0.4 million for the year ended December 31, 2020 was reclassified to segment operating income from gain (loss) on extinguishment of debt not allocated to segments to be consistent with current year presentation. Extended Warranty segment operating income before the gain on extinguishment of debt totaled $10.5 million and $6.2 million for the years ended December 31, 2021 and December 31, 2020, respectively. See Note 12, "Debt," for further discussion. | ||
[2] | For the nine months ended September 30, 2021, includes $2.9 million expense due to the release of an indemnification receivable, which is exactly offset in net income (loss) (not shown here) by an income tax benefit of $2.9 million for the release of a liability that had been included in income taxes payable in the consolidated balance sheets. |
Note 18 - Fair Value of Finan_3
Note 18 - Fair Value of Financial Instruments (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | Mar. 31, 2022 | |
Private Company Investments [Member] | |||
Other-than-temporary Impairment Loss, Debt Securities, Portion Recognized in Earnings | $ 0 | $ 0 | |
Ravix [Member] | |||
Business Combination, Contingent Consideration Arrangements, Change in Range of Outcomes, Contingent Consideration, Liability, Value, High | $ 4,500 |
Note 18- Fair Value of Financia
Note 18- Fair Value of Financial Instruments - Assets and Liabilities Measured at Fair Value (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Total, estimated fair value | $ 35,150 | $ 35,666 |
Equity investments, at fair value (cost of $187 and $1,147, respectively) | 169 | 179 |
Limited liability investments, at fair value | 15,189 | 14,804 |
Real estate investments, at fair value (cost of $10,225 and $10,225, respectively) | 10,662 | 10,662 |
Subordinated debt, at fair value | 61,882 | 60,973 |
Fair Value, Recurring [Member] | ||
Total, estimated fair value | 35,150 | 35,666 |
Equity investments, at fair value (cost of $187 and $1,147, respectively) | 169 | 179 |
Limited liability investments, at fair value | 18,940 | 18,826 |
Real estate investments, at fair value (cost of $10,225 and $10,225, respectively) | 10,662 | 10,662 |
Total assets | 65,104 | 65,333 |
Subordinated debt, at fair value | 61,882 | 60,973 |
Contingent consideration, at fair value | 2,767 | 2,458 |
Stock-based compensation liabilities, at fair value | 1,494 | 1,402 |
Total liabilities | 66,143 | 64,847 |
Fair Value, Recurring [Member] | Interest Rate Swap [Member] | ||
Derivative contract - interest rate swap | 183 | 14 |
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 1 [Member] | ||
Total, estimated fair value | 0 | 0 |
Equity investments, at fair value (cost of $187 and $1,147, respectively) | 169 | 171 |
Limited liability investments, at fair value | 0 | 0 |
Real estate investments, at fair value (cost of $10,225 and $10,225, respectively) | 0 | 0 |
Total assets | 169 | 171 |
Subordinated debt, at fair value | 0 | 0 |
Contingent consideration, at fair value | 0 | 0 |
Stock-based compensation liabilities, at fair value | 0 | 0 |
Total liabilities | 0 | 0 |
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 1 [Member] | Interest Rate Swap [Member] | ||
Derivative contract - interest rate swap | 0 | 0 |
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | ||
Total, estimated fair value | 35,150 | 35,666 |
Equity investments, at fair value (cost of $187 and $1,147, respectively) | 0 | 8 |
Limited liability investments, at fair value | 0 | 0 |
Real estate investments, at fair value (cost of $10,225 and $10,225, respectively) | 0 | 0 |
Total assets | 35,333 | 35,674 |
Subordinated debt, at fair value | 61,882 | 60,973 |
Contingent consideration, at fair value | 0 | 0 |
Stock-based compensation liabilities, at fair value | 0 | 0 |
Total liabilities | 61,882 | 60,987 |
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | Interest Rate Swap [Member] | ||
Derivative contract - interest rate swap | 183 | 14 |
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | ||
Total, estimated fair value | 0 | 0 |
