Item 9A. Controls and Procedures
ITEM 9A.
CONTROLS AND PROCEDURES
 
Conclusion Regarding the Effectiveness of Disclosure Controls and Procedures
 
We conducted an evaluation, under the supervision and with the participation of our principal executive and financial officer, of the effectiveness of the design and operation of our disclosure controls and procedures as of December 31, 2021. Disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) are designed to provide reasonable assurance that information required to be disclosed in our reports filed under the Exchange Act, such as this Annual Report on Form 10-K, is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms. Disclosure controls and procedures also include, without limitation, controls and procedures that are designed to provide reasonable assurance that such information is accumulated and communicated to our principal executive and financial officer, as appropriate, to allow timely decisions regarding required disclosure.
 
The evaluation of our disclosure controls and procedures included a review of the control objectives and design, our implementation of the controls and the effect of the controls on the information generated for use in this Annual Report on Form 10-K. After conducting this evaluation, our principal executive and financial officer concluded that our disclosure controls and procedures, as defined by Rule 13a-15(e) under the Exchange Act, were effective as of December 31, 2021 to provide reasonable assurance that information required to be disclosed in this Annual Report on Form 10-K was recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms and was accumulated and communicated to  our principal executive and financial officer, as appropriate, to allow timely decisions regarding required disclosure. 
 
Management's Report on Internal Control Over Financial Reporting
 
Management is responsible for establishing and maintaining adequate internal control over financial reporting (as defined in Rule 13a-15(f) of the Exchange Act). Internal control over financial reporting is the process designed under the principal executive and financial officer’s supervision, and effected by our Board of Directors, the principal executive and financial officer and other personnel, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles in the United States.
 
There are inherent limitations in the effectiveness of internal control over financial reporting, including the possibility that misstatements may not be prevented or detected. Accordingly, an effective control system, no matter how well designed and operated, can provide only reasonable assurance of achieving the designed control objectives, and management is required to apply its judgment in evaluating the cost-benefit relationship of possible controls and procedures. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within the Company have been detected. The design of any system of controls is also based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions.
 
Under the supervision and with the participation of our principal executive and financial officer, we conducted an evaluation of the effectiveness of our internal control over financial reporting as of December 31, 2021, as required by Exchange Act Rule 13a-15(c). In making this assessment, we used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”) in the 2013 Internal Control - Integrated Framework. Based on our assessment under the framework in Internal Control - Integrated Framework (2013 framework), our principal executive and financial officer concluded that our internal control over financial reporting was effective as of December 31, 2021.
 
Changes in Internal Controls over Financial Reporting
 
During the year ended December 31, 2021, there were no changes in our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) that occurred during the year ended December 31, 2021 that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
 
11
 
 
We believe that a control system, no matter how well designed and operated, cannot provide absolute assurance that the objectives of the control system are met, and no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within any company have been detected.
 
Item 9B.
OTHER INFORMATION
 
None.
 
Item 9C.
DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS
 
Not applicable.
 
PART III
 
 
ITEM 10.
DIRECTORS, EXECUTIVE OFFICERS, AND CORPORATE GOVERNANCE
 
The information required by Item 10 will be included in the Registrant’s definitive proxy statement to be filed pursuant to Section 14(a) of the Exchange Act of 1934 and is incorporated herein by reference.
 
ITEM 11.
EXECUTIVE COMPENSATION
 
The information required by Item 11 will be included in the Registrant’s definitive proxy statement to be filed pursuant to Section 14(a) of the Exchange Act of 1934 and is incorporated herein by reference.
 
ITEM 12.
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS
 
Certain information required by Item 12 will be included in the Registrant’s definitive proxy statement to be filed pursuant to Section 14(a) of the Exchange Act and is incorporated herein by reference.
 
The following table provides information as of December 31, 2021, about equity compensation plans (including individual compensation arrangements) under which equity securities of the Registrant are authorized for issuance. The Registrant’s only equity compensation plan is its Stock Incentive Plan approved by its shareholders on May 6, 2021.  Awards under the plan must consist of restricted stock units and performance shares.  However, as of the date of this report, no awards have been made under the plan. 
 
Plan category
Number of securities
to be issued upon
exercise of
outstanding options,
warrants and rights
Weighted-average
exercise price of
outstanding options,
warrants and rights
Number of securities
remaining available
for future issuance
under equity
compensation plans
(excluding securities
reflected in column
(a))
 
(a)
(b)
(c)
Equity compensation plans approved by security holders
0
–
357,000
Equity compensation plans not approved by security holders
–
–
–
 Total
0
–
357,000
 
ITEM 13.
CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
 
The information required by Item 13 will be included in the Registrant’s definitive proxy statement to be filed pursuant to Section 14(a) of the Exchange Act and is incorporated herein by reference.
 
ITEM 14.
PRINCIPAL ACCOUNTANTS FEES AND SERVICES
 
The information required by Item 14 will be included in the Registrant’s definitive proxy statement to be filed pursuant to Section 14(a) of the Exchange Act and is incorporated herein by reference.
 
PART IV
 
ITEM 15.
EXHIBITS, FINANCIAL STATEMENTS SCHEDULES
 
 
(a)
Documents filed as part of this report:
 
 
(1)
Financial Statements. The financial statements filed as part of this report are listed in the Table of Contents to Financial Statements appearing immediately after the signature page of this Form 10-K and are included herein by reference.
 
 
(2)
Financial Statement Schedules. Financial Statement Schedules are not required.
 
 
(3)
Exhibits. See (b) below
 
12
 
 
 
(b)
Exhibits:
 
 
3.1
Restated Articles of Incorporation of the Registrant (incorporated by reference to Exhibit 3.1 to Form 10-K (File No. 001-31905) for year ended December 31, 2018 filed on March 21, 2019).
 
