0001104659-16-115307.txt : 20160428 0001104659-16-115307.hdr.sgml : 20160428 20160428161630 ACCESSION NUMBER: 0001104659-16-115307 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20160428 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20160428 DATE AS OF CHANGE: 20160428 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SandRidge Mississippian Trust I CENTRAL INDEX KEY: 0001509228 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 276990649 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-35122 FILM NUMBER: 161600301 BUSINESS ADDRESS: STREET 1: 919 CONGRESS AVENUE STREET 2: THE BANK OF NEW YORK MELLON TRUST CO. NA CITY: AUSTIN STATE: TX ZIP: 78701 BUSINESS PHONE: 512 236 6599 MAIL ADDRESS: STREET 1: 919 CONGRESS AVENUE STREET 2: THE BANK OF NEW YORK MELLON TRUST CO. NA CITY: AUSTIN STATE: TX ZIP: 78701 8-K 1 a16-9616_18k.htm 8-K

 

 

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): April 28, 2016

 


 

SANDRIDGE MISSISSIPPIAN TRUST I

(Exact name of Registrant as specified in its charter)

 


 

Delaware

 

001-35122

 

27-6990649

(State or other jurisdiction of
incorporation or organization)

 

(Commission
File Number)

 

(I.R.S. Employer
Identification No.)

 

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

919 Congress Avenue, Suite 500

Austin, Texas 78701

(Address of principal executive offices)

 

Registrant’s Telephone Number, including area code: (512) 236-6555

 

Not applicable

(Former name, former address and former fiscal year, 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):

 

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-(b))

 

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

 

 

 



 

ITEM 2.02. Results of Operations and Financial Condition.

 

Attached as Exhibit 99.1 is a press release issued on behalf of the Registrant. The information furnished is not deemed “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.

 

ITEM 9.01. Financial Statements and Exhibits.

 

(d)        Exhibits.

 

99.1

 

Press Release dated April 28, 2016.

 

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 thereunto duly authorized.

 

 

SANDRIDGE MISSISSIPPIAN TRUST I

 

 

 

 

By:

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

 

 

 

 

 

By:

/s/ SARAH NEWELL

 

 

Name:

Sarah Newell

 

 

Title:

Vice President

 

 

Date: April 28, 2016

 

3



 

Exhibit Index

 

Exhibit Number

 

Description

99.1

 

Press Release dated April 28, 2016.

 

4


EX-99.1 2 a16-9616_1ex99d1.htm EX-99.1

Exhibit 99.1

 

SandRidge Mississippian Trust I Announces Quarterly Distribution

 

SANDRIDGE MISSISSIPPIAN TRUST I

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

 

News Release

 

For Immediate Release

 

AUSTIN, Texas April 28, 2016 — SANDRIDGE MISSISSIPPIAN TRUST I (NYSE: SDT) today announced a quarterly distribution for the three-month period ended March 31, 2016  (which primarily relates to production attributable to the Trust’s interests from December 1, 2015 through February 29, 2016) of $3.9 million, or $0.1384 per unit. The Trust makes distributions on a quarterly basis on or about the 60th day following the completion of each quarter. The distribution is expected to occur on or before May 27, 2016 to holders of record as of the close of business on May 13, 2016.

 

During the three-month production period ended February 29, 2016, sales volumes were lower than the previous period and oil, natural gas and natural gas liquids (“NGL”) experienced continued depressed pricing. Net cash settlements received under the derivatives agreement for the period were approximately $2.7 million. This increased the average price received per barrel of oil, including the effects of the derivatives and post-production expenses, from $28.90 to $127.39, due to the ratio of the oil volumes hedged to the oil volumes produced and substantial declines in the market prices of oil compared to contract prices, and increased the quarterly income available for distribution to $0.1384 per unit. Although distributions related to production through December 31, 2015 are supported by hedging arrangements, no such arrangements are in place for production attributable to periods after December 31, 2015 and consequently distributions for production periods beginning January 1, 2016 or later should be expected to be dramatically lower than distributions for recent periods. As no additional development wells will be drilled, the Trust’s production is expected to decline each quarter during the remainder of its life.

 

The Trust owns royalty interests in oil and natural gas properties in the Mississippian formation in Alfalfa, Garfield, Grant and Woods counties in Oklahoma and is entitled to receive proceeds from the sale of production attributable to the royalty interests. As described in the Trust’s filings with the Securities and Exchange Commission (the “SEC”), the amount of the quarterly distributions is expected to fluctuate from quarter to quarter, depending on the proceeds received by the Trust as a result of actual production volumes, oil and natural gas prices and the amount and timing of the Trust’s administrative expenses, among other factors. All Trust unitholders share distributions on a pro rata basis.

 

Volumes, price and distributable income available to unitholders for the period were (dollars in thousands, except per unit):

 

Sales Volumes

 

 

 

Oil (MBbl)

 

26

 

NGL (MBbl)

 

27

 

Gas (MMcf)

 

479

 

Combined (MBoe)

 

133

 

Average Price

 

 

 

Oil (per Bbl)

 

$

28.90

 

NGL (per Bbl)

 

$

9.96

 

Gas (per Mcf)

 

$

1.84

 

Average Price - including impact of derivative settlements and post-production expenses

 

 

 

Oil (per Bbl)

 

$

127.39

 

NGL (per Bbl)

 

$

9.96

 

Gas (per Mcf)

 

$

1.64

 

Revenues

 

 

 

Royalty income

 

$

1,898

 

Derivative settlements

 

2,686

 

Expenses

 

708

 

Distributable income available to unitholders

 

$

3,876

 

Distributable income per unit (28,000,000 units issued and outstanding)

 

$

0.1384

 

 



 

Pursuant to IRC Section 1446, withholding tax on income effectively connected to a United States trade or business allocated to foreign partners should be made at the highest marginal rate. Under Section 1441, withholding tax on fixed, determinable, annual, periodic income from United States sources allocated to foreign partners should be made at 30% of gross income unless the rate is reduced by treaty. This is intended to be a qualified notice by SandRidge Mississippian Trust I to nominees and brokers as provided for under Treasury Regulation Section 1.1446-4(b), and while specific relief is not specified for Section 1441 income, this disclosure is intended to suffice. Nominees and brokers should withhold at the highest marginal rate, currently 39.6% for individuals, on the distribution made to foreign partners.

 

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 unit holders. The anticipated distribution is based, in part, on the amount of cash received or expected to be received by the Trust from SandRidge with respect to the relevant period. Any differences in actual cash receipts by the Trust could affect this distributable amount. 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 SandRidge nor the Trustee intends, and neither assumes any obligation, to update any of the statements included in this press release. An investment in Common Units issued by SandRidge Mississippian Trust I is subject to the risks described in the Trust’s Annual Report on Form 10-K for the year ended December 31, 2015, and all of its other filings with the SEC. The Trust’s quarterly and other filed reports are or will be available over the Internet at the SEC’s web site at http://www.sec.gov.

 

Contact:

 

SandRidge Mississippian Trust I

 

 

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

 

 

Sarah Newell

 

 

1(512) 236-6555

 

 

919 Congress Avenue, Austin, TX 78701