Cohen & Co Inc. Files 2023 10-K

TL;DR

<b>Cohen & Co Inc. filed its 2023 10-K report on March 6, 2024, detailing its financial performance and business operations.</b>

AI Summary

Cohen & Co Inc. (COHN) filed a Annual Report (10-K) with the SEC on March 6, 2024. Cohen & Co Inc. reported its 2023 fiscal year-end results on March 6, 2024. The company's fiscal year ends on December 31st. Cohen & Co Inc. is incorporated in Maryland (MD). The company's business and mailing address is Cira Centre, 2929 Arch Street, 17th Floor, Philadelphia, PA 19104-2870. The company's SIC code is 6211 for Security Brokers, Dealers & Flotation Companies.

Why It Matters

For investors and stakeholders tracking Cohen & Co Inc., this filing contains several important signals. This filing provides a comprehensive overview of Cohen & Co Inc.'s financial health and strategic positioning for the fiscal year 2023, crucial for investors and stakeholders to assess performance and future outlook. Understanding the details within this 10-K is essential for evaluating the company's compliance, risk management, and operational efficiency within the financial services sector.

Risk Assessment

Risk Level: medium — Cohen & Co Inc. shows moderate risk based on this filing. The company's financial structure involves complex VIEs and junior subordinated notes with a significant discount, leading to a high yield to maturity (21.66%) which indicates elevated financial risk.

Analyst Insight

Investors should closely examine the company's management of its VIEs and the implications of the junior subordinated notes' discount and high yield to maturity on its financial stability.

Key Numbers

• 50,000,000 — Total Shares (As of 12/31/2023)
• 27,413,098 — Common Stock (As of 12/31/2023)
• 0.01 — Par Value (Common Stock)
• 100,000,000 — Authorized Shares (As of 12/31/2023)
• 1,893,747 — Preferred Stock (As of 12/31/2023)
• 367,491 — Additional Paid-in Capital (As of 12/31/2023)
• 21.66 — Yield to Maturity (Junior Subordinated Notes as of 12/31/2023)
• 49,614 — Junior Subordinated Notes Par Amount (Owed to trusts as of 12/31/2023)

Key Players & Entities

• Cohen & Co Inc. (company) — FILER
• 20231231 (date) — CONFORMED PERIOD OF REPORT
• 20240306 (date) — FILED AS OF DATE
• 0001270436 (company) — CENTRAL INDEX KEY
• 6211 (industry) — STANDARD INDUSTRIAL CLASSIFICATION
• MD (state) — STATE OF INCORPORATION
• 215-701-9555 (phone) — BUSINESS PHONE
• INSTITUTIONAL FINANCIAL MARKETS, INC. (company) — FORMER COMPANY

FAQ

Risk Factors

• Variable Interest Entities (VIEs) and Junior Subordinated Notes [high — financial]: The company has complex relationships with VIEs and holds junior subordinated notes with a significant discount, resulting in a high yield to maturity of 21.66%, indicating potential financial risk.
• Valuation of Investments [medium — financial]: The company uses Net Asset Value (NAV) as a practical expedient to measure the fair value of investments in the U.S. Insurance JV, SPAC Fund, and CREO JV, which may not fall within the standard valuation hierarchy.

Key Financial Figures

• $0.01 — ch registered Common Stock, par value $0.01 per share COHN NYSE AMERICAN STOCK
• $2.4 billion — December 31, 2023, we had approximately $2.4 billion of assets under management ("AUM") in p
• $865.3 million — De Funds and other managed accounts was $865.3 million as of December 31, 2023. U.S. Insuranc
• $3.0 million — May 2018, we committed to invest up to $3.0 million in a newly formed joint venture (the "U
• $166.7 m — 3, the NAV of the U.S. Insurance JV was $166.7 million, we had fulfilled our investment
• $3.1 million — in the U.S. Insurance JV was valued at $3.1 million. In addition, the insurance company deb

Filing Documents

• cohn20231231_10k.htm (10-K) — 5536KB
• ex_600279.htm (EX-4.8) — 20KB
• ex_600281.htm (EX-21.1) — 8KB
• ex_600282.htm (EX-23.1) — 3KB
• ex_600283.htm (EX-31.1) — 10KB
• ex_600284.htm (EX-31.2) — 10KB
• ex_600285.htm (EX-32.1) — 5KB
• ex_600286.htm (EX-32.2) — 6KB
• ex_633384.htm (EX-97.1) — 23KB
• 0001437749-24-006827.txt (&nbsp;) — 23736KB
• cohn-20231231.xsd (EX-101.SCH) — 172KB
• cohn-20231231_cal.xml (EX-101.CAL) — 111KB
• cohn-20231231_def.xml (EX-101.DEF) — 1056KB
• cohn-20231231_lab.xml (EX-101.LAB) — 779KB
• cohn-20231231_pre.xml (EX-101.PRE) — 1134KB
• cohn20231231_10k_htm.xml (XML) — 5327KB

Selected Financial Data

Selected Financial Data. 39 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. 40 Item 7A.

