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CKX LANDS, INC. - Quarter Report: 2017 September (Form 10-Q)

ckx20170930_10q.htm

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 10-Q

 

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

 

For the quarterly period ended September 30, 2017

 

 

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT

 

 

Commission File Number 1-31905

 

CKX Lands, Inc.

(Exact name of registrant as specified in its charter)

 

Louisiana

 

72-0144530

(State or other jurisdiction of

incorporation or organization)

 

(I.R.S. Employer Identification No.)

     
     

1508 Hodges Street

   

Lake Charles, LA

 

70601

(Address of principal executive offices)

 

(Zip Code)

     
 

(337) 493-2399

 
 

(Registrant’s telephone number)

 

 

 

 

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.     

Yes       No  ☐

 

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).

Yes       No  ☐

 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer”, “accelerated filer”, and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

 

Large accelerated filer     ☐

Accelerated filer     ☐

Non-accelerated filer     ☐

Smaller reporting company     ☒

 

Emerging growth company     ☐

          

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).     Yes ☐     No  ☒

 

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date: 1,942,495

 

 

 

 

CKX Lands, Inc.

Form 10-Q

For the Quarter Ended September 30, 2017

 

Table of Contents

   

Page

Part I. Financial Information

   
     

Item 1.     Financial Statements

   
     

a.   Balance Sheets as of September 30, 2017 and December 31, 2016 (Unaudited)

 

 1

b.   Statements of Income for the quarter and nine months ended September 30, 2017 and 2016 (Unaudited)

 

 2

c.   Statements of Changes in Stockholders’ Equity for the nine months ended September 30, 2017 and 2016 (Unaudited)

 

 3

d.   Statements of Cash Flows for the nine months ended September 30, 2017 and 2016 (Unaudited)

 

 4

e.   Notes to Financial Statements as of September 30, 2017 (Unaudited)

 

 5-7

     

Item 2.     Management’s Discussion and Analysis of Financial Condition and Results of Operations

 

 8-9

     

Item 4.     Controls and Procedures

 

 10

     

Part II. Other Information

   
     

Item 6.     Exhibits

 

 11

     

  Signature

 

 12

 

 

 

 

Part I – Financial Information

 

 

Item 1.

FINANCIAL STATEMENTS

 

CKX Lands, Inc.

Balance Sheets

September 30, 2017 and December 31, 2016

(Unaudited)

 

   

2017

   

2016

 

Assets

 

Current Assets:

               

Cash and cash equivalents

  $ 1,068,645     $ 1,081,188  

Proceeds held in 1031 trust account – restricted

    33,821       --  

Certificates of deposit

    2,180,000       3,370,000  

Accounts receivable

    73,597       62,403  

Prepaid expense and other assets

    129,055       23,467  

Total current assets

    3,485,118       4,537,058  

Non-current Assets:

               

Certificates of deposit

    1,912,890       720,000  

Property and equipment:

               

Land

    7,117,290       7,075,345  

Timber

    2,111,302       2,072,368  

Building and equipment less accumulated depreciation of $74,075 and $73,374, respectively

    21,852       13,553  

Total property and equipment, net

    9,250,444       9,161,266  

Total assets

  $ 14,648,452     $ 14,418,324  

 

Liabilities and Stockholders’ Equity

 

Current Liabilities:

               

Trade payables and accrued expenses

  $ 236,344     $ 122,464  

Income tax payable

    --       9,993  

Total current liabilities

    236,344       132,457  

Non-current Liabilities:

               

Deferred income tax payable

    310,012       298,919  

Total liabilities

    546,356       431,376  

Stockholders’ Equity:

               

Common stock, no par value: 3,000,000 shares authorized; 1,942,495 and 1,942,495 shares issued, respectively

    59,335       59,335  

Retained earnings

    14,042,761       13,927,613  

Total stockholders’ equity

    14,102,096       13,986,948  

Total liabilities and stockholders’ equity

  $ 14,648,452     $ 14,418,324  

 

The accompanying notes are an integral part of these unaudited financial statements.

