8-K
New Concept Energy, Inc. (GBR)
UNITED STATES
SECURITIES AND
EXCHANGE COMMISSION
Washington, D.C.20549
FORM 8-K
CURRENTREPORT
Pursuantto Section 13 or 15(d) of the Securities Exchange Act
| Date of Report (Date of earliest event reported): | April 1, 2024 | |
|---|---|---|
| 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 800<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<br>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<br>the Securities Act (17 CFR 230.425) |
|---|---|
| ¨ | Soliciting material pursuant to Rule 14a-12 under<br>the Exchange Act (17 CFR 240.14a-12) |
| --- | --- |
| ¨ | Pre-commencement communications pursuant to Rule<br>14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| --- | --- |
| ¨ | Pre-commencement communications pursuant to Rule<br>13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
| --- | --- |
Securities registered pursuant to Section 12(b) of the Act:
| ****<br><br> <br>Title of Each Class | Trading<br><br> <br>Symbol | ****<br><br> <br>Name of Each Exchange on which Registered |
|---|---|---|
| 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.¨
Section 2 – Financial Information
Item 2.02. Results of Operations and Financial Condition
On April 1, 2024, New Concept Energy, Inc. (“GBR” or the “Company”) announced its operational results for the fiscal year ended December 31, 2023. 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 andExhibits
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 April 1, 2024 |
_________________________
* Furnished herewith
| 2 |
| --- |
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: April 1, 2024
| NEW CONCEPT ENERGY, INC. | |
|---|---|
| By: | /s/Gene<br> S. Bertcher |
| Gene S. Bertcher, President and Chief<br><br>Financial Officer |
3
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>Gene Bertcher<br><br> <br>(800) 400-6407<br><br> <br>info@newconceptenergy.com |
|---|
New Concept Energy, Inc. Reports Fourth Quarterand Full Year 2023 Results
Dallas (April 1, 2024) 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, 2023.
During the three months ended December 31,2023 the Company reported a net loss of $39,000 compared to net income of $11,000 for the same period ended December 31, 2022.
For the full year ended December 31, 2023 the Company reported a net loss of $21,000 compared to net income of $181,000 for the same period ended December 31, 2022.
Fiscal 2023 as compared to 2022
Revenues: Revenues from rent for the leased property was $101,000 in 2023 and 2022. Revenues from managing the oil and gas operations for a third party was $51,000 and $111,000 in 2023 and 2022. The management agreement has the Company receiving a management fee of 10% of oil and gas revenue. The decrease in management fees is due to a decrease in the revenue due to a decline in oil and gas prices.
Operating Expenses: Operating expenses for the real estate property was $57,000 in 2023 and 2022. General and administrative expenses were $338,000 in 2023 and $317,000 in 2022.
Interest Income: Interest Income was $222,000 in 2023 and $212,000 in 2022.
Other Income: Other income was $131,000 in 2022. Included in other income for 2022 is $63,000 which represents the collection of an investment that had previously been fully reserved and a gain of $68,000 from the sale of equipment.
About New Concept Energy, Inc.
New Concept Energy, Inc. is a Dallas-based company which owns 191 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
NEW CONCEPT ENERGY, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(amounts in thousands)
| At December<br> 31, | ||||
|---|---|---|---|---|
| 2023 | 2022 | |||
| Assets | ||||
| Current assets | ||||
| Cash and cash equivalents | $ | 447 | $ | 436 |
| Other current assets | 12 | 30 | ||
| Total current assets | 459 | 466 | ||
| Property and equipment, net | ||||
| Land, buildings and equipment | 629 | 631 | ||
| Note Receivable - related party | 3,542 | 3,542 | ||
| Total assets | $ | 4,630 | $ | 4,639 |
NEW CONCEPT ENERGY, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS - CONTINUED
(amounts in thousands, except share amounts)
| 2022 | |||||
| Liabilities and stockholders' equity | |||||
| Current liabilities | |||||
| Accounts payable - trade (including 8 in 2023 and 2022 due to related parties) | 36 | $ | 23 | ||
| Accrued expenses | 39 | 40 | |||
| Total current liabilities | 75 | 63 | |||
| Stockholders' equity | |||||
| Series B convertible preferred stock, 10 par value, liquidation value | |||||
| of 100,<br> authorized 100,000<br> shares, issued and outstanding one 1 share | 1 | 1 | |||
| Common stock, .01 par value; authorized 100,000,000 | |||||
| shares; issued and outstanding, 5,131,934 shares | |||||
| at December 31, 2023 and 2022 | 51 | 51 | |||
| Additional paid-in capital | 63,579 | 63,579 | |||
| Accumulated deficit | (59,076 | ) | (59,055 | ) | |
| 4,555 | 4,576 | ||||
| Total liabilities & stockholders' equity | 4,630 | $ | 4,639 |
All values are in US Dollars.
NEW CONCEPT ENERGY, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(amounts in thousands, except pershare data)
| Year Ended December 31, | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| 2023 | 2022 | 2021 | |||||||
| Revenue | |||||||||
| Rent | $ | 101 | $ | 101 | $ | 101 | |||
| Management Fee | 51 | 111 | - | ||||||
| 152 | 212 | 101 | |||||||
| Operating Expenses | |||||||||
| Operating Expenses | 57 | 57 | 77 | ||||||
| Corporate general and administrative | 338 | 317 | 360 | ||||||
| Total Operating Expenses | 395 | 374 | 437 | ||||||
| Operating loss | (243 | ) | (162 | ) | (336 | ) | |||
| Other Income (Expense) | |||||||||
| Interest income from a related party | 213 | 212 | 212 | ||||||
| Interest income | 9 | - | 8 | ||||||
| Interest expense | - | - | (5 | ) | |||||
| Other income | - | 131 | 191 | ||||||
| Total Other income (Expense) | 222 | 343 | 406 | ||||||
| Net income (loss) applicable to common shares | $ | (21 | ) | $ | 181 | $ | 70 | ||
| Net income (loss) per common share-basic and diluted | $ | (0.01 | ) | $ | 0.04 | $ | 0.01 | ||
| Weighted average common and equivalent shares outstanding - basic and diluted | 5,132 | 5,132 | 5,132 |