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): May 19, 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:

 

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

 

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

 

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

 

oPre-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 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 May 19, 2020, Mesa Royalty Trust issued a press release announcing Mesa Royalty Trust’s royalty income and income distribution for the month of May 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 May 19, 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: May 19, 2020 By: /s/ Elaina Rodgers
    Elaina Rodgers
    Vice President

 

 3

 

Exhibit 99.1

 

Mesa-Royalty-Trust

 

Mesa Royalty Trust Announces Trust Income for May 2020

 

MESA ROYALTY TRUST

 

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

 

NEWS RELEASE

 

FOR IMMEDIATE RELEASE

 

HOUSTON, TEXAS — May 19, 2020 — Mesa Royalty Trust (the “Trust”) (NYSE symbol-MTR) announced the Trust income distribution for the month of May 2020. Unitholders of record on May 29, 2020 will receive distributions amounting to $0.023674439 per unit, payable on July 31, 2020.

 

The Trust received $0 of Royalty income from the Hugoton properties, resulting in part from steep declines in pricing, as reported by the working interest owner, Scout Energy Group V, LP. The Trust received $9,842 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 $55,051, which included an addition of $26,932 attributable to Royalty income prior period adjustments from January 2020 through April 2020.

 

As previously reported on the Trust’s Form 10-K for the year ended December 31, 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 informed the Trust that such reconciliation of historical amounts has been temporarily suspended due to the COVID-19 pandemic. Accordingly, the income distribution for the month of May 2020 does not include any such reconciled amounts. 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, declines in commodity pricing, and other factors described in the Trust’s Form 10-K for the year ended December 31, 2019 under “Part I, Item 1A. Risk Factors.” 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