Kingsway settles with Stilwell Group, cancels shareholders meeting about board members’ ouster

Kingsway Financial Services Inc. has cancelled a special meeting of shareholders called for Feb. 10, 2009 to deal with the potential ouster of two board members, instead agreeing to settle with the shareholder calling for their removal.
Minority Kingsway shareholder Joseph Stilwell and his associates (the Stilwell Group) called for the meeting late last year to arrange for the removal of Shaun Jackson and Michael Walsh. His intention was to replace them on the board with two hand-picked nominees of the Stilwell Group, Larry G. Swets, Jr. and Spencer L. Schneider.
As part of Kingsway’s settlement with the Stilwell Group, Jackson will step down from the board to make room for the Stilwell Group nominees, but will retain all of his current duties and responsibilities as president and CEO of Kingsway.
F. Michael Walsh will remain a director and the non-executive chairman of Kingsway.
The settlement agreement also provides that for a period of three years, the Stilwell Group will not seek to have its nominees elected to a majority of the board seats and will not seek to obtain control of Kingsway.
Joseph Stilwell, principal of the Stilwell Group, commented: “We are pleased to have reached a settlement and will fully support Shaun Jackson and the rest of the management team in their efforts to restore Kingsway to profitability and to increase shareholder value over the long term.”
Jackson said he welcomed  “the opportunity to focus on the implementation of our new strategies without the distraction and other costs of holding a special meeting.
“I look forward to the support of the representatives of the Stilwell Group in achieving our common goals for the benefit of all shareholders.”