Item 1. Financial Statements
Item 1. Financial Statements.
PERMIANVILLE ROYALTY TRUST
Statements of Assets, Liabilities and Trust
Corpus
June 30,
December 31,
2026
2025
(unaudited)
ASSETS
Cash and cash equivalents
$ 3,346,992
$ 2,733,791
Net profits interest in oil and natural
gas properties, net
33,056,824
36,234,241
Total assets
$ 36,403,816
$ 38,968,032
LIABILITIES AND TRUST CORPUS
Advances from Sponsor
$ 99,960
$ –
Total liabilities
99,960
–
Trust corpus (33,000,000 units issued
and outstanding)
36,303,856
38,968,032
Total liabilities
and Trust corpus
$ 36,403,816
$ 38,968,032
The accompanying notes are an integral part of
these financial statements.
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PERMIANVILLE ROYALTY TRUST
Statements of Distributable
Income
(unaudited)
Three Months
Ended June 30,
Six Months
Ended June 30,
2026
2025
2026
2025
Income from net profits interest
$ 1,632,084
$ 419,589
$ 3,587,391
$ 419,589
Interest and investment income
20,073
23,097
43,491
46,097
General and administrative expenses
(469,550 )
(289,272 )
(576,641 )
(537,828 )
Cash reserves (withheld) used for Trust
expenses
(60,607 )
128,670
(513,241 )
354,226
Distributable income
$ 1,122,000
$ 282,084
$ 2,541,000
$ 282,084
Distributable income per unit (33,000,000
units)
$ 0.034000
$ 0.008548
$ 0.077000
$ 0.008548
The accompanying notes are an integral part of
these financial statements.
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PERMIANVILLE ROYALTY TRUST
Statements of Changes in Trust Corpus
(unaudited)
Three Months
Ended June 30,
Six Months
Ended June 30,
2026
2025
2026
2025
Trust corpus, beginning of period
$ 38,045,707
$ 42,509,676
$ 38,968,032
$ 43,936,189
Cash reserves withheld (used) for Trust expenses
60,607
(128,670 )
513,241
(354,226 )
Distributable income
1,122,000
282,084
2,541,000
282,084
Distributions to unitholders
(1,122,000 )
(282,084 )
(2,541,000 )
(282,084 )
Amortization of net profits interest
(1,802,458 )
(1,262,267 )
(3,177,417 )
(2,463,224 )
Trust corpus, end of period
$ 36,303,856
$ 41,118,739
$ 36,303,856
$ 41,118,739
Distributions per unit (33,000,000
units)
$ 0.034000
$ 0.008548
$ 0.077000
$ 0.008548
The accompanying notes are
an integral part of these financial statements.
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PERMIANVILLE ROYALTY TRUST
NOTES TO FINANCIAL STATEMENTS
(unaudited)
1. TRUST ORGANIZATION AND PROVISIONS
Permianville Royalty Trust (the “Trust”),
previously known as Enduro Royalty Trust, is a Delaware statutory trust formed in May 2011 pursuant to a trust agreement (as subsequently
amended and restated, the “Trust Agreement”) among Enduro Resource Partners LLC (“Enduro”), as trustor, The Bank
of New York Mellon Trust Company, N.A. (the “Trustee”), as trustee, and Wilmington Trust Company (the “Delaware Trustee”),
as Delaware Trustee.
The Trust was created to acquire and hold for
the benefit of the Trust unitholders a net profits interest representing the right to receive 80% of the net profits from the sale of
oil 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 conveyance of the net profits interest to the Trust (the “Net Profits Interest”). The properties in 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 units of beneficial
interest in the Trust (the “Trust Units”). On August 31, 2018, COERT Holdings 1 LLC (“COERT” or the “Sponsor”)
acquired from Enduro the Underlying Properties and all of the outstanding Trust Units owned by Enduro (the “Sale Transaction”).
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. As of June 30, 2026, the Sponsor owned 7,363,961 Trust Units, or 22% of the issued
and outstanding Trust Units.
The Net Profits Interest is passive in nature
and neither the Trust nor the Trustee has any management control over or responsibility for costs relating to the operation of the Underlying
Properties. The Trust Agreement provides, among other provisions, that:
· 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, dated effective as of July 1,
2011 (as supplemented and amended to date, the “Conveyance”). As a result, the
Trust is not permitted to acquire other oil and natural gas properties or net profits interests
or otherwise to engage in activities beyond those necessary for the conservation and protection
of the Net Profits Interest;
· the
Trust may dispose of all or any material part of the assets of the Trust (including the sale
of the Net Profits Interest) if approved by at least 75% of the outstanding Trust Units;
· the
Sponsor may sell a divided or undivided portion of its interests in the Underlying Properties,
free from and unburdened by the Net Profits Interest, if approved by at least 50% of the
outstanding Trust Units at a meeting of Trust unitholders;
· the
Trustee will make monthly cash distributions to unitholders (Note 5);
· the
Trustee may create a cash reserve to pay for future liabilities of the Trust;
· the
Trustee may authorize the Trust to borrow money to pay administrative or incidental expenses
of the Trust that exceed its cash on hand and available reserves. No further distributions
will be made to Trust unitholders until such amounts borrowed are repaid; and
· 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 passage of time; however, the Trust will dissolve upon
the earliest to occur of the following:
· the
Trust, upon approval of the holders of at least 75% of the outstanding Trust Units, sells
the Net Profits Interest;
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· the
annual cash proceeds received by the Trust attributable to the Net Profits Interest are less
than $2 million for each of any two consecutive years;
· the
holders of at least 75% of the outstanding Trust Units vote in favor of dissolution; or
· the
Trust is judicially dissolved.
