Document And Entity Information
Document And Entity Information - shares | 3 Months Ended | |
Mar. 31, 2024 | May 08, 2024 | |
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 | 2024 | |
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 31, 2024 | |
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 | 10 S. Riverside Plaza, Suite 1520 | |
Entity Address, City or Town | Chicago | |
Entity Address, State or Province | IL | |
Entity Address, Postal Zip Code | 60606 | |
City Area Code | 312 | |
Local Phone Number | 766-2138 | |
Title of 12(b) Security | Common Stock, par value $0.01 per share | |
Trading Symbol | KFS | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 27,921,473 |
Consolidated Balance Sheets (Cu
Consolidated Balance Sheets (Current Period Unaudited) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Investments: | ||
Fixed maturities, at fair value (amortized cost of $38,295 and $38,107, respectively) | $ 36,585 | $ 36,473 |
Equity investments, at fair value (cost of $10 and $73, respectively) | 0 | 79 |
Investments in private companies, at adjusted cost | 854 | 854 |
Other investments, at cost which approximates fair value (net of allowance of $179 and $179, respectively) | 0 | 6 |
Short-term investments, at cost which approximates fair value | 163 | 161 |
Total investments | 41,843 | 41,881 |
Cash and cash equivalents | 12,112 | 9,098 |
Restricted cash | 7,909 | 8,400 |
Accrued investment income | 988 | 914 |
Other Receivables | 346 | 726 |
Deferred contract costs | 13,793 | 13,734 |
Income taxes recoverable | 938 | 1,299 |
Property and equipment, net of accumulated depreciation of $1,285 and $1,158, respectively | 1,914 | 1,850 |
Right-of-use asset | 1,160 | 886 |
Goodwill | 50,452 | 50,358 |
Intangible assets, net of accumulated amortization of $29,552 and $28,137, respectively | 33,744 | 35,670 |
Other assets, net of allowance for credit losses of $21 and zero, respectively | 4,964 | 5,066 |
Assets held for sale | 17,309 | 17,752 |
Total Assets | 197,968 | 197,717 |
Liabilities: | ||
Accrued expenses and other liabilities | 23,915 | 22,342 |
Deferred service fees | 84,002 | 83,995 |
Bank loans | 33,410 | 30,822 |
Subordinated debt, at fair value | 13,651 | 13,594 |
Lease liability | 1,456 | 1,198 |
Net deferred income tax liabilities | 4,956 | 5,041 |
Liabilities held for sale | 15,936 | 16,114 |
Total Liabilities | 177,326 | 173,106 |
Shareholders' Equity: | ||
Common stock, no par value; 50,000,000 authorized; 28,050,686 and 27,771,790 issued at March 31, 2024 and December 31, 2023, respectively; and 27,372,509 and 27,101,613 outstanding at March 31, 2024 and December 31, 2023, respectively | 0 | 0 |
Additional paid-in capital | 378,289 | 379,813 |
Treasury stock, at cost; 678,177 and 670,177 outstanding at March 31, 2024 and December 31, 2023, respectively | (3,760) | (3,696) |
Accumulated deficit | (349,353) | (346,868) |
Accumulated other comprehensive loss | (1,588) | (1,540) |
Shareholders' equity attributable to common shareholders | 23,588 | 27,709 |
Noncontrolling interests in consolidated subsidiaries | (2,946) | (3,098) |
Total Shareholders' Equity | 20,642 | 24,611 |
Total Liabilities and Shareholders' Equity | 197,968 | 197,717 |
Service Fees [Member] | ||
Investments: | ||
Service fee receivable, net of allowance for credit losses of $238 and $243, respectively | 10,496 | 10,083 |
Liabilities: | ||
Deferred service fees | 84,002 | 83,995 |
Limited Liability Investments [Member] | ||
Investments: | ||
Limited liability investments | 753 | 812 |
Limited liability investments, at fair value | $ 3,488 | $ 3,496 |
Consolidated Balance Sheets (_2
Consolidated Balance Sheets (Current Period Unaudited) (Parentheticals) - USD ($) $ / shares in Thousands, $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Fixed maturities, cost | $ 38,295 | $ 38,107 |
Equity investments, cost | 10 | 73 |
Other investment, allowance | 179 | 179 |
Property and equipment, accumulated depreciation | 1,285 | 1,158 |
Intangible assets accumulated amortization | 29,552 | 28,137 |
Allowance for credit losses, contract assets | $ 21 | $ 0 |
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) | 28,050,686 | 27,771,790 |
Common stock, outstanding (in shares) | 27,372,509 | 27,101,613 |
Treasury stock (in shares) | 678,177 | 670,177 |
Other Receivables [Member] | ||
Allowance for credit losses | $ 5 | $ 5 |
Service Fees [Member] | ||
Allowance for credit losses | $ 238 | $ 243 |
Consolidated Statements of Oper
Consolidated Statements of Operations (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Revenues: | ||
Service fee and commission revenue | $ 26,160 | $ 26,389 |
Total revenues | 26,160 | 26,389 |
Operating expenses: | ||
Claims authorized on vehicle service agreements | 6,121 | 5,410 |
Commissions | 2,608 | 2,520 |
Cost of services sold | 6,309 | 7,747 |
General and administrative expenses | 10,355 | 10,198 |
Total operating expenses | 25,393 | 25,875 |
Operating income | 767 | 514 |
Other revenues (expenses), net: | ||
Net investment income | 326 | 738 |
Net realized gains | 124 | 210 |
Net (loss) gain on equity investments | (3) | 1,075 |
Loss on change in fair value of limited liability investments, at fair value | (8) | (130) |
Loss on change in fair value of derivative asset option contracts | 0 | (1,366) |
Non-operating other expense | (87) | (145) |
Interest expense | (1,145) | (2,972) |
Amortization of intangible assets | (1,414) | (1,418) |
Impairment of intangible assets | (511) | 0 |
(Loss) gain on change in fair value of debt | (80) | 309 |
Gain on extinguishment of debt | 0 | 31,616 |
Total other (expenses) revenue, net | (2,798) | 27,917 |
(Loss) income from continuing operations before income tax expense | (2,031) | 28,431 |
Income tax expense | 84 | 699 |
(Loss) income from continuing operations | (2,115) | 27,732 |
Income from discontinued operations, net of taxes | 191 | 107 |
Loss on disposal of discontinued operations, net of taxes | (404) | 0 |
Net (loss) income | (2,328) | 27,839 |
Less: Net income (loss) from continuing operations attributable to noncontrolling interests in consolidated subsidiaries | 157 | (3) |
Less: Dividends on preferred stock | 0 | 69 |
Net (loss) income attributable to common shareholders | (2,485) | 27,773 |
Net (loss) income from continuing operations attributable to common shareholders | (2,272) | 27,666 |
Net (loss) income from discontinued operations attributable to common shareholders | $ (213) | $ 107 |
Basic (loss) earnings per share attributable to common shareholders: | ||
Continuing operations (in dollars per share) | $ (0.08) | $ 1.15 |
Discontinued operations (in dollars per share) | (0.01) | 0 |
Basic (loss) earnings per share - net (loss) income attributable to common shareholders (in dollars per share) | (0.09) | 1.15 |
Diluted (loss) earnings per share attributable to common shareholders: | ||
Continuing operations (in dollars per share) | (0.08) | 1.05 |
Discontinued operations (in dollars per share) | (0.01) | 0 |
Diluted (loss) earnings per share - net (loss) income attributable to common shareholders (in dollars per share) | $ (0.09) | $ 1.05 |
Basic: (in shares) | 27,107 | 24,061 |
Diluted: (in shares) | 27,107 | 26,419 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive (Loss) Income (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2024 | Mar. 31, 2023 | ||
Net (loss) income | $ (2,328) | $ 27,839 | |
Unrealized (losses) gains arising during the period | (63) | 442 | |
Reclassification adjustment for amounts included in net (loss) income | [1] | (13) | (22) |
Change in fair value of debt attributable to instrument-specific credit risk: | |||
Unrealized gains (losses) arising during the period | 23 | (427) | |
Reclassification adjustment for amounts included in net (loss) income | 0 | (27,177) | |
Other comprehensive loss, net of taxes(1): | [1] | (53) | (27,184) |
Comprehensive (loss) income | (2,381) | 655 | |
Less: comprehensive income attributable to noncontrolling interests in consolidated subsidiaries | 152 | 12 | |
Comprehensive (loss) income attributable to common shareholders | $ (2,533) | $ 643 | |
[1]Net of income tax expense of $0 for the three months ended March 31, 2024 and March 31, 2023. |
Consolidated Statements of Co_2
Consolidated Statements of Comprehensive (Loss) Income (Unaudited) (Parentheticals) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Other comprehensive (loss) income, tax | $ 0 | $ 0 |
Consolidated Statements of Shar
Consolidated Statements of Shareholders' Equity (Unaudited) - USD ($) $ in Thousands | Common Stock Outstanding [Member] | Additional Paid-in Capital [Member] | Treasury Stock, Common [Member] | Retained Earnings [Member] | AOCI Attributable to Parent [Member] | Parent [Member] | Noncontrolling Interest [Member] | Total | |
Balance (in shares) at Dec. 31, 2022 | 23,190,080 | ||||||||
Balance at Dec. 31, 2022 | $ 0 | $ 359,985 | $ (492) | $ (370,427) | $ 26,605 | $ 15,671 | $ 437 | $ 16,108 | |
Net (loss) income | 0 | 0 | 0 | 27,842 | 0 | 27,842 | (3) | 27,839 | |
Other comprehensive loss | 0 | 0 | 0 | 0 | (27,199) | (27,199) | 15 | (27,184) | [1] |
Stock-based compensation | $ 0 | (283) | 0 | 0 | 0 | (283) | 0 | (283) | |
Conversion of redeemable Class A preferred stock to common stock (in shares) | 748,331 | ||||||||
Conversion of redeemable Class A preferred stock to common stock | $ 0 | 4,863 | 0 | 0 | 0 | 4,863 | 0 | 4,863 | |
Exercise of Series B warrants (in shares) | 1,258,840 | ||||||||
Exercise of Series B warrants | $ 0 | 6,294 | 0 | 0 | 0 | 6,294 | 0 | 6,294 | |
Preferred stock dividends | 0 | (69) | 0 | 0 | 0 | (69) | 0 | (69) | |
Distributions to noncontrolling interest holders | 0 | 0 | 0 | 0 | 0 | 0 | (3,584) | (3,584) | |
Stock-based compensation | $ 0 | 283 | 0 | 0 | 0 | 283 | 0 | 283 | |
Balance (in shares) at Mar. 31, 2023 | 25,197,251 | ||||||||
Balance at Mar. 31, 2023 | $ 0 | 371,356 | (492) | (342,585) | (594) | 27,685 | (3,135) | $ 24,550 | |
Balance (in shares) at Dec. 31, 2023 | 27,101,613 | 27,771,790 | |||||||
Balance at Dec. 31, 2023 | $ 0 | 379,813 | (3,696) | (346,868) | (1,540) | 27,709 | (3,098) | $ 24,611 | |
Vesting of restricted stock awards (in shares) | 500,000 | ||||||||
Vesting of restricted stock awards | $ 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | |
Tax withholding related to net share settlement of restricted stock awards (in shares) | (221,104) | ||||||||
Tax withholding related to net share settlement of restricted stock awards | $ 0 | (1,844) | 0 | 0 | 0 | (1,844) | 0 | (1,844) | |
Net (loss) income | $ 0 | 0 | 0 | (2,485) | 0 | (2,485) | 157 | (2,328) | |
Repurchases of common stock (in shares) | (8,000) | ||||||||
Repurchases of common stock | $ 0 | 0 | (64) | 0 | 0 | (64) | 0 | (64) | |
Other comprehensive loss | 0 | 0 | 0 | 0 | (48) | (48) | (5) | (53) | [1] |
Stock-based compensation | 0 | 320 | 0 | 0 | 0 | 320 | 0 | 320 | |
Stock-based compensation | $ 0 | (320) | 0 | 0 | 0 | (320) | 0 | $ (320) | |
Balance (in shares) at Mar. 31, 2024 | 27,372,509 | 28,050,686 | |||||||
Balance at Mar. 31, 2024 | $ 0 | $ 378,289 | $ (3,760) | $ (349,353) | $ (1,588) | $ 23,588 | $ (2,946) | $ 20,642 | |
[1]Net of income tax expense of $0 for the three months ended March 31, 2024 and March 31, 2023. |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Operating activities: | ||
Net (loss) income | $ (2,328) | $ 27,839 |
Adjustments to reconcile net (loss) income to net cash provided by (used in) operating activities: | ||
Income from discontinued operations, net of taxes | (191) | (107) |
Loss on disposal of discontinued operations, net of taxes | 404 | 0 |
Equity in net loss of limited liability investments | 60 | 34 |
Depreciation and amortization expense | 1,540 | 1,492 |
Stock-based compensation expense | 320 | 283 |
Net realized gains | (124) | (210) |
Loss (gain) on change in fair value of equity investments | 3 | (1,075) |
Loss on change in fair value of limited liability investments, at fair value | 8 | 130 |
Impairment of intangible assets | 511 | 0 |
Loss (gain) on change in fair value of debt | 80 | (309) |
Loss on change in fair value of derivatives | 49 | 1,446 |
Loss on change in fair value of contingent consideration | 270 | 0 |
Deferred income taxes | (69) | 84 |
Amortization of fixed maturities premiums and discounts | (6) | 14 |
Gain on extinguishment of debt | 0 | (31,616) |
Changes in operating assets and liabilities: | ||
Service fee receivable, net | (440) | (249) |
Other receivables, net | 331 | 1,146 |
Deferred contract costs | (59) | (227) |
Other assets | 18 | 465 |
Deferred service fees | 7 | (346) |
Other, net | (179) | (21,631) |
Cash provided by (used in) operating activities - continuing operations | 205 | (22,837) |
Cash provided by operating activities - discontinued operations | 44 | 50 |
Net cash provided by (used in) operating activities | 249 | (22,787) |
Investing activities: | ||
Proceeds from sales and maturities of fixed maturities | 1,095 | 2,316 |
Proceeds from sales of equity investments | 77 | 0 |
Purchases of fixed maturities | (1,276) | (1,471) |
Net proceeds from limited liability investments | 0 | 98 |
Net proceeds from limited liability investments, at fair value | 115 | 5,306 |
Net proceeds from investments in private companies | 9 | 0 |
Net proceeds from other investments and short-term investments | 4 | 7 |
Net purchases of property and equipment | (190) | (5) |
Cash (used in) provided by investing activities - continuing operations | (166) | 6,251 |
Cash used in investing activities - discontinued operations | 0 | 0 |
Net cash (used in) provided by investing activities | (166) | 6,251 |
Financing activities: | ||
Proceeds from exercise of warrants | 0 | 6,294 |
Cash paid for repurchase of common stock | (64) | 0 |
Distributions to noncontrolling interest holders | 0 | (3,584) |
Principal proceeds from bank loans, net of debt issuance costs of $26 | 4,174 | 0 |
Principal payments on bank loans | (1,626) | (3,251) |
Purchase of subordinated debt | 0 | (40,328) |
Payment of debt issuance costs | 0 | (25) |
Cash provided by (used in) financing activities - continuing operations | 2,484 | (40,894) |
Cash used in financing activities - discontinued operations | (130) | (126) |
Net cash provided by (used in) financing activities | 2,354 | (41,020) |
Net increase (decrease) in cash and cash equivalents and restricted cash from continuing operations | 2,523 | (57,480) |
Cash and cash equivalents and restricted cash at beginning of period | 18,110 | 77,802 |
Less: cash and cash equivalents and restricted cash of discontinued operations | 612 | 570 |
Cash and cash equivalents and restricted cash of continuing operations at beginning of period | 17,498 | 77,232 |
Cash and cash equivalents and restricted cash of continuing operations at end of period | 20,021 | 19,752 |
Cash and cash equivalents | 12,112 | 8,291 |
Restricted cash | 7,909 | 11,461 |
Cash and cash equivalents and restricted cash per statements of cash flows | $ 20,021 | $ 19,752 |
Consolidated Statements of Ca_2
Consolidated Statements of Cash Flows (Unaudited) (Parentheticals) $ in Thousands | 3 Months Ended |
Mar. 31, 2024 USD ($) | |
Debt issuance costs | $ 0 |
Notes Payable to Banks [Member] | |
Debt issuance costs | $ 26 |
Note 1 - Business
Note 1 - Business | 3 Months Ended |
Mar. 31, 2024 | |
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, 2024 | |
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 2023 December 31, 2023 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 6, 2023 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, but are not revenue recognition; ; deferred contract costs; d fair value assumptions for derivative financial instruments. |
Note 3 - Summary of Significant
Note 3 - Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2024 | |
Notes to Financial Statements | |
Significant Accounting Policies [Text Block] | NOTE 3 There have been no 2023 |
Note 4 - Recently Issued Accoun
Note 4 - Recently Issued Accounting Standards | 3 Months Ended |
Mar. 31, 2024 | |
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, 2024, 2023 02, Investments Equity Method and Joint Ventures (Topic 323 . The adoption of ASU 2023 02 not (b) Accounting Standards Not In March 2023, No. 2023 09, Improvements to Income Tax Disclosures 2023 09” 2023 09 December 15, 2024, In October 2023, 2023 06, Disclosure Improvements: Codification Amendments in Response to the SEC s Disclosure Update and Simplification Initiative issued in August 2018 2023 06" 14 27 2023 06 2023 06 June 30, 202 7. No March 31, 2024. not In November 2023, No. 2023 07, Improvements to Reportable Segment Disclosures 2023 07” 2023 07 December 15, 2023, December 15, 2024. not In March 2024, 2024 02, Codification Improvements - Amendments to Remove References to the Concepts Statements 2024 02" 2024 02 not 2024 02 not 2024 02 January 1, 2025. not 2024 02 |
Note 5 - Acquisitions and Disco
Note 5 - Acquisitions and Discontinued Operations | 3 Months Ended |
Mar. 31, 2024 | |
Notes to Financial Statements | |
