JJR VI ACQUISITION CORP. ANNOUNCES THE ENTERING INTO OF AN AGREEMENT AND PLAN
OF MERGER WITH KINGSWAY FINANCIAL SERVICES INC.

TSX VENTURE EXCHANGE: JVI.P

TORONTO, Dec. 15 /CNW/ - JJR VI Acquisition Corp. ("JJR VI") has entered into an agreement and plan of merger (the "Merger Agreement") dated December 14, 2010 among Atlas Acquisition Corp. ("Atlas"), a Delaware corporation and wholly-owned subsidiary of JJR VI, Kingsway Financial Services Inc. ("KFS"), an Ontario corporation, and American Insurance Acquisition Inc. ("AIAI"), a Delaware corporation which is an indirect wholly-owned subsidiary of KFS.  Pursuant to the Merger Agreement, Atlas will merge with and into AIAI and AIAI as the surviving company will become a subsidiary of JJR VI, which will be known as Atlas Financial Holdings, Inc. (the "Resulting Issuer") upon the completion of the transaction (the "Merger").  JJR VI is a capital pool company listed on the TSX Venture Exchange.  The Merger will complete the previously announced qualifying transaction of JJR VI (the "Qualifying Transaction").

AIAI is a holding company of two operating property and casualty ("P&C") insurance companies, American Country Insurance Company ("ACIC") and American Service Insurance Company, Inc. ("ASI"), incorporated under the laws of Illinois. The primary business of ACIC and ASI is commercial automobile insurance, with a niche market orientation and focus on the "light" commercial automobile sector including taxi cabs, non emergency paratransit, limousine/livery and business auto, owner operated and small (1 to 10 vehicles) operations and "light" vehicle weight cars, vans and pick up trucks.

ACIC and ASI's automobile insurance products provide coverage in three major areas: liability, accident benefits and physical damage. Liability insurance provides coverage where the insured is responsible for an automobile accident, for the payment for injuries and property damage to third parties. Accident benefit policies or personal injury protection policies provide coverage for loss of income, medical and rehabilitation expenses for insured persons who are injured in an automobile accident, regardless of fault. Physical damage coverages provide for the payment of damages to an insured automobile arising from a collision with another object or from other risks such as fire or theft. Automobile physical damage and liability coverages generally provide more predictable results than automobile accident benefit or personal injury insurance.

Prior to the Merger, and subject to shareholder and regulatory approval, JJR VI will consolidate its share capital on a basis of 10 (old):1 (new) (the "Consolidation") and will continue under the laws of the Cayman Islands (the "Continuance").  Upon the Continuance, JJR VI will amend its share capital to provide for three (3) classes of shares, namely, preferred shares, restricted voting common shares and ordinary shares (the "Share Reorganization").  The current JJR VI common shares will be converted into ordinary shares of the Resulting Issuer.  Shareholders of JJR VI will not be asked to approve the Merger or the Merger Agreement.

In connection with the Qualifying Transaction, AIAI raised gross proceeds of approximately $7.97 million on November 1, 2010 through the private placement of subscription receipts, each such subscription receipt automatically exchangeable, subject to the satisfaction of certain conditions, for one (1) ordinary share of the Resulting Issuer and one (1) warrant to acquire an ordinary share of the Resulting Issuer for a period of three (3) years for $2.00 per ordinary share.  Proceeds from the private placement were deposited with Equity Financial Trust Company as escrow agent, and will be released to AIAI upon satisfaction or waiver of all conditions precedent in the Merger Agreement to complete the Qualifying Transaction.  The proceeds will be used to fund the repayment of certain outstanding promissory notes in the aggregate principal amount of $7,967,005 payable to KAI.

Under the terms of the Merger Agreement, among other things, at the effective time of the Merger:

(a)				each issued and outstanding AIAI common share (other than those common shares held by Kingsway America Inc. ("KAI")) will become one (1) ordinary share in the capital of the Resulting Issuer (a "Resulting Issuer Ordinary Share");
(b)				each issued and outstanding AIAI common share owned by KAI will become one (1) restricted voting common share of the Resulting Issuer (a "Resulting Issuer Restricted Voting Share");
(c)				each issued and outstanding AIAI preferred share will become one (1) preferred share of the Resulting Issuer (a "Resulting Issuer Preferred Share");
(d)				subject to all required regulatory approvals, each outstanding JJR VI option will become one (1) Resulting Issuer option;
(e)				each outstanding Atlas common share will become one (1) common share of the surviving corporation from the Merger, AIAI; and
(f)				subject to all required regulatory approvals, each outstanding AIAI warrant will be exchanged for one (1) Resulting Issuer warrant on the same terms as those contained in the AIAI warrants immediately prior to the Merger.

