−Removed: Financial Statements and Supplementary
−Removed: Report of Independent
−Removed: Registered Public Accounting Firm
+Added: Financial Statements and Supplementary Data.
+Added: Report of Independent Registered Public Accounting
To the Trustee and Unitholders of Permianville
1 unchanged sentence
Opinion on the Financial Statements
−Removed: We have audited the accompanying statements of assets, liabilities
−Removed: and trust corpus of Permianville Royalty Trust (the Trust) as of December 31, 2023 and 2022, and the related statements of distributable
−Removed: income and changes in trust corpus for the years then ended, and the related notes (collectively referred to as the “financial
−Removed: statements”).
−Removed: In our opinion, the financial statements present fairly, in all material respects, the financial position of the
−Removed: Trust as of December 31, 2023 and 2022, and its distributable income and changes in trust corpus for the years then ended, in conformity
−Removed: with the modified cash basis of accounting, as described in Note 2, which is a comprehensive basis of accounting other than accounting
−Removed: principles generally accepted in the United States of America.
+Added: have audited the accompanying statements of assets, liabilities and trust corpus of Permianville Royalty Trust (the Trust) as
+Added: of December 31, 2024 and 2023, and the related statements of distributable income and changes in trust corpus for the years then ended,
+Added: and the related notes (collectively referred to as the “financial statements”).
+Added: In our opinion, the financial statements
+Added: present fairly, in all material respects, the financial position of the Trust as of December 31, 2024 and 2023, and its distributable
+Added: income and changes in trust corpus for the years then ended, in conformity with the modified cash basis of accounting, as described
+Added: in Note 2, which is a comprehensive basis of accounting other than accounting principles generally accepted in the United States of America.
Basis of Accounting
−Removed: As described in Note 2 to the financial statements, these financial
−Removed: statements were prepared on the modified cash basis of accounting, which is a comprehensive basis of accounting other than accounting
−Removed: principles generally accepted in the United States of America.
+Added: As described in Note 2 to the financial statements,
+Added: these financial statements were prepared on the modified cash basis of accounting, which is a comprehensive basis of accounting other than
+Added: accounting principles generally accepted in the United States of America.
Basis for Opinion
−Removed: These financial statements are the responsibility of the Trustee.
−Removed: Our responsibility is to express an opinion on these financial statements based on our audits.
−Removed: We are a public accounting firm registered
−Removed: with the Public Company Accounting Oversight Board (United States) ("PCAOB") and are required to be independent with respect
−Removed: to the Trust in accordance with the U.S.
−Removed: federal securities laws and the applicable rules and regulations of the Securities and
−Removed: Exchange Commission and the PCAOB.
−Removed: We conducted our audits in accordance with the standards of the PCAOB.
−Removed: Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are
−Removed: free of material misstatement, whether due to error or fraud.
−Removed: The Trust is not required to have, nor were we engaged to perform, an audit
−Removed: of its internal control over financial reporting.
−Removed: As part of our audits we are required to obtain an understanding of internal control
−Removed: over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Trust’s internal control
−Removed: over financial reporting.
+Added: financial statements are the responsibility of the Trustee.
+Added: Our responsibility is to express an opinion on these financial statements
+Added: based on our audits.
+Added: We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”)
+Added: and are required to be independent with respect to the Trust in accordance with the U.S.
+Added: federal securities laws and the applicable rules and
+Added: regulations of the Securities and Exchange Commission and the PCAOB.
+Added: We conducted our audits in accordance with the
+Added: standards of the PCAOB.
+Added: Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial
+Added: statements are free of material misstatement, whether due to error or fraud.
+Added: The Trust is not required to have, nor were we engaged to
+Added: perform, an audit of its internal control over financial reporting.
+Added: As part of our audit we are required to obtain an understanding of
+Added: internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Trust’s internal
+Added: control over financial reporting.
Accordingly, we express no such opinion.
−Removed: Our audits included performing procedures to assess the risks of material
−Removed: misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks.
−Removed: procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements.
−Removed: also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall
−Removed: presentation of the financial statements.
+Added: Our audits included performing procedures to assess
+Added: the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond
+Added: to those risks.
+Added: Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements.
+Added: Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating
+Added: the overall presentation of the financial statements.
We believe that our audits provide a reasonable basis for our opinion.
Critical Audit Matters
−Removed: Critical audit matters are matters arising from the current period
−Removed: audit of the financial statements that were communicated or required to be communicated to the audit committee and that:
−Removed: to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective,
−Removed: or complex judgments.
+Added: Critical audit matters are matters arising from
+Added: the current period audit of the financial statements that were communicated or required to be communicated to the audit committee and
+Added: (1) relate to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging,
+Added: subjective, or complex judgments.
We determined that there are no critical audit matters.