Equity investments, at fair value (cost of $187 and $1,147, respectively) | 0 | 0 |
Limited liability investments, at fair value | 3,751 | 4,022 |
Real estate investments, at fair value (cost of $10,225 and $10,225, respectively) | 10,662 | 10,662 |
Total assets | 14,413 | 14,684 |
Subordinated debt, at fair value | 0 | 0 |
Contingent consideration, at fair value | 2,767 | 2,458 |
Stock-based compensation liabilities, at fair value | 1,494 | 1,402 |
Total liabilities | 4,261 | 3,860 |
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | Interest Rate Swap [Member] | ||
Derivative contract - interest rate swap | 0 | 0 |
Fair Value, Recurring [Member] | Fair Value Measured at Net Asset Value Per Share [Member] | ||
Total, estimated fair value | 0 | 0 |
Equity investments, at fair value (cost of $187 and $1,147, respectively) | 0 | 0 |
Limited liability investments, at fair value | 15,189 | 14,804 |
Real estate investments, at fair value (cost of $10,225 and $10,225, respectively) | 0 | 0 |
Total assets | 15,189 | 14,804 |
Subordinated debt, at fair value | 0 | 0 |
Contingent consideration, at fair value | 0 | 0 |
Stock-based compensation liabilities, at fair value | 0 | 0 |
Total liabilities | 0 | 0 |
Fair Value, Recurring [Member] | Fair Value Measured at Net Asset Value Per Share [Member] | Interest Rate Swap [Member] | ||
Derivative contract - interest rate swap | 0 | 0 |
US Government Agencies Debt Securities [Member] | ||
Total, estimated fair value | 14,878 | 16,223 |
US Government Agencies Debt Securities [Member] | Fair Value, Recurring [Member] | ||
Total, estimated fair value | 14,878 | 16,223 |
US Government Agencies Debt Securities [Member] | Fair Value, Recurring [Member] | Fair Value, Inputs, Level 1 [Member] | ||
Total, estimated fair value | 0 | 0 |
US Government Agencies Debt Securities [Member] | Fair Value, Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | ||
Total, estimated fair value | 14,878 | 16,223 |
US Government Agencies Debt Securities [Member] | Fair Value, Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | ||
Total, estimated fair value | 0 | 0 |
US Government Agencies Debt Securities [Member] | Fair Value, Recurring [Member] | Fair Value Measured at Net Asset Value Per Share [Member] | ||
Total, estimated fair value | 0 | 0 |
US States and Political Subdivisions Debt Securities [Member] | ||
Total, estimated fair value | 1,701 | 1,878 |
US States and Political Subdivisions Debt Securities [Member] | Fair Value, Recurring [Member] | ||
Total, estimated fair value | 1,701 | 1,878 |
US States and Political Subdivisions Debt Securities [Member] | Fair Value, Recurring [Member] | Fair Value, Inputs, Level 1 [Member] | ||
Total, estimated fair value | 0 | 0 |
US States and Political Subdivisions Debt Securities [Member] | Fair Value, Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | ||
Total, estimated fair value | 1,701 | 1,878 |
US States and Political Subdivisions Debt Securities [Member] | Fair Value, Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | ||
Total, estimated fair value | 0 | 0 |
US States and Political Subdivisions Debt Securities [Member] | Fair Value, Recurring [Member] | Fair Value Measured at Net Asset Value Per Share [Member] | ||
Total, estimated fair value | 0 | 0 |
Mortgage-Backed Securities, Issued by US Government Sponsored Enterprises [Member] | ||
Total, estimated fair value | 7,613 | 7,629 |
Mortgage-Backed Securities, Issued by US Government Sponsored Enterprises [Member] | Fair Value, Recurring [Member] | ||
Total, estimated fair value | 7,613 | 7,629 |
Mortgage-Backed Securities, Issued by US Government Sponsored Enterprises [Member] | Fair Value, Recurring [Member] | Fair Value, Inputs, Level 1 [Member] | ||
Total, estimated fair value | 0 | 0 |
Mortgage-Backed Securities, Issued by US Government Sponsored Enterprises [Member] | Fair Value, Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | ||
Total, estimated fair value | 7,613 | 7,629 |
