Announcement • Sep 04
Berger Montague (Canada) PC Announces Shareholder Class Action Issues Against Chesswood Group Limited Berger Montague (Canada) PC announced that a shareholder class action was issued against Chesswood Group Limited. On July 22, 2024, Chesswood released a statement that it would need to restate its First Quarter financial statements and MD&A as they related to the syndicated revolving credit facility, the breach of the debt covenants, suspension of borrowing capacity and originations by its subsidiaries Pawnee and Rifco; and implicitly reported that it still could not file its continuous disclosure core documents for the period of First Quarter and Second Quarter 2024. The market impact of this negative material fact news was harsh and immediate on Chesswood's securities; sending Chesswood's share price from $2.81 to $2.66, which continued to fall through the next day down to $2.35. By August 15, 2024, however, Chesswood's securities closed at $0.90, without the ability to release financial statements, and having been forced to sell substantial assets to HB Leaseco Holdings Ltd. (a company affiliated with one of Chesswood's directors). As of September 3, 2024, the Ontario Securities Commission (OSC) revoked Chesswood's ability to allow secondary market trading of its securities and Chesswood has acknowledged that it may need to restate its financial statements released during 2023. The Plaintiff and putative Classes suffered a foreseeable economic loss from the market impact of the Public Corrective Disclosures contradicting the material fact statements and the destruction to the corporation as described within the impugned documents. New Risk • Aug 22
New major risk - Revenue and earnings growth Earnings have declined by 6.5% per year over the past 5 years. This is considered a major risk. Ultimately, shareholders want to see a good return on their investment and that generally comes from sharing in the company's profits. If profits are declining over an extended period, then in most cases the share price will decline over time unless the company can turn around its fortunes. A trend of falling earnings can be very difficult to turn around. If the company is well already established it may also be a sign the company has matured and is in decline. In addition, if the company pays dividends it will also likely need to reduce or cut them, striking a dual blow to total shareholder returns. Currently, the following risks have been identified for the company: Major Risks Share price has been highly volatile over the past 3 months (22% average weekly change). Earnings have declined by 6.5% per year over the past 5 years. Minor Risks High level of debt (882% net debt to equity). Shareholders have been diluted in the past year (10% increase in shares outstanding). Market cap is less than US$100m (CA$19.5m market cap, or US$14.3m). New Risk • Aug 04
New major risk - Share price stability The company's share price has been highly volatile over the past 3 months. It is more volatile than 90% of Canadian stocks, typically moving 17% a week. This is considered a major risk. Share price volatility increases the risk of potential losses in the short-term as the stock tends to have larger drops in price more frequently than other stocks. It may also indicate the stock is highly sensitive to market conditions or economic conditions rather than being sensitive to its own business performance, which may also be inconsistent. Currently, the following risks have been identified for the company: Major Risk Share price has been highly volatile over the past 3 months (17% average weekly change). Minor Risks High level of debt (882% net debt to equity). Shareholders have been diluted in the past year (10% increase in shares outstanding). Market cap is less than US$100m (CA$36.8m market cap, or US$26.5m). Major Estimate Revision • Aug 01
Consensus EPS estimates fall by 18% The consensus outlook for fiscal year 2024 has been updated. 2024 expected loss increased from -CA$0.473 to -CA$0.557 per share. Revenue forecast unchanged at CA$252.6m. Diversified Financial industry in Canada expected to see average net income growth of 1.4% next year. Consensus price target down from CA$6.13 to CA$4.38. Share price fell 22% to CA$1.69 over the past week. Announcement • Jul 30
Chesswood Group Limited Announces Resignation of Daniel Wittlin as Director Chesswood Group Limited announced that Daniel Wittlin has resigned as a director of the Company, effective immediately. Mr. Wittlin has advised that he has resigned in order to be able to devote the necessary time to his other operating companies, and also to better manage his potential conflicts of interest resulting from his significant indirect minority interest in the Company's Canadian subsidiaries and his indirect interest in a potential purchaser of the Company's majority interests in those subsidiaries. Price Target Changed • Jul 08
Price target increased by 13% to CA$8.50 Up from CA$7.50, the current price target is an average from 2 analysts. New target price is 172% above last closing price of CA$3.13. Stock is down 60% over the past year. The company is forecast to post a net loss per share of CA$0.47 next year compared to a net loss per share of CA$1.65 last year. Board Change • Jul 01
Insufficient new directors There is 1 new director who has joined the board in the last 3 years. The company's board is composed of: 1 new director. 3 experienced directors. 3 highly experienced directors. Independent Director Catherine Barbaro was the last director to join the board, commencing their role in 2022. The company’s insufficient board refreshment is considered a risk according to the Simply Wall St Risk Model. New Risk • Jun 18