 
 
 
3.2
Amendment to Articles of Incorporation of the Registrant (incorporated by reference to Exhibit 3.2 to Form 10-K (File No. 001-31905)  for year ended December 31, 2003 filed on March 19, 2004).
 
 
 
 
3.3
Articles of Amendment to the Restated Articles of Incorporation of the Registrant (incorporated by reference to Exhibit 3.3 to Form 10-K (File No. 001-31905) for year ended December 31, 2018 filed on March 21, 2019).
 
 
 
 
3.4
By-Laws of the Registrant (incorporated by reference to Exhibit 3.1 to Form 8-K (File No. 001-31905)     filed on August 9, 2019).
 
 
 
 
4.1
Description of capital stock (incorporated by reference to Exhibit 4.1 to Form 10-K (File No. 001-31905) for the year ended December 31,2019, filed on March 16, 2020).
 
 
 
 
10.1+
Executive Employment Agreement effective as of July 15, 2020. (incorporated by reference to Exhibit 10.1 to Form 8-K (File No. 001-31905) filed on July 16, 2020).
 
 
 
 
10.2+
First Amendment to Employment Agreement effective as of March 22, 2021 (incorporated by reference to Exhibit 10.1 to Form 8-K (File No. 001-31905) filed on March 25, 2021).
 
 
 
 
10.3+
CKX Lands, Inc. Stock Incentive Plan (incorporated by reference to Exhibit 4.5 to the Registration Statement on Form S-8 filed on May 28, 2021, Registration No. 333-256589).
 
 
 
 
31*
Certification of W. Gray Stream, President and Treasurer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 filed herewith.
 
 
 
 
32**
Certification of W. Gray Stream, President and Treasurer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 filed herewith.
 
 
101.INS*
Inline XBRL Instance
 
101.SCH*
Inline XBRL Taxonomy Extension Schema
 
101.CAL*
Inline XBRL Taxonomy Extension Calculation
 
101.DEF*
Inline XBRL Taxonomy Extension Definition
 
101.LAB*
Inline XBRL Taxonomy Extension Labels
 
101.PRE*
Inline XBRL Taxonomy Extension Presentation
 
104
Cover Page Interactive Data File (embedded within the Inline XBRL and contained in Exhibit 101)
 
*
Filed herewith
**
Furnished herewith
+
Management contract or compensatory plan or arrangement.
 
ITEM 16.
FORM 10-K SUMMARY
 
None.
 
13
 
 
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 on March 28, 2022.
 
CKX LANDS, INC.
 
By:
 
 
 
 
/s/W. Gray Stream
 
 
 
 
W. Gray Stream
 
 
 
 
President and Treasurer
 
 
 
 
(Principal Executive and Financial Officer)
 
 
 
 
 
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities indicated on March 28, 2022.
 
/s/ W. Gray Stream
 
 
W. Gray Stream
 
President, Treasurer and Director
(Principal Executive and Financial Officer)
 
 
 
/s/ Lee W. Boyer
 
 
Lee W. Boyer
 
Secretary and Director
 
 
 
/s/ Keith Duplechin
 
 
Keith Duplechin
 
Director
 
 
 
/s/ Edward M. Ellington, II
 
 
Edward M. Ellington, II
 
Director
 
 
 
/s/ Daniel J. Englander
 
 
Daniel J. Englander
 
Director
 
 
 
/s/ Max H. Hart
 
 
Max H. Hart
 
Director
 
 
 
/s/   Lane LaMure
 
 
Lane LaMure
 
Director
 
 
 
/s   Eugene T. Minvielle, IV
 
 
Eugene T. Minvielle
 
Director
 
/s/ Mary Leach Werner
 
 
Mary Leach Werner
 
Director
 
14
 
 
CKX LANDS, INC.
 
CONTENTS
 
FINANCIAL STATEMENTS
Page
 
 
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM (PCAOB ID: 206 )
F-2
 
 
BALANCE SHEETS
F-3
 
 
STATEMENTS OF OPERATIONS
F-4
 
 
STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY
F-5
 
 
STATEMENTS OF CASH FLOWS
F-6
 
 
NOTES TO FINANCIAL STATEMENTS
F-7
 
F-1
 
 
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Shareholders and Board of Directors of
CKX Lands, Inc.
 
Opinion on the Financial Statements
 
We have audited the accompanying balance sheets of CKX Lands, Inc. (the “Company”) as of December 31, 2021 and 2020, and the related statements of operations, changes in stockholders’ equity, and cash flows for the years then ended, and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2021 and 2020, and the results of its operations and its cash flows for the years then ended, in conformity with accounting principles generally accepted in the United States of America.
 
Basis for Opinion
 
These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) ("PCAOB") and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
 
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control over financial reporting. Accordingly, we express no such opinion.
 
Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.
 
Critical Audit Matters
 
Critical audit matters are matters arising from the current period audit of the financial statements that were communicated or required to be communicated to the audit committee and that: (1) relate to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. We determined that there are no critical audit matters.
 