2. BASIS OF PRESENTATION
The Statement of Assets, Liabilities and Trust
Corpus as of December 31, 2025, which has been derived from audited financial statements, and the unaudited interim financial statements
as of June 30, 2026 and for the three and six months ended June 30, 2026 and 2025 have been prepared pursuant to the rules and
regulations of the Securities and Exchange Commission (“SEC”). Accordingly, certain information and disclosures normally
included in annual financial statements have been condensed or omitted pursuant to those rules and regulations. Therefore, these
financial statements should be read in conjunction with the financial statements and notes thereto included in the Trust’s Annual
Report on Form 10-K for the fiscal year ended December 31, 2025 (the “2025 Annual Report on Form 10-K”).
In the opinion of the Trustee, the accompanying
unaudited financial statements reflect all adjustments, consisting only of normal adjustments that are necessary for a fair presentation
of the interim periods presented and include all the disclosures necessary to make the information presented not misleading. These interim
results are not necessarily indicative of results for a full year.
The preparation of financial statements requires
the Trustee to make estimates and assumptions that affect reported amounts of assets and liabilities and the reported amounts of revenues
and expenses during the reporting period. Although the Trustee believes that these estimates are reasonable, actual results could differ
from those estimates.
The Trust uses the modified cash basis of accounting
to report Trust receipts of income from the Net Profits Interest and payments of expenses incurred. The Net Profits Interest represents
the right to receive revenues (oil and natural gas sales), less direct operating expenses (lease operating expenses and production and
property taxes) and development expenses of the Underlying Properties, multiplied by 80%. Cash distributions of the Trust are made based
on the amount of cash received by the Trust pursuant to terms of the Conveyance creating the Net Profits Interest.
Under the terms of the Conveyance, the monthly
Net Profits Interest calculation includes oil and natural gas revenues received during the relevant month. Monthly operating expenses
and capital expenditures represent estimated incurred expenses and, as a result, represent accrued expenses as well as expenses paid
during the period.
The financial statements of the Trust are prepared
on the following basis:
(a) Income from Net Profits Interest is recorded when distributions are
received by the Trust;
(b) Distributions to Trust unitholders are recorded when paid by the Trust;
(c) Trust general and administrative expenses (which includes the Trustee’s
fees as well as accounting, engineering, legal, and other professional fees) are recorded
when paid;
(d) Cash reserves for Trust expenses may be established by the Trustee for
certain future expenditures that would not be recorded as contingent liabilities under accounting
principles generally accepted in the United States of America (“GAAP”);
(e) Amortization of the Net Profits Interest in oil and natural gas properties
is calculated on a unit-of-production basis and is charged directly to the Trust corpus;
and
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(f) The Net Profits Interest in oil and natural gas properties is periodically
assessed whenever events or circumstances indicate that the aggregate value may have been
impaired below its total capitalized cost based on the Underlying Properties. If an impairment
loss is indicated by the carrying amount of the assets exceeding the sum of the undiscounted
expected future net cash flows of the Net Profits Interest, then an impairment loss is recognized
for the amount by which the carrying amount of the asset exceeds its estimated fair value
determined using discounted cash flows. Any impairment is a direct charge to the Trust Corpus.
The financial statements of the Trust differ from
financial statements prepared in accordance with GAAP because revenues are not accrued; certain cash reserves may be established for
contingencies which would not be accrued in financial statements prepared in accordance with GAAP; general and administrative expenses
are recorded when paid instead of when incurred; amortization of the net profits interest calculated on a unit-of-production basis is
charged directly to Trust Corpus instead of as an expense; the Trust does not record a liability or repay any overpayment received as
these will be deducted from future payments; and impairment is charged directly to the Trust Corpus. While these statements differ from
financial statements prepared in accordance with GAAP, the modified cash basis of reporting is considered to be the most meaningful because
monthly distributions to the Trust unitholders are based on net cash receipts.
This comprehensive basis of accounting other than
GAAP corresponds to the accounting permitted for royalty trusts by the SEC as specified by Staff Accounting Bulletin Topic 12:E, Financial
Statements of Royalty Trusts .
3. 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. Amortization of the Net Profits Interest in oil and natural gas
properties is calculated on a unit-of-production basis based on the Underlying Properties’ production and reserves. The reserves
upon which the amortization rate is based are quantity estimates that are subject to numerous uncertainties inherent in the estimation
of proved reserves. The volumes considered to be commercially recoverable fluctuate with changes in commodity prices and operating costs.
These estimates are expected to change as additional information becomes available in the future. Downward revisions in proved reserves
may result in an increased rate of amortization. Amortization is charged directly to the Trust corpus balance and does not affect the
distributable income of the Trust. Accumulated amortization as of June 30, 2026 and December 31, 2025 was $319,870,480 and
$316,693,065, respectively.
The Net Profits Interest is periodically assessed
for impairment whenever events or circumstances indicate that the current fair value based on expected future cash flows of the Underlying
Properties may be less than the carrying value of the Net Profits Interest. While the Trust did not record an impairment during the three
and six months ended June 30, 2026 or 2025, future downward revisions in actual production volumes relative to current forecasts,
higher than expected operating costs, or lower than anticipated commodity prices could result in recognition of impairment in future
periods.
4. INCOME TAXES
Federal Income Taxes
For federal income tax purposes, the Trust is
a grantor trust and therefore is not subject to tax at the trust level. Trust unitholders are treated as owning a direct interest in
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
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
of the Trust. 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 the Trust rather than when distributed by the Trust.
