Financial Statements.
−Removed: PERMIANVILLE ROYALTY
+Added: PERMIANVILLE ROYALTY TRUST
Statements of Assets, Liabilities and Trust
+Added: September 30,
Cash and cash equivalents
7 unchanged sentences
Statements of Distributable
−Removed: Three Months Ended June 30,
−Removed: Six Months Ended June 30,
+Added: Three Months Ended September 30,
+Added: Nine Months Ended September 30,
Income from net profits interest
9 unchanged sentences
Statements of Changes in Trust Corpus
−Removed: Three Months Ended June 30,
−Removed: Six Months Ended June 30,
+Added: Three Months Ended September 30,
+Added: Nine Months Ended September 30,
Trust corpus, beginning of period
10 unchanged sentences
Permianville Royalty Trust
−Removed: (the “Trust”), previously known as Enduro Royalty Trust, is a Delaware statutory trust formed in May 2011 pursuant to
−Removed: a trust agreement (the “Trust Agreement”) among Enduro Resource Partners LLC (“Enduro”), as trustor, The Bank
+Added: (the “Trust”), previously known as Enduro Royalty Trust, is a Delaware statutory trust formed in May 2011 pursuant to
+Added: a trust agreement (the “Trust Agreement”) among Enduro Resource Partners LLC (“Enduro”), as trustor, The Bank
of New York Mellon Trust Company, N.A.
−Removed: (the “Trustee”), as trustee, and Wilmington Trust Company (the “Delaware Trustee”),
+Added: (the “Trustee”), as trustee, and Wilmington Trust Company (the “Delaware Trustee”),
as Delaware Trustee.
2 unchanged sentences
from the sale of oil and natural gas production from certain properties in the states of Texas, Louisiana and New Mexico held by Enduro
−Removed: as of the date of the conveyance of the net profits interest to the Trust (the “Net Profits Interest”).
+Added: as of the date of the conveyance of the net profits interest to the Trust (the “Net Profits Interest”).
The properties in
−Removed: which the Trust holds the Net Profits Interest are referred to as the “Underlying Properties.”
+Added: which the Trust holds the Net Profits Interest are referred to as the “Underlying Properties.”
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
−Removed: units of beneficial interest in the Trust (the “Trust Units”).
−Removed: On August 31, 2018, COERT Holdings 1 LLC (“COERT”
−Removed: or the “Sponsor”) acquired from Enduro the Underlying Properties and all of the outstanding Trust Units owned by Enduro (the
−Removed: “Sale Transaction”).
−Removed: In connection with the Sale Transaction, COERT assumed all of Enduro’s obligations under the Trust
+Added: units of beneficial interest in the Trust (the “Trust Units”).
+Added: On August 31, 2018, COERT Holdings 1 LLC (“COERT”
+Added: or the “Sponsor”) acquired from Enduro the Underlying Properties and all of the outstanding Trust Units owned by Enduro (the
+Added: “Sale Transaction”).
+Added: In connection with the Sale Transaction, COERT assumed all of Enduro’s obligations under the Trust
Agreement and other instruments to which Enduro and the Trustee were parties.
−Removed: As of June 30, 2022, the Sponsor owned 8,600,000 Trust
−Removed: Units, or 26% of the issued and outstanding Trust Units.
+Added: As of September 30, 2022, the Sponsor owned 8,546,594
+Added: Trust Units, or 26% of the issued and outstanding Trust Units.
The Net Profits Interest
2 unchanged sentences
The Amended and Restated Trust Agreement provides, among other provisions, that:
−Removed: the Trust’s business activities are limited to owning the Net Profits Interest and any activity
+Added: the Trust’s business activities are limited to owning the Net Profits Interest and any activity
reasonably related to such ownership, including activities required or permitted by the terms of the Conveyance of Net Profits Interest,
−Removed: dated effective as of July 1, 2011 (as supplemented and amended to date, the “Conveyance”).
+Added: dated effective as of July 1, 2011 (as supplemented and amended to date, the “Conveyance”).
As a result, the Trust is
23 unchanged sentences
Liabilities and Trust Corpus as of December 31, 2021, which has been derived from audited financial statements, and the unaudited
−Removed: interim financial statements as of June 30, 2022 and for the three and six months ended June 30, 2022 and 2021 have been prepared
−Removed: pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”).
−Removed: Accordingly, certain information
−Removed: and disclosures normally included in annual financial statements have been condensed or omitted pursuant to those rules and regulations.
−Removed: Therefore, these financial statements should be read in conjunction with the financial statements and notes thereto included in the Trust’s
−Removed: Annual Report on Form 10-K for the fiscal year ended December 31, 2021 (the “2021 Annual Report on Form 10-K”).
+Added: interim financial statements as of September 30, 2022 and for the three and nine months ended September 30, 2022 and 2021 have
+Added: been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”).
+Added: Accordingly, certain
+Added: information and disclosures normally included in annual financial statements have been condensed or omitted pursuant to those rules and
+Added: Therefore, these financial statements should be read in conjunction with the financial statements and notes thereto included
+Added: in the Trust’s Annual Report on Form 10-K for the fiscal year ended December 31, 2021 (the “2021 Annual Report on
In the opinion of the Trustee,
27 unchanged sentences
(c) Trust general and
−Removed: administrative expenses (which includes the Trustee’s fees as well as accounting, engineering, legal, and other professional fees)
+Added: administrative expenses (which includes the Trustee’s fees as well as accounting, engineering, legal, and other professional fees)
are recorded when paid;
1 unchanged sentence
Trust expenses may be established by the Trustee for certain future expenditures that would not be recorded as contingent liabilities
−Removed: under accounting principles generally accepted in the United States of America (“GAAP”);
+Added: under accounting principles generally accepted in the United States of America (“GAAP”);
(e) Amortization of
13 unchanged sentences
and amortization of the net profits interest
−Removed: calculated on a unit-of-production basis is charged directly to trust corpus instead of as an expense.
