HG Holdings, Inc. Files 2023 Annual Report on Form 10-K

TL;DR

<b>HG Holdings, Inc. filed its 2023 10-K, detailing its financial performance and business operations.</b>

AI Summary

HG Holdings, Inc. (STLY) filed a Annual Report (10-K) with the SEC on March 28, 2024. HG Holdings, Inc. reported its 2023 fiscal year-end results on March 28, 2024. The company's business address is 2115 E. 7th Street, Suite 101, Charlotte, NC 28211. HG Holdings, Inc. was formerly known as STANLEY FURNITURE CO INC. The company has a controlling financial interest in Omega National Title of Florida, LLC and Omega National Title of Pensacola, LLC. Investments in shares of HC Series B Stock are reported with a basis of $10.25 million.

Why It Matters

For investors and stakeholders tracking HG Holdings, Inc., this filing contains several important signals. The filing provides a comprehensive overview of the company's financial health and strategic positioning for the past fiscal year. Understanding the company's structure, including its subsidiaries and investments, is crucial for assessing its overall value and future prospects.

Risk Assessment

Risk Level: medium — HG Holdings, Inc. shows moderate risk based on this filing. The company's financial statements exclude certain investments, such as those in limited partnerships carried at NAV, which could impact a full understanding of its asset base.

Analyst Insight

Review the detailed financial statements and risk factors in the 10-K to understand HG Holdings, Inc.'s current financial standing and potential risks.

Key Numbers

• 20231231 — Fiscal Year End (CONFORMED PERIOD OF REPORT)
• 20240328 — Filing Date (FILED AS OF DATE)
• 35,000,000 — Investment Basis (HC Series B Stock)
• 10.25 — Million USD (Basis of HC Series B Stock)
• 51% — Ownership Interest (Omega National Title of Florida, LLC and Omega National Title of Pensacola, LLC)

Key Players & Entities

• HG Holdings, Inc. (company) — FILER
• STANLEY FURNITURE CO INC (company) — FORMER COMPANY
• Omega National Title of Florida, LLC (company) — subsidiary
• Omega National Title of Pensacola, LLC (company) — subsidiary
• Omega National Title Agency, LLC (company) — consolidated subsidiary
• HC Series B Stock (company) — investment
• HC Realty (company) — REIT
• Standard & Poor's Rating Services (company) — rating service

FAQ

Risk Factors

• Valuation of Investments [medium — financial]: The carrying value of certain investments, like those in limited partnerships, may not equal their value on the Consolidated Balance Sheets as they exclude investments carried at Net Asset Value (NAV) as a practical expedient.
• Investment in HC Series B Stock [medium — financial]: Losses from investments in HC Series B Stock are included in 'Net loss from investments related parties' and are not reported net of taxes as HC Realty is a REIT.
• Held-to-Maturity Portfolio [low — financial]: The held-to-maturity investment portfolio is reported at amortized cost, net of valuation allowance, with all securities rated AA+ by S&P.
• Consolidation of Subsidiaries [low — operational]: The company consolidated the results of Omega National Title of Florida, LLC and Omega National Title of Pensacola, LLC, in which it owns 51% of membership interests.

Glossary

NAV

Net Asset Value (Used as a practical expedient for valuing certain investments, impacting how they are reported on the balance sheet.)

Key Financial Figures

• $200,000 — from April 1, 2023 at a monthly fee of $200,000, and was renewed effective October 1, 2
• $50,000 — from April 1, 2023 at a monthly fee of $50,000. Effective June 30, 2022, the Company,

Filing Documents

• stly20231231_10k.htm (10-K) — 1544KB
• ex_634123.htm (EX-4.1) — 18KB
• ex_586910.htm (EX-21.1) — 8KB
• ex_586912.htm (EX-31.1) — 14KB
• ex_586913.htm (EX-31.2) — 14KB
• ex_586914.htm (EX-32.1) — 6KB
• ex_586915.htm (EX-32.2) — 6KB
• 0001437749-24-009811.txt (&nbsp;) — 8209KB
• stly-20231231.xsd (EX-101.SCH) — 74KB
• stly-20231231_cal.xml (EX-101.CAL) — 90KB
• stly-20231231_def.xml (EX-101.DEF) — 484KB
• stly-20231231_lab.xml (EX-101.LAB) — 438KB
• stly-20231231_pre.xml (EX-101.PRE) — 523KB
• stly20231231_10k_htm.xml (XML) — 1336KB