New minor risk - Market cap size The company's market capitalization is less than US$100m. Market cap: CA$81.1m (US$59.1m) This is considered a minor risk. Companies with a small market capitalization are most likely businesses that have not yet released a product to market or are simply a very small company without a wide reach. Either way, risk is elevated with these companies because there is a chance the product may not come to fruition or the company's addressable market or demand may not be as large as expected. In addition, if the company's size is the main factor, it is less likely to have many investors and analysts following it and scrutinizing its performance and outlook. Currently, the following risks have been identified for the company: Minor Risks High level of debt (882% net debt to equity). Share price has been volatile over the past 3 months (15% average weekly change). Shareholders have been diluted in the past year (11% increase in shares outstanding). Market cap is less than US$100m (CA$81.1m market cap, or US$59.1m). Major Estimate Revision • May 15
Consensus revenue estimates fall by 14% The consensus outlook for revenues in fiscal year 2024 has deteriorated. 2024 revenue forecast decreased from CA$296.1m to CA$253.4m. Forecast losses increased from -CA$0.515 to -CA$0.567 per share. Diversified Financial industry in Canada expected to see average net income growth of 16% next year. Consensus price target up from CA$7.50 to CA$7.88. Share price was steady at CA$7.25 over the past week. Price Target Changed • May 11
Price target decreased by 7.8% to CA$7.38 Down from CA$8.00, the current price target is an average from 4 analysts. New target price is approximately in line with last closing price of CA$7.40. Stock is down 12% over the past year. The company is forecast to post a net loss per share of CA$0.71 next year compared to a net loss per share of CA$1.65 last year. New Risk • Mar 11
New minor risk - Shareholder dilution The company's shareholders have been diluted in the past year. Increase in shares outstanding: 3.5% This is considered a minor risk. Shareholder dilution occurs when there is an increase in the number of shares on issue that is not proportionally distributed between all shareholders. Often due to the company raising equity capital or some options being converted into stock. All else being equal, if there are more shares outstanding then each existing share will be entitled to a lower proportion of the company's total earnings, thus reducing earnings per share (EPS). While dilution might not always result in lower EPS (like if the company is using the capital to fund an EPS accretive acquisition) in a lot cases it does, along with lower dividends per share and less voting power at shareholder meetings. Currently, the following risks have been identified for the company: Major Risk Debt is not well covered by operating cash flow (1.5% operating cash flow to total debt). Minor Risks Profit margins are more than 30% lower than last year (7.2% net profit margin). Shareholders have been diluted in the past year (3.5% increase in shares outstanding). Announcement • Mar 02
Chesswood Group Limited, Annual General Meeting, May 15, 2024 Chesswood Group Limited, Annual General Meeting, May 15, 2024. Price Target Changed • Jan 24
Price target increased by 10% to CA$8.00 Up from CA$7.25, the current price target is an average from 4 analysts. New target price is 8.9% below last closing price of CA$8.78. Stock is down 20% over the past year. The company is forecast to post earnings per share of CA$0.16 for next year compared to CA$1.63 last year. New Risk • Jan 22
New minor risk - Shareholder dilution The company's shareholders have been diluted in the past year. Increase in shares outstanding: 3.6% This is considered a minor risk. Shareholder dilution occurs when there is an increase in the number of shares on issue that is not proportionally distributed between all shareholders. Often due to the company raising equity capital or some options being converted into stock. All else being equal, if there are more shares outstanding then each existing share will be entitled to a lower proportion of the company's total earnings, thus reducing earnings per share (EPS). While dilution might not always result in lower EPS (like if the company is using the capital to fund an EPS accretive acquisition) in a lot cases it does, along with lower dividends per share and less voting power at shareholder meetings. Currently, the following risks have been identified for the company: Major Risk Debt is not well covered by operating cash flow (1.5% operating cash flow to total debt). Minor Risks Dividend is not well covered by earnings (99% payout ratio). Profit margins are more than 30% lower than last year (7.2% net profit margin). Shareholders have been diluted in the past year (3.6% increase in shares outstanding). Announcement • Jan 10
Chesswood Group Limited Announces the Resignation of Jeff Fields as Director Chesswood Group Limited announced that Jeff Fields has resigned from Chesswood's Board of Directors in order to focus on his newly assumed role at an alternative investment advisory firm. Recent Insider Transactions Derivative • Dec 22