4 unchanged sentences
PERMIANVILLE ROYALTY TRUST
−Removed: Statements of Assets,
−Removed: Liabilities and Trust Corpus
+Added: Statements of Assets, Liabilities and Trust Corpus
Cash and cash equivalents
−Removed: Net profits interest in oil and natural
−Removed: gas properties, net
+Added: Net profits interest in oil and natural gas properties, net
LIABILITIES AND TRUST CORPUS
−Removed: Trust corpus (33,000,000 units issued
−Removed: and outstanding)
+Added: Advances to the Trust
Total liabilities
−Removed: and Trust corpus
+Added: Trust corpus (33,000,000 units issued and outstanding)
+Added: Total liabilities and Trust corpus
The accompanying notes to financial statements
1 unchanged sentence
PERMIANVILLE ROYALTY TRUST
−Removed: Statements of Distributable
−Removed: from net profits interest
−Removed: Income from sale/lease
−Removed: Income from sale
−Removed: of producing properties
−Removed: Interest and investment
−Removed: General and administrative
−Removed: reserves used (withheld) for Trust expenses
−Removed: Distributable
−Removed: Distributable
−Removed: income per unit (33,000,000 units)
+Added: Statements of Distributable Income
+Added: Year Ended December 31,
+Added: Income from net profits interest
+Added: Income from sale/lease of assets
+Added: Income from sale of producing properties
+Added: Interest and investment income
+Added: General and administrative expenses
+Added: Cash reserves withheld for Trust expenses
+Added: Distributable income
+Added: Distributable income per unit (33,000,000 units)
The accompanying notes to financial statements
1 unchanged sentence
PERMIANVILLE ROYALTY TRUST
−Removed: Statements of Changes
−Removed: in Trust Corpus
−Removed: Trust corpus, beginning
−Removed: Sale of net profits
−Removed: interest of producing properties
−Removed: Cash reserves (used)
−Removed: withheld for Trust expenses
+Added: Statements of Changes in Trust Corpus
+Added: Year Ended December 31,
+Added: Trust corpus, beginning of period
+Added: Sale of net profits interest of producing properties
+Added: Cash reserves (used) withheld for Trust expenses
Distributable income
−Removed: Distributions to
−Removed: (14,113,110 )
+Added: Distributions to unitholders
(14,113,110 )
−Removed: of net profits interest
−Removed: Trust corpus,
−Removed: end of period
+Added: Amortization of net profits interest
+Added: Trust corpus, end of period
The accompanying notes to financial statements
2 unchanged sentences
NOTES TO FINANCIAL STATEMENTS
−Removed: ORGANIZATION AND PROVISIONS
+Added: TRUST ORGANIZATION AND PROVISIONS
Permianville Royalty Trust (the “Trust”),
4 unchanged sentences
Trustee”), as Delaware Trustee.
−Removed: The Trust was created to acquire and hold for
−Removed: the benefit of the Trust unitholders a net profits interest representing the right to receive 80% of the net profits from the sale of
−Removed: oil and natural gas production from certain properties in the states of Texas, Louisiana and New Mexico held by Enduro as of the date
−Removed: of the conveyance of the net profits interest to the Trust (the “Net Profits Interest”).
−Removed: The properties in which the Trust
−Removed: holds the Net Profits Interest are referred to as the “Underlying Properties.”
−Removed: In connection with the closing of the initial
−Removed: public offering in November 2011, Enduro contributed the Net Profits Interest to the Trust in exchange for 33,000,000 units of beneficial
+Added: The Trust was created to acquire and hold for the
+Added: benefit of the Trust unitholders a net profits interest representing the right to receive 80% of the net profits from the sale of oil
+Added: and natural gas production from certain properties in the states of Texas, Louisiana and New Mexico held by Enduro as of the date of the
+Added: conveyance of the net profits interest to the Trust (the “Net Profits Interest”).
+Added: The properties in which the Trust holds
+Added: the Net Profits Interest are referred to as the “Underlying Properties.”
+Added: In connection with the closing of the initial public
+Added: offering in November 2011, Enduro contributed the Net Profits Interest to the Trust in exchange for 33,000,000 units of beneficial
interest in the Trust (the “Trust Units”).
−Removed: Through the initial public offering in 2011 and a secondary offering in 2013,
−Removed: Enduro sold a total of 24,400,000 Trust Units.
−Removed: As of December 31, 2017, Enduro owned 8,600,000 Trust Units, or 26% of the issued
−Removed: and outstanding Trust Units.
+Added: Through the initial public offering in 2011 and a secondary offering in 2013, Enduro
+Added: sold a total of 24,400,000 Trust Units.
+Added: As of December 31, 2017, Enduro owned 8,600,000 Trust Units, or 26% of the issued and outstanding
At a special meeting of Trust unitholders held
1 unchanged sentence
In September 2017,
−Removed: Enduro, the Trustee and the Delaware Trustee entered into the First Amendment to Amended and Restated Trust Agreement, which amended
−Removed: certain provisions of the Trust Agreement to, among other things, allow Enduro to sell interests in the Underlying Properties free and
−Removed: clear of the Net Profits Interest with the approval of Trust unitholders holding at least 50% of the then outstanding units of the Trust
−Removed: at a meeting held in accordance with the requirements of the Trust Agreement.
−Removed: This amendment reduced the required threshold for approval
−Removed: of such sales from 75% to 50% of the outstanding units of the Trust.
+Added: Enduro, the Trustee and the Delaware Trustee entered into the First Amendment to Amended and Restated Trust Agreement, which amended certain
+Added: provisions of the Trust Agreement to, among other things, allow Enduro to sell interests in the Underlying Properties free and clear of
+Added: the Net Profits Interest with the approval of Trust unitholders holding at least 50% of the then outstanding units of the Trust at a meeting
+Added: held in accordance with the requirements of the Trust Agreement.
+Added: This amendment reduced the required threshold for approval of such sales
+Added: from 75% to 50% of the outstanding units of the Trust.
August 31, 2018, COERT Holdings 1 LLC (“COERT”
−Removed: or the “Sponsor”) acquired the Underlying Properties and
−Removed: all of the outstanding Trust Units owned by Enduro (the “Sale Transaction”).
−Removed: In connection with the Sale Transaction,
−Removed: the Sponsor assumed all of Enduro’s obligations under the Trust Agreement and other instruments to which Enduro and the Trustee
−Removed: were parties.
+Added: or the “Sponsor”) acquired the Underlying Properties and all
+Added: of the outstanding Trust Units owned by Enduro (the “Sale Transaction”).