/s/ MaloneBailey, LLP
www.malonebailey.com
We have served as the Company's auditor since 2015.
Houston, Texas
March 28, 2022
 
 
F-2
 
 
 
CKX LANDS, INC.  
BALANCE SHEETS
 
    December 31,
 
    2021
    2020
 
ASSETS
               
Current assets:
               
Cash and cash equivalents
  $ 7,409,873     $ 6,463,255  
Equity investment in mutual funds
    502,832       502,595  
Accounts receivable
    50,739       98,515  
Prepaid expense and other assets
    35,405       8,711  
Total current assets
    7,998,849       7,073,076  
Property and equipment, net
    9,056,238       9,243,621  
Total assets
  $ 17,055,087     $ 16,316,697  
                 
LIABILITIES AND STOCKHOLDERS' EQUITY
               
                 
Current liabilities:
               
Trade payables and accrued expenses
  $ 111,123     $ 110,786  
Unearned revenue
    150,113       231,409  
Total current liabilities
    261,236       342,195  
Deferred income tax payable
    187,664       187,664  
Total liabilities
    448,900       529,859  
                 
Stockholders' equity:
               
Common stock, 3,000,000 shares authorized, no par value, 1,942,495 shares issued and outstanding as of December 31, 2021 and 2020
    59,335       59,335  
Retained earnings
    16,546,852       15,727,503  
Total stockholders' equity
    16,606,187       15,786,838  
Total liabilities and stockholders' equity
  $ 17,055,087     $ 16,316,697  
 
The accompanying notes are an integral part of these financial statements.
 
F-3
 
 
 
CKX LANDS, INC.  
STATEMENTS OF OPERATIONS
 
 
 
 
Years Ended December 31,
 
 
 
2021
 
 
2020
 
 
 
 
 
 
 
 
 
 
Revenues:
 
 
 
 
 
 
 
 
Oil and gas
 
$
364,907
 
 
$
257,247
 
Timber sales
 
 
151,102
 
 
 
134,720
 
Surface revenue
 
 
190,203
 
 
 
241,644
 
Surface revenue - related party
 
 
38,333
 
 
 
38,333
 
Total revenue
 
 
744,545
 
 
 
671,944
 
Costs, expenses and (gains):
 
 
 
 
 
 
 
 
Oil and gas costs
 
 
41,685
 
 
 
29,379
 
Timber costs
 
 
11,684
 
 
 
9,409
 
Surface costs
 
 
-
 
 
 
1,154
 
General and administrative expense
 
 
651,574
 
 
 
605,223
 
Depreciation expense
 
 
2,027
 
 
 
2,303
 
Gain on sale of land
 
 
( 1,025,735
)
 
 
( 354,577
)
Total costs, expenses and (gains)
 
 
( 318,765
)
 
 
292,891
 
Income from operations
 
 
1,063,310
 
 
 
379,053
 
 
 
 
 
 
 
 
 
 
Interest income
 
 
15,625
 
 
 
44,179
 
Miscellaneous income
 
 
4,384
 
 
 
14,992
 
Income before income taxes
 
 
1,083,319
 
 
 
438,224
 
Federal and state income tax expense:
 
 
 
 
 
 
 
 
Current
 
 
263,970
 
 
 
98,841
 
Total income taxes
 
 
263,970
 
 
 
98,841
 
Net income
 
$
819,349
 
 
$
339,383
 
 
 
 
 
 
 
 
 
 
Earnings per share, basic and diluted
 
$
0.42
 
 
$
0.17
 
 
 
 
 
 
 
 
 
 
Weighted average shares outstanding, basic and diluted
 
 
1,942,495
 
 
 
1,942,495
 
 
The accompanying notes are an integral part of these financial statements.
 
F-4
 
 
 
CKX LANDS, INC.  
STATEMENTS   OF CHANGES   IN STOCKHOLDERS ’  EQUITY
 
 
 
Common Stock
 
 
Retained
 
 
Total
 
 
 
Shares
 
 
Amount
 
 
Earnings
 
 
Equity
 
Balances, December 31, 2020
 
 
1,942,495
 
 
$
59,335
 
 
$
15,727,503
 
 
$
15,786,838
 
Net income
 
 
-
 
 
 
-
 
 
 
819,349
 
 
 
819,349
 
Balances, December 31, 2021
 
 
1,942,495
 
 
$
59,335
 
 
$
16,546,852
 
 
$
16,606,187
 
 
 
 
Common Stock
 
 
Retained
 
 
Total
 
 
 
Shares
 
 
Amount
 
 
Earnings
 
 
Equity
 
Balances, December 31, 2019
 
 
1,942,495
 
 
$
59,335
 
 
$
15,388,120
 
 
$
15,447,455
 
Net income
 
 
-
 
 
 
-
 
 
 
339,383
 
 
 
339,383
 
Balances, December 31, 2020
 
 
1,942,495
 
 
$
59,335
 
 
$
15,727,503
 
 
$
15,786,838
 
 
The accompanying notes are an integral part of these financial statements.
 
F-5
 
 
 
CKX LANDS, INC.
STATEMENTS OF CASH FLOWS
 
 
 
Years Ended
 
 
 
December 31,
 
 
 
2021
 
 
2020
 
CASH FLOWS FROM OPERATING ACTIVITIES
 
 
 
 
 
 
 
 
Net income
 
$
819,349
 
 
$
339,383
 
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
 
 
 
 
 
Depreciation expense
 
 
2,027
 
 
 
2,303
 
Depletion expense
 
 
563
 
 
 
974
 
Gain on sale of land
 
 
( 1,025,735
)
 
 
( 354,577
)
Unrealized loss on equity investment in mutual funds
 
 
-
 
 
 
2,007
 
Changes in operating assets and liabilities:
 
 
 
 
 
 
 
 
(Increase) decrease in current assets
 
 
21,082
 
 
 
35,291
 
Increase (decrease) in current liabilities
 
 
( 80,959
)
 
 
114,784
 
Net cash provided by (used in) operating activities
 
 
( 263,673
)
 
 
140,165
 
 
 
 
 
 
 
 
 
 
CASH FLOWS FROM INVESTING ACTIVITIES
 
 
 
 
 
 
 