President exercised options and sold CA$80k worth of stock On the 15th of December, Ryan Marr exercised options to acquire 10k shares at no cost and sold these for an average price of CA$8.01 per share. This trade did not impact their existing holding. For the year to December 2020, Ryan's total compensation was 20% salary and 80% other compensation. This indicates that these sales could comprise a meaningful part of their income for the year. Since December 2022, Ryan's direct individual holding has increased from 4.23k shares to 14.23k. Company insiders have collectively bought CA$447k more than they sold, via options and on-market transactions, in the last 12 months. Announcement • Dec 19
Chesswood Group Limited Announces a Dividend for the Month of December, Payable on January 15, 2024 Chesswood Group Limited announced that a dividend in an amount of one cent ($0.01) per share has been declared for the month of December, payable on January 15, 2024, to shareholders of record at the close of business on December 29, 2023. New Risk • Dec 11
New minor risk - Shareholder dilution The company's shareholders have been diluted in the past year. Increase in shares outstanding: 3.1% This is considered a minor risk. Shareholder dilution occurs when there is an increase in the number of shares on issue that is not proportionally distributed between all shareholders. Often due to the company raising equity capital or some options being converted into stock. All else being equal, if there are more shares outstanding then each existing share will be entitled to a lower proportion of the company's total earnings, thus reducing earnings per share (EPS). While dilution might not always result in lower EPS (like if the company is using the capital to fund an EPS accretive acquisition) in a lot cases it does, along with lower dividends per share and less voting power at shareholder meetings. Currently, the following risks have been identified for the company: Major Risk Debt is not well covered by operating cash flow (1.5% operating cash flow to total debt). Minor Risks Dividend is not well covered by earnings (99% payout ratio). Profit margins are more than 30% lower than last year (7.2% net profit margin). Shareholders have been diluted in the past year (3.1% increase in shares outstanding). Announcement • Nov 22
Chesswood Group Limited Announces Dividend for the Month of November 2023, Payable on December 15, 2023 Chesswood Group Limited announced that a dividend in an amount of one cent ($0.01) per share has been declared for the month of November, payable on December 15, 2023, to shareholders of record at the close of business on November 30, 2023. Major Estimate Revision • Nov 13
Consensus EPS estimates fall by 39% The consensus outlook for fiscal year 2023 has been updated. 2023 EPS estimate fell from CA$0.263 to CA$0.16 per share. Revenue forecast steady at CA$321.2m. Net income forecast to grow 31% next year vs 17% growth forecast for Diversified Financial industry in Canada. Consensus price target down from CA$7.75 to CA$7.25. Share price was steady at CA$6.32 over the past week. Recent Insider Transactions Derivative • Nov 12
President exercised options and sold CA$61k worth of stock On the 8th of November, Ryan Marr exercised options to acquire 10k shares at no cost and sold these for an average price of CA$6.05 per share. This trade did not impact their existing holding. For the year to December 2020, Ryan's total compensation was 20% salary and 80% other compensation. This indicates that these sales could comprise a meaningful part of their income for the year. Since December 2022, Ryan's direct individual holding has increased from 4.23k shares to 14.23k. Company insiders have collectively bought CA$609k more than they sold, via options and on-market transactions, in the last 12 months. Announcement • Nov 09
Chesswood Group Limited Reports Net Charge-Offs for the Third Quarter Ended September 30, 2023 Chesswood Group Limited reported net charge-offs for the third quarter ended September 30, 2023. For the quarter, the company reported net charge-offs of CAD 17,315,000 against CAD 5,542,000 a year ago. Valuation Update With 7 Day Price Move • Oct 31
Investor sentiment improves as stock rises 17% After last week's 17% share price gain to CA$6.50, the stock trades at a forward P/E ratio of 11x. Average forward P/E is 9x in the Diversified Financial industry in Canada. Total returns to shareholders of 27% over the past three years. Announcement • Oct 20
Chesswood Group Limited Announces October 2023 Dividend, Payable on November 15, 2023 Chesswood Group Limited announced that a dividend in an amount of one cent ($0.01) per share has been declared for the month of October, payable on November 15, 2023, to shareholders of record at the close of business on October 31, 2023. New Risk • Oct 12
New minor risk - Market cap size The company's market capitalization is less than US$100m. Market cap: CA$131.4m (US$96.6m) This is considered a minor risk. Companies with a small market capitalization are most likely businesses that have not yet released a product to market or are simply a very small company without a wide reach. Either way, risk is elevated with these companies because there is a chance the product may not come to fruition or the company's addressable market or demand may not be as large as expected. In addition, if the company's size is the main factor, it is less likely to have many investors and analysts following it and scrutinizing its performance and outlook. Currently, the following risks have been identified for the company: Major Risk Debt is not well covered by operating cash flow (currently running at an operating cash loss). Minor Risks Paying a dividend despite having no free cash flows. Profit margins are more than 30% lower than last year (14% net profit margin). Shareholders have been diluted in the past year (2.2% increase in shares outstanding). Market cap is less than US$100m (CA$131.4m market cap, or US$96.6m). New Risk • Oct 05
