8-K
INCOME OPPORTUNITY REALTY INVESTORS INC /TX/ (IOR)
UNITEDSTATES
SECURITIESAND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM 8-K
Current Report
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) May
11, 2023
Income Opportunity Realty Investors, Inc.
(Exact name of registrant as specified in its charter)
| Nevada | 001-14784 | 75-2615944 |
|---|---|---|
| (State or other jurisdiction of <br><br>Incorporation or organization) | (Commission File Number) | (IRS Employer Identification Number) |
| 1603 LBJ Freeway, Suite 800 Dallas, TX | 75234 | |
| --- | --- | |
| (Address of principal executive offices) | (Zip Code) |
(469) 522-4200
Registrant's Telephone Number, including area code
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 CFR 230.425) |
|---|---|
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Securities Act (17 CFR 230.425) |
| --- | --- |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Securities Act (17 CFR 240.14d-2(b)) |
| --- | --- |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Securities Act (17 CFR 240.413e-4(c)) |
| --- | --- |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
|---|---|---|
| Common Stock | IOR | NYSE American Exchange |
Indicate by check mark whether the Registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 ((17 CFR 230.405 of or Rule 12b-2 of the Securities Act of 1934 (17 CFR 230.405):
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. ☐
Section2 – Financial Information
Item2.02. Results of Operations and Financial Condition
On May 11, 2023, Income Opportunity Realty Investors, Inc. (“IOR” or the “Company”) announced its operational results for the quarter ended March 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.
Section9 – Financial Statements and Exhibits
Item9.01. Financial Statements and Exhibits
(d) Exhibits.
The following exhibit is furnished with this Report:
| Exhibit No. | Description |
|---|---|
| 99.1* | Press<br> release dated May 11,<br> 2023 |
_________________________
* Furnished herewith
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| INCOME<br> OPPORTUNITY REALTY INVESTORS, INC. | ||
|---|---|---|
| Dated:<br> May 11, 2023 | By: | /s/ <br> ERIK L. JOHNSON |
| Erik<br> L. Johnson | ||
| Executive<br> Vice President and Chief Financial Officer | ||
| (Principal<br> Executive and Financial Officer) |
Income Opportunity Realty Investors, Inc. 8-K
Exhibit99.1
| NEWS RELEASE<br><br> <br><br><br> <br>FOR IMMEDIATE RELEASE<br><br> <br> | <br><br> <br><br><br> <br>Contact:<br><br> <br>Income Opportunity Realty Investors, Inc.<br><br> <br>Investor Relations Erik Johnson (469) 522-4200 investor.relations@incomeopp-invest.com<br><br> <br>**** |
|---|
IncomeOpportunity Realty Investors, Inc. reports Earnings for Quarter Ended March 31, 2023
DALLAS (May 11, 2023) -- Income Opportunity Realty Investors, Inc. (NYSE American:IOR) is reporting its results of operations for the quarter ended March 31, 2023. For the three months ended March 31, 2023, we reported net income attributable to common shares of $1.1 million or $0.25 per diluted share compared to a net income of $0.6 million or $0.15 per share for the same period in 2022. Our increase in net income is attributable to an increase in interest income due to an increase in interest rates in 2023.
AboutIncome Opportunity Realty Investors, Inc.
Income Opportunity Realty Investors, Inc., a Dallas-based real estate investment company, currently holds a portfolio of notes receivable. The Company invests in real estate through direct equity ownership and partnerships. For more information, visit the Company’s website at www.incomeopp-realty.com.
Income Opportunity Realty Investors, Inc.
Investor Relations
Erik Johnson (469) 522-4200
Investor.relations@incomeopp-invest.com
INCOMEOPPORTUNITY REALTY INVESTORS, INC.
CONSOLIDATEDSTATEMENTS OF OPERATIONS
(Dollarsin thousands, except per share amounts)
(Unaudited)
| Three<br> Months Ended <br><br> March 31, | ||||||
|---|---|---|---|---|---|---|
| 2023 | 2022 | |||||
| Revenues: | ||||||
| Other<br> Income | $ | — | $ | — | ||
| Expenses: | ||||||
| General<br> and administrative | 218 | 192 | ||||
| Advisory<br> fee to related party | 319 | 268 | ||||
| Total<br> operating expenses | 537 | 460 | ||||
| Net<br> operating loss | (537 | ) | (460 | ) | ||
| Interest income from related parties | 1,866 | 1,252 | ||||
| Income<br> tax provision | (279 | ) | (166 | ) | ||
| Net<br> income applicable to common shares | 1,050 | 626 | ||||
| Earnings per share | ||||||
| Basic<br> and diluted | $ | 0.25 | $ | 0.15 | ||
| Weighted average common shares used in computing earnings per share | ||||||
| Basic<br> and diluted | 4,168,414 | 4,168,414 |