Item 5. Market for Registrant’s Common Equity
Item 5. Market for Registrant’s Common Equity, Related Unitholder Matters and Issuer Purchases of Equity Securities.
The Trust Units trade
on the New York Stock Exchange under the symbol “PVL.” At December 31, 2020, there were 33,000,000 Trust Units
outstanding. On March 23, 2021, there were four unitholders of record. This number does not include owners for whom Trust
Units may be held in “street” name.
Distributions
Each month, the Trustee determines the amount
of funds available for distribution to the Trust unitholders. Available funds are the excess cash, if any, received by the Trust
from the Net Profits Interest and other sources (such as interest earned on any amounts reserved by the Trustee) that month, over
the Trust’s incurred expenses for that month. Available funds are reduced by any cash the Trustee decides to hold as a reserve
against future liabilities. The holders of Trust Units as of the applicable record date (generally the last business day of each
calendar month) are entitled to monthly distributions payable on or before the tenth business day after the record date (or the
next succeeding business day). For further information on distributions to unitholders, see Note 5 of the Notes to Financial Statements
in Item 8 of this Form 10-K.
Equity Compensation Plans
The Trust does not have any employees and
does not maintain any equity compensation plans.
Recent Sales of Unregistered Securities
There were no equity securities sold by the Trust during the year ended December 31, 2020.
Purchases of Equity Securities
There were no purchases of Trust Units by
the Trust or any affiliated purchaser during the fourth quarter of 2020.
Item 6. Selected Financial Data.
As a “smaller reporting company”
as defined in Item 10(f)(1) of Regulation S-K, the Trust is not required to provide information required by this Item.
45
Item 7. Trustee’s Discussion and Analysis of Financial Condition and Results of Operations.
This discussion contains forward-looking
statements. Please refer to “Forward-Looking Statements” for an explanation of these types of statements.
Overview
Permianville Royalty Trust, previously known
as Enduro Royalty Trust, a statutory trust created in May 2011, completed its initial public offering in November 2011. The Trust’s
only asset and source of income is the Net Profits Interest, which entitles the Trust to receive 80% of the net profits from oil
and natural gas production from the Underlying Properties. The Net Profits Interest is passive in nature and neither the Trust
nor the Trustee has any management control over or responsibility for costs relating to the operation of the Underlying Properties.
Additionally, third parties operate substantially all of the wells on the Underlying Properties and, therefore, the Sponsor is
not in a position to control the timing of development efforts, associated costs, or the rate of production of the reserves.
The Trust is required to make monthly cash
distributions of substantially all of its monthly cash receipts, after deducting the Trust’s administrative expenses, to
holders of record (generally the last business day of each calendar month) on or before the tenth business day after the record
date. The Net Profits Interest is entitled to a share of the profits from and after July 1, 2011 attributable to production
occurring on or after June 1, 2011. The amount of Trust revenues and cash distributions to Trust unitholders depends on, among
other things:
• oil and natural gas sales prices;
• volumes of oil and natural gas produced and sold attributable to the Underlying Properties;
• production and development costs;
• price differentials;
• potential reductions or suspensions of production;
• the amount and timing of Trust administrative expenses; and
• the establishment, increase, or decrease of reserves for approved development expenses or future liabilities of the Trust.
Generally, the Sponsor receives cash payment
for oil production 30 to 60 days after it is produced and for natural gas production 60 to 90 days after it is produced.
2020 Recap and 2021 Outlook
The average NYMEX oil price and gas price
received for the production months included in 2020 distributions decreased 0% and 32%, respectively, from the prior year as a
result of the corresponding decrease in the average NYMEX oil price and average NYMEX gas price for the relevant production months.
In 2020, the development activity on the
Underlying Properties included the successful drilling, with completion activities scheduled for the first half of 2021, of seven
gross wells in the Haynesville area of Louisiana and four gross wells in the Permian area.
