Earnings Labs

Kingsway Financial Services Inc. (KFS)

Q2 2025 Earnings Call· Fri, Aug 8, 2025

$11.62

-0.77%

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Transcript

Operator

Operator

Good day, and welcome to the Kingsway Second Quarter 2025 Earnings Call. [Operator Instructions] Please note, this conference is being recorded. With me on the call are JT Fitzgerald, Chief Executive Officer; and Kent Hansen, Chief Financial Officer. Before we begin, I want to remind everyone that today's conference call may contain forward-looking statements. Forward-looking statements include statements regarding the future, including expected revenue, operating margins, expenses and future business outlook. Actual results or trends could materially differ from those contemplated by those forward-looking statements. For a discussion of such risks and uncertainties, which could cause actual results to differ from those expressed or implied in the forward-looking statements, please see the risk factors detailed in the company's annual report on the Form 10-K and subsequent Form 10-Q and Form 8-K filed with the Securities and Exchange Commission. Please note also that today's call may include the use of non-GAAP metrics that management utilizes to analyze the company's performance. A reconciliation of such non-GAAP metrics to the most comparable GAAP measures is available in the most recent press release as well as in the company's periodic filings with the SEC. Now I would like to turn the call over to JT Fitzgerald, CEO of Kingsway. JT, please proceed.

John Taylor-Maloney Fitzgerald

Analyst

Thank you, Jenny. Good afternoon, everyone, and welcome to the Kingsway Earnings Call for Q2 2025. To our knowledge, Kingsway is the only publicly traded U.S. company employing the search fund model to acquire and build great businesses. We own and operate a diversified collection of high-quality services companies that are asset-light, profitable, growing and that generate recurring revenue. Our goal is to compound long-term shareholder value on a per share basis. And we believe our business can scale due to our decentralized management model and our talented team of operator CEOs. We also continue to benefit from significant tax assets that enhance our returns. In short, Kingsway is uniquely positioned to capitalize on the search fund model at scale within a tax-efficient public company framework. The second quarter of 2025 marked a major inflection point for the company. After years of investment in our Kingsway Search Accelerator, or KSX platform, our Board of Directors, with management support, made an exciting decision: we are ready to accelerate growth. By following our public search fund strategy, we believe we have a compelling opportunity to build a much larger and far more profitable Kingsway. On June 24, Kingsway announced a private placement of common shares, or PIPE transaction, with 5 high-quality and long-term institutional investors who contributed $15.7 million of capital to the company. We believe the funds received from the PIPE, in combination with operating cash flow and capital from other non-dilutive sources, will provide Kingsway with the financial resources to scale faster and to deliver the company's multiyear growth ambitions. Concurrent with the announcement of the PIPE, we also increased our target range for the number of KSX acquisitions the company expects to complete each year from 2 to 3 per year to 3 to 5 per year. This upgraded…

Kent A. Hansen

Analyst

Thank you, JT, and good afternoon, everyone. For the second quarter, consolidated revenue was $30.9 million, an increase of 16.9% compared to $26.4 million in the second quarter of 2024. Consolidated adjusted EBITDA was $1.7 million for the 3 months ended June 30, 2025, compared to $2.5 million in the prior year quarter. In our KSX segment, revenue increased by 42.1% to $13.3 million in Q2, up from $9.3 million in the same quarter a year ago. Adjusted EBITDA increased by 31% to $2.4 million compared to $1.8 million in the year-ago quarter. The increases were driven by recent acquisitions as well as by organic growth. Overall, we continue to see strong momentum across the KSX portfolio, with contributions from both new and established businesses helping drive both the top and bottom line. Importantly, many of our operating businesses are setting themselves up to accelerate growth in the quarters ahead. Ravix and CSuite, which are operated by common management and provide outsourced finance, human resources and CFO services, hired a new Director of Sales to lead client acquisition efforts and enhance sales execution and client engagement. SNS appears to have turned the corner and delivered encouraging volume trends this quarter, with both travel shifts and per diem shifts up double digits year-over-year. SPI Software delivered an outstanding quarter with strong customer go-lives and higher adjusted EBITDA. DDI's revenue growth was solidly in the double digits. Image Solutions has rebuilt its sales team, negotiated and signed an MSA with a key customer and is planning for solid growth in the back half of the year. And Buds Plumbing is off to an excellent start under the Kingsway Skilled Trades platform. Simply put, there's a lot to be bullish about in the KSX portfolio of operating companies. Moving to our Extended Warranty…

John Taylor-Maloney Fitzgerald

Analyst

Thanks, Kent. Well, to close, I'd like to express my thanks and appreciation to Kingsway's employees, partners and shareholders. It's truly a new day for Kingsway. We have an amazing team, a wonderful set of operating businesses. We added funding to deliver our multiyear growth ambitions, and our KSX platform is ready to scale. After years of building the foundation, it's finally time to play offense. The energy at Kingsway is palpable, and I look forward to sharing more good news in the second half of 2025. I'll now turn the call back over to Jenny to open the line for questions.

Operator

Operator

[Operator Instructions] Our first question is coming from Christian Solberg of Sun Mountain Partners.

Christian Solberg

Analyst

So just a quick question here. I didn't quite understand, with the run rate EBITDA of $22 million to $23 million, was that as of quarter end? Or did that include these 3 new acquisitions that occurred post quarter end?

