Five Point Holdings, LLC Files 2023 Annual Report on Form 10-K

TL;DR

<b>Five Point Holdings, LLC has filed its annual 10-K report for the fiscal year ending December 31, 2023.</b>

AI Summary

Five Point Holdings, LLC (FPH) filed a Annual Report (10-K) with the SEC on March 4, 2024. Filed 10-K for the fiscal year ending December 31, 2023. Company is incorporated in Delaware. Primary business address is 2000 FIVEPOINT, 4TH FLOOR, IRVINE, CA 92618. Fiscal year end is December 31. SEC file number is 001-38088.

Why It Matters

For investors and stakeholders tracking Five Point Holdings, LLC, this filing contains several important signals. This filing provides a comprehensive overview of the company's financial performance and operational status for the past fiscal year. Investors and stakeholders can use this report to assess the company's financial health, risks, and future outlook.

Risk Assessment

Risk Level: low — Five Point Holdings, LLC shows low risk based on this filing. The filing is a standard annual report (10-K) and does not contain immediate red flags or significant negative developments based on the provided header information.

Analyst Insight

Review the full 10-K filing for detailed financial statements, risk factors, and management discussion to understand Five Point Holdings' performance and strategic direction.

Key Numbers

• 20231231 — Fiscal Year End (Conformed period of report)
• 20240304 — Filing Date (Filed as of date)
• 001-38088 — SEC File Number (SEC file number)

Key Players & Entities

• Five Point Holdings, LLC (company) — Filer name
• 2000 FIVEPOINT, 4TH FLOOR (address) — Business address
• IRVINE (location) — Business address city
• CA (location) — Business address state
• 92618 (postal_code) — Business address zip
• Newhall Holding Company, LLC (company) — Former company name
• DE (location) — State of incorporation

FAQ

Industry Context

Five Point Holdings, LLC operates in the real estate sector, specifically focusing on the development of large-scale communities.

Regulatory Implications

The filing is a standard Form 10-K, adhering to the regulations of the Securities and Exchange Commission (SEC) for annual financial reporting.

What Investors Should Do

1. Analyze the full financial statements within the 10-K for revenue, net income, and balance sheet details.
2. Examine the 'Risk Factors' section for potential challenges and uncertainties facing the company.
3. Review management's discussion and analysis (MD&A) for insights into operational performance and strategic initiatives.

Key Dates

• 2023-12-31: Fiscal Year End — Defines the reporting period for the 10-K.
• 2024-03-04: Filing Date — Date the 10-K was officially filed with the SEC.

Year-Over-Year Comparison

This is the initial filing information for the 2023 10-K. A comparison to the previous year's filing would require access to that document.

Key Financial Figures

• $565 million — Venture in an aggregate amount equal to $565 million ($547 million of which has been paid as
• $547 million — aggregate amount equal to $565 million ($547 million of which has been paid as of the date o
• $3.27 — s A common shares on February 29, 2024 ($3.27), our market capitalization on a fully
• $485.0 million — fully exchanged basis was approximately $485.0 million. (2) The operating company owns all of
• $565.0 m — tributions up to an aggregate amount of $565.0 million, of which $546.9 million has been
• $546.9 million — gate amount of $565.0 million, of which $546.9 million has been distributed as of February 29,

Filing Documents

• fph-20231231.htm (10-K) — 2648KB
• ex-211xfphx123123x10k.htm (EX-21.1) — 17KB
• ex-231xfphx123123x10k.htm (EX-23.1) — 2KB
• ex-311xfphx123123x10k.htm (EX-31.1) — 11KB
• ex-312xfphx123123x10k.htm (EX-31.2) — 11KB
• ex-321xfphx123123x10k.htm (EX-32.1) — 7KB
• ex-322xfphx123123x10k.htm (EX-32.2) — 7KB
• ex-97xfphxcompensationclaw.htm (EX-97) — 29KB
• fph-20231231_g1.jpg (GRAPHIC) — 57KB
• fph-20231231_g2.jpg (GRAPHIC) — 80KB
• 0001574197-24-000018.txt (&nbsp;) — 13183KB
• fph-20231231.xsd (EX-101.SCH) — 77KB
• fph-20231231_cal.xml (EX-101.CAL) — 96KB
• fph-20231231_def.xml (EX-101.DEF) — 578KB
• fph-20231231_lab.xml (EX-101.LAB) — 917KB
• fph-20231231_pre.xml (EX-101.PRE) — 719KB
• fph-20231231_htm.xml (XML) — 2094KB

Business

Business 1 ITEM 1A.