The deductions of the Trust consist of severance
taxes and administrative expenses. In addition, each unitholder is entitled to depletion deductions because the Net Profits Interest
constitutes “economic interests” in oil and natural gas properties for federal income tax purposes. Each 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. Unlike cost depletion, percentage depletion is not limited to a unitholder’s depletable tax basis in the Trust Units.
Rather, a unitholder could be entitled to percentage depletion as long as the applicable Underlying Properties generate gross income.
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Some Trust Units are held by a middleman, as such
term is broadly defined in U.S. Treasury Regulations (and includes custodians, nominees, certain joint owners, and brokers holding an
interest for a custodian in street name). Therefore, the Trustee considers the Trust to be a non-mortgage widely held fixed investment
trust (“WHFIT”) for U.S. federal income tax purposes. The Bank of New York Mellon Trust Company, N.A., 601 Travis, 16 th
Floor, Houston, Texas 77002, telephone number (512) 236-6545, is the representative of the Trust that will provide tax information in
accordance with applicable U.S. Treasury Regulations governing the information reporting requirements of the Trust as a WHFIT. Tax information
is also posted by the Trustee at www.permianvilleroyaltytrust.com . Notwithstanding the foregoing, the middlemen holding units
on behalf of unitholders, and not the Trustee of the Trust, are solely responsible for complying with the information reporting requirements
under the U.S. Treasury Regulations with respect to such units, including the issuance of IRS Forms 1099 and certain written tax
statements. Unitholders whose units are held by middlemen should consult with such middlemen regarding the information that will be reported
to them by the middlemen with respect to the Trust Units.
The tax consequences to a 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.
State Taxes
The Trust’s revenues are from sources in
the states of Louisiana, New Mexico, and Texas. Because it distributes all of its net income to unitholders, the Trust is not taxed at
the trust level in Louisiana or New Mexico. Although the Trust does not owe tax, the Trustee is required to file a return with Louisiana
reflecting the income and deductions of the Trust attributable to properties located in that state. Presently, Louisiana and New Mexico
tax nonresident income from real property located within that state. Louisiana and New Mexico impose a corporate income tax which may
apply to unitholders organized as corporations.
Texas does not impose a state 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 of 0.75% on gross
revenues less certain deductions for returns originally due on or after January 1, 2016, as specifically set forth in the Texas
franchise tax statutes. Entities subject to tax generally include trusts unless otherwise exempt. Trusts that receive at least 90% of
their federal gross income from designated passive sources, including royalties from mineral properties and other income from other 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.” 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 tax would generally
be required to include its portion of Trust net income in its own Texas franchise tax computation.
Each unitholder should consult his or her own
tax advisor regarding state tax requirements, if any, applicable to such person’s ownership of Trust Units.
5. DISTRIBUTIONS
TO UNITHOLDERS
Each month, the Trustee determines the amount
of funds available for distribution to the Trust unitholders. Available funds are the excess cash, if any, received by the Trust from
the Net Profits Interest and other sources (such as interest earned on any amounts reserved by the Trustee) that month, over the Trust’s
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. No distributions will be made to Trust unitholders until the indebtedness created by such amounts
drawn or borrowed as advances to the Trust have been repaid in full. Distributions are made to the holders of Trust Units as of the applicable
record date (generally the last business day of each calendar month) and are payable on or before the 10th business day after the record
date.
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The following table provides information regarding
the Trust’s distributions per unit paid during the periods indicated:
Declaration Date
Record Date
Payment Date
Distribution
per Unit
Six Months Ended June 30, 2026:
December 19, 2025
December 31, 2025
January 15, 2026
$
0.023000
January 20, 2026
January 30, 2026
February 13, 2026
0.015000
February 18, 2026
March 2, 2026
March 13, 2026
0.005000
March 16, 2026
March 31, 2026
April 14, 2026
0.010000
April 17, 2026
April 30, 2026
May 15, 2026
0.010000
May 18, 2026
May 29, 2026
June 12, 2026
0.014000
Year to Date – 2026
$
0.077000
Six Months Ended June 30, 2025:
March 17, 2025 (Special Distribution)
March 31, 2025
April 14, 2025
0.008548
Year to Date – 2025
$
0.008548
During the three months ended
June 30, 2025, the Net Profits Interest generated positive income, which eliminated the cumulative Net Profits Interest shortfall
of $1.4 million that existed as of March 31, 2025; however, no distributions were made to Trust unitholders because of outstanding
advances from the Sponsor to the Trust for the payment of administrative expenses, which totaled $0.6 million as of June 30, 2025.
On March 17, 2025, the Trustee declared a
special cash distribution of $0.008548 per Trust Unit, which was paid on April 14, 2025 to Trust unitholders of record on March 31,
2025. The special cash distribution reflected the release of the $250,000 withheld from the net proceeds allocable to the Trust from
the August 2023 sale by the Sponsor of certain oil and natural gas properties in the Permian Basin, which amount was intended to
cover possible indemnification obligations arising during the indemnification period following the closing of the sale. Together with
interest, the amount distributed equated to $282,072.
6. TRUSTEE FEES
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. During each of the
three-month periods ended June 30, 2026 and 2025, the Trust paid $50,000 to the Trustee and $0 to the Delaware Trustee pursuant
to the terms of the Trust Agreement. During each of the six-month periods ended June 30, 2026 and 2025, the Trust paid $100,000
to the Trustee and $2,010 to the Delaware Trustee pursuant to the terms of the Trust Agreement.
7. SUBSEQUENT EVENTS
Distributions Paid or Declared
On July 15, 2026, a
distribution of $0.017000 per unit, which was declared on June 18, 2026, was paid to Trust unitholders of record as of June 30,
2026.