Business Combination, Disposal and Discontinued Operations Disclosure [Text Block] | NOTE 5 A ND DISCONTINUED OPERATIONS (a) Business Combinations Systems Products International, Inc. On September 7, 2023, Note 19 , "Segmented Information fourth first not one first 2024. The Company records measurement period adjustments in the period in which the adjustments occur. During the three March 31, 2024 December 31, 2023. The following table summarizes the preliminary estimated allocation of the SPI assets acquired and liabilities assumed at the date of acquisition: (in thousands) September 7, 2023 Cash and cash equivalents $ 121 Restricted cash 6 Service fee receivable 381 Goodwill 175 Intangible asset not subject to amortization - trade name 120 Intangible asset subject to amortization - customer relationships 1,000 Intangible asset subject to amortization - developed technology 600 Other assets 1,705 Total assets $ 4,108 Accrued expenses and other liabilities $ 125 Deferred service fees 423 Net deferred income tax liabilities 760 Total liabilities $ 1,308 Purchase price $ 2,800 Digital Diagnostics Imaging, Inc. On October 26, 2023, Note 19 fifth 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 are subject to adjustment during a measurement period subsequent to the acquisition date, not one first 2024. The Company records measurement period adjustments in the period in which the adjustments occur. During the three March 31, 2024 December 31, 2023. The following table summarizes the preliminary estimated allocation of the DDI assets acquired and liabilities assumed at the date of acquisition: (in thousands) October 26, 2023 Cash and cash equivalents $ 124 Service fee receivable 496 Property and equipment, net 1,183 Right-of-use asset 145 Goodwill 4,788 Intangible asset not subject to amortization - trade name 260 Intangible asset subject to amortization - customer relationships 6,500 Other assets 7 Total assets $ 13,503 Accrued expenses and other liabilities $ 214 Income taxes payable 141 Lease liability 145 Net deferred income tax liabilities 2,013 Total liabilities $ 2,513 Purchase price $ 10,990 (b) Discontinued Operations Leased Real Estate Segment The Company’s subsidiaries, VA Lafayette, LLC ("VA Lafayette") and CMC Industries Inc. ("CMC"), which includes CMC’s subsidiaries Texas Rail Terminal LLC and TRT Leaseco, LLC ("TRT"), comprised the Company's entire Leased Real Estate segment prior to the fourth 2022. December 29, 2022, December 31, 2022, In accordance with ASU No. 2014 08, Reporting of Discontinued Operations and Disclosures of Disposals of Components of an Entity, . Leased Real Estate is a component of Kingsway since its operations and cash flows can be clearly distinguished, both operationally and for financial reporting purposes, from the rest of the reporting entity. A component of an entity may not 20% VA Lafayette During the fourth 2022, During the second 2024, first 2024, million, which is included in loss on disposal of discontinued operations, net of taxes in the consolidated statements of operations. The loss is a result of adjusting the net carrying value of VA Lafayette to be equal to the estimated selling price and was determined by comparing the expected cash consideration received for the sale of VA Lafayette with the net assets of VA Lafayette. As discussed above, VA Lafayette is part of the Leased Real Estate disposal group. In conjunction with the sale of the CMC Real Property on December 29, 2022, March 31, 2024 December 31, 2023 Summary financial information for Leased Real Estate included in income three March 31, 2024 March 31, 2023 (in thousands) Three months ended March 31, 2024 2023 Income from discontinued operations, net of taxes: Revenues: Rental revenue $ 373 $ 319 Total revenues 373 319 Expenses: Cost of services sold 53 47 General and administrative expenses 60 77 Leased real estate segment interest expense 88 91 Total expenses 201 215 Non-operating other revenue 19 3 Income from discontinued operations before income tax expense 191 107 Income tax expense — — Income from discontinued operations, net of taxes $ 191 $ 107 For the three March 31, 2024 March 31, 2023 s attributable to the controlling interest The carrying amounts of the major classes of assets and liabilities of Leased Real Estate presented as held for sale at March 31, 2024 December 31, 2023 (in thousands) March 31, 2024 December 31, 2023 Assets Cash and cash equivalents $ 526 $ 612 Other receivables, net 61 — Property and equipment, net 16,171 16,171 Intangible assets, net 2,748 2,748 Loss on write-down of disposal group (2,197 ) (1,779 ) Assets held for sale $ 17,309 $ 17,752 Liabilities Accrued expenses and other liabilities $ 905 $ 885 Notes payable 15,031 15,229 Liabilities held for sale $ 15,936 $ 16,114 Loss on disposal of discontinued operations, net of taxes, related to Leased Real Estate, in the unaudited consolidated statement of operations for the three March 31, 2024 zero |
Note 6 - Investments
Note 6 - Investments | 3 Months Ended |
Mar. 31, 2024 | |
Notes to Financial Statements | |
Investment [Text Block] | NOTE 6 The amortized cost, gross unrealized gains and losses included in accumulated other comprehensive loss, March 31, 2024 December 31, 2023 (in thousands) March 31, 2024 Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value Fixed maturities: U.S. government, government agencies and authorities $ 13,747 $ — $ 408 $ 13,339 States, municipalities and political subdivisions 2,887 — 109 2,778 Mortgage-backed 9,579 8 511 9,076 Asset-backed 1,485 — 41 1,444 Corporate 10,597 7 656 9,948 Total fixed maturities $ 38,295 $ 15 $ 1,725 $ 36,585 (in thousands) December 31, 2023 Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value Fixed maturities: U.S. government, government agencies and authorities $ 13,384 $ 8 $ 395 $ 12,997 States, municipalities and political subdivisions 2,885 3 105 2,783 Mortgage-backed 9,724 23 494 9,253 Asset-backed 1,254 1 45 1,210 Corporate 10,860 18 648 10,230 Total fixed maturities $ 38,107 $ 53 $ 1,687 $ 36,473 The table below summarizes the Company's fixed maturities at March 31, 2024 may may (in thousands) March 31, 2024 Amortized Cost Estimated Fair Value Due in one year or less $ 8,250 $ 8,102 Due after one year through five years 24,004 22,906 Due after five years through ten years 1,353 1,274 Due after ten years 4,688 4,303 Total $ 38,295 $ 36,585 The following tables highlight the aggregate unrealized loss position, by security type, of available-for-sale investments in unrealized loss positions where no credit loss allowance had been established as of March 31, 2024 December 31, 2023 (in thousands) March 31, 2024 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 $ 4,960 $ 70 $ 8,378 $ 338 $ 13,338 $ 408 States, municipalities and political subdivisions 434 2 2,344 107 2,778 109 Mortgage-backed 1,895 23 6,655 488 8,550 511 Asset-backed 365 1 981 40 1,346 41 Corporate 1,031 12 7,790 644 8,821 656 Total fixed maturities $ 8,685 $ 108 $ 26,148 $ 1,617 $ 34,833 $ 1,725 (in thousands) December 31, 2023 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 $ 3,237 $ 46 $ 7,940 $ 349 $ 11,177 $ 395 States, municipalities and political subdivisions — — 1,705 105 1,705 105 Mortgage-backed 737 11 6,067 483 6,804 494 Asset-backed — — 1,050 45 1,050 45 Corporate 937 11 8,013 637 8,950 648 Total fixed maturities $ 4,911 $ 68 $ 24,775 $ 1,619 $ 29,686 $ 1,687 At March 31, 2024 December 31, 2023 ely not not not not March 31, 2024 December 31, 2023 not March 31, 2024 December 31, 2023 The Company did not three March 31, 2024 and March 31, 2023 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, 2024 December 31, 2023 The Company recorded no impairments related to limited liability investments during the three months ended March 31, 2024 March 31, 2023 March 31, 2024 Limited liability investment, at fair value represents the underlying investments of the Company’s consolidated entity Argo Holdings Fund I, LLC ("Argo Holdings"). As of March 31, 2024 December 31, 2023 $3.5 million . At March 31, 2024 , the Company had no 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, 2024 December 31, 2023 three March 31, 2024 March 31, 2023 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, 2024 March 31, 2023 Net investment income for the three March 31, 2024 March 31, 2023 (in thousands) Three months ended March 31, 2024 2023 Investment income: Interest from fixed maturities $ 312 $ 229 Dividends 12 60 Loss from limited liability investments (60 ) (34 ) Other 93 520 Gross investment income 357 775 Investment expenses (31 ) (37 ) Net investment income $ 326 $ 738 Net realized gains on inv three March 31, 2024 March 31, 2023 (in thousands) Three months ended March 31, 2024 2023 Available-for-sale fixed maturities: Gross realized gains $ — $ 2 Gross realized losses — — Net realized gains on available-for-sale fixed maturities — 2 Limited liability investments — 98 Limited liability investments, at fair value 115 110 Investments in private companies 9 — Net realized gains $ 124 $ 210 Net (loss) gain on equity investments for the three March 31, 2024 March 31, 2023 (in thousands) Three months ended March 31, 2024 2023 Net losses recognized on equity investments sold during the period $ (3 ) $ — Change in net unrealized gains recognized on equity investments held at end of the period — 1,075 Net (loss) gain on equity investments $ (3 ) $ 1,075 Prior to the second 2023, first 2023, March 31, 2023. third 2023, |
Note 7 - Goodwill
Note 7 - Goodwill | 3 Months Ended |
Mar. 31, 2024 | |
Notes to Financial Statements | |
Goodwill and Intangible Assets Disclosure [Text Block] | NOTE 7 The following table summarizes the goodwill activity for the three months ended March 31, 2024 (in thousands) Extended Warranty Kingsway Search Xcelerator Corporate Total Balance, December 31, 2023 $ 31,153 $ 18,473 $ 732 $ 50,358 Measurement period adjustments — 94 — 94 Balance, March 31, 2024 $ 31,153 $ 18,567 $ 732 $ 50,452 As further discussed in Note 5 , " ," first 2024, Goodwill is assessed for impairment annually as of November 30, may not three March 31, 2024 March 31, 2023 |
Note 8 - Intangible Assets
Note 8 - Intangible Assets | 3 Months Ended |
Mar. 31, 2024 | |
Notes to Financial Statements | |
Intangible Assets Disclosure [Text Block] | NOTE 8 Intangible assets at March 31, 2024 and December 31, 2023 (in thousands) March 31, 2024 Gross Carrying Value Accumulated Amortization Accumulated Impairment Losses Net Carrying Value Intangible assets subject to amortization: Database $ 4,918 $ 4,918 $ — $ — Vehicle service agreements in-force 3,680 3,680 — — Customer relationships 39,942 20,920 — 19,022 Developed technology 600 34 — 566 Intangible assets not subject to amortization: Trade names 14,667 — 511 14,156 Total $ 63,807 $ 29,552 $ 511 $ 33,744 (in thousands) December 31, 2023 Gross Carrying Value Accumulated Amortization Net Carrying Value Intangible assets subject to amortization: Database $ 4,918 $ 4,918 $ — Vehicle service agreements in-force 3,680 3,680 — Customer relationships 39,942 19,521 20,421 Developed technology 600 18 582 Intangible assets not subject to amortization: Trade names 14,667 — 14,667 Total $ 63,807 $ 28,137 $ 35,670 The Company's other intangible assets with definite useful lives are amortized either based on the patterns in which the economic benefits of the intangible assets are expected to be consumed or using the straight-line method over their estimated useful lives, which range from 7 three March 31, 2024 March 31, 2023 The trade names intangible assets have indefinite useful lives and are not November 30, may not may may At March 31, 2024 arge of million rel 3 three March 31, 2023 |
Note 9 - Property and Equipment
Note 9 - Property and Equipment | 3 Months Ended |
Mar. 31, 2024 | |
Notes to Financial Statements | |
Property, Plant and Equipment Disclosure [Text Block] | NOTE 9 Property and equipment at March 31, 2024 December 31, 2023 (in thousands) March 31, 2024 Cost Accumulated Depreciation Carrying Value Leasehold improvements 585 265 320 Furniture and equipment 291 258 33 Computer hardware 1,111 706 405 Medical equipment 1,212 56 1,156 Total $ 3,199 $ 1,285 $ 1,914 (in thousands) December 31, 2023 Cost Accumulated Depreciation Carrying Value Leasehold improvements 585 225 360 Furniture and equipment 287 250 37 Computer hardware 1,080 660 420 Medical equipment 1,056 23 1,033 Total $ 3,008 $ 1,158 $ 1,850 For each of the three March 31, 2024 March 31, 2023 f million , is included in general and administrative expenses in the unaudited consolidated statements of operations. As explained in Note 5 , " ," |
Note 10 - Derivatives
Note 10 - Derivatives - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2024 | Mar. 31, 2023 | Dec. 31, 2023 | |
Assets [Abstract] | |||
Other Receivables | $ 346 | $ 726 | |
Income Statement [Abstract] | |||
Income (Loss) from Continuing Operations, Net of Tax, Including Portion Attributable to Noncontrolling Interest | (2,115) | $ 27,732 | |
Interest Expense, Debt | $ 1,145 | $ 2,972 | |
Notes to Financial Statements | |||
Derivative Instruments and Hedging Activities Disclosure [Text Block] | NOTE 10 (a) Interest rate swap On April 1, 2021, three 2020 11 September 15, 2022, February 29, 2024, not The purpose of this interest rate swap, which was not 2020 not (b) Trust preferred debt repurchase options On August 2, 2022, four "August September 26, 2022 no Until the earlier of (i) the date that all four nine "May four May no May The Company paid approximately $2.0 million to the holder for this option and the Company had until the May On September 20, 2022, August 2, 2022 fifth "September 20 September 20, 2022 August 2, 2022 no On September 26, 2022, one "September 26 Until the earlier of (i) the date that all of the preferred debt instrument has been repurchased and (ii) the May May no May The Company paid approximately $0.3 million to the holder for this option and the Company had until the May In February 2023, March 15, 2023. March 2, 2023, March 22, 2023, 11 The August September 20 September 26 not The TruPs options were recorded in the consolidated balance sheet consolidated statements of operations 20 , " ," for further discussion. During the three March 31, 2023 s of $1.4 million, s provided by (used in) op three March 31, 2023 |
Note 11 - Debt
Note 11 - Debt | 3 Months Ended |
Mar. 31, 2024 | |
Notes to Financial Statements | |
Debt Disclosure [Text Block] | NOTE 11 Debt consists of the following instruments at March 31, 2024 December 31, 2023 (in thousands) March 31, 2024 December 31, 2023 Principal Carrying Value Fair Value Principal Carrying Value Fair Value Bank loan: 2021 Ravix Loan $ 4,425 $ 4,425 $ 4,505 $ 4,650 $ 4,650 $ 4,811 2022 Ravix Loan 4,775 4,628 5,034 4,925 4,769 5,027 SNS Loan 5,017 4,942 5,245 5,142 5,063 5,243 DDI Loan 5,600 5,537 5,604 5,600 5,534 5,841 2020 KWH Loan 14,052 13,878 14,458 10,979 10,806 11,240 Total bank loans 33,869 33,410 34,846 31,296 30,822 32,162 Subordinated debt 15,000 13,651 13,651 15,000 13,594 13,594 Total $ 48,869 $ 47,061 $ 48,497 $ 46,296 $ 44,416 $ 45,756 Subordinated debt mentioned above consists of the following trust preferred debt instrument at March 31, 2024 and December 31, 2023 Issuer Principal (in thousands) Issue date Interest Redemption date Kingsway DE Statutory Trust III $ 15,000 5/22/2003 annual interest rate equal to CME Term SOFR, plus 4.20% payable quarterly 5/22/2033 (a) Bank loans: Ravix As part of the acquisition of Ravix Group, Inc. ("Ravix") on October 1, 2021, "2021 2021 2021 ime Rate plus 0.5%, or 3.75%. March 31, 2024 interest rate was 9.00% October 1, 2027. 2021 2021 2021 Subsequent to the acquisition of CSuite Financial Partners, LLC November 1, 2022, November 16, 2022, 2021 1 2 "2022 3 "2022 2022 2022 November 16, 2028 March 31, 2024 2022 November 16, 2024 March 31, 2024 December 31, 2023 2022 s zero The Company also recorded as a discount to the carrying value of the 2022 2022 2022 The 2022 2021 not 2022 2021 2021 2022 2021 2022 The fair values of the 2021 2022 2 2021 2022 The 2021 2022 not 2021 2022 SNS As part of the asset acquisition o f Secure Nursing Service, Inc. on N 18, 2022, March 31, 2024 November 15, 2023. May 2, 2025 November 18, 2028. March 31, 2024 December 31, 2023 million, zero, The Company also recorded as a discount to the carrying value of the SNS Loan issuance costs of $0.1 million specifically related to the SNS Loan. The SNS Loan is carried in the consolidated balance sheet at its amortized cost, which reflects principal payments as well as the amortization of the debt discount and issuance costs using the effective interest rate method. The fair value of the SNS 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 SNS Loan contains a number of covenants, including, but not March 31, 2024 ios. March 31, 2024 not, may DDI As part of the asset acquisition of DDI on October 26, 2023, March 31, 2024 December 15, 2024. September 1, 2024 October 26, 2029. March 31, 2024 December 31, 2023 million r The Company also recorded as a discount to the carrying value of the DDI Loan issuance costs of $0.1 million specifically related to the DDI Loan. The DDI Loan is carried in the consolidated balance sheet at its amortized cost, which reflects the amortization of the debt discount and issuance costs using the effective interest rate method. The fair value of the DDI 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 DDI Loan contains a number of covenants, including, but not KWH In 2019, December 1, 2020, "2020 2020 December 1, 2020. 2020 SOFR, having a floor of 0.75%, plus spreads ranging from 2.62% to 3.12%. March 31, 2024 interest rate w as 8.20%. T 2020 December 1, 2025. On February 28, 2023, second 2020 December 1, 2025. may February 27, 2024. may three March 31, 2024 The carrying values at March 31, 2024 December 31, 2023 d es million an d $10.3 million, re The Company also recorded as a discount to the carrying value of the 2020 2020 2020 2020 2 2020 The 2020 not 2020 (b) Subordinated debt: Between December 4, 2002 December 16, 2003, six third Effective July 3, 2023, converted from LIBOR to CME Term SOFR. five The subordinated debt, or TruPs, is carried in the consolidated balance sheets at fair value. See Note 20 , "Fair Value of Financial Instruments ," for further discussion of the subordinated debt. The portio in other comprehensive (loss) income. Of the $0.1 million increase in fair value of the Company's subordinated debt between December 31, 2023 March 31, 2024 In February 2023, Note 10 , "Derivatives," 100% March 15, 2023. March 2, 2023, five 100% On March 22, 2023, five The total amount p five $23.0 million o gain of $31.6 million, gain three months March 31, 2023 At March 31, 2024 , the Company had $15.0 million of principal outstanding related to the remaining trust preferred debt instrument. The unaudited consolidated statements of comprehensive (loss) income for the three months ended March 31, 2023 includes a reclassification adjustment of million from related to the . During the third 2018, 20 rsuant to the contractual terms of its outstanding Trust Preferred indentures, which permit interest deferral. This action does not March 13, 2023, third 2018. The agreement governing the remaining subordinated debt contains 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 12 - Leases