Crude oil prices declined sharply in the
first quarter of 2020 in response to the economic effects of the coronavirus pandemic and the dispute over production levels between
Russia and members of OPEC. Prices have since rebounded for both crude oil and natural gas, but the effects of the global pandemic
have resulted in continuing volatility for commodity prices and an oil and gas industry facing increasing capital constraint.
Such factors, if they persist for the near term or longer, could adversely affect the operators of the Underlying Properties,
production from the Underlying Properties and/or distributions to Trust unitholders.
46
The operators of the Underlying Properties
continue to evaluate planned capital expenditures during 2021, but based on currently available information, the Sponsor anticipates
2021 capital expenditures to range from $2.0 million to $4.0 million attributable to the properties in which the Trust owns
a net profits interest, or $1.6 million to $3.2 million net to the Trust’s 80% net profits interest.
New York Stock Exchange Continued Listing
Under the continued listing requirements
of The New York Stock Exchange (“NYSE”), a company will be considered to be out of compliance with the exchange’s
minimum price requirement if the company’s average closing price over a consecutive 30 trading day period (“Average
Closing Price”) is less than $1.00 (the “Minimum Price Requirement”). Under NYSE rules, a company that
is out of compliance with the Minimum Price Requirement has a cure period of six months to regain compliance if it notifies the
NYSE within 10 business days of receiving a deficiency notice of its intention to cure the deficiency. A company may regain compliance
if on the last trading day of any calendar month during the cure period the company has a closing share price of at least $1.00
and an average closing share price of at least $1.00 over the 30-trading-day period ending on the last trading day of that month.
If at the expiration of the cure period, both a $1.00 closing share price on the last trading day of the cure period and a $1.00
average closing share price over the 30-trading-day period ending on the last trading day of the cure period are not attained,
the NYSE will commence suspension and delisting procedures.
On September 25, 2020, the Trust received
written notification from the NYSE that the Trust was not in compliance with the Minimum Price Requirement. On March 11, 2021,
the Trust received written notification from the NYSE that the Trust had regained compliance with the Minimum Price Requirement
as of February 26, 2021.
47
Results of Operations
The following table displays oil and natural
gas sales volumes and average prices from the Underlying Properties, representing the amounts included in the net profits calculation
for the distributions paid during the years ended December 31, 2020 and 2019.
Underlying Properties Sales Volumes
Average Price
Month of Distribution
Oil
(Bbls)
Natural Gas
(Mcf)
Oil
(per Bbl)
Natural Gas
(per Mcf)
2020:
January
47,611
231,303
$ 54.29
$ 1.68
February
53,754
285,393
$ 51.02
$ 1.85
March
56,862
307,446
$ 54.75
$ 1.85
April
69,862
262,576
$ 56.72
$ 2.00
May
54,239
268,941
$ 57.21
$ 2.06
June
49,425
344,106
$ 49.62
$ 1.70
July (1)
59,043
321,994
$ 31.19
$ 1.32
Total—2020 (1)
390,796
2,021,759
$ 50.67
$ 1.77
2019:
February (2)
93,121
653,876
$ 52.83
$ 2.44
March
50,352
304,870
$ 49.22
$ 2.77
April
57,592
697,875
$ 45.48
$ 3.53
May
68,173
169,901
$ 46.95
$ 3.13
June
70,909
319,771
$ 43.04
$ 2.60
July
65,134
332,432
$ 53.36
$ 2.70
August
49,496
343,247
$ 59.53
$ 2.28
September
60,644
232,198
$ 55.82
$ 2.17
October
65,192
306,546
$ 49.55
$ 2.15
November
51,264
257,729
$ 53.11
$ 2.01
December
55,625
323,240
$ 49.11
$ 1.75
Total—2019 (2)
687,502
3,941,685
$ 50.56
$ 2.59
(1) The table for the year ended December 31, 2020 does not separately display sales volumes for August through December because
the Trust did not pay a distribution with respect to those months, as the net profits interest calculation for each such period
was negative. In August 2020, direct operating and development expenses and capital expenditures exceeded revenues, which resulted
in negative net profits from the Underlying Properties which was carried forward to be deducted from future net profits generated
by the Underlying Properties.