New minor risk - Shareholder dilution The company's shareholders have been diluted in the past year. Increase in shares outstanding: 2.1% This is considered a minor risk. Shareholder dilution occurs when there is an increase in the number of shares on issue that is not proportionally distributed between all shareholders. Often due to the company raising equity capital or some options being converted into stock. All else being equal, if there are more shares outstanding then each existing share will be entitled to a lower proportion of the company's total earnings, thus reducing earnings per share (EPS). While dilution might not always result in lower EPS (like if the company is using the capital to fund an EPS accretive acquisition) in a lot cases it does, along with lower dividends per share and less voting power at shareholder meetings. Currently, the following risks have been identified for the company: Major Risk Debt is not well covered by operating cash flow (currently running at an operating cash loss). Minor Risks Paying a dividend despite having no free cash flows. Profit margins are more than 30% lower than last year (14% net profit margin). Shareholders have been diluted in the past year (2.1% increase in shares outstanding). Recent Insider Transactions • Sep 27
President recently bought CA$71k worth of stock On the 22nd of September, Ryan Marr bought around 10k shares on-market at roughly CA$7.12 per share. This transaction increased Ryan's direct individual holding by 2x at the time of the trade. In the last 3 months, there was an even bigger purchase from another insider worth CA$134k. This was Ryan's only on-market trade for the last 12 months. Recent Insider Transactions Derivative • Sep 24
President exercised options and sold CA$71k worth of stock On the 21st of September, Ryan Marr exercised options to acquire 10k shares at no cost and sold these for an average price of CA$7.10 per share. This trade did not impact their existing holding. For the year to December 2020, Ryan's total compensation was 20% salary and 80% other compensation. This indicates that these sales could comprise a meaningful part of their income for the year. Since December 2022, Ryan has owned 4.23k shares directly. Company insiders have collectively bought CA$599k more than they sold, via options and on-market transactions, in the last 12 months. Announcement • Sep 20
Chesswood Group Limited Announces September 2023 Dividend, payable on October 16, 2023 Chesswood Group Limited announced that a dividend in an amount of one cent ($0.01) per share has been declared for the month of September, payable on October 16, 2023, to shareholders of record at the close of business on September 29, 2023. Chesswood advised that the dividend declared for the month ending September 30, 2023 will be an eligible dividend for the purposes of the Income Tax Act (Canada) and any similar provincial legislation. Recent Insider Transactions Derivative • Sep 10
Independent Chairman exercised options to buy CA$84k worth of stock. On the 6th of September, Edward Sonshine exercised options to buy 12k shares at a strike price of around CA$6.64, costing a total of CA$80k. This transaction amounted to less than 1% of their direct individual holding at the time of the trade. Since December 2022, Edward's direct individual holding has increased from 1.97m shares to 2.00m. Company insiders have collectively bought CA$668k more than they sold, via options and on-market transactions, in the last 12 months. New Risk • Aug 24
New minor risk - Market cap size The company's market capitalization is less than US$100m. Market cap: CA$135.6m (US$99.9m) This is considered a minor risk. Companies with a small market capitalization are most likely businesses that have not yet released a product to market or are simply a very small company without a wide reach. Either way, risk is elevated with these companies because there is a chance the product may not come to fruition or the company's addressable market or demand may not be as large as expected. In addition, if the company's size is the main factor, it is less likely to have many investors and analysts following it and scrutinizing its performance and outlook. Currently, the following risks have been identified for the company: Major Risk Debt is not well covered by operating cash flow (currently running at an operating cash loss). Minor Risks Paying a dividend despite having no free cash flows. Profit margins are more than 30% lower than last year (14% net profit margin). Market cap is less than US$100m (CA$135.6m market cap, or US$99.9m). Announcement • Aug 23
Chesswood Group Limited Announces August 2023 Dividend, Payable on September 15, 2023 Chesswood Group Limited announced that a dividend in an amount of 5 cents ($0.05) per share has been declared for the month of August, payable on September 15, 2023, to shareholders of record at the close of business on August 31, 2023. Major Estimate Revision • Aug 15
Consensus EPS estimates fall by 58% The consensus outlook for earnings per share (EPS) in fiscal year 2023 has deteriorated. 2023 revenue forecast decreased from CA$336.2m to CA$322.5m. EPS estimate also fell from CA$0.528 per share to CA$0.223 per share. Net income forecast to shrink 39% next year vs 23% growth forecast for Diversified Financial industry in Canada . Consensus price target down from CA$10.38 to CA$9.38. Share price fell 5.0% to CA$7.47 over the past week. New Risk • Aug 09