 

1

 

 

CKX Lands, Inc.

Statements of Income

Quarter and Nine Months Ended September 30, 2017 and 2016

 (Unaudited)

 

   

Quarter Ended

September 30,

   

Nine Months Ended

September 30,

 
   

2017

   

2016

   

2017

   

2016

 

Revenues:

 

Oil and gas

  $ 132,348     $ 151,752     $ 465,710     $ 359,951  

Timber

    --       4,992       8,966       125,860  

Surface

    64,975       53,299       318,423       152,188  

Total revenues

    197,323       210,043       793,099       637,999  

Costs, Expenses and (Gains):

 

Oil and gas

    13,668       17,755       46,717       43,009  

Timber

    2,776       4,356       8,883       23,018  

Surface

    12,429       16,976       37,277       55,501  

General and administrative

    116,234       153,885       366,467       383,500  

Depreciation

    234       236       701       1,987  

Gain on sale of land

    (28,561 )     --       (31,452 )     --  

Total cost, expenses and (gains)

    116,780       193,208       428,593       507,015  

Income from operations

    80,543       16,835       364,506       130,984  

Other Income:

 

Interest income

    11,465       12,398       32,040       30,749  

Net other income

    11,465       12,398       32,040       30,749  

Income before income taxes

    92,008       29,233       396,546       161,733  

Federal and State Income Taxes:

 

Current

    29,617       1,605       76,055       31,741  

Deferred

    11,093       6,257       11,093       6,257  

Total income taxes

    40,710       7,862       87,148       37,998  

Net Income

  $ 51,298     $ 21,371     $ 309,398     $ 123,735  
                                 

Per Common Stock, basic and diluted

 

Net Income

  $ 0.03     $ 0.01     $ 0.16     $ 0.06  

Dividends

  $ 0.00     $ 0.00     $ 0.10     $ 0.00  
                                 

Weighted Average Common Shares Outstanding, basic and diluted

    1,942,495       1,942,495       1,942,495       1,942,495  

 

The accompanying notes are an integral part of these unaudited financial statements.

 

2

 

 

CKX Lands, Inc.

Statements of Changes in Stockholders’ Equity

Nine Months Ended September 30, 2017 and 2016

(Unaudited)

 

   

Total

   

Retained
Earnings

   

Capital
Stock
Issued

 

Nine Months Ended September 30, 2017

                       

December 31, 2016 Balance

  $ 13,986,948     $ 13,927,613     $ 59,335  

Net income

    309,398       309,398       --  

Dividends Paid

    (194,250 )     (194,250 )     --  

September 30, 2017 Balance

  $ 14,102,096     $ 14,042,761     $ 59,335  
                         

Nine Months Ended September 30, 2016

                       

December 31, 2015 Balance

  $ 13,809,767     $ 13,750,432     $ 59,335  

Net income

    123,735       123,735       --  

Dividends Reversion

    6,507       6,507       --  

September 30, 2016 Balance

  $ 13,940,009     $ 13,880,674     $ 59,335  

 

The accompanying notes are an integral part of these unaudited financial statements.

 

3

 

 

CKX Lands, Inc.

Statements of Cash Flows

Nine Months Ended September 30, 2017 and 2016

(Unaudited)

 

   

2017

   

2016

 

Cash Flows from Operating Activities:

               

Net Income

  $ 309,398     $ 123,735  

Less non-cash expenses included in net income:

               

Depreciation, depletion and amortization

    701       1,987  

Deferred income tax expense

    11,093       6,257  

Gain on sale of land

    (31,452 )     --  

Change in operating assets and liabilities:

               

Increase in current assets

    (116,782 )     (33,898 )

Increase in current liabilities

    103,887       85,025  

Net cash provided from operating activities

    276,845       183,106  

Cash Flows from Investing Activities:

               

Certificates of deposit:

               

Purchases

    (2,412,890 )     (1,690,000 )

Maturity proceeds

    2,410,000       1,920,000  

Land, timber, equipment, and other assets:

               

Purchases

    (93,901 )     (2,401,040 )

Sales proceeds

    35,474       --  

Net cash used in investing activities

    (61,317 )     (2,171,040 )

Cash Flows from Financing Activities:

               

Dividends reversion (paid)

    (194,250 )     6,507  

Net cash from (used in) financing activities

    (194,250 )     6,507  

Net increase (decrease) in cash, cash equivalents, and proceeds held in 1031 trust account

    21,278       (1,981,427 )

Cash, cash equivalents and proceeds held in 1031 trust account:

               

Cash and cash equivalents

  $ 1,081,188     $ 1,081,188  

Proceeds held in 1031 trust account

    --       --  

Beginning of nine month period

    1,081,188       2,767,424  
                 

Cash and cash equivalents

    1,068,645       785,997  

Proceeds held in 1031 trust account

    33,821       --  

End of nine month period

  $ 1,102,466     $ 785,997  
                 

Supplemental disclosures of cash flow information:

               

Cash payments for:

               

Interest

  $ --     $ --  

Income taxes

  $ 99,240     $ 35,571  

 

The accompanying notes are an integral part of these unaudited financial statements.

 

4

 

 

CKX Lands, Inc.

Notes to Financial Statements

September 30, 2017

(Unaudited)

 

Note 1:

Basis of Presentation

 

The accompanying unaudited financial statements of CKX Lands, Inc. (“Company”) have been prepared in accordance with United States generally accepted accounting principles for interim financial information. They do not include all information and footnotes required by United States generally accepted accounting principles for complete financial statements. Except as described herein, there has been no material change in the information disclosed in the notes to the financial statements included in our financial statements as of and for the year ended December 31, 2016. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included in the accompanying financial statements. Certain amounts have been reclassified to conform to the current period’s presentation, including oil and gas, timber, and surface, from general and administrative costs and expenses on the statements of income.

 

Interim results are not necessarily indicative of results for a full year. These financial statements and accompanying notes should be read in conjunction with the Company’s Form 10-K for the year ended December 31, 2016 and Form 10-Q for the quarter period ended September 30, 2017.

 

In November 2016, the FASB issued Accounting Standard Update (ASU) No. 2016-18, Statement of Cash Flows (Topic 230) - Restricted Cash. ASU 2016-18 requires that a statement of cash flows explain the change during the period in the total of cash, cash equivalents, and amounts generally described as restricted cash or restricted cash equivalents. This update is for entities for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years using a retrospective transition method to each period presented. Early adoption is permitted. We elected early adoption of this ASU retrospectively as of September 30, 2017.  The adoption had no impact to current or prior period reporting.

 

Note 2:

Income Taxes

 

In accordance with generally accepted accounting principles, the Company has analyzed its filing positions in federal and state income tax returns for the tax years that remain subject to examination, generally 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.

 

Note 3.

Company Operations

 

The Company’s operations are classified into three principal operating segments that are all located in the United States: oil and gas, timber and surface. The Company’s reportable business segments are strategic business units that offer income from different products all of which are derived from the Company lands. They are managed separately due to the unique aspects of each area.

 

Following is a summary of segmented operations information for the nine months ended September 30, 2017 and 2016, respectively:

 

   

2017

   

2016

 

Revenues:

               

Oil and Gas

  $ 465,710     $ 359,951  

Timber

    8,966       125,860  

Surface

    318,423       152,188  

Total

    793,099       637,999  

Cost and Expenses:

               

Oil and Gas

    46,717       43,009  

Timber

    8,883       23,018  

Surface

    37,277       55,501  

Total

    92,877       121,528  

Income from Operations:

               

Oil and Gas

    418,993       316,942  

Timber

    83       102,842  

Surface

    281,146       96,687  

Total

    700,222       516,471  

 

5

 

 

CKX Lands, Inc.