(2) The table for the year ended December 31, 2019 does not separately display sales volumes for January because the Trust did
not pay a distribution that month, as the net profits interest calculation for such period was negative. In January 2019, direct
operating and development expenses and capital expenditures exceeded revenues, which resulted in negative net profits from the
Underlying Properties that was carried forward to be deducted from future net profits generated by the Underlying Properties. In
February 2019, net profits from the Underlying Properties were positive, and the aggregate shortfall was deducted from such net
profits when calculating distributions paid in February 2019. As a result, sales volumes for January 2019 have been included in
the sales volumes for February 2019.
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Computation of Income from Net Profits Interest Received
by the Trust
In connection with the closing of the initial
public offering in November 2011, Enduro contributed the Net Profits Interest to the Trust in exchange for 33,000,000 newly
issued Trust Units. The Net Profits Interest entitles the Trust to receive 80% of the net profits from the sale and production
of oil and natural gas attributable to the Underlying Properties that are produced during the term of the Conveyance, which commenced
on July 1, 2011. The Trust’s Income from Net Profits Interest consists of monthly net profits attributable to the Income
from Net Profits Interest. Net profits income for the years ended December 31, 2020 and 2019 were determined as shown in the following
table:
Year Ended December 31,
2020
2019
Gross profits:
Oil sales
$ 19,800,363
$ 34,761,157
Natural gas sales
3,572,906
10,196,537
Total
23,373,269
44,957,694
Costs:
Direct operating expenses:
Lease operating expenses
12,233,000
21,769,278
Compression, gathering and transportation
1,016,000
2,139,682
Production, ad valorem and other taxes
1,616,000
3,946,250
Development expenses
1,552,000
5,250,000
Total
16,417,000
33,105,210
Gross proceeds from sale/lease of undeveloped acreage
—
221,615
Net profits attributable to underlying properties
$ 6,956,269
$ 12,074,099
Percentage allocable to Net Profits Interest
80 %
80 %
Net profits allocable to Net Profits Interest
$ 5,565,015
$ 9,659,279
Release of Escrow
—
751,732
Income from Net Profits Interest
5,565,015
10,411,011
Less: COERT Loan Repayment
(101,148 )
—
Less: Trust general and administrative expenses and cash withheld for expenses
(440,277 )
(891,765
Distributable income
$ 5,023,590
$ 9,519,246
In 2020, there were
five months in which direct operating and development expenses exceeded revenues, thereby causing net profits attributable to the
Underlying Properties to be negative. This resulted in an aggregate net profits shortfall of $2.7 million, prior to repayment of
Sponsor advances, as of August 31, 2020. As a result, there were no distributions to Trust unitholders from August through December
2020. As of December 31, 2020, the remaining aggregate shortfall of $1.7 million will be carried forward to be deducted from future
net profits generated by the Underlying Properties. As net profits for the five months were negative and therefore no distributions
were paid to unitholders with respect to these five months, the corresponding revenues and associated direct operating and development
expenses are excluded from the calculation of distributable income for 2020 detailed in the table above as well as the related
sales volumes detailed below.
