0001010549-12-000363.txt : 20120404 0001010549-12-000363.hdr.sgml : 20120404 20120404121819 ACCESSION NUMBER: 0001010549-12-000363 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20120330 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20120404 DATE AS OF CHANGE: 20120404 FILER: COMPANY DATA: COMPANY CONFORMED NAME: New Concept Energy, Inc. 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: 12740828 BUSINESS ADDRESS: STREET 1: 1800 VALLEY VIEW LANE STREET 2: SUITE 300 CITY: DALLAS STATE: TX ZIP: 75234 BUSINESS PHONE: 9724078400 MAIL ADDRESS: STREET 1: 1800 VALLEY VIEW LANE STREET 2: SUITE 300 CITY: DALLAS STATE: TX ZIP: 75234 FORMER COMPANY: FORMER CONFORMED NAME: CabelTel International Corp DATE OF NAME CHANGE: 20050211 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 8-K 1 nce8k040312.htm NEW CONCEPT ENERGY, INC. nce8k040312.htm



 
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):      March 30, 2012


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
Dallas, Texas
75234
(Address of principal executive offices)
(Zip Code)

Registrant’s telephone number, including area code        972-407-8400



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 2 – Financial Information

Item 2.02.  Results of Operations and Financial Condition

On March 30, 2012, New Concept Energy, Inc. (“GBR” or the “Company”) announced its operational results for the year ended December 31, 2011.  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
Designation
 
Description of Exhibit
 
 
99.1*
Press Release dated March 30, 2012.
_____________________
*Furnished herewith.
 
 
 
 
 

 
 
 
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 2, 2012  NEW CONCEPT ENERGY, INC. 
   
   
  By:     /s/ Gene S. Bertcher
  Gene S. Bertcher, President and Chief 
  Financial Officer 
 

   

 
 

 
                            
EX-99.1 2 ex991.htm PRESS RELEASE ex991.htm
NEWS RELEASE
FOR IMMEDIATE RELEASE
Contact:
New Concept Energy Inc.
Investor Relations
(800) 400-6407
investor.relations@americanrealtyinvest.com

 
New Concept Energy, Inc. Reports Fourth Quarter and Full Year 2011 Results
 
Dallas (March 30, 2012) – New Concept Energy, Inc. (AMEX:GBR), ( the “Company” or “NCE”) a Dallas-based oil and gas company, today reported a net loss for the twelve months ended December 31, 2011 of $11.8 million  or $(6.06) per share, compared to net loss of $11,000 or $(0.01) per share for the twelve months ended December 31, 2010. Net loss for the three months ended December 31, 2011 was $11.9 million as compared to a net income of $125,000 for the three months ended December 31, 2010.
 
The most significant components of the loss recorded in 2011 were bad debt expense of $10 million and impairment expense of $1.4 million for the Company’s oil and gas properties
 
Between 2006 and the early part of 2009 the Company loaned a related real estate management company its surplus cash for interest rates ranging  from 2% over the prime rate to 8% interest. At December 31, 2009 these loans totaled $11 million. Since 2009 the Company has been paid $857,000 in interest and a principal pay down of $1 million; however, in the fourth quarter of 2011 the Company determined that the financial condition of the obligator had deteriorated and there could be no assurance that the amount owed would or could be collected. The company has recorded a reserve of $10 million and written the receivable to zero.
 
Due to the decline of the prices for natural gas during 2011 the Company has taken a non-cash charge to operations of $1.4 million as an impairment of the Company’s oil and gas reserves.
 
In December 2006, Carlton Energy Group, LLC (“Carlton”) instituted litigation against an individual, Eurenergy Resources Corporation (“Eurenergy”) and several other entities including New Concept Energy, Inc.,  alleging tortuous conduct, breach of contract and other matters and as to the Company that it was the “alter ego” of Eurenergy. The Carlton claims were based upon an alleged tortuous interference with a contract related to the right to explore a coal bed methane concession in Bulgaria which had never (and has not to this day) produced a drop of hydrocarbons. At no time during the pendency of this project or since did the Company or any of its officers or directors have any interest whatsoever in the success or failure of the so-called “Bulgaria Project”. However, in the litigation, Carlton alleged that the Company was the “alter ego” of certain of the other Defendants including Eurenergy. Following a jury trial in 2009, the Trial Court granted a judgment for the Company that it was not the “alter ego” of any of the other parties and thereby would not incur any damages.
 
