TORONTO, ONTARIO–(Marketwired – March 28, 2017) – Crosswinds Holdings Inc. (“Crosswinds” or the “Company”) (TSX:CWI) today announced its financial results as at and for the three months and year ended December 31, 2016.
Business Highlights
- The Company’s investment in Monarch Delaware Holdings and its subsidiaries (“Monarch”) was profitable throughout the year.
- The Company’s legacy private investment showed marked financial performance improvement resulting in an increase in carrying value.
- Crosswinds Re was formed and licensed in the Cayman Islands in Q3 of 2016.
- Subsequent to year end, the Company completed a rights offering raising approximately $4.9 million, the majority of which will be used to fund Crosswinds Re.
Q4 2016 Financial Highlights
For the three months ended December 31, 2016, the Company reported:
- Net income of $178,912 or $0.03 per common share (“Share”) compared to net loss of $(896,129) or $(0.17) per Share for the three months ended December 31, 2015;
- Share of income from Monarch of $64,621 compared to a loss of $(125,969) for the three months ended December 31, 2015;
- Shareholders’ equity attributable to Crosswinds’ shareholders (or net book value1) of $20.2 million or $3.81 per Share1 compared to $21.0 million or $3.96 per Share1 at December 31, 2015 and
- Following completion of the rights offering on February 28, 2017, the Company issued an additional 3,904,092 Shares and as at the date hereof has a net book value1 of $25.0 million or $2.72 per Share1.
1 Net book value per share is a non-IFRS financial measure and is calculated as total shareholders’ equity under International Financial Reporting Standards (IFRS) divided by the number of common shares outstanding as at the period end. See the cautionary statement regarding use of Non-IFRS financial measures at the end of this release.
For the year ended December 31, 2016, the Company reported:
- Net loss of $(767,700) or $(0.16) per Share compared to net loss of $(2,023,962) or $(0.36) per Share for the year ended December 31, 2015; and
- Share of income from Monarch of $399,853 compared to a loss of $(818,872) for the year ended December 31, 2015.
The Company’s net loss for the year ended December 31, 2016 was primarily attributable to: - foreign exchange fluctuations between the Canadian dollar (“CAD”) and the U.S. dollar (“USD”) in 2016 negatively impacted value by $506,123;
- increase in the fair value of the warrants in Salbro of $608,000 for the fourth quarter and year ended December 31, 2016;
- non-cash compensation expense related to deferred share units (“DSUs”) in the amount of $83,290 for the fourth quarter and $343,552 for the year ended December 31, 2016; and
- decline in interest income following the Salbro repayment of $1.8 million in December 2015 and the interest rate reduction on the remaining outstanding Salbro debentures.
| Statement of Operations Highlights | ||||||||||||
| Three months ended Dec. 31 | Year ended Dec. 31 | |||||||||||
| In CAD thousands, except per Share amounts | 2016 | 2015 | 2016 | 2015 | ||||||||
| Revenue | $ | 115 | $ | 169 | $ | 434 | $ | 595 | ||||
| Net results of investments | 699 | (235 | ) | 959 | 19 | |||||||
| Expenses | (635 | ) | (830 | ) | (2,161 | ) | (2,638 | ) | ||||
| Net income (loss) | $ | 179 | $ | (896 | ) | $ | (768 | ) | (2,024 | ) | ||
| Non-controlling interest’s (income) loss | (9 | ) | (2 | ) | (57 | ) | 117 | |||||
| Net income (loss) attributable to the shareholders of Crosswinds | $ | 170 | $ | (898 | ) | $ | (825 | ) | (1,907 | ) | ||
| Net income (loss) per Share | $ | 0.03 | $ | (0.17 | ) | $ | (0.16 | ) | $ | (0.36 | ) | |
As at the quarter and year ended December 31, 2016, the Company reported:
- Cash of $1.6 million compared to $3.0 million at December 31, 2015;
- Carrying value of $18.3 million for Monarch compared to $18.3 million at December 31, 2015; and
- Carrying value of $3.1 million for the Salbro debentures and warrants compared to a value of $2.5 million at December 31, 2015, reflecting the increase in the fair value of the warrants for the year ended December 31, 2016 of $608,000.
