La Rosa (LRHC) - 2024 Q4 - Annual Report

Company Operations - As of March 31, 2025, the company has 2,769 licensed real estate brokers and sales associates across its corporate and franchised offices[29]. - The company operates 26 corporate real estate brokerage offices and 6 franchised offices in 7 states and Puerto Rico[28]. - The company has expanded its operations through 24 subsidiaries, focusing on residential real estate brokerage, coaching, franchising, and property management[62]. - The company operates in the U.S. residential real estate market, valued at $49.7 trillion at the end of 2024, reflecting a year-over-year gain of$ 2.5 trillion[64]. - As of March 31, 2025, the company provided property management services for approximately 650 properties across Florida, charging homeowners between 8% to 12% of the monthly rental[70]. - The company operates 26 corporate real estate brokerage offices and branches across Florida, California, Texas, Georgia, North Carolina, and Puerto Rico as of April 15, 2025[95]. - In January 2025, the company hired a leader for its commercial real estate division, expecting stronger growth in this segment in 2025 and beyond[71]. Financial Performance - The company incurred a net loss of $14,349,996 for the year ended December 31, 2024, compared to a net loss of$ 7,823,763 for the year ended December 31, 2023[134]. - The company recorded an impairment of $787,438 for the year ended December 31, 2024, related to goodwill and intangible assets[139]. - Brokerage revenue accounted for 82% of total revenue in 2024, up from 64% in 2023[97]. - Property management revenue decreased to 16% of total revenue in 2024, down from 31% in 2023[97]. - The company has not provided net positive cash flows for the year ended December 31, 2024, raising substantial doubt about its ability to continue as a going concern[134]. - The company plans to pay$ 418 million over approximately four years as part of a settlement related to broker commissions, effective mid-July 2024[119]. Acquisitions and Growth Strategy - The company completed its initial public offering (IPO) on October 12, 2023, and acquired majority ownership of several franchisees during the fiscal year ended December 31, 2023[35]. - In fiscal year 2024, the company acquired majority ownership of multiple entities, including La Rosa Realty Georgia LLC and La Rosa Realty California[38]. - The company plans to continue growing through acquisitions and is in discussions with several potential franchisees[37]. - The company is actively pursuing strategies to mitigate risks, focusing on expansion through acquisitions to achieve future profitability[136]. Technology and Innovation - The company launched its proprietary technology system, JAEME, in February 2023, aimed at enhancing agent efficiency and marketing[38]. - The company launched its proprietary technology system, JAEME, in October 2023, designed to support agents with personalized content to drive marketing and sales[88]. - The company charges agents a reasonable monthly fee for the use of its suite of technology tools, which includes cloud-based brokerage services and AI-integrated CRM software[90]. - The company aims to enhance agent efficiency and productivity by increasing the use of technology tools as the market slows[83]. Market Conditions - The residential real estate market is cyclical, with fluctuations influenced by mortgage interest rates and economic conditions[104]. - The company expects the housing market slowdown to persist throughout 2025 due to low home-buying affordability, which is near its lowest level in decades[152]. - The median existing-home sales price increased to $398,400 in February 2025, a 3.8% increase from February 2024[99]. - Total housing inventory at the end of February 2025 was 1.24 million units, up 5.1% from January and 17% from one year ago[99]. - Existing home sales in February 2025 were 4.26 million, a 4.2% increase from January but a 1.2% decrease from the prior year[99]. Competition and Industry Challenges - The company faces significant competition from over 360,000 residential real estate brokerage firms in the U.S.[101]. - The company competes against internet-based brokers emphasizing low prices and a do-it-yourself approach[107]. - The company faces intense competition for qualified agents and franchisees, which may hinder its growth strategies[160]. - The financial performance is directly affected by the operating results of franchisees and agents, over whom the company has no direct control[162]. - A prolonged depression in home sales could lead to a decrease in the number of earning agents, negatively impacting financial performance[152]. Regulatory and Compliance Issues - The residential real estate industry is highly regulated, requiring compliance with various federal, state, and local laws[113]. - The company is subject to various state real estate and brokerage licensing laws, which vary from state to state[122]. - The company must comply with various federal and state regulations governing real estate brokerage and franchising, which could impact operations if not adhered to[167]. - The company is subject to environmental laws and climate change risks, which could increase operational costs and liabilities, particularly in coastal areas[174]. Risks and Liabilities - The company is currently facing litigation risks, including a federal jury finding the NAR liable for$ 1.8 billion in damages related to antitrust violations[191]. - The company may be adversely affected by the Burnett Settlement, which involves a payment of $418 million over four years and changes to agent commission rules[192]. - The company is subject to risks associated with potential acquisitions, which may involve taking on debt and could disrupt business operations[194]. - Security breaches and operational failures could materially harm the company's reputation and financial condition[193]. - Cybersecurity incidents could disrupt business operations and result in the loss of critical information, adversely impacting reputation and customer trust[228]. Corporate Governance and Structure - The concentration of ownership by Mr. La Rosa, who controls approximately 50.5% of the voting power, may limit the influence of other investors on corporate decisions[181]. - The company is classified as a "controlled company," which allows it to qualify for exemptions from certain corporate governance requirements[180]. - The company has identified a material weakness in its internal controls over financial reporting, specifically a lack of segregation of duties, which may affect the reliability of its financial statements[219]. - The company has limited experience with the systems and controls necessary to operate as a public company, which may lead to difficulties in compliance and financial reporting[217]. Stock and Market Performance - As of April 7, 2025, the closing price of the company's Common Stock was$ 0.17, with a risk of delisting if the price falls to $0.10 or less for 10 consecutive trading days[201]. - The company has been granted an additional 180-day period until October 6, 2025, to regain compliance with Nasdaq's minimum bid price requirement[199]. - If the company fails to maintain compliance with Nasdaq's listing standards, it could face delisting, adversely impacting liquidity and market price[198]. - The market price for the company's Common Stock is expected to be highly volatile due to its small public float and minimal profits, leading to potential wide fluctuations in share price[203]. - The company is classified as an "emerging growth company," which may limit its attractiveness to investors and make capital raising more challenging[211].