UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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): June 19, 2020

 

 

San Juan Basin Royalty Trust

(Exact name of registrant as specified in its charter)

 

 

 

Texas   1-8032   75-6279898

(State or other jurisdiction of

incorporation)

  (Commission File Number)  

(IRS Employer

Identification No.)

BBVA USA, Trust Department

2200 Post Oak Blvd., Floor 18

Houston, TX 77056

(Address of principal executive offices, including zip code)

(Registrant’s telephone number, including area code): (866) 809-4553

N/A

(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 (see General Instruction A.2. below):

 

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   SJT   NYSE

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 June 19, 2020, the San Juan Basin Royalty Trust (the “Trust”) issued a press release, a copy of which is attached hereto as Exhibit 99.1, announcing that it will not declare a monthly cash distribution to the holders of its Units of beneficial interest due to excess production costs for the month of April 2020.

In accordance with general instruction B.2 to Form 8-K, the information in this Form 8-K shall be deemed “furnished” and not “filed” with the Securities and Exchange Commission for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise, subject to the liabilities of that section.

 

Item 9.01.

Financial Statements and Exhibits.

(d) Exhibits.

The following exhibits are filed in accordance with the provisions of Item 601 of Regulation S-K:

 

Exhibit No.

  

Description

99.1    Press Release, dated June 19, 2020.


EXHIBIT INDEX

 

Exhibit No.

  

Description

99.1    Press Release, dated June 19, 2020.


SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report on Form 8-K to be signed on its behalf by the undersigned hereunto duly authorized.

 

     

BBVA USA, AS TRUSTEE FOR THE SAN JUAN BASIN ROYALTY TRUST

(Registrant)

Date: June 19, 2020     By:   /s/ Joshua R. Peterson
      Joshua R. Peterson
      Head of Trust Real Assets & Mineral Resources and Senior Vice President
EX-99.1

Exhibit 99.1

San Juan Basin Royalty Trust

 

News Release

San Juan Basin Royalty Trust Declares No Cash Distribution for June 2020

HOUSTON, Texas, June 19, 2020 – BBVA USA, as Trustee of the San Juan Basin Royalty Trust (the “Trust”) (NYSE:SJT), today reported that it will not declare a monthly cash distribution to the holders of its Units of beneficial interest (the “Unit Holders”) due to excess production costs for the month of April 2020. Excess production costs occur when production costs and capital expenditures exceed the gross proceeds for a certain period. Excess production costs for this reporting period are due primarily to a decrease in price and production along with true-ups and corrections of prior periods.

Cash reserves will be utilized to pay Trust administrative expenses of $107,438. Hilcorp San Juan L.P. (“Hilcorp”) will charge the excess production costs of $1,572,814 gross ($1,179,611 net to the Trust) to the next month’s distribution. No cash distributions will be distributed by the Trust until future net proceeds are sufficient to pay then-current Trust liabilities and replenish cash reserves.

Based upon information provided to the Trust by Hilcorp, gas production for the subject interests totaled 2,197,958 Mcf (2,442,176 MMBtu) for April 2020, as compared to 2,426,442 Mcf (2,696,047 MMBtu) for March 2020. Dividing revenues by production volume yielded an average gas price for April 2020 of $0.41 per Mcf ($0.37 per MMBtu), as compared to an average gas price for March 2020 of $1.06 per Mcf ($0.96 per MMBtu).

Hilcorp has advised the Trust that the April 2020 reporting month includes a negative adjustment of $961,643 gross ($721,233 net) based on true-ups for the July 2019 and November 2019 production months and corrections to the February 2019 through June 2019 production months.

Hilcorp also reported that for the reporting month of April 2020, revenue included an estimated $100,000 for non-operated revenue. For the month ended April 2020, Hilcorp reported to the Trust capital costs of $73, lease operating expenses and property taxes of $1,809,622, and severance taxes of $119,487.

 

Contact:   San Juan Basin Royalty Trust   
  BBVA USA, Trustee   
  2200 Post Oak Blvd., Floor 18   
  Houston, TX 77056   
  website: www.sjbrt.com    e-mail: sjt.us@bbva.com
  Joshua R. Peterson, Head of Trust Real Assets & Mineral Resources and Senior Vice President
  Kaye Wilke, Investor Relations, toll-free: (866) 809-4553

Except for historical information contained in this news release, the statements in this news release are forward-looking statements that are made pursuant to the Safe Harbor Provisions of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements generally are accompanied by words such as “estimates,” “anticipates,” “could,” “plan,” or other words that convey the uncertainty of future events or outcomes. Forward-looking statements and the business prospects of San Juan Basin Royalty Trust are subject to a number of risks and uncertainties that may cause actual results in future periods to differ materially from the forward-looking statements. These risks and uncertainties include, among other things, certain information provided to the Trust by Hilcorp, volatility of oil and gas prices, governmental regulation or action, litigation, and uncertainties about estimates of reserves. These and other risks are described in the Trust’s reports and other filings with the Securities and Exchange Commission.