+Added: In connection with the Sale Transaction, the
+Added: Sponsor assumed all of Enduro’s obligations under the Trust Agreement and other instruments to which Enduro and the Trustee were
As of December 31, 2024, the Sponsor owned 7,363,961 Trust Units, or 22% of the issued and outstanding Trust Units.
−Removed: The Net Profits Interest is passive in nature
−Removed: and neither the Trust nor the Trustee has any management control over or responsibility for costs relating to the operation of the Underlying
+Added: The Net Profits Interest is passive in nature and
+Added: neither the Trust nor the Trustee has any management control over or responsibility for costs relating to the operation of the Underlying
+Added: The Trust has no directors, officers or employees.
+Added: The business and affairs of the Trust are administered by The Bank of New
+Added: York Mellon Trust Company, N.A., as Trustee.
+Added: The duties of the Trustee are defined by the Trust Agreement.
+Added: The Trustee does not make operating
+Added: or business decisions affecting the assets of the Trust, and the Trustee’s functions under the Trust Agreement are ministerial in
The Trust Agreement provides, among other provisions, that:
−Removed: Trust’s business activities are limited to owning the Net Profits Interest and any
−Removed: activity reasonably related to such ownership, including activities required or permitted
−Removed: by the terms of the Conveyance of Net Profits Interest, dated effective as of July 1,
+Added: · the Trust’s business activities are limited to owning the Net Profits Interest and any activity reasonably related to such ownership,
+Added: including activities required or permitted by the terms of the Conveyance of Net Profits Interest, dated effective as of July 1,
2011 (as supplemented and amended to date, the “Conveyance”);
−Removed: as a result, the
−Removed: Trust is not permitted to acquire other oil and natural gas properties or net profits interests
−Removed: or otherwise to engage in activities beyond those necessary for the conservation and protection
−Removed: of the Net Profits Interest;
−Removed: Trust may dispose of all or any material part of the assets of the Trust (including the sale
−Removed: of the Net Profits Interests) if approved by at least 75% of the outstanding Trust Units;
−Removed: Sponsor may sell a divided or undivided portion of its interests in the Underlying Properties,
−Removed: free from and unburdened by the Net Profits Interest, if approved by at least 50% of the
−Removed: outstanding Trust Units at a meeting of Trust unitholders;
−Removed: Trustee will make monthly cash distributions to Trust unitholders (Note 5);
+Added: as a result, the Trust is not permitted to acquire other oil
+Added: and natural gas properties or net profits interests or otherwise to engage in activities beyond those necessary for the conservation and
+Added: protection of the Net Profits Interest;
+Added: · the Trust may dispose of all or any material part of the assets of the Trust (including the sale of the Net Profits Interests) if
+Added: approved by at least 75% of the outstanding Trust Units;
+Added: · the Sponsor may sell a divided or undivided portion of its interests in the Underlying Properties, free from and unburdened by the
+Added: Net Profits Interest, if approved by at least 50% of the outstanding Trust Units at a meeting of Trust unitholders;
PERMIANVILLE ROYALTY TRUST
NOTES TO FINANCIAL STATEMENTS—Continued
−Removed: Trustee may create a cash reserve to pay for future liabilities of the Trust;
−Removed: Trustee may authorize the Trust to borrow money to pay administrative or incidental expenses
−Removed: of the Trust that exceed its cash on hand and available reserves;
−Removed: in that event, no further
−Removed: distributions will be made to Trust unitholders until such amounts borrowed are repaid;
−Removed: Trust is not subject to any pre-set termination provisions based on a maximum volume of oil
−Removed: or natural gas to be produced or the passage of time;
−Removed: the Trust will dissolve upon the earliest
−Removed: to occur of the following:
−Removed: Trust, upon approval of the holders of at least 75% of the outstanding Trust Units, sells
−Removed: the Net Profits Interest;
−Removed: annual cash proceeds received by the Trust attributable to the Net Profits Interest are less
−Removed: than $2 million for each of any two consecutive years;
−Removed: holders of at least 75% of the outstanding Trust Units vote in favor of dissolution;
−Removed: Trust is judicially dissolved.
−Removed: OF SIGNIFICANT ACCOUNTING POLICIES
+Added: · the Trustee will make monthly cash distributions to Trust unitholders (Note 5);
+Added: · the Trustee may create a cash reserve to pay for future liabilities of the Trust;
+Added: · the Trustee may authorize the Trust to borrow money to pay administrative or incidental expenses of the Trust that exceed its cash
+Added: on hand and available reserves;
+Added: in that event, no further distributions will be made to Trust unitholders until such amounts borrowed
+Added: · the Trust is not subject to any pre-set termination provisions based on a maximum volume of oil or natural gas to be produced or the
+Added: passage of time;
+Added: the Trust will dissolve upon the earliest to occur of the following:
+Added: · the Trust, upon approval of the holders of at least 75% of the outstanding Trust Units, sells the Net Profits Interest;
+Added: · the annual cash proceeds received by the Trust attributable to the Net Profits Interest are less than $2 million for each of any two
+Added: consecutive years;
+Added: · the holders of at least 75% of the outstanding Trust Units vote in favor of dissolution;
+Added: · the Trust is judicially dissolved.