Notes to Financial Statements - continued

September 30, 2017

(Unaudited)

 

Note 3.

Company Operations - continued

 

Other Expense before Income Taxes:

  $ (303,676 )   $ (354,737 )

Income before Income Taxes

    396,546       161,734  
                 

Identifiable Assets, net of accumulated depreciation:

               

Oil and Gas

    --       --  

Timber

    2,111,302       2,064,058  

Surface

    --       --  

General Corporate Assets

    12,537,150       12,314,402  

Total

    14,648,452       14,378,460  
                 

Capital Expenditures:

               

Oil and Gas

    --       --  

Timber

    38,934       519,721  

Surface

    --       --  

General Corporate Assets:

    88,788       1,881,319  

Total

    127,722       2,401,040  
                 

Depreciation and Depletion:

               

Oil and Gas

    --       --  

Timber

    --       1,751  

Surface

    --       --  

General Corporate Assets

    701       236  

Total

  $ 701     $ 1,987  

 

There are no intersegment sales reported in the accompanying income statements. The accounting policies of the segments are the same as those described in the summary of significant accounting policies in the Company’s Form 10-K for the year ended December 31, 2016. The Company evaluates performance based on income or loss from operations before income taxes excluding any nonrecurring gains and losses on securities held available-for-sale. 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.

 

Revenue from customers representing 5% or more of total revenue for the nine months ended September 30, 2017 and 2016, respectively are:

 

Count

 

2017

   

2016

 

1

  $ 179,292     $ 112,835  

2

    100,322       97,135  

3

    88,284       63,449  

4

    56,008       52,063  

5

    45,443       51,020  

6

    40,655       47,666  

 

6

 

 

CKX Lands, Inc.

Notes to Financial Statements - continued

September 30, 2017

(Unaudited)

 

Note 4.

Related Party Transactions

 

On April 17, 2017, the Company entered into an option to lease agreement (“OTL”) with Stream Wetlands Services, LLC (“Stream”). Under the terms of the OTL, Stream paid the Company $38,333 for an exclusive right to evaluate and market certain lands owned by the Company to their client for beneficial use purposes to compensate for wetlands impact through February 28, 2018. Stream may extend the OTL for up to three (3) successive periods of twelve (12) months. If Stream is chosen to perform their client’s project, the Company has agreed to put forth its best efforts to negotiate and enter into a mutually acceptable lease form. Due to the uncertainty of the contract award and project scope, we are unable to estimate the potential financial benefit, if any, to the Company. William Gray Stream, Company Director, is the president of Stream Wetlands Services, LLC.

 

 

Note 5.

Agreement to Purchase and Sell Real Estate

 

On July 13, 2017, the Company entered into an Agreement to Purchase and Sell Real Estate (“Agreement”) to purchase approximate 44,000 square feet of rentable commercial real estate located in Sulphur, Louisiana from MAJ of Sulphur, L.L.C. for $2,725,000. The commercial real estate consists of three separate buildings located on two separate parcels of land. The Agreement’s terms and conditions include, but are not limited to:

 

 

90-day feasibility period for the Company to determine, at its sole discretion, that these properties are suitable for its intended use.

 

 

Allows for an IRS 1031 Exchange, if elected, and

 

 

Final approval of the transaction by the Company’s board of directors.

 

The 90 day feasibility period has been deferred to allow seller to address an existing agreement that encumbers the real estate prior to CKX completing its due diligence and incurring additional costs.  No later than November 30, 2017, we anticipate the current Agreement to be amended to:

 

 

exclude certain portions of the real estate reducing the rentable commercial real estate to 29,600 square feet,

 

 

the purchase price to be reduced to $2,055,000, and

 

 

the existing agreements that encumber the real estate to be amended or replaced on terms that are acceptable to CKX.