 
Purchases of certificates of deposit
 
 
-
 
 
 
( 1,985,920
)
Proceeds from maturity of certificates of deposit
 
 
-
 
 
 
4,682,920
 
Purchases of mutual funds
 
 
( 237
)
 
 
( 3,960
)
Costs of reforesting timber
 
 
( 18,606
)
 
 
(9,321
)
Purchases of land
 
 
( 4,063
)
 
 
-
 
Proceeds from the sale of fixed assets
 
 
1,233,197
 
 
 
359,082
 
Net cash provided by investing activities
 
 
1,210,291
 
 
 
3,042,801
 
 
 
 
 
 
 
 
 
 
NET INCREASE IN CASH AND CASH EQUIVALENTS
 
 
946,618
 
 
 
3,182,966
 
Cash and cash equivalents, beginning of the period
 
 
6,463,255
 
 
 
3,280,289
 
Cash and cash equivalents, end of the period
 
$
7,409,873
 
 
$
6,463,255
 
 
 
 
 
 
 
 
 
 
SUPPLEMENTAL CASH FLOW INFORMATION
 
 
 
 
 
 
 
 
Cash paid for interest
 
$
-
 
 
$
-
 
Cash paid for income taxes
 
$
289,423
 
 
$
92,770
 
 
The accompanying notes are an integral part of these financial statements.
 
F-6
 
 
CKX LANDS, INC.
NOTES TO FINANCIAL STATEMENTS
 
 
 
 
Note 1:
Nature of Business and Significant Accounting Policies
 
Nature of Business
 
The Company was incorporated in the State of Louisiana on June 27, 1930. The Company’s business is the ownership and management of land. The primary activities consist of leasing its properties for minerals (oil and gas), raising and harvesting timber, and surface use (agriculture, right of ways, hunting).
 
Significant Accounting Policies
 
Basis of Presentation and Use of Estimates
 
The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.
 
Certain prior period amounts have been reclassified for consistency with the current period presentation. These reclassifications had no effect on the reported results of operations.
 
Risks and Uncertainties
 
On March 11, 2020, the World Health Organization declared COVID- 19 a pandemic. While the Company did not incur significant disruptions to its operations during 2020 or 2021 from COVID- 19, it is unable at this time to predict the impact that COVID- 19 or new variants of the novel coronavirus will have on its business, financial position and operating results in future periods due to numerous uncertainties and is closely monitoring the impact of the pandemic on all aspects of its business.
 
Concentration of Credit Risk
 
The Company maintains its cash balances in seven financial institutions. At times, cash balances may be in excess of the Federal Deposit Insurance Corporation’s insured limit of $250,000. The Company has not experienced any losses in such accounts and management believes the Company is not exposed to any significant credit risk on its cash balances.  
 
Cash Equivalents
 
Cash equivalents are highly liquid debt instruments with original maturities of three months or less when purchased.
 
Equity Investment
 
In January 2016, the FASB issued ASU 2016 - 01, “ Financial Instruments – Overall (Subtopic 825 - 10 ): Recognition of Financial Assets and Financial Liabilities, ” (ASU 2016 - 01 ), which makes targeted amendments to the guidance for recognition, measurement, presentation and disclosure of financial instruments.  The guidance under ASU 2016 - 01 requires equity investments, other than equity method investments, to be measured at fair value with changes in fair value recognized in net income.  As of December 31, 2021 and 2020, the Company classified $ 502,832 and $ 502,595 , respectively, of mutual funds as equity securities.  The Company invests in ultra-short, high quality U.S. dollar money market funds, foreign funds, and obligations issued by the U.S. Government.
 
Accounts Receivable
 
The Company’s accounts receivable consists of incomes received after quarter-end for royalties produced prior to quarter-end.  When there are royalties that have not been received at the time of the preparation of the financial statements for months in the prior quarter, the Company estimates the amount to be received based on the average of the most recent 12 month’s royalties that were received from that particular well.  The Company does not maintain an allowance for doubtful accounts because other than the accrual for earned but not received royalties, it has no accounts receivable.
 
F-
7
 
 
Property, Building and Equipment
 
Property, building, and equipment is stated at cost. Major additions are capitalized. Maintenance and repairs are charged to income as incurred. Depreciation is computed on the straight-line and accelerated methods over the following estimated useful lives of the assets:
 
Furniture and equipment (years)
    5
-
7
 
Land improvements (years)
      15
   
 
Impairment of Long-lived Assets
 
Long-lived assets, such as land, timber and property, buildings, and equipment, are reviewed for impairment whenever events or changes in circumstances indicate the carrying amount of an asset may not be recoverable. If events or circumstances arise that require a long-lived asset to be tested for potential impairment, the Company first compares undiscounted cash flows expected to be generated by the asset to its carrying value. If the carrying amount of the long-lived asset is not recoverable on an undiscounted cash flow basis, an impairment charge is recognized to the extent that the carrying value exceeds the fair value. Fair value may be determined through various valuation techniques including quoted market prices, third -party independent appraisals and discounted cash flow models. During the year ended December 31, 2021, the Company performed a step zero impairment analysis on furniture and fixtures and land improvements and determined there were no qualitative factors that would indicate impairment. No impairment charges were recorded during the years ended December 31, 2021 and 2020.
 
On August 27, 2020, Hurricane Laura made landfall in Cameron, Louisiana as a major Category 4 hurricane. The hurricane caused widespread property damage, flooding, power outages, and water and communication service interruptions. The Company holds 13,941 acres of land in Southwest Louisiana across 11 parishes, with 10,495 acres classified as timber lands. Ten of these parishes are included in the Federal Emergency Management Agency’s disaster declaration related to Hurricane Laura. A percentage of the Company's timber assets were damaged during the storm. The Company performed an impairment analysis by comparing the undiscounted cash flow of the assets and the carrying value of the fixed assets and determined there was no impairment to its timber. During the year ended December 31, 2021, no impairment triggering factors were noted and no quantitative analysis was performed.
 