+Added: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Accounting
13 unchanged sentences
on the following basis:
−Removed: (a) Income from Net Profits Interest is recorded when distributions are
−Removed: received by the Trust;
−Removed: (b) Distributions to Trust unitholders are recorded when paid by the
−Removed: (c) Trust general and administrative expenses (which includes the Trustee’s
−Removed: fees as well as accounting, engineering, legal, and other professional fees) are recorded
−Removed: (d) Cash reserves for Trust expenses may be established by the Trustee
−Removed: for certain future expenditures that would not be recorded as contingent liabilities under
−Removed: accounting principles generally accepted in the United States of America (“GAAP”);
−Removed: (e) Amortization of the Net Profits Interest in oil and natural gas properties
−Removed: is calculated on a unit-of-production basis and is charged directly to the Trust corpus;
+Added: (a) Income from Net Profits Interest is recorded when distributions are received by the Trust;
+Added: (b) Distributions to Trust unitholders are recorded when paid by the Trust;
+Added: (c) Trust general and administrative expenses (which includes the Trustee’s fees as well as accounting, engineering, legal, and
+Added: other professional fees) are recorded when paid;
+Added: (d) Cash reserves for Trust expenses may be established by the Trustee for certain future expenditures that would not be recorded as contingent
+Added: liabilities under accounting principles generally accepted in the United States of America (“GAAP”);
+Added: (e) Amortization of the Net Profits Interest in oil and natural gas properties is calculated on a unit-of-production basis and is charged
+Added: directly to the Trust corpus;
PERMIANVILLE ROYALTY TRUST
NOTES TO FINANCIAL STATEMENTS—Continued
−Removed: (f) The Net Profits Interest in oil and natural gas properties is periodically
−Removed: assessed whenever events or circumstances indicate that the aggregate value may have been
−Removed: impaired below its total capitalized cost based on the Underlying Properties.
−Removed: If an impairment
−Removed: loss is indicated by the carrying amount of the assets exceeding the sum of the undiscounted
−Removed: expected future net cash flows of the Net Profits Interest, then an impairment loss is recognized
−Removed: for the amount by which the carrying amount of the asset exceeds its estimated fair value
+Added: (f) The Net Profits Interest in oil and natural gas properties is periodically assessed whenever events or circumstances indicate that
+Added: the aggregate value may have been impaired below its total capitalized cost based on the Underlying Properties.
+Added: If an impairment loss
+Added: is indicated by the carrying amount of the assets exceeding the sum of the undiscounted expected future net cash flows of the Net Profits
+Added: 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.
17 unchanged sentences
and liabilities and the reported amounts of revenues and expenses during the reporting period.
−Removed: Significant estimates affecting these
−Removed: financial statements include estimates of proved oil and natural gas reserves, which are used to compute the Trust’s amortization
−Removed: of net profits interest and its impairment assessments.
−Removed: Although the Trustee believes that these estimates are reasonable, actual results
−Removed: could differ from those estimates.
+Added: Significant estimates affecting these financial
+Added: statements include estimates of proved oil and natural gas reserves, which are used to compute the Trust’s amortization of net profits
+Added: interest and its impairment assessments.
+Added: Although the Trustee believes that these estimates are reasonable, actual results could differ
+Added: from those estimates.
Cash and Cash Equivalents
9 unchanged sentences
New Accounting Pronouncements
−Removed: As the Trust’s financial statements are
−Removed: prepared on the modified cash basis, most accounting pronouncements are not applicable to the Trust’s financial statements.
−Removed: new accounting pronouncements have been adopted or issued that would impact the financial statements of the Trust.
+Added: As the Trust’s financial statements are prepared
+Added: on the modified cash basis, most accounting pronouncements are not applicable to the Trust’s financial statements.
+Added: No new accounting
+Added: pronouncements have been adopted or issued that would impact the financial statements of the Trust.
PERMIANVILLE ROYALTY TRUST
NOTES TO FINANCIAL STATEMENTS—Continued
−Removed: PROFITS INTEREST IN OIL AND NATURAL GAS PROPERTIES
+Added: NET PROFITS INTEREST IN OIL AND NATURAL GAS PROPERTIES
The Net Profits Interest in oil and natural gas
properties was recorded at its fair value on the date of conveyance.
−Removed: Amortization of the Net Profits Interest in oil and natural gas
−Removed: properties is calculated on a unit-of-production basis based on the Underlying Properties’
+Added: Amortization of the Net Profits Interest in oil and natural gas properties
+Added: is calculated on a unit-of-production basis based on the Underlying Properties’
production and reserves.
−Removed: upon which the amortization rate is based are quantity estimates which are subject to numerous uncertainties inherent in the estimation
−Removed: of proved reserves.
+Added: The reserves upon which
+Added: the amortization rate is based are quantity estimates which are subject to numerous uncertainties inherent in the estimation of proved
The volumes considered to be commercially recoverable fluctuate with changes in commodity prices and operating costs.
−Removed: These estimates are expected to change as additional information becomes available in the future.
−Removed: Downward revisions in proved reserves
−Removed: may result in an increased rate of amortization.
−Removed: Amortization is charged directly to the Trust Corpus balance and does not affect the
−Removed: distributable income of the Trust.
−Removed: Accumulated amortization as of December 31, 2023 and 2022 was $302,693,874 and $297,449,525,
−Removed: respectively.
+Added: estimates are expected to change as additional information becomes available in the future.
+Added: Downward revisions in proved reserves may
+Added: result in an increased rate of amortization.
+Added: Amortization is charged directly to the Trust Corpus balance and does not affect the distributable
+Added: income of the Trust.
+Added: Accumulated amortization as of December 31, 2024 and 2023 was $311,034,905 and $302,693,874, respectively.
The Net Profits Interest is periodically assessed
5 unchanged sentences
Sale of 2023 Divestiture Properties
−Removed: On May 3, 2023, the Sponsor notified the
−Removed: Trustee that the Sponsor had entered into an agreement to divest certain acreage and associated production in the Permian Basin (the
−Removed: “2023 Divestiture Properties”) that constituted part of the Underlying Properties and were therefore burdened by the Trust’s
−Removed: Net Profits Interest, for a total purchase price of approximately $6.7 million.
−Removed: On July 19, 2023, at a special meeting of Trust
−Removed: unitholders, the unitholders approved the foregoing transaction and the release of the Trust’s Net Profits Interest in the 2023
−Removed: Divestiture Properties.