New minor risk - Profit margin trend The company's profit margins are lower than last year and have reduced by more than 30%. Net profit margin: 14% Last year net profit margin: 20% This is considered a minor risk. A large drop in profit margin could indicate the company does not have strong competitive advantages or it is yet to establish itself and its core business. Even if it is a well established business, this may make it a much riskier investment than one that has a combination of proven competitive advantages and a stable or growing profit margin. Currently, the following risks have been identified for the company: Major Risk Debt is not well covered by operating cash flow (currently running at an operating cash loss). Minor Risks Paying a dividend despite having no free cash flows. Profit margins are more than 30% lower than last year (14% net profit margin). Announcement • Jul 22
Chesswood Group Limited Announces July 2023 Dividend, Payable on August 15, 2023 Chesswood Group Limited announced that a dividend in an amount of five cents ($0.05) per share has been declared for the month of July, payable on August 15, 2023, to shareholders of record at the close of business on July 31, 2023. Recent Insider Transactions Derivative • Jul 07
Co-Founder & Independent Director exercised options to buy CA$69k worth of stock. On the 30th of June, Frederick Steiner exercised options to buy 9k shares at a strike price of around CA$7.81, costing a total of CA$70k. This transaction amounted to less than 1% of their direct individual holding at the time of the trade. Since September 2022, Frederick has owned 1.10m shares directly. Company insiders have collectively bought CA$367k more than they sold, via options and on-market transactions, in the last 12 months. Announcement • Jun 22
Chesswood Group Limited Announces Dividend for the Month Ending June 30, 2023, Payable on July 17, 2023 Chesswood Group Limited announced that a dividend in an amount of five cents ($0.05) per share has been declared for the month ending June 30, 2023, payable on July 17, 2023, to shareholders of record at the close of business on June 30, 2023. Announcement • May 20
Chesswood Group Limited Announces May 2023 Dividend, Payable on June 15, 2023 Chesswood Group Limited announced that a dividend in an amount of five cents ($0.05) per share has been declared for the month of May, payable on June 15, 2023, to shareholders of record at the close of business on May 31, 2023. Recent Insider Transactions • May 20
Independent Chairman recently bought CA$170k worth of stock On the 12th of May, Edward Sonshine bought around 20k shares on-market at roughly CA$8.49 per share. This transaction amounted to 1.0% of their direct individual holding at the time of the trade. This was the largest purchase by an insider in the last 3 months. Edward has been a buyer over the last 12 months, purchasing a net total of CA$676k worth in shares. Recent Insider Transactions • May 15
Independent Chairman recently bought CA$170k worth of stock On the 12th of May, Edward Sonshine bought around 20k shares on-market at roughly CA$8.49 per share. This transaction amounted to 1.0% of their direct individual holding at the time of the trade. This was the largest purchase by an insider in the last 3 months. Edward has been a buyer over the last 12 months, purchasing a net total of CA$597k worth in shares. Price Target Changed • May 11
Price target decreased by 18% to CA$12.00 Down from CA$14.58, the current price target is an average from 3 analysts. New target price is 43% above last closing price of CA$8.38. Stock is down 37% over the past year. The company is forecast to post earnings per share of CA$1.41 for next year compared to CA$1.63 last year. Valuation Update With 7 Day Price Move • Mar 23
Investor sentiment deteriorates as stock falls 19% After last week's 19% share price decline to CA$8.93, the stock trades at a forward P/E ratio of 6x. Average forward P/E is 10x in the Diversified Financial industry in Canada. Total returns to shareholders of 133% over the past three years. Simply Wall St's valuation model estimates the intrinsic value at CA$13.35 per share. Announcement • Feb 17
Chesswood Group Limited Announces February 2023 Dividend, Payable on March 15, 2023 Chesswood Group Limited announced that a dividend in an amount of five cents ($0.05) per share has been declared for the month of February, payable on March 15, 2023, to shareholders of record at the close of business on February 28, 2023. Announcement • Jan 21
Chesswood Group Limited Declares January 2023 Dividend, Payable on February 15, 2023 Chesswood Group Limited announced that a dividend in an amount of five cents per share ($0.05) has been declared for the month of January, payable on February 15, 2023, to shareholders of record at the close of business on January 31, 2023. Upcoming Dividend • Dec 22
Upcoming dividend of CA$0.04 per share Eligible shareholders must have bought the stock before 29 December 2022. Payment date: 16 January 2023. Payout ratio is a comfortable 25% but the company is not cash flow positive. Trailing yield: 4.3%. Lower than top quartile of Canadian dividend payers (6.0%). Higher than average of industry peers (2.2%). Announcement • Dec 20
Chesswood Group Limited Announces December 2022 Dividend, Payable on January 16, 2023 Chesswood Group Limited announced that a dividend in an amount of four cents per share ($0.04) has been declared for the month of December, payable on January 16, 2023, to shareholders of record at the close of business on December 30, 2022. Announcement • Nov 22
