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): February 18, 2020
Mesa Royalty Trust
(Exact name of registrant as specified in its charter)
| Texas | 1-7884 | 76-6284806 | ||
| (State or other jurisdiction of | (Commission | (IRS Employer | ||
| incorporation ) | File Number) | Identification No.) |
| The Bank of New York Mellon Trust Company, N.A., Trustee | ||
| Global Corporate Trust | ||
| 601 Travis Street, Floor 16 | ||
| Houston, Texas | 77002 | |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: (713) 483-6020
Not Applicable
(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:
¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
| Units of Beneficial Interest | MTR | New York Stock Exchange |
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 ¨
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. ¨
Item 2.02 Results of Operations and Financial Condition.
On February 18, 2020, Mesa Royalty Trust issued a press release announcing Mesa Royalty Trust’s royalty income and income distribution for the month of February 2020. 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 | Description | |
| 99.1 | Mesa Royalty Trust Press Release dated February 18, 2020. |
2
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.
| Mesa Royalty Trust | ||
| By: | The Bank of New York Mellon Trust Company, N.A., as Trustee | |
| Date: February 18, 2020 | By: | /s/ Elaina Rodgers |
| Elaina Rodgers | ||
| Vice President | ||
3
Exhibit 99.1
Mesa-Royalty-Trust
Mesa Royalty Trust Announces Trust Income for February 2020
MESA ROYALTY TRUST
The Bank of New York Mellon Trust Company, N.A., Trustee
NEWS RELEASE
FOR IMMEDIATE RELEASE
HOUSTON, TEXAS — February 18, 2020 — Mesa Royalty Trust (the “Trust”) (NYSE symbol-MTR) announced the Trust income distribution for the month of February 2020. Unitholders of record on February 28, 2020 will receive distributions amounting to $0.050732419 per unit, payable on April 30, 2020.
The Trust received $0 of Royalty income from the Hugoton properties and $29,463 of Royalty income from the Colorado portion of the San Juan Basin properties. Royalty income received from the New Mexico portion of the San Juan Basin properties totaled $71,870, which included an additional $8,480 of income attributable to the reconciliation of estimated against actual revenue and expense amounts for the November 2017 accounting month.
As previously reported on the Trust’s Form 10-Q for the quarter ended September 30, 2019, Hilcorp San Juan LP (“Hilcorp”), the working interest owner in the New Mexico portion of the San Juan Basin properties, made an estimated monthly payment of $97,150 in net proceeds to the Trust with respect to the September 2017 to March 2019 accounting months consistent with the July 2017 production month previously paid by ConocoPhillips, the prior owner of the properties. In April 2019, Hilcorp began to generate actual (instead of estimated) net proceeds due to the Trust on a monthly basis going forward. Hilcorp has informed the Trust that it will utilize actual revenue and expense amounts and either add or subtract reconciled historical amounts on a month-by-month basis for the accounting months from September 2017 to March 2019, which will be recognized as information is received by the Trust in accordance with the Trust's modified cash basis of accounting. Hilcorp has also informed the Trust that significant incremental expenses were incurred for the New Mexico portion of the San Juan Basin properties during the time that the estimated payments were being made. Accordingly, it is expected that reconciliations with respect to some or all of the prior periods will have a negative impact on income of the Trust until all reconciliations are complete.
This press release contains forward-looking statements. No assurances can be given that the expectations contained in this press release will prove to be correct. The working interest owners alone control historical operating data, and handle receipt and payment of funds relating to the royalty properties and payments to the Trust for the related royalty. The Trustee cannot assure that errors or adjustments by the working interest owners, whether historical or future, will not affect future royalty income and distributions by the Trust. Other important factors that could cause these statements to differ materially include delays in actual results of drilling operations, risks inherent in drilling and production of oil and gas properties, and other factors described in the Trust’s Form 10-K for the year ended December 31, 2018 under “Part I, Item 1A. Risk Factors,” the Trust’s Form 10-Q for the quarter ended June 30, 2019 under “Part II, Item 1A. Risk Factors,” and those set forth from time to time in the Trust’s filings with the Securities and Exchange Commission. Statements made in this press release are qualified by the cautionary statements made in such risk factors. The Trust does not intend, and assumes no obligations, to update any of the statements included in this press release.
| Contact: | Mesa Royalty Trust |
| The Bank of New York Mellon Trust Company, N.A., as Trustee | |
| Elaina Rodgers | |
| 713-483-6020 |
http://mtr.investorhq.businesswire.com/
601 Travis Street, Floor 16, Houston, TX 77002