UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): October 19, 2018

 

Permianville Royalty Trust

(Exact name of registrant as specified in its charter)

 

Delaware

 

1-35333

 

45-6259461

(State or other jurisdiction of

 

(Commission

 

(IRS Employer

incorporation )

 

File Number)

 

Identification No.)

 

The Bank of New York Mellon Trust Company, N.A., Trustee

 

 

601 Travis Street

 

 

16th Floor

 

 

Houston, Texas

 

77002

(Address of principal executive offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code: (512) 236-6555

 

 

(Former name or former address, if changed since last report.)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

o  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company o

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

 

 

 


 

Item 2.02              Results of Operations and Financial Condition.

 

On October 19, 2018, Permianville Royalty Trust (the “Trust”) issued a press release announcing the Trust’s distribution to be paid in November 2018. A copy of the press release is furnished as Exhibit 99.1 hereto and is incorporated herein by reference.

 

Pursuant to General Instruction B.2 of Form 8-K and Securities and Exchange Commission Release No. 33-8176, the press release attached as Exhibit 99.1 is not “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, is not subject to the liabilities of that section and is not deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, but is instead furnished for purposes of that instruction.

 

Item 9.01              Financial Statements and Exhibits.

 

(d)           Exhibits.

 

Exhibit Number

 

Description

 

 

 

99.1

 

Permianville Royalty Trust Press Release dated October 19, 2018.

 

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SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

 

Permianville Royalty Trust

 

 

 

By:

The Bank of New York Mellon Trust Company, N.A., as Trustee

 

 

 

 

 

 

 

 

Date: October 19, 2018

 

By:

/s/ Sarah Newell

 

 

 

Sarah Newell

 

 

 

Vice President

 

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Exhibit 99.1

 

 

Permianville Royalty Trust Announces Monthly Cash Distribution

 

HOUSTON, Texas—(BUSINESS WIRE)—October 19, 2018

 

Permianville Royalty Trust (NYSE: PVL) (the “Trust”), formerly known as Enduro Royalty Trust, today announced a cash distribution to the holders of its units of beneficial interest of $0.007100 per unit, payable on November 15, 2018 to unitholders of record on October 31, 2018. The distribution primarily represents reported oil production during the month of July 2018 and a portion of reported natural gas production during June 2018 as discussed below.

 

As previously announced, Enduro Resource Partners LLC sold its interests in the oil and gas properties underlying the Trust (the “Underlying Properties”) to COERT Holdings 1 LLC (the “Sponsor”). As part of the normal course procedures following the closing of the transaction, certain operators of the Underlying Properties have not yet completed the transition of their production reporting to the Sponsor for its non-operated interests in the Underlying Properties. Accordingly, the table summarizing the Underlying Properties’ oil and natural gas sales volumes and average received wellhead prices typically presented in the Trust’s monthly distribution announcement is not included in this press release, as the data for the current month would not be comparable to prior months. The Trust intends to continue to report the monthly sales volumes and average received wellhead prices table once reporting from the operators of the Underlying Properties has been fully transitioned and reconciled for comparable purposes. The Sponsor has confirmed that the reporting transition has not affected the payments associated with the Underlying Properties in which the Trust has an interest.

 

Recorded oil cash receipts for the properties underlying the Trust totaled $3.1 million for the current month, a decrease of $0.1 million from the prior month distribution period.

 

Recorded natural gas cash receipts decreased from the prior distribution period to $0.5 million in the current month. This difference is primarily associated with the transition for the production reporting as discussed above. Approximately $0.6 million of natural gas cash sales was received subsequent to month end and will be reflected in next month’s distribution.

 

Total direct operating expenses accrued for, including lease operating expenses, production and ad valorem taxes, and gathering and transportation expenses, were $2.8 million, an increase of $0.5 million from the prior month. Capital expenditures were $0.4 million in the current month, an increase of $0.1 million from the prior month, as the Trust’s activity on the previously disclosed non-operated Wolfcamp Permian wells increased during the current month. Total direct operating expenses and capital expenditures relate to expenses incurred in August 2018.

 

About Permianville Royalty Trust

 

Permianville Royalty Trust is a Delaware statutory trust formed to own 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,

 

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predominantly non-operated oil and gas properties, in the states of Texas, Louisiana and New Mexico. As described in the Trust’s filings with the Securities and Exchange Commission, the amount of the periodic distributions is expected to fluctuate, depending on the proceeds received by the Trust as a result of actual production volumes, oil and gas prices, the amount and timing of capital expenditures, and the Trust’s administrative expenses, among other factors. Future distributions are expected to be made on a monthly basis. For additional information on the Trust, please visit www.permianvilleroyaltytrust.com.

 

Forward-Looking Statements and Cautionary Statements

 

This press release contains statements that are “forward-looking statements” within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended. All statements contained in this press release, other than statements of historical facts, are “forward-looking statements” for purposes of these provisions. These forward-looking statements include the amount and date of any anticipated distribution to unitholders and expected expenses, including capital expenditures. The anticipated distribution is based, in large part, on the amount of cash received or expected to be received by the Trust from the Sponsor with respect to the relevant period. The amount of such cash received or expected to be received by the Trust (and its ability to pay distributions) has been and will continue to be directly affected by the volatility in commodity prices, which could decline or remain low for an extended period of time. Other important factors that could cause actual results to differ materially include expenses of the Trust and reserves for anticipated future expenses. Statements made in this press release are qualified by the cautionary statements made in this press release. Neither the Sponsor nor the Trustee intends, and neither assumes any obligation, to update any of the statements included in this press release. An investment in units issued by the Trust is subject to the risks described in the Trust’s filings with the SEC, including the risks described in the Trust’s Annual Report on Form 10-K for the year ended December 31, 2017, filed with the SEC on March 12, 2018. The Trust’s quarterly and other filed reports are or will be available over the Internet at the SEC’s website at http://www.sec.gov.

 

Contact

 

Permianville Royalty Trust

The Bank of New York Mellon Trust Company, N.A., as Trustee

Sarah Newell 1 (512) 236-6555

 

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