−Removed: On August 9, 2023, the Sponsor completed the sale of the 2023 Divestiture Properties, and the Trustee, on
−Removed: behalf of the Trust, reconveyed, terminated and released to the Sponsor the Net Profits Interest with respect to the 2023 Divestiture
−Removed: The total proceeds received by the Sponsor from the 2023 Divestiture Properties, after preliminary closing adjustments, were
−Removed: approximately $6.5 million, inclusive of the escrow funded by the buyer and partial expense reimbursement associated with the proxy
−Removed: solicitation.
−Removed: The Sponsor deducted the final transaction expenses from the sales proceeds, along with an escrow amount of $250,000 to
−Removed: cover possible indemnification obligations under the purchase and sale agreement (the “Indemnification Escrow Amount”), to
−Removed: arrive at final net proceeds, based upon the Trust’s Net Profits Interest.
+Added: May 3, 2023, the Sponsor notified the Trustee that the Sponsor had entered into an agreement to divest certain acreage and
+Added: associated production in the Permian Basin (the “2023 Divestiture Properties”) that constituted part of the Underlying Properties
+Added: and were therefore burdened by the Trust’s Net Profits Interest, for a total purchase price of approximately $6.7 million.
+Added: 2023, at a special meeting of Trust unitholders, the unitholders approved the foregoing transaction and the release of the Trust’s
+Added: Net Profits Interest in the 2023 Divestiture Properties.
+Added: On August 9, 2023, the Sponsor completed the sale of the 2023 Divestiture
+Added: Properties, and the Trustee, on behalf of the Trust, reconveyed, terminated and released to the Sponsor the Net Profits Interest with
+Added: respect to the 2023 Divestiture Properties.
+Added: The total proceeds received by the Sponsor from the 2023 Divestiture Properties, after preliminary
+Added: closing adjustments, were approximately $6.5 million, inclusive of the escrow funded by the buyer and partial expense reimbursement
+Added: associated with the proxy solicitation.
+Added: the Sponsor deducted the final transaction expenses from the sales proceeds, along with an escrow
+Added: amount of $250,000 to cover possible indemnification obligations under the purchase and sale agreement (the “Indemnification Escrow
+Added: Amount”), to arrive at final net proceeds, based upon the Trust’s Net Profits Interest.
September 20, 2023, the Trust announced a special cash distribution to Trust unitholders of $0.069670 per Trust Unit, payable on
1 unchanged sentence
after accounting for the Indemnification Escrow Amount.
−Removed: The following table displays the aggregate net proceeds from the sale
−Removed: of the 2023 Divestiture Properties and the aggregate net proceeds allocable to Trust unitholders for this distribution:
−Removed: Net Proceeds from sale of 2023 Divestiture
+Added: The following table displays the aggregate net proceeds from the sale of
+Added: the 2023 Divestiture Properties and the aggregate net proceeds allocable to Trust unitholders for this distribution:
+Added: Net Proceeds from sale of 2023 Divestiture Properties
Transaction expenses
1 unchanged sentence
Net proceeds from sale of 2023 Divestiture Properties
−Removed: Amount allocable to the Sponsor’s
+Added: Amount allocable to the Sponsor’s 20% interest
Net proceeds allocable to the Trust’s 80% Interest
Indemnification Escrow amount
−Removed: Estimated Settlement Escrow
+Added: Estimated Settlement Escrow amount
Initial Cash available for distribution by the Trust
3 unchanged sentences
NOTES TO FINANCIAL STATEMENTS—Continued
−Removed: The remaining 50% of the Trust’s share of
−Removed: the net proceeds was temporarily retained by the Sponsor as a source of payment of the Trust’s proportionate share of any post-closing
−Removed: purchase price adjustments, with any amount remaining (less any amounts in dispute) after such adjustments to be paid to the Trust within
−Removed: five business days after finalization of the settlement statement and included in a distribution to Trust unitholders.
+Added: remaining 50% of the Trust’s share of the net proceeds was temporarily retained by the Sponsor as a source of payment of
+Added: the Trust’s proportionate share of any post-closing purchase price adjustments, with any amount remaining (less any amounts in dispute)
+Added: after such adjustments to be paid to the Trust within five business days after finalization of the settlement statement and included in
+Added: a distribution to Trust unitholders.
November 6, 2023, the Trust announced a special cash distribution to Trust unitholders of $0.077250 per Trust Unit, payable on November 22,
3 unchanged sentences
Divestiture Properties and the aggregate net proceeds allocable to Trust unitholders for this distribution:
−Removed: Net Proceeds from sale of 2023 Divestiture
+Added: Net Proceeds from sale of 2023 Divestiture Properties
Transaction expenses
1 unchanged sentence
Net proceeds from sale of 2023 Divestiture Properties
−Removed: Amount allocable to the Sponsor’s
+Added: Amount allocable to the Sponsor’s 20% interest
Net proceeds allocable to the Trust’s 80% Interest
Indemnification Escrow amount
−Removed: October 13, 2023 Initial
−Removed: Cash Distribution
+Added: October 13, 2023 Initial Cash Distribution
Remaining cash available for distribution by the Trust
1 unchanged sentence
Remaining special cash distribution per unit
−Removed: Within 12 months after the closing of the
−Removed: sale, any remaining amount from the Indemnification Escrow Amount (less any amounts in dispute) will be released to the Trust and included
−Removed: in a distribution to Trust unitholders.
+Added: See “Note 7.
+Added: Subsequent Event”
+Added: information regarding the release of the Indemnification Escrow Amount and its inclusion in a special distribution to Trust unitholders.
