8-K
New Concept Energy, Inc. (GBR)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the Securities Exchange Act
Date of Report (Date of earliest event reported): March22, 2022
NEW
CONCEPT ENERGY, INC.
(Exact Name of Registrant as Specified in its Charter)
| Nevada | 000-08187 | 75-2399477 |
|---|---|---|
| (State or other jurisdiction of incorporation) | (Commission File No.) | (I.R.S. Employer Identification No.) |
| 1603 LBJ Freeway, Suite 300<br><br> <br>Dallas, Texas | ****<br><br> <br>75234 | |
| (Address of principal executive offices) | (Zip Code) |
Registrant's
telephone number, including area code 972-407-8400
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the Registrant under any of the following provisions:
| [] | Written communications pursuant to Rule 425 under the Securities Act (17<br>CFR 230.425) |
|---|---|
| [] | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR<br>240.14a-12) |
| --- | --- |
| [] | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange<br>Act (17 CFR 240.14d-2(b)) |
| --- | --- |
| [] | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange<br>Act (17 CFR 240.13e-4(c)) |
| --- | --- |
Securities registered pursuant to Section 12(b) of the Act:
| ****<br><br> <br>Title of Each Class | ****<br><br> <br>Trading<br><br> <br>Symbol | <br><br> <br><br><br> <br>Name of Each Exchange on which Registered |
|---|---|---|
| ****<br><br> <br>Common Stock, par value $0.01 | GBR | NYSE American |
Indicate by check mark whether the Registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company []
If an emerging growth company, indicate by check mark if the Registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
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Section 2 – Financial Information
Item 2.02. Results of Operations and Financial Condition
On March 22, 2022, New Concept Energy, Inc. (“GBR” or the “Company”) announced its operational results for the quarter ended December 31, 2021. A copy of the announcement is attached as Exhibit “99.1.”
The information furnished pursuant to Item 2.02 in this Form 8-K, including Exhibit “99.1” attached hereto, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that Section, unless we specifically incorporate it by reference in a document filed under the Securities Act of 1933 or the Securities Exchange Act of 1934. We undertake no duty or obligation to publicly update or revise the information furnished pursuant to Item 2.02 of this Current Report on Form 8-K.
Section 9 – Financial Statements and Exhibits
Item 9.01. Financial Statements and Exhibits
(d) Exhibits.
The following exhibit is furnished with this Report:
| Exhibit<br><br> <br>Designation | Description of Exhibit |
|---|---|
| 99.1* | Press Release, dated March 22, 2022 |
_________________________
* Furnished herewith
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Current Report on Form 8-K to be signed on its behalf by the undersigned, hereunto duly authorized.
Dated: March 24, 2022
| NEW CONCEPT ENERGY, INC. | |
|---|---|
| By: | /s/ Gene S. Bertcher |
| Gene<br>S. Bertcher | |
| Chairman of the Board, President, | |
| Chief Executive Officer and Chief | |
| Financial Officer |
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Exhibit "99.1"
| NEWS RELEASE<br><br> <br><br><br> <br>FOR IMMEDIATE RELEASE | Contact:<br><br> <br><br><br> <br>New Concept Energy Inc.<br><br> <br>Investor Relations<br><br> <br>Gene Bertcher, (800) 400-6407<br><br> <br>info@newconceptenergy.com |
|---|
New
Concept Energy, Inc. Reports Fourth Quarter and Full Year 2021 Results
Dallas (March 22, 2022) New Concept Energy, Inc. (NYSE American: GBR), (the “Company” or “NCE”) a Dallas-based company, today reported Results of Operations for the fourth quarter and the full year ended December 31, 2021.
During the three months ended December 31, 2021 the Company reported a net loss from continuing operations of $49,000 compared to a net loss from continuing operations of $32,000 for the same period ended December 31, 2020.
For the full year ended December 31, 2021 the Company reported net income of $70,000 compared to a net loss from continuing operations of $52,000 for the same period ended December 31, 2020. In August 2020, the Company sold its oil and gas operation and recorded a gain of $1,968,000 which has been reflected as discontinued operations.
Fiscal2021 as compared to 2020
*Revenues:*Total revenues from rent for the leased property was $101,000 in 2021 and 2020.
OperatingExpenses: Operating expenses for the real estate property was $77,000 in 2021 and $72,000 in 2020. General and administrative expenses were $360,000 in 2021 and $396,000 in 2020.
InterestIncome: Interest Income was $220,000 in 2021 as compared to $242,000 in 2020. The decrease was due to the reduction in the principal balance outstanding due to payments received.
OtherIncome: Other income was $191,000 in 2021 which is an income tax refund for prior years of $91,000 and $100,000 from the sale of a receivable that had been fully reserved in prior years. Other income was $85,000 in 2020 which is principally an income tax refund for prior years.
DiscontinuedOperations: During the first nine months of 2020 the Company recorded a net loss from its oil and gas operations of $170,000. In August 2020, the Company sold the oil and gas operation and recorded a gain of $2,138,000.