Note 12 - Leases | 3 Months Ended |
Mar. 31, 2024 | |
Notes to Financial Statements | |
Leases of Lessee and Lessor Disclosure [Text Block] | NOTE 12 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, 2024 $0.1 million and million, respectively . Operating lease costs and variable lease costs include three March 31, 2023 $0.1 million and less than $0.1 million, respectively three March 31, 2024 March 31, 2023 The annual maturities of lease liabilities as of March 31, 2024 were as follows: (in thousands) Lease Commitments 2024 $ 396 2025 436 2026 334 2027 257 2028 172 2029 and thereafter 47 Total undiscounted lease payments 1,642 Imputed interest 186 Total lease liabilities $ 1,456 The weighted-average remaining lease term for our operating leases was 3.76 years as of March 31, 2024 . The weighted-average discount rate of our operating leases was 6.14% as of March 31, 2024 . Cash paid for amounts included in the measurement of lease liabilities was $0.2 million and $0.1 million fo three March 31, 2024 March 31, 2023 |
Note 13 - Revenue From Contract
Note 13 - Revenue From Contracts With Customers | 3 Months Ended |
Mar. 31, 2024 | |
Notes to Financial Statements | |
Revenue from Contract with Customer [Text Block] | NOTE 13 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, business services consulting revenue, healthcare services revenue and software license and support revenue. Revenue is based on terms of various agreements with credit unions, consumers and businesses. Customers either pay in full at the inception of a warranty contract or commission product sale, or when consulting, healthcare and software license and support 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, 2024 2023 Vehicle service agreement fees and GAP commissions IWS, Geminus and PWI $ 14,982 $ 14,835 Maintenance support service fees Trinity $ 763 954 Warranty product commissions Trinity 939 882 Business services consulting fees Ravix and Csuite 4,550 5,344 Healthcare services fees SNS and DDI 4,226 4,374 Software license and support fees SPI 700 — Service fee and commission revenue $ 26,160 $ 26,389 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 d to o 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 Business services consulting revenue includes the revenue from providing outsourced finance and human resources consulting services. The Company invoices for business services revenue based on contracted rates. Revenue is earned as services are provided. Healthcare services revenue includes revenue from providing healthcare professional staffing services and outsourced cardiac telemetry services for long-term acute care and inpatient rehabilitation hospitals. The Company invoices for healthcare services revenue based on contracted rates. Revenue is earned as services are provided. Software license and support revenue includes revenue from the sale or rental of software products created exclusively to serve the management needs of all types of shared-ownership properties. Software licenses are on-premise at customer locations and considered fully functional when made available and delivered to the customer. As the customer can use and benefit from the license on its own, software licenses represent distinct performance obligations. Revenue is recognized upfront at the point in time when control is transferred, which is defined as the point in time when the customer can use and benefit from the license. The Company's software licenses are sold as term licenses, and the contracts include software support services, which are accounted for as separate performance obligations. Software support revenue is recognized ratably over the c The Company's revenue recognition policies are further described in Note 2 2023 Service fee receivables Receivables from contracts with customers are reported as service fee receivable, net in the consolidated balance sheets and at March 31, 2024 and December 31, 2023 were million and million, respectively. The increase in receivables from contracts with customers is primarily due to the timing difference between the Company's satisfaction of performance obligations and customer payments. Service fee receivable is reported net of an estimated allowance for credit losses. During the three months ended March 31, 2024 March 31, 2023 million and less than $0.1 million, respectively that were million and less than $0.1 million durin three months ended March 31, 2024 March 31, 2023 Contract asset The Company records a contract asset when revenue is recognized prior to billing the customer. Upon billing, which typically occurs over a three five no September 7, 2023. March 31, 2024 and December 31, 2023 decrease first 2024 5 three months ended March 31, 2024 et of million and reduced the contract asset by million as a result of billings to customers. Contract asset is reported net of an estimated allowance for credit losses. During the three months ended March 31, 2024 million that were three months ended March 31, 2024 Deferred service fees 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 months ended March 31, 2024 were as follows: (in thousands) Three Months Ended March 31, 2024 Balance, December 31, 2023 $ 83,995 Deferral of revenue 15,409 Recognition of deferred service fees (15,402 ) Balance, March 31, 2024 $ 84,002 The increase in deferred service fees between December 31, 2023 and March 31, 2024 is primarily due to additions to deferred service fees in excess of deferred service fees recognized during the three March 31, 2024 . Approximately million and million of service fee and commission revenue recognized during the three March 31, 2024 March 31, 2023 December 31, 2023 December 31, 2022 Remaining performance obligations The Com pany expects to recognize within one of the as of March 31, 2024 . Deferred contract costs Deferred contract costs represent the deferral 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, 2024 March 31, 2023 The deferred contract costs balances and related amortization expense for the three March 31, 2024 March 31, 2023 (in thousands) Three months ended March 31, 2024 Three months ended March 31, 2023 Costs to Obtain a Contract Costs to Fulfill a Contract Total Costs to Obtain a Contract Costs to Fulfill a Contract Total Balance at December 31, net $ 13,653 $ 81 $ 13,734 $ 13,174 $ 83 $ 13,257 Additions 2,337 7 2,344 2,336 7 2,343 Amortization (2,277 ) (8 ) (2,285 ) (2,109 ) (7 ) (2,116 ) Balance at March 31, net $ 13,713 $ 80 $ 13,793 $ 13,401 $ 83 $ 13,484 |
Note 14 - Income Taxes
Note 14 - Income Taxes | 3 Months Ended |
Mar. 31, 2024 | |
Notes to Financial Statements | |
Income Tax Disclosure [Text Block] | NOTE 14 INCOME TAXES Income tax expense for the three March 31, 2024 March 31, 2023 to (loss) income from continuing operations before income tax expense. T (in thousands) Three months ended March 31, 2024 2023 Income tax (benefit) expense at U. S. statutory income tax rate $ (426 ) $ 5,981 Valuation allowance 539 (5,904 ) Compensation (120 ) 29 Investment income (15 ) 18 State income tax 91 489 Indefinite life intangibles (48 ) 80 Contingent consideration 57 — Other 6 6 Income tax expense $ 84 $ 699 The Company maintains a valuation allowance for its gross deferred tax assets at March 31, 2024 December 31, 2023 March 31, 2024 December 31, 2023 ferred income tax liability amou nts set forth in the paragraph below which were determined to not The Company carries net deferred income tax liab ilities of million and million March 31, 2024 December 31, 2023 • $4.1 million of deferred income tax liabilities related to indefinite lived intangible assets; and • $0.9 million of deferred state income tax liabilities. As of March 31, 2024 and December 31, 2023 , the Company carried a liability for unrecognized tax benefits of zero. The Company classifies interest and penalty accruals, if any, related to unrecognized tax benefits as income tax expense. The Company recorded income tax expense of zero three March 31, 2024 and March 31, 2023 |
Note 15 - (Loss) Earnings Per S
Note 15 - (Loss) Earnings Per Share | 3 Months Ended |
Mar. 31, 2024 | |
Notes to Financial Statements | |
Earnings Per Share [Text Block] | NOTE 15 (LOSS) EARNINGS PER SHARE The following table sets forth the reconciliation of numerators and denominators for the basic and diluted (loss) earnings per three March 31, 2024 March 31, 2023 (in thousands, except per share data) Three months ended March 31, 2024 2023 Numerator: (Loss) income from continuing operations $ (2,115 ) $ 27,732 (Less) plus: net (income) loss from continuing operations attributable to noncontrolling interests (157 ) 3 Less: dividends on preferred stock — (69 ) Numerator used in calculating basic (loss) earnings per share from continuing operations attributable to common shareholders $ (2,272 ) $ 27,666 Adjustment to add-back dividends on preferred stock — 69 Adjustment for proportionate interest in Ravix, SNS and SPI's earnings attributable to common stock — (50 ) Numerator used in calculating diluted (loss) earnings per share from continuing operations attributable to common shareholders $ (2,272 ) $ 27,685 (Loss) income from discontinued operations (213 ) 107 Numerator used in calculating diluted (loss) earnings per share - net (loss) income attributable to common shareholders $ (2,485 ) $ 27,792 Denominator: Weighted-average basic shares Weighted-average common shares outstanding 27,107 24,061 Weighted-average diluted shares Weighted-average common shares outstanding 27,107 24,061 Effect of potentially dilutive securities (a) Unvested restricted stock awards — 789 Warrants — 1,382 Convertible preferred stock — 187 Total weighted-average diluted shares 27,107 26,419 Basic (loss) earnings attributable to common shareholders: Continuing operations $ (0.08 ) $ 1.15 Discontinued operations $ (0.01 ) $ 0.00 Basic (loss) earnings per share - net (loss) income attributable to common shareholders: $ (0.09 ) $ 1.15 Diluted (loss) earnings attributable to common shareholders: Continuing operations $ (0.08 ) $ 1.05 Discontinued operations $ (0.01 ) $ 0.00 Diluted (loss) earnings per share - net (loss) income attributable to common shareholders $ (0.09 ) $ 1.05 (a) Potentially dilutive securities consist of unvested restricted stock awards and warrants, and convertible preferred stock, . Because the Company is reporting a loss from continuing operations attributable to common shareholders for the three March 31, 2024 , all pote ntially dilutive securities outstanding were excluded from the from continuing operations Basi c (loss) earnings per share excludes dilution and is computed by dividing (loss) income attributable to common shareholders by the weighted-average number of common shares outstanding for the period. Diluted (loss) earnings per share is calculated using weighted-average diluted shares. Weighted-average diluted shares is calculated by adding the effect of potentially dilutive securities to weighted-average common shares outstanding. Potentially dilutive securities are excluded from the diluted (loss) earnings per share computation in loss periods and when the applicable exercise price is greater than the market price on the period end date as their effect would be anti-dilutive. The following weighted-average potentially dilutive securities are not dilut ed (loss) earnings per share calculations above because they would have had an antidilutive effect on the (loss) earnings per share: Three months ended March 31, 2024 2023 Unvested restricted stock awards 548,964 358,410 Warrants — — Convertible preferred stock — — Total 548,964 358,410 |
Note 16 - Stock-based Compensat
Note 16 - Stock-based Compensation | 3 Months Ended |
Mar. 31, 2024 | |
Notes to Financial Statements | |
Share-Based Payment Arrangement [Text Block] | NOTE 16 (a) Restricted Stock Awards of the Company Under the 2013 September 5, 2018 ( "2018 2018 March 28, 2024. 2018 2018 2018 March 31, 2024 . Under the 2020 "2020 2020 2020 2020 three March 31, 2024 shares 2020 2020 March 31, 2024 as million. The following table summarizes the activity related to unvested 2020 2018 three March 31, 2024 Number of Weighted-Average Restricted Grant Date Fair Stock Awards Value (per Share) Unvested at December 31, 2023 1,027,658 $ 5.22 Granted 21,306 8.39 Vested (278,896 ) 5.73 Vested and settled for tax withholding (221,104 ) 5.73 Unvested at March 31, 2024 548,964 $ 4.88 The unvested balance at March 31, 2024 f 548,964 sh 2020 zero 2018 Stock-based compensation expense related to the Restricted Stock Awa rds was $0.2 million for each of t he three March 31, 2024 and March 31, 2023 (b) 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 The grant-date fair value of the 2021 : expected term of four On October 1, 2021, one 2021 On November 1, 2022, 2021 4.44%; 4.44%. During the three March 31, 2024 2021 March 31, 2024 December 31, 2023 , 2021 2021 March 31, 2024 million Stock-based c 2021 million three months ended March 31, 2024 and March 31, 2023 (c) Restricted Common Unit Awards of SNS Pegasus LLC granted 75,000 restricted Class B common unit awards to an officer of SNS pursuant to an agreement dated November 18, 2022 ( The grant-date fair value of the SNS RUA was estimated using the Monte Carlo simulation model, using the following assumptions: expected term of four On November 18, 2022, one During the three March 31, 2024 March 31, 2024 December 31, 2023 and 43,229 un March 31, 2024 million Stock-based c million three months ended March 31, 2024 and March 31, 2023 (d) Restricted Common Unit Awards of SPI Vertical Market Solutions LLC, a subsidiary of the Company, granted 199,000 restricted Class B common unit awards to an officer of SPI pursuant to an agreement dated September 7, 2023 ( The grant-date fair value of the SPI RUA was estimated using the Monte Carlo simulation model, using the following assumptions: expected term of five On September 7, 2023, one During the three March 31, 2024 March 31, 2024 December 31, 2023 March 31, 2024 Stock-based compensation expense related to the SPI RUA was less than $0.1 million and fo three March 31, 2024 and March 31, 2023 (e) Restricted Common Unit Awards of DDI DDI LLC granted 199,000 restricted Class B common unit awards to an officer of DDI pursuant to an agreement dated October 26, 2023 ( The grant-date fair value of the DDI RUA was estimated using the Monte Carlo simulation model, using the following assumptions: expected term of five On October 26, 2023, one During the three March 31, 2024 March 31, 2024 December 31, 2023 March 31, 2024 Stock-based compensation expense related to the DDI RUA was les s than million a d for t three March 31, 2024 and March 31, 2023 |
Note 17 - Shareholders' Equity
Note 17 - Shareholders' Equity | 3 Months Ended |
Mar. 31, 2024 | |
Notes to Financial Statements | |
Equity [Text Block] | NOTE 17 During the three March 31, 2023 three March 31, 2023 $4.9 million was reclassified from redeemable Class A preferred stock to additional paid-in capital on the consolidated balance sheet. There are no March 31, 2024 December 31, 2023 . On March 21, 2023, March 22, 2024. March 22, 2024, one March 21, 2025. may three March 31, 2024 March 31, 2023 tely million and , r March 31, 2024 The Company previously had warrants outstanding that expired on September 15, 2023. one three March 31, 2023 sh of million. Any not |
Note 18 - Accumulated Other Com
Note 18 - Accumulated Other Comprehensive Loss | 3 Months Ended |
Mar. 31, 2024 | |
Notes to Financial Statements | |
Comprehensive Income (Loss) Note [Text Block] | NOTE 18 The tables below detail the change in the balance of each component of accumulated other comprehensive loss, net of three March 31, 2024 March 31, 2023 (in thousands) Three months ended March 31, 2024 Unrealized 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 Loss Balance at December 31, 2023 $ (1,596 ) $ (3,286 ) $ 3,342 $ (1,540 ) Other comprehensive (loss) income arising during the period (58 ) — 23 (35 ) Amounts reclassified from accumulated other comprehensive loss (13 ) — — (13 ) Net current-period other comprehensive (loss) income (71 ) — 23 (48 ) Balance at March 31, 2024 $ (1,667 ) $ (3,286 ) $ 3,365 $ (1,588 ) (in thousands) Three months ended March 31, 2023 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 (Loss) Balance at December 31, 2022 $ (2,464 ) $ (3,286 ) $ 32,355 $ 26,605 Other comprehensive income (loss) arising during the period 427 — (427 ) — Amounts reclassified from accumulated other comprehensive income (loss) (22 ) — (27,177 ) (27,199 ) Net current-period other comprehensive income (loss) 405 — (27,604 ) (27,199 ) Balance at March 31, 2023 $ (2,059 ) $ (3,286 ) $ 4,751 $ (594 ) It should be noted that the unaudited consolidated statements of comprehensive (loss) income present the components of other comprehensive loss, ne three March 31, 2024 March 31, 2023 Components of accumulated other comprehensi ve loss w three March 31, 2024 March 31, 2023 (in thousands) Three months ended March 31, 2024 2023 Reclassification of accumulated other comprehensive income from unrealized gains (losses) on available-for-sale investments to: Net realized gains $ 13 $ 22 Reclassification of accumulated other comprehensive income from change in fair value of debt attributable to instrument-specific credit risk to: Gain on extinguishment of debt — 27,177 (Loss) income from continuing operations before income tax expense 13 27,199 Income tax expense — — (Loss) income from continuing operations, net of taxes 13 27,199 Income from discontinued operations, net of taxes — — Net (loss) income $ 13 $ 27,199 As further discussed in 11 , " ," during the first 2023, Company completed the repurchases of five The unaudited consolidated statements of comprehensive (loss) income for the three months ended March 31, 2023 includes a reclassification adjustment of million from accumulated other comprehensive income to gain on extinguishment of debt related to the instrument-specific credit risk portion of the repurchased TruPs . |