Impairment of Net Profits Interest
7 unchanged sentences
Federal Income Taxes
−Removed: For federal income tax purposes, the Trust is
−Removed: a grantor trust and therefore is not subject to tax at the trust level.
−Removed: Trust unitholders are treated as owning a direct interest in
−Removed: the assets of the Trust, and each Trust unitholder is taxed directly on his or her pro rata share of the income and gain attributable
−Removed: to the assets of the Trust and entitled to claim his or her pro rata share of the deductions and expenses attributable to the assets
−Removed: of the Trust.
−Removed: The income of the Trust is deemed to have been received or accrued by each unitholder at the time such income is received
−Removed: or accrued by the Trust rather than when distributed by the Trust.
+Added: For federal income tax purposes, the Trust is a
+Added: grantor trust and therefore is not subject to tax at the trust level.
+Added: Trust unitholders are treated as owning a direct interest in the
+Added: assets of the Trust, and each Trust unitholder is taxed directly on his or her pro rata share of the income and gain attributable to the
+Added: assets of the Trust and entitled to claim his or her pro rata share of the deductions and expenses attributable to the assets of the Trust.
+Added: The income of the Trust is deemed to have been received or accrued by each unitholder at the time such income is received or accrued by
+Added: the Trust rather than when distributed by the Trust.
The deductions of the Trust consist of severance
taxes and administrative expenses.
−Removed: In addition, each unitholder is entitled to depletion deductions because the Net Profits Interest
−Removed: constitutes “economic interests”
+Added: In addition, each unitholder is entitled to depletion deductions because the Net Profits Interest constitutes
+Added: “economic interests”
in oil and natural gas properties for federal income tax purposes.
−Removed: Each unitholder is entitled
−Removed: to amortize the cost of the Trust Units through cost depletion over the life of the Net Profits Interest or, if greater, through percentage
+Added: Each unitholder is entitled to amortize
+Added: the cost of the Trust Units through cost depletion over the life of the Net Profits Interest or, if greater, through percentage depletion.
Unlike cost depletion, percentage depletion is not limited to a unitholder’s depletable tax basis in the Trust Units.
−Removed: Rather, a unitholder could be entitled to percentage depletion as long as the applicable Underlying Properties generate net income.
+Added: unitholder could be entitled to percentage depletion as long as the applicable Underlying Properties generate net income.
PERMIANVILLE ROYALTY TRUST
8 unchanged sentences
The Bank of New York Mellon Trust Company, N.A., 601 Travis, 16 th
−Removed: Floor, Houston, Texas 77002, telephone number (512) 236-6545, is the representative of the Trust that will provide tax information
−Removed: in accordance with applicable U.S.
+Added: Floor, Houston, Texas 77002, telephone number (512) 236-6545, is the representative of the Trust that will provide tax information in
+Added: accordance with applicable U.S.
Treasury Regulations governing the information reporting requirements of the Trust as a WHFIT.
−Removed: information is also posted by the Trustee at www.permianvilleroyaltytrust.com .
−Removed: Notwithstanding the foregoing, the middlemen holding
−Removed: units on behalf of unitholders, and not the Trustee of the Trust, are solely responsible for complying with the information reporting
−Removed: requirements under the U.S.
−Removed: Treasury Regulations with respect to such units, including the issuance of IRS Forms 1099 and certain written
−Removed: tax statements.
−Removed: Trust unitholders whose units are held by middlemen should consult with such middlemen regarding the information that
−Removed: will be reported to them by the middlemen with respect to the Trust Units.
+Added: Tax information
+Added: is also posted by the Trustee at www.permianvilleroyaltytrust.com .
+Added: Notwithstanding the foregoing, the middlemen holding units on
+Added: behalf of unitholders, and not the Trustee of the Trust, are solely responsible for complying with the information reporting requirements
+Added: under the U.S.
+Added: Treasury Regulations with respect to such units, including the issuance of IRS Forms 1099 and certain written tax statements.
+Added: Trust unitholders whose units are held by middlemen should consult with such middlemen regarding the information that will be reported
+Added: to them by the middlemen with respect to the Trust Units.
The tax consequences to a unitholder of ownership
17 unchanged sentences
Trusts that receive at least 90%
−Removed: 90% of their federal gross income from designated passive sources, including royalties from mineral properties and other income from
−Removed: other non-operating mineral interests, and do not receive more than 10% of their income from operating an active trade or business, generally
+Added: of their federal gross income from designated passive sources, including royalties from mineral properties and other income from other
+Added: non-operating mineral interests, and do not receive more than 10% of their income from operating an active trade or business, generally
are exempt from the Texas franchise tax as “passive entities.”
2 unchanged sentences
be required to include its portion of Trust net income in its own Texas franchise tax computation.
−Removed: Each unitholder should consult his or her own
−Removed: tax advisor regarding state tax requirements, if any, applicable to such person’s ownership of Trust Units.
−Removed: DISTRIBUTIONS
−Removed: TO UNITHOLDERS
−Removed: Each month, the Trustee determines the amount
−Removed: of funds available for distribution to the Trust unitholders.
−Removed: Available funds are the excess cash, if any, received by the Trust from
−Removed: the Net Profits Interest and other sources (such as interest earned on any amounts reserved by the Trustee) that month, over the Trust’s
−Removed: liabilities for that month, subject to adjustments for changes made by the Trustee during the month in any cash reserves established
−Removed: for future liabilities of the Trust.
−Removed: Distributions are made to the holders of Trust Units as of the applicable record date (generally
−Removed: the last business day of each calendar month) and are payable on or before the tenth business day after the record date.
+Added: Each unitholder should consult his or her own tax
+Added: advisor regarding state tax requirements, if any, applicable to such person’s ownership of Trust Units.
