Portsmouth Square Inc. Files 2024 10-K

TL;DR

Portsmouth Square Inc. filed its 2024 10-K, covering fiscal year ending June 30. All systems go.

AI Summary

Portsmouth Square Inc. filed its 10-K for the fiscal year ending June 30, 2024, reporting on its operations as a land subdivider and developer. The company is incorporated in California and its principal business address is in Los Angeles. The filing covers the period from July 1, 2023, to June 30, 2024.

Why It Matters

This 10-K filing provides a comprehensive overview of Portsmouth Square Inc.'s financial performance and operational status for the fiscal year 2024, crucial for investors and stakeholders to assess the company's health and future prospects.

Risk Assessment

Risk Level: low — The provided text is a standard 10-K filing header and does not contain specific financial performance data or forward-looking statements that would indicate a high risk level.

Key Numbers

• 2024-06-30 — Fiscal Year End (The end date of the reporting period for the 10-K filing.)
• 2023-07-01 — Fiscal Year Start (The start date of the reporting period for the 10-K filing.)
• 2022-06-30 — Prior Year End (End date of the previous fiscal year, used for comparative financial analysis.)
• 2023-06-30 — Prior Year End (End date of the previous fiscal year, used for comparative financial analysis.)

Key Players & Entities

• PORTSMOUTH SQUARE INC (company) — Filer
• 20240630 (date) — Conformed Period of Report
• 20240930 (date) — Filed as of Date
• 0000079661 (company) — Central Index Key
• CA (location) — State of Incorporation
• 11620 WILSHIRE BOULEVARD (address) — Business Street 1
• LOS ANGELES (location) — Business City
• 90025 (zip_code) — Business Zip
• (310) 889-2511 (phone_number) — Business Phone

FAQ

Key Financial Figures

• $706,000 — 24 and 2023, hotel management fees were $706,000 and $711,000, and incentive fees of $0
• $711,000 — hotel management fees were $706,000 and $711,000, and incentive fees of $0 and $505,000,
• $0 — 000 and $711,000, and incentive fees of $0 and $505,000, respectively, offset by k
• $505,000 — $711,000, and incentive fees of $0 and $505,000, respectively, offset by key money amor
• $250,000 — ly, offset by key money amortization of $250,000 for both years and are included in Hote
• $5,000 — onthly event space fee in the amount of $5,000, adjusted annually based on the local C
• $7,000 — ne 30, 2024, monthly event space fee is $7,000. The term of the amended lease expired
• $4,000 — ion, the Hotel shall pay the Foundation $4,000 per day for using the event space. Duri
• $8,000 — and 2023, the Hotel paid the Foundation $8,000 and $20,000 for such fees, respectively
• $20,000 — he Hotel paid the Foundation $8,000 and $20,000 for such fees, respectively. MARKETAB
• $161.47 — he Hotel's CompSet achieved a RevPAR of $161.47 while the Hotel had a RevPAR of $176.99
• $176.99 — $161.47 while the Hotel had a RevPAR of $176.99. An excellent achievement for our prope

Filing Documents

• form10-k.htm (10-K) — 1146KB
• ex14.htm (EX-14) — 11KB
• ex19.htm (EX-19) — 7KB
• ex31-1.htm (EX-31.1) — 12KB
• ex31-2.htm (EX-31.2) — 12KB
• ex32-1.htm (EX-32.1) — 9KB
• ex32-2.htm (EX-32.2) — 9KB
• ex97.htm (EX-97) — 5KB
• ex19_001.jpg (GRAPHIC) — 431KB
• ex19_002.jpg (GRAPHIC) — 502KB
• ex19_003.jpg (GRAPHIC) — 425KB
• ex19_004.jpg (GRAPHIC) — 359KB
• ex19_005.jpg (GRAPHIC) — 70KB
• ex97_001.jpg (GRAPHIC) — 560KB
• ex97_002.jpg (GRAPHIC) — 636KB
• ex97_003.jpg (GRAPHIC) — 624KB
• ex97_004.jpg (GRAPHIC) — 94KB
• ex97_005.jpg (GRAPHIC) — 143KB
• 0001493152-24-038779.txt ( ) — 11378KB
• prsi-20240630.xsd (EX-101.SCH) — 48KB
• prsi-20240630_cal.xml (EX-101.CAL) — 65KB
• prsi-20240630_def.xml (EX-101.DEF) — 211KB
• prsi-20240630_lab.xml (EX-101.LAB) — 390KB
• prsi-20240630_pre.xml (EX-101.PRE) — 327KB
• form10-k_htm.xml (XML) — 783KB

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

Management's Discussion and Analysis of Financial Condition and Results of Operations. 15 Item 7A.