On July 17, 2026, the
Trust declared a distribution of $0.015000 per unit to unitholders of record as of July 31, 2026. The distribution is expected to
be paid to unitholders on August 14, 2026.
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Item 2. Trustee’s Discussion and Analysis of Financial Condition
and Results of Operations.
References to the “Trust” in this
document refer to Permianville Royalty Trust, previously known as Enduro Royalty Trust, while references to “COERT” or the
“Sponsor” in this document refer to COERT Holdings 1 LLC. References to “Enduro” in this document refer to Enduro
Resource Partners LLC, the original sponsor of the Trust. The following review of the Trust’s financial condition and results of
operations should be read in conjunction with the financial statements and notes thereto, as well as Management’s Discussion and
Analysis of Financial Condition and Results of Operations contained in the Trust’s Annual Report on Form 10-K for the year
ended December 31, 2025 (the “2025 Annual Report on Form 10-K”). The Trust’s annual reports on Form 10-K,
quarterly reports on Form 10-Q, current reports on Form 8-K and all other filings with the SEC are available on the SEC’s
website at www.sec.gov .
Forward-Looking Statements
This Quarterly Report on Form 10-Q (this
“Form 10-Q”) includes “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, including without limitation the statements under this “Trustee’s Discussion
and Analysis of Financial Condition and Results of Operations,” are forward-looking statements. Such statements may be influenced
by factors that could cause actual outcomes and results to differ materially from those projected. Such expectations may not prove to
have been correct. When used in this document, the words “will,” “plans,” “believes,” “expects,”
“anticipates,” “intends” or similar expressions are intended to identify such forward-looking statements. The
following important factors, in addition to those discussed elsewhere in this Form 10-Q, in the Trust’s 2025 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 to differ materially from those expressed in such forward-looking
statements:
· risks
associated with the drilling and operation of oil and natural gas wells;
· the
amount of future direct operating expenses and development expenses;
· the
occurrence or threat of epidemic or pandemic diseases or other public health event or any
government response to such occurrence or threat;
· the
impact of geopolitical developments and tensions, war and uncertainty involving or in the
geographical region of oil producing countries (including the ongoing wars in Ukraine and
the Persian Gulf and any related political or economic responses and counter-responses or
otherwise by various global actors or the general effect on the global economy);
· global
economic conditions, such as a general slowdown in the global economy, the impact of new
or additional trade barriers and tariffs, supply chain disruptions, inflationary pressures,
currency fluctuations, changes in interest rates, and instability of financial institutions;
· the
effects of actions by, or disputes among or between members of the Organization of Petroleum
Exporting Countries (“OPEC”) and other oil-exporting nations with respect to
production levels or other matters related to the prices of oil and natural gas;
· the
effect of existing and future laws and regulatory actions;
· the
effect of changes in commodity prices or alternative fuel prices;
· the
prohibition on the Trust’s entry into any new hedging arrangements under the terms
of the Conveyance;
· conditions
in the capital markets;
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· competition
from others in the energy industry;
· uncertainty
of estimates of oil and natural gas reserves and production;
· the
occurrence of security incidents, including breaches of security, or other attack, destruction,
alteration, corruption, or unauthorized access to the information technology systems of the
Sponsor or the Trustee or destruction, loss, alteration, corruption, or misuse or unauthorized
disclosure of or access to data;
· potential
impacts on the Sponsor’s business resulting from climate change, greenhouse gas regulations,
and the impact of climate change related changes in the frequency and severity of weather
patterns; and
· other
risks described under the caption “Risk Factors” in Part I, Item 1A
of the 2025 Annual Report on Form 10-K.
You should not place undue reliance on these forward-looking
statements. All forward-looking statements speak only as of the date of this Form 10-Q. The Trust does not undertake any obligation
to release publicly any revisions to the forward-looking statements to reflect events or circumstances after the date of this Form 10-Q
or to reflect the occurrence of unanticipated events, unless the securities laws require the Trust to do so.
This Form 10-Q describes other important
factors that could cause actual results to differ materially from expectations of the Sponsor and the Trust. Initial production rates
may not be indicative of future production rates and are not indicative of the amounts of oil and gas that a well may produce. All forward-looking
statements in this report and all subsequent written and oral forward-looking statements attributable to the Sponsor or the Trust or
persons acting on behalf of the Sponsor or the Trust are expressly qualified in their entirety by such factors. The Trust assumes no
obligation, and disclaims any duty, to update these forward-looking statements.
Overview
Permianville Royalty Trust, a statutory trust
created in May 2011, completed its initial public offering in November 2011. The Trust’s only asset and source of income
is the net profits interest representing the right to receive 80% of the net profits from the sale of oil 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 conveyance of the net profits
interest to the Trust (the “Net Profits Interest”). The properties in which the Trust holds the Net Profits Interest are
referred to as the “Underlying Properties.” The Net Profits Interest is passive in nature and neither the Trust nor the Trustee
has any management control over or responsibility for costs relating to the operation of the Underlying Properties. Additionally, third
parties operate substantially all of the wells on the Underlying Properties and, therefore, the Sponsor is not in a position to control
the timing of development efforts, associated costs, or the rate of production of the reserves.
On August 31, 2018, COERT completed the acquisition
from Enduro of the Underlying Properties and all of the outstanding Trust Units owned by Enduro (the “Sale Transaction”).
In connection with the Sale Transaction, COERT assumed all of Enduro’s obligations under the Amended and Restated Trust Agreement
of the Trust (the “Trust Agreement”) and other instruments to which Enduro and the Trustee were parties.