The following table displays oil and natural
gas sales volumes and average prices from the Underlying Properties, representing the amounts included in the net profits calculation
for distributions paid during the years ended December 31, 2020 and 2019:
Year Ended December 31,
2020
2019
Underlying Properties Sales Volumes:
Oil (Bbls)
390,796
687,502
Natural Gas (Mcf)
2,021,759
3,941,685
Combined (Boe)
727,756
1,344,450
Average Prices:
Oil – NYMEX (September-August) ($/Bbl)
$ 52.34
$ 58.59
Differential
$ (1.67 )
$ (8.03 )
Oil prices realized ($/Bbl)
$ 50.67
$ 50.56
Natural gas – NYMEX (August-July) ($/Mcf)
$ 2.31
$ 3.02
Differential
$ (0.54 )
$ (0.43 )
Natural gas prices realized ($/Mcf)
$ 1.77
$ 2.59
49
Years Ended December 31, 2020 and 2019
Net profits attributable to the Underlying
Properties for the year ended December 31, 2020 are calculated from the following:
• oil sales related to oil produced from the Underlying Properties primarily from September 2019 through March 2020;
• natural gas sales related to natural gas produced from the Underlying Properties primarily from August 2019 through February
2020; and
• direct operating and development expenses related to expenses and capital incurred primarily from October 2019 to April 2020.
Net profits attributable to the Underlying
Properties for the year ended December 31, 2020 were $7.0 million compared to $12.1 million for the year ended December 31,
2019. As a result of direct operating expenses and development expenses exceeding oil and natural gas sales for the last five months
of 2020, the Trust did not pay a distribution to unitholders from August through December 2020. Accordingly, under the modified
cash basis of accounting, the oil and natural gas sales, direct operating expenses and development expenses for such periods were
not included in the last five months of 2020 and instead will be included in a future period once the net profits shortfall has
been recouped. Therefore, several variances between the periods are due to the inclusion of only seven months of results in the
year ended December 31, 2020 compared to twelve months included in the year ended December 31, 2019. The $5.1 million decrease
in net profits attributable to the Underlying Properties from the 2019 period to the 2020 period was primarily due to the
following items:
• Oil sales decreased $15.0 million, primarily due to lower sales volumes, which decreased oil sales by $15.0 million. Oil sales
volumes decreased 43% primarily because the year ended December 31, 2020 included only seven months of oil sales volumes while
the year ended December 31, 2019 included twelve months of oil sales volumes.
• Natural gas sales decreased $6.6 million due to lower sales volumes, which decreased natural gas sales by $4.9 million. Natural
gas volumes decreased 49% primarily because the year ended December 31, 2020 included only seven months of natural gas sales volumes
while the year ended December 31, 2019 included twelve months of natural gas sales volumes. The remaining $1.7 million decrease
in natural gas sales was due to lower realized prices. The average natural gas price received decreased 32% as a result of the
corresponding decreases in the average NYMEX natural gas price for the relevant production months.
• Compression, gathering and transportation (“CGT”) expenses decreased from $2.1 million in 2019 to $1.0 million
in 2020. The decrease in CGT expenses is primarily due to the difference in the number of months included in the respective periods.
50
• Lease operating expenses decreased $9.5 million in 2020 compared to 2019, primarily attributable to the difference in the number
of months included in the respective periods.
• Production, ad valorem and other taxes decreased $2.3 million in 2020 compared to 2019 primarily due to the decrease in production
volumes.
• Development expenses decreased $3.7 million, or 70%, in 2020 compared to 2019 primarily due decrease in drilling activity during
2020.
In 2017, pursuant to an agreement between
Enduro and the Trust, Enduro withheld $0.8 million (the “Holdback Amount”) from the net proceeds allocable to the Trust
from the sale by Enduro of certain properties in the Permian Basin. This amount was intended to cover possible indemnification
obligations arising within 25 months of the of the closing of the sale, or by the end of October 2019 (the “Indemnification
Period”). In connection with the Sale Transaction, Enduro released the Holdback Amount to the Trustee on September 4,
2018. The Trustee retained the Holdback Amount for the remainder of the Indemnification Period and released the Holdback Amount
totaling $0.8 million, including interest, as part of the Trust distribution to unitholders paid in October 2019.