Risk Factors

Risk Factors 9 ITEM 1B. Unresolved Staff Comments 21

Cybersecurity

ITEM 1C. Cybersecurity 21 ITEM 2.

Properties

Properties 22 ITEM 3.

Legal Proceedings

Legal Proceedings 22 ITEM 4. Mine Safety Disclosures 22 PART II. ITEM 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities 23 ITEM 6. [Reserved] 23 ITEM 7.

Management's Discussion and Analysis of Financial Condition and Results of Operations

Management's Discussion and Analysis of Financial Condition and Results of Operations 24 ITEM 7A.

Quantitative and Qualitative Disclosures About Market Risk

Quantitative and Qualitative Disclosures About Market Risk 39 ITEM 8.

Financial Statements and Supplementary Data

Financial Statements and Supplementary Data 40 ITEM 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure 75 ITEM 9A.

Controls and Procedures

Controls and Procedures 75 ITEM 9B. Other Information 77 ITEM 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections 77 PART III. ITEM 10. Directors, Executive Officers and Corporate Governance 77 ITEM 11.

Executive Compensation

Executive Compensation 77 ITEM 12.

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters 77 ITEM 13. Certain Relationships and Related Transactions, and Director Independence 77 ITEM 14. Principal Accountant Fees and Services 77 PART IV. ITEM 15. Exhibits and Financial Statement Schedules 78 ITEM 16. Form 10-K Summary 83 Signatures 84 Financial Statement Schedules 85 CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS This report contains forward-looking statements that are subject to risks and uncertainties. These statements concern expectations, beliefs, projections, plans and strategies, anticipated events or trends and similar expressions concerning matters that are not historical facts. When used, the words "anticipate," "believe," "expect," "intend," "may," "might," "plan," "estimate," "project," "should," "will," "would," "result" and similar expressions that do not relate solely to historical matters are intended to identify forward-looking statements. This report may contain forward-looking statements regarding: our expectations of our future revenues, costs and financial performance; the impact of inflation and interest rates; future demographics and market conditions, including housing supply levels, in the areas where our communities are located; the outcome of pending litigation and its effect on our operations; the timing of our development activities; and the timing of future real estate purchases or sales, including anticipated deliveries of homesites and anticipated amenities in our communities. We caution you that any forward-looking statements presented in this report are based on our current views and information currently available to us. Forward-looking statements are subject to risks, trends, uncertainties and factors that are beyond our control. We believe these risks and uncertainties include, but are not limited to, the following: uncertainties and risks related to public health issues such as a major

Business

ITEM 1. Business We are an owner and developer of mixed-use planned communities in California. Our three existing communities have the general plan and zoning approvals necessary for the construction of thousands of homesites and millions of square feet of commercial space, and they represent a significant portion of the real estate available for development in three major markets in California—Los Angeles County, San Francisco County and Orange County. In total, our communities consist of approximately 23 million square feet of built or planned commercial space and approximately 40,000 homes built or planned. Structure and Formation of Our Company In 2009, our company was formed as a limited liability company to acquire ownership through the operating company of Newhall Land & Farming, which is developing our Valencia community. In May 2016, we completed the formation transactions in which we acquired an interest in the San Francisco Venture, which is developing our Candlestick and The San Francisco Shipyard communities, a 37.5% percentage interest in the Great Park Venture, which is developing Great Park Neighborhoods, and the management company that has been the development manager of Great Park Neighborhoods since 2010. In August 2017, we acquired a 75% interest in the Gateway Commercial Venture, the entity that owns portions of the Five Point Gateway Campus. Our company has an entity structure in which our two largest equity owners, Lennar and Castlelake, and our founder and Chairman Emeritus, Emile Haddad, separately hold, in addition to interests in our common shares, equity interests in either or both the operating company or the San Francisco Venture that can be exchanged for, at our option, either our Class A common shares or cash. The diagram below presents a simplified depiction of our current organizational structure. (1) Through a wholly owned subsidiary, we serve as sole managing general partner of the operating company, and as of December 31,

View Full Filing

View this 10-K filing on SEC EDGAR