-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, DEcMFffYE2CcouY++K+cZWGkGV9ZMQjIzEiHAsenoCfFvdDqEDWsyE8UlsoinD/M xDQ54Lkr4UNYpeZlU8r4Sg== 0000950134-08-010584.txt : 20080603 0000950134-08-010584.hdr.sgml : 20080603 20080602215811 ACCESSION NUMBER: 0000950134-08-010584 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 4 CONFORMED PERIOD OF REPORT: 20080521 ITEM INFORMATION: Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20080603 DATE AS OF CHANGE: 20080602 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CabelTel International Corp CENTRAL INDEX KEY: 0000105744 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 752399477 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-08187 FILM NUMBER: 08875544 BUSINESS ADDRESS: STREET 1: 1755 WITTINGTON PLACE STREET 2: SUITE 340 CITY: DALLAS STATE: TX ZIP: 75234 BUSINESS PHONE: 9724078400 MAIL ADDRESS: STREET 1: 1755 WITTINGTON PLACE STREET 2: SUITE 340 CITY: DALLAS STATE: TX ZIP: 75234 FORMER COMPANY: FORMER CONFORMED NAME: GREENBRIAR CORP DATE OF NAME CHANGE: 19960514 FORMER COMPANY: FORMER CONFORMED NAME: MEDICAL RESOURCE COMPANIES OF AMERICA DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: WESPAC INVESTORS TRUST DATE OF NAME CHANGE: 19900605 8-K 1 d57372e8vk.htm FORM 8-K e8vk
 
 
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): May 21, 2008
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.)
     
1755 Wittington Place, Suite 340    
Dallas, Texas   75234
(Address of principal executive offices)   (Zip Code)
Registrant’s telephone number, including area code 972-407-8400
CabelTel International Corporation
 
(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:
o   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 

 


 

Section 5 — Corporate Governance and Management
Item 5.03   Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year
     (a) Effective May 21, 2008, a Certificate of Amendment to the Articles of Incorporation became effective which amended Article One of the Articles of Incorporation to read as follows:
“Article One
The name of the corporation is New Concept Energy, Inc.”
With such amendment, the Registrant effectively changed its name from CabelTel International Corporation to New Concept Energy, Inc.
     The Registrant’s change of name and proposed Certificate of Amendment to the Articles of Incorporation was the subject of a Schedule 14C Information Statement filed by the Registrant and distributed to stockholders on April 30, 2008.
     With the change of name of the Registrant to New Concept Energy, Inc., there is no change in the outstanding number of shares of capital stock or authorized capitalization of the Registrant. However, the CUSIP number of the Common Stock, par value $0.01 per share has changed to 643611-10-6. There is no need for stockholders to surrender stock certificates to obtain new certificates bearing the new name. As shares are transferred in the future, new certificates bearing the new name will be issued to stockholders upon transfer.
     The shares of Common Stock of New Concept Energy, Inc. remain listed and traded on the American Stock Exchange under the symbol “GBR.”
Section 9 — Financial Statements and Exhibits
Item 9.01.   Financial Statements and Exhibits
  (d)   Exhibits.
     The following exhibits are furnished with this Report:
     
Exhibit    
Designation   Description of Exhibit
 
   
3.14*
  Certificate of Amendment to the Articles of Incorporation effective May 21, 2008
 
   
3.15*
  Certificate of Correction filed May 29, 2008, effective May 21, 2008
 
   
99.1*
  Press Release dated May 21, 2008.
 
*Furnished herewith.    

-1-


 

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: May 30, 2008  NEW CONCEPT ENERGY, INC.
 
 
  By:   /s/ Gene S. Bertcher    
    Gene S. Bertcher, President   
       
 

-2-

EX-3.14 2 d57372exv3w14.htm CERTIFICATE OF AMENDMENT TO THE ARTICLES OF INCORPORATION exv3w14
EXHIBIT 3.14
     
(SEAL)
  ROSS MILLER
 
  Secretary of State
 
  204 North Carson Street, Ste 1
 
  Carson City, Nevada 89701-4299
 
  (775) 684 5708
 
  Website: secretaryofstate.biz

Certificate of Amendment
(PURSUANT TO NRE 78.385 AND 78.390)
     
Filed in the office of
  Document Number
/s/ Ross Miller
  20080342960-34
Ross Miller
  Filing Date and Time
Secretary of State
  05/20/2008 10:10 A.M.
State of Nevada
  Entity Number
 
  C4538-1991


     
USE BLACK INK ONLY — DO NOT HIGHLIGHT   ABOVE SPACE IS FOR OFFICE USE ONLY
Certificate of Amendment to Articles of Incorporation
For Nevada Profit Corporations
(Pursuant to NRS 78.385 and 78.390 — After Issuance of Stock)
1.   Name of corporation:
Cabeltel International Corporation
2.   The articles have been amended as follows (provide article numbers, if available):
Article One has been further amended to change the name of the Corporation to New Concept Energy, Inc. by amending and restating in full Article One of the Amended Articles of Incorporation as follows:
ARTICLE ONE
The name of the Corporation is New Energy Concept, Inc.
3.   The vote by which the stockholders holding shares in the corporation entitling them to exercise at least a majority of the voting power, or such greater proportion of the voting power as may be required in the case of a vote by classes or series, or as may be required by the provisions of the* articles of incorporation have voted in favor of the amendment is:
         
4.
  Effective date of filing (optional):   May 21, 2008
 
      (must not be more than 90 days after the certificate is filed)
           
5.
  Officer Signature (Required):   X /s/ Gene S. Bertcher
 
       
 
*   If any proposed amendment would alter or change any preference or any relative or other right given to any class or series of outstanding shares, then the amendment must be approved by the vote, in addition to the affirmative vote otherwise required, of the holders of shares representing a majority of the voting power of each class or series affected by the amendment regardless of limitations or restrictions on the voting power thereof.
IMPORTANT: Failure to include any of the above information and submit the proper fees may cause this filing to be rejected.
     