 
Cross appeals were filed and on February 14, 2012 the Court of Appeals issued an opinion which, among other things, reinstated the jury award of damages jointly and severely against the defendants including Eurenergy in the amount of $66.5 million and affirmed the award of exemplary against Eurenergy of $8.5 million. The Court of Appeals also overturned the Trial Court’s ruling favorable to the Company rendering a judgment for that amount plus exemplary damages against the Company as the “alter ego” of Eurenergy.

The Company plans to file a Petition for Review of the Court of Appeals Decision with the Supreme Court of the State of Texas. The Company vigorously denies that it is the “alter ego” of any other entity. There are questions regarding the underlying liability of Eurenergy and if Eurenergy is successful in its petition for review or, even if unsuccessful if the Company is successful on its positions described above, the Trial Court’s judgment could be reinstated and the Company would have no liability on this claim.
 
 
 
 

 
 

NEW CONCEPT ENERGY ENERGY, INC. AND SUBSIDARIES
 
CONSOLIDATED BALANCE SHEETS
 
(amounts in thousands)
 
   
December 31
 
   
2011
   
2010
 
Assets
           
             
Current assets
           
Cash and cash equivalents
  $ 109     $ 59  
Accounts receivable from oil and gas sales
    167       223  
Other current assets
    20       101  
Total current assets
    296       383  
                 
Note and interest receivable – related party
    -       10,361  
                 
Oil and natural gas properties (full cost accounting method)
               
Proved developed and undeveloped oil and gas properties, net of depletion
    11,141       11,789  
                 
Property and equipment, net of depreciation
               
Land, buildings and equipment - oil and gas operations
    1,486       1,308  
Other
    150       156  
Total property and equipment
    1,636       1,464  
                 
Other assets
    377       70  
                 
Total assets
  $ 13,450     $ 24,067
 
 
 
 

 
 
NEW CONCEPT ENERGY, INC. AND SUBSIDIARIES
 
CONSOLIDATED BALANCE SHEETS - CONTINUED
 
(amounts in thousands, except share amounts)
 
             
   
December 31
 
   
2011
   
2010
 
Liabilities and stockholders' equity
 
 
       
 
           
Current liabilities
 
 
       
    Accounts payable - trade
  $ 422     $ 83  
    Accrued expenses
    417       156  
Total current liabilities
    839       239  
 
               
Long-term debt
               
    Notes payable
    2,249       1,308  
    Payable - related parties
    691       953  
    Asset retirement obligation
    2,702       2,573  
    Other long-term liabilities
    491       723  
Total liabilities
    6,972       5,796  
 
               
Stockholders' equity
               
Preferred stock, Series B
    1       1  
Common stock, $.01 par value; authorized, 100,000,000
               
shares; issued and outstanding, 1,946,935 shares
               
at December 31, 2011 and 2010
    20       20  
    Additional paid-in capital
    58,838       58,838  
    Accumulated deficit
    (52,381 )     (40,588 )
 
               
 
    6,478       18,271  
 
               
Total liabilities & equity
  $ 13,450     $ 24,067  
 
 
 
 

 
 
NEW CONCEPT ENERGY, INC. AND SUBSIDIARIES
 
CONSOLIDATED STATEMENTS OF OPERATION
 
(amounts in thousands, except per share data)
 
                   
   
Year Ended December 31,
 
   
2011
   
2010
   
2009
 
Revenue
 
 
   
 
   
 
 
Oil and gas operations, net of royalties
  $ 1,020     $ 1,288     $ 1,246  
Real estate operations
    2,881       2,925       2,852  
 
    3,901       4,213       4,098  
 
                       
 
                       
Operating expenses
                       
Oil and gas operations
    1,430       1,292       1,498  
Real estate operations
    1,290       1,225       1,217  
Lease expense
    866       886       958  
Corporate general and administrative
    619       731       1,342  
Accretion of asset retirement obligation
    129       123       117  
Impariment of natural gas and oil properties
    1,428       -       1,695  
 
    5,762       4,257       6,827  
Operating earnings (loss)
    (1,861 )     (44 )     (2,729 )
 
                       
Other income (expense)
                       
Interest income
    360       497       574  
Interest expense
    (131 )     (124 )     (123 )
Bad debt expense - note receivable
    (10,006 )     -       -  
Other income (expense), net
    (155 )     (340 )     68  
      (9,932 )     33       519  
 
                       
Earnings from continuing operations
    (11,793 )     (11 )     (2,210 )
                         
Net income (loss) applicable to common shares
  $ (11,793 )   $ (11 )   $ (2,210 )
                         
Net income (loss) per common share-basic and diluted
  $ (6.06 )   $ (0.01 )   $ (1.14 )
                         
Weighted average common and equivalent shares outstanding - basic
    1,947       1,947       1,947