0001104659-17-026370.txt : 20170426 0001104659-17-026370.hdr.sgml : 20170426 20170426161629 ACCESSION NUMBER: 0001104659-17-026370 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20170426 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20170426 DATE AS OF CHANGE: 20170426 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Pacific Coast Oil Trust CENTRAL INDEX KEY: 0001538822 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-35532 FILM NUMBER: 17784551 BUSINESS ADDRESS: STREET 1: 919 CONGRESS AVENUE STREET 2: SUITE 500 CITY: AUSTIN STATE: TX ZIP: 78701 BUSINESS PHONE: 512-236-6599 MAIL ADDRESS: STREET 1: 919 CONGRESS AVENUE STREET 2: SUITE 500 CITY: AUSTIN STATE: TX ZIP: 78701 8-K 1 a17-11949_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 26, 2017

 

Pacific Coast Oil Trust

(Exact name of registrant as specified in its charter)

 

Delaware

 

1-35532

 

80-6216242

(State or other jurisdiction of

 

(Commission

 

(IRS Employer

incorporation )

 

File Number)

 

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)

 

(Zip Code)

 

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))

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

 

Emerging growth company  x

 

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. x

 

 

 



 

Item 2.02 Results of Operations and Financial Condition.

 

On April 26, 2017, Pacific Coast Oil Trust issued a press release announcing Pacific Coast Oil Trust’s expected distribution to be made in May 2017.  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 99.1                              Pacific Coast Oil Trust Press Release dated April 26, 2017.

 

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.

 

 

Pacific Coast Oil Trust

 

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

 

 

 

 

Date: April 26, 2017

By:

/s/ Sarah Newell

 

 

Sarah Newell

 

 

Vice President

 

3



 

EXHIBIT INDEX

 

Exhibit

 

Description

 

 

 

99.1

 

Pacific Coast Oil Trust Press Release dated April 26, 2017.

 

4


EX-99.1 2 a17-11949_1ex99d1.htm EX-99.1

Exhibit 99.1

 

Pacific Coast Oil Trust

 

Pacific Coast Oil Trust Announces May Cash Distribution

 

Pacific Coast Oil Trust

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

 

 

News

 

 

Release

 

 

For Immediate Release

 

Austin, Texas — April 26, 2017 — PACIFIC COAST OIL TRUST (NYSE—ROYT) (the “Trust”), a royalty trust formed by Pacific Coast Energy Company LP (“PCEC”), announced today a cash distribution to the holders of its units of beneficial interest of $0.00542 per unit, payable on May 18, 2017 to unitholders of record on May 8, 2017. The Trust’s distribution calculation relates to net profits and overriding royalties generated during March 2017 as provided in the conveyance of net profits and overriding royalty interest.

 

The current month’s calculation for the Developed Properties resulted in $0.4 million of revenues less direct operating expenses and development costs.  The current month’s revenues were $3.5 million, lease operating expenses including property taxes were $2.4 million and capital expenditures were $0.7 million.  Average realized prices for the Developed Properties were $46.22 per Boe in March, as compared to $50.02 per Boe in February. Net profits for the month of March for the Developed Properties were $0.3 million.

 

The current month’s calculation included $46,000 for the 7.5% overriding royalty on the Remaining Properties from Orcutt Diatomite and Orcutt Field. Average realized prices for the Remaining Properties were $44.21 per Boe in March, as compared to $47.22 per Boe in February. The cumulative net profits deficit for the Remaining Properties, including the 7.5% overriding royalty payments, decreased $31,000 and remains at $2.0 million for March.

 

The net cash flow available for distribution to the holders of its units of beneficial interest is $0.2 million.  The proceeds to be received by the Trust in May of $0.4 million consist of $0.3 million in income from the Developed Properties and $46,000 in income from the 7.5% overriding royalty on the Remaining Properties.  The proceeds to be received by the Trust will be partially offset by $88,000 for the monthly operating and services fee payable to PCEC and $75,000 in Trust general and administrative expenses, resulting in the net cash flow available for distribution of $0.2 million.

 



 

Sales Volumes and Prices

 

The following table displays PCEC’s underlying sales volumes and average prices for the month of March 2017:

 

 

 

Underlying Properties

 

 

 

Sales Volumes

 

Average Price

 

 

 

(Boe)

 

(per Boe)

 

Developed Properties (a)

 

75,590

 

$

46.22

 

Remaining Properties (b)

 

15,443

 

$

44.21

 

 


(a) Crude oil sales represented 98% of sales volumes

(b) Crude oil sales represented 100% of sales volumes

 

Overview of Trust Structure

 

Pacific Coast Oil Trust is a Delaware statutory trust formed by PCEC to own interests in certain oil and   gas properties in the Santa Maria Basin and the Los Angeles Basin in California (the “Underlying Properties”). The Underlying Properties and the Trust’s net profits and royalty interests are described in the Trust’s filings with the Securities and Exchange Commission (the “SEC”). As described in the Trust’s filings with the SEC, the amount of any periodic distributions is expected to fluctuate, depending on the proceeds received by the Trust as a result of actual production volumes, oil and gas prices, development expenses, and the amount and timing of the Trust’s administrative expenses, among other factors. For additional information on the Trust, please visit www.pacificcoastoiltrust.com.

 

Cautionary Statement Regarding Forward-Looking Information

 

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 unitholders. The anticipated distribution is based, in part, on the amount of cash received or expected to be received by the Trust from PCEC with respect to the relevant period. Any differences in actual cash receipts by the Trust could affect this distributable amount. The amount of such cash received or expected to be received by the Trust (and its ability to pay distributions) has been and will be significantly and negatively affected by prevailing low commodity prices, which have declined significantly, could decline further and could remain low for an extended period of time. 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 PCEC 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 Pacific Coast Oil Trust is subject to the risks described in the Trust’s Annual Report on Form 10-K for the year ended December 31, 2016 filed with the SEC on March 10, 2017, and if applicable, the Trust’s Quarterly Reports on Form 10-Q. The Trust’s Annual Reports on Form 10-K and Quarterly Reports on Form 10-Q are available over the Internet at the SEC’s website at http://www.sec.gov.

 

Contact:

Pacific Coast Oil Trust

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

Sarah Newell

1(512) 236-6555

919 Congress Avenue Austin, TX 78701