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8-K - FORM 8-K - LL&E ROYALTY TRUST | d78337e8vk.htm |
Exhibit 99.1
LL&E-ROYALTY TRUST
LL&E ROYALTY TRUST ANNOUNCES UPDATES
LL&E ROYALTY TRUST
The Bank of New York Mellon Trust Company, N.A. Trustee
NEWS RELEASE
FOR IMMEDIATE RELEASE
AUSTIN, Texas, December 14, 2010LL&E Royalty Trust (Pink Sheets:LRTR.pk News)
announced that LL&E Royalty Trust (the Trust) and The Bank of New York Mellon Trust Company,
N.A., as trustee (the Trustee) of the Trust, have been named as defendants in a Complaint for
Legal and Equitable Relief (the Complaint) filed by Jeff Beckett in the United States District
Court for the Eastern District of Michigan. Mr. Beckett asserts in the Complaint, among other
things, that he is the owner of approximately 1,900,000 Trust units. The Complaint seeks a
judicial modification of the terms of the Trust Agreement governing the Trust, a judgment declaring
that the termination provisions of the Trust Agreement do not apply and an order preventing the
sale of the Trusts assets. The Complaint also makes a number of other allegations and seeks
removal of the Trustee and other relief. To date neither the Trust nor the Trustee has been served
with the Complaint.
As previously disclosed, the Trust Agreement governing the Trust requires the Trust either to
sell its assets by December 31, 2010, or to auction the assets for cash after December 31, 2010.
The Trust has received preliminary indications of interest to purchase the Trusts interest in the
Jay Field. However, the bidders have indicated that they are unwilling to proceed with the
purchase of the Jay Field interest from the Trust until the Beckett lawsuit is resolved.
Consequently, the Trustee is suspending the sale process pending resolution of the lawsuit.
If not resolved promptly, the Beckett lawsuit may have a material adverse effect on the sale
of the Trusts interests. In addition to the effects the Beckett lawsuit will have on the timing
of the sale of the Trusts assets, the Beckett lawsuit could have a material adverse effect on the
price at which the Trust may be able to sell its assets. In addition, all expenses incurred by the
Trust or Trustee in connection with the Beckett lawsuit will reduce any amounts ultimately
distributable to the unitholders. Any or all of these effects may be materially adverse to the
unitholders.
Upon any sale of the Trusts
assets, the Trust is required to pay its outstanding administrative expenses prior to making any distribution to
unitholders. The Trustee has advanced funds to the Trust to enable the Trust to pay certain administrative expenses.
The Trust has utilized approximately $600,000 of the advance to pay expenses, but additional administrative expenses
in the amount of approximately $700,000 remain unpaid. The unpaid administrative expenses, including the
amount advanced to the Trust by the Trustee, are approximately $1.3 million.
Administrative expenses will continue to increase until the Trust is able to sell its assets and liquidate.
The Trust Agreement also authorizes the Trustee to set up reserves in amounts it deems appropriate in order to
provide for the payment of any contingent liabilities. Any such reserves would reduce any amounts otherwise
distributable to the unitholders.
As permitted by the conveyances creating the Trusts interest in the South Pass 89 and
Offshore Louisiana properties, The Louisiana Land and Exploration Company (LL&E), as the working
interest owner, has informed the Trusts independent petroleum engineers, Miller and Lents, Ltd.
(Miller and Lents) that LL&E has recently determined that it will escrow (or otherwise deduct
from any payments otherwise due to the Trust) 125% of the estimated Special Costs (as defined in
the conveyances creating the Trusts interests, and including abandonment and related costs) it
expects to incur in connection with the working interests from which the Trusts interests were
created. LL&Es current estimate of the Special Costs it expects to incur in connection with the
South Pass 89 working interest is approximately $11.3 million, of which approximately $8.9 million
has previously been withheld, leaving an estimated $2.4 million to be escrowed or withheld with
respect to the working interest owners interest in South Pass 89 (the Trusts interests in each of
these South Pass 89 figures is 50%). LL&Es current estimate of the Special Costs it expects to
incur in connection
with the Offshore
Louisiana working interest is approximately $10.6 million, of which approximately $10.3 million has
previously been withheld, leaving an estimated $300,000 to be escrowed or withheld with respect to
the working interest owners interest in the Offshore Louisiana property (the Trusts interests in
each of these Offshore Louisiana figures is 90%). However, as stated above, LL&E intends to
withhold 125% of the estimated Special Costs it expects to incur in connection with the working
interest before making additional distributions to the Trusts interest.
Miller and Lents is preparing an updated reserve report relating to the Trusts interests in
the South Pass 89 and Offshore Louisiana properties in which the Trust has an interest. As
previously disclosed, Miller and Lents has previously indicated to the Trustee that an updated
reserve report relating to the Trusts interest in South Pass 89 and Offshore Louisiana may not
attribute any future net revenues or present value to the Trusts interests. More recently, Miller
and Lents has informed the Trustee that an updated reserve report may attribute a relatively small
amount of future net revenues and present value to the Trusts interests, but the reserve report is
not yet complete. There are many uncertainties inherent in estimating quantities and values of
proved reserves and in projecting future rates of production and the timing of development
expenditures. The Trustee is not able to, and does not, make any estimate or projection of the
value of the Trusts assets or any amount that a purchaser may be willing to pay for any of the
assets.
The Trust has received preliminary updated information from Quantum Resources Management, LLC
(Quantum) regarding the computation of the Jay Field royalties for the production months of
August and September 2010. The information furnished by Quantum indicates that, subject to
potential month-end closing adjustments, Jay Field Gross Proceeds and Cumulative Excess Production
Costs (which Quantum is entitled to recover prior to any payments to the Trust) for the production
months of August and September 2010 were as set forth below (the Trusts royalty interest in the
Jay Field is 50% of these figures):
Cumulative Excess | ||||||||
Production Month | Gross Proceeds | Production Costs | ||||||
August 2010 |
$ | 7,441,048 | $ | 14,031,723 | ||||
September 2010 |
$ | 7,346,056 | $ | 13,913,034 |
The Trustee has engaged an independent joint interest auditing firm (the Consultant) to
review the computation of the amounts payable to the Trust with respect to its interest in the Jay
Field for the production months September 2008 through a recent production month. The Consultants
review has not been completed. The Consultant has identified matters that it is discussing with
Quantum, and which may result in changes to the amounts Quantum has reported to the Trust for the
relevant period. However, the Consultant has advised the Trustee that the Consultant does not
expect that any such changes would result in a material change to the amount of the cumulative
excess production costs.
This press release contains statements that are forward-looking statements within the
meaning of Section 27A of the Securities Act of 1933, as amended, and 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 all statements included in this press release regarding
the amount of any future net revenues attributable to the Trusts interests and the present value
calculated in accordance with SEC guidelines of any such future net revenues, as well as the amount
of future expenses of the Trust and the timing of the sale of the Trusts assets. An investment in
Units issued by LL&E Royalty Trust is subject to the risks described in the Trusts Annual Report
on Form 10-K for the year ended December 31, 2008, and all of its other filings with the Securities
and Exchange Commission. The Trusts annual, quarterly and other filed reports are available over
the Internet at the SECs web site at http://www.sec.gov.
Contact: | LL&E ROYALTY TRUST The Bank of New York Mellon Trust Company, N.A., as Trustee Mike Ulrich (800) 852-1422 www.businesswire.com/cnn/lrt.htm |