−Removed: While these statements differ from
−Removed: financial statements prepared in accordance with GAAP, the modified cash basis of reporting is considered to be the most meaningful because
−Removed: monthly distributions to the Trust unitholders are based on net cash receipts.
+Added: calculated on a unit-of-production basis and any impairment recorded is charged directly to trust corpus instead of as an expense.
+Added: these statements differ from financial statements prepared in accordance with GAAP, the modified cash basis of reporting is considered
+Added: to be the most meaningful because monthly distributions to the Trust unitholders are based on net cash receipts.
This comprehensive basis
2 unchanged sentences
PROFITS INTEREST IN OIL AND NATURAL GAS PROPERTIES
−Removed: Net Profits Interest in oil and natural gas properties was recorded at its fair value on the date of conveyance.
−Removed: Amortization of the
−Removed: Net Profits Interest in oil and natural gas properties is calculated on a unit-of-production basis based on the Underlying Properties’
−Removed: production and reserves.
−Removed: The reserves upon which the amortization rate is based are quantity estimates that are subject to numerous uncertainties
−Removed: inherent in the estimation of proved reserves.
−Removed: The volumes considered to be commercially recoverable fluctuate with changes in commodity
−Removed: prices and operating costs.
+Added: The Net Profits Interest in
+Added: oil and natural gas properties was recorded at its fair value on the date of conveyance.
+Added: Amortization of the Net Profits Interest in oil
+Added: and natural gas properties is calculated on a unit-of-production basis based on the Underlying Properties’ production and reserves.
+Added: The reserves upon which the amortization rate is based are quantity estimates that are subject to numerous uncertainties inherent in the
+Added: estimation of proved reserves.
+Added: The volumes considered to be commercially recoverable fluctuate with changes in commodity prices and operating
These estimates are expected to change as additional information becomes available in the future.
−Removed: revisions in proved reserves may result in an increased rate of amortization.
−Removed: Amortization is charged directly to the Trust corpus balance
−Removed: and does not affect the distributable income of the Trust.
−Removed: Accumulated amortization as of June 30, 2022 and December 31, 2021
−Removed: was $294,777,918 and $291,965,506, respectively.
+Added: Downward revisions in proved
+Added: reserves may result in an increased rate of amortization.
+Added: Amortization is charged directly to the Trust corpus balance and does not affect
+Added: the distributable income of the Trust.
+Added: Accumulated amortization as of September 30, 2022 and December 31, 2021 was $296,249,377
+Added: and $291,965,506, respectively.
The Net Profits Interest is
2 unchanged sentences
While the Trust did not record an
−Removed: impairment during the six months ended June 30, 2022 or 2021, future downward revisions in actual production volumes relative to
−Removed: current forecasts, higher than expected operating costs, or lower than anticipated commodity prices could result in recognition of impairment
−Removed: in future periods.
+Added: impairment during the three or nine months ended September 30, 2022 or 2021, future downward revisions in actual production volumes
+Added: relative to current forecasts, higher than expected operating costs, or lower than anticipated commodity prices could result in recognition
+Added: of impairment in future periods.
Federal Income Taxes
9 unchanged sentences
In addition, each unitholder is entitled to depletion deductions because the Net
−Removed: Profits Interest constitutes “economic interests”
−Removed: in oil and natural gas properties for federal income tax purposes.
+Added: Profits Interest constitutes “economic interests” in oil and natural gas properties for federal income tax purposes.
unitholder is entitled to amortize the cost of the Trust Units through cost depletion over the life of the Net Profits Interest or, if
greater, through percentage depletion.
−Removed: Unlike cost depletion, percentage depletion is not limited to a unitholder’s depletable tax
+Added: Unlike cost depletion, percentage depletion is not limited to a unitholder’s depletable tax
basis in the Trust Units.
6 unchanged sentences
Therefore, the Trustee considers the Trust to be a non-mortgage widely
−Removed: held fixed investment trust (“WHFIT”) for U.S.
+Added: held fixed investment trust (“WHFIT”) for U.S.
federal income tax purposes.
13 unchanged sentences
The tax consequences to a
−Removed: unitholder of ownership of Trust Units will depend in part on the unitholder’s tax circumstances.
+Added: unitholder of ownership of Trust Units will depend in part on the unitholder’s tax circumstances.
Unitholders should consult their
tax advisors about the federal tax consequences relating to owning the Trust Units.
−Removed: The Trust’s revenues
+Added: The Trust’s revenues
are from sources in the states of Louisiana, New Mexico, and Texas.
7 unchanged sentences
Texas does not impose a state
−Removed: income tax, so the Trust’s income is not subject to income tax at the trust level in Texas.
+Added: income tax, so the Trust’s income is not subject to income tax at the trust level in Texas.
Texas imposes a franchise tax at a rate
5 unchanged sentences
from other non-operating mineral interests, and do not receive more than 10% of their income from operating an active trade or business,
−Removed: generally are exempt from the Texas franchise tax as “passive entities.”
−Removed: Although the Trust is intended to be exempt from
+Added: generally are exempt from the Texas franchise tax as “passive entities.” Although the Trust is intended to be exempt from
Texas franchise tax at the trust level as a passive entity, each unitholder that is considered a taxable entity under the Texas franchise
1 unchanged sentence
Each unitholder should consult
−Removed: his or her own tax advisor regarding state tax requirements, if any, applicable to such person’s ownership of Trust Units.
+Added: his or her own tax advisor regarding state tax requirements, if any, applicable to such person’s ownership of Trust Units.
DISTRIBUTIONS
3 unchanged sentences
cash, if any, received by the Trust from the Net Profits Interest and other sources (such as interest earned on any amounts reserved by
−Removed: the Trustee) that month, over the Trust’s liabilities for that month, subject to adjustments for changes made by the Trustee during
+Added: the Trustee) that month, over the Trust’s liabilities for that month, subject to adjustments for changes made by the Trustee during
the month in any cash reserves established for future liabilities of the Trust.