+Added: DISTRIBUTIONS TO UNITHOLDERS
+Added: Each month, the Trustee determines the amount of
+Added: funds available for distribution to the Trust unitholders.
+Added: Available funds are the excess cash, if any, received by the Trust from the
+Added: Net Profits Interest and other sources (such as interest earned on any amounts reserved by the Trustee) that month, over the Trust’s
+Added: liabilities for that month, subject to adjustments for changes made by the Trustee during the month in any cash reserves established for
+Added: future liabilities of the Trust.
+Added: Distributions are made to the holders of Trust Units as of the applicable record date (generally the
+Added: last business day of each calendar month) and are payable on or before the tenth business day after the record date.
PERMIANVILLE ROYALTY TRUST
4 unchanged sentences
Distribution per Unit
+Added: July 18, 2024
+Added: July 31, 2024
+Added: August 14, 2024
+Added: August 16, 2024
+Added: August 30, 2024
+Added: September 16, 2024
+Added: September 16, 2024
+Added: September 30, 2024
+Added: October 15, 2024
+Added: October 18, 2024
+Added: October 31, 2024
+Added: November 15, 2024
+Added: November 18, 2024
+Added: November 29, 2024
December 13, 2024
+Added: Total—2024
December 16, 2022
+Added: December 30, 2022
January 14, 2023
35 unchanged sentences
Total—2023
−Removed: September 15,
−Removed: September 16,
−Removed: September 30,
−Removed: Total—2022
−Removed: FEES AND RELATED PARTY TRANSACTIONS
+Added: TRUSTEE FEES AND RELATED PARTY TRANSACTIONS
Administrative Fee.
1 unchanged sentence
Trustee and $2,000 to the Delaware Trustee.
−Removed: During the years ended December 31, 2023 and 2022, the Trust paid $200,000 to the Trustee
−Removed: and $2,000 to the Delaware Trustee, respectively, pursuant to the terms of the Trust Agreement.
−Removed: Under the terms of the Trust Agreement, COERT has provided the Trust with a $1,200,000 million letter of credit
+Added: During the years ended December 31, 2024 and 2023, the Trust paid $200,000 and $200,000,
+Added: respectively, to the Trustee and $0 and $2,010, respectively, to the Delaware Trustee pursuant to the terms of the Trust Agreement.
+Added: Under the terms of the Trust Agreement, COERT has provided the Trust with a $1,200,000 letter of credit
to be used by the Trust if its cash on hand (including available cash reserves) is not sufficient to pay ordinary course administrative
8 unchanged sentences
Statements of Assets, Liabilities and Trust Corpus until repaid.
−Removed: PERMIANVILLE ROYALTY TRUST
−Removed: NOTES TO FINANCIAL STATEMENTS—Continued
+Added: As of December 31, 2024 and 2023, advances to the Trust were $150,000
+Added: and $0, respectively.
Rights Agreement.
−Removed: The Trust and COERT (as the assignee of Enduro, in connection with the Sale Transaction) are parties to
−Removed: a Registration Rights Agreement, as amended, whereby COERT, its affiliates and certain permitted transferees holding registrable Trust
−Removed: Units are entitled, upon receipt by the Trustee of written notice from holders of a majority of the then outstanding registrable Trust
−Removed: Units, to demand that the Trust effect the registration of the registrable Trust Units.
−Removed: The holders of the registrable Trust Units are
−Removed: entitled to demand a maximum of five such registrations.
−Removed: In connection with the preparation and filing of any registration statement,
−Removed: COERT will bear all costs and expenses incidental to any registration statement, excluding certain internal expenses of the Trust, which
−Removed: will be borne by the Trust.
+Added: The Trust and COERT (as the assignee of Enduro, in connection with the Sale Transaction) are parties to a
+Added: Registration Rights Agreement, as amended, whereby COERT, its affiliates and certain permitted transferees holding registrable Trust Units
+Added: are entitled, upon receipt by the Trustee of written notice from holders of a majority of the then outstanding registrable Trust Units,
+Added: to demand that the Trust effect the registration of the registrable Trust Units.
+Added: The holders of the registrable Trust Units are entitled
+Added: to demand a maximum of five such registrations.
+Added: In connection with the preparation and filing of any registration statement, COERT will
+Added: bear all costs and expenses incidental to any registration statement, excluding certain internal expenses of the Trust, which will be
+Added: borne by the Trust.
Any underwriting discounts and commissions will be borne by the seller of the Trust Units.
On June 22, 2022, pursuant to the Registration
−Removed: Rights Agreement, the Trust filed a registration statement on Form S-3 registering the offering by COERT of 8,600,000 Trust Units.
+Added: Rights Agreement, the Trust filed a registration statement on Form S-3 registering the offering by COERT of up to 8,600,000 Trust
The registration statement was declared effective on July 7, 2022.
PERMIANVILLE ROYALTY TRUST
−Removed: UNAUDITED SUPPLEMENTARY
−Removed: Supplementary Oil and Natural Gas Information (Unaudited)
+Added: NOTES TO FINANCIAL STATEMENTS—Continued
+Added: SUBSEQUENT EVENT
+Added: On March 17, 2025, the Trust announced a special
+Added: cash distribution to Trust unitholders of $0.008548 per Trust Unit, payable on April 14, 2025 to Trust unitholders of record on March 31,
+Added: 2025, reflecting the release of the Indemnification Escrow Amount withheld in connection with the sale of the 2023 Divestiture Properties
+Added: discussed in Note 3 above, together with interest, for a total of $282,072.