Chesswood Group Limited Announces November 2022 Dividend, Payable on December 15, 2022 Chesswood Group Limited announced that a dividend in an amount of four cents per share ($0.04) has been declared for the month of November, payable on December 15, 2022, to shareholders of record at the close of business on November 30, 2022. Price Target Changed • Nov 16
Price target decreased to CA$15.75 Down from CA$18.17, the current price target is an average from 3 analysts. New target price is 40% above last closing price of CA$11.29. Stock is down 19% over the past year. The company is forecast to post earnings per share of CA$1.53 for next year compared to CA$1.75 last year. Board Change • Nov 16
High number of new and inexperienced directors There are 7 new directors who have joined the board in the last 3 years. The company's board is composed of: 7 new directors. No experienced directors. 2 highly experienced directors. Independent Director Rob Day is the most experienced director on the board, commencing their role in 2010. The following issues are considered to be risks according to the Simply Wall St Risk Model: Lack of board continuity. Lack of experienced directors. Price Target Changed • Nov 08
Price target decreased to CA$16.42 Down from CA$18.67, the current price target is an average from 3 analysts. New target price is 43% above last closing price of CA$11.50. Stock is down 20% over the past year. The company is forecast to post earnings per share of CA$1.57 for next year compared to CA$1.75 last year. Announcement • Nov 08
Chesswood Group Limited Announces Dividend, Effective January 31, 2023 Chesswood Group Limited announced Increasing dividend to $0.05 per share per month (or $0.60 per year), a 25% increase, effective January 31, 2023. Announcement • Oct 21
Chesswood Group Limited Announces October 2022 Dividend Payable on November 15, 2022 Chesswood Group Limited announced that a dividend in an amount of four cents per share ($0.04) has been declared for the month of October, payable on November 15, 2022, to shareholders of record at the close of business on October 31, 2022. Announcement • Sep 22
Chesswood Group Limited Declares Dividend for the Month of September 2022, Payable on October 17, 2022 Chesswood Group Limited announced that a dividend in an amount of $0.04 per share has been declared for the month of September, payable on October 17, 2022, to shareholders of record at the close of business on September 30, 2022. Recent Insider Transactions Derivative • Sep 17
Independent Director exercised options to buy CA$109k worth of stock. On the 8th of September, Robert Day exercised options to buy 9k shares at a strike price of around CA$13.44, costing a total of CA$121k. This transaction amounted to 5.6% of their direct individual holding at the time of the trade. Since March 2022, Robert's direct individual holding has decreased from 164.61k shares to 160.11k. Company insiders have collectively sold CA$774k more than they bought, via options and on-market transactions in the last 12 months. Announcement • Aug 23
Chesswood Group Limited Announces August 2022 Dividend, Payable on September 15, 2022 Chesswood Group Limited announced that a dividend in an amount of four cents per share ($0.04) has been declared for the month of August, payable on September 15, 2022, to shareholders of record at the close of business on August 31, 2022.Chesswood Group Limited advises that the dividend declared for the month ending August 31, 2022 will not be eligible dividends for the purposes of the Income Tax Act (Canada) and any similar provincial legislation. Recent Insider Transactions • Aug 19
Independent Chairman recently bought CA$108k worth of stock On the 11th of August, Edward Sonshine bought around 8k shares on-market at roughly CA$13.11 per share. In the last 3 months, they made an even bigger purchase worth CA$254k. Edward has been a buyer over the last 12 months, purchasing a net total of CA$427k worth in shares. Announcement • Jul 21
Chesswood Group Limited Announces July 2022 Dividend, Payable on August 15, 2022 Chesswood Group Limited announced that a dividend in an amount of four cents ($0.04) per share has been declared for the month of July, payable on August 15, 2022, to shareholders of record at the close of business on July 29, 2022. Announcement • Jun 22
Chesswood Group Limited Announces Dividend for the Month of June, Payable on July 15, 2022 Chesswood Group Limited announced that a dividend in an amount of four cents ($0.04) per share has been declared for the month of June, payable on July 15, 2022, to shareholders of record at the close of business on June 30, 2022. Recent Insider Transactions • Jun 11
Independent Director recently bought CA$66k worth of stock On the 8th of June, Raghunath Davloor bought around 5k shares on-market at roughly CA$13.20 per share. In the last 3 months, they made an even bigger purchase worth CA$69k. Despite this recent purchase, insiders have collectively sold CA$1.9m more in shares than they bought in the last 12 months. Recent Insider Transactions • Jun 01
Insider recently sold CA$351k worth of stock On the 27th of May, Michael Prenzlow sold around 26k shares on-market at roughly CA$13.67 per share. In the last 3 months, there was an even bigger sale from another insider worth CA$1.4m. Insiders have been net sellers, collectively disposing of CA$2.2m more than they bought in the last 12 months. Upcoming Dividend • May 23
Upcoming dividend of CA$0.04 per share Eligible shareholders must have bought the stock before 30 May 2022. Payment date: 15 June 2022. Payout ratio is a comfortable 24% but the company is not cash flow positive. Trailing yield: 3.6%. Lower than top quartile of Canadian dividend payers (4.9%). Higher than average of industry peers (2.1%). Recent Insider Transactions • May 21
