Item 1. Financial Statements
NEW CONCEPT ENERGY, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(unaudited)
(amounts in thousands)
|
|
|
|
|
|
|
|
|
|
|
September 30,
2021
|
|
|
December 31,
2020
|
|
|
|
|
|
|
|
|
Assets
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current assets
|
|
|
|
|
|
|
|
|
Cash and cash equivalents
|
|
$
|
249
|
|
|
$
|
27
|
|
Current portion note receivable (including $3,637 and $3,631 in 2021 and 2020 from related parties
|
|
|
3,596
|
|
|
|
3,683
|
|
Other current assets
|
|
|
38
|
|
|
|
92
|
|
Total current assets
|
|
$
|
3,883
|
|
|
$
|
3,802
|
|
|
|
|
|
|
|
|
|
|
Property and equipment, net of depreciation
|
|
|
|
|
|
|
|
|
Land, buildings and equipment
|
|
|
647
|
|
|
|
656
|
|
|
|
|
|
|
|
|
|
|
Note receivable
|
|
|
-
|
|
|
|
153
|
|
|
|
|
|
|
|
|
|
|
Total assets
|
|
$
|
4,530
|
|
|
$
|
4,611
|
|
The accompanying notes are an integral
part of these consolidated financial statements.
NEW CONCEPT ENERGY, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS - CONTINUED
(unaudited)
(dollars in thousands, except par
value amount)
|
|
|
|
|
|
|
|
|
|
|
September 30,
2021
|
|
|
December 31,
2020
|
|
|
|
|
|
|
|
|
Liabilities and stockholders' equity
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current liabilities
|
|
|
|
|
|
|
|
|
Accounts payable - (including $33 and $55 due to related parties in 2021 and 2020)
|
|
$
|
66
|
|
|
$
|
80
|
|
Accrued expenses
|
|
|
19
|
|
|
|
32
|
|
Current portion of long term debt
|
|
|
-
|
|
|
|
52
|
|
Total current liabilities
|
|
|
85
|
|
|
|
164
|
|
|
|
|
|
|
|
|
|
|
Long-term debt
|
|
|
|
|
|
|
|
|
Notes payable less current portion
|
|
|
-
|
|
|
|
122
|
|
|
|
|
|
|
|
|
|
|
Total liabilities
|
|
|
85
|
|
|
|
286
|
|
|
|
|
|
|
|
|
|
|
Stockholders' equity
|
|
|
|
|
|
|
|
|
Preferred stock, Series B
|
|
|
1
|
|
|
|
1
|
|
Common stock, $.01 par value; authorized, 100,000,000
|
|
|
|
|
|
|
|
|
shares; issued and outstanding, 5,131,934 shares
|
|
|
|
|
|
|
|
|
at September 30, 2021 and December 31, 2020
|
|
|
51
|
|
|
|
51
|
|
Additional paid-in capital
|
|
|
63,579
|
|
|
|
63,579
|
|
Accumulated deficit
|
|
|
(59,186
|
)
|
|
|
(59,306
|
)
|
|
|
|
|
|
|
|
|
|
Total shareholder equity
|
|
|
4,445
|
|
|
|
4,325
|
|
|
|
|
|
|
|
|
|
|
Total liabilities & equity
|
|
$
|
4,530
|
|
|
$
|
4,611
|
|
The accompanying notes are an integral
part of these consolidated financial statements.
