Nuvera Communications, Inc. Files Amendment to Annual Report (10-K/A)

TL;DR

<b>Nuvera Communications, Inc. has filed an amendment to its 2023 annual report on Form 10-K.</b>

AI Summary

Nuvera Communications, Inc. (NUVR) filed a Amended Annual Report (10-K/A) with the SEC on March 20, 2024. Nuvera Communications, Inc. filed an Amendment No. 1 to its Form 10-K for the fiscal year ending December 31, 2023. The filing is dated March 20, 2024, with the report period ending December 31, 2023. The company's principal executive offices are located at 27 North Minnesota Street, New Ulm, Minnesota 56073. Nuvera Communications, Inc. is incorporated in Minnesota. The company's IRS Employer Identification No. is 41-0440990.

Why It Matters

For investors and stakeholders tracking Nuvera Communications, Inc., this filing contains several important signals. This amendment indicates potential updates or corrections to the company's previously filed annual financial and operational disclosures for the fiscal year 2023. As a 10-K/A filing, it suggests that the company is providing revised information, which could be material for investors assessing its performance and financial health.

Risk Assessment

Risk Level: low — Nuvera Communications, Inc. shows low risk based on this filing. The filing is an amendment to a 10-K, which typically involves corrections or updates rather than new material information that would significantly alter the risk profile.

Analyst Insight

Review the specific changes made in Amendment No. 1 to the 10-K filing to understand any updated disclosures or corrections by Nuvera Communications, Inc.

Key Numbers

• 20231231 — Fiscal Year End (Report period)
• 20240320 — Filing Date (Date of submission)
• 0001513162-24-000033 — Accession Number (Unique identifier for the filing)
• 4813 — Standard Industrial Classification (Telephone Communications (No Radio Telephone))

Key Players & Entities

• Nuvera Communications, Inc. (company) — Filer name
• 20231231 (date) — Fiscal year end
• 20240320 (date) — Filing date
• 27 North Minnesota Street (address) — Business address
• New Ulm (location) — Business address city
• MN (location) — Business address state
• 56073 (postal_code) — Business address zip
• 41-0440990 (identifier) — IRS Number

FAQ

Industry Context

Nuvera Communications operates in the telecommunications industry, specifically within telephone communications (SIC code 4813).

Regulatory Implications

The filing is made under the Securities Exchange Act of 1934, requiring public companies to submit annual reports and amendments.

What Investors Should Do

1. Examine the specific amendments made in the 10-K/A filing.
2. Verify if the amendments impact previously reported financial figures or operational details.
3. Assess the significance of any disclosed changes for investment decisions.

Year-Over-Year Comparison

This is an amendment to the previously filed 10-K for the fiscal year ending December 31, 2023, indicating revisions or additions to the original report.

Key Financial Figures

• $1.66 — ge on which registered Common Stock - $1.66 par value NUVR OTCQB Marketplace Indi
• $13.50 — tion is based upon the closing price of $13.50 of the stock on June 30, 2023, as quote
• $4,660,775 — nuary 2023. Nuvera recognized a gain of $4,660,775, net of escrow true ups, in book value
• $50 — vera's fiber Internet prices range from $50 per month to $100 per month for Gig-spe
• $100 — rnet prices range from $50 per month to $100 per month for Gig-speed services. Custo

Filing Documents

• nuvr-20231231.htm (10-K/A) — 2227KB
• exhibit21.htm (EX-21) — 13KB
• exhibit23_1.htm (EX-23.1) — 2KB
• exhibit31_1.htm (EX-31.1) — 12KB
• exhibit31_2.htm (EX-31.2) — 12KB
• exhibit32_1.htm (EX-32.1) — 10KB
• 0001513162-24-000033.txt (&nbsp;) — 9152KB
• nuvr-20231231.xsd (EX-101.SCH) — 86KB
• nuvr-20231231_cal.xml (EX-101.CAL) — 66KB
• nuvr-20231231_def.xml (EX-101.DEF) — 356KB
• nuvr-20231231_lab.xml (EX-101.LAB) — 626KB
• nuvr-20231231_pre.xml (EX-101.PRE) — 367KB
• nuvr-20231231_htm.xml (XML) — 1411KB

Business

Business 5 Item 1A.