Note 19 - Segmented Information
Note 19 - Segmented Information | 3 Months Ended |
Mar. 31, 2024 | |
Notes to Financial Statements | |
Segment Reporting Disclosure [Text Block] | NOTE 19 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 two Extended Warranty Segment Extended Warranty includes the following subsidiaries of the Company: IWS, Geminus, PW I an 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 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 Kingsway Search Xcelerator Segment Kingsway Search Xcelerator includes the Company's subsidiaries CSuite, Ravix, SNS, SPI and DDI. CSuite is a professional services firm that provides experienced chief financial officer and other finance professionals to its clients through a variety of flexible offerings. These offerings include project and interim staffing engagements, and contingent search services for permanent placements for its clients throughout the United States. Ravix provides outsourced financial services and human resources consulting for short or long duration engagements for customers throughout the United States. SNS provides healthcare staffing services to acute healthcare facilities on a contract or per diem basis in the United States, primarily in California. SPI provides software products created exclusively to serve the management needs of all types of shared-ownership properties throughout the United States, Europe, Asia, Mexico and the Caribbean. DDI provides outsourced 24 7 "24/7" 10 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, 2024 March 31, 2023 (in thousands) Three months ended March 31, 2024 2023 Revenues: Service fee and commission revenue - Extended Warranty $ 16,685 $ 16,671 Service fee and commission revenue - Kingsway Search Xcelerator 9,475 9,718 Total revenues $ 26,160 $ 26,389 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 consolidat ed (loss) income from continuing operations for the three March 31, 2024 and March 31, 2023 were: (in thousands) Three months ended March 31, 2024 2023 Segment operating income: Extended Warranty $ 1,076 $ 1,432 Kingsway Search Xcelerator 1,343 1,577 Total segment operating income 2,419 3,009 Net investment income 326 738 Net realized gains 124 210 Net (loss) gain on equity investments (3 ) 1,075 Loss on change in fair value of limited liability investments, at fair value (8 ) (130 ) Loss on change in fair value of derivative asset option contracts — (1,366 ) Interest expense (1,145 ) (2,972 ) Other revenue and expenses not allocated to segments, net (1,739 ) (2,640 ) Amortization of intangible assets (1,414 ) (1,418 ) Impairment of intangible assets (511 ) — (Loss) gain on change in fair value of debt (80 ) 309 Gain on extinguishment of debt — 31,616 (Loss) income from continuing operations before income tax expense (2,031 ) 28,431 Income tax expense 84 699 (Loss) income from continuing operations $ (2,115 ) $ 27,732 |
Note 20 - Fair Value of Financi
Note 20 - Fair Value of Financial Instruments | 3 Months Ended |
Mar. 31, 2024 | |
Notes to Financial Statements | |
Fair Value Disclosures [Text Block] | NOTE 20 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, subordinated debt, derivative contracts (interest rate swap and trust preferred debt repurchase options) 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 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 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 Subordinated debt - The fair value of the subordinated debt is calculated using a model based on significant market observable inputs and inputs developed by a third third 2 Derivative contract - interest rate swap - As described in Note 10 , "Derivatives," the Company entered into an interest rate swap agreement effective April 1, 2021 2020 February 29, 2024, not The interest rate swap contract was measured and reported at fair value and is included in other receivables in the consolidated balance sheet at December 31, 2023 . The fair value of the interest rate swap contract was estimated using inputs whic third 2 Derivative contracts - trust preferred debt repurchase options - As described in Note 10 , "Derivatives," the Company entered into three third 2022. first 2023, TruPs Options contracts interest rate volatility, debt coupon interest rate and time to maturity. The TruPs Options contracts are categorized in Level 3 Contingent consideration - one er expense. 3 • The fair value of Ravix's contingent consideration liability is estimated by applying the Monte Carlo simulation method to forecast achievement of gross profit which may October 2024. March 31, 2024 December 31, 2023 s $3.4 million and $3.1 million, respectively. • The fair value of CSuite's contingent consideration liability is estimated by applying the Monte Carlo simulation method to forecast achievement of gross revenue which may November 2025. March 31, 2024 December 31, 2023 zero. 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, 2024 December 31, 2023 (in thousands) March 31, 2024 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 Total (Level 1) (Level 2) (Level 3) Recurring fair value measurements: Assets: Fixed maturities: U.S. government, government agencies and authorities $ 13,339 $ — $ 13,339 $ — States, municipalities and political subdivisions 2,778 — 2,778 — Mortgage-backed 9,076 — 9,076 — Asset-backed 1,444 — 1,444 — Corporate 9,948 — 9,948 — Total fixed maturities 36,585 — 36,585 — Limited liability investments, at fair value 3,488 — — 3,488 Total assets $ 40,073 $ — $ 36,585 $ 3,488 Liabilities: Subordinated debt $ 13,651 $ — $ 13,651 $ — Contingent consideration 3,375 — — 3,375 Total liabilities $ 17,026 $ — $ 13,651 $ 3,375 (in thousands) December 31, 2023 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 Total (Level 1) (Level 2) (Level 3) Recurring fair value measurements: Assets: Fixed maturities: U.S. government, government agencies and authorities $ 12,997 $ — $ 12,997 $ — States municipalities and political subdivisions 2,783 — 2,783 — Mortgage-backed 9,253 — 9,253 — Asset-backed 1,210 — 1,210 — Corporate 10,230 — 10,230 — Total fixed maturities 36,473 — 36,473 — Equity investments 79 79 — — Limited liability investments, at fair value 3,496 — — 3,496 Derivative contract - interest rate swap 49 — 49 — Total assets $ 40,097 $ 79 $ 36,522 $ 3,496 Liabilities: Subordinated debt $ 13,594 $ — $ 13,594 $ — Contingent consideration 3,105 — — 3,105 Total liabilities $ 16,699 $ — $ 13,594 $ 3,105 The following table provides a reconciliation of the fair value of recurring Level 3 three March 31, 2024 March 31, 2023 (in thousands) Three months ended March 31, 2024 2023 Assets: Limited liability investments, at fair value: Beginning balance $ 3,496 $ 3,196 Contributions — 35 Distributions received (115 ) (110 ) Realized gains included in net (loss) income 115 110 Change in fair value of limited liability investments, at fair value included in net (loss) income (8 ) 211 Ending balance $ 3,488 $ 3,442 Unrealized losses (gains) on limited liability investments, at fair value held at end of period: Included in net (loss) income $ (8 ) $ 211 Included in other comprehensive loss $ — $ — Derivative - trust preferred debt repurchase options: Beginning balance $ — $ 19,034 Exercise of options included in net (loss) income — (17,668 ) Change in fair value of derivative assets included in net (loss) income — (1,366 ) Ending balance $ — $ — Unrealized gains recognized on derivative assets held at end of period: Included in net (loss) income $ — $ — Included in other comprehensive loss — — Ending balance - assets $ 3,488 $ 3,442 Liabilities: Contingent consideration: Beginning balance $ 3,105 $ 3,218 Change in fair value of contingent consideration included in net (loss) income 270 — Ending balance $ 3,375 $ 3,218 Unrealized gains recognized on contingent consideration liability held at end of period: Included in net (loss) income $ 270 $ — Included in other comprehensive loss $ — $ — Ending balance - liabilities $ 3,375 $ 3,218 The following table summarizes the valuation techniques and significant unobservable inputs utilized in determining fair values for the Company's financial assets and liabilities that are categorized as Level 3 March 31, 2024 Fair Value Categories (in thousands) Valuation Techniques Unobservable Inputs Input Value(s) Limited liability investments, at fair value $ 3,488 Market approach Valuation multiples 1.0x - 9.0x Contingent consideration $ 3,375 Option-based income approach Discount rate 8.25 % Risk-free rate 4.96 % Expected volatility 9.00 % The following table summarizes the valuation techniques and significant unobservable inputs utilized in determining fair values for the Company's financial assets and liabilities that are categorized as Level 3 December 31, 2023 Fair Value Categories (in thousands) Valuation Techniques Unobservable Inputs Input Value(s) Limited liability investments, at fair value $ 3,496 Market approach Valuation multiples 1.0x - 9.0x Contingent consideration $ 3,105 Option-based income approach Discount rate 8.25 % Risk-free rate 4.96 % Expected volatility 9.0 % 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, 2024 March 31, 2023 not record any adjustments to the fair value of its investments in private companies for observable price changes . The Company did not three March 31, 2024 March 31, 2023 To determine the fair value of investments in these private companies, the Company considered rounds of financing and third 3 Indefinite-lived intangible assets are recorded at carrying value, and, if impaired, are adjusted to fair value using Level 3 8 three March 31, 2024 |
Note 21 - Related Parties
Note 21 - Related Parties | 3 Months Ended |
Mar. 31, 2024 | |
Notes to Financial Statements | |
Related Party Transactions Disclosure [Text Block] | NOTE 21 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. Argo Management Group, LLC The Company acquired Argo Management Group, LLC ("Argo Management") in April 2016. March 31, 2024 December 31, 2023 no three March 31, 2024 December 31, 2023 |
Note 22 - Commitments and Conti
Note 22 - Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2024 | |
Notes to Financial Statements | |
Commitments and Contingencies Disclosure [Text Block] | NOTE 22 (a) Legal proceedings: In May 2016, November 2015 January 20, 2020, one may 2020 2023, three March 31, 2024 March 31, 2023 no March 31, 2024 not March 31, 2024 no March 31, 2024 (b) Guarantee: VA Lafayette 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, 2024 December 31, 2023 The Company also has restricted cash of million and million March 31, 2024 December 31, 2023 • $6.9 million and $7.7 million at March 31, 2024 and December 31, 2023 , respectively, held as deposits by IWS, Geminus, PWI, Ravix, CSuite and SPI ; • $0.2 million and million at March 31, 2024 and December 31, 2023 , respectively, on deposit with state regulatory authorities; and • $0.8 million and $0.5 million at March 31, 2024 and December 31, 2023 , respectively, pledged to third |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Mar. 31, 2024 | |
Insider Trading Arr Line Items | |
Material Terms of Trading Arrangement [Text Block] | 5. None |
Rule 10b5-1 Arrangement Adopted [Flag] | false |
Non-Rule 10b5-1 Arrangement Adopted [Flag] | false |
Rule 10b5-1 Arrangement Terminated [Flag] | false |
Non-Rule 10b5-1 Arrangement Terminated [Flag] | false |
Note 5 - Acquisitions and Dis_2
Note 5 - Acquisitions and Discontinued Operations (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Notes Tables | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed [Table Text Block] | (in thousands) September 7, 2023 Cash and cash equivalents $ 121 Restricted cash 6 Service fee receivable 381 Goodwill 175 Intangible asset not subject to amortization - trade name 120 Intangible asset subject to amortization - customer relationships 1,000 Intangible asset subject to amortization - developed technology 600 Other assets 1,705 Total assets $ 4,108 Accrued expenses and other liabilities $ 125 Deferred service fees 423 Net deferred income tax liabilities 760 Total liabilities $ 1,308 Purchase price $ 2,800 (in thousands) October 26, 2023 Cash and cash equivalents $ 124 Service fee receivable 496 Property and equipment, net 1,183 Right-of-use asset 145 Goodwill 4,788 Intangible asset not subject to amortization - trade name 260 Intangible asset subject to amortization - customer relationships 6,500 Other assets 7 Total assets $ 13,503 Accrued expenses and other liabilities $ 214 Income taxes payable 141 Lease liability 145 Net deferred income tax liabilities 2,013 Total liabilities $ 2,513 Purchase price $ 10,990 |
Disposal Groups, Including Discontinued Operations [Table Text Block] | (in thousands) Three months ended March 31, 2024 2023 Income from discontinued operations, net of taxes: Revenues: Rental revenue $ 373 $ 319 Total revenues 373 319 Expenses: Cost of services sold 53 47 General and administrative expenses 60 77 Leased real estate segment interest expense 88 91 Total expenses 201 215 Non-operating other revenue 19 3 Income from discontinued operations before income tax expense 191 107 Income tax expense — — Income from discontinued operations, net of taxes $ 191 $ 107 (in thousands) March 31, 2024 December 31, 2023 Assets Cash and cash equivalents $ 526 $ 612 Other receivables, net 61 — Property and equipment, net 16,171 16,171 Intangible assets, net 2,748 2,748 Loss on write-down of disposal group (2,197 ) (1,779 ) Assets held for sale $ 17,309 $ 17,752 Liabilities Accrued expenses and other liabilities $ 905 $ 885 Notes payable 15,031 15,229 Liabilities held for sale $ 15,936 $ 16,114 |
Note 6 - Investments (Tables)
Note 6 - Investments (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Notes Tables | |
Schedule of Available-for-Sale Securities Reconciliation [Table Text Block] | (in thousands) March 31, 2024 Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value Fixed maturities: U.S. government, government agencies and authorities $ 13,747 $ — $ 408 $ 13,339 States, municipalities and political subdivisions 2,887 — 109 2,778 Mortgage-backed 9,579 8 511 9,076 Asset-backed 1,485 — 41 1,444 Corporate 10,597 7 656 9,948 Total fixed maturities $ 38,295 $ 15 $ 1,725 $ 36,585 (in thousands) December 31, 2023 Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value Fixed maturities: U.S. government, government agencies and authorities $ 13,384 $ 8 $ 395 $ 12,997 States, municipalities and political subdivisions 2,885 3 105 2,783 Mortgage-backed 9,724 23 494 9,253 Asset-backed 1,254 1 45 1,210 Corporate 10,860 18 648 10,230 Total fixed maturities $ 38,107 $ 53 $ 1,687 $ 36,473 |
Investments Classified by Contractual Maturity Date [Table Text Block] | (in thousands) March 31, 2024 Amortized Cost Estimated Fair Value Due in one year or less $ 8,250 $ 8,102 Due after one year through five years 24,004 22,906 Due after five years through ten years 1,353 1,274 Due after ten years 4,688 4,303 Total $ 38,295 $ 36,585 |
Debt Securities, Available-for-Sale, Unrealized Loss Position, Fair Value [Table Text Block] | (in thousands) March 31, 2024 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 $ 4,960 $ 70 $ 8,378 $ 338 $ 13,338 $ 408 States, municipalities and political subdivisions 434 2 2,344 107 2,778 109 Mortgage-backed 1,895 23 6,655 488 8,550 511 Asset-backed 365 1 981 40 1,346 41 Corporate 1,031 12 7,790 644 8,821 656 Total fixed maturities $ 8,685 $ 108 $ 26,148 $ 1,617 $ 34,833 $ 1,725 (in thousands) December 31, 2023 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 $ 3,237 $ 46 $ 7,940 $ 349 $ 11,177 $ 395 States, municipalities and political subdivisions — — 1,705 105 1,705 105 Mortgage-backed 737 11 6,067 483 6,804 494 Asset-backed — — 1,050 45 1,050 45 Corporate 937 11 8,013 637 8,950 648 Total fixed maturities $ 4,911 $ 68 $ 24,775 $ 1,619 $ 29,686 $ 1,687 |
Investment Income [Table Text Block] | (in thousands) Three months ended March 31, 2024 2023 Investment income: Interest from fixed maturities $ 312 $ 229 Dividends 12 60 Loss from limited liability investments (60 ) (34 ) Other 93 520 Gross investment income 357 775 Investment expenses (31 ) (37 ) Net investment income $ 326 $ 738 |
Realized Gain (Loss) on Investments [Table Text Block] | (in thousands) Three months ended March 31, 2024 2023 Available-for-sale fixed maturities: Gross realized gains $ — $ 2 Gross realized losses — — Net realized gains on available-for-sale fixed maturities — 2 Limited liability investments — 98 Limited liability investments, at fair value 115 110 Investments in private companies 9 — Net realized gains $ 124 $ 210 |