Revenue Recognition
 
The Company accounts for revenue under ASU 2014 - 09, Revenue from Contracts with Customers (ASC 606 ). In accordance with ASC 606, we recognize revenues when the following criteria are met: (i) persuasive evidence of a contract with a customer exists, (ii) identifiable performance obligations under the contract exist, (iii) the transaction price is determinable for each performance obligation, (iv) the transaction price is allocated to each performance obligation, and (v) the performance obligations are satisfied. We derive a majority of our revenues from oil and gas royalties, timber sales, and surface leases. Surface leases are not within the scope of ASC 606 and are accounted for under ASC 842. See Note 9 for more detailed information about the Company’s reportable segments.
 
Oil and Gas
 
Oil and gas revenue is generated through customer contracts, where we provide the customer access to a designated tract of land upon which the customer performs exploration, extraction, production and ultimate sale of the oil and gas. The Company receives royalties on all oil and gas produced by the customer. The performance obligation identified in oil and gas related contracts is the oil and gas produced on the designated tract of land. The performance obligation is satisfied at a point in time, which is when the customer produces oil and gas. The transaction price is comprised of fixed fees (royalties) on all oil and gas produced. The Company accrues monthly royalty revenues based upon estimates and adjusts to actual as the Company receives payments. Net accrued royalty income was $ 50,379 and $ 49,113 as of December 31, 2021 and 2020, respectively. There are no capitalized contract costs associated with oil and gas contracts. The accounting for royalty income remains largely unchanged upon implementation of ASC 606.
 
Timber
 
Timber revenue is generated through customer contracts executed as a pay-as-cut arrangement, where the customer acquires the right to harvest specified timber on a designated tract for a set period of time at agreed-upon unit prices. The performance obligation identified in timber related contracts is the severing of a single tree.
 
We satisfy our performance obligation when timber is severed, at which time revenue is recognized. The transaction price for timber sales is determined using contractual rates applied to harvest volumes. The Company may receive a deposit at the time of entering into a stumpage agreement and this deposit is recorded in unearned revenue until earned. The Company held stumpage agreement deposits of $ 0 and $ 87,300 as of December 31, 2021 and 2020. There are no capitalized contract costs associated with timber contracts. No revenue has been recognized on the stumpage agreements held by the Company that are still open. The amount deposited by the customer is recognized as revenue against the first timber harvested.  If no timber is harvested by the end of the contract the deposit is retained and recognized as income at contract end.  The accounting of timber revenue remains largely unchanged upon implementation of ASC 606.
 
F-
8
 
 
Surface
 
Surface revenue is earned through annual leases for agricultural and hunting activities and the Company records revenues evenly over the term of these leases.  Surface revenues from these sources are recurring on an annual basis. 
 
Surface revenue is also earned through right of way and related temporary work-space leases, both of which are not unusual in occurrence and are not recurring sources of revenue. Generally, a right of way lease relates to either a utility or pipeline right of way that is a permanent servitude or exists for fixed periods of time greater than thirty years. The Company retains ownership of the land and the servitude is limited to the use of the surface. Revenue is recorded at the time of the agreement’s execution date. For income tax purposes, these types of agreements are treated as sales of business assets.
 
Other sources of surface revenue can be commercial activities leases and sales of surface minerals, such as dirt.
 
Basic and Diluted Earnings per share
 
Net earnings per share is provided in accordance with FASB ASC 260 - 10, "Earnings per Share". Basic earnings per share is computed by dividing earnings available to common stockholders by the weighted average number of common shares outstanding during the period. Diluted income per share gives effect to all dilutive potential common shares outstanding during the period. Dilutive income per share excludes all potential common shares if their effect is anti-dilutive. As of December 31, 2021, and 2020 there were no dilutive shares outstanding.
 
Dividends
 
The Company does not currently pay dividends on a regular basis.  In determining whether to declare a dividend, the Board of Directors takes into account the Company’s prior fiscal year’s cash flows from operations and the current economic conditions, among other information deemed relevant. Dividends paid per common stock are based on the weighted average number of common stock shares outstanding during the period. No dividends were declared during the years ended December 31, 2021 and 2020.
 
Pursuant to a dividend reversion clause in the Company’s Articles of Incorporation, dividends not claimed within one year after the dividend becomes payable will expire and revert in full ownership to the Company and the Company’s obligation to pay such dividend will cease. Any dividend reversions are recorded in equity upon receipt.
 
Income Taxes
 
The Company accounts for income taxes in accordance with ASC Topic 740, Income Taxes, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of temporary differences between the financial statement carrying amounts and the tax bases of assets and liabilities.
 
Deferred income tax assets and liabilities are determined using the liability (or balance sheet) method. Under this method, the net deferred tax asset or liability is determined based on the tax effects of the temporary differences between the book and tax bases of the various balance sheet assets and liabilities and gives current recognition to changes in tax rates and laws.
 
In accordance with generally accepted accounting principles, the Company has analyzed its filing positions in federal and state income tax returns for the tax returns that remain subject to examination. Generally, returns are subject to examination for three years after filing. The Company believes that all filing positions are highly certain and that all income tax filing positions and deductions would be sustained upon a taxing jurisdiction’s audit. Therefore, no reserve for uncertain tax positions is required. No interest or penalties have been levied against the Company and none are anticipated.
 