This form must be accompanied by appropriate fees.   Nevada Secretary of State AM 78.385 Amend 2007
    Revised on: 01/01/07

EX-3.15 3 d57372exv3w15.htm CERTIFICATE OF CORRECTION exv3w15
EXHIBIT 3.15
     
(SEAL)
  ROSS MILLER
 
  Secretary of State
 
  204 North Carson Street, Ste 1
 
  Carson City, Nevada 89701-4299
 
  (775) 684 5798
 
  Website: secretaryofstate.biz

Certificate of Correction
(PURSUANT TO NRS CHAPTERS 7B,
/BA, 80, 81, 82, 84, 86, 87, 87A, 88,
88A, 89 AND 92A)
     
Filed in the office of
  Document Number
/s/ Ross Miller
  20080369188-35
Ross Miller
  Filing Date and Time
Secretary of State
  05/29/2008 4:15 PM
State of Nevada
  Entity Number
 
  C4538-1991


     
USE BLACK INK ONLY — DO NOT HIGHLIGHT   ABOVE SPACE IS FOR OFFICE USE ONLY
Certificate of Correction
(Pursuant to NRS Chapters 78, 78A, 80, 81, 82, 84, 86, 87, 87A, 88, 88A, 89 and 92A)
1.   The name of the entity for which correction is being made:
New Energy Concept, Inc. (formerly CabelTel International Corporation)
2.   Description of the original document for which correction is being made:
Certificate of Amendment (Pursuant to NRS 78.385 and 78.390)
3.   Filing date of the original document for which correction is being made: May 21, 2008 effective
 
4.   Description of the inaccuracy or defect.
The name stated therein inadvertently changed the second and third words by reversing them to read “Energy Concept” when it should have been “Concept Energy” the intended name was to be “New Concept Energy, Inc.”
5.   Correction of the inaccuracy or defect.
Change the name in Item 2 to be “The name of the Corporation is New Concept Energy, Inc.”
Item 2 should have read as follows: “Article One has been further amended to change the name of the Corporation to New Concept Energy, Inc. by amending and restating in full Article One of the Amended Articles of Incorporation as follows:
Article One
The name of the Corporation is New Concept Energy, Inc.”
6.   Signature:
         
x /s/ Gene S. Bertcher
  President   05/21/2008
 
       
Authorized Signature
  Title*   Date
 
*   If entity is a Corporation, it must be signed by an Officer if stock has been issued, OR an incorporator or Director if stock has not been issued; a Limited-Liability Company, by a manager or managing members; a Limited Partnership or Limited-Liability Limited Partnership, by a General Partner, a Limited-Liability Partnership, by a Managing Partner, a Business Trust, by a Trustee.
IMPORTANT: Tribute to include any of the above information and submit the proper fees may cause this filing to be rejected.
     
This form must be accompanied by appropriate fees.   Nevada Secretary of State: AM Correction 2007
    Revised on: 10/23/07

EX-99.1 4 d57372exv99w1.htm PRESS RELEASE exv99w1
Exhibit 99.1
CABELTEL INTERNATIONAL CORPORATION
CHANCES NAME TO NEW CONCEPT ENERGY
         
For Immediate Release
  Contact:   Oscar Smith
 
      Gene Bertcher
 
      (972) 407-8400
     Dallas, Texas (Business Wire) May 21, 2008: CabelTel International Corporation (AMEX: GBR, “the Company”), a Dallas-based company announced today that it has changed its name to New Concept Energy Incorporated. The Company will continue to trade on the American Stock Exchange under the symbol GBR.
“The Company believes that in consideration of its new direction, which is the exploration and production of non-conventional energy sources, the name change is appropriate,” said Gene S. Bertcher, President and Chief Executive Officer. “We are concentrating, for the present, on the acquisition of mineral leases seeking shale sourced natural gas,” Bertcher added.
New Concept Energy has previously announced its intention to acquire rights and develop shale sourced natural gas in the Fayetteville Shale area of Arkansas.
Certain statements in this media release are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, and Section 21E of the Securities Exchange Act of 1934. The words “estimate”, “plan”, “intend”, “expert”, “anticipate”, “believe” and similar expressions are intended to identify forward-looking statements. These forward-looking statements are found at various places throughout this release. New Concept Energy Incorporated

 


 

disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. Although we believe that our expectations are based upon reasonable assumptions, we can give no assurance that our goals will be achieved. Important factors that could cause our actual results to differ from estimates or projects contained in any forward-looking statements are described under Item 1A. Risk Factors in the Company’s Form 10-K for the fiscal year ended December 31, 2008.

 

-----END PRIVACY-ENHANCED MESSAGE-----