INCOME
OPPORTUNITY REALTY INVESTORS, INC.
(Exact Name of Registrant as
Specified in its Charter)
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Nevada
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001-14784
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75-2615944
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(State or other
jurisdiction of incorporation)
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(Commission
File No.)
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(I.R.S. Employer
Identification No.)
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1603 LBJ Freeway, Suite 800
Dallas, Texas
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75234
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(Address of principal executive offices)
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(Zip Code)
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Registrant’s telephone number, including area code 469-522-4200
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:
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[ ]
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Written communications pursuant to Rule 425 under the Securities
Act (17 CFR 230.425)
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[ ]
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
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[ ]
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Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant
to Section 12(b) of the Act:
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Title of Each Class
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Trading Symbol
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Name of Each Exchange
on which Registered
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Common Stock, par value $0.01
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IOR
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NYSE American
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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.
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Section 2 – Financial Information
Item 2.02. Results of Operations and
Financial Condition
On November 12, 2020, Income Opportunity Realty Investors, Inc. (“IOR” or the “Company”)
announced its operational results for the quarter ended September 30, 2020. 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 November 12, 2020
_________________________
* 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.
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Dated: November 13, 2020
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INCOME OPPORTUNITY REALTY INVESTORS, INC.
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By:
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/s/ Gene S. Bertcher
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Gene
S. Bertcher
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Executive Vice President and
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Chief Financial Officer
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Exhibit "99.1"
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NEWS RELEASE
FOR IMMEDIATE RELEASE
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Contact:
Income Opportunity Realty Investors, Inc.
Investor Relations
Gene Bertcher (800) 400-6407
investor.relations@incomeopp-realty.com
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Income
Opportunity Realty Investors, Inc. Reports Third Quarter 2020 Results
DALLAS
(November 12, 2020) - Income Opportunity Realty Investors, Inc. (NYSE American: IOR), a Dallas-based real estate investment company, today reported results of operations for the third quarter ended September 30, 2020.
For
the three months ended September 30, 2020, the Company reported net income of $761 thousand or $0.18 per diluted share, as compared
to $1.0 million or $0.25 per diluted share for the same period in 2019.
Our
primary business is investing in real estate and mortgage note receivables.
Expenses
General
and administrative expenses were $94 thousand for the three months ended September 30, 2020. This represents a decrease of $5 thousand,
compared to general and administrative expenses of $99 thousand for the three months ended September 30, 2019. This decrease was
primarily driven by a decrease in professional fees.
Advisory
fees were $194 thousand for the three months ended September 30, 2020 compared to $186 thousand for the same period in 2019 for
an increase of $8 thousand. Advisory fees are computed based on a gross asset fee of 0.0625% per month (0.75% per annum) of the
average of the gross asset value.
Net
income fee to related party was $51 thousand for the three months ended September 30, 2020. This represents a decrease of $32 thousand,
compared to the net income fee of $83 thousand for the three months ended September 30, 2019. The net income fee paid to our Advisor
is calculated at 7.5% of net income.
Other
income (expense)
Interest
income decreased to $1.3 million for the three months ended September 30, 2020 compared to $1.7 million for the same period in
2019. The decrease of $400 thousand was primarily due to a decrease in the prime interest rate used to calculate interest on the
receivable amount owed from our Advisor and other related parties.
About
Income Opportunity Realty Investors, Inc.
Income
Opportunity Realty Investors, Inc., a Dallas-based real estate investment company, holds a portfolio of equity real estate in Texas,
including undeveloped land. 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
STATEMENTS OF OPERATIONS
(Unaudited)
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Three Months Ended
September 30,
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Nine Months Ended
September 30,
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2020
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2019
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2020
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2019
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(dollars in thousands, except per share amounts)
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Expenses:
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General and administrative (including $190 and $209 for the nine months ended 2020 and 2019, respectively, to related parties)
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$
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94
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$
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99
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$
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361
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$
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407
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Net income fee to related party
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51
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83
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249
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273
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Advisory fee to related party
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194
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186
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574
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550
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Total operating expenses
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339
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368
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1,184
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1,230
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Net operating loss
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(339
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(368
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(1,184
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(1,230
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Other income (expenses):
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Interest income from related parties
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1,302
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1,672
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4,071
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4,991
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Other Income
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—
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—
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742
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147
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Total other income
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1,302
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1,672
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4,813
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5,138
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Income before income taxes
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963
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1,304
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3,629
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3,908
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Income tax expense
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202
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274
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762
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821
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Net income
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$
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761
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$
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1,030
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$
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2,867
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$
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3,087
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Earnings per share - basic and diluted
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Net income
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$
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0.18
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$
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0.25
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$
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0.69
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$
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0.74
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Weighted average common shares used in computing earnings per share
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4,168,214
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4,168,214
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4,168,214
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4,168,214
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The
accompanying notes are an integral part of these consolidated financial statements.
INCOME
OPPORTUNITY REALTY INVESTORS, INC.
CONSOLIDATED
BALANCE SHEETS
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September 30,
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December 31,
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2020
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2019
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(Unaudited)
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(Audited)
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(dollars in thousands, except par value amount)
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Assets
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Notes and interest receivable from related parties
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$
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13,577
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$
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14,030
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Total notes and interest receivable
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13,577
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14,030
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Cash and cash equivalents
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58
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5
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Receivable and accrued interest from related parties
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89,475
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86,221
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Total assets
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$
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103,110
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$
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100,256
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Liabilities and Shareholders’ Equity
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Liabilities:
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Accounts payable and other liabilities
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$
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1
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$
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14
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Total liabilities
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1
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14
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Shareholders’ equity:
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Common stock, $0.01 par value, authorized 10,000,000 shares; issued 4,173,675 and outstanding 4,168,214 shares in 2020 and 2019
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42
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42
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Treasury stock at cost, 5,261 shares in 2020 and 2019
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(39
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(39
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Paid-in capital
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61,955
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61,955
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Retained earnings
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41,151
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38,284
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Total shareholders’ equity
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103,109
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100,242
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Total liabilities and shareholders’ equity
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$
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103,110
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$
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100,256
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The
accompanying notes are an integral part of these consolidated financial statements.
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