 

7

 

 

Item 2.             MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

 

Results of Operations

 

Revenue

 

Comparison of revenues for the nine months ended September 30, 2017 and 2016 follows:

 

   

2017

   

2016

   

$ Change

   

% Change

 

Oil and Gas

    465,710       359,951       105,759       29.38 %

Timber

    8,966       125,860       (116,894 )     (92.88% )

Surface

    318,423       152,188       166,235       109.23 %
                                 

Total

    793,099       637,999       155,100       24.31 %

 

Oil and Gas

 

CKX leases its property to oil and gas operators and collects income through its land ownership in the form of oil and gas royalties and lease rentals revenues. A breakdown of oil and gas revenues follows:

 

   

2017

   

2016

   

$ Change

   

% Change

 

Oil

    331,774       265,950       65,824       24.75 %

Gas

    112,935       86,846       26,089       30.04 %

Lease

    21,001       7,155       13,846       193.52 %
                                 

Total

    465,710       359,951       105,759       29.38 %

 

CKX received oil and/or gas revenues from 93 and 114 wells during the nine months ended September 30, 2017 and 2016, respectively.

 

The following schedule summarizes barrels and MCF produced and average price per barrel and per MCF.

 

   

2017

   

2016

 

Net oil produced (Bbl)(2)

    6,037       6,413  

Average oil sales price (per Bbl)(1,2)

  $ 49.20     $ 38.01  
                 

Net gas produced (MCF)

    33,056       37,348  

Average gas sales price (per MCF)(1)

  $ 3.42     $ 2.33  

 

Notes to above schedule:

 

(1) Before deduction of production and severance taxes.

(2) Excludes plant products.

 

 

Oil and gas revenues increased by $105,759 from 2016 revenues. As indicated in the schedule above, the increase was a product of a decrease in both oil production and gas produced and increase in the average sales prices for both oil and gas. Increased mineral lease activity resulted in increased lease revenue. Oil and gas revenues are dependent on oil and gas producers’ activities, are not predictable and can vary significantly from year to year and quarter to quarter.

 

8

 

 

 

Item 2.             MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

 

Management believes oil and gas activity is driven by current and forecasted commodity prices, demand for oil and gas, and upstream and downstream industry activity. Based on available public information, management believes that oil and gas activity which includes oil and gas production as well as lease rentals will continue to be improved when compared to 2016 reported amounts.

 

Timber revenues are down due to limited harvesting activities by timber companies on outstanding stumpage agreements. We believe that due to heavy rains during the last two quarters and depressed single home building, timber harvesting activities are depressed. Timber revenues are dependent on timber companies’ activities, are not predictable and can vary significantly from year to year and quarter to quarter.

 

Surface revenue increase over 2016 revenues primarily due to a pipeline right of way and an option to lease agreement. As previously noted, these types of agreements are not unusual for the Company; however, revenue from these types of agreements are not predictable and can vary significantly from year to year and quarter to quarter.

 

Costs and Expenses

 

Oil and gas costs and expenses, increased by $3,708 in 2017. With the increase in revenues from oil and gas, and lease activity, the increased costs were expected.

 

Timber costs and expenses decreased by $14,135. With the decrease in timber revenues, this decrease was expected. The remaining timber costs and expenses relate to recurring timber and timberland maintenance.

 

Surface costs and expenses decreased by $18,224. This decrease is due to the change in how the Company obtains property management services and manages its lands.

 

General and administrative costs and expenses decreased by $17,032 primarily due to a decrease in officer salaries that was offset by increased legal fees related to SEC reporting and corporate matters, and increased director fees.

 

 

Financial Condition

 

Current assets totaled $3,485,118 and total current liabilities equaled $236,344 at September 30, 2017.

 

In the opinion of management, cash and certificates of deposit are adequate for projected operations and possible land acquisitions.