Fair Value, Measured on Recurring Basis, Gain (Loss) Included in Earnings [Table Text Block] | (in thousands) Three months ended March 31, 2024 2023 Net losses recognized on equity investments sold during the period $ (3 ) $ — Change in net unrealized gains recognized on equity investments held at end of the period — 1,075 Net (loss) gain on equity investments $ (3 ) $ 1,075 |
Note 7 - Goodwill (Tables)
Note 7 - Goodwill (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Notes Tables | |
Schedule of Goodwill [Table Text Block] | (in thousands) Extended Warranty Kingsway Search Xcelerator Corporate Total Balance, December 31, 2023 $ 31,153 $ 18,473 $ 732 $ 50,358 Measurement period adjustments — 94 — 94 Balance, March 31, 2024 $ 31,153 $ 18,567 $ 732 $ 50,452 |
Note 8 - Intangible Assets (Tab
Note 8 - Intangible Assets (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Notes Tables | |
Schedule of Finite-Lived Intangible Assets [Table Text Block] | (in thousands) March 31, 2024 Gross Carrying Value Accumulated Amortization Accumulated Impairment Losses Net Carrying Value Intangible assets subject to amortization: Database $ 4,918 $ 4,918 $ — $ — Vehicle service agreements in-force 3,680 3,680 — — Customer relationships 39,942 20,920 — 19,022 Developed technology 600 34 — 566 Intangible assets not subject to amortization: Trade names 14,667 — 511 14,156 Total $ 63,807 $ 29,552 $ 511 $ 33,744 (in thousands) December 31, 2023 Gross Carrying Value Accumulated Amortization Net Carrying Value Intangible assets subject to amortization: Database $ 4,918 $ 4,918 $ — Vehicle service agreements in-force 3,680 3,680 — Customer relationships 39,942 19,521 20,421 Developed technology 600 18 582 Intangible assets not subject to amortization: Trade names 14,667 — 14,667 Total $ 63,807 $ 28,137 $ 35,670 |
Note 9 - Property and Equipme_2
Note 9 - Property and Equipment (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Notes Tables | |
Property, Plant and Equipment [Table Text Block] | (in thousands) March 31, 2024 Cost Accumulated Depreciation Carrying Value Leasehold improvements 585 265 320 Furniture and equipment 291 258 33 Computer hardware 1,111 706 405 Medical equipment 1,212 56 1,156 Total $ 3,199 $ 1,285 $ 1,914 (in thousands) December 31, 2023 Cost Accumulated Depreciation Carrying Value Leasehold improvements 585 225 360 Furniture and equipment 287 250 37 Computer hardware 1,080 660 420 Medical equipment 1,056 23 1,033 Total $ 3,008 $ 1,158 $ 1,850 |
Note 11 - Debt (Tables)
Note 11 - Debt (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Notes Tables | |
Schedule of Carrying Values and Estimated Fair Values of Debt Instruments [Table Text Block] | (in thousands) March 31, 2024 December 31, 2023 Principal Carrying Value Fair Value Principal Carrying Value Fair Value Bank loan: 2021 Ravix Loan $ 4,425 $ 4,425 $ 4,505 $ 4,650 $ 4,650 $ 4,811 2022 Ravix Loan 4,775 4,628 5,034 4,925 4,769 5,027 SNS Loan 5,017 4,942 5,245 5,142 5,063 5,243 DDI Loan 5,600 5,537 5,604 5,600 5,534 5,841 2020 KWH Loan 14,052 13,878 14,458 10,979 10,806 11,240 Total bank loans 33,869 33,410 34,846 31,296 30,822 32,162 Subordinated debt 15,000 13,651 13,651 15,000 13,594 13,594 Total $ 48,869 $ 47,061 $ 48,497 $ 46,296 $ 44,416 $ 45,756 |
Schedule of Subordinated Borrowing [Table Text Block] | Issuer Principal (in thousands) Issue date Interest Redemption date Kingsway DE Statutory Trust III $ 15,000 5/22/2003 annual interest rate equal to CME Term SOFR, plus 4.20% payable quarterly 5/22/2033 |
Note 12 - Leases (Tables)
Note 12 - Leases (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Notes Tables | |
Lessee, Operating Lease, Liability, to be Paid, Maturity [Table Text Block] | (in thousands) Lease Commitments 2024 $ 396 2025 436 2026 334 2027 257 2028 172 2029 and thereafter 47 Total undiscounted lease payments 1,642 Imputed interest 186 Total lease liabilities $ 1,456 |
Note 13 - Revenue From Contra_2
Note 13 - Revenue From Contracts With Customers (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Notes Tables | |
Disaggregation of Revenue [Table Text Block] | (in thousands) Three months ended March 31, 2024 2023 Vehicle service agreement fees and GAP commissions IWS, Geminus and PWI $ 14,982 $ 14,835 Maintenance support service fees Trinity $ 763 954 Warranty product commissions Trinity 939 882 Business services consulting fees Ravix and Csuite 4,550 5,344 Healthcare services fees SNS and DDI 4,226 4,374 Software license and support fees SPI 700 — Service fee and commission revenue $ 26,160 $ 26,389 |
Contract with Customer, Contract Asset, Contract Liability, and Receivable [Table Text Block] | (in thousands) Three Months Ended March 31, 2024 Balance, December 31, 2023 $ 83,995 Deferral of revenue 15,409 Recognition of deferred service fees (15,402 ) Balance, March 31, 2024 $ 84,002 |
Capitalized Contract Cost [Table Text Block] | (in thousands) Three months ended March 31, 2024 Three months ended March 31, 2023 Costs to Obtain a Contract Costs to Fulfill a Contract Total Costs to Obtain a Contract Costs to Fulfill a Contract Total Balance at December 31, net $ 13,653 $ 81 $ 13,734 $ 13,174 $ 83 $ 13,257 Additions 2,337 7 2,344 2,336 7 2,343 Amortization (2,277 ) (8 ) (2,285 ) (2,109 ) (7 ) (2,116 ) Balance at March 31, net $ 13,713 $ 80 $ 13,793 $ 13,401 $ 83 $ 13,484 |
Note 14 - Income Taxes (Tables)
Note 14 - Income Taxes (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Notes Tables | |
Schedule of Effective Income Tax Rate Reconciliation [Table Text Block] | (in thousands) Three months ended March 31, 2024 2023 Income tax (benefit) expense at U. S. statutory income tax rate $ (426 ) $ 5,981 Valuation allowance 539 (5,904 ) Compensation (120 ) 29 Investment income (15 ) 18 State income tax 91 489 Indefinite life intangibles (48 ) 80 Contingent consideration 57 — Other 6 6 Income tax expense $ 84 $ 699 |
Note 15 - (Loss) Earnings Per_2
Note 15 - (Loss) Earnings Per Share (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Notes Tables | |
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] | (in thousands, except per share data) Three months ended March 31, 2024 2023 Numerator: (Loss) income from continuing operations $ (2,115 ) $ 27,732 (Less) plus: net (income) loss from continuing operations attributable to noncontrolling interests (157 ) 3 Less: dividends on preferred stock — (69 ) Numerator used in calculating basic (loss) earnings per share from continuing operations attributable to common shareholders $ (2,272 ) $ 27,666 Adjustment to add-back dividends on preferred stock — 69 Adjustment for proportionate interest in Ravix, SNS and SPI's earnings attributable to common stock — (50 ) Numerator used in calculating diluted (loss) earnings per share from continuing operations attributable to common shareholders $ (2,272 ) $ 27,685 (Loss) income from discontinued operations (213 ) 107 Numerator used in calculating diluted (loss) earnings per share - net (loss) income attributable to common shareholders $ (2,485 ) $ 27,792 Denominator: Weighted-average basic shares Weighted-average common shares outstanding 27,107 24,061 Weighted-average diluted shares Weighted-average common shares outstanding 27,107 24,061 Effect of potentially dilutive securities (a) Unvested restricted stock awards — 789 Warrants — 1,382 Convertible preferred stock — 187 Total weighted-average diluted shares 27,107 26,419 Basic (loss) earnings attributable to common shareholders: Continuing operations $ (0.08 ) $ 1.15 Discontinued operations $ (0.01 ) $ 0.00 Basic (loss) earnings per share - net (loss) income attributable to common shareholders: $ (0.09 ) $ 1.15 Diluted (loss) earnings attributable to common shareholders: Continuing operations $ (0.08 ) $ 1.05 Discontinued operations $ (0.01 ) $ 0.00 Diluted (loss) earnings per share - net (loss) income attributable to common shareholders $ (0.09 ) $ 1.05 |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share [Table Text Block] | Three months ended March 31, 2024 2023 Unvested restricted stock awards 548,964 358,410 Warrants — — Convertible preferred stock — — Total 548,964 358,410 |
Note 16 - Stock-based Compens_2
Note 16 - Stock-based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
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, 2023 1,027,658 $ 5.22 Granted 21,306 8.39 Vested (278,896 ) 5.73 Vested and settled for tax withholding (221,104 ) 5.73 Unvested at March 31, 2024 548,964 $ 4.88 |
Note 18 - Accumulated Other C_2
Note 18 - Accumulated Other Comprehensive Loss (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Notes Tables | |
Schedule of Accumulated Other Comprehensive Income (Loss) [Table Text Block] | (in thousands) Three months ended March 31, 2024 Unrealized 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 Loss Balance at December 31, 2023 $ (1,596 ) $ (3,286 ) $ 3,342 $ (1,540 ) Other comprehensive (loss) income arising during the period (58 ) — 23 (35 ) Amounts reclassified from accumulated other comprehensive loss (13 ) — — (13 ) Net current-period other comprehensive (loss) income (71 ) — 23 (48 ) Balance at March 31, 2024 $ (1,667 ) $ (3,286 ) $ 3,365 $ (1,588 ) (in thousands) Three months ended March 31, 2023 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 (Loss) Balance at December 31, 2022 $ (2,464 ) $ (3,286 ) $ 32,355 $ 26,605 Other comprehensive income (loss) arising during the period 427 — (427 ) — Amounts reclassified from accumulated other comprehensive income (loss) (22 ) — (27,177 ) (27,199 ) Net current-period other comprehensive income (loss) 405 — (27,604 ) (27,199 ) Balance at March 31, 2023 $ (2,059 ) $ (3,286 ) $ 4,751 $ (594 ) |
Reclassification out of Accumulated Other Comprehensive Income [Table Text Block] | (in thousands) Three months ended March 31, 2024 2023 Reclassification of accumulated other comprehensive income from unrealized gains (losses) on available-for-sale investments to: Net realized gains $ 13 $ 22 Reclassification of accumulated other comprehensive income from change in fair value of debt attributable to instrument-specific credit risk to: Gain on extinguishment of debt — 27,177 (Loss) income from continuing operations before income tax expense 13 27,199 Income tax expense — — (Loss) income from continuing operations, net of taxes 13 27,199 Income from discontinued operations, net of taxes — — Net (loss) income $ 13 $ 27,199 |
Note 19 - Segmented Informati_2
Note 19 - Segmented Information (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Notes Tables | |
Reconciliation of Revenue from Segments to Consolidated [Table Text Block] | (in thousands) Three months ended March 31, 2024 2023 Revenues: Service fee and commission revenue - Extended Warranty $ 16,685 $ 16,671 Service fee and commission revenue - Kingsway Search Xcelerator 9,475 9,718 Total revenues $ 26,160 $ 26,389 |
Reconciliation of Operating Profit (Loss) from Segments to Consolidated [Table Text Block] | (in thousands) Three months ended March 31, 2024 2023 Segment operating income: Extended Warranty $ 1,076 $ 1,432 Kingsway Search Xcelerator 1,343 1,577 Total segment operating income 2,419 3,009 Net investment income 326 738 Net realized gains 124 210 Net (loss) gain on equity investments (3 ) 1,075 Loss on change in fair value of limited liability investments, at fair value (8 ) (130 ) Loss on change in fair value of derivative asset option contracts — (1,366 ) Interest expense (1,145 ) (2,972 ) Other revenue and expenses not allocated to segments, net (1,739 ) (2,640 ) Amortization of intangible assets (1,414 ) (1,418 ) Impairment of intangible assets (511 ) — (Loss) gain on change in fair value of debt (80 ) 309 Gain on extinguishment of debt — 31,616 (Loss) income from continuing operations before income tax expense (2,031 ) 28,431 Income tax expense 84 699 (Loss) income from continuing operations $ (2,115 ) $ 27,732 |
Note 20 - Fair Value of Finan_2
Note 20 - Fair Value of Financial Instruments (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Notes Tables | |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis [Table Text Block] | (in thousands) March 31, 2024 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 Total (Level 1) (Level 2) (Level 3) Recurring fair value measurements: Assets: Fixed maturities: U.S. government, government agencies and authorities $ 13,339 $ — $ 13,339 $ — States, municipalities and political subdivisions 2,778 — 2,778 — Mortgage-backed 9,076 — 9,076 — Asset-backed 1,444 — 1,444 — Corporate 9,948 — 9,948 — Total fixed maturities 36,585 — 36,585 — Limited liability investments, at fair value 3,488 — — 3,488 Total assets $ 40,073 $ — $ 36,585 $ 3,488 Liabilities: Subordinated debt $ 13,651 $ — $ 13,651 $ — Contingent consideration 3,375 — — 3,375 Total liabilities $ 17,026 $ — $ 13,651 $ 3,375 (in thousands) December 31, 2023 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 Total (Level 1) (Level 2) (Level 3) Recurring fair value measurements: Assets: Fixed maturities: U.S. government, government agencies and authorities $ 12,997 $ — $ 12,997 $ — States municipalities and political subdivisions 2,783 — 2,783 — Mortgage-backed 9,253 — 9,253 — Asset-backed 1,210 — 1,210 — Corporate 10,230 — 10,230 — Total fixed maturities 36,473 — 36,473 — Equity investments 79 79 — — Limited liability investments, at fair value 3,496 — — 3,496 Derivative contract - interest rate swap 49 — 49 — Total assets $ 40,097 $ 79 $ 36,522 $ 3,496 Liabilities: Subordinated debt $ 13,594 $ — $ 13,594 $ — Contingent consideration 3,105 — — 3,105 Total liabilities $ 16,699 $ — $ 13,594 $ 3,105 |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Table Text Block] | (in thousands) Three months ended March 31, 2024 2023 Assets: Limited liability investments, at fair value: Beginning balance $ 3,496 $ 3,196 Contributions — 35 Distributions received (115 ) (110 ) Realized gains included in net (loss) income 115 110 Change in fair value of limited liability investments, at fair value included in net (loss) income (8 ) 211 Ending balance $ 3,488 $ 3,442 Unrealized losses (gains) on limited liability investments, at fair value held at end of period: Included in net (loss) income $ (8 ) $ 211 Included in other comprehensive loss $ — $ — Derivative - trust preferred debt repurchase options: Beginning balance $ — $ 19,034 Exercise of options included in net (loss) income — (17,668 ) Change in fair value of derivative assets included in net (loss) income — (1,366 ) Ending balance $ — $ — Unrealized gains recognized on derivative assets held at end of period: Included in net (loss) income $ — $ — Included in other comprehensive loss — — Ending balance - assets $ 3,488 $ 3,442 Liabilities: Contingent consideration: Beginning balance $ 3,105 $ 3,218 Change in fair value of contingent consideration included in net (loss) income 270 — Ending balance $ 3,375 $ 3,218 Unrealized gains recognized on contingent consideration liability held at end of period: Included in net (loss) income $ 270 $ — Included in other comprehensive loss $ — $ — Ending balance - liabilities $ 3,375 $ 3,218 |
Fair Value Measurement Inputs and Valuation Techniques [Table Text Block] | Fair Value Categories (in thousands) Valuation Techniques Unobservable Inputs Input Value(s) Limited liability investments, at fair value $ 3,488 Market approach Valuation multiples 1.0x - 9.0x Contingent consideration $ 3,375 Option-based income approach Discount rate 8.25 % Risk-free rate 4.96 % Expected volatility 9.00 % Fair Value Categories (in thousands) Valuation Techniques Unobservable Inputs Input Value(s) Limited liability investments, at fair value $ 3,496 Market approach Valuation multiples 1.0x - 9.0x Contingent consideration $ 3,105 Option-based income approach Discount rate 8.25 % Risk-free rate 4.96 % Expected volatility 9.0 % |
Note 5 - Acquisitions and Dis_3
Note 5 - Acquisitions and Discontinued Operations (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | |||
Oct. 26, 2023 | Sep. 07, 2023 | Mar. 31, 2024 | Mar. 31, 2023 | |
Goodwill, Measurement Period Adjustment | $ 94 | |||
Discontinued Operation, Gain (Loss) on Disposal of Discontinued Operation, Net of Tax | (404) | $ 0 | ||
VA Lafayette [Member] | ||||
Discontinued Operation, Gain (Loss) on Disposal of Discontinued Operation, Net of Tax | (400) | |||
Discontinued Operation, Gain (Loss) from Disposal of Discontinued Operation, before Income Tax | (400) | |||
Discontinued Operation, Tax Effect of Gain (Loss) from Disposal of Discontinued Operation | 0 | |||
Systems Products International, Inc.(SPI) [Member] | ||||
Business Acquisition, Percentage of Voting Interests Acquired | 100% | |||
Payments to Acquire Businesses, Gross | $ 2,800 | |||
Goodwill, Measurement Period Adjustment | 100 | |||
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Contract Assets | 100 | |||
Digital Diagnostics Imaging, Inc. ("DDI") [Member] | ||||
Business Acquisition, Percentage of Voting Interests Acquired | 100% | |||
Payments to Acquire Businesses, Gross | $ 11,000 | |||
Digital Diagnostics Imaging, Inc. ("DDI") [Member] | Maximum [Member] | ||||
Goodwill, Measurement Period Adjustment | $ 100 |
Note 5 - Acquisitions and Dis_4
Note 5 - Acquisitions and Discontinued Operations - Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 | Oct. 26, 2023 | Sep. 07, 2023 |
Goodwill | $ 50,452 | $ 50,358 | ||
Systems Products International, Inc.(SPI) [Member] | ||||
Cash and cash equivalents | $ 121 | |||
Restricted cash | 6 | |||
Service fee receivable | 381 | |||
Goodwill | 175 | |||
Other assets | 1,705 | |||
Total assets | 4,108 | |||
Accrued expenses and other liabilities | 125 | |||