Quantitative and Qualitative Disclosures About Market Risk

Quantitative and Qualitative Disclosures About Market Risk. 20 Item 8.

Financial Statements and Supplementary Data

Financial Statements and Supplementary Data. 20 Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure. 42 Item 9A.

Controls and Procedures

Controls and Procedures. 42 Item 9B. Other Information. 43 Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections. 43 PART III Item 10. Directors, Executive Officers and Corporate Governance. 43 Item 11.

Executive Compensation

Executive Compensation. 45 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. 47 Item 13. Certain Relationships and Related Transactions, and Director Independence. 48 Item 14. Principal Accounting Fees and Services. 49 PART IV Item 15. Exhibits, Financial Statement Schedules. 50

Signatures

Signatures 51 2 FORWARD-LOOKING This Annual Report on Form 10-K contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended ("Securities Act"), and Section 21E of the Securities Exchange Act of 1934, as amended ("Exchange Act"). Forward-looking results, our liquidity and capital resources, including anticipated repayment of certain of the Company's indebtedness, the impact to our business and financial condition, the effects of competition and the effects of future legislation or regulations and other non-historical recession and geopolitical conflicts). Forward-looking statements include all statements that are not historical facts, and in some cases, can be identified by the use of forward-looking terminology such as the words "outlook," "believes," "expects," "potential," "continues," "may," "will," "should," "could," "seeks," "projects," "predicts," "intends," "plans," "estimates," "anticipates" or the negative version of these words or other comparable words. You should not rely on forward-looking statements since they involve known and unknown risks, uncertainties and other factors which are, in some cases, beyond our control and which could materially affect our results of operations, financial condition, cash flows, performance or future achievements or events. All such forward-looking statements are based on current expectations of management and therefore involve estimates and assumptions that are subject to risks, uncertainties and other factors that could cause actual results to differ materially from the results expressed in these forward-looking statements. You should not place undue reliance on any forward-look

forward-looking statements

forward-looking statements. Other factors that may cause actual results to differ materially from current expectations include, but are not limited to: risks associated with the lodging industry, including competition, increases in wages, labor relations, energy and fuel costs, actual and threatened pandemics, actual and threatened terrorist attacks, and downturns in domestic and international economic and market conditions, particularly in the San Francisco Bay area; risks associated with the real estate industry, including changes in real estate and zoning laws or regulations, increases in real property taxes, rising insurance premiums, costs of compliance with environmental laws and other governmental regulations; the availability and terms of financing and capital and the general volatility of securities markets; increases in interest rates; changes in the competitive environment in the hotel industry; economic volatility and potential recessive trends; risks related to natural disasters; hyperinflation; litigation; and other risk factors discussed below in this Report. 3 PART I Item 1. Business. GENERAL Portsmouth Square, Inc. (referred to as "Portsmouth" or the "Company" and may also be referred to as "we" "us" or "our") is a California corporation, incorporated on July 6, 1967, for the purpose of acquiring a hotel property in San Francisco, California through a California limited partnership, Justice Investors Limited Partnership ("Justice" or the "Partnership"). As of June 30, 2024, approximately 75.7% of the outstanding common stock of Portsmouth was owned by The InterGroup Corporation ("InterGroup"), a public company (NASDAQ: INTG). As of June 30, 2024, the Company's Chairman of the Board and Chief Executive Officer, John V. Winfield, owns approximately 2.5% of the outstanding common shares of the Company. Mr. Winfield also serves as the President, Chairman of the Board and Chief Executive Officer of InterGroup and owns appr

View Full Filing

View this 10-K filing on SEC EDGAR