Permianville Royalty Trust Announces Second Special Cash Distribution of Net Proceeds from Permian Basin Divestiture
06 Novembro 2023 - 6:15PM
Business Wire
Permianville Royalty Trust (NYSE: PVL, the “Trust”) today
announced a special cash distribution to the holders of its units
of beneficial interest of $0.077250 per unit, payable on November
22, 2023 to unitholders of record on November 16, 2023. As further
described below, this special distribution represents the majority
of the remaining net proceeds allocable to Trust unitholders from
the divestiture of certain oil and natural gas properties in the
Permian Basin (the “Divestiture Properties”) that constituted part
of the properties burdened by the Trust’s 80% net profits interest.
As previously announced, at a special meeting of the Trust
unitholders on July 19, 2023, the Trust unitholders approved a
transaction pursuant to which (i) COERT Holdings 1, LLC (the
“Sponsor”) would sell the Divestiture Properties, (ii) the Trust
would release the related net profits interest associated with the
Divestiture Properties, and (iii) the net proceeds received by the
Trust with respect to such sale would be distributed to the
unitholders.
The following table displays the aggregate net proceeds from the
sales of the Divestiture Properties and the aggregate net proceeds
allocable to Trust unitholders for this distribution:
Net Proceeds from sale of Divestiture
Properties
$6,712,000
Less: Transaction expenses
(627,149
)
Plus: Buyer proxy expense
reimbursement
288,000
Net proceeds from sale of Divestiture
Properties
$6,372,851
Less: Amount allocable to the Sponsor’s
20% interest
(1,274,570
)
Net proceeds allocable to the Trust’s 80%
Interest
$5,098,281
Less: Indemnification Escrow amount
(250,000
)
Less: October 13, 2023 Initial Cash
Distribution
(2,299,110
)
Remaining cash available for
distribution by the Trust
$2,549,171
Number of units
33,000,000
Remaining special cash distribution per
unit
$0.077250
As previously announced, the total closing proceeds received by
the Sponsor from the Divestiture Properties, after preliminary
closing adjustments, were approximately $6.7 million, before
accounting for the incremental $0.3 million of partial expense
reimbursement associated with the proxy solicitation. Transaction
expenses, including expenses associated with the purchase and sale
agreement as well as expenses associated with the special meeting
of Trust unitholders on July 19, 2023, totaled $627,149. The
initial special cash distribution announced on September 20, 2023
and paid to Trust unitholders on October 13, 2023 represented 50%
of the Trust’s share of the net proceeds, with the remaining 50%
(net of the escrow amount described below) to be temporarily
retained as a source of payment of the Trust’s proportionate share
of any post-closing purchase price adjustments, with any amount
remaining after such adjustments to be paid to the Trust within
five business days after finalization of the settlement statement
and included in a distribution to unitholders. The special cash
distribution announced today represents the remaining 50% of the
Trust’s share of the net proceeds (net of the escrow amount
described below), which were temporarily retained by the Sponsor as
described above. In addition, an escrow amount of $250,000
continues to be held by the Sponsor to cover possible
indemnification obligations under the purchase and sale agreement.
Any remaining amount held in the escrow after payment of any
indemnities contained in the purchase and sale agreement will be
released to the Trust within 12 months after the closing of the
sale and included in a distribution to unitholders.
About Permianville Royalty Trust
Permianville Royalty Trust is a Delaware statutory trust formed
to own a net profits interest representing the right to receive 80%
of the net profits from the sale of oil and natural gas production
from certain, predominantly non-operated, oil and gas properties in
the states of Texas, Louisiana and New Mexico. As described in the
Trust’s filings with the Securities and Exchange Commission (the
“SEC”), the amount of the 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, the amount
and timing of capital expenditures, and the Trust’s administrative
expenses, among other factors. Future distributions are expected to
be made on a monthly basis. For additional information on the
Trust, please visit www.permianvilleroyaltytrust.com.
Pursuant to Treasury Regulation Section 1.1445-8(b), a trust
with interests that are regularly traded on an established
securities market shall be liable to withhold tax upon the
distribution of any amount attributable to the disposition of a
U.S. real property interest, with respect to each holder of an
interest in the trust that is a foreign person. Nominees and
brokers should treat one hundred percent (100%) of this
distribution as being attributable to the disposition of a U.S.
real property interest. Nominees and brokers should withhold at a
rate of twenty-one percent (21%) on the dollar amount of
distributions made to foreign persons not to exceed such persons’
proportionate shares of the excess of (1) the amount of net gain
realized by the Trust upon all transfers of U.S. real property
interests over (2) the total amount of distributions made by the
Trust. This announcement is intended to be a qualified notice to
nominees and brokers as provided for under Treasury Regulation
Section 1.1445-8(f) by Permianville Royalty Trust.
Forward-Looking Statements and Cautionary Statements
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 statements regarding the
anticipated distribution to unitholders as a result of the
disposition of certain properties and expected expenses. The
anticipated distribution is based, in large part, on the amount of
cash received or expected to be received by the Trust from the
Sponsor as a result of the sale of the Divestiture Properties.
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 the Sponsor 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 filings with the SEC,
including the risks described in the Trust’s Annual Report on Form
10-K for the year ended December 31, 2022, filed with the SEC on
March 23, 2023. The Trust’s quarterly and other filed reports are
or will be available over the Internet at the SEC’s website at
http://www.sec.gov.
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version on businesswire.com: https://www.businesswire.com/news/home/20231106992133/en/
Permianville Royalty Trust The Bank of New York Mellon Trust
Company, N.A., as Trustee Sarah Newell 1 (512) 236-6555
Permianville Royalty (NYSE:PVL)
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