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): December 19, 2018

 

 

BP Prudhoe Bay Royalty Trust

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   1-10243   13-6943724

(State or other jurisdiction

of incorporation)

  

(Commission

File Number)

  

(IRS Employer

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

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))

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 7.01

Regulation FD Disclosure

On December 19, 2018, BP Prudhoe Bay Royalty Trust (the “Trust”) issued a press release announcing its intention to increase the Trust’s existing cash reserves. A copy of the press release is furnished as Exhibit 99.1 hereto and is incorporated herein by reference.

 

Item 9.01

Financial Statements and Exhibits.

 

  (d)

Exhibits.

 

Exhibit
Number

   

Description

99.1    BP Prudhoe Bay Royalty Trust Press Release dated December 19, 2018.

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.

 

  BP Prudhoe Bay Royalty Trust
  By: The Bank of New York Mellon Trust Company, N.A., as Trustee
Date: December 19, 2018            By:  

/s/ Sarah Newell

      Sarah Newell
      Vice President
EX-99.1

Exhibit 99.1

BP Prudhoe Bay Royalty Trust Announces Planned Increase in Existing Cash Reserve

BP PRUDHOE BAY ROYALTY TRUST

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

 

    News Release

For Immediate Release

HOUSTON, Texas December 19, 2019 – BP Prudhoe Bay Royalty Trust (NYSE: BPT) today announced that its trustee, The Bank of New York Mellon Trust Company, N.A. (the “Trustee”), has determined to gradually increase the Trustee’s existing cash reserve for the payment of future expenses and liabilities of the Trust, as permitted by the trust agreement.

Commencing with the distribution to unitholders payable in January, 2019, the Trustee intends to begin withholding the greater of $33,750 or 0.17% of the funds otherwise available for distribution each quarter to gradually increase existing cash reserves by a total of approximately $270,000. The Trustee may increase or decrease the targeted 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 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 unitholders, together with interest earned on the funds.

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 fact, are “forward-looking statements” for purposes of these provisions. These forward-looking statements include statements regarding the Trustee’s planned withholding of funds to increase cash reserves for future known, anticipated or contingent expenses or liabilities of the Trust. Important factors that could cause actual results to differ materially include changes to commodity prices and changes to future known, anticipated or contingent expenses or liabilities of the Trust. Statements made in this press release are qualified by the cautionary statements made in this press release. Neither the Trust 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 Annual Report on Form 10-K for the year ended December 31, 2017, the Trust’s subsequent Quarterly Reports on Form 10-Q, and all of the Trust’s other filings with the SEC. The Trust’s annual, quarterly and other filed reports are or will be available over the Internet at the SEC’s website at http://www.sec.gov.

 

  Contact:    BP Prudhoe Bay Royalty Trust
     The Bank of New York Mellon Trust Company, N.A., as Trustee
     Elaina C. Rodgers
     713-483-6020