Business

Business 3 Item 1A

Risk Factors

Risk Factors 9 Item 1B Unresolved Staff Comments 18 Item 1C Cybersecurity 18 Item 2

Properties

Properties 19 Item 3

Legal Proceedings

Legal Proceedings 19 Item 4 Mine Safety Disclosures 19 Part II Item 5 Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities 20 Item 6 [Reserved] 21 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 21 Item 7A

Quantitative and Qualitative Disclosures About Market Risk

Quantitative and Qualitative Disclosures About Market Risk 27 Item 8

Financial Statements and Supplementary Data

Financial Statements and Supplementary Data 27 Item 9 Changes in and Disagreements with Accountants on Accounting and Financial Disclosure 27 Item 9A

Controls and Procedures

Controls and Procedures 27 Item 9B Other Information 28 Item 9C Disclosure Regarding Foreign Jurisdictions that Prevent Inspections 28 Part III Item 10 Directors, Executive Officers and Corporate Governance 29 Item 11

Executive Compensation

Executive Compensation 31 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 33 Item 13 Certain Relationships and Related Transactions, and Director Independence 34 Item 14 Principal Accountant Fees and Services 35 Part IV Item 15 Exhibit and Financial Statement Schedules 36 Item 16 Form 10-K Summary 37

Signatures

Signatures 38 Index to Consolidated Financial Statements F-1 2 Table of Contents PART I

Business

Item 1. Business General HG Holdings, Inc. (together with its consolidated subsidiaries, the "Company," "we," "us," "our," "it," and "its") operates through its wholly owned subsidiaries, National Consumer Title Insurance Company ("NCTIC"), National Consumer Title Group, LLC ("NCTG"), Title Agency Ventures, LLC ("TAV"), HG Managing Agency, LLC ("HGMA"), Omega National Title Agency, LLC ("ONTA" or "Omega"), Omega National Title of Florida, LLC ("ONF") and Omega National Title of Pensacola, LLC ("ONP"), and through an affiliated investment in HC Government Realty Trust, Inc., a Maryland corporation ("HC Realty"). The Company engages in the business of providing title insurance through its subsidiary, NCTIC, and providing title agency services through its subsidiaries, NCTG, TAV, ONTA, ONF and ONP. Through NCTIC, the Company underwrites land title insurance for owners and mortgagees as the primary insurer. The Company mainly provides title insurance services in the state of Florida. The title insurance segment provides title insurance, closing and/or escrow services and similar or related services in connection with residential and commercial real estate transactions. The substantial majority of our business is dependent upon activity in the real estate and mortgage markets, which are cyclical and seasonal. Our strategy is to profitably grow our core title insurance and settlement services business through a focus on continued improvement of our customers' experiences with our products and services. Our growth strategy also includes potential acquisitions to expand our market share, geographic footprint, and enhance our data or technological capabilities. We remain committed to efficiently managing our business to market conditions throughout business cycles and to deploying our capital to maximize stockholder returns. The Company is also engaged in real estate related activities through its equity investments in HC Realty, reinsurance business and management s

Forward-Looking Statements

Forward-Looking Statements Certain statements made in this Annual Report on Form 10-K are not based on historical facts but are forward-looking statements within the meaning of applicable securities laws. We intend for all such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in Section 27A of the Securities Act of 1933, as amended (the "Securities Act"), Section 21E of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and other applicable law. These statements can be identified by the use of forward-looking terminology such as "believes," "estimates," "expects," "may," "will," "should," "could," "would," "intends," or "anticipates," or the negative thereof or other variations thereon or comparable terminology, or by discussions of strategy. These statements reflect our reasonable judgment with respect to future events, are not guarantees of future performance, and are subject to risks and uncertai

View Full Filing

View this 10-K filing on SEC EDGAR