Quantitative and Qualitative Disclosures About Market Risk

Quantitative and Qualitative Disclosures About Market Risk. 80 Item 8.

Financial Statements and Supplementary Data

Financial Statements and Supplementary Data. 82 Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure. 82 Item 9A.

Controls and Procedures

Controls and Procedures. 82 Item 9B. Other Information. 83 Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections 83 PART III Item 10. Directors, Executive Officers and Corporate Governance. 84 Item 11.

Executive Compensation

Executive Compensation. 84 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. 84 Item 13. Certain Relationships and Related Transactions, and Director Independence. 84 Item 14. Principal Accounting Fees and Services. 84 PART IV Item 15. Exhibit and Financial Statement Schedules. 85 Item 16. Form 10-K Summary. 90 1 Table of Contents

Forward Looking Statements

Forward Looking Statements This Annual Report on Form 10-K contains "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended, or the Securities Act, and Section 21E of the Securities Exchange Act of 1934, as amended, or the Exchange Act. Forward-looking statements discuss matters that are not historical facts. Because they discuss future events or conditions, forward-looking statements may include words such as "anticipate," "believe," "estimate," "intend," "could," "should," "would," "may," "seek," "plan," "might," "will," "expect," "predict," "project," "forecast," "potential," "continue," negatives thereof or similar expressions. Forward-looking statements speak only as of the date they are made, are based on various underlying assumptions and current expectations about the future and are not guarantees. Such statements involve known and unknown risks, uncertainties and other factors that may cause our actual results, level of activity, performance or achievement to be materially different from the results of operations or plans expressed or implied by such forward-looking statements. These forward-looking statements are found at various places throughout this Annual Report on Form 10-K and include information concerning possible or assumed future results of our operations, including statements about the following subjects: integration of operations; business strategies; growth opportunities; competitive position; market outlook; expected financial position; expected results of operations; future cash flows; financing plans; plans and objectives of management; tax treatment of the business combinations; our investments in both SPACs and SPAC sponsor entities, including through our SPAC Series Funds; our role as asset manager and sponsor in our SPAC franchise; fair value of assets; and any other statements regarding future growth, future cash n

BUSINESS

ITEM 1. BUSINESS. INFORMATION REGARDING COHEN & COMPANY INC. Overview We are a Maryland corporation that incorporated on October 6, 2003. We are a financial services company specializing in an expanding range of capital markets and asset management services. Our business segments are Capital Markets, Asset Management, and Principal Investing. Our Capital Markets business segment consists of fixed income sales, trading, and gestation repo financing as well as new issue placements in corporate and securitized products and advisory services, operating primarily through our subsidiaries, JVB in the United States (the "U.S.") and CCFESA in Europe. A division of JVB, Cohen & Company Capital Markets ("CCM") is our full-service boutique investment bank that focuses on mergers and acquisitions ("M&A"), capital markets, and SPAC advisory. Our Asset Management business segment manages assets through investment vehicles, such as collateralized debt obligations ("CDOs"), managed accounts, joint ventures, and investment funds (collectively, "Investment Vehicles"). As of December 31, 2023, we had approximately $2.4 billion of assets under management ("AUM") in primarily fixed income assets in a variety of asset classes including U.S. and European bank and insurance trust preferred securities ("TruPS"), debt issued by small and medium sized European, U.S., and Bermudian insurance and reinsurance companies, equity interests of SPACs and their sponsor entities, and commercial real estate loans. Our Principal Investing business segment is comprised primarily of investments we hold related to our SPAC franchise and investments that we have made for the purpose of earning an investment return rather than investments made to support our trading or other capital markets business activity. Our Principal Investing segment also includes other investments that we have received as consideration for advisory services provided by our Capital Markets segment. Capital Markets Our Capital

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View this 10-K filing on SEC EDGAR