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): August 12, 2022
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 No.) | (I.R.S. Employer Identification No.) |
| 1603 LBJ Freeway, Suite 800 Dallas, Texas | 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<br>Act (17 CPR 230.425) |
|---|---|
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Securities Act (17<br>CFR 230.425) |
| --- | --- |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under<br>the Exchange Act (17 CPR 240.14d-2(b)) |
| --- | --- |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under<br>the Exchange Act (17 CPR 240.13e-4(c)) |
| --- | --- |
Securities registered pursuant to Section l 2(b) of the Act:
| Title of Each Class | Trading Symbol | Name of Each Exchange on which Registered |
|---|---|---|
| Common<br> Stock | IOR | NYSE American Exchange |
Indicate by check mark whether teh 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. ☐
Section 2 - Financial Information
Item 2.02. Results of Operations and FinancialCondition
On August 12, 2022, Income Opportunity Realty Investors, Inc. (“IOT” or the “Company”) announced its operational results for the quarter ended June 30, 2022. 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 No. | Description |
|---|---|
| 99.1* | Press release dated August 12, 2022 |
___________________
* 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 OPPORTUNITY
REALTY INVESTORS, INC.
| Dated:<br> August 12, 2022 | By: | /s/ <br> ERIK L. JOHNSON |
|---|---|---|
| Erik L. Johnson | ||
| Executive Vice President and Chief Financial Officer | ||
| (Principal Executive and Financial Officer) |
Income Opportunity Realty Investors, Inc. 8-K
Exhibit 99.1
| NEWS RELEASE | Contact: |
|---|---|
| FOR IMMEDIATE RELEASE | Income Opportunity Realty Investors, Inc. Investor Relations<br><br> <br>Erik Johnson (469) 522-4200<br><br> <br>investor.relations@incomeopp-realty.com |
Income Opportunity Realty Investors, Inc. reports Earnings for QuarterEnded June 30, 2022
DALLAS (August 12, 2022) -- Income Opportunity Realty Investors, Inc. (NYSE American:IOR) is reporting its results of operations for the quarter ended June 30, 2022. For the three months ended June 30, 2022 and 2021, we reported net income attributable to common shares of $0.8 million or $0.20 per diluted share.
About Income 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.
CONSOLIDATED STATEMENTSOF OPERATIONS
(Dollars in thousands, except per share amounts)(Unaudited)
| **** | Three Months Ended June 30, | Six Months Ended June 30, | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| **** | 2022 | 2021 | 2022 | 2021 | ||||||||
| Revenues: | ||||||||||||
| Other income | — | — | — | — | ||||||||
| Expenses: | ||||||||||||
| General and administrative | 68 | 100 | 260 | 288 | ||||||||
| Advisory fee to related party | 273 | 256 | 541 | 592 | ||||||||
| Total operating expenses | 341 | 356 | 801 | 880 | ||||||||
| Net operating loss | (341 | ) | (356 | ) | (801 | ) | (880 | ) | ||||
| Interest income from related parties | 1,433 | 1,231 | 2,685 | 2,449 | ||||||||
| Other income | — | 162 | — | 1,179 | ||||||||
| Income tax provision | (244 | ) | (218 | ) | (410 | ) | (577 | ) | ||||
| Net income applicable to common shares | 848 | 819 | 1,474 | 2,171 | ||||||||
| Earnings per share | ||||||||||||
| Basic and diluted | $ | 0.20 | $ | 0.20 | $ | 0.35 | $ | 0.52 | ||||
| Weighted average common shares used in <br><br>computing earnings per share | ||||||||||||
| Basic and diluted | 4,168,414 | 4,168,414 | 4,168,414 | 4,168,414 |