Mortgage-Backed Securities, Issued by US Government Sponsored Enterprises [Member] | Fair Value, Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | ||
Total, estimated fair value | 0 | 0 |
Mortgage-Backed Securities, Issued by US Government Sponsored Enterprises [Member] | Fair Value, Recurring [Member] | Fair Value Measured at Net Asset Value Per Share [Member] | ||
Total, estimated fair value | 0 | 0 |
Asset-Backed Securities [Member] | ||
Total, estimated fair value | 1,046 | 445 |
Asset-Backed Securities [Member] | Fair Value, Recurring [Member] | ||
Total, estimated fair value | 1,046 | 445 |
Asset-Backed Securities [Member] | Fair Value, Recurring [Member] | Fair Value, Inputs, Level 1 [Member] | ||
Total, estimated fair value | 0 | 0 |
Asset-Backed Securities [Member] | Fair Value, Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | ||
Total, estimated fair value | 1,046 | 445 |
Asset-Backed Securities [Member] | Fair Value, Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | ||
Total, estimated fair value | 0 | 0 |
Asset-Backed Securities [Member] | Fair Value, Recurring [Member] | Fair Value Measured at Net Asset Value Per Share [Member] | ||
Total, estimated fair value | 0 | 0 |
Corporate Debt Securities [Member] | ||
Total, estimated fair value | 9,912 | 9,491 |
Corporate Debt Securities [Member] | Fair Value, Recurring [Member] | ||
Total, estimated fair value | 9,912 | 9,491 |
Corporate Debt Securities [Member] | Fair Value, Recurring [Member] | Fair Value, Inputs, Level 1 [Member] | ||
Total, estimated fair value | 0 | 0 |
Corporate Debt Securities [Member] | Fair Value, Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | ||
Total, estimated fair value | 9,912 | 9,491 |
Corporate Debt Securities [Member] | Fair Value, Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | ||
Total, estimated fair value | 0 | 0 |
Corporate Debt Securities [Member] | Fair Value, Recurring [Member] | Fair Value Measured at Net Asset Value Per Share [Member] | ||
Total, estimated fair value | 0 | 0 |
Common Stock [Member] | Fair Value, Recurring [Member] | ||
Equity investments, at fair value (cost of $187 and $1,147, respectively) | 169 | 171 |
Common Stock [Member] | Fair Value, Recurring [Member] | Fair Value, Inputs, Level 1 [Member] | ||
Equity investments, at fair value (cost of $187 and $1,147, respectively) | 169 | 171 |
Common Stock [Member] | Fair Value, Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | ||
Equity investments, at fair value (cost of $187 and $1,147, respectively) | 0 | 0 |
Common Stock [Member] | Fair Value, Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | ||
Equity investments, at fair value (cost of $187 and $1,147, respectively) | 0 | 0 |
Common Stock [Member] | Fair Value, Recurring [Member] | Fair Value Measured at Net Asset Value Per Share [Member] | ||
Equity investments, at fair value (cost of $187 and $1,147, respectively) | $ 0 | 0 |
Warrant [Member] | Fair Value, Recurring [Member] | ||
Equity investments, at fair value (cost of $187 and $1,147, respectively) | 8 | |
Warrant [Member] | Fair Value, Recurring [Member] | Fair Value, Inputs, Level 1 [Member] | ||
Equity investments, at fair value (cost of $187 and $1,147, respectively) | 0 | |
Warrant [Member] | Fair Value, Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | ||
Equity investments, at fair value (cost of $187 and $1,147, respectively) | 8 | |
Warrant [Member] | Fair Value, Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | ||
Equity investments, at fair value (cost of $187 and $1,147, respectively) | 0 | |
Warrant [Member] | Fair Value, Recurring [Member] | Fair Value Measured at Net Asset Value Per Share [Member] | ||
Equity investments, at fair value (cost of $187 and $1,147, respectively) | $ 0 |
Note 18 - Fair Value of Finan_4
Note 18 - Fair Value of Financial Instruments - Reconciliation of the Fair Value (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Balance | $ 14,413 | $ 14,036 |
Ending balance | 4,261 | 844 |
Contingent Consideration Liability [Member] | ||