The Trust withheld $0.5 million and paid
$0.9 million for general and administrative expenses during the year ended December 31, 2020. Expenses paid during the period
primarily consisted of fees for the preparation of 2019 tax information for unitholders, preparation of the Trust’s 2020
reserve report and Annual Report on Form 10-K, 2020 financial statement audit fees, preparation of the Trust’s 2020
monthly press releases and Quarterly Reports on Form 10-Q, Trustee fees, and New York Stock Exchange listing fees. For the year
ended December 31, 2019, the Trust withheld $0.8 million and paid $0.9 million for general and administrative expenses.
Liquidity and Capital Resources
The Trust’s principal sources of liquidity
are cash flow generated from the Net Profits Interest and borrowing capacity under the letter of credit described below. Other
than Trust administrative expenses, including any reserves established by the Trustee for future liabilities, the Trust’s
only use of cash is for distributions to Trust unitholders. Available funds are the excess cash, if any, received by the Trust
from the Net Profits Interest and other sources (such as interest earned on any amounts reserved by the Trustee) in any given month,
over the Trust’s expenses paid for that month. Available funds are reduced by any cash the Trustee determines to hold as
a reserve against future expenses.
The Trustee may create a cash reserve to
pay for future liabilities of the Trust. If the Trustee determines that the cash on hand and the cash to be received are, or will
be, insufficient to cover the Trust’s liabilities, the Trustee may authorize the Trust to borrow money to pay administrative
or incidental expenses of the Trust that exceed cash held by the Trust. The Trustee may authorize the Trust to borrow from any
person, including the Trustee or the Delaware Trustee or an affiliate thereof, although none of the Trustee, the Delaware Trustee
or any affiliate thereof intends to lend funds to the Trust. The Trustee may also cause the Trust to mortgage its assets to secure
payment of the indebtedness. The terms of such indebtedness and security interest, if funds were to be loaned by the entity serving
as Trustee or Delaware Trustee or an affiliate thereof, would be similar to the terms which such entity would grant to a similarly
situated commercial customer with whom it did not have a fiduciary relationship. In addition, the Sponsor has provided the Trust
with a $1.2 million letter of credit to be used by the Trust if its cash on hand (including available cash reserves) is insufficient
to pay ordinary course administrative expenses. Further, if the Trust requires more than the $1.2 million under the letter of
credit to pay administrative expenses, the Sponsor has agreed to loan funds to the Trust necessary to pay such expenses. Any loan
made by the Sponsor to the Trust would be evidenced by a written promissory note, be on an unsecured basis, and have terms that
are no less favorable to the Sponsor than those that would be obtained in an arm’s length transaction between the Sponsor
and an unaffiliated third party. If the Trust borrows funds or draws on the letter of credit, no further distributions will be
made to Trust unitholders until such amounts borrowed or drawn are repaid. Except for the foregoing, the Trust has no source of
liquidity or capital resources. The Trustee has no current plans to authorize the Trust to borrow money other than Sponsor advances
to pay the Trust’s monthly operating expenses. At December 31, 2020 and 2019, the Trust held cash reserves of $29,639
and $90,665, respectively, for future Trust expenses. Since its formation, the Trust has not borrowed any funds other than Sponsor
advances to pay the Trust’s monthly operating expenses and no amounts have been drawn on the letter of credit.
51
From time to time, if the Trust’s
cash on hand (including available cash reserves, if any) is not sufficient to pay the Trust’s ordinary course administrative
expenses that are due prior to the monthly payment to the Trust of proceeds from the Net Profits Interest, COERT may advance funds
to the Trust to pay such expenses. Such advances are recorded as a liability on the Statements of Assets, Liabilities and Trust
Corpus until repaid. As of December 31, 2020 and 2019, Advances to the Trust were $348,821 and $34,818, respectively.
Cash held by the Trustee as a reserve against
future liabilities or for distribution at the next distribution date may be held in a noninterest-bearing account or may be invested
in:
• interest-bearing obligations of the United States government;
• money market funds that invest only in United States government securities;
• repurchase agreements secured by interest-bearing obligations of the United States government; or
• bank certificates of deposit.