In connection with the Merger: (i) 3,983,502 Resulting Issuer Ordinary Shares will be issued in exchange for the AIAI common shares (including the AIAI common shares issued to holders of the subscription receipts pursuant to the private placement), except for the AIAI common shares held by KAI; (ii) 13,804,861 Resulting Issuer Restricted Voting Shares will be issued in exchange for the AIAI common shares held by KAI; (iii) 18,000,000 Resulting Issuer Preferred Shares will be issued in exchange for the AIAI preferred shares held by KAI; (iv) 3,983,502 Resulting Issuer warrants will be issued in exchange for the AIAI warrants (issued to holders of the subscription receipts pursuant to the private placement); and (v) 570,000 Resulting Issuer Ordinary Shares will be issued in exchange for the post-Consolidation JJR VI common shares.  Upon the completion of the Qualifying Transaction, the Resulting Issuer will have 4,553,502 Resulting Issuer Ordinary Shares, 13,804,861 Resulting Issuer Restricted Voting Shares and 18,000,000 Resulting Issuer Preferred Shares outstanding. 

Certain steps are required to be taken prior to the completion of the Qualifying Transaction including the Consolidation and the Share Reorganization, which are subject to shareholder approval.  For more information, please refer to the management information circular of JJR VI dated November 19, 2010 available at www.sedar.com.

As AIAI was incorporated on June 30, 2010, historical and comparative financial data of AIAI is not available. The following table sets forth selected audited consolidated financial information for AIAI as at the date of incorporation and as at September 30, 2010:

U.S.$ (000's)	As at June 30, 2010	As at September 30, 2010
Net Sales or Total Revenues	$Nil	$Nil
Income from Continuing Operations	$Nil	$Nil
Net Income or Loss, in Total	$Nil	$Nil
Total Assets	$3	$3
Total Long Term Financial Liabilities	$Nil	$Nil
Cash Dividends Declared	$Nil	$Nil

The following table sets forth selected audited historical financial information for ACIC as at the dates indicated:

U.S.$ (000's)	Year ended December 31, 2009	Year ended December 31, 2008	Year ended December 31, 2007
Total Revenues	13,585	11,742	13,419
Loss from Continuing Operations	(3,515)	(20,972)	(2,998)
Net Income or Loss, in Total	(3,515)	(20,972)	(2,998)
Total Assets	185,907	121,896	157,124
Total Long Term Financial Liabilities	4,700	Nil	Nil
Cash Dividends Declared	Nil	Nil	Nil

The following table sets forth selected audited historical financial information for ASI as at the dates indicated:

U.S.$ (000's)	Year ended December 31, 2009	Year ended December 31, 2008	Year ended December 31, 2007
Total Revenues	67,821	39,464	40,884
Income (Loss) from Continuing Operations	(9,720)	(2,801)	1,906
Net Income or Loss, in Total	(9,720)	(2,801)	1,906
Total Assets	252,578	146,694	158,022
Total Long Term Financial Liabilities	8,800	Nil	Nil
Cash Dividends Declared	Nil	2,975	6,000

The Qualifying Transaction is an arm's length transaction.

Following completion of the Qualifying Transaction, the following persons will constitute Insiders of the Resulting Issuer:

Scott Wollney, age 42, CEO, President and Director of AIAI and President, CEO and Director of ACIC and ASI

Mr. Wollney has held various positions with KFS and its subsidiaries. In addition to his current positions with AIAI, ACIC and ASI, Mr. Wollney is also the President and CEO of KAI. From May 8, 2008 until March 30, 2009, he was the President and CEO of Lincoln General Insurance Company ("Lincoln General"), prior to which he held various positions with Avalon Risk Management, Inc. since 1998 including as President. Both Lincoln General and Avalon Risk Management, Inc. are former subsidiaries of KFS. Mr. Wollney received a Master of Business Administration degree from the Northwestern University Kellogg Graduate School of Management in 2000 and a Bachelor of Arts degree from the University of Illinois in 1991.

Paul Romano, age 49, CFO of AIAI and VP and Treasurer and Director of ACIC and ASI

Mr. Romano has held various positions with KFS and its subsidiaries. In addition to his current positions with AIAI, ACIC and ASI, Mr. Romano is also the Vice President and Treasurer of KAI. Since 2002, he has held various Vice President and Director positions with ACIC and its affiliates. Mr. Romano holds a Certified Public Accountant designation in the State of Illinois. He received a Master of Business Administration degree from the Northwestern University Kellogg Graduate School of Management in 1996 and a Bachelor of Science, Accounting degree from the University of Illinois in 1984.

Joseph Shugrue, age 47, Vice President Claims and Director of ACIC and ASI

Mr. Shugrue has held various positions with KFS and its subsidiaries. In addition to his current positions with ACIC and ASI, Mr. Shugrue has also held the position of Vice President Claims of KAI since March 2004. From December 2003 to March 2004, he held a sales position with Marsh USA, prior to which he was a manager of Warrior Insurance from August 1996 to December 2003. Mr. Shugrue received a Bachelor of Arts degree from the University of Illinois Champaign in 1986.