5 unchanged sentences
The following table provides
−Removed: information regarding the Trust’s distributions per unit paid during the periods indicated:
+Added: information regarding the Trust’s distributions per unit paid during the periods indicated:
Declaration Date
−Removed: Six Months Ended June 30, 2022:
+Added: Nine Months Ended September 30, 2022:
December 17, 2021
13 unchanged sentences
June 14, 2022
+Added: June 17, 2022
+Added: June 30, 2022
+Added: July 15, 2022
+Added: July 18, 2022
+Added: July 29, 2022
+Added: August 12, 2022
+Added: August 18, 2022
+Added: August 31, 2022
+Added: September 15, 2022
Year to Date –
−Removed: Six Months Ended June 30, 2021:
+Added: Nine Months Ended September 30, 2021:
+Added: August 16, 2021
+Added: August 31, 2022
+Added: September 15, 2021
Year to Date –
−Removed: the six months ended June 30, 2021, the Net Profits Interest generated positive income for each month in the period, which
−Removed: reduced the cumulative outstanding Net Profits Interest shortfall from $1.7 million as of December 31, 2020 to approximately $0.5
−Removed: million as of June 30, 2021.
−Removed: As a result, there were no net profits reported or distributed in the first six months of 2021.
−Removed: Distributions
−Removed: to the Trust resumed once the cumulative outstanding Net Profits Interest shortfall of approximately $0.5 million and outstanding administrative
−Removed: advances to the Trust of $0.8 million as of June 30, 2021 were eliminated.
−Removed: These balances were carried forward to be deducted from
−Removed: future net profits generated by the Underlying Properties.
−Removed: In August 2021, the remaining amount of the shortfall and advances to
−Removed: the Trust were fully repaid, resulting in a positive distribution to the unitholders in September 2021.
+Added: During the nine months ended
+Added: September 30, 2021, the Net Profits Interest generated positive income for each month in the period, which eliminated the cumulative
+Added: outstanding Net Profits Interest shortfall of $1.7 million that existed as of December 31, 2020.
+Added: In August 2021, the remaining
+Added: amount of the shortfall and advances to the Trust were fully repaid, resulting in a positive distribution to the unitholders in September 2021.
Under the terms of the Trust
Agreement, the Trust pays an administrative fee of $200,000 per year to the Trustee and an annual fee of $2,000 to the Delaware Trustee.
−Removed: During each of the three- and six-month periods ended June 30, 2022 and 2021, the Trust paid $100,000 to the Trustee and $0 to the
−Removed: Delaware Trustee pursuant to the terms of the Trust Agreement.
+Added: During each of the three- and nine-month periods ended September 30, 2022 and 2021, the Trust paid $150,000 to the Trustee and $0
+Added: to the Delaware Trustee pursuant to the terms of the Trust Agreement.
Distributions Paid or Declared
−Removed: On July 15, 2022, a distribution
−Removed: of $0.045000 per unit, which was declared on June 17, 2022, was paid to Trust unitholders of record as of June 30, 2022.
−Removed: On July 18, 2022, the
−Removed: Trust declared a distribution of $0.021500 per unit to unitholders of record as of July 29, 2022.
−Removed: The distribution was paid to unitholders
−Removed: on August 12, 2022.
−Removed: Trustee’s Discussion and Analysis of Financial Condition and Results of Operations.
−Removed: References to the “Trust”
−Removed: in this document refer to Permianville Royalty Trust, previously known as Enduro Royalty Trust, while references to “COERT”
−Removed: or the “Sponsor”
−Removed: in this document refer to COERT Holdings 1 LLC.
−Removed: References to “Enduro”
−Removed: in this document refer
+Added: On October 17, 2022,
+Added: a distribution of $0.050500 per unit, which was declared on September 16, 2022, was paid to Trust unitholders of record as of September 30,
+Added: On October 17, 2022,
+Added: the Trust declared a distribution of $0.051000 per unit to unitholders of record as of October 31, 2022.
+Added: The distribution was paid
+Added: to unitholders on November 14, 2022.
+Added: Trustee’s Discussion and Analysis of Financial Condition and Results of Operations.
+Added: References to the “Trust”
+Added: in this document refer to Permianville Royalty Trust, previously known as Enduro Royalty Trust, while references to “COERT”
+Added: or the “Sponsor” in this document refer to COERT Holdings 1 LLC.
+Added: References to “Enduro” in this document refer
to Enduro Resource Partners LLC, the original sponsor of the Trust.
−Removed: The following review of the Trust’s financial condition and
−Removed: results of operations should be read in conjunction with the financial statements and notes thereto, as well as Management’s Discussion
−Removed: and Analysis of Financial Condition and Results of Operations contained in the Trust’s 2021 Annual Report on Form 10-K.
−Removed: Trust’s annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and all other filings
−Removed: with the SEC are available on the SEC’s website at www.sec.gov .
+Added: The following review of the Trust’s financial condition and
+Added: results of operations should be read in conjunction with the financial statements and notes thereto, as well as Management’s Discussion
+Added: and Analysis of Financial Condition and Results of Operations contained in the Trust’s 2021 Annual Report on Form 10-K.
+Added: Trust’s annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and all other filings
+Added: with the SEC are available on the SEC’s website at www.sec.gov .
Forward-Looking Statements
This Form 10-Q includes
−Removed: “forward-looking statements”
−Removed: within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E
+Added: “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E
of the Securities Exchange Act of 1934, as amended.
All statements other than statements of historical fact included in this Form 10-Q,
−Removed: including without limitation the statements under this “Trustee’s Discussion and Analysis of Financial Condition and Results
−Removed: of Operations”
−Removed: are forward-looking statements.
+Added: including without limitation the statements under this “Trustee’s Discussion and Analysis of Financial Condition and Results
+Added: of Operations” are forward-looking statements.