The Trust is required to make monthly cash distributions
of substantially all of its monthly cash receipts, after deducting the Trust’s administrative expenses, to the holders of Trust
Units as of the applicable record date (generally the last business day of each calendar month) on or before the 10 th business
day after the record date. The Net Profits Interest is entitled to a share of the profits from and after July 1, 2011 attributable
to production occurring on or after June 1, 2011. The amount of Trust revenues and cash distributions to Trust unitholders depends
on, among other things:
· oil
and natural gas sales prices;
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· volumes
of oil and natural gas produced and sold attributable to the Underlying Properties;
· production
and development costs;
· price
differentials;
· potential
reductions or suspensions of production;
· the
amount and timing of Trust administrative expenses; and
· the
establishment, increase, or decrease of reserves for approved development expenses or future
liabilities of the Trust.
Generally, the Sponsor receives cash payment for
oil production 30 to 60 days after it is produced and for natural gas production 60 to 90 days after it is produced.
Outlook
The Sponsor has indicated to the Trustee that
development activity on the Underlying Properties is expected to continue at its elevated pace for the remainder of the year. Nevertheless,
the commodity mix and forward outlook for that development activity remains highly uncertain, even when compared to prior periods, given
the significant volatility in commodity prices and in the activity plans publicly announced by operators of the Underlying Properties.
The Sponsor believes that the activity outlook for the remainder of the year has shifted to include not only the previously disclosed
natural gas drilling in the Haynesville, but oil-directed activity that has increased in response to the higher crude oil prices seen
thus far in 2026 compared to 2025. The Sponsor expects that natural gas production from the Underlying Properties, which increased 71%
in the first half of 2026 compared to the same period of 2025, will continue to grow, albeit at more moderated levels. Although the Sponsor
expects that oil production from the Underlying Properties, which declined 9% in the six-month period ended June 30, 2026 compared
to the same period of 2025, may improve slightly given known oil-directed capital expenditures, oil production is likely to remain at
reduced levels. Given the indicated activity outlook from public operators as well as some private operators, the Sponsor has maintained
a cash reserve for near-term capital expenditures, consistent with prior periods in which material future capital expenditure obligations
have been expected. As of June 30, 2026, the cash reserve balance was $1.8 million. As in prior periods, future capital expenditure
expectations remain subject to revision from the operators of the Underlying Properties.
The Sponsor believes that the outlook for the
oil and gas industry continues to improve. Recent events such as the Persian Gulf conflict have increased oil price forecasts, while
underscoring the importance of North American-based oil and gas operations. Since the start of 2026, oil prices have ranged from a low
of $56 per Bbl to as high as $113 per Bbl, while natural gas prices also have experienced volatility, ranging from a low of $2.52 per
MMBtu to a high of $7.46 per MMBtu over the same period. Unlike oil, average natural gas prices experienced a decline in the second quarter
of 2026 compared to the start of the year; however, the Sponsor expects the observed rig count and activity levels, as estimated by industry
analysts, to remain elevated given the forecast for increasing natural gas demand from the buildout of data centers and the AI ecosystem
that are expected to require both renewable energy sources and natural gas-powered electricity generation.
Despite this volatility, given the pace of capital
expenditures during the first six months of 2026 and the known in-process activity of certain operators of the Underlying Properties,
the Sponsor is reaffirming its 2026 capital spending outlook of $9.0 million to $15.0 million, or $7.2 million to $12.0 million net to
the Trust’s Net Profits Interest. The Sponsor expects a majority of the remaining anticipated capital expenditures in 2026 to be
focused on the Haynesville area. As in prior periods, however, the outlook for capital expenditures remains subject to change, as operators
are expected to continue to reevaluate their planned capital expenditures, particularly given volatile capital markets and an uncertain
geopolitical situation.
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Over the first six months of 2026, the Sponsor
continued to see a reduction in operating costs on a per unit basis for the Underlying Properties compared to prior periods, due in part
to the higher total production for the first six months of 2026 compared to the same period last year, in addition to the shift in production
mix towards a higher weighting of natural gas compared to oil production. The Sponsor indicates that this increase in production has
come predominately from natural gas production growth in the Haynesville region, which generally features lower operating costs compared
to legacy production areas within the Underlying Properties. The Sponsor expects this trend to continue given the near-term outlook for
natural gas-weighted capital expenditure activity, but could moderate in the coming quarters to the extent that the operators of the
Underlying Properties shift spending away from natural gas and toward oil production. According to the Sponsor, this decline in operating
costs per unit has been partially offset by ongoing operational issues and cost overruns at some of the legacy, marginal oil-weighted
assets on the Underlying Properties. The Sponsor indicates it is continuing to proactively address these issues through joint interest
billing audits among other avenues afforded to non-operating working interest partners.
Although the commodity markets remain volatile,
and there remains an inherent delay in cash flows given the non-operated nature of the Underlying Properties, the Sponsor indicates that
it continues to have access to adequate capital and liquidity to fund such operating and capital expenditures as they come due. Furthermore,
the Sponsor believes additional opportunities could arise in the coming quarters for potential divestitures and/or leasing of some or
all of the Underlying Properties, subject to the Trust’s Net Profits Interest, as certain operators of the Underlying Properties
may look to acquire assets.
Capex Drilling Activity Update
Presented below is a summary of the current status
of certain notable capital projects recently undertaken on the Underlying Properties pursuant to the capital expenditure program described
above. All information has been provided by the Sponsor.
The following table is not intended to be a comprehensive
list reflecting all capital expenditures to date. In addition, there can often be a several-month delay from the time of capital expenditures
to the time of production and cash flows attributable to the Underlying Properties, especially given the non-operated nature of the Underlying
Properties.