+Added: PERMIANVILLE ROYALTY TRUST
+Added: UNAUDITED SUPPLEMENTARY INFORMATION
+Added: Supplementary
+Added: Oil and Natural Gas Information (Unaudited)
Oil and Natural Gas Reserve Quantities
9 unchanged sentences
Natural gas (per MMBTU)
−Removed: Proved reserve quantity estimates are subject
−Removed: to numerous uncertainties inherent in the estimation of proved reserves and in the projection of future rates of production and the timing
−Removed: of development expenditures.
−Removed: The accuracy of such estimates is a function of the quality of available data and of engineering and geological
−Removed: interpretation and judgment.
−Removed: Results of subsequent drilling, testing and production may cause either upward or downward revisions of
−Removed: previous estimates.
−Removed: Further, the volumes considered to be commercially recoverable fluctuate with changes in prices and operating costs.
−Removed: The process of estimating quantities of oil and natural gas reserves is very complex, requiring significant subjective decisions in the
−Removed: evaluation of all available geological, engineering and economic data for each reserve.
−Removed: Consequently, these estimates are expected to
−Removed: change as additional information becomes available in the future.
+Added: Proved reserve quantity estimates are subject to numerous uncertainties
+Added: inherent in the estimation of proved reserves and in the projection of future rates of production and the timing of development expenditures.
+Added: The accuracy of such estimates is a function of the quality of available data and of engineering and geological interpretation and judgment.
+Added: Results of subsequent drilling, testing and production may cause either upward or downward revisions of previous estimates.
+Added: volumes considered to be commercially recoverable fluctuate with changes in prices and operating costs.
+Added: The process of estimating quantities
+Added: of oil and natural gas reserves is very complex, requiring significant subjective decisions in the evaluation of all available geological,
+Added: engineering and economic data for each reserve.
+Added: Consequently, these estimates are expected to change as additional information becomes
+Added: available in the future.
As of December 31, 2024 and 2023, all of
7 unchanged sentences
natural gas reserves attributable to the Trust for the periods indicated:
−Removed: Net Profits Interest
+Added: Trust Net Profits Interest
Balance—January 1, 2023
1 unchanged sentence
Revisions of previous estimates
+Added: Divestiture of Reserves
Income from Net Profits Interest
2 unchanged sentences
Revisions of previous estimates
−Removed: Divestiture of Reserves
Income from Net Profits Interest
6 unchanged sentences
December 31, 2024
−Removed: for natural gas liquids are immaterial and included as a component of oil reserves.
+Added: (1) Reserves for natural gas liquids are immaterial and included
+Added: as a component of oil reserves.
PERMIANVILLE ROYALTY TRUST
1 unchanged sentence
of previous estimates .
−Removed: During the year ended December 31, 2023, revisions of previous estimates decreased oil reserves
−Removed: by 31%, primarily due to a decrease in the average oil price used to estimate future net reserves.
−Removed: The NYMEX average oil price of $78.22
−Removed: per Bbl used to determine reserves as of December 31, 2023 was 16% lower than the $93.67 per Bbl average NYMEX oil price as of December 31,
−Removed: During the year ended December 31, 2022,
−Removed: revisions of previous estimates increased oil reserves by 36%, primarily due to an increase in the average oil price used to estimate
−Removed: future net reserves.
−Removed: The NYMEX average oil price of $93.67 per Bbl used to determine reserves as of December 31, 2022 was 41% higher
−Removed: than the $66.56 per Bbl average NYMEX oil price as of December 31, 2021.
+Added: During the year ended December 31, 2024, revisions of previous estimates increased oil reserves
+Added: by 40%.The NYMEX average oil price of $75.48 per Bbl used to determine reserves as of December 31, 2024 was 4% lower than the $78.22
+Added: per Bbl average NYMEX oil price as of December 31, 2023.
+Added: During the year ended December 31, 2023, revisions
+Added: of previous estimates decreased oil reserves by 31%, primarily due to a decrease in the average oil price used to estimate future net
+Added: The NYMEX average oil price of $78.22 per Bbl used to determine reserves as of December 31, 2023 was 16% lower than the
+Added: $93.67 per Bbl average NYMEX oil price as of December 31, 2022.
Standardized Measure of Discounted Future Net Cash Flows
−Removed: The standardized measure of discounted future
−Removed: net cash flows relating to proved oil and natural gas reserves is computed by applying commodity prices used in determining proved reserves
+Added: The standardized measure of discounted future net
+Added: cash flows relating to proved oil and natural gas reserves is computed by applying commodity prices used in determining proved reserves
(with consideration of price changes only to the extent provided by contractual arrangements) to the estimated future production of proved
8 unchanged sentences
future income taxes have been excluded.
−Removed: The standardized measure of discounted future
−Removed: net cash flows relating to proved oil and natural gas reserves attributable to the Trust was as follows as of the dates indicated:
+Added: The standardized measure of discounted future net
+Added: cash flows relating to proved oil and natural gas reserves attributable to the Trust was as follows as of the dates indicated:
(in thousands)
−Removed: production taxes
−Removed: Future net cash
+Added: Future cash inflows
+Added: Future production taxes
+Added: Future net cash flows
10% annual discount for estimated timing of cash flows
−Removed: measure of discounted future net cash flows
+Added: Standardized measure of discounted future net cash flows
The changes in standardized measure of discounted
1 unchanged sentence
(in thousands):
−Removed: Ended December 31,
−Removed: Extensions, discoveries, and other
+Added: Year Ended December 31,
+Added: Extensions, discoveries, and other additions
Accretion of discount
2 unchanged sentences
Income from Net Profits Interest
−Removed: Change in present value
−Removed: of future net revenues
+Added: Change in present value of future net revenues
Balance, beginning of period
Balance, end of year
−Removed: Changes in and Disagreements with Accountants on Accounting
−Removed: and Financial Disclosure.
+Added: Changes in and Disagreements with Accountants on Accounting and Financial Disclosure.
Not applicable.
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.