Other Taxes
 
Taxes, other than income taxes, which consisted of property, franchise and oil and gas production taxes were $ 146,095 and $ 125,124 , for the years ended December 31, 2021 and 2020, respectively.
 
Leases
 
The Company leases its lands to individuals and entities for various purposes. The Company accounts for these types of leases in accordance with ASC 842 , Leases, and subsequent amendments, which require that leases be evaluated and classified as operating or capital leases for financial reporting purposes. For leases classified as operating, the Company calculates rent expense on a straight-line basis over the lesser of the lease term including renewal options, if reasonably assured, or the economic life of the leased premises, taking into consideration rent escalation clauses and other lease concessions, if applicable. The Company has no capital leases as of December 31, 2021, or 2020.
 
F-
9
 
 
Recent Accounting Pronouncements
 
In December 2019, the FASB issued ASU No. 2019 - 12, Income Taxes (Topic 740 ): Simplifying the Accounting for Income Taxes. The new guidance simplifies the accounting for income taxes by removing certain exceptions to the general principles, as well as improving consistent application in Topic 740 by clarifying and amending existing guidance. The amendments were effective for all entities for fiscal years beginning after December 15, 2020. The adoption of ASU 2019 - 12 did not have an impact on the Company’s consolidated financial statements.
 
In March 2020, the FASB issued ASU 2020 - 03,  “ Codification Improvements to Financial Instruments ” (“ASU 2020 - 03” ).  ASU 2020 - 03 improves and clarifies various financial instruments topics. ASU 2020 - 03 includes seven different issues that describe the areas of improvement and the related amendments to GAAP, intended to make the standards easier to understand and apply by eliminating inconsistencies and providing clarifications. The Company adopted ASU 2020 - 03 upon issuance, which did not have a material effect on the Company’s current financial position, results of operations or financial statement disclosures.
 
There are various other updates recently issued, most of which represented technical corrections to the accounting literature or application to specific industries and are not expected to have a material impact on the Company’s financial position, results of operations or cash flows.
 
 
Note 2:       Fair Value of Financial Instruments
 
ASC 820 Fair Value Measurements and Disclosures (“ASC 820” ), defines fair value, establishes a framework for measuring fair value and enhances disclosures about fair value measurements. It defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. ASC 820 also establishes a fair value hierarchy which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The standard describes three levels of inputs that may be used to measure fair value:
 
Level 1: Observable inputs such as quoted prices (unadjusted) in active markets for identical assets or liabilities.
 
Level 2: Inputs other than quoted prices that are observable for the asset or liability, either directly or indirectly. These include quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities that are not active; and model-driven valuations whose inputs are observable or whose significant value drivers are observable. Valuations may be obtained from, or corroborated by, third -party pricing services.
 
Level 3: Unobservable inputs to measure fair value of assets and liabilities for which there is little, if any market activity at the measurement date, using reasonable inputs and assumptions based upon the best information at the time, to the extent that inputs are available without undue cost and effort.
 
The following methods and assumptions were used to estimate the fair value of each class of financial instruments for which it was practical to estimate that value:
 
Class
Methods and/or Assumptions
 
 
Cash and cash equivalents:
Carrying value approximates fair value due to its readily convertible characteristic.
 
 
Equity investment in mutual funds:
Carrying value adjusted to and presented at fair market value.
 
F-
10
 
 
The estimated fair value of the Company's financial instruments are as follows:
 
 
 
 
 
 
 
December 31, 2021
 
 
December 31, 2020
 
Financial Assets:
 
Level
 
 
Carrying Value
 
 
Fair Value
 
 
Carrying Value
 
 
Fair Value
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Cash and cash equivalents
 
 
1
 
 
$
7,409,873
 
 
$
7,409,873
 
 
$
6,463,255
 
 
$
6,463,255
 
Equity investment in mutual funds
 
 
1
 
 
 
504,606
 
 
 
502,832
 
 
 
504,369
 
 
 
502,595
 
Total
 
 
 
 
 
$
7,914,479
 
 
$
7,912,705
 
 
$
6,967,624
 
 
$
6,965,850
 
 
 
Note 3:       Property and Equipment
 
Property and equipment consisted of the following:
 
 
 
December 31,
 
 
 
2021
 
 
2020
 
 
 
 
 
 
 
 
 
 
Land
 
$
6,815,147
 
 
$
7,018,547
 
Timber
 
 
2,214,985
 
 
 
2,196,942
 
Equipment
 
 
108,602
 
 
 
108,602
 
 
 
 
9,138,734
 
 
 
9,324,091
 
Accumulated depreciation
 
 
( 82,496
)
 
 
( 80,470
)
Total
 
$
9,056,238
 
 
$
9,243,621
 
 
Depreciation expense was $ 2,027 and $ 2,303 for the years ended December 31, 2021 and 2020, respectively.
 
Depletion expense was $ 563 and $ 974 for the years ended December 31, 2021 and 2020, respectively.
 
 
Note 4:       Land Purchases and Sales
 
Land Purchases
 
During the year ended December 31, 2021, the Company purchased the following lands:
 
 
+/-
Louisiana
 
 
 
 
Mineral
Quarter
Acres
Parish
Ownership
 
Land
 
Rights %
3rd
10.84
Jefferson Davis
16.67 %
 
 $ 4,063
 
0 %
 
The Company did not purchase any land during the year ended December 31, 2020.
 