Operator
Region
Number
of Wells
Underlying
Properties
Working
Interest
Project
Capex
Cumulative
Total
Status
Large Cap E&P 1
Delaware
3
5.0 %
D&C New Drills
–
Pre-drilling
Large Cap E&P 2
Midland
6
0.8 %
D&C New Drills
$ 385,352
Producing; awaiting first revenue
Large Cap E&P 3
Delaware
19
1.0 %
D&C New Drills
–
Pre-drilling
Large Cap E&P 4
Delaware
1
1.0 %
D&C New Drills
–
Pre-drilling
Large Super Major 1
Haynesville
3
8.9 %
D&C New Drills
$ 3,265,826
Drilling in process
PE-Backed Private 1
Delaware
2
4.6 %
D&C New Drills
$ 791,852
Producing; awaiting first revenue
PE-Backed Private 2
Delaware
7
1.2 %
D&C New Drills
$ 680,989
Producing; awaiting first revenue
PE-Backed Private 3
Delaware
4
1.5 %
D&C New Drills
–
Pre-drilling
The projects identified above are still in process
or awaiting first revenues, and the Sponsor expects a majority of the projects that are in the process of drilling or pre-drilling to
be completed and to begin producing during the second half of 2026 and the first half of 2027.
13
Results of Operations
Three Months Ended June 30, 2026 Compared to Three Months
Ended June 30, 2025
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
June 30,
Increase
2026
2025
(Decrease)
Gross profits:
Oil sales
$ 5,593,901
$ 7,978,067
(30 )%
Natural gas sales
9,200,702
3,240,447
184 %
Total
14,794,603
11,218,514
32 %
Costs:
Direct operating expenses:
Lease operating expenses
5,693,000
4,787,000
19 %
Compression, gathering and transportation
1,843,000
968,000
90 %
Production, ad valorem and other taxes
740,000
720,000
3 %
Development expenses
3,041,000
2,798,000
9 %
Total
11,317,000
9,273,000
22 %
Net profits
3,477,603
1,945,514
79 %
Percentage allocable to Net Profits Interest
80 %
80 %
Net profits allocable to Net Profits
Interest
2,782,084
1,556,412
79 %
Negative Net Profits Carryforward
–_
(1,418,895 )
(100 )%
Capex Reserve – Release for anticipated 2025-2026 capital
expenditures
(1,150,000 )
–
N/A
Release of Escrow
–
282,084
(100 )%
Repayment of COERT Loan
–
(137,517 )
(100 )%
Less: Trust general and administrative
expenses and cash withheld for expenses net of interest income
(510,084 )
–
N/A
Distributable income
$ 1,122,000
$ 282,084
298 %
During the three months ended June 30, 2025,
the Net Profits Interest generated positive income, which eliminated the cumulative Net Profits Interest shortfall of approximately $1.4
million that existed as of March 31, 2025; however, no distributions were made to Trust unitholders during the period because of
outstanding advances from the Sponsor to the Trust for the payment of administrative expenses, which totaled $0.6 million as of June 30,
2025. The Trust is not permitted to make distributions to Trust unitholders until any Net Profits Interest shortfall has been recouped
and outstanding advances from the Sponsor have been repaid.
The following table displays reported oil and
natural gas sales volumes and average prices from the Underlying Properties, representing the amounts included in the net profits calculation
for distributions paid or payable during the three months ended June 30, 2026 and 2025:
14
Three Months
Ended
June 30,
Increase
2026
2025
(Decrease)
Underlying Properties Production Volumes:
Oil (Bbls)
99,828
108,972
(8 )%
Natural Gas (Mcf)
2,515,022
1,308,205
92 %
Combined (Boe)
518,998
327,006
59 %
Average Prices:
Oil - NYMEX (applicable NPI period) ($/Bbl)
$ 60.88
$ 72.00
(15 )%
Differential
$ (4.85 )
$ 1.21
(501 )%
Oil prices realized ($/Bbl)
$ 56.03
$ 73.21
(23 %)
Natural gas - NYMEX (applicable NPI period) ($/Mcf)
$ 3.86
$ 3.09
25 %
Differential
$ (0.20 )
$ (0.61 )
(67 )%
Natural gas prices realized ($/Mcf)
$ 3.66
$ 2.48
48 %
Net profits attributable to the Underlying Properties
for the three months ended June 30, 2026 were $3.5 million compared to $1.9 million for the three months ended June 30,
2025. The $1.5 million increase in net profits attributable to the Underlying Properties from the 2025 period to the 2026 period
was primarily due to the following items:
· Oil
sales decreased $2.4 million due to lower produced volumes and lower realized prices. The
8% reduction in produced volumes decreased revenues by $0.7 million. Realized oil sales prices
decreased 23% in the 2026 period compared to the 2025 period, which decreased revenues by
$1.7 million.
· Natural
gas sales increased $6.0 million compared to the 2025 period, reflecting a $3.0 million increase
due to higher realized prices. The 92% increase in produced volumes, which is primarily attributable
to the three new Haynesville wells included in the 2026 period, increased revenues by $3.0
million. The average natural gas price received increased 48% primarily due to the increase
in the average realized natural gas price for the relevant production months.
· Lease
operating expenses during the three months ended June 30, 2026 increased $0.9 million
compared to the three months ended June 30, 2025.
· Compression,
gathering and transportation costs increased $0.9 million, primarily due to higher sales
volumes from three new Haynesville wells included in the three months ended June 30,
2026 compared to the three months ended June 30, 2025.
· Production,
ad valorem and other taxes remained consistent at $0.7 million during the three months ended
June 30, 2026 compared to the three months ended June 30, 2025.
· Development
expenses increased $0.2 million during the three months ended June 30, 2026 compared
to the same period in 2025.