Such statements may be influenced by factors that could cause actual outcomes and
1 unchanged sentence
No assurance can be given that such expectations will prove to have been correct.
−Removed: used in this document, the words “believes,”
−Removed: “expects,”
−Removed: “anticipates,”
−Removed: “intends”
+Added: used in this document, the words “believes,” “expects,” “anticipates,” “intends” or similar
expressions are intended to identify such forward-looking statements.
The following important factors, in addition to those discussed
−Removed: elsewhere in this Form 10-Q, in the Trust’s 2021 Annual Report on Form 10-K and the Trust’s other filings with the
+Added: elsewhere in this Form 10-Q, in the Trust’s 2021 Annual Report on Form 10-K and the Trust’s other filings with the
SEC could affect the future results of the energy industry in general, and COERT and the Trust in particular, and could cause actual results
2 unchanged sentences
the amount of future direct operating expenses and development expenses;
−Removed: the effect, impact, potential duration or other implications of the novel strain of coronavirus (“COVID-19”) pandemic;
+Added: the effect, impact, potential duration or other implications of the novel strain of coronavirus (“COVID-19”) pandemic;
the actions of the Organization of Petroleum Exporting Countries;
3 unchanged sentences
the effect of changes in commodity prices or alternative fuel prices;
−Removed: the prohibition on the Trust’s entry into any new hedging arrangements under the terms of the Conveyance;
+Added: the prohibition on the Trust’s entry into any new hedging arrangements under the terms of the Conveyance;
conditions in the capital markets;
competition from others in the energy industry;
+Added: climate change and its potential impact on demand for fossil fuels;
uncertainty of estimates of oil and natural gas reserves and production;
14 unchanged sentences
a statutory trust created in May 2011, completed its initial public offering in November 2011.
−Removed: The Trust’s only asset
+Added: 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
6 unchanged sentences
On August 31, 2018,
−Removed: COERT completed the acquisition from Enduro of the Underlying Properties and all of the outstanding Trust Units owned by Enduro (the “Sale
−Removed: Transaction”).
−Removed: In connection with the Sale Transaction, COERT assumed all of Enduro’s obligations under the Amended and Restated
+Added: COERT completed the acquisition from Enduro of the Underlying Properties and all of the outstanding Trust Units owned by Enduro (the “Sale
+Added: Transaction”).
+Added: In connection with the Sale Transaction, COERT assumed all of Enduro’s obligations under the Amended and Restated
Trust Agreement of the Trust and other instruments to which Enduro and the Trustee were parties.
The Trust is required to
−Removed: make monthly cash distributions of substantially all of its monthly cash receipts, after deducting the Trust’s administrative expenses,
+Added: make monthly cash distributions of substantially all of its monthly cash receipts, after deducting the Trust’s administrative expenses,
to the holders of Trust Units as of the applicable record date (generally the last business day of each calendar month) on or before the
16 unchanged sentences
The outlook for development
−Removed: activity for the Underlying Properties continued to improve during the second quarter of 2022, following the rise in commodity prices
−Removed: and operator activity seen in the second half of 2021 and into the start of 2022.
−Removed: While the global economy remains volatile following
−Removed: the outbreak of the armed conflict between Russia and Ukraine and given the lingering effects of the COVID-19 pandemic, the Sponsor does
−Removed: not expect the impact to the Underlying Properties and the 2022 development activity to be material, aside from the effects of volatile
+Added: activity for the Underlying Properties remained positive during the third quarter of 2022, despite the quarter-over-quarter decline in
commodity prices.
+Added: While the global economy remains volatile, reflecting, among other factors, the armed conflict between Russia and Ukraine
+Added: and lingering effects of the COVID-19 pandemic, the Sponsor does not expect such factors to have a material impact on the Underlying Properties
+Added: and the 2022 development activity, although volatile commodity prices and inflation are affecting third-party operators, and those effects
+Added: could be material.
The West Texas Intermediate spot price of crude oil has increased materially from $76.99 per barrel on December 31,
−Removed: 2021 to $92.51 per barrel on August 9, 2022.
−Removed: Natural gas prices have shown greater volatility and have increased at an even higher
−Removed: rate than crude oil prices, with the Henry Hub spot price increasing from $3.66 per MMBTU on December 31, 2021 to $7.76 per MMBTU
−Removed: on August 9, 2022.
−Removed: While lingering effects of the COVID-19 pandemic remain, most recently in the form of oilfield service inflationary
−Removed: pressures and supply chain bottlenecks, operators of the Underlying Properties have continued to increase their spending activity.
−Removed: due to the current heightened market volatility and global macroeconomic uncertainty, it remains difficult to reliably estimate the ultimate
−Removed: impact of these conflicting market drivers against an overall supportive commodity price environment.
−Removed: If commodity prices for crude oil
−Removed: and natural gas remain volatile and inflationary trends continue, monthly cash distributions to unitholders could vary greatly and possibly
−Removed: be lower than historical distributions.
−Removed: The Sponsor previously announced
−Removed: an anticipated 2022 capital expenditures program between $6 million to $8 million attributable to the Underlying Properties, or $4.8
−Removed: million to $6.4 million net to the Trust’s 80% Net Profits Interest.
−Removed: At the current pace, the Sponsor now expects the 2022 cash
−Removed: capital expenditures to be at the high end of that range and possibly exceeding that range, based on recent drilling proposals received
−Removed: from operators of the Underlying Properties for projects that are expected to take place in 2022.
−Removed: account for this increased activity level, the Sponsor has established a cash reserve for approved, future development expenses this year.
−Removed: In addition, the Sponsor maintains significant liquidity and financial flexibility to respond to the operational and capital spending
−Removed: changes of the operators of the Underlying Properties.
−Removed: The Sponsor will continue to monitor and possibly participate in future, to be
−Removed: announced capital projects in 2022 as operators continue to increase capital ependitures to levels beyond that of recent years in response
−Removed: to current commodity prices.
+Added: 2021 to $85.70 per barrel on November 9, 2022.