Included in other comprehensive loss | 0 | 0 |
Beginning balance | 2,458 | 0 |
Change in fair value of contingent consideration included in net (loss) income | 309 | 0 |
Ending balance | 2,767 | 0 |
Warrant Liability [Member] | ||
Included in other comprehensive loss | 0 | 0 |
Beginning balance | 1,402 | 443 |
Change in fair value of contingent consideration included in net (loss) income | 92 | 401 |
Ending balance | 1,494 | 844 |
Share-based Compensation Liabilities [Member] | ||
Change in fair value of contingent consideration included in net (loss) income | 92 | 401 |
Equity Method Investments [Member] | Limited Liability Investments [Member] | ||
Balance | 4,022 | 3,263 |
Distributions received | (47) | (22) |
Balance | 3,751 | 3,374 |
Included in other comprehensive loss | 0 | 0 |
Equity Method Investments [Member] | Limited Liability Investments [Member] | Realized Investment Gains (Losses) [Member] | ||
Realized gains included in net (loss) income | 33 | 22 |
Equity Method Investments [Member] | Limited Liability Investments [Member] | Gain (Loss) On Change In Fair Value Of Limited Liability Investments At Fair Value [Member] | ||
Realized gains included in net (loss) income | (257) | 111 |
Real Estate Investments [Member] | ||
Balance | 10,662 | 10,662 |
Realized gains included in net (loss) income | 0 | 0 |
Balance | 10,662 | 10,662 |
Included in other comprehensive loss | $ 0 | $ 0 |
Note 18 - Fair Value of Finan_5
Note 18 - Fair Value of Financial Instruments - Fair Value Measurement Inputs and Valuation Techniques (Details) $ in Thousands | Mar. 31, 2022USD ($) | Dec. 31, 2021USD ($) |
Limited liability investments, at fair value | $ 15,189 | $ 14,804 |
Real estate investments, at fair value | 10,662 | 10,662 |
Limited Liability Investments [Member] | ||
Limited liability investments, at fair value | 18,940 | 18,826 |
Valuation, Market Approach [Member] | Fair Value, Inputs, Level 3 [Member] | ||
Stock-based compensation liabilities, at fair value | $ 1,494 | $ 1,402 |
Valuation, Market Approach [Member] | Fair Value, Inputs, Level 3 [Member] | Valuation Multiples [Member] | ||
Stock-based compensation liabilities, measurement input | 6 | 6 |
Valuation, Market Approach [Member] | Fair Value, Inputs, Level 3 [Member] | Limited Liability Investments [Member] | ||
Limited liability investments, at fair value | $ 3,751 | $ 4,022 |
Valuation Multiples [Member] | Fair Value, Inputs, Level 3 [Member] | Measurement Input, Cap Rate [Member] | Minimum [Member] | ||
Limited liability investments, measurement input | 1 | 1 |
Valuation Multiples [Member] | Fair Value, Inputs, Level 3 [Member] | Measurement Input, Cap Rate [Member] | Maximum [Member] | ||
Limited liability investments, measurement input | 9 | 8 |
Valuation, Market and Income Approach [Member] | Fair Value, Inputs, Level 3 [Member] | ||
Real estate investments, at fair value | $ 10,662 | $ 10,662 |
Valuation, Market and Income Approach [Member] | Fair Value, Inputs, Level 3 [Member] | Measurement Input, Cap Rate [Member] | ||
Real estate investments, measurement input | 7.5 | 7.5 |
Valuation, Income Approach [Member] | Fair Value, Inputs, Level 3 [Member] | ||
Contingent consideration, at fair value | $ 2,767 | $ 2,458 |
Valuation, Income Approach [Member] | Fair Value, Inputs, Level 3 [Member] | Measurement Input, Discount Rate [Member] | ||
Contingent consideration, measurement input | 4.25 | 4 |
Valuation, Income Approach [Member] | Fair Value, Inputs, Level 3 [Member] | Measurement Input, Risk Free Interest Rate [Member] | ||
Contingent consideration, measurement input | 2.35 | 0.49 |
Valuation, Income Approach [Member] | Fair Value, Inputs, Level 3 [Member] | Measurement Input, Price Volatility [Member] | ||
Contingent consideration, measurement input | 18 | 15 |
Note 18 - Fair Value of Finan_6
Note 18 - Fair Value of Financial Instruments - Fair Value, Investments, Entities that Calculate Net Asset Value Per Share (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Limited liability investments, at fair value | $ 15,189 | $ 14,804 |