| Balance Sheet Highlights | ||||||
| In CAD thousands, except per Share amounts | December 31, 2016 | December 31, 2015 | ||||
| Cash | $ | 1,566 | $ | 3,014 | ||
| Investments in an associate and private entity | 21,322 | 20,745 | ||||
| Other assets | 202 | 211 | ||||
| Total Assets | $ | 23,090 | $ | 23,970 | ||
| Total Liabilities | (277 | ) | (368 | ) | ||
| Total Shareholders’ Equity | $ | 22,813 | $ | 23,602 | ||
| Non-controlling interests | (2,610 | ) | (2,609 | ) | ||
| Shareholders’ Equity attributable to the shareholders of Crosswinds | $ | 20,203 | $ | 20,993 | ||
| Number of shares outstanding (millions) | 5.3 | 5.3 | ||||
| Net book value per Share attributable to the shareholders of Crosswinds | $ | 3.81 | $ | 3.96 | ||
Financial Information
For a comprehensive review of the Company’s results, shareholders are encouraged to read the Company’s audited consolidated financial statements and accompanying Management’s Discussion and Analysis for the year ended December 31, 2016, copies of which will be available on the Company’s website at www.crosswindsinc.com and on SEDAR at www.sedar.com.
Crosswinds Holdings Inc.
Crosswinds is a publicly traded private equity firm and asset manager targeting strategic and opportunistic investments in the financial services sector with a particular focus on the insurance industry.
Caution Regarding Forward-Looking Information
This release includes certain forward-looking statements. Forward-looking statements generally can be identified by the use of forward-looking terminology such as “may”, “will”, “expect”, “intend”, “estimate”, “anticipate”, “believe”, “should”, “plans” or “continue” or the negative thereof or variations thereon or similar terminology. Although the Company believes that the expectations reflected in such forward-looking statements are reasonable, it can give no assurance that such expectations will prove to be correct. These forward-looking statements are subject to a number of risks and uncertainties. Actual results could differ materially from those anticipated in these forward-looking statements. Reference should be made to the risk factors in the Company’s 2016 Annual Information Form, in the Management’s Discussion and Analysis for the year ended December 31, 2016 and in our other filings with Canadian securities regulators. Additional important factors that could cause actual results to differ materially from expectations include, among other things, general economic and market factors, competition, interest rates, tax related matters, loss of personnel, reliance on key personnel, ability of the Company to generate positive future returns for investors, ability of the Company to execute its strategies from time to time; the receipt of any regulatory approvals or consents required from time to time. This news release makes reference to the net book value per share which is a non-IFRS financial measure. The Company calculates the net book value per share as it believes it to be an important metric that shareholders use and frequently request and refer to because shareholders often view the Company as an holding company of investments in private entities. Net book value is a non-IFRS financial measure that does not have any standardized meaning prescribed by International Financial Reporting Standards and therefore it is unlikely to be comparable to similar measures presented by other issuers. This classification is not an IFRS measure and should not be considered either in isolation of, or as a substitute for, measures prepared in accordance with IFRS.
Cautionary Statement Regarding the Valuation of Investments in Private Entities
In the absence of an active market for its investments in private entities, fair values are determined by management using the appropriate valuation methodologies after considering the history and nature of the business, operating results and financial conditions, the outlook and prospects, the general economic, industry and market conditions, capital market and transaction market conditions, contractual rights relating to the investment, public market comparables, private market transactions multiples and, where applicable, other pertinent considerations. The process of valuing investments for which no active market exists is inevitably based on inherent uncertainties and the resulting values may differ from values that would have been used had an active market existed. The amounts at which the Company’s investments in private entities could be disposed of may differ from the fair value assigned and the differences could be material. Estimated costs of disposition are not included in the fair value determination.