+Added: Natural gas prices continue to show greater volatility and have increased and subsequently
+Added: decreased at an even higher rate than crude oil prices, with the Henry Hub spot price increasing from $3.66 per MMBTU on December 31,
+Added: 2021 to $3.99 per MMBTU on November 9, 2022, while reaching a year-to-date high of $9.82 per MMBTU on August 22, 2022.
+Added: recent oilfield service inflationary pressures and supply chain bottlenecks, operators of the Underlying Properties have continued their
+Added: spending activity.
+Added: However, due to the current heightened market volatility and global macroeconomic uncertainty, it remains difficult
+Added: to reliably estimate the ultimate impact of these conflicting market drivers against an overall supportive commodity price environment.
+Added: If commodity prices for crude oil and natural gas remain volatile and inflationary trends continue, monthly cash distributions to unitholders
+Added: could vary greatly and possibly be lower than historical distributions.
+Added: As previously disclosed, the Sponsor now expects
+Added: that the 2022 capital expenditure program will be between $10 million and $15 million attributable to the Underlying Properties, or between
+Added: $8 million and $12 million net to the Trust’s 80% Net Profits Interest.
+Added: This represents an increase from the previously expected
+Added: capital expenditure program of $6 million to $8 million, or $4.8 million to $6.4 million net to the Trust’s 80% Net Profits Interest.
+Added: To account for this increased activity level, the Sponsor has established a cash reserve for approved,
+Added: future development expenses this year.
+Added: This reserve is intended to fund the expected increase in development expenses;
+Added: if those expenses are ultimately delayed or are less than expected, or if the outlook changes, amounts reserved but unspent will be released
+Added: as an incremental cash distribution in a future period.
+Added: In addition, the Sponsor maintains
+Added: significant liquidity and financial flexibility to respond to the operational and capital spending changes of the operators of the Underlying
+Added: The Sponsor will continue to monitor and possibly participate in future, to-be-announced capital projects in 2022, to the
+Added: extent operator capital expenditures remain elevated compared to recent years in response to current commodity prices.
+Added: Capex Drilling Activity Update
+Added: Presented below is a summary
+Added: of the current status of certain notable capital projects recently undertaken on the Underlying Properties pursuant to the capital
+Added: expenditure program described above.
+Added: Since the last summary of 2022 capital projects included in the Trust’s September 2022
+Added: monthly cash distribution announcement, various operators of the Underlying Properties, have commenced eight new projects, and several
+Added: projects that had been identified as awaiting first revenues have begun producing.
+Added: The Sponsor expects that the cost of these new projects,
+Added: together with the other projects undertaken since the beginning of this year, will be within the range of the previously updated 2022
+Added: capital expenditure program, although total capital expenditures in 2022 ultimately could be at the higher end of the range disclosed
+Added: The following table is
+Added: not intended to be a comprehensive list reflecting all capital expenditures to date.
+Added: In addition, there can often be a several-month
+Added: delay from the time of capital expenditures to the time of production and cash flows attributable to the Underlying Properties, especially
+Added: given the non-operated nature of the Underlying Properties.
+Added: Underlying Properties
+Added: Working Interest
+Added: Large Cap Major
+Added: D&C New Drills
+Added: 1 Drilled, Awaiting
+Added: Large Cap E&P 1
+Added: D&C New Drills
+Added: 5 Producing, Awaiting First
+Added: Large Cap E&P 2
+Added: New Drills / Workovers
+Added: Continual Program
+Added: Large Private E&P
+Added: Producing, Awaiting First
+Added: PE-Backed Private 1
+Added: D&C New Drills
+Added: PE-Backed Private 2
+Added: D&C New Drills
+Added: 3 Producing, Awaiting First
+Added: PE-Backed Private 3
+Added: D&C New Drills
+Added: Drilling In-Process
+Added: New Drills / Workovers
+Added: The Sponsor expects some of these projects to be
+Added: completed and to begin producing before year-end, while others are expected to be completed and to begin producing during 2023.
Results of Operations
−Removed: Three Months Ended June 30, 2022 Compared
−Removed: to Three Months Ended June 30, 2021
−Removed: The Trust’s net profits
+Added: Three Months Ended September 30, 2022
+Added: Compared to Three Months Ended September 30, 2021
+Added: The Trust’s net profits
income consists of monthly net profits attributable to the Net Profits Interest, which was determined as shown in the following table:
Three Months Ended
−Removed: Increase (Decrease)
+Added: September 30,
Gross profits:
7 unchanged sentences
Net profits allocable to Net Profits Interest
−Removed: Sponsor reserve for capital expenditures
+Added: Sponsor reserve release for capital expenditures
Trust general and administrative expenses and cash withheld for expenses
+Added: Sponsor loan repayment
Net profits allocable to Net Profits Interest Shortfall
Distributable income
−Removed: Cumulative Net Profits Interest Shortfall
−Removed: the three months ended June 30, 2021, the Net Profits Interest generated positive income for each month in the period, which
−Removed: reduced the cumulative Net Profits Interest shortfall from $1.3 million as of March 31, 2021 to approximately $0.5 million as of
−Removed: June 30, 2021.
−Removed: Due to the continuing Net Profits Interest shortfall, there were no net profits reported or distributed in the three
−Removed: months ended June 30, 2021.
−Removed: Distributions to the Trust resumed once the cumulative outstanding Net Profits Interest shortfall of
−Removed: approximately $0.5 million and outstanding administrative advances to the Trust of $0.8 million as of June 30, 2021 were eliminated.
−Removed: These balances were carried forward to be deducted from future net profits generated by the Underlying Properties.
−Removed: In August 2021,
−Removed: the remaining amount of the shortfall and advances to the Trust were fully repaid, resulting in a positive distribution to the unitholders
−Removed: in September 2021.