Risk Factors

Risk Factors 19 Item 1B. Unresolved Staff Comments 27 Item 1C. Cybersecurity 27 Item 2.

Properties

Properties 29 Item 3.

Legal Proceedings

Legal Proceedings 30 Item 4. Mine Safety Disclosures 30 PART II Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities 30 Item 6. Reserved 31 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 31 Item 7A.

Quantitative and Qualitative Disclosures About Market Risk

Quantitative and Qualitative Disclosures About Market Risk 48 Item 8.

Financial Statements and Supplementary Data

Financial Statements and Supplementary Data 48 Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure 81 Item 9A.

Controls and Procedures

Controls and Procedures 81 Item 9B. Other Information 82 Item 9C. Disclosures Regarding Foreign Jurisdictions That Prevent Inspection 82 PART III Item 10. Directors, Executive Officers and Corporate Governance 83 Item 11.

Executive Compensation

Executive Compensation 83 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 83 Item 13. Certain Relationships and Related Transactions, and Director Independence 83 Item 14. Principal Accountant Fees and Services 83 PART IV Item 15. Exhibits and Financial Statement Schedules 84 Item 16. From 10-K Summary 84

SIGNATURES

SIGNATURES 87 3 Table of Contents CAUTIONARY NOTE REGARDING FORWARD LOOKING STATEMENTS The SEC encourages companies to disclose forward-looking information so that investors can better understand a company's prospects and make informed investment decisions. Certain statements in this Annual Report on Form 10-K, including those relating to the impact on future revenue sources, pending and future regulatory orders, continued expansion of the fiber communications network and expected changes in the sources of our revenue and cost structure resulting from our entrance into new communications markets, are forward-looking statements and are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These statements reflect, among other things, our current expectations, plans and strategies, and anticipated financial results. These forward-looking statements reflect, among other things, our current expectations, plans, strategies, and anticipated financial results. There are a number of risks, uncertainties and conditions that may cause the actual results of Nuvera Communications, Inc. and its subsidiaries ("Nuvera," the "Company," "we" or "our" or "us") to differ materially from those expressed or implied by these forward-looking statements. Many of these circumstances are beyond our ability to control or predict. Moreover, forward-looking statements necessarily involve assumptions on our part. These forward-looking statements generally are identified by the words "believes," "expects," "anticipates," "estimates," "projects," "intends," "plans," "may," "will," "would," "seeks," "targets," "continues," "should," "will be," "will continue," or similar expressions. These forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause actual results, performance or achievements of Nuvera and its subsidiaries to be different from those expressed or implied in the forward-looking stat

Business

Item 1. Business Company Overview and History Nuvera is a diversified communications Company headquartered in New Ulm, Minnesota with more than 118 years of experience in the communications business. We operate in one principal business segment: the Communications Segment. Our principal line of business is the operation of seven communications companies. Our original business was founded in 1905 and consisted of the operation of a single communications company (New Ulm Rural Telephone Company). In 1984, we changed our name to New Ulm Telecom, Inc. In 1986, we acquired Western Telephone Company (WTC). In 1993, we acquired Peoples Telephone Company (PTC). In 2008, we acquired Hutchinson Telephone Company (HTC). In 2012, we acquired Sleepy Eye Telephone Company (SETC). In 2018, we acquired Scott-Rice Telephone Co. (Scott-Rice). Our businesses consist of connecting customers to our advanced fiber communications network, providing managed services, switched service and dedicated private lines, connecting customers to long distance service providers and providing many other services associated with our businesses. Our businesses also provide Internet protocol television (IPTV), cable television services (CATV), Internet access services, including high-speed broadband access, and long-distance service. We also install and maintain communications systems to the areas in and around our service territories in southern Minnesota and northern Iowa. In 2008 we acquired Hutchinson Telecommunications, Inc. This company operates in and around the city of Litchfield, Minnesota and operates under less regulatory oversight than our other communications companies. In 2010, we acquired the cable TV system in the city of Glencoe and operate Glencoe under the Hutchinson Telecommunications, Inc. communications company. This Company offers the same services as our other communications companies. In 2000, we changed our marketing name to NU-Telecom and operated under that name in our m

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