Gordon Pratt, age 48, Director

Since March 2004, Mr. Pratt has been the Managing Member of Fund Management Group LLC in Connecticut.  From June 2004 to April 2006, he was also the Senior Vice-President, Finance of Willis Group in New York, prior to which he was the Managing Director of Hales Capital Advisors LLC. Mr. Pratt has also served as Chairman and Vice Chairman of the board of directors of NASDAQ listed companies, including FMG Acquisition Corp. and United Insurance Holdings Corp. He holds a Master of Management degree from Northwestern University as well as a Bachelor of Arts degree from Cornell University.

Jordan Kupinsky, age 37, Director

Since May 2008, Mr. Kupinsky has been a Managing Director with JJR Capital Corp. Prior to joining JJR Capital Corp. he was a Vice President at Greenhill & Co., an independent global investment banking firm, listed on the NYSE, focused on mergers & acquisitions, financial restructuring and merchant banking, from March 2006 to April 2008. Prior to joining Greenhill, Mr. Kupinsky held the positions of Vice President of Corporate Development and General Counsel at Minacs Worldwide Inc., a publicly traded company on the Toronto Stock Exchange from July 2002 to February 2005. Mr. Kupinsky began his career practicing corporate and securities law at Torys LLP in Toronto (from 1997 to 1999) and was also an investment banking associate at Houlihan Lokey Howard & Zukin from 1999 to 2002. He holds a Joint MBA and LL.B. degree from the Schulich School of Business and Osgoode Hall Law School. 

Larry Swets, Jr., age 35, Director

Mr. Swets was appointed CEO of KFS on June 30, 2010, prior to which he was the Executive VP, Corporate Development of KFS since January 2010. He was the Managing Director of Itasca Financial LLC from May 2005 until January 2010. Mr. Swets holds a Chartered Financial Analyst designation from the CFA Institute. He received a Master of Science in Finance degree from DePaul University in 1999 and a Bachelor of Business (Finance) degree from Valparaiso University in 1997.

Leslie DiMaggio, age 42, VP Operations and IT and Director of ACIC and ASI

Ms. DiMaggio has held various positions with KFS and its subsidiaries since 2000. Up until June 2010, she was the Vice President, Information Technology for KFS, prior to which she was the President, CEO and COO of KFS subsidiary, Southern United Fire Insurance, from April 2007 to November 2008. From 2000 until 2008, she held the positions of Manager, Director of IT and AVP of KAI. Ms. DiMaggio received a Master of Business Administration degree from the University of South Florida in 1991 and a Bachelor of Science Business Administration degree from Auburn University in 1990.

Bruce Giles, age 51, VP Product and Underwriting and Director of ACIC and ASI

Mr. Giles has held various positions with KAI since December 2003, currently as AVP of Commercial Underwriting of KAI. From 2000 to 2003, he held various positions with Allstate Insurance Group. He received a Bachelor of Science, Finance and Insurance degree from Illinois Wesleyan University in 1981.

The closing of the Qualifying Transaction is expected to occur on or about December 31, 2010 and is subject to a number of conditions, including but not limited to, acceptance and regulatory approval by the TSX Venture Exchange and the Illinois Department of Insurance. There can be no assurance that the transaction will be completed as proposed or at all.

Investors are cautioned that, except as disclosed in the filing statement prepared in connection with the transaction, any information released or received with respect to the transaction may not be accurate or complete and should not be relied upon. Trading in securities of a capital pool company should be considered highly speculative.

The TSX Venture Exchange has in no way passed upon the merits of the proposed transaction and has neither approved nor disproved the contents of this press release.

Clarus Securities Inc., subject to completion of satisfactory due diligence, has agreed to act as sponsor in connection with the proposed transaction.  An agreement to sponsor should not be construed as any assurance with respect to the merits of the proposed transaction or the likelihood of completion.

The Merger Agreement and certain documents will be filed with the applicable securities regulators and will be available at www.sedar.com.

This release does not constitute an offer for sale or the solicitation of an offer to buy securities in the United States.

Notice on forward-looking statements:

This release includes forward-looking statements regarding JJR VI, AIAI and their respective subsidiaries and businesses.  Such statements are based on management's current expectations. The forward-looking events and circumstances discussed in this release, including completion of the proposed transaction, may not occur and actual operating results could differ materially as a result of known and unknown risk factors and uncertainties affecting the companies, including regarding the insurance industry, economic factors and the equity markets generally.  No forward-looking statement can be guaranteed. Except as required by applicable securities laws, forward-looking statements speak only as of the date on which they are made and, except as required by applicable law, JJR VI, AIAI and its subsidiaries undertake no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events, or otherwise.

JJR IV is a capital pool company governed by the policies of the TSX Venture Exchange. JJR VI's principal business is the identification and evaluation of assets or businesses with a view to completing a Qualifying Transaction.

For further information:

Jordan Kupinsky, Director of JJR VI Acquisition Corp. at 416-972-6574