John Taylor-Maloney Fitzgerald

Analyst

No, it's a great question. You sense me stumbling over my words there. It includes sort of as of quarter end for the things that we previously owned but is also inclusive of our recent acquisitions.

Christian Solberg

Analyst

Okay. So we take that $22 million to $23 million and we subtract the roughly $4.2 million for Roundhouse, the $700,000 and $200,000 for the other 2, roughly, to get a sense of what the run rate EBITDA was excluding these new deals?

John Taylor-Maloney Fitzgerald

Analyst

Yes, that's right.

Christian Solberg

Analyst

Okay. So in Q1, the run rate EBITDA was $18 million to $19 million. If I subtract those 3 deals from the '22 to '23, it's roughly $16.9 million, so we could just round, say, $17 million, which is below where we were in Q1. So just help me unpack that a little bit. Is that due primarily to extended warranty and some of the revenue recognition items you were talking about? Just help me a little bit there.

John Taylor-Maloney Fitzgerald

Analyst

Yes. If you look at the press release and the table, you'll see that warranty had a pretty tough year-over-year comp on a GAAP basis. And so that would, I think, basically fully explain the shortfall, more than fully explain it.

Operator

Operator

[Operator Instructions] Okay. Not seeing anybody else in the queue. So I will now turn the call over to James Carbonara for questions that have been submitted via e-mail. James?

James Carbonara

Analyst

Thank you, operator. About a handful came in, and apologies, you may have answered some of these in the prepared remarks already. First one is Kingsway has now made 5 acquisitions this year against its target range of 3 to 5. Should we expect that Kingsway is likely to be done with transactions for the rest of 2025?

John Taylor-Maloney Fitzgerald

Analyst

Thank you. No, I don't think that that's a good expectation. First of all, let me say that 3 to 5 is a target. You got to be mindful of targets. People want to hit targets. And I think I'd first say that, first and foremost, our objective is to be disciplined investors. And so we're not going to just do an acquisition to hit a target. But with that out of the way, we currently have 2 OIRs actively looking for our next acquisition. We've got a skilled trades platform. We've got other businesses that have the potential to do tuck-in acquisitions. And so we're not going to go pencils down once we hit some internal subjective target. So we'll continue to be active and looking for our next great opportunity whenever it comes.

James Carbonara

Analyst

Great. Next question says, by my count, Kingsway only has 2 active OIRs at the moment. Do you expect this number to increase? How is your pipeline of OIR talent?

John Taylor-Maloney Fitzgerald

Analyst

Yes. I think we spoke to that a little bit in the prepared remarks, but that's correct. 2 active OIRs at the moment, with Miles launching and earlier, Rob launching. So we certainly expect this number to increase. We'd like to get back up to our kind of normal 4 to 5, and we have a great pipeline, really talented folks and a lot of interest in what we're building.

James Carbonara

Analyst

Great. And the next one says you've now made 11 acquisitions, nearly half of those coming this year. What have you learned between the first acquisition to, say, the 2 you announced this week? Would you anticipate the next 11 acquisitions going to look like the first 11? Why or why not?

John Taylor-Maloney Fitzgerald

Analyst

Yes. I mean they're all very -- like I wouldn't say that the first 11 look the same, but we definitely have learned things along the way. We've made some mistakes, and we've, I think, made some great investments. I think that, more than anything, I would say that our aperture over the last 4 years has really tightened around a focus on revenue quality, with a higher standard of recurring revenue being primary to our kind of approach to looking at businesses. But I would also say that as we've gained comfort and experience in a couple of different verticals, whether that's accounting services or IT MSP or more recently skilled trades, I think that we gain more comfort with experience, and so you'd probably see more activity in those verticals as well.

James Carbonara

Analyst

And the last one is a follow-up that says, with 11 acquisitions, you've now hired perhaps not 11 OIRs but many OIRs. In the same vein as the previous question, what have you learned from the first to the most recent couple of hires? Will the next half dozen or so OIRs look like the first crop that made these 11 acquisitions? Why or why not?

John Taylor-Maloney Fitzgerald

Analyst

Yes. Again, I think look like a very wonderful and diverse group of folks, all of our OIRs up to this point. I think that we have a set of criteria, a set of attributes, that we think are important, I think, indicative of success as a leader in a small company. We've talked about those in the past. I think if anything, we've maybe re-indexed on certain of those attributes. Obviously, we're looking for bright, curious, humble, honest, entrepreneurial folks that have a real demonstrated will to win. And so hard to say look like one or another, but I think that provided that they have that set of attributes, we think that, that is predictive; if not predictive, at least indicative of being a successful leader in a small company. So we're going to continue to screen based on our criteria that we think works and continue to refine our interviewing and screening process as we go forward and maybe index even heavier on a couple of those attributes.

James Carbonara

Analyst

Thank you, JT. That concludes the questions that were e-mailed in. I'll throw it back to you for any closing comments.

John Taylor-Maloney Fitzgerald

Analyst

All right. Well, thanks, everyone, for joining us here this afternoon. Really appreciate it, and look forward to connecting with you throughout the rest of the year. That's it from our side.

Operator

Operator

Thank you very much. This does conclude today's conference call. You may disconnect your phone lines at this time, and have a wonderful rest of the day. We thank you for your participation.