Insider recently sold CA$110k worth of stock On the 19th of May, Wayne Woolley sold around 8k shares on-market at roughly CA$14.35 per share. In the last 3 months, there was an even bigger sale from another insider worth CA$1.4m. Insiders have been net sellers, collectively disposing of CA$1.8m more than they bought in the last 12 months. Announcement • May 21
Chesswood Group Limited Announces Appointment of Annie Ropar as Director Chesswood Group Limited announced at the AGM held on May 19, 2022 that the company approved appointment of Annie Ropar as director. Announcement • May 20
Chesswood Group Limited Announces Dividend for the Month of May 2022, Payable on June 15, 2022 Chesswood Group Limited announced that a dividend in an amount of four cents per share ($0.04) has been declared for the month of May, payable on June 15, 2022, to shareholders of record at the close of business on May 31, 2022. Board Change • Apr 27
High number of new directors There are 5 new directors who have joined the board in the last 3 years. Independent Director Rags Davloor was the last director to join the board, commencing their role in 2021. The company’s lack of board continuity is considered a risk according to the Simply Wall St Risk Model. Announcement • Apr 21
Chesswood Group Limited Announces April 2022 Dividend, Payable on May 16, 2022 Chesswood Group Limited announced that a dividend in an amount of four cents per share ($0.04) has been declared for the month of April, payable on May 16, 2022, to shareholders of record at the close of business on April 30, 2022. Announcement • Feb 17
Chesswood Group Limited Announces February 2022 Dividend, Payable on March 15, 2022 Chesswood Group Limited announced that a dividend in an amount of $0.03 has been declared for the month of February, payable on March 15, 2022, to shareholders of record at the close of business on February 28, 2022. Announcement • Jan 16
Chesswood Group Limited (TSX:CHW) completed the acquisition of Rifco Inc. (TSXV:RFC). Chesswood Group Limited (TSX:CHW) entered into an arrangement agreement to acquire Rifco Inc. (TSXV:RFC) for CAD 27.5 million on October 26, 2021. The transaction will be done by way of a statutory plan of arrangement under the Business Corporations Act (Alberta). Under the terms of the Agreement, each Rifco shareholder will receive consideration of CAD 1.28 for each Rifco Share held, to be satisfied either in cash or Chesswood common shares (with the number of Chesswood common shares to be determined based on the 10 day volume weighted average price (“VWAP”) determined five business days before the special meeting of Rifco shareholders to approve Transaction at election of the Rifco shareholder, representing aggregate consideration of approximately CAD 28 million on a fully diluted basis. Following closing, Rifco Shares would be delisted from TSX Venture Exchange. Rifco is subject to non-solicitation provisions, and in certain circumstances the Board may terminate the Agreement in favour of an unsolicited superior proposal, subject to the payment of a termination fee of CAD 1 million. If Chesswood breaches the agreement then it is required to pay Rifco an expense reimbursement payment of CAD 1 million.
The transaction is subject to approval of 66 2/3% of the votes cast by Rifco shareholders at the Special Meeting. The completion of the Transaction will also be subject to obtaining required court and other approvals, and satisfaction of closing conditions customary for a transaction of this nature. The Agreement includes customary deal-protection provisions and also subject to a right of Chesswood to match such superior proposal. The special committee of Rifco’s Board of Directors have unanimously determined that the Transaction is in the best interests of Rifco and are recommending that Rifco shareholders vote in favour of the Transaction. Rifco’s management is highly supportive of the transaction with Chesswood and the MBO group is no longer pursuing the acquisition of Rifco. A special committee of Rifco’s Board of Directors was formed under the direction of Board member Sean Aylward to consider the August 10, 2021 non-binding acquisition proposal received by Rifco from certain members of Rifco’s senior management team, and to review any acquisition proposals subsequently received by Rifco. The transaction is also subject to obtaining the Competition Act Clearance, TSX-V and regulatory approvals, and the TSX conditionally approving for listing all of the Purchaser Shares issuable to Rifco Shareholders pursuant to the arrangement. The Special Meeting will be held in December 2021. Rifco shareholder special meeting will be held on December 17, 2021. As of December 17, 2021, the shareholders of Rifco has approved the deal. The final court approval is currently scheduled to take place on January 10, 2022. On January 10, 2022, Court of Queen’s Bench of Alberta approved the transaction. Transaction is expected to close in late December 2021 or in January 2022. As of December 17, 2021, the transaction is expected to close in mid-January 2022. As of January 11, 2022, the transaction is expected to close on January 14, 2022.
Raymond James Ltd. acted as exclusive financial advisor and provided fairness opinion to Rifco. Pierre Soulard of Miller Thomson LLP is acting as counsel to the Special Committee and Rifco. Gary Litwack and Catherine Samuel of McCarthy Tétrault LLP is acting as counsel to Chesswood in connection with the Transaction. Raymond James will receive a fixed fee for rendering its opinion, in addition to a separate fee for its advisory services.