For the three months ended June 30, 2026,
the Trust withheld $0.5 million and paid $0.5 million for general and administrative expenses. Expenses paid during the period primarily
consisted of fees for the preparation of the Trust’s monthly press releases, insurance expense, Trustee fees, and New York Stock
Exchange listing fees. For the three months ended June 30, 2025, the Trust withheld $0.0 million and paid $0.3 million for general
and administrative expenses.
15
Six Months Ended June 30, 2026 Compared to Six Months Ended
June 30, 2025
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:
Six Months
Ended
June 30,
Increase
2026
2025
(Decrease)
Gross profits:
Oil sales
$ 11,812,164
$ 16,508,772
(28 )%
Natural gas sales
14,029,573
5,282,124
166 %
Total
25,841,737
21,790,896
19 %
Costs:
Direct operating expenses:
Lease operating expenses
10,281,000
9,516,000
8 %
Compression, gathering and transportation
4,002,000
1,970,000
103 %
Production, ad valorem and other taxes
1,435,000
1,428,000
0 %
Development expenses
5,327,000
9,955,000
(46 )%
Total
21,045,000
22,869,000
(8 )%
Net profits
4,796,737
(1,078,104 )
(545 )%
Percentage allocable to Net Profits Interest
80 %
80 %
Net profits allocable to Net Profits
Interest
3,837,391
(862,483 )
(545 )%
Capex Reserve – Release for anticipated 2025-2026 capital
expenditures
(250,000 )
1,000,000
(125 )%
Release of escrow
–
282,084
(100 )%
Repayment of COERT Loan
–
(137,517 )
(100 )%
Less: Trust general and administrative
expenses and cash withheld for expenses net of interest income
(1,046,391 )
–
N/A
Distributable income
$ 2,541,000
$ 282,084
801 %
During the six months ended June 30, 2025,
although the Net Profits Interest shortfall that existed throughout the first five months of the period was eliminated by the end of
the period, no distributions were made to Trust unitholders during the period because of outstanding advances from the Sponsor to the
Trust for the payment of administrative expenses, which totaled $0.6 million as of June 30, 2025. The Trust is not permitted to
make distributions to Trust unitholders until any Net Profits Interest shortfall has been recouped and outstanding advances from the
Sponsor have been repaid.
16
The following table displays reported oil and
natural gas sales volumes and average prices from the Underlying Properties, representing the amounts included in the net profits calculation
for distributions paid or payable during the six months ended June 30, 2026 and 2025:
Six Months
Ended
June 30,
Increase
2026
2025
(Decrease)
Underlying Properties Production Volumes:
Oil (Bbls)
203,910
223,352
(9 )%
Natural Gas (Mcf)
4,265,958
2,488,665
71 %
Combined (Boe)
914,903
638,130
43 %
Average Prices:
Oil - NYMEX (applicable NPI period) ($/Bbl)
$ 58.00
$ 73.86
(21 )%
Differential
$ (0.07 )
$ 0.06
(207 )%
Oil prices realized ($/Bbl)
$ 57.93
$ 73.92
(22 )%
Natural gas - NYMEX (applicable NPI period) ($/Mcf)
$ 3.33
$ 2.11
58 %
Differential
$ (0.04 )
$ 0.01
(418 )%
Natural gas prices realized ($/Mcf)
$ 3.29
$ 2.12
55 %
Net profits attributable to the Underlying Properties
for the six months ended June 30, 2026 were $4.8 million compared to a net profits deficit of $1.1 million for the six months
ended June 30, 2025. The $5.9 million increase in net profits attributable to the Underlying Properties from the 2025 period
to the 2026 period was primarily due to the following items:
· Oil
sales decreased $4.7 million due to lower produced volumes and lower realized prices. The
9% reduction in produced volumes decreased revenues by $1.4 million. Realized oil sales prices
decreased 22% in the 2026 period compared to the 2025 period, which decreased revenues by
$3.3 million.
· Natural
gas sales increased $8.7 million compared to the 2025 period, reflecting a $5.0 million increase
due to higher realized prices. The 71% increase in produced volumes, which is primarily attributable
to the three new Haynesville wells included in the 2026 period, increased revenues by $3.7
million. The average natural gas price received increased 55% primarily due to the increase
in the average realized natural gas price for the relevant production months.
· Lease
operating expenses during the six months ended June 30, 2026 decreased $0.8 million
compared to the six months ended June 30, 2025.
· Compression,
gathering and transportation costs increased $2.0 million, primarily due to higher sales
volumes from three new Haynesville wells included in the six months ended June 30, 2026
compared to the six months ended June 30, 2025.
· Production,
ad valorem and other taxes remained consistent at $1.4 million during the six months ended
June 30, 2026 compared to the six months ended June 30, 2025.
· Development
expenses decreased $4.6 million during the six months ended June 30, 2026 compared to
the same period in 2025.
For the six months ended June 30, 2026, the
Trust withheld $1.0 million and paid $0.6 million for general and administrative expenses. Expenses paid during the period primarily
consisted of fees for the preparation of the Trust’s monthly press releases, insurance expense, Trustee fees, and New York Stock
Exchange listing fees. For the six months ended June 30, 2025, the Trust withheld $0.0 million and paid $0.5 million for general
and administrative expenses.
17
Liquidity and Capital Resources
The Trust’s principal sources of liquidity
are cash flow generated from the Net Profits Interest and borrowing capacity under the letter of credit described below. Other than Trust
administrative expenses, including any reserves established by the Trustee for future liabilities, the Trust’s only use of cash
is for distributions to Trust unitholders. Available funds are the excess cash, if any, received by the Trust from the Net Profits Interest
and other sources (such as interest earned on any amounts reserved by the Trustee) in any given month, over the Trust’s expenses
paid for that month. Available funds are reduced by any cash the Trustee determines to hold as a reserve against future expenses.