NEW CONCEPT ENERGY, INC AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF OPERATIONS
(unaudited)
(amounts in thousands, except per share data)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the Three Months
ended September 30,
|
|
|
For the Nine Months
ended September 30,
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2021
|
|
|
|
2020
|
|
|
|
2021
|
|
|
|
2020
|
|
Revenue
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Rent
|
|
$
|
25
|
|
|
$
|
25
|
|
|
$
|
76
|
|
|
$
|
76
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating expenses
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating Expenses
|
|
|
34
|
|
|
|
15
|
|
|
|
71
|
|
|
|
46
|
|
Corporate general and administrative
|
|
|
53
|
|
|
|
65
|
|
|
|
238
|
|
|
|
296
|
|
Total operating expenses
|
|
|
87
|
|
|
|
80
|
|
|
|
309
|
|
|
|
342
|
|
Operating earnings (loss)
|
|
|
(62
|
)
|
|
|
(55
|
)
|
|
|
(233
|
)
|
|
|
(266
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other income (expense)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest income from a related party
|
|
|
53
|
|
|
|
54
|
|
|
|
159
|
|
|
|
172
|
|
Interest income from a third party
|
|
|
2
|
|
|
|
3
|
|
|
|
8
|
|
|
|
12
|
|
Interest expense
|
|
|
(1
|
)
|
|
|
(3
|
)
|
|
|
(5
|
)
|
|
|
(9
|
)
|
Other income (expense), net
|
|
|
-
|
|
|
|
83
|
|
|
|
191
|
|
|
|
83
|
|
|
|
|
54
|
|
|
|
137
|
|
|
|
353
|
|
|
|
258
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings (loss) from continuing operations
|
|
$
|
(8
|
)
|
|
$
|
82
|
|
|
$
|
120
|
|
|
$
|
(8
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Discontinued Operations
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss from discontinued operations
|
|
|
-
|
|
|
|
(38
|
)
|
|
|
-
|
|
|
|
(182
|
)
|
Gain from disposal of oil & gas operations
|
|
|
-
|
|
|
|
2,138
|
|
|
|
-
|
|
|
|
2,138
|
|
|
|
|
-
|
|
|
|
2,100
|
|
|
|
-
|
|
|
|
1,956
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings (loss) applicable to common shares
|
|
$
|
(8
|
)
|
|
$
|
2,182
|
|
|
$
|
120
|
|
|
|
1,948
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) per common share-basic and diluted
|
|
$
|
0.01
|
|
|
$
|
0.43
|
|
|
$
|
0.02
|
|
|
$
|
0.38
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average common and equivalent shares outstanding - basic
|
|
|
5,132
|
|
|
|
5,132
|
|
|
|
5,132
|
|
|
|
5,132
|
|
The accompanying notes are an integral
part of these consolidated financial statements.
NEW CONCEPT ENERGY, INC AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(unaudited)
(amounts in thousands)
|
|
|
|
|
|
|
|
|
For the Nine Months Ended
|
|
|
September 30,
|
|
|
2021
|
|
2020
|
|
|
|
|
|
|
|
|
|
|
Cash flows from operating activities
|
|
|
|
|
Net Income (loss) from Disontinued Operations
|
|
|
-
|
|
|
|
1,956
|
|
Adjustments to reconcile net income to net cash provided by (used in) operating activities
|
|
|
|
|
|
|
|
|
Gain on sale of oil and gas operations
|
|
|
-
|
|
|
|
(2,138
|
)
|
Depreciation and amortization
|
|
|
27
|
|
|
|
13
|
|
Other current and non-current assets
|
|
|
141
|
|
|
|
(125
|
)
|
Accounts payable and other liabilities
|
|
|
(27
|
)
|
|
|
(189
|
)
|
Net cash provided by (used) in operating activities
|
|
|
261
|
|
|
|
(491
|
)
|
|
|
|
|
|
|
|
|
|
Cash flows from financing activities
|
|
|
|
|
|
|
|
|
Payment on note payable
|
|
|
(192
|
)
|
|
|
(35
|
)
|
Net cash provided by (used in) financing activities
|
|
|
(192
|
)
|
|
|
(35
|
)
|
|
|
|
|
|
|
|
|
|
Cash flows from investing activities
|
|
|
|
|
|
|
|
|
Proceeds for sale of discontinued operations
|
|
|
-
|
|
|
|
85
|
|
Receipt on note receivable
|
|
|
153
|
|
|
|
461
|
|
Net cash provided by (used in) financing activities
|
|
|
153
|
|
|
|
546
|
|
|
|
|
|
|
|
|
|
|
Net increase (decrease) in cash and cash equivalents
|
|
|
222
|
|
|
|
20
|
|
Cash and cash equivalents at beginning of year
|
|
|
27
|
|
|
|
22
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents at end of period
|
|
$
|
249
|
|
|
$
|
42
|
|
|
|
|
|
|
|
|
|
|
Supplemental disclosures of cash flow information
|
|
|
|
|
|
|
|
|
Cash paid for interest on notes payable
|
|
$
|
5
|
|
|
$
|
9
|
|
The accompanying notes are an integral
part of these consolidated financial statements.