F-
11
 
 
Land Sales
 
During the year ended December 31, 2021, the Company sold the following lands:
 
 
+/-
Louisiana
 
 
 
 
Mineral
Quarter
Acres
Parish
Ownership
 
Land
 
Rights %
1st
3.38
Beauregard
100.00 %
 
 $ 31,018
 
0 %
1st
10.00
Calcasieu
100.00 %
 
 $ 70,500
 
0 %
1st
10.00
Calcasieu
100.00 %
 
 $ 68,500
 
0 %
1st
5.40
Beauregard
100.00 %
 
 $ 51,520
 
0 %
1st
10.00
Calcasieu
100.00 %
 
 $ 65,295
 
0 %
1st
3.36
Beauregard
100.00 %
 
 $ 31,610
 
0 %
1st
10.00
Calcasieu
100.00 %
 
 $ 68,620
 
0 %
1st
20.98
Calcasieu
16.67 %
 
 $ 16,408
 
0 %
1st
10.00
Calcasieu
100.00 %
 
 $ 68,090
 
0 %
1st
10.00
Calcasieu
100.00 %
 
 $ 65,800
 
0 %
2nd
10.00
Calcasieu
100.00 %
 
 $ 68,315
 
0 %
2nd
6.62
Beauregard
100.00 %
 
 $ 63,415
 
0 %
2nd
70.44
St. Landry
40.00 %
 
 $ 50,688
 
0 %
2nd
32.52
Calcasieu
16.67 %
 
 $ 25,458
 
0 %
3rd
51.89
Calcasieu
16.67 %
 
 $ 233,483
 
0 %
3rd
3.38
Beauregard
100.00 %
 
 $ 31,730
 
0 %
3rd
40.00
Calcasieu
50.00 %
 
 $ 19,200
 
0 %
4th
138.57
Allen
40.00 %
 
 $ 62,992
 
0 %
4th
25.34
Calcasieu
100.00 %
 
 $ 140,555
 
0 %
 
During the year ended December 31, 2020, the Company sold the following lands:
 
 
+/-
Louisiana
 
 
 
 
Mineral
Quarter
Acres
Parish
Ownership
 
Land
 
Rights %
1st
3.17
Calcasieu
100.00 %
 
 $ 35,500
 
0 %
2nd
2.62
Calcasieu
16.67 %
 
 $ 128,140
 
0 %
2nd
6.75
Beauregard
100.00 %
 
 $ 64,000
 
0 %
2nd
5
Beauregard
100.00 %
 
 $ 35,000
 
0 %
3rd
3.14
Calcasieu
100.00 %
 
 $ 34,195
 
0 %
3rd
40
Calcasieu
16.67 %
 
 $ 13,333
 
0 %
4th
2.88
Calcasieu
100.00 %
 
 $ 28,800
 
0 %
4th
3.17
Calcasieu
100.00 %
 
 $ 35,190
 
0 %
 
For the years ended December 31, 2021 and 2020, gains on sales of land were $ 1,025,735 and $ 354,577 , respectively.
 
F-
12
 
 
 
Note 5:       Oil and Gas Leases
 
Results of oil and gas leasing activities for the years ended December 31, 2021 and 2020 are as follows:
 
 
 
2021
 
 
2020
 
Gross revenues
 
 
 
 
 
 
 
 
Royalty interests
 
$
364,907
 
 
$
257,247
 
Lease fees
 
 
-
 
 
 
5,882
 
 
 
 
364,907
 
 
 
263,129
 
Production costs
 
 
( 41,685
)
 
 
( 29,379
)
Results before income tax expense
 
 
323,222
 
 
 
233,750
 
Estimated income tax expense
 
 
( 93,734
)
 
 
( 67,788
)
Results of operations from producing activities excluding corporate overhead
 
$
229,488
 
 
$
165,962
 
 
Reserve information relating to estimated quantities of the Company's interest in proved reserves of natural gas and crude including condensate and natural gas liquids is not available. Such reserves are located entirely within the United States. A schedule indicating such reserve quantities is, therefore, not presented. All oil and gas royalties come from Company owned properties that were developed and produced by producers, unrelated to Company, under oil and gas mineral lease agreements.
 
The Company’s royalty and working interests share of oil and gas, exclusive of plant products, produced from leased properties were:
 
 
 
2021
 
 
2020
 
Net gas produced (MCF)
 
 
10,410
 
 
 
12,376
 
Net oil produced (Bbl)
 
 
5,072
 
 
 
5,043
 
 
 
Note 6:       Segment Reporting
 
The Company’s operations are classified into three principal operating segments that are all located in the United States: oil and gas, surface and timber. The Company’s reportable business segments are strategic business units that offer income from different products. They are managed separately due to the unique aspects of each area.
 
The tables below present financial information for the Company’s three operating business segments:
 
    Years Ended December 31,
 
    2021
    2020
 
Identifiable Assets, net of accumulated depreciation
               
Timber
  $ 2,214,985     $ 2,196,942  
General corporate assets
    14,840,102       14,119,755  
Total
  $ 17,055,087     $ 16,316,697  
                 
Capital expenditures:
               
Timber
  $ 18,606     $ 9,321  
Surface
    4,063       -  
General corporate assets
    -       -  
Total segment costs and expenses
  $ 22,669     $ 9,321  
                 
Depreciation and depletion
               
Oil and gas
  $ -     $ -  
Timber
    563       974  
General corporate assets
    2,027       2,303  
Total
  $ 2,590     $ 3,277  
 
F-
13
 
 
    Years Ended December 31,
 
    2021
    2020
 
Revenues:
               
Oil and gas
  $ 364,907     $ 257,247  
Timber sales
    151,102       134,720  
Surface revenue
    228,536       279,977  
Total segment revenues
  $ 744,545     $ 671,944  
                 
Cost and expenses:
               
Oil and gas costs
  $ 41,685     $ 29,379  
Timber costs
    11,684       9,409  
Surface costs
    -       1,154  
Total segment costs and expenses
  $ 53,369     $ 39,942  
                 
Net income from operations:
               
Oil and gas
  $ 323,222     $ 227,868  
Timber
    139,418       125,311  
Surface
    228,536       278,823  
Total segment net income from operations
  $ 691,176     $ 632,002  
Unallocated other income (expense) before income taxes
    392,143       ( 193,778 )
Income before income taxes
  $ 1,083,319     $ 438,224  
 
There are no intersegment sales reported in the accompanying statements of operations. The accounting policies of the segments are the same as those described in the summary of significant accounting policies. The Company evaluates performance based on income or loss from operations before income taxes excluding nonrecurring gains and losses on equity investment. Income before income tax represents net revenues less costs and expenses less other income and expenses of a general corporate nature. Identifiable assets by segment are those assets used solely in the Company's operations within that segment.
 