 

The Company declared and paid a ten cents per common share dividend during the quarter ended March 31, 2017. During the first quarter of each future calendar year, the Company anticipates determining if a dividend will be declared. In determining whether a dividend will be declared, the board of directors will take into account the Company’s prior fiscal year’s cash flows from operations and current economic conditions among other information deemed relevant.

 

Issues and Uncertainties

 

This quarterly report contains forward-looking statements. These statements are based on current expectations and assumptions that are subject to risks and uncertainties. Actual results could differ materially because of issues and uncertainties such as those discussed below, which, among others, should be considered in evaluating the Company’s financial outlook.

 

Revenues from oil and gas provide a significant portion of the Company’s net income and cash flows. These revenues come from wells operated by other companies which CKX Lands, Inc. owns a royalty interest. Consequently, these revenues fluctuate due to changes in oil and gas prices and changes in the operations of these other companies.

 

9

 

 

Item 3.

Not applicable.

 

Item 4.

CONTROLS AND PROCEDURES

 

Evaluation of Disclosure Controls and Procedures

 

The Company has evaluated the effectiveness of the design and operation of its disclosure controls and procedures pursuant to Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934 as of the period covered by this report. Based on the evaluation, performed under the supervision and with the participation of the Company’s management, including the President, concluded that the Company’s disclosure controls and procedures were effective as of the end of the period covered by the report.

 

Changes in Internal Control Over Financial Reporting

 

There were no significant changes with respect to the Company’s internal control over financial reporting or in other factors that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting during the quarter covered by this report.

 

10

 

 

Part II. Other Information

 

Item 1 – 5.

Not Applicable

 

Item 6.

EXHIBITS

 

 

 

3.1

Restated/Articles of Incorporation of the Registrant are incorporated by reference to Exhibit (3)-1 to Form 10 filed April 29, 1981.

 

 

3.2

Amendment to Articles of Incorporation of the Registrant is incorporated by reference to Exhibit (3.2) to Form 10-K for year ended December 31, 2003.

 

 

3.3

By-Laws of the Registrant are incorporated by reference to Exhibit (3.3) to Form 10-Q for the quarter ended March 31, 2013.

 

 

10

Contract to Purchase and Sell approximately 3,495 acres in Cameron Parish, Louisiana effective July 3, 2007 is incorporated by reference to Exhibit (10) to Form 10-QSB filed August 13, 2007.

 

 

10.1

Agreement to Purchase and Sell Real Estate of approximately 880 acres in Calcasieu Parish, Louisiana effective May 11, 2016 is incorporated by reference to Form 10-Q filed August 8, 2016.

 

 

10.2

Agreement to Purchase and Sell Real Estate of commercial real estate in Sulphur, Louisiana effective July 13, 2017 is incorporated by reference to Form 10-Q filed August 3, 2017.

 

 

31

Certification of Brian R. Jones, President and Treasurer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 filed herewith.

 

 

32

Certification of President and Treasurer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 filed herewith.

 

101.INS**

XBRL Instance

 

101.SCH**

XBRL Taxonomy Extension Schema

 

101.CAL**

XBRL Taxonomy Extension Calculation

 

101.DEF**

XBRL Taxonomy Extension Definition

 

101.LAB**

XBRL Taxonomy Extension Labels

 

101.PRE**

XBRL Taxonomy Extension Presentation

 

**XBRL

information is furnished and not filed or a part of a registration statement or prospectus for purposes of sections 11 or 12 of the Securities Act of 1933, as amended, is deemed not filed for purposes of section 18 of the Securities Exchange Act of 1934, as amended, and otherwise is not subject to liability under these sections.

 

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************************************

Signature

 

Pursuant to the requirements 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.

 

 

CKX Lands, Inc.

   
 

/s/ Brian R. Jones                                     

Date: November 2, 2017

Brian R. Jones

 

President and Treasurer

 

12