NEW CONCEPT ENERGY, INC AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CHANGES
IN STOCKHOLDERS' EQUITY
For the Three and Nine Months Ended
September 30, 2021 and 2020
(Unaudited, shares and dollars in
thousands)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series B
|
|
|
|
|
|
Additional
|
|
|
|
|
|
|
|
For the three months ended
|
|
Preferred stock
|
|
|
Common Stock
|
|
|
Paid-in
|
|
|
Accumulated
|
|
|
|
|
September 30, 2021
|
|
Shares
|
|
|
Amount
|
|
|
Shares
|
|
|
Amount
|
|
|
Capital
|
|
|
deficit
|
|
|
Total
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance at June 30, 2021
|
|
|
1
|
|
|
$
|
1
|
|
|
|
5,132
|
|
|
$
|
51
|
|
|
$
|
63,579
|
|
|
$
|
(59,178
|
)
|
|
$
|
4,453
|
|
Net Loss
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
(8
|
)
|
|
|
(8
|
)
|
Balance at September 30, 2021
|
|
|
1
|
|
|
$
|
1
|
|
|
|
5,132
|
|
|
$
|
51
|
|
|
$
|
63,579
|
|
|
$
|
(59,186
|
)
|
|
$
|
4,445
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series B
|
|
|
|
|
|
Additional
|
|
|
|
|
|
|
|
For the three months ended
|
|
Preferred stock
|
|
|
Common Stock
|
|
|
Paid-in
|
|
|
Accumulated
|
|
|
|
|
September 30, 2020
|
|
Shares
|
|
|
Amount
|
|
|
Shares
|
|
|
Amount
|
|
|
Capital
|
|
|
deficit
|
|
|
Total
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance at June 30, 2020
|
|
|
1
|
|
|
$
|
1
|
|
|
|
5,132
|
|
|
$
|
51
|
|
|
$
|
63,579
|
|
|
$
|
(61,456
|
)
|
|
$
|
2,175
|
|
Net Income
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
2,182
|
|
|
|
2,182
|
|
Balance at September 30, 2020
|
|
|
1
|
|
|
$
|
1
|
|
|
|
5,132
|
|
|
$
|
51
|
|
|
$
|
63,579
|
|
|
$
|
(59,274
|
)
|
|
$
|
4,357
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series B
|
|
|
|
|
|
Additional
|
|
|
|
|
|
|
|
For the nine months ended
|
|
Preferred stock
|
|
|
Common Stock
|
|
|
Paid-in
|
|
|
Accumulated
|
|
|
|
|
September 30, 2021
|
|
Shares
|
|
|
Amount
|
|
|
Shares
|
|
|
Amount
|
|
|
Capital
|
|
|
deficit
|
|
|
Total
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance at December 31, 2020
|
|
|
1
|
|
|
$
|
1
|
|
|
|
5,132
|
|
|
$
|
51
|
|
|
$
|
63,579
|
|
|
$
|
(59,306
|
)
|
|
$
|
4,325
|
|
Net Income
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
120
|
|
|
|
120
|
|
Balance at September 30, 2021
|
|
|
1
|
|
|
$
|
1
|
|
|
|
5,132
|
|
|
$
|
51
|
|
|
$
|
63,579
|
|
|
$
|
(59,186
|
)
|
|
$
|
4,445
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series B
|
|
|
|
|
|
Additional
|
|
|
|
|
|
|
|
For the nine months ended
|
|
Preferred stock
|
|
|
Common Stock
|
|
|
Paid-in
|
|
|
Accumulated
|
|
|
|
|
September 30, 2020
|
|
Shares
|
|
|
Amount
|
|
|
Shares
|
|
|
Amount
|
|
|
Capital
|
|
|
deficit
|
|
|
Total
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance at December 31, 2019
|
|
|
1
|
|
|
$
|
1
|
|
|
|
5,132
|
|
|
$
|
51
|
|
|
$
|
63,579
|
|
|
$
|
(61,222
|
)
|
|
$
|
2,409
|
|
Net Income
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
1,948
|
|
|
|
1,948
|
|
Balance at September 30, 2020
|
|
|
1
|
|
|
$
|
1
|
|
|
|
5,132
|
|
|
$
|
51
|
|
|
$
|
63,579
|
|
|
$
|
(59,274
|
)
|
|
$
|
4,357
|
|
The accompanying notes are an integral
part of these consolidated financial statements.
NEW CONCEPT ENERGY, INC. AND SUBSIDIARIES
Notes To Consolidated Financial Statements
NOTE A: BASIS OF PRESENTATION
The accompanying unaudited consolidated financial statements include
the accounts of New Concept Energy, Inc. and its majority-owned subsidiaries (collectively, “NCE” or the “Company”). All
significant intercompany transactions and accounts have been eliminated. Certain reclassifications have been made to the prior
year revenue and operating expense amounts in the statement of operations to conform to the current year presentation.