 
Note 7:       Concentrations
 
Revenues from customers representing 5% or more of total revenue for the years ended December 31, 2021 and 2020, respectively were:
 
 
 
 
Years Ended December 31,
 
Count
 
 
2021
 
 
2020
 
1
 
 
$
68,404
 
 
$
87,871
 
2
 
 
 
64,575
 
 
 
67,416
 
3
 
 
 
59,420
 
 
 
47,452
 
4
 
 
 
56,951
 
 
 
45,520
 
5
 
 
 
54,300
 
 
 
40,289
 
6
 
 
 
53,625
 
 
 
38,333
 
7
 
 
 
45,183
 
 
 
-
 
8
 
 
 
38,333
 
 
 
-
 
 
 
Note 8:       Income Taxes      
 
The Company files federal and state income tax returns on a calendar year basis. The net deferred tax liability in the accompanying balance sheets includes the following components at December 31, 2021 and 2020:
 
    2021
    2020
 
Deferred tax assets
  $ -     $ -  
Deferred tax liabilities
    ( 187,664 )     ( 187,664 )
    $ ( 187,664 )   $ ( 187,664 )
 
F-
14
 
 
Reconciliations between the United States federal statutory income tax provision, using the statutory rate of 21 %, and the Company’s provision for income taxes at December 31, 2021 and 2020 are as follows:
 
    2021
    2020
 
Income tax on income before extraordinary item:
               
Tax at statutory rates
  $ 310,412     $ 123,335  
Tax effect of the following:
               
Federal statutory depletion
    ( 11,495 )     ( 8,103 )
State statutory depletion
    ( 6,130 )     ( 4,322 )
State income tax deduction
    ( 12,751 )     ( 3,740 )
Federal income tax deduction
    ( 18,200 )     ( 7,362 )
Other
    2,134       ( 967 )
Income tax on income
  $ 263,970     $ 98,841  
 
Deferred income taxes payable result from timing differences in the recognition of revenue and expenses for tax and financial statement purposes. The effect of these timing differences at December 31, 2021  and 2020  is as follows:
 
    2021
    2020
 
Casualty loss
  $ ( 77,714 )   $ ( 77,714 )
Deferred gain
    ( 109,950 )     ( 109,950 )
    $ ( 187,664 )   $ ( 187,664 )
 
The Company files income tax returns for federal and state purposes. Generally, the Company’s tax returns remain open for three years for tax examination purposes. Tax positions are recognized when they are more likely than not to be sustained upon examination. The amount recognized is measured as the largest amount of benefit that is more likely than not to be realized upon settlement. The Company is subject to periodic audits by the Internal Revenue Service and other state and local taxing authorities. These audits may challenge certain of the Company’s tax positions such as timing and amount of income and deductions and the allocation of taxable income to various tax jurisdictions. The Company evaluates its tax positions and establishes liabilities if significant in accordance with the applicable accounting guidance on uncertainty in income taxes. With few exceptions, the Company is no longer subject to U.S. Federal and state income tax examinations by the tax authorities for calendar years ending before December 31, 2018.
 
 
Note 9:      Related Party Transactions
 
The Company and Stream Wetlands Services, LLC (“Stream Wetlands”) are parties to an option to lease agreement dated April 17, 2017 ( the “OTL”). The OTL provided Stream Wetlands an option to lease certain lands from the Company, subject to the negotiation and execution of a mutually acceptable lease form. On February 28, 2021, the Company renewed the OTL for a period of 12 months through February 28, 2022 in exchange for a payment by Stream Wetlands of $ 38,333 , and Stream Wetlands may extend the option for one more year through February 28, 2023 upon payment of an additional $38,333. William Gray Stream, the President and Treasurer and a director of the Company, is the president of Stream Wetlands.
 
The Company’s President and Treasurer is also the President of Matilda Stream Management, Inc. Matilda Stream Management provides administrative and accounting services to the Company for no compensation.
 
The Company’s immediate past President and current Secretary and director is a partner in Stockwell, Sievert, Viccellio, Clements, LLP (“Stockwell”). Beginning in August 2018, the Company began renting office space from Stockwell. The Company paid Stockwell $ 750 per month as rent for office space and associated services, $ 2,000 per month to reimburse the firm for an administrative assistant and reimbursed Stockwell for miscellaneous office supplies and legal expenses. For the year ended December 31, 2020, the Company recorded $ 22,407 in total of such expense, of which $ 6,000 was rent expense. These expenses were paid through August 31, 2020 and Stockwell ceased providing these services to the Company on August 31, 2020.
 
Surface revenue-related party was $ 38,333 for each of the years ended December 31, 2021 and 2020. All of this amount was attributable to the OTL with Stream Wetlands described above.
 
 
Note 10:   Subsequent Events
 
On February 28, 2022 Stream Wetlands exercised the OTL and signed a lease in exchange for paying the Company $ 38,333 .
 
F-15
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.