10-K/A: Kennedy-Wilson Holdings Amends 2024 Annual Report to Include Vintage Housing Holdings Financials

Kennedy-Wilson Holdings files an amendment to its 2024 annual report to include the financial statements of Vintage Housing Holdings, LLC, as required by SEC regulations.

Summary

• Kennedy-Wilson Holdings, Inc. is filing an amendment to its Annual Report on Form 10-K for the fiscal year ended December 31, 2024.
• The amendment includes separate financial statements of Vintage Housing Holdings, LLC as required by Rule 3-09 of Regulation S-X.
• The original report was filed with the SEC on February 28, 2025.
• This amendment does not affect any other parts of the original report, and those unaffected parts are not included in this amendment.
• The amendment continues to speak as of the date of the original report, and the company has not updated the disclosure to reflect events that have occurred since the filing of the original report.
• The company's common stock outstanding as of February 20, 2025, was 138,007,902 shares.
• The aggregate market value of the registrant's common stock held by non-affiliates was approximately $1,089,943,238 based on the last sale at the close of business on June 30, 2024.
• Part III of the report incorporates certain information by reference from the registrant's definitive proxy statement for the annual meeting of stockholders to be held on or around June 5, 2025.
• Vintage Housing Holdings, LLC's consolidated financial statements include balance sheets as of December 31, 2024 and 2023, and statements of operations, changes in members' deficit, and cash flows for the three years ended December 31, 2024.
• Vintage Housing Holdings, LLC had total assets of $209,021,310 as of December 31, 2024, and total liabilities of $246,768,938.
• Vintage Housing Holdings, LLC reported a net loss of $8,028,976 for the year ended December 31, 2024.
• CohnReznick LLP issued an independent auditor's report on the consolidated financial statements of Vintage Housing Holdings, LLC.

Sentiment

Score: 4

Explanation: The sentiment is neutral to slightly negative due to the net loss reported by Vintage Housing Holdings, LLC, although the amendment itself is a procedural matter.

Positives

• The inclusion of Vintage Housing Holdings, LLC's financial statements provides more transparency to investors.
• The independent auditor's report from CohnReznick LLP provides assurance on the fairness of Vintage Housing Holdings, LLC's financial statements.

Negatives

• Vintage Housing Holdings, LLC reported a net loss of $8,028,976 for the year ended December 31, 2024.
• Vintage Housing Holdings, LLC's total liabilities exceed its total assets as of December 31, 2024.

Risks

• Failure to maintain compliance with Section 42 could result in recapture of previously taken tax credits plus interest.
• The guarantees made by the Company represent a concentration of credit risk.
• Adverse conditions in the affordable multifamily properties sector or geographic location would likely result in a material decline in the value of the Company's investment.

Industry Context

The document provides insight into the financial performance of Vintage Housing Holdings, LLC, an affordable multifamily real estate company, which is relevant to understanding the broader affordable housing market and Kennedy-Wilson's involvement in this sector.

Comparison to Industry Standards

• It is difficult to compare Vintage Housing Holdings, LLC directly to industry standards without knowing the specific sub-segment of affordable housing they operate in (e.g., tax credit properties, Section 8 housing).
• However, general benchmarks for multifamily real estate include occupancy rates, net operating income (NOI), and debt service coverage ratios.
• Comparing Vintage Housing Holdings, LLC's performance on these metrics to similar companies or industry averages would provide a better understanding of their relative performance.
• Some comparable companies in the multifamily real estate sector include Apartment Income REIT (AIRC), AvalonBay Communities (AVB), and Equity Residential (EQR), although these companies may not focus specifically on affordable housing.

Related Party Transactions

• The Company received fees of $4,290,699, $4,351,831 and $3,801,153 for the years ended December 31, 2024, 2023 and 2022, respectively.
• During the years ended December 31, 2024, 2023 and 2022, the Company earned $2,735,745, $1,188,760 and $1,131,624.
• During the years ended December 31, 2024, 2023 and 2022, the Company had asset management fees of $4,309,745, $3,948,416, and $3,424,488, respectively.
• As of December 31, 2024 and 2023 the Company owes KW $7,038,796 and $5,243,067 and owes Sierra and its affiliates $4,341,848 and $7,384,238 as of December 31, 2024 and 2023, respectively.
• As of December 31, 2024 and 2023 the Company had a receivable of $2,469,205 and $4,006,135, respectively from affiliates.
• All of the guarantees made are with related party entities.

Stakeholder Impact

• The inclusion of Vintage Housing Holdings, LLC's financial statements provides more information for shareholders to assess the company's performance.
• The financial performance of Vintage Housing Holdings, LLC could impact the overall financial results of Kennedy-Wilson Holdings, Inc.

Next Steps

• The registrant's definitive proxy statement for the annual meeting of stockholders to be held on or around June 5, 2025, will be filed no later than 120 days after the close of the registrant's fiscal year ended December 31, 2024.

Key Dates

Keywords

financial statements, Vintage Housing Holdings, Kennedy-Wilson Holdings, amendment, Form 10-K, SEC, real estate, affordable housing