The unaudited financial statements included herein have been prepared
by the Company without audit, pursuant to the rules and regulations of the Securities and Exchange Commission. The financial
statements reflect all adjustments that are, in the opinion of management, necessary to fairly present such information. All
such adjustments are of a normal recurring nature. Although the Company believes that the disclosures are adequate to make
the information presented not misleading, certain information and footnote disclosures, including a description of significant accounting
policies normally included in financial statements prepared in accordance with accounting principles generally accepted in the United
States of America, have been condensed or omitted pursuant to such rules and regulations.
These financial statements should be read in conjunction with the consolidated
financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ending December
31, 2020. Operating results for the three and nine month periods ended September 30, 2021 are not necessarily indicative of
the results that may be expected for any subsequent quarter or for the fiscal year ending December 31, 2021.
NOTE B: NATURE OF OPERATIONS
The Company also owns approximately 190 acres of land located in Parkersburg
West Virginia. Located on the land are four structures totaling approximately 53,000 square feet. Of this total area the main industrial
/ office building contains approximately 24,800 square feet of which approximately 16,000 square feet is leased at a rate of $101,000
per annum.
NOTE C: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
We consider accounting policies related to our estimates of depreciation
amortization and depletion, segments, oil and gas properties, oil and gas reserves, gas gathering assets, office and field equipment,
revenue recognition and gas imbalances, leases, revenue recognition for real estate operations, impairment, and sales of real estate as
significant accounting policies. The policies include significant estimates made by management using information available
at the time the estimates are made. However, these estimates could change materially if different information or assumptions
were used. These policies are summarized in our Annual Report on Form 10-K for the year ended December 31, 2020.
NOTE D: DISCONTINUED OPERATIONS
On August 31, 2020, the Company sold its entire oil and gas operation
for $85,000 to an independent third party. In prior years the Company has accrued a liability of $2,745,000 to plug and abandon the existing
wells. This obligation was assumed by the buyer. Upon the sale of the wells the Company recorded a gain of $2,138,000.
Also included in discontinued operations are net operating expenses
the company incurred during the periods presented. For the three and nine months ended September 30, 2020, the Company recorded operating
losses of$38,000 and $182,000.
NOTE E: LIQUIDITY
The Company’s ability to meet current cash obligations relies
on cash received from current operations and the collection of notes receivable. The Company is evaluating business opportunities to provide
both additional income and cash flow.
NOTE F: CONTINGENCIES
Both the COVID-19 pandemic and attempts at containment
have resulted in decreased economic activity which has adversely affected the broader global economy. At this time, the full extent to
which COVID-19 pandemic will negatively impact the global economy and our business is uncertain.
NOTE G: SUBSEQUENT EVENTS
The Company has evaluated subsequent events through November 9, 2021,
the date the financial statements were available to be issued and determined that there are none to be reported.
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations
Critical Accounting Policies and Estimates
The Company’s discussion and analysis of its financial condition
and results of operations are based upon the Company’s consolidated financial statements, which have been prepared in accordance
with accounting principles generally accepted in the United States. Certain of the Company’s accounting policies require
the application of judgment in selecting the appropriate assumptions for calculating financial estimates. By their nature,
these judgments are subject to an inherent degree of uncertainty. These judgments and estimates are based upon the Company’s
historical experience, current trends and information available from other sources that are believed to be reasonable under the circumstances,
the results of which form the basis for making judgments about the carrying value of assets and liabilities that are not readily apparent
from other sources. Actual results may differ from these estimates under different assumptions or conditions.
The Company’s significant accounting policies are summarized
in Note B to our consolidated financial statements in our annual report on Form 10-K. The Company believes the following critical
accounting policies are more significant to the judgments and estimates used in the preparation of its consolidated financial statements. Revisions
in such estimates are recorded in the period in which the facts that give rise to the revisions become known.
Doubtful Accounts
The Company’s allowance for doubtful accounts receivable and
notes receivable is based on an analysis of the risk of loss on specific accounts. The analysis places particular emphasis
on past due accounts. Management considers such information as the nature and age of the receivable, the payment history of
the tenant, customer or other debtor and the financial condition of the tenant or other debtor. Management’s estimate
of the required allowance, which is reviewed on a quarterly basis, is subject to revision as these factors change.