+Added: For the three months ended
+Added: September 30, 2021, the Net Profits Interest generated positive income for each month in the period, which eliminated the cumulative
+Added: Net Profits Interest shortfall of $0.5 million as of June 30, 2021 and the cumulative outstanding Sponsor advances to the Trust of
+Added: $0.8 million.
The following table displays
reported oil and natural gas sales volumes and average prices from the Underlying Properties, representing the amounts included in the
−Removed: net profits calculation for distributions paid during the three months ended June 30, 2022 and 2021:
−Removed: Three Months Ended June 30,
+Added: net profits calculation for distributions paid during the three months ended September 30, 2022 and 2021:
+Added: Three Months Ended
+Added: September 30,
Underlying Properties Production Volumes:
7 unchanged sentences
Net profits attributable
−Removed: to the Underlying Properties for the three months ended June 30, 2022 were $5.3 million compared to $1.0 million for the three months
−Removed: ended June 30, 2021.
−Removed: The $4.3 million increase in net profits attributable to the Underlying Properties from the 2021 period
−Removed: to the 2022 period was primarily due to the following items:
−Removed: · Oil sales increased $3.6 million due to higher realized prices, which caused oil sales to increase by
−Removed: $3.8 million.
−Removed: This increase was offset by reduced sales volumes, which reduced oil sales by $0.2 million.
−Removed: The average oil price received
−Removed: increased 62% primarily due to a 56% increase in the average NYMEX oil price for the relevant production months.
−Removed: Oil sales volumes decreased
−Removed: 3% as a result of natural production declines.
−Removed: · Natural gas sales increased $2.2 million due to higher realized prices, which increased natural gas sales
−Removed: by $2.3 million.
−Removed: This increase was offset by reduced sales volumes, which reduced gas sales by $0.1 million.
−Removed: The average natural gas price
−Removed: received increased 117% primarily due to a 105% increase in the average NYMEX natural gas price for the relevant production months.
+Added: to the Underlying Properties for the three months ended September 30, 2022 were $3.0 million compared to $1.9 million for the three
+Added: months ended September 30, 2021.
+Added: The $1.1 million increase in net profits attributable to the Underlying Properties from the
+Added: 2021 period to the 2022 period was primarily due to the following items:
+Added: Oil sales increased $5.1 million, due to higher realized prices and higher produced volumes.
+Added: The 69% increase
+Added: in realized oil sales prices in the 2022 period compared to the 2021 period increased revenues by $5.0 million, and higher produced volumes
+Added: increased revenues by $0.1 million.
+Added: Natural gas sales increased $2.6 million due to higher produced volumes and higher realized prices.
+Added: 93% increase in realized gas prices and 13% increase in gas sales volumes in the 2022 period compared to the 2021 period decreased revenues
+Added: by $2.3 million and $0.3 million, respectively.
Lease operating expenses increased $0.4 million, primarily attributable to the increased number of producing
−Removed: wells in the quarter ended June 30, 2022 compared to the quarter ended June 30, 2021.
+Added: wells in the quarter ended September 30, 2022 compared to the quarter ended September 30, 2021.
Compression, gathering and transportation costs increased $0.2 million, primarily due to the increase
−Removed: in natural gas sales.
−Removed: · Production, ad valorem and other taxes increased $0.2 million during the three months ended June 30,
−Removed: 2022 compared to the three months ended June 30, 2021, due to the increase in oil and natural gas sales.
+Added: in natural gas volumes.
+Added: Production, ad valorem and other taxes increased $0.4 million during the three months ended September 30,
+Added: 2022 compared to the three months ended September 30, 2021, due to the increase in oil and natural gas sales.
Development expenses increased $5.3 million due to drilling and completion costs for drilling multiple
−Removed: new wells in the Permian and Haynseville Area.
+Added: new wells in the Permian and Haynesville areas.
During the three months ended
−Removed: June 30, 2022, COERT withheld from the net profits otherwise payable to the Trust an aggregate of $1.15 million for the establishment
−Removed: of a cash reserve for approved, future development expenses.
−Removed: This reserve is intended to fund an expected increase in development expenses;
−Removed: however, if those expenses are ultimately delayed or are less than expected, or if the outlook changes, amounts reserved but unspent will
−Removed: be released as an incremental cash distribution in a future period.
−Removed: No amounts were withheld for such a reserve during the three months
−Removed: ended June 30, 2021.
+Added: September 30, 2022, COERT withheld from the net profits otherwise payable to the Trust an aggregate of $0.5 million and released
+Added: $0.9 million, with $0.7 million remaining for approved, future development expenses.
+Added: This reserve is intended to fund an expected increase
+Added: in development expenses;
+Added: however, if those expenses are ultimately delayed or are less than expected, or if the outlook changes, amounts
+Added: reserved but unspent will be released as an incremental cash distribution in a future period.
For the three months ended
−Removed: June 30, 2022, the Trust withheld $0.4 million and paid $0.2 million for general and administrative expenses.
−Removed: Expenses paid during
−Removed: the period primarily consisted of fees for the preparation of the Trust’s monthly press releases, financial statement audit fees,
−Removed: and Trustee fees.
−Removed: For the three months ended June 30, 2021, the Trust withheld $0.0 million and paid $0.2 million for general and
−Removed: administrative expenses.
−Removed: Six Months Ended June 30, 2022 Compared
−Removed: to Six Months Ended June 30, 2021
−Removed: The Trust’s net profits
+Added: September 30, 2022, the Trust withheld $0.4 million and paid $0.2 million for general and administrative expenses.
+Added: Expenses paid
+Added: during the period primarily consisted of fees for the preparation of the Trust’s monthly press releases, financial statement audit
+Added: fees, and Trustee fees.
+Added: For the three months ended September 30, 2021, the Trust withheld $0.2 million and paid $0.2 million for
+Added: general and administrative expenses.