Deferred service fees | 423 | |||
Net deferred income tax liabilities | 760 | |||
Total liabilities | 1,308 | |||
Purchase price | 2,800 | |||
Systems Products International, Inc.(SPI) [Member] | Customer Relationships [Member] | ||||
Intangible asset subject to amortization | 1,000 | |||
Systems Products International, Inc.(SPI) [Member] | Developed Technology Rights [Member] | ||||
Intangible asset subject to amortization | 600 | |||
Systems Products International, Inc.(SPI) [Member] | Trade Names [Member] | ||||
Intangible asset not subject to amortization - trade name | $ 120 | |||
Digital Diagnostics Imaging, Inc. ("DDI") [Member] | ||||
Cash and cash equivalents | $ 124 | |||
Goodwill | 4,788 | |||
Intangible asset not subject to amortization - trade name | 260 | |||
Intangible asset subject to amortization | 6,500 | |||
Other assets | 7 | |||
Total assets | 13,503 | |||
Accrued expenses and other liabilities | 214 | |||
Net deferred income tax liabilities | 2,013 | |||
Total liabilities | 2,513 | |||
Purchase price | 10,990 | |||
Service fee receivable | 496 | |||
Property and equipment, net | 1,183 | |||
Right-of-use asset | 145 | |||
Income taxes payable | 141 | |||
Lease liability | $ 145 |
Note 5 - Acquisitions and Dis_5
Note 5 - Acquisitions and Discontinued Operations - Financial Information From Discontinued Operations (Details) - Leased Real Estate [Member] - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2024 | Mar. 31, 2023 | Dec. 31, 2023 | |
Discontinued Operations, Disposed of by Sale [Member] | |||
Cash and cash equivalents | $ 526 | $ 612 | |
Other receivables, net | 61 | 0 | |
Property and equipment, net | 16,171 | 16,171 | |
Intangible assets, net | 2,748 | 2,748 | |
Loss on write-down of disposal group | (2,197) | (1,779) | |
Assets held for sale | 17,309 | 17,752 | |
Accrued expenses and other liabilities | 905 | 885 | |
Notes payable | 15,031 | 15,229 | |
Liabilities held for sale | 15,936 | $ 16,114 | |
Discontinued Operations, Held-for-Sale or Disposed of by Sale [Member] | |||
Rental revenue | 373 | $ 319 | |
Total revenues | 373 | 319 | |
Cost of services sold | 53 | 47 | |
General and administrative expenses | 60 | 77 | |
Leased real estate segment interest expense | 88 | 91 | |
Total expenses | 201 | 215 | |
Non-operating other revenue | 19 | 3 | |
Income from discontinued operations before income tax expense | 191 | 107 | |
Income tax expense | 0 | 0 | |
Income from discontinued operations, net of taxes | $ 191 | $ 107 |
Note 6 - Investments (Details T
Note 6 - Investments (Details Textual) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2024 USD ($) | Dec. 31, 2023 USD ($) | Mar. 31, 2023 shares | |
Debt Securities, Available-for-Sale, Allowance for Credit Loss | $ 0 | $ 0 | |
Debt Securities, Available-for-Sale, Unrealized Loss Position, Number of Positions | 201 | 181 | |
Private Company [Member] | |||
Equity Method Investment, Other than Temporary Impairment | $ 0 | ||
Limited Liability Investments [Member] | |||
Equity Method Investments | 800 | $ 800 | |
Equity Method Investment, Other than Temporary Impairment | 0 | 0 | |
Fair Value, Investments, Entities that Calculate Net Asset Value Per Share, Unfunded Commitments | 0 | ||
Limited Liability Investments [Member] | Net Lease [Member] | |||
Investments in and Advance to Affiliates, Subsidiaries, Associates, and Joint Ventures | 0 | ||
Net Lease and Argo Holding [Member] | |||
Investments in and Advance to Affiliates, Subsidiaries, Associates, and Joint Ventures | 3,500 | 3,500 | |
Private Company Investments [Member] | |||
Investment Owned, Fair Value | $ 900 | $ 900 | |
Warrant [Member] | Limbach Holdings, Inc. [Member] | |||
Investment Owned, Balance, Shares (in shares) | shares | 400,000 |
Note 6 - Investments - Amortize
Note 6 - Investments - Amortized Cost, Gross Unrealized Gains and Losses, and Estimated Fair Value (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Total | $ 38,295 | $ 38,107 |
Gross Unrealized Gains | 15 | 53 |
Gross Unrealized Losses | 1,725 | 1,687 |
Fixed maturities, at fair value (amortized cost of $38,295 and $38,107, respectively) | 36,585 | 36,473 |
Total, estimated fair value | 36,585 | 36,473 |
US Government Agencies Debt Securities [Member] | ||
Total | 13,747 | 13,384 |
Gross Unrealized Gains | 0 | 8 |
Gross Unrealized Losses | 408 | 395 |
Fixed maturities, at fair value (amortized cost of $38,295 and $38,107, respectively) | 13,339 | 12,997 |
Total, estimated fair value | 13,339 | 12,997 |
US States and Political Subdivisions Debt Securities [Member] | ||
Total | 2,887 | 2,885 |
Gross Unrealized Gains | 0 | 3 |
Gross Unrealized Losses | 109 | 105 |
Fixed maturities, at fair value (amortized cost of $38,295 and $38,107, respectively) | 2,778 | 2,783 |
Total, estimated fair value | 2,778 | 2,783 |
Mortgage-Backed Security, Issued by US Government-Sponsored Enterprise [Member] | ||
Total | 9,579 | 9,724 |
Gross Unrealized Gains | 8 | 23 |
Gross Unrealized Losses | 511 | 494 |
Fixed maturities, at fair value (amortized cost of $38,295 and $38,107, respectively) | 9,076 | 9,253 |
Total, estimated fair value | 9,076 | 9,253 |
Asset-Backed Securities [Member] | ||
Total | 1,485 | 1,254 |
Gross Unrealized Gains | 0 | 1 |
Gross Unrealized Losses | 41 | 45 |
Fixed maturities, at fair value (amortized cost of $38,295 and $38,107, respectively) | 1,444 | 1,210 |
Total, estimated fair value | 1,444 | 1,210 |
Corporate Debt Securities [Member] | ||
Total | 10,597 | 10,860 |
Gross Unrealized Gains | 7 | 18 |
Gross Unrealized Losses | 656 | 648 |
Fixed maturities, at fair value (amortized cost of $38,295 and $38,107, respectively) | 9,948 | 10,230 |
Total, estimated fair value | $ 9,948 | $ 10,230 |
Note 6 - Investments - Fixed Ma
Note 6 - Investments - Fixed Maturities by Contractual Maturity Periods (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Due in one year or less | $ 8,250 | |
Due in one year or less, estimated fair value | 8,102 | |
Due after one year through five years | 24,004 | |
Due after one year through five years, estimated fair value | 22,906 | |
Due after five years through ten years | 1,353 | |
Due after five years through ten years, estimated fair value | 1,274 | |
Due after ten years | 4,688 | |
Due after ten years, estimated fair value | 4,303 | |
Total | 38,295 | $ 38,107 |
Total, estimated fair value | $ 36,585 | $ 36,473 |
Note 6 - Investments - Unrealiz
Note 6 - Investments - Unrealized Loss Position (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
US Government Agencies Debt Securities [Member] | ||
Less than 12 months, estimated fair value | $ 4,960 | $ 3,237 |
Less than 12 Months | 70 | 46 |
Greater than 12 months, estimated fair value | 8,378 | 7,940 |
Greater than 12 Months | 338 | 349 |
Estimated fair value | 13,338 | 11,177 |
Total, debt securities | 408 | 395 |
US States and Political Subdivisions Debt Securities [Member] | ||
Less than 12 months, estimated fair value | 434 | 0 |
Less than 12 Months | 2 | 0 |
Greater than 12 months, estimated fair value | 2,344 | 1,705 |
Greater than 12 Months | 107 | 105 |
Estimated fair value | 2,778 | 1,705 |
Total, debt securities | 109 | 105 |
Mortgage-Backed Security, Issued by US Government-Sponsored Enterprise [Member] | ||
Less than 12 months, estimated fair value | 1,895 | 737 |
Less than 12 Months | 23 | 11 |
Greater than 12 months, estimated fair value | 6,655 | 6,067 |
Greater than 12 Months | 488 | 483 |
Estimated fair value | 8,550 | 6,804 |
Total, debt securities | 511 | 494 |
Asset-Backed Securities [Member] | ||
Less than 12 months, estimated fair value | 365 | 0 |
Less than 12 Months | 1 | 0 |
Greater than 12 months, estimated fair value | 981 | 1,050 |
Greater than 12 Months | 40 | 45 |
Estimated fair value | 1,346 | 1,050 |
Total, debt securities | 41 | 45 |
Corporate Debt Securities [Member] | ||
Less than 12 months, estimated fair value | 1,031 | 937 |
Less than 12 Months | 12 | 11 |
Greater than 12 months, estimated fair value | 7,790 | 8,013 |
Greater than 12 Months | 644 | 637 |
Estimated fair value | 8,821 | 8,950 |
Total, debt securities | 656 | 648 |
Fixed Maturities [Member] | ||
Less than 12 months, estimated fair value | 8,685 | 4,911 |
Less than 12 Months | 108 | 68 |
Greater than 12 months, estimated fair value | 26,148 | 24,775 |
Greater than 12 Months | 1,617 | 1,619 |
Estimated fair value | 34,833 | 29,686 |
Total, debt securities | $ 1,725 | $ 1,687 |
Note 6 - Investments - Net Inve
Note 6 - Investments - Net Investment Income (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Interest from fixed maturities | $ 312 | $ 229 |
Dividends | 12 | 60 |
Loss from limited liability investments | (60) | (34) |
Other | 93 | 520 |
Gross investment income | 357 | 775 |
Investment expenses | (31) | (37) |
Net investment income | $ 326 | $ 738 |
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, 2024 | Mar. 31, 2023 | |
Net realized gains | $ 124 | $ 210 |
Fixed Maturities [Member] | ||
Gross realized gains | 0 | 2 |
Gross realized losses | 0 | 0 |
Realized gains (losses) | 0 | 2 |
Limited Liability Investments [Member] | ||
Realized gains (losses) | 0 | 98 |
Limited Liability Investments, Fair Value [Member] | ||
Realized gains (losses) | 115 | 110 |
Private Company Investments [Member] | ||
Realized gains (losses) | $ 9 | $ 0 |
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, 2024 | Mar. 31, 2023 | |
Net losses recognized on equity investments sold during the period | $ (3) | $ 0 |
Change in net unrealized gains recognized on equity investments held at end of the period | 0 | 1,075 |
Net (loss) gain on equity investments | $ (3) | $ 1,075 |
Note 7 - Goodwill (Details Text
Note 7 - Goodwill (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Goodwill, Measurement Period Adjustment | $ 94 | |
Goodwill, Impairment Loss | 0 | $ 0 |
CSuite Acquisition, LLC [Member] | ||
Goodwill, Measurement Period Adjustment | $ 100 |
Note 7 - Goodwill - Intangible
Note 7 - Goodwill - Intangible Assets, Goodwill and Other (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2024 USD ($) | |
Balance | $ 50,358 |
Measurement period adjustments | 94 |
Balance | 50,452 |
Operating Segments [Member] | Extended Warranty Segment [Member] | |
Balance | 31,153 |
Measurement period adjustments | 0 |
Balance | 31,153 |
Operating Segments [Member] | Kingsway Search Xcelerator [Member] | |
Balance | 18,473 |
Measurement period adjustments | 94 |
Balance | 18,567 |
Segment Reporting, Reconciling Item, Corporate Nonsegment [Member] | |
Balance | 732 |
Measurement period adjustments | 0 |
Balance | $ 732 |
Note 8 - Intangible Assets (Det
Note 8 - Intangible Assets (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Amortization of Intangible Assets | $ 1,414 | $ 1,418 |
Impairment of Intangible Assets, Indefinite-Lived (Excluding Goodwill) | $ 500 | $ 0 |
Minimum [Member] | ||
Finite-Lived Intangible Asset, Useful Life (Year) | 7 years | |
Maximum [Member] | ||
Finite-Lived Intangible Asset, Useful Life (Year) | 15 years |
Note 8 - Intangible Assets - In
Note 8 - Intangible Assets - Intangible Assets (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Intangible assets accumulated amortization | $ 29,552 | $ 28,137 |
Intangible assets, gross | 63,807 | 63,807 |
Total accumulated impairment | 511 | |
Intangible assets, net | 33,744 | 35,670 |
Trade Names [Member] | ||
Intangible assets not subject to amortization | 14,667 | 14,667 |
Indefinite-Lived, accumulated impairment | 511 | |
Trade names | 14,156 | |
Intangible assets not subject to amortization, net | 14,667 | 14,667 |
Database Rights [Member] | ||
Intangible assets subject to amortization | 4,918 | 4,918 |
Intangible assets accumulated amortization | 4,918 | 4,918 |
Finite-Lived, accumulated impairment | 0 | |
Intangible assets subject to amortization, net | 0 | 0 |
Service Agreements [Member] | ||
Intangible assets subject to amortization | 3,680 | 3,680 |
Intangible assets accumulated amortization | 3,680 | 3,680 |
Finite-Lived, accumulated impairment | 0 | |
Intangible assets subject to amortization, net | 0 | 0 |
Customer Relationships [Member] | ||
Intangible assets subject to amortization | 39,942 | 39,942 |
Intangible assets accumulated amortization | 20,920 | 19,521 |
Finite-Lived, accumulated impairment | 0 | |
Intangible assets subject to amortization, net | 19,022 | $ 20,421 |
Developed Technology Rights [Member] | ||
Intangible assets subject to amortization | 600 | |
Intangible assets accumulated amortization | 34 | |
Finite-Lived, accumulated impairment | 0 | |
Intangible assets subject to amortization, net | $ 566 |
Note 9 - Property and Equipme_3
Note 9 - Property and Equipment (Details Textual) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Depreciation | $ 0.1 | $ 0.1 |
Note 9 - Property and Equipme_4
Note 9 - Property and Equipment - Property and Equipment (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Cost | $ 3,199 | $ 3,008 |
Property and equipment, accumulated depreciation | 1,285 | 1,158 |
Carrying Value | 1,914 | 1,850 |
Leasehold Improvements [Member] | ||
Cost | 585 | 585 |
Property and equipment, accumulated depreciation | 265 | 225 |
Carrying Value | 320 | 360 |
Furniture and Fixtures [Member] | ||
Cost | 291 | 287 |
Property and equipment, accumulated depreciation | 258 | 250 |
Carrying Value | 33 | 37 |
Computer Equipment [Member] | ||
Cost | 1,111 | 1,080 |
Property and equipment, accumulated depreciation | 706 | 660 |
Carrying Value | 405 | 420 |
Medical Equipment [Member] | ||
Cost | 1,212 | 1,056 |
Property and equipment, accumulated depreciation | 56 | 23 |
Carrying Value | $ 1,156 | $ 1,033 |
Note 10 - Derivatives (Details
Note 10 - Derivatives (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | |||||||||
Sep. 26, 2022 | Aug. 02, 2022 | Mar. 31, 2024 | Mar. 31, 2023 | Dec. 31, 2023 | Mar. 02, 2023 | Feb. 28, 2023 | Sep. 20, 2022 | Sep. 15, 2022 | Apr. 01, 2021 | |
Assets [Abstract] | ||||||||||
Other Receivables | $ 346 | $ 726 | ||||||||
Income Statement [Abstract] | ||||||||||
Income (Loss) from Continuing Operations, Net of Tax, Including Portion Attributable to Noncontrolling Interest | (2,115) | $ 27,732 | ||||||||
Interest Expense, Debt | $ 1,145 | $ 2,972 | ||||||||
Derivative Asset, Statement of Financial Position [Extensible Enumeration] | Other Receivables | Other Receivables | ||||||||
Derivative, Gain (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration] | Interest Expense, Debt | Interest Expense, Debt | ||||||||
Interest Rate Cap [Member] | CIBC Bank USA [Member] | ||||||||||
Derivative, Fixed Interest Rate | 1.103% | 1.18% | ||||||||
Derivative, Notional Amount | $ 11,900 | |||||||||
Trust Preferred Debt Repurchase August Options [Member] | ||||||||||
Trust Preferred Debt Repurchase Options, Maximum Percent of Principal and Deferred Interest | 100% | |||||||||
Purchase Price, Percentage of Outstanding Principal and Deferred Interset | 63.75% | 63% | ||||||||
Trust Preferred Debt Repurchase Options, Minimum Repurchase, Percentage | 50% | |||||||||
Payments to Holders of Trust Preferred Debt Repurchase Option | $ 2,000 | |||||||||
Trust Preferred Debt Repurchase Option, Threshold | 30,000 | |||||||||
Amount Forfeited if Repurchased Amount Less Than 30 Million or Failing to Purchase Principal or Deferred Interest Within One Year | $ 2,000 | |||||||||
Trust Preferred Debt Repurchase September 20 Options [Member] | ||||||||||
Trust Preferred Debt Repurchase Options, Maximum Percent of Principal and Deferred Interest | 100% | |||||||||
Purchase Price, Percentage of Outstanding Principal and Deferred Interset | 63.75% | |||||||||
Trust Preferred Debt Repurchase September 26 Options [Member] | ||||||||||
Trust Preferred Debt Repurchase Options, Maximum Percent of Principal and Deferred Interest | 100% | 100% | 100% | |||||||
Purchase Price, Percentage of Outstanding Principal and Deferred Interset | 63% | |||||||||
Payments to Holders of Trust Preferred Debt Repurchase Option | $ 300 | |||||||||
Amount Forfeited if Failing to Purchase Principal or Deferred Interest | $ 300 | |||||||||
Derivative, Gain (Loss) on Derivative, Net | $ 1,400 | |||||||||
Payments for Derivative Instrument, Investing Activities | $ 56,500 |
Note 11 - Debt (Details Textual
Note 11 - Debt (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | |||||||||||||
Oct. 26, 2023 | Mar. 13, 2023 | Mar. 02, 2023 | Feb. 28, 2023 | Nov. 18, 2022 | Nov. 16, 2022 | Oct. 01, 2021 | Dec. 16, 2003 | Mar. 31, 2024 | Mar. 31, 2023 | Jun. 30, 2022 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 01, 2020 | |
Long-Term Debt, Gross | $ 48,869 | $ 46,296 | ||||||||||||
Interest Expense, Debt | 1,145 | $ 2,972 | ||||||||||||
Gain (Loss) on Extinguishment of Debt | 0 | 31,616 | ||||||||||||
Reclassification out of Accumulated Other Comprehensive Income [Member] | ||||||||||||||
Gain (Loss) on Extinguishment of Debt | 0 | 27,177 | ||||||||||||
Subordinated Debt [Member] | ||||||||||||||
Debt Instrument, Face Amount | $ 90,500 | |||||||||||||
Long-Term Debt, Gross | 15,000 | 15,000 | ||||||||||||
Debt Instrument, Term (Year) | 30 years | |||||||||||||
Subordinated Liabilities, Period Increase (Decrease) | 100 | |||||||||||||
Fair Value, Option, Changes in Fair Value, Loss | 100 | |||||||||||||
Fair Value, Option, Changes in Fair Value, Gain | 100 | |||||||||||||
Repayments of Subordinated Debt | $ 56,500 | |||||||||||||
Credit for Previous Debt Repayment | 2,300 | |||||||||||||
Debt Instrument, Repaid, Principal | 75,500 | |||||||||||||
Interest Expense, Debt | $ 5,000 | $ 23,000 | ||||||||||||
Gain (Loss) on Extinguishment of Debt | $ 31,600 | |||||||||||||
Debt Instrument, Principal Value | $ 15,000 | |||||||||||||
London Interbank Offered Rate [Member] | Subordinated Debt [Member] | Minimum [Member] | ||||||||||||||