Neither Enduro nor the Sponsor has entered
into any hedge contracts relating to oil and natural gas volumes produced from the Underlying Properties, attributable to the Net
Profits Interest for the years ended December 31, 2020 or 2019, and the terms of the Conveyance prohibit COERT from entering into
new hedging arrangements burdening the Trust.
The Trust pays the Trustee an administrative
fee of $200,000 per year. The Trust pays the Delaware Trustee an annual fee of $2,000. The Trust also incurs, either directly or
as a reimbursement to the Trustee, legal, accounting, tax and engineering fees, printing costs and other expenses that are deducted
by the Trust before distributions are made to Trust unitholders. The Trust also is responsible for paying other expenses incurred
as a result of being a publicly traded entity, including costs associated with annual and quarterly reports to Trust unitholders,
tax return and Form 1099 preparation and distribution, NYSE listing fees, independent auditor fees and registrar and transfer
agent fees.
The Trust does not have any transactions,
arrangements or other relationships with unconsolidated entities or persons that could materially affect the Trust’s liquidity
or the availability of capital resources.
Contractual Obligations
As
of December 31, 2020, the Trust had no obligations or commitments to make future contractual payments other than the administrative
fee payable to the Trustee and the Delaware Trustee. See “Certain Relationships and Related Transactions, and Director Independence—Trustee
Administrative Fee” in Item 13 of this Form 10-K.
New Accounting Pronouncements
As the Trust’s financial statements
are prepared on the modified cash basis, most accounting pronouncements are not applicable to the Trust’s financial statements.
No new accounting pronouncements have been adopted or issued that would impact the financial statements of the Trust.
Critical Accounting Policies and Estimates
The Trust uses the modified cash basis
of accounting to report Trust receipts of income from the Net Profits Interest and payments of expenses incurred. The Net Profits
Interest represents the right to receive revenues (oil and natural gas sales), less direct operating expenses (lease operating
expenses and production and property taxes) and development expenses of the Underlying Properties plus any payments made or net
payments received in connection with the settlement of certain hedge contracts, multiplied by 80%. Cash distributions of the Trust
are made based on the amount of cash received by the Trust pursuant to terms of the Conveyance.
Under the terms of the Conveyance, the monthly
Net Profits Interest calculation includes oil and natural gas revenues received. Monthly operating expenses and capital expenditures
represent incurred expenses, and as a result, represent accrued expenses as well as expenses paid during the period.
52
The financial statements of the Trust are
prepared on the following basis:
(a) Income from Net Profits Interest is
recorded when distributions are received by the Trust;
(b) Distributions to Trust unitholders are
recorded when paid by the Trust;
(c) Trust general and administrative expenses
(which includes the Trustee’s fees as well as accounting, engineering, legal, and other professional fees) are recorded when
paid;
(d) Cash reserves for Trust expenses may
be established by the Trustee for certain future expenditures that would not be recorded as contingent liabilities under accounting
principles generally accepted in the United States of America (“GAAP”);
(e) Amortization of the Net Profits Interest
in oil and natural gas properties is calculated on a unit-of-production basis and is charged directly to the Trust corpus. Such
amortization does not affect cash earnings of the Trust; and
(f) The Net Profits Interest in oil and
natural gas properties is periodically assessed whenever events or circumstances indicate that the aggregate value may have been
impaired below its total capitalized cost based on the Underlying Properties. If an impairment loss is indicated by the carrying
amount of the assets exceeding the sum of the undiscounted expected future net cash flows of the Net Profits Interest, then an
impairment loss is recognized for the amount by which the carrying amount of the asset exceeds its estimated fair value determined
using discounted cash flows.