+Added: Nine Months Ended September 30, 2022 Compared
+Added: to Nine Months Ended September 30, 2021
+Added: The Trust’s net profits
income consists of monthly net profits attributable to the Net Profits Interest, which was determined as shown in the following table:
+Added: Nine Months Ended
+Added: September 30,
Gross profits:
10 unchanged sentences
Trust general and administrative expenses and cash withheld for expenses
+Added: Sponsor loan repayment
Net profits allocable to Net Profits Interest Shortfall
Distributable income
−Removed: Cumulative Net Profits Interest Shortfall
−Removed: the six months ended June 30, 2021, the Net Profits Interest generated positive income for each month in the period, which
−Removed: reduced the cumulative Net Profits Interest shortfall from $1.7 million as of December 31, 2020 to approximately $0.5 million as
−Removed: of June 30, 2021.
−Removed: Due to the continuing Net Profits Interest shortfall, there were no net profits reported or distributed in the
−Removed: six months ended June 30, 2021.
−Removed: Distributions to the Trust resumed once the cumulative outstanding Net Profits Interest shortfall
−Removed: of approximately $0.5 million and outstanding administrative advances to the Trust of $0.8 million as of June 30, 2021 were eliminated.
−Removed: These balances were carried forward to be deducted from future net profits generated by the Underlying Properties.
−Removed: In August 2021,
−Removed: the remaining amount of the shortfall and advances to the Trust were fully repaid, resulting in a positive distribution to the unitholders
−Removed: in September 2021.
+Added: For the nine months ended
+Added: September 30, 2021, the Net Profits Interest generated positive income for each month in the period, which eliminated the cumulative
+Added: Net Profits Interest shortfall of $1.7 million as of December 31, 2020 and the cumulative outstanding Sponsor advances to the Trust
+Added: of $0.8 million.
The following table displays
reported oil and natural gas sales volumes and average prices from the Underlying Properties, representing the amounts included in the
−Removed: net profits calculation for distributions paid during the six months ended June 30, 2022 and 2021:
−Removed: Six Months Ended June 30,
+Added: net profits calculation for distributions paid during the nine months ended September 30, 2022 and 2021:
+Added: Nine Months Ended September 30,
Underlying Properties Production Volumes:
7 unchanged sentences
Net profits attributable
−Removed: to the Underlying Properties for the six months ended June 30, 2022 were $9.5 million compared to $1.5 million for the six months
−Removed: ended June 30, 2021.
−Removed: As a result of the aggregate Net Profits Interest shortfall, the Trust did not make any distributions to unitholders
−Removed: during the first half of 2021.
−Removed: The $8.0 million increase in net profits attributable to the Underlying Properties from the 2021 period
−Removed: to the 2022 period was primarily due to the following items:
−Removed: · Oil sales increased $7.9 million due to higher realized prices, which caused oil sales to increase by
−Removed: $8.6 million.
−Removed: This increase was offset by reduced sales volumes, which reduced oil sales by $0.7 million.
−Removed: The average oil price received
−Removed: increased 79% primarily due to a 71% increase in the average NYMEX oil price for the relevant production months.
−Removed: Oil sales volumes decreased
−Removed: 6% as a result of natural production declines.
+Added: to the Underlying Properties for the nine months ended September 30, 2022 were $10.5 million compared to $3.1 million for the nine
+Added: months ended September 30, 2021.
+Added: As a result of the cumulative Net Profits Interest shortfall, there was only one distribution to
+Added: unitholders during the first nine months of 2021.
+Added: The $7.4 million increase in net profits attributable to the Underlying Properties from
+Added: the 2021 period to the 2022 period was primarily due to the following items:
+Added: Oil sales increased $13.0 million primarily due to higher realized prices.
+Added: The increase in realized prices
+Added: that led to higher sales of $13.7 million was partially offset by lower sales volumes, which reduced oil sales by $0.7 million.
+Added: oil price received increased 76% primarily due to a 70% increase in the average NYMEX oil price for the relevant production months.
+Added: sales volumes decreased 4% as a result of natural production declines.
Natural gas sales increased $7.3 million due to higher realized prices and produced volumes, which increased
3 unchanged sentences
Lease operating expenses increased $2.0 million, primarily attributable to the increased number of producing
−Removed: wells in the quarter ended June 30, 2022 compared to the quarter ended June 30, 2021.
+Added: wells in the nine months ended September 30, 2022 compared to the nine months ended September 30, 2021.
Compression, gathering and transportation costs increased $0.6 million, primarily due to the increase
in natural gas production.
−Removed: · Production, ad valorem and other taxes increased $0.5 million during the three months ended June 30,
−Removed: 2022 compared to the three months ended June 30, 2021, due to the increase in oil and natural gas sales.
+Added: Production, ad valorem and other taxes increased $0.9 million during the nine months ended September 30,
+Added: 2022 compared to the nine months ended September 30, 2021, due to the increase in oil and natural gas sales.
Development expenses increased $7.6 million due to drilling and completion costs for drilling multiple
−Removed: new wells in the Permian and Haynseville Area.
−Removed: During the six months ended June 30, 2022,
−Removed: COERT withheld from the net profits otherwise payable to the Trust an aggregate of $1.15 million for the establishment of a cash reserve
−Removed: for approved, future development expenses.
+Added: new wells in the Permian and Haynesville areas.
+Added: During the nine months ended September 30,
+Added: 2022, COERT withheld from the net profits otherwise payable to the Trust an aggregate of $0.7 million for the establishment of a cash
+Added: reserve for approved, future development expenses.
This reserve is intended to fund an expected increase in development expenses;
−Removed: those expenses are ultimately delayed or are less than expected, or if the outlook changes, amounts reserved but unspent will be released
+Added: if those expenses are ultimately delayed or are less than expected, or if the outlook changes, amounts reserved but unspent will be released
as an incremental cash distribution in a future period.
−Removed: No amounts were withheld for such a reserve during the six months ended June 30,
−Removed: For the first half of 2022, the Trust withheld
+Added: For the first nine months of 2022, the Trust withheld
$1.3 million and paid $0.6 million for general and administrative expenses.