The Trustee may create a cash reserve to pay for
future liabilities of the Trust. In February 2022, the Trustee began withholding $37,833 from the funds otherwise available for
distribution each month to gradually build a cash reserve of approximately $2.3 million for the payment of future known, anticipated
or contingent expenses or liabilities of the Trust. Commencing with the distribution to Trust unitholders payable in April 2023,
the Trustee has been withholding, and in the future intends to withhold, $50,000 from the funds otherwise available for distribution
each month to gradually build the reserve. The Trustee may increase or decrease the targeted cash reserve amount at any time, and may
increase or decrease the rate at which it is withholding funds to build the cash reserve at any time, without advance notice to the Trust
unitholders. Cash held in reserve will be invested as required by the Trust Agreement. Any cash reserved in excess of the amount necessary
to pay or provide for the payment of future known, anticipated or contingent expenses or liabilities eventually will be distributed to
Trust unitholders, together with interest earned on the funds. As of June 30, 2026, the Trustee has withheld $1,842,534 toward this
cash reserve.
If the Trustee determines that the cash on hand
and the cash to be received are, or will be, insufficient to cover the Trust’s liabilities, the Trustee may authorize the Trust
to borrow money to pay administrative or incidental expenses of the Trust that exceed cash held by the Trust. The Trustee may authorize
the Trust to borrow from any person, including the Trustee or the Delaware Trustee or an affiliate thereof, although none of the Trustee,
the Delaware Trustee or any affiliate thereof intends to lend funds to the Trust. The Trustee may also cause the Trust to mortgage its
assets to secure payment of the indebtedness. The terms of such indebtedness and security interest, if funds were to be loaned by the
entity serving as Trustee or Delaware Trustee or an affiliate thereof, would be similar to the terms which such entity would grant to
a similarly situated commercial customer with whom it did not have a fiduciary relationship. In addition, COERT has provided the Trust
with a $1.2 million letter of credit to be used by the Trust if its cash on hand (including available cash reserves) is insufficient
to pay ordinary course administrative expenses. Further, if the Trust requires more than the $1.2 million under the letter of credit
to pay administrative expenses, COERT has agreed to loan funds to the Trust necessary to pay such expenses. Any loan made by COERT to
the Trust would be evidenced by a written promissory note, be on an unsecured basis, and have terms that are no less favorable to COERT
than those that would be obtained in an arm’s length transaction between COERT and an unaffiliated third party. If the Trust borrows
funds or draws on the letter of credit, no further distributions will be made to Trust unitholders until such amounts borrowed or drawn
are repaid. Except for the foregoing, the Trust has no source of liquidity or capital resources. The Trustee has no current plans to
authorize the Trust to borrow any funds. As of June 30, 2026 and December 31, 2025, including the aggregate amounts withheld
as of such dates toward the approximately $2.3 million cash reserve discussed above, the Trust had cash of $3,346,992 and $2,733,791,
respectively, to be used towards future Trust expenses. Since its formation, the Trust has not borrowed any funds and no amounts have
been drawn on the letter of credit.
From time to time, if the Trust’s cash on
hand (including available cash reserves, if any) is not sufficient to pay the Trust’s ordinary course administrative expenses that
are due prior to the monthly payment to the Trust of proceeds from the Net Profits Interest, COERT may advance funds to the Trust to
pay such expenses. At June 30, 2026 and December 31, 2025, there were no outstanding advances. Any advances to the Trust will
be carried forward to be repaid out of future net profits generated by the Underlying Properties.
Cash held by the Trustee as a reserve against
future liabilities or for distribution at the next distribution date may be held in a noninterest-bearing account or may be invested
in:
· interest-bearing
obligations of the United States government;
18
· money
market funds that invest only in United States government securities;
· repurchase
agreements secured by interest-bearing obligations of the United States government; or
· bank
certificates of deposit.
The Trust pays the Trustee an annual administrative
fee of $200,000 and the Delaware Trustee an annual fee of $2,000. The Trust also incurs, either directly or as a reimbursement to the
Trustee, legal, accounting, tax and engineering fees, printing costs and other expenses that are deducted by the Trust before distributions
are made to Trust unitholders. The Trust also is responsible for paying other expenses incurred as a result of being a publicly traded
entity, including costs associated with annual and quarterly reports to Trust unitholders, tax return and Form 1099 preparation
and distribution, NYSE listing fees, independent auditor fees and registrar and transfer agent fees.
The Trust does not have any transactions, arrangements
or other relationships with unconsolidated entities or persons that could materially affect the Trust’s liquidity or the availability
of capital resources.
Off-Balance Sheet Arrangements
The Trust has no off-balance sheet arrangements.
The Trust has not guaranteed the debt of any other party, nor does the Trust have any other arrangements or relationships with other
entities that could potentially result in unconsolidated debt, losses or contingent obligations.
Critical Accounting Policies and Estimates
Please read “Item 7. Trustee’s Discussion
and Analysis of Financial Condition and Results of Operations—Critical Accounting Policies and Estimates” of the Trust’s
2025 Annual Report on Form 10-K for additional information regarding the Trust’s critical accounting policies and estimates.
There were no material changes to the Trust’s critical accounting policies or estimates during the six months ended June 30,
2026.
Item 3. Quantitative and Qualitative Disclosures About Market Risk.
As a “smaller reporting company” as
defined in Item 10(f)(1) of Regulation S-K, the Trust is not required to provide information required by this Item.
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.