AboutNew Concept Energy, Inc.
New Concept Energy, Inc. is a Dallas-based company which owns 190 acres of land located in Parkersburg, West Virginia. Located on the land are four structures totaling approximately 53,000 square feet. For more information, visit the Company’s website at www.newconceptenergy.com.
Contact:
New Concept Energy, Inc.
Gene Bertcher, (800) 400-6407
info@newconceptenergy.com
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| --- | | NEW CONCEPT ENERGY, INC. AND SUBSIDIARIES | | | | | --- | --- | --- | --- | | CONSOLIDATED BALANCE SHEETS | | | | | (amounts in thousands) | | | | | | | | | | | | 2020 | | | Assets | | | | | Current assets | | | | | Cash and cash equivalents | 252 | $ | 27 | | Current portion note receivable (including 3,560 and 3,631 in 2021 and 2020 from related parties) | 3,560 | | 3,683 | | Other current assets | — | | 92 | | Total current assets | 3,812 | | 3,802 | | Property and equipment, net of depreciation | | | | | Land, buildings and equipment | 643 | | 656 | | Note Receivable | — | | 153 | | Total assets | 4,455 | $ | 4,611 | | The accompanying notes are an integral part of these consolidated financial statements. | | | |
All values are in US Dollars.
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| --- | | NEW CONCEPT ENERGY, INC. AND SUBSIDIARIES | | | | | | | --- | --- | --- | --- | --- | --- | | CONSOLIDATED BALANCE SHEETS - CONTINUED | | | | | | | (amounts in thousands, except share amounts) | | | | | | | | | | | | | | | | | 2020 | | | | Liabilities and stockholders' equity | | | | | | | Current liabilities | | | | | | | Accounts payable - trade (including 3 and<br> 55 in 2021 and 2020 due to related parties) | 28 | | $ | 80 | | | Accrued expenses | 32 | | | 32 | | | Current portion of long term debt | — | | | 52 | | | Total current liabilities | 60 | | | 164 | | | Long-term debt | | | | | | | Notes payable less current portion | — | | | 122 | | | Liabilities of assets held for sale | — | | | — | | | Total liabilities | 60 | | | 286 | | | Stockholders' equity | | | | | | | Series B convertible preferred stock, 10 par value, liquidation value of 100 authorized 100 shares, issued and outstanding one share | 1 | | | 1 | | | Common stock, .01 par value; authorized, 100,000,000 shares; issued and outstanding, 5,131,934 shares at December 31, 2021 and 2020 | 51 | | | 51 | | | Additional paid-in capital | 63,579 | | | 63,579 | | | Accumulated deficit | (59,236 | ) | | (59,306 | ) | | Total stockholders’ equity | 4,395 | | | 4,325 | | | Total liabilities & stockholders' equity | 4,455 | | $ | 4,611 | | | The accompanying notes are an integral part of these consolidated financial statements. | | | | | |
All values are in US Dollars.
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| --- | | NEW CONCEPT ENERGY, INC. AND SUBSIDIARIES | | | | | | | | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | | CONSOLIDATED STATEMENTS OF OPERATIONS | | | | | | | | | | (amounts in thousands, except per share data) | | | | | | | | | | | | | | | | | | | | | | | 2020 | | | 2019 | | | | Revenue | | | | | | | | | | Rent | 101 | | $ | 101 | | $ | 98 | | | Total Revenues | 101 | | | 101 | | | 98 | | | Operating expenses | | | | | | | | | | Operating Expenses | 77 | | | 72 | | | 61 | | | Corporate general and administrative | 360 | | | 396 | | | 418 | | | Total Operating Expenses | 437 | | | 468 | | | 479 | | | Operating loss | (336 | ) | | (367 | ) | | (381 | ) | | Other income (expense) | | | | | | | | | | Interest income (including 212 and 226 for the year ended 2021 and 2020 from related parties) | 220 | | | 242 | | | 257 | | | Interest expense | (5 | ) | | (12 | ) | | (15 | ) | | Other income (expense), net | 191 | | | 85 | | | 199 | | | | 406 | | | 315 | | | 441 | | | Net income (loss) from continuing operations | 70 | | | (52 | ) | | 60 | | | Net income (loss) from discontinued operations | | | | | | | | | | Gain (loss) from discontinued operations | — | | | (170 | ) | | (2,412 | ) | | Gain from Disposal of oil and gas operations | — | | | 2,138 | | | — | | | | — | | | 1,968 | | | (2,412 | ) | | Net income (loss) applicable to common shares | 70 | | $ | 1,916 | | $ | (2,352 | ) | | Net income (loss) per common share-basic and diluted | 0.01 | | $ | 0.37 | | $ | (0.46 | ) | | Weighted average common and equivalent shares outstanding - basic | 5,132 | | | 5,132 | | | 5,132 | | | The accompanying notes are an integral part of these consolidated financial statements. | | | | | | | | |
All values are in US Dollars.