Deferred Tax Assets
Significant management judgment is required in determining the provision
for income taxes, deferred tax assets and liabilities and any valuation allowance recorded against net deferred tax assets. The
future recoverability of the Company’s net deferred tax assets is dependent upon the generation of future taxable income prior to
the expiration of the loss carry forwards. At September 30, 2021, the Company had a deferred tax asset due to tax deductions
available to it in future years. However, as management could not determine that it was more likely than not that the benefit
of the deferred tax asset would be realized, a 100% valuation allowance was established.
Liquidity and Capital Resources
At September 30, 2021, the Company had current assets of $3,883,000
and current liabilities of $85,000.
Cash and cash equivalents at September 30, 2021 were $249,000 as compared
to $27,000 at December 31, 2020.
Net cash provided in operating activities was $261,000 for the nine
months ended September 30, 2021.
Net cash used in financing activities was $192,000 for the nine months
ended September 30, 2021. This is the cash used to repay the Companies outstanding mortgage on its properties.
Net cash provided from investing activities was $153,000 for the nine
months ended September 30, 2021. This is the cash collected from the outstanding notes receivable.
Results of Operations
Comparison of the three months ended September 30, 2021 to the
same period in 2020
The Company reported net loss from continuing operations of $8,000
for three months ended September 30, 2021, as compared to net income of $82,000 for the similar period in 2020.
For the three months ended September 30, 2021 and 2020, the Company
recorded rental revenue of $25,000.
For the three months ended September 30, 2021, corporate general &
administrative expenses were $53,000 as compared to $65,000 for the comparable periods in 2020.
For the three months ended September 30, 2020 the Company reported
other income of $83,000 which represents a tax refund for taxes paid in prior years.
For the three months ended September 30, 2020 the Company recorded
a gain from discontinued operation of $2,100,000. Included in 2020 is a gain from the sale of the oil and gas business of $2,138,000.
Comparison of the nine months ended September 30,
2021 to the same period in 2020
The Company reported net income from continuing operations of $120,000
for nine months ended September 30, 2021, as compared to net loss of $8,000 for the similar period in 2020.
For the nine months ended September 30, 2021 and 2020, the Company
recorded rental revenue of $76,000.
For the nine months ended September 30, 2021, corporate general &
administrative expenses were $238,000 as compared to $296,000 for the comparable periods in 2020.
For the nine months ended September 30, 2020 the Company recorded a
gain from discontinued operations of $1,956,000 Included in 2020 is a gain from the sale of the oil and gas business of $2,138,000.
“Safe Harbor” Statement under the Private Securities Litigation
Reform Act of 1995: A number of the matters and subject areas discussed in this filing that are not historical or current facts
deal with potential future circumstances, operations and prospects. The discussion of such matters and subject areas is qualified
by the inherent risks and uncertainties surrounding future expectations generally, and also may materially differ from the Company’s
actual future experience involving any one or more of such matters and subject areas relating to interest rate fluctuations, the ability
to obtain adequate debt and equity financing, demand, pricing, competition, construction, licensing, permitting, construction delays on
new developments, contractual and licensure, and other delays on the disposition, transition, or restructuring of currently or previously
owned, leased or managed properties in the Company’s portfolio, and the ability of the Company to continue managing its costs and
cash flow while maintaining high occupancy rates and market rate charges in its retirement community. The Company has attempted
to identify, in context, certain of the factors that it currently believes may cause actual future experience and results to differ from
the Company’s current expectations regarding the relevant matter of subject area. These and other risks and uncertainties
are detailed in the Company’s reports filed with the Securities and Exchange Commission (“SEC”), including the Company’s
Annual Reports on Form 10-K and Quarterly Reports on Form 10-Q.
Inflation
Although the Company has not historically experienced any adverse effects
of inflation on salaries or other operating expenses, there can be no assurance that such trends will continue or that, should inflationary
pressures arise, the Company will be able to offset such costs by increasing rental rates in its real estate operation.
Environmental Matters
The Company is not aware of any such environmental liability. The
Company believes that all its properties are in compliance in all material respects with all federal, state and local laws, ordinances
and regulations regarding hazardous or toxic substances or petroleum products. The Company has not been notified by any governmental
authority and is not otherwise aware of any material non-compliance, liability or claim relating to hazardous or toxic substances or petroleum
products in connection with any of its communities.