Expenses paid during the period primarily consisted of fees
−Removed: for the preparation of the Trust’s monthly press releases, financial statement audit fees, and Trustee fees.
−Removed: For the six months
−Removed: ended June 30, 2021, the Trust withheld $0.0 million and paid $0.5 million for general and administrative expenses.
+Added: for the preparation of the Trust’s monthly press releases, financial statement audit fees, and Trustee fees.
+Added: For the nine months
+Added: ended September 30, 2021, the Trust withheld $0.2 million and paid $0.7 million for general and administrative expenses.
Liquidity and Capital Resources
−Removed: The Trust’s principal
−Removed: sources of liquidity are cash flow generated from the Net Profits Interest and borrowing capacity under the letter of credit described
−Removed: Other than Trust administrative expenses, including any reserves established by the Trustee for future liabilities, the Trust’s
−Removed: only use of cash is for distributions to Trust unitholders.
−Removed: Available funds are the excess cash, if any, received by the Trust from the
−Removed: 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
−Removed: expenses paid for that month.
−Removed: Available funds are reduced by any cash the Trustee determines to hold as a reserve against future expenses.
+Added: principal sources of liquidity are cash flow generated from the Net Profits Interest and borrowing capacity under the letter of
+Added: credit described below.
+Added: Other than Trust administrative expenses, including any reserves established by the Trustee for future
+Added: liabilities, the Trust’s only use of cash is for distributions to Trust unitholders.
+Added: Available funds are the excess cash, if
+Added: any, received by the Trust from the Net Profits Interest and other sources (such as interest earned on any amounts reserved by the
+Added: Trustee) in any given month, over the Trust’s expenses paid for that month.
+Added: Available funds are reduced by any cash the
+Added: Trustee determines to hold as a reserve against future expenses.
Trustee may create a cash reserve to pay for future liabilities of the Trust.
12 unchanged sentences
If the Trustee determines
−Removed: 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
+Added: 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.
13 unchanged sentences
Trust would be evidenced by a written promissory note, be on an unsecured basis, and have terms that are no less favorable to COERT than
−Removed: those that would be obtained in an arm’s length transaction between COERT and an unaffiliated third party.
+Added: those that would be obtained in an arm’s length transaction between COERT and an unaffiliated third party.
If the Trust borrows
3 unchanged sentences
the Trust to borrow any funds.
−Removed: As of June 30, 2022 and December 31, 2021, the Trust had cash of $532,308 and $67,116, respectively,
+Added: As of September 30, 2022 and December 31, 2021, the Trust had cash of $720,501 and $67,116, respectively,
to be used towards future Trust expenses.
1 unchanged sentence
the letter of credit.
−Removed: time to time, if the Trust’s cash on hand (including available cash reserves, if any) is not sufficient to pay the Trust’s
+Added: 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.
−Removed: At June 30, 2022 and December 31, 2021, there was no outstanding
−Removed: Any advances to the Trust will be carried forward to be repaid out of future net profits generated by the Underlying Properties.
+Added: At September 30, 2022 and December 31, 2021, there was no
+Added: outstanding balance.
+Added: Any advances to the Trust will be carried forward to be repaid out of future net profits generated by the Underlying
Cash held by the Trustee
14 unchanged sentences
The Trust does not have any
−Removed: transactions, arrangements or other relationships with unconsolidated entities or persons that could materially affect the Trust’s
+Added: transactions, arrangements or other relationships with unconsolidated entities or persons that could materially affect the Trust’s
liquidity or the availability of capital resources.
−Removed: Distributions Declared After Quarter End
−Removed: On July 18, 2022, the
−Removed: Trust declared a distribution of $0.021500 per unit to unitholders of record as of July 29, 2022.
−Removed: The distribution was paid to unitholders
−Removed: on August 12, 2022.
Off-Balance Sheet Arrangements
4 unchanged sentences
Critical Accounting Policies and Estimates
−Removed: Please read “Item 7.
−Removed: Trustee’s Discussion and Analysis of Financial Condition and Results of Operations—Critical Accounting Policies and Estimates”
−Removed: of the Trust’s 2021 Annual Report on Form 10-K for additional information regarding the Trust’s critical accounting policies
+Added: Please read “Item 7.
+Added: Trustee’s Discussion and Analysis of Financial Condition and Results of Operations—Critical Accounting Policies and Estimates”
+Added: of the Trust’s 2021 Annual Report on Form 10-K for additional information regarding the Trust’s critical accounting policies
and estimates.
−Removed: There were no material changes to the Trust’s critical accounting policies or estimates during the three months ended
−Removed: June 30, 2022.
+Added: There were no material changes to the Trust’s critical accounting policies or estimates during the three months ended
+Added: September 30, 2022.
Subsequent Events
Distributions Paid or Declared
−Removed: On July 15, 2022, a distribution
−Removed: of $0.045000 per unit, which was declared on June 17, 2022, was paid to Trust unitholders of record as of June 30, 2022.
−Removed: On July 18, 2022, the
−Removed: Trust declared a distribution of $0.021500 per unit to unitholders of record as of July 29, 2022.
−Removed: The distribution was paid to unitholders
−Removed: on August 12, 2022.
+Added: On October 17, 2022,
+Added: a distribution of $0.050500 per unit, which was declared on September 16, 2022, was paid to Trust unitholders of record as of September 30,
+Added: On October 17, 2022,
+Added: the Trust declared a distribution of $0.051000 per unit to unitholders of record as of October 31, 2022.
+Added: The distribution was paid
+Added: to unitholders on November 14, 2022.
Quantitative and Qualitative Disclosures About Market Risk.
−Removed: As a “smaller reporting
−Removed: company”
−Removed: as defined in Item 10(f)(1) of Regulation S-K, the Trust is not required to provide information required by this Item.
+Added: As a “smaller reporting
+Added: company” as defined in Item 10(f)(1) of Regulation S-K, the Trust is not required to provide information required by this Item.
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.