Note 19 - Related Parties (Deta
Note 19 - Related Parties (Details Textual) - RoeCo Lafayette, LLC [Member] | Dec. 30, 2021 |
Business Acquisition, Percentage of Voting Interests Acquired | 100.00% |
Current holder of the Company’s Preferred Share [Member] | |
Business Acquisition, Percentage of Voting Interests Acquired | 100.00% |
Note 20 - Commitments and Con_2
Note 20 - Commitments and Contingencies (Details Textual) - USD ($) $ in Thousands | Jun. 02, 2021 | Jan. 20, 2020 | Oct. 18, 2018 | Mar. 31, 2021 | Mar. 31, 2022 | Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2021 | Apr. 30, 2018 |
Loss Contingency, Estimate of Possible Loss | $ 72,000 | $ 72,000 | $ 4,800 | ||||||||
Proceeds from Legal Settlements | $ 2,700 | ||||||||||
Litigation Settlement, Amount Awarded to Other Party | $ 900 | ||||||||||
Litigation Settlement Reimbursable Percentage of Future Losses | 60.00% | ||||||||||
Payments for Legal Settlements | $ 100 | $ 100 | 500 | ||||||||
Liability for Unpaid Claims and Claims Adjustment Expense, Reported Claims, Amount | $ 2,500 | ||||||||||
Escrow Deposit | 2,000 | ||||||||||
Liability for Unpaid Claims and Claims Adjustment Expense, Claims Paid, Total | $ 500 | ||||||||||
Short Term Investments Fair Value Disclosure | $ 200 | $ 200 | |||||||||
Restricted Cash, Total | 16,682 | 17,257 | |||||||||
Third Parties [Member] | |||||||||||
Restricted Cash, Total | 2,700 | 2,800 | |||||||||
IWS [Member] | |||||||||||
Restricted Cash, Total | 12,100 | 12,600 | |||||||||
State and Provincial Regulatory Authorities [Member] | |||||||||||
Restricted Cash, Total | $ 1,900 | $ 1,900 | |||||||||
Loans Payable [Member] | TRT [Member] | Additional Mortgage [Member] | |||||||||||
Debt Instrument, Face Amount | $ 15,000 | ||||||||||
Loans Payable [Member] | TRT [Member] | Additional Mortgage [Member] | DGI-BNSF Corp [Member] | |||||||||||
Payment for Management Fee | $ 10,600 | ||||||||||
Debt Instrument, Percentage of Total Net Proceeds | 80.00% | ||||||||||
Loans Payable [Member] | TRT [Member] | Additional Mortgage [Member] | CMC Acquisition LLC [Member] | |||||||||||
Payment for Management Fee | $ 2,700 | ||||||||||
Debt Instrument, Percentage of Total Net Proceeds | 20.00% | ||||||||||
Loans Payable [Member] | TRT [Member] | Additional Mortgage [Member] | Third Parties [Member] | |||||||||||
Payments of Debt Issuance Costs | $ 1,100 | ||||||||||
CMC [Member] | |||||||||||
Noncontrolling Interest, Ownership Percentage by Parent | 81.00% | ||||||||||
Noncontrolling Interest, Ownership Percentage by Noncontrolling Owners | 19.00% | ||||||||||
DGI-BNSF Corp [Member] | |||||||||||
Noncontrolling Interest, Ownership Percentage by Noncontrolling Owners | 80.00% | 80.00% | |||||||||
DGI-BNSF Corp [Member] | Maximum [Member] | |||||||||||
Noncontrolling Interest, Ownership Percentage by Noncontrolling Owners | 40.00% | 40.00% | |||||||||
Litigation Settlement, Amount Awarded to Other Party | $ 30,600 | ||||||||||
DGI-BNSF Corp [Member] | Minimum [Member] | |||||||||||
Noncontrolling Interest, Ownership Percentage by Noncontrolling Owners | 32.10% | 32.10% | |||||||||
CMC Acquisition LLC [Member] | |||||||||||
Noncontrolling Interest, Ownership Percentage by Parent | 20.00% | 20.00% | |||||||||
Litigation Settlement, Amount Awarded from Other Party | $ 1,500 | ||||||||||
CMC Acquisition LLC [Member] | Maximum [Member] | |||||||||||
Noncontrolling Interest, Ownership Percentage by Parent | 48.60% | 48.60% | |||||||||
Noncontrolling Interest, Ownership Percentage by Noncontrolling Owners | 11.40% | 11.40% | |||||||||
Proceeds from Legal Settlements | $ 40,000 | ||||||||||
CMC Acquisition LLC [Member] | Minimum [Member] | |||||||||||
Noncontrolling Interest, Ownership Percentage by Parent | 55.00% | 55.00% | |||||||||
CRIC TRT Acquisition LLC [Member] | Maximum [Member] | |||||||||||
Noncontrolling Interest, Ownership Percentage by Parent | 12.90% | 12.90% | |||||||||
Litigation Settlement, Amount Awarded to Other Party | $ 9,400 |