Debt Instrument, Basis Spread on Variable Rate | 3.85% | |||||||||||||
London Interbank Offered Rate [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% | 9% | ||||||||||||
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 | |||||||||||||
Debt Issuance Costs, Net, Total | $ 200 | |||||||||||||
Ravix Bank Loan [Member] | Ravix Financial, Inc [Member] | Revolving Credit Facility [Member] | ||||||||||||||
Long-Term Debt, Gross | $ 1,000 | |||||||||||||
Amended Ravix Bank Loan [Member] | Ravix Financial, Inc [Member] | ||||||||||||||
Debt Instrument, Face Amount | $ 6,000 | |||||||||||||
Debt Instrument, Interest Rate During Period | 9.25% | |||||||||||||
Debt Issuance Costs, Net, Total | $ 100 | |||||||||||||
Amended Ravix Bank Loan [Member] | Ravix Financial, Inc [Member] | Prime Rate [Member] | ||||||||||||||
Debt Instrument, Basis Spread on Variable Rate | 0.75% | |||||||||||||
Amended Ravix Bank Loan [Member] | Ravix Financial, Inc [Member] | Revolving Credit Facility [Member] | ||||||||||||||
Long-Term Debt, Gross | $ 1,000 | |||||||||||||
Amended Ravix Bank Loan [Member] | Ravix Financial, Inc [Member] | Revolving Credit Facility [Member] | Prime Rate [Member] | ||||||||||||||
Debt Instrument, Basis Spread on Variable Rate | 0.50% | |||||||||||||
The SNS Loan [Member] | Nursing Service LLC [Member] | ||||||||||||||
Debt Instrument, Face Amount | $ 6,500 | |||||||||||||
Long-Term Debt, Gross | $ 4,700 | 5,100 | ||||||||||||
Debt Instrument, Interest Rate During Period | 5% | 9% | ||||||||||||
Debt Issuance Costs, Net, Total | $ 100 | |||||||||||||
The SNS Loan [Member] | Nursing Service LLC [Member] | Prime Rate [Member] | ||||||||||||||
Debt Instrument, Basis Spread on Variable Rate | 0.50% | |||||||||||||
The SNS Loan [Member] | Nursing Service LLC [Member] | Revolving Credit Facility [Member] | ||||||||||||||
Long-Term Debt, Gross | 200 | 0 | ||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 1,000 | |||||||||||||
DDI Loan [Member] | Digital Diagnostics Imaging, Inc. ("DDI") [Member] | ||||||||||||||
Debt Instrument, Face Amount | $ 5,600 | |||||||||||||
Long-Term Debt, Gross | $ 5,500 | 5,500 | ||||||||||||
Debt Instrument, Interest Rate During Period | 5% | 9% | ||||||||||||
Debt Issuance Costs, Net, Total | $ 100 | |||||||||||||
DDI Loan [Member] | Digital Diagnostics Imaging, Inc. ("DDI") [Member] | Prime Rate [Member] | ||||||||||||||
Debt Instrument, Basis Spread on Variable Rate | 0.50% | |||||||||||||
DDI Loan [Member] | Digital Diagnostics Imaging, Inc. ("DDI") [Member] | Revolving Credit Facility [Member] | ||||||||||||||
Debt Instrument, Face Amount | $ 400 | |||||||||||||
Long-Term Debt, Gross | $ 0 | 0 | ||||||||||||
KWH Bank Loan [Member] | ||||||||||||||
Debt Instrument, Interest Rate During Period | 8.20% | |||||||||||||
Debt Instrument, LIBOR Floor | 0.75% | |||||||||||||
KWH Bank Loan [Member] | Term Loan [Member] | ||||||||||||||
Long-Term Debt, Gross | $ 12,900 | 10,300 | ||||||||||||
KWH Bank Loan [Member] | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate [Member] | Minimum [Member] | ||||||||||||||
Debt Instrument, Basis Spread on Variable Rate | 2.62% | |||||||||||||
KWH Bank Loan [Member] | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate [Member] | Maximum [Member] | ||||||||||||||
Debt Instrument, Basis Spread on Variable Rate | 3.12% | |||||||||||||
KWH Bank Loan [Member] | Revolving Credit Facility [Member] | ||||||||||||||
Long-Term Debt, Gross | 1,000 | $ 500 | ||||||||||||
Debt Issuance Costs, Net, Total | 400 | |||||||||||||
Proceeds from Lines of Credit | 500 | |||||||||||||
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 | |||||||||||||
Second Amendment to KWH Loan [Member] | Revolving Credit Facility [Member] | ||||||||||||||
Debt Instrument, Face Amount | $ 10,000 | |||||||||||||
Debt Instrument, Minimum Draw Amount | $ 2,000 | |||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 3.75% | |||||||||||||
Proceeds from Lines of Credit | $ 3,500 |
Note 11 - Debt - Component of D
Note 11 - Debt - Component of Debt (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Long term debt, principal | $ 48,869 | $ 46,296 |
Carrying value | 47,061 | 44,416 |
Long term debt, fair value | 48,497 | 45,756 |
Notes Payable to Banks [Member] | ||
Long term debt, principal | 33,869 | 31,296 |
Carrying value | 33,410 | 30,822 |
Long term debt, fair value | 34,846 | 32,162 |
Notes Payable to Banks [Member] | Ravix Bank Loan [Member] | ||
Long term debt, principal | 4,425 | 4,650 |
Carrying value | 4,425 | 4,650 |
Long term debt, fair value | 4,505 | 4,811 |
Notes Payable to Banks [Member] | The 2022 Ravix Loan [Member] | ||
Long term debt, principal | 4,775 | 4,925 |
Carrying value | 4,628 | 4,769 |
Long term debt, fair value | 5,034 | 5,027 |
Notes Payable to Banks [Member] | SNS Loan [Member] | ||
Long term debt, principal | 5,017 | 5,142 |
Carrying value | 4,942 | 5,063 |
Long term debt, fair value | 5,245 | 5,243 |
Notes Payable to Banks [Member] | DDI Loan [Member] | ||
Long term debt, principal | 5,600 | 5,600 |
Carrying value | 5,537 | 5,534 |
Long term debt, fair value | 5,604 | 5,841 |
Notes Payable to Banks [Member] | The 2020 KWH Bank Loan [Member] | ||
Long term debt, principal | 14,052 | 10,979 |
Carrying value | 13,878 | 10,806 |
Long term debt, fair value | 14,458 | 11,240 |
Subordinated Debt [Member] | ||
Long term debt, principal | 15,000 | 15,000 |
Carrying value | 13,651 | 13,594 |
Long term debt, fair value | $ 13,651 | $ 13,594 |
Note 11 - Debt - Subordinated B
Note 11 - Debt - Subordinated Borrowings (Details) $ in Millions | 3 Months Ended |
Mar. 31, 2024 USD ($) | |
Debt Instrument, Variable Interest Rate, Type [Extensible Enumeration] | Secured Overnight Financing Rate (SOFR) [Member] |
Delaware Statutory Trust III [Member] | |
Principal | $ 15 |
Debt Instrument, Basis Spread on Variable Rate | 4.20% |
Note 12 - Leases (Details Textu
Note 12 - Leases (Details Textual) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Operating Lease, Weighted Average Remaining Lease Term (Year) | 3 years 9 months 3 days | |
Operating Lease, Weighted Average Discount Rate, Percent | 6.14% | |
Operating Lease, Payments | $ 0.2 | $ 0.1 |
General and Administrative Expense [Member] | ||
Operating Lease, Cost | 0.1 | 0.1 |
Variable Lease, Cost | 0.1 | 0.1 |
Short-Term Lease, Cost | $ 0.1 | $ 0.1 |
Note 12 - Leases - Annual Matur
Note 12 - Leases - Annual Maturities of Lease Liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
2024 | $ 396 | |
2025 | 436 | |
2026 | 334 | |
2027 | 257 | |
2028 | 172 | |
2029 and thereafter | 47 | |
Total undiscounted lease payments | 1,642 | |
Imputed interest | 186 | |
Total lease liabilities | $ 1,456 | $ 1,198 |
Note 13 - Revenue From Contra_3
Note 13 - Revenue From Contracts With Customers (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2024 | Mar. 31, 2023 | Dec. 31, 2023 | |
Contract with Customer, Asset, after Allowance for Credit Loss | $ 1,600 | $ 1,700 | |
Contract with Customer, Asset, Billings | 100 | ||
Contract with Customer, Asset, Allowance for Credit Loss, Writeoff | $ 0 | ||
Percentage of Deferred Service Fees | 50.70% | ||
Capitalized Contract Cost, Impairment Loss | $ 0 | $ 0 | |
Systems Products International, Inc.(SPI) [Member] | |||
Contract with Customer, Asset, Increase (Decrease) for Contract Acquired in Business Combination | (100) | ||
Service Fees [Member] | |||
Receivable from Customer in Brokerage | 10,496 | $ 10,083 | |
Accounts Receivable, Allowance for Credit Loss, Period Increase (Decrease) | 100 | 100 | |
Accounts Receivable, Allowance for Credit Loss, Writeoff | 100 | 100 | |
Contract with Customer, Liability, Revenue Recognized | $ 12,600 | $ 12,500 | |
Minimum [Member] | |||
Customer Refunds Percentage | 5.90% | ||
Maximum [Member] | |||
Customer Refunds Percentage | 11.70% | ||
Contract with Customer, Asset, Allowance for Credit Loss, Period Increase (Decrease) | $ 100 |
Note 13 - Revenue From Contra_4
Note 13 - Revenue From Contracts With Customers - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Service fee and commission revenue | $ 26,160 | $ 26,389 |
IWS [Member] | Extended Warranty Segment [Member] | Vehicle Service Agreement Fees [Member] | ||
Service fee and commission revenue | 14,982 | 14,835 |
Maintenance Support Service Fees [Member] | Trinity [Member] | ||
Service fee and commission revenue | 763 | 954 |
Warranty Product Commissions [Member] | Trinity [Member] | Extended Warranty Segment [Member] | ||
Service fee and commission revenue | 939 | 882 |
Business Services Consulting [Member] | Ravix [Member] | Consulting Fees [Member] | ||
Service fee and commission revenue | 4,550 | 5,344 |
Healthcare Segment [Member] | SNS and DDI [Member] | Health Care [Member] | ||
Service fee and commission revenue | 4,226 | 4,374 |
Software License and Support Fees [Member] | Systems Products International, Inc.(SPI) [Member] | ||
Service fee and commission revenue | $ 700 | $ 0 |
Note 13 - Revenue From Contra_5
Note 13 - Revenue From Contracts With Customers - Changes in Deferred Service Fees (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2024 USD ($) | |
Balance | $ 83,995 |
Service Fees [Member] | |
Balance | 83,995 |
Deferral of revenue | 15,409 |
Recognition of deferred service fees | $ (15,402) |
Note 13 - Revenue From Contra_6
Note 13 - Revenue From Contracts With Customers - Deferred Contract Costs (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Balance, net | $ 13,734 | $ 13,257 |
Additions | 2,344 | 2,343 |
Amortization | (2,285) | (2,116) |
Balance, net | 13,793 | 13,484 |
Cost to Obtain Contract [Member] | ||
Balance, net | 13,653 | 13,174 |
Additions | 2,337 | 2,336 |
Amortization | (2,277) | (2,109) |
Balance, net | 13,713 | 13,401 |
Cost to Fulfill Contract [Member] | ||
Balance, net | 81 | 83 |
Additions | 7 | 7 |
Amortization | (8) | (7) |
Balance, net | $ 80 | $ 83 |
Note 14 - Income Taxes (Details
Note 14 - Income Taxes (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2024 | Mar. 31, 2023 | Dec. 31, 2023 | |
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 21% | 21% | |
Deferred Income Tax Liabilities, Net | $ 4,956 | $ 5,041 | |
Deferred Tax Liabilities, Land and Indefinite Lived Intangible Assets | 4,100 | ||
Deferred Tax Liabilities, State Taxes | 900 | ||
Unrecognized Tax Benefits, Income Tax Penalties and Interest Expense | $ 0 | $ 0 |
Note 14 - Income Taxes - Schedu
Note 14 - Income Taxes - Schedule of Effective Income Tax Rate Reconciliation (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Income tax (benefit) expense at U. S. statutory income tax rate | $ (426) | $ 5,981 |
Valuation allowance | 539 | (5,904) |
Compensation | (120) | 29 |
Investment income | (15) | 18 |
State income tax | 91 | 489 |
Indefinite life intangibles | (48) | 80 |
Contingent consideration | 57 | 0 |
Other | 6 | 6 |
Income tax expense | $ 84 | $ 699 |
Note 15 - (Loss) Earnings Per_3
Note 15 - (Loss) 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, 2024 | Mar. 31, 2023 | ||
Income (Loss) from Continuing Operations, Net of Tax, Including Portion Attributable to Noncontrolling Interest | $ (2,115) | $ 27,732 | |
(Less) plus: net (income) loss from continuing operations attributable to noncontrolling interests | (157) | 3 | |
Less: dividends on preferred stock | 0 | (69) | |
Numerator used in calculating basic (loss) earnings per share from continuing operations attributable to common shareholders | (2,272) | 27,666 | |
Adjustment to add-back dividends on preferred stock | 0 | 69 | |
Adjustment for proportionate interest in Ravix, SNS and SPI's earnings attributable to common stock | 0 | (50) | |
Numerator used in calculating diluted (loss) earnings per share from continuing operations attributable to common shareholders | (2,272) | 27,685 | |
(Loss) income from discontinued operations | (213) | 107 | |
Numerator used in calculating diluted (loss) earnings per share - net (loss) income attributable to common shareholders | $ (2,485) | $ 27,792 | |
Weighted-average common shares outstanding (in shares) | 27,107 | 24,061 | |
Effect of potentially dilutive securities (a) | |||
Unvested restricted stock awards (in shares) | [1] | 0 | 789 |
Warrants (in shares) | [1] | 0 | 1,382 |
Convertible preferred stock (in shares) | [1] | 0 | 187 |
Total weighted-average diluted shares (in shares) | 27,107 | 26,419 | |
Continuing operations (in dollars per share) | $ (0.08) | $ 1.15 | |
Discontinued operations (in dollars per share) | (0.01) | 0 | |
Basic (loss) earnings per share - net (loss) income attributable to common shareholders (in dollars per share) | (0.09) | 1.15 | |
Continuing operations (in dollars per share) | (0.08) | 1.05 | |
Discontinued operations (in dollars per share) | (0.01) | 0 | |
Diluted (loss) earnings per share - net (loss) income attributable to common shareholders (in dollars per share) | $ (0.09) | $ 1.05 | |
[1]Potentially dilutive securities consist of unvested restricted stock awards, warrants and convertible preferred stock. Because the Company is reporting a loss from continuing operations attributable to common shareholders for the year ended December 31, 2021, all potentially dilutive securities outstanding were excluded from the calculation of diluted loss from continuing operations per share since their inclusion would have been anti-dilutive. |
Note 15 - (Loss) Earnings Per_4
Note 15 - (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, 2024 | Mar. 31, 2023 | |
Antidilutive securities (in shares) | 548,964 | 358,410 |
Restricted Stock Units (RSUs) [Member] | ||
Antidilutive securities (in shares) | 548,964 | 358,410 |
Warrant [Member] | ||
Antidilutive securities (in shares) | 0 | 0 |
Convertible Debt Securities [Member] | ||
Antidilutive securities (in shares) | 0 | 0 |
Note 16 - Stock-based Compens_3
Note 16 - Stock-based Compensation (Details Textual) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |||||||||
Oct. 26, 2023 | Sep. 07, 2023 | Nov. 18, 2022 | Nov. 01, 2022 | Oct. 31, 2022 | Oct. 01, 2021 | Sep. 05, 2018 | Mar. 31, 2024 | Mar. 31, 2023 | Dec. 31, 2023 | |
Restricted Stock [Member] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period (in shares) | 21,306 | |||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Vested in Period (in shares) | 278,896 | |||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Nonvested, Number (in shares) | 548,964 | 1,027,658 | ||||||||
Share-Based Payment Arrangement, Expense | $ 200 | $ 200 | ||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value (in dollars per share) | $ 4.88 | $ 5.22 | ||||||||
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 Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount | $ 0 | |||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Nonvested, Number (in shares) | 0 | |||||||||
A2020 Modified PWSC Restricted Stock Awards [Member] | Restricted Stock [Member] | ||||||||||
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount | $ 2,400 | |||||||||
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 (in shares) | 548,964 | |||||||||
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 | $ 200 | |||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Vested in Period (in shares) | 83,333 | 5,208 | ||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Nonvested, Number (in shares) | 65,320 | 70,528 | ||||||||
Share-Based Payment Arrangement, Expense | $ 100 | 100 | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Term (Year) | 2 years 11 months 1 day | 2 years 11 months 1 day | 4 years | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Volatility Rate | 72% | 58% | 75% | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate | 4.44% | 4.44% | 0.93% | |||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value (in dollars per share) | $ 3.08 | $ 3.08 | ||||||||
Ravix RUA 2021 [Member] | Restricted Common Unit Awards [Member] | Officer [Member] | Maximum [Member] | ||||||||||
Share-Based Payment Arrangement, Expense | $ 100 | |||||||||
SNS RUA [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) | 75,000 | |||||||||
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount | $ 200 | |||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Vested in Period (in shares) | 25,000 | 1,563 | ||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Nonvested, Number (in shares) | 41,667 | 43,229 | ||||||||
Share-Based Payment Arrangement, Expense | $ 100 | 100 | ||||||||
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 | 85% | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate | 4.09% | |||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value (in dollars per share) | $ 5.81 | $ 5.84 | ||||||||
SPI RUA [Member] | Restricted Common Unit Awards [Member] | Officer [Member] | ||||||||||
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount | $ 100 | |||||||||
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 (in shares) | 115,667 | 115,667 | ||||||||
Share-Based Payment Arrangement, Expense | $ 100 | 0 | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Term (Year) | 5 years | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Volatility Rate | 59% | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate | 4.29% | |||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value (in dollars per share) | $ 1.11 | $ 1.11 | ||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Non-Option Equity Instruments, Granted (in shares) | 199,000 | |||||||||
DDI RUA [Member] | Restricted Common Unit Awards [Member] | Officer [Member] | ||||||||||
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount | $ 400 | |||||||||
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 (in shares) | 115,667 | 115,667 | ||||||||