Chesswood Group Limited (TSX:CHW) completed the acquisition of Rifco Inc. (TSXV:RFC) on January 14, 2022. Of the aggregate consideration, Chesswood paid CAD 21,019,623.68 in cash and issued 498,605 Chesswood Shares. If a registered Rifco shareholder did not make a valid consideration election by December 10, 2021, that Rifco
shareholder has been deemed to have elected to receive Share Consideration in exchange for their Rifco Shares. Recent Insider Transactions • Nov 26
Insider recently bought CA$51k worth of stock On the 19th of November, Robert Trager bought around 4k shares on-market at roughly CA$14.08 per share. In the last 3 months, there was an even bigger purchase from another insider worth CA$108k. Insiders have collectively bought CA$299k more in shares than they have sold in the last 12 months. Recent Insider Transactions • Nov 11
Independent Director recently bought CA$108k worth of stock On the 8th of November, Jeff Fields bought around 8k shares on-market at roughly CA$14.40 per share. This was the largest purchase by an insider in the last 3 months. Insiders have collectively bought CA$532k more in shares than they have sold in the last 12 months. Price Target Changed • Oct 29
Price target increased to CA$17.67 Up from CA$14.83, the current price target is an average from 2 analysts. New target price is 33% above last closing price of CA$13.26. Stock is up 132% over the past year. The company is forecast to post earnings per share of CA$1.37 next year compared to a net loss per share of CA$0.48 last year. Upcoming Dividend • Aug 23
Upcoming dividend of CA$0.03 per share Eligible shareholders must have bought the stock before 30 August 2021. Payment date: 15 September 2021. Trailing yield: 3.1%. Lower than top quartile of Canadian dividend payers (4.5%). Higher than average of industry peers (1.7%). Recent Insider Transactions • Aug 11
Independent Chairman recently bought CA$234k worth of stock On the 9th of August, Edward Sonshine bought around 20k shares on-market at roughly CA$11.72 per share. This was the largest purchase by an insider in the last 3 months. Edward has been a buyer over the last 12 months, purchasing a net total of CA$536k worth in shares. Major Estimate Revision • Aug 10
Consensus EPS estimates increase to CA$1.29 The consensus outlook for earnings per share (EPS) in 2021 has improved. 2021 revenue forecast increased from CA$124.6m to CA$131.9m. EPS estimate increased from CA$1.06 to CA$1.29 per share. Net income forecast to shrink 5.6% next year vs 9.0% decline forecast for Diversified Financial industry in Canada. Consensus price target up from CA$14.83 to CA$15.83. Share price was steady at CA$11.73 over the past week. Board Change • Aug 01
High number of new directors There are 5 new directors who have joined the board in the last 3 years. Director Rags Davloor was the last director to join the board, commencing their role in 2021. The company’s lack of board continuity is considered a risk according to the Simply Wall St Risk Model. Executive Departure • Jun 17
Independent Director Samuel Leeper has left the company On the 15th of June, Samuel Leeper's tenure as Independent Director ended after 10.5 years in the role. As of March 2021, Samuel still personally held 174.24k shares (CA$1.6m worth at the time). A total of 4 executives have left over the last 12 months. The current median tenure of the management team is less than a year, which is considered inexperienced in the Simply Wall St Risk Model. Recent Insider Transactions • Jun 08
Insider recently bought CA$128k worth of stock On the 3rd of June, Gary Souverein bought around 10k shares on-market at roughly CA$12.87 per share. This was the largest purchase by an insider in the last 3 months. Insiders have collectively bought CA$564k more in shares than they have sold in the last 12 months. Announcement • May 20
Chesswood Group Limited Declares Dividend for the Month of May, Payable on June 15, 2021 Chesswood Group Limited announced that a dividend in an amount of three cents per share ($0.03) has been declared for the month of May, payable on June 15, 2021 to shareholders of record at the close of business on May 31, 2021. Recent Insider Transactions • May 13
Insider recently sold CA$134k worth of stock On the 11th of May, Wayne Woolley sold around 10k shares on-market at roughly CA$13.51 per share. This was the largest sale by an insider in the last 3 months. Despite this recent sale, insiders have collectively bought CA$300k more than they sold in the last 12 months. Announcement • May 07
Chesswood Group Limited Increases their Dividend Rate by 50% Chesswood Group Limited announced that momentum in the business along with strong earnings performance has led them to increase their dividend rate by 50%, to $0.36 per share annualized. Executive Departure • Mar 23
Director of Finance, CFO & Secretary has left the company On the 19th of March, Lisa Stevenson's tenure as Director of Finance, CFO & Secretary ended after 19.1 years in the role. As of December 2020, Lisa personally held 139.37k shares (CA$1.3m worth at the time). A total of 2 executives have left over the last 12 months. Announcement • Mar 21
Chesswood Group Limited Announces March 2021 Dividend, Payable on April 15, 2021 Chesswood Group Limited announced a cash dividend of $0.02 per share for the month of March. The dividend will be payable to shareholders of record at the close of business on March 31, 2021, and will be paid on April 15, 2021. 