The financial statements of the Trust differ
from financial statements prepared in accordance with GAAP because revenues are not accrued in the month of production; certain
cash reserves may be established for contingencies which would not be accrued in financial statements prepared in accordance with
GAAP; general and administrative expenses are recorded when paid instead of when incurred; and amortization of the net profits
interest calculated on a unit-of-production basis is charged directly to trust corpus instead of as an expense. While these statements
differ from financial statements prepared in accordance with GAAP, the modified cash basis of reporting revenues, expenses, and
distributions is considered to be the most meaningful because monthly distributions to the Trust unitholders are based on net cash
receipts.
This comprehensive basis of accounting other
than GAAP corresponds to the accounting permitted for royalty trusts by the SEC as specified by Staff Accounting Bulletin Topic
12:E, Financial Statements of Royalty Trusts .
The
preparation of financial statements requires the Trust to make estimates and assumptions that affect the reported amounts of assets
and liabilities and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from
those estimates.
Oil and Natural Gas Reserves. The
proved oil and natural gas reserves for the Underlying Properties are estimated by independent petroleum engineers. Reserve engineering
is a subjective process that is dependent upon the quality of available data and the interpretation thereof. Estimates by different
engineers often vary, sometimes significantly. In addition, physical factors such as the results of drilling, testing and production
subsequent to the date of an estimate, as well as economic factors such as changes in product prices, may justify revision of
such estimates. Because proved reserves are required to be estimated using prices at the date of the evaluation, estimated reserve
quantities can be significantly impacted by changes in product prices. Accordingly, oil and natural gas quantities ultimately
recovered and the timing of production may be substantially different from original estimates.
The Financial Accounting Standards Board
requires supplemental disclosures for oil and gas producers based on a standardized measure of discounted future net cash flows
relating to proved oil and natural gas reserve quantities. Under this disclosure, future cash inflows are computed by applying
the average prices during the 12-month period prior to fiscal year-end, determined as an unweighted arithmetic average of the first-day-of-the-month
benchmark price for each month within such period, unless prices are defined by contractual arrangements, excluding escalations
based upon future conditions. Future price changes are only considered to the extent provided by contractual arrangements in existence
at year-end. The standardized measure of discounted future net cash flows is achieved by using a discount rate of 10% a year to
reflect the timing of future cash flows relating to proved oil and natural gas reserves. Changes in any of these assumptions, including
consideration of other factors, could have a significant impact on the standardized measure. The standardized measure does not
necessarily result in an estimate of the current fair market value of proved reserves.
53
Amortization of Net Profits Interest.
The Trust calculates amortization of the Net Profits Interest in oil and natural gas properties on a unit-of-production basis
based on the Underlying Properties’ production and reserves. The reserves upon which the amortization rate is based are
quantity estimates which are subject to numerous uncertainties inherent in the estimation of proved reserves. The volumes considered
to be commercially recoverable fluctuate with changes in prices and operating costs. These estimates are expected to change as
additional information becomes available in the future. Downward revisions in proved reserves may result in an increased rate
of amortization. Amortization is recorded on sales volumes paid by the Trust during the relevant period and is charged directly
to the Trust corpus balance. As a result, amortization does not affect the cash earnings of the Trust.
Impairment of Net Profits Interest.
The Net Profits Interest in oil and natural gas properties is periodically assessed for impairment whenever events or circumstances
indicate that the current fair value based on expected future cash flows of the Underlying Properties may be less than the carrying
value of the Net Profits Interest. The Trust did not realize any impairment during the years ended December 31, 2019 or 2018. Future
downward revisions in actual production volumes relative to current forecasts, higher than expected operating costs, or lower than
anticipated market pricing could result in recognition of impairment in future periods. Any impairment of the Net Profits Interest
will result in a non-cash charge to Trust corpus and will not affect distributable income. For further information, see “Note
5. Fair Value Measurements” of the Notes to Financial Statements in Item 8 of this Form 10-K.
Item 7A. Quantitative and Qualitative Disclosures About Market Risk.
As a “smaller reporting company”
as defined in Item 10(f)(1) of Regulation S-K, the Trust is not required to provide information required by this Item.
54
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.