Share-Based Payment Arrangement, Expense | $ 100 | $ 0 | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Term (Year) | 5 years | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Volatility Rate | 57% | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate | 4.68% | |||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value (in dollars per share) | $ 4.16 | $ 4.16 | ||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Non-Option Equity Instruments, Granted (in shares) | 199,000 |
Note 16 - Stock-based Compens_4
Note 16 - Stock-based Compensation - Restricted Stock Awards (Details) - Restricted Stock [Member] | 3 Months Ended |
Mar. 31, 2024 $ / shares shares | |
Unvested, shares (in shares) | shares | 1,027,658 |
Unvested, Grant Date Fair Value (in dollars per share) | $ / shares | $ 5.22 |
Granted, shares (in shares) | shares | 21,306 |
Granted, Grant Date Fair Value (in dollars per share) | $ / shares | $ 8.39 |
Vested, shares (in shares) | shares | (278,896) |
Vested, Grant Date Fair Value (in dollars per share) | $ / shares | $ 5.73 |
Vested and settled for tax withholding (in shares) | shares | (221,104) |
Vested and settled for tax withholding (in dollars per share) | $ / shares | $ 5.73 |
Unvested, shares (in shares) | shares | 548,964 |
Unvested, Grant Date Fair Value (in dollars per share) | $ / shares | $ 4.88 |
Note 17 - Shareholders' Equity
Note 17 - Shareholders' Equity (Details Textual) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | ||||
Mar. 31, 2024 | Mar. 31, 2023 | Dec. 31, 2023 | Sep. 15, 2023 | Mar. 21, 2023 | |
Conversion of Stock, Shares Converted (in shares) | 119,733 | ||||
Conversion of Stock, Shares Issued (in shares) | 748,331 | ||||
APIC, Share-Based Payment Arrangement, Other, Increase for Cost Recognition | $ 4,900 | ||||
Preferred Stock, Shares Outstanding (in shares) | 0 | 0 | |||
Treasury Stock, Value, Acquired, Cost Method | $ 64 | ||||
Warrants to Purchase Common Stock [Member] | |||||
Class of Warrant or Right, Number of Securities Called by Each Warrant or Right (in shares) | 1 | ||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 5 | ||||
Stock Issued During Period, Shares, Exercise of Warrants (in shares) | 1,258,840 | 6,300,000 | |||
Share Repurchase Program [Member] | |||||
Stock Repurchase Program, Authorized Amount | $ 10,000 | ||||
Treasury Stock, Shares, Acquired (in shares) | 8,000 | 0 | |||
Treasury Stock, Value, Acquired, Cost Method | $ 100 | $ 0 |
Note 18 - Accumulated Other C_3
Note 18 - Accumulated Other Comprehensive Loss (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Gain (Loss) on Extinguishment of Debt | $ 0 | $ 31,616 |
Reclassification out of Accumulated Other Comprehensive Income [Member] | ||
Gain (Loss) on Extinguishment of Debt | $ 0 | $ 27,177 |
Note 18 - Accumulated Other C_4
Note 18 - Accumulated Other Comprehensive Loss - Schedule of Accumulated Other Comprehensive (Loss) Income (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2024 | Mar. 31, 2023 | ||
Balance | $ 24,611 | $ 16,108 | |
Other comprehensive loss, net of taxes(1): | [1] | (53) | (27,184) |
Balance | 20,642 | 24,550 | |
AOCI, Accumulated Gain (Loss), Debt Securities, Available-for-Sale, Parent [Member] | |||
Balance | (1,596) | (2,464) | |
Other comprehensive (loss) income arising during the period | (58) | 427 | |
Amounts reclassified from accumulated other comprehensive loss | (13) | (22) | |
Other comprehensive loss, net of taxes(1): | (71) | 405 | |
Balance | (1,667) | (2,059) | |
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 loss | 0 | 0 | |
Other comprehensive loss, net of taxes(1): | 0 | 0 | |
Balance | (3,286) | (3,286) | |
Accumulated Gain (Loss), Financial Liability, Fair Value Option, Attributable to Parent [Member] | |||
Balance | 3,342 | 32,355 | |
Other comprehensive (loss) income arising during the period | 23 | (427) | |
Amounts reclassified from accumulated other comprehensive loss | 0 | (27,177) | |
Other comprehensive loss, net of taxes(1): | 23 | (27,604) | |
Balance | 3,365 | 4,751 | |
AOCI Attributable to Parent [Member] | |||
Balance | (1,540) | 26,605 | |
Other comprehensive (loss) income arising during the period | (35) | 0 | |
Amounts reclassified from accumulated other comprehensive loss | (13) | (27,199) | |
Other comprehensive loss, net of taxes(1): | (48) | (27,199) | |
Balance | $ (1,588) | $ (594) | |
[1]Net of income tax expense of $0 for the three months ended March 31, 2024 and March 31, 2023. |
Note 18 - Accumulated Other C_5
Note 18 - Accumulated Other Comprehensive Loss - Components of Accumulated Other Comprehensive (Loss) Income (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Net realized gains | $ 124 | $ 210 |
Gain on extinguishment of debt | 0 | 31,616 |
(Loss) income from continuing operations before income tax expense | (2,031) | 28,431 |
Income tax expense | 84 | 699 |
(Loss) income from continuing operations | (2,115) | 27,732 |
Net (loss) income | (2,328) | 27,839 |
Reclassification out of Accumulated Other Comprehensive Income [Member] | ||
Gain on extinguishment of debt | 0 | 27,177 |
(Loss) income from continuing operations before income tax expense | 13 | 27,199 |
Income tax expense | 0 | 0 |
(Loss) income from continuing operations | 13 | 27,199 |
Income from discontinued operations, net of taxes | 0 | 0 |
Net (loss) income | 13 | 27,199 |
AOCI, Accumulated Gain (Loss), Debt Securities, Available-for-Sale, Parent [Member] | Reclassification out of Accumulated Other Comprehensive Income [Member] | ||
Net realized gains | $ 13 | $ 22 |
Note 19 - Segmented Informati_3
Note 19 - Segmented Information (Details Textual) | 3 Months Ended |
Mar. 31, 2024 | |
Number of Reportable Segments | 2 |
Number of States in which Entity Operates | 25 |
Penn Member [Member] | |
Number of States in which Entity Operates | 47 |
Prime [Member] | |
Number of States in which Entity Operates | 37 |
Digital Diagnostics Imaging, Inc. ("DDI") [Member] | |
Number of States in which Entity Operates | 42 |
Note 19 - Segmented Informati_4
Note 19 - Segmented Information - Reconciliation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Service fee and commission revenue | $ 26,160 | $ 26,389 |
Total revenues | 26,160 | 26,389 |
Operating Segments [Member] | ||
Total revenues | 26,160 | 26,389 |
Operating Segments [Member] | Extended Warranty Segment [Member] | ||
Service fee and commission revenue | 16,685 | 16,671 |
Operating Segments [Member] | Kingsway Search Xcelerator [Member] | ||
Service fee and commission revenue | $ 9,475 | $ 9,718 |
Note 19 - Segmented Informati_5
Note 19 - Segmented Information - Reconciliation of Operating Profit (Loss) (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2024 | Mar. 31, 2023 | ||
Total segment operating income | $ 767 | $ 514 | |
Net investment income | 326 | 738 | |
Net realized gains | 124 | 210 | |
Net (loss) gain on equity investments | (3) | 1,075 | |
Loss on change in fair value of limited liability investments, at fair value | (8) | (130) | |
Loss on change in fair value of derivative asset option contracts | 0 | (1,366) | |
Interest expense | (1,145) | (2,972) | |
Non-operating other expense | (87) | (145) | |
Amortization of intangible assets | (1,414) | (1,418) | |
Impairment of intangible assets | (511) | 0 | |
(Loss) gain on change in fair value of debt | (80) | 309 | |
Gain on extinguishment of debt | 0 | 31,616 | |
(Loss) income from continuing operations before income tax expense | (2,031) | 28,431 | |
Income tax expense | 84 | 699 | |
Income (Loss) from Continuing Operations, Net of Tax, Including Portion Attributable to Noncontrolling Interest | (2,115) | 27,732 | |
Operating Segments [Member] | |||
Total segment operating income | 2,419 | 3,009 | |
Operating Segments [Member] | Extended Warranty Segment [Member] | |||
Total segment operating income | [1] | 1,076 | 1,432 |
Operating Segments [Member] | Kingsway Search Xcelerator [Member] | |||
Total segment operating income | 1,343 | 1,577 | |
Segment Reporting, Reconciling Item, Corporate Nonsegment [Member] | |||
Non-operating other expense | $ (1,739) | $ (2,640) | |
[1]For the nine months ended September 30, 2021, Extended Warranty segment operating income includes gain on extinguishment of debt of $2.2 million, related to PPP loan forgiveness directly associated with the respective warranty businesses. Extended Warranty segment operating income before the gain on extinguishment of debt totaled $7.1 million for the nine months ended September 30, 2021. See Note 11, "Debt," for further discussion. |
Note 20 - Fair Value of Finan_3
Note 20 - Fair Value of Financial Instruments (Details Textual) $ in Millions | 3 Months Ended | ||
Mar. 31, 2024 USD ($) | Dec. 31, 2023 USD ($) | Sep. 30, 2022 | |
Ravix [Member] | |||
Business Combination, Contingent Consideration Arrangements, Change in Range of Outcomes, Contingent Consideration, Liability, Value, High | $ 4.5 | ||
Contingent Consideration Liability, Fair Value Disclosure | 3.4 | $ 3.1 | |
CSuite Acquisition, LLC [Member] | |||
Business Combination, Contingent Consideration Arrangements, Change in Range of Outcomes, Contingent Consideration, Liability, Value, High | $ 3.6 | ||
Trust Preferred Debt Repurchase Options Contracts [Member] | |||
Derivative, Number of Instruments Held, Total | 3 |
Note 20 - Fair Value of Finan_4
Note 20 - Fair Value of Financial Instruments - Assets and Liabilities Measured at Fair Value (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Total, estimated fair value | $ 36,585 | $ 36,473 |
Subordinated debt, at fair value | 13,651 | 13,594 |
Fair Value, Recurring [Member] | ||
Total, estimated fair value | 36,585 | 36,473 |
Limited liability investments, at fair value | 3,488 | 3,496 |
Total assets | 40,073 | 40,097 |
Subordinated debt, at fair value | 13,651 | 13,594 |
Contingent consideration, at fair value | 3,375 | 3,105 |
Total liabilities | 17,026 | 16,699 |
Fair Value, Recurring [Member] | Interest Rate Swap [Member] | ||
Derivative contract - interest rate swap | 49 | |
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 1 [Member] | ||
Total, estimated fair value | 0 | 0 |
Limited liability investments, at fair value | 0 | 0 |
Total assets | 0 | 79 |
Subordinated debt, at fair value | 0 | 0 |
Contingent consideration, 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 | |
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | ||
Total, estimated fair value | 36,585 | 36,473 |
Limited liability investments, at fair value | 0 | 0 |
Total assets | 36,585 | 36,522 |
Subordinated debt, at fair value | 13,651 | 13,594 |
Contingent consideration, at fair value | 0 | 0 |
Total liabilities | 13,651 | 13,594 |
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | Interest Rate Swap [Member] | ||
Derivative contract - interest rate swap | 49 | |
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | ||
Total, estimated fair value | 0 | 0 |
Limited liability investments, at fair value | 3,488 | 3,496 |
Total assets | 3,488 | 3,496 |
Subordinated debt, at fair value | 0 | 0 |
Contingent consideration, at fair value | 3,375 | 3,105 |
Total liabilities | 3,375 | 3,105 |
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | Interest Rate Swap [Member] | ||
Derivative contract - interest rate swap | 0 | |
US Government Agencies Debt Securities [Member] | ||
Total, estimated fair value | 13,339 | 12,997 |
US Government Agencies Debt Securities [Member] | Fair Value, Recurring [Member] | ||
Total, estimated fair value | 13,339 | 12,997 |
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 | 13,339 | 12,997 |
US Government Agencies 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] | ||
Total, estimated fair value | 2,778 | 2,783 |
US States and Political Subdivisions Debt Securities [Member] | Fair Value, Recurring [Member] | ||
Total, estimated fair value | 2,778 | 2,783 |
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 | 2,778 | 2,783 |
US States and Political Subdivisions Debt Securities [Member] | Fair Value, Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | ||
Total, estimated fair value | 0 | 0 |
Mortgage-Backed Security, Issued by US Government-Sponsored Enterprise [Member] | ||
Total, estimated fair value | 9,076 | 9,253 |
Mortgage-Backed Security, Issued by US Government-Sponsored Enterprise [Member] | Fair Value, Recurring [Member] | ||
Total, estimated fair value | 9,076 | 9,253 |
Mortgage-Backed Security, Issued by US Government-Sponsored Enterprise [Member] | Fair Value, Recurring [Member] | Fair Value, Inputs, Level 1 [Member] | ||
Total, estimated fair value | 0 | 0 |
Mortgage-Backed Security, Issued by US Government-Sponsored Enterprise [Member] | Fair Value, Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | ||
Total, estimated fair value | 9,076 | 9,253 |
Mortgage-Backed Security, Issued by US Government-Sponsored Enterprise [Member] | Fair Value, Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | ||
Total, estimated fair value | 0 | 0 |
Asset-Backed Securities [Member] | ||
Total, estimated fair value | 1,444 | 1,210 |
Asset-Backed Securities [Member] | Fair Value, Recurring [Member] | ||
Total, estimated fair value | 1,444 | 1,210 |
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 | 1,444 | 1,210 |
Asset-Backed Securities [Member] | Fair Value, Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | ||
Total, estimated fair value | 0 | 0 |
Corporate Debt Securities [Member] | ||
Total, estimated fair value | 9,948 | 10,230 |
Corporate Debt Securities [Member] | Fair Value, Recurring [Member] | ||
Total, estimated fair value | 9,948 | 10,230 |
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 | 9,948 | 10,230 |
Corporate Debt Securities [Member] | Fair Value, Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | ||
Total, estimated fair value | $ 0 | $ 0 |
Note 20 - Fair Value of Finan_5
Note 20 - Fair Value of Financial Instruments - Reconciliation of the Fair Value (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Balance | $ 3,488 | $ 3,442 |
Liabilities, balance | 3,375 | 3,218 |
Contingent Consideration Liability [Member] | ||
Balance | 3,105 | 3,218 |
Included in net income | 270 | 0 |
Balance | 3,375 | 3,218 |
Included in other comprehensive loss | 0 | 0 |
Included in net income | 270 | 0 |
Equity Method Investments [Member] | Limited Liability Investments [Member] | ||
Balance | 3,496 | 3,196 |
Contributions | 0 | 35 |
Distributions received | (115) | (110) |
Included in net income | (8) | 211 |
Balance | 3,488 | 3,442 |
Included in other comprehensive loss | 0 | 0 |
Equity Method Investments [Member] | Limited Liability Investments [Member] | Realized Investment Gains (Losses) [Member] | ||
Included in net income | 115 | 110 |
Equity Method Investments [Member] | Limited Liability Investments [Member] | Gain (Loss) On Change In Fair Value Of Limited Liability Investments At Fair Value [Member] | ||
Included in net income | (8) | 211 |
Derivative Financial Instruments, Assets [Member] | Trust Preferred Debt Repurchase Options Contracts [Member] | ||
Balance | 0 | 19,034 |
Included in net income | 0 | 0 |
Balance | 0 | 0 |
Included in other comprehensive loss | 0 | 0 |
Derivative Financial Instruments, Assets [Member] | Exercise of Options [Member] | Trust Preferred Debt Repurchase Options Contracts [Member] | ||
Included in net income | 0 | (17,668) |
Derivative Financial Instruments, Assets [Member] | Change in Fair Value of Derivative Assets [Member] | Trust Preferred Debt Repurchase Options Contracts [Member] | ||
Included in net income | $ 0 | $ (1,366) |
Note 20 - Fair Value of Finan_6
Note 20 - Fair Value of Financial Instruments - Fair Value Measurement Inputs and Valuation Techniques (Details) $ in Thousands | Mar. 31, 2024 USD ($) | Dec. 31, 2023 USD ($) |
Limited Liability Investments [Member] | ||
Limited liability investments, at fair value | $ 3,488 | $ 3,496 |
Valuation, Market Approach [Member] | Fair Value, Inputs, Level 3 [Member] | Limited Liability Investments [Member] | ||
Limited liability investments, at fair value | $ 3,488 | $ 3,496 |
Valuation Multiples [Member] | Fair Value, Inputs, Level 3 [Member] | Measurement Input, Cap Rate [Member] | Minimum [Member] | ||
Limited liability investments, measurement input | 1 | 1 |
Valuation, Income Approach [Member] | Fair Value, Inputs, Level 3 [Member] | ||
Contingent consideration, at fair value | $ 3,375 | $ 3,105 |
Valuation, Income Approach [Member] | Fair Value, Inputs, Level 3 [Member] | Measurement Input, Discount Rate [Member] | ||
Contingent consideration, measurement input | 0.0825 | 0.0825 |
Valuation, Income Approach [Member] | Fair Value, Inputs, Level 3 [Member] | Measurement Input, Risk Free Interest Rate [Member] | ||
Contingent consideration, measurement input | 0.0496 | 0.0496 |
Valuation, Income Approach [Member] | Fair Value, Inputs, Level 3 [Member] | Measurement Input, Price Volatility [Member] | ||
Contingent consideration, measurement input | 0.09 | 0.09 |
Note 22 - Commitments and Con_2
Note 22 - Commitments and Contingencies (Details Textual) - USD ($) $ in Thousands | 48 Months Ended | ||||
Jan. 20, 2020 | Dec. 31, 2023 | Mar. 31, 2024 | Mar. 31, 2023 | Dec. 31, 2020 | |
Litigation Settlement, Amount Awarded to Other Party | $ 900 | ||||
Litigation Settlement Reimbursable Percentage of Future Losses | 60% | ||||
Loss Contingency, Estimate of Possible Loss | $ 3,300 | $ 4,800 | |||
Payments for Legal Settlements | $ 1,500 | ||||
Short Term Investments Fair Value Disclosure | 200 | 200 | |||
Restricted Cash | 8,400 | 7,909 | $ 11,461 | ||
IWS [Member] | |||||
Restricted Cash | 7,700 | 6,900 | |||
State and Provincial Regulatory Authorities [Member] | |||||
Restricted Cash | 200 | 200 | |||
Third Parties [Member] | |||||
Restricted Cash | $ 500 | $ 800 |