San Juan Basin Royalty Trust Files Amendment to Annual Report

TL;DR

<b>San Juan Basin Royalty Trust has filed an amendment to its 2022 annual report.</b>

AI Summary

SAN JUAN BASIN ROYALTY TRUST (SJT) filed a Amended Annual Report (10-K/A) with the SEC on January 17, 2024. San Juan Basin Royalty Trust filed an amendment (10-K/A) to its annual report for the fiscal year ended December 31, 2022. The filing was made on January 17, 2024. The Trust's units are registered and traded on the New York Stock Exchange under the symbol SJT. PNC Bank, National Association serves as the trustee, with its principal executive offices located in Houston, Texas. The Trust is incorporated in Texas and has an IRS Employer Identification No. of 75-6279898.

Why It Matters

For investors and stakeholders tracking SAN JUAN BASIN ROYALTY TRUST, this filing contains several important signals. This amendment indicates a potential update or correction to the previously filed annual report, which could contain important financial or operational information. As a publicly traded entity, any amendments to SEC filings are crucial for investors to stay informed about the Trust's status and disclosures.

Risk Assessment

Risk Level: low — SAN JUAN BASIN ROYALTY TRUST shows low risk based on this filing. The filing is an amendment to a previous report, suggesting it's for clarification or correction rather than new material events, thus posing a low risk.

Analyst Insight

Review the specific changes made in this 10-K/A filing to understand any updated disclosures or corrections to the 2022 annual report.

Key Numbers

• 20221231 — Fiscal Year End (Conformed Period of Report)
• 20240117 — Filing Date (Filed as of date)
• 001-08032 — SEC File Number (Commission File Number)

Key Players & Entities

• San Juan Basin Royalty Trust (company) — Registrant name
• SJT (company) — Trading Symbol
• New York Stock Exchange (company) — Exchange where units are registered
• PNC Bank, National Association (company) — Trustee
• Houston, TX (location) — Location of principal executive offices

FAQ

Risk Factors

• Filing Requirements [low — regulatory]: The registrant must file all reports required by Section 13 or 15(d) of the Securities Exchange Act of 1934.

Industry Context

The San Juan Basin Royalty Trust is an oil and gas royalty trust. Such trusts typically hold overriding royalty interests in oil and gas properties and distribute the proceeds to unitholders.

Regulatory Implications

The filing is made under the Securities Exchange Act of 1934, requiring public companies to submit annual reports and other disclosures to the SEC.

What Investors Should Do

1. Examine the specific amendments made in the 10-K/A filing.
2. Verify if the amendment impacts any previously reported financial data or operational details.
3. Note the filing date of January 17, 2024, for the 2022 fiscal year report.

Key Dates

• 2022-12-31: Fiscal Year End — The period covered by the annual report being amended.
• 2024-01-17: Filing Date — Date the amendment to the 10-K was filed.

Glossary

10-K/A

An amendment to a Form 10-K, which is an annual report required by the U.S. Securities and Exchange Commission (SEC). (Indicates that the Trust is providing updated or corrected information for its annual filing.)

Securities Exchange Act of 1934

A U.S. federal law that governs the secondary trading of securities, including the requirement for periodic reporting by public companies. (Establishes the regulatory framework under which the Trust must file its reports.)

Year-Over-Year Comparison

This is an amendment (10-K/A) to the previously filed annual report for the fiscal year ended December 31, 2022.

Key Financial Figures

• $404,217,149 — of the registrant as of June 30, 2022: $404,217,149 At March 31, 2023, there were 46,608,7
• $79.0 million — lders. The Trust received approximately $79.0 million and $37.6 million in Royalty Income fro
• $37.6 million — eceived approximately $79.0 million and $37.6 million in Royalty Income from Hilcorp in each
• $77.6 million — es, the Trust distributed approximately $77.6 million and $36 million to Unit Holders in each
• $36 million — ributed approximately $77.6 million and $36 million to Unit Holders in each of the fiscal y
• $3.0 million — ly. The Trusts corpus was approximately $3.0 million and $3.7 million as of December 31, 202
• $3.7 million — rpus was approximately $3.0 million and $3.7 million as of December 31, 2022 and 2021, respe
• $1.0 million — rustee had established cash reserves of $1.0 million. The Trustee does not anticipate any in
• $50.0 million — plus and undivided profits in excess of $50.0 million or money market funds that have been ra

Filing Documents

• d700567d10ka.htm (10-K/A) — 344KB
• d700567dex31.htm (EX-31) — 9KB
• d700567dex32.htm (EX-32) — 6KB
• 0001193125-24-009295.txt (&nbsp;) — 360KB

BUSINESS

BUSINESS 7 ITEM 1A.

RISK FACTORS

RISK FACTORS 9 ITEM 1B. UNRESOLVED STAFF COMMENTS 9 ITEM 2.

PROPERTIES

PROPERTIES 9 ITEM 3.

LEGAL PROCEEDINGS

LEGAL PROCEEDINGS 16 ITEM 4. MINE SAFETY DISCLOSURES 16 PART II 17 ITEM 5. MARKET FOR REGISTRANTS UNITS, RELATED UNIT HOLDER MATTERS AND ISSUER PURCHASES OF UNITS 17 ITEM 6.

SELECTED FINANCIAL DATA

SELECTED FINANCIAL DATA 17 ITEM 7. TRUSTEES DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS 17 ITEM 8.

FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA 24 ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE 34 ITEM 9A.

CONTROLS AND PROCEDURES

CONTROLS AND PROCEDURES 34 ITEM 9B. OTHER INFORMATION 36 PART III 36 ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT 36 ITEM 11.

EXECUTIVE COMPENSATION

EXECUTIVE COMPENSATION 36 ITEM 12.

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED SECURITY HOLDER MATTERS 36 ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE 36 ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES 37 PART IV 38 ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES 38 3 Table of Contents Information Regarding Forward-Looking Statements Certain information included in this Annual Report on Form 10-K contains, and other materials filed or to be filed by the San Juan Basin Royalty Trust (the Trust) with the Securities and Exchange Commission (the SEC) (as well as information included in oral statements or other written statements made or to be made by the Trust) may contain or include forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended (the Exchange Act) and Section 27A of the Securities Act of 1933, as amended (the Securities Act). Such forward-looking statements may be or may concern, among other things, capital expenditures, drilling activity, development activities, production efforts and volumes, hydrocarbon prices, estimated future net revenues, estimates of reserves, the results of the Trusts activities, and regulatory matters. Such forward-looking statements generally are accompanied by words such as may, will, estimate, expect, predict, project, anticipate, should, assume, believe, plan, intend, or other words that convey the uncertainty of future events or outcomes. Such statements are based on certain assumptions of PNC Bank, National Association, the trustee of the Trust (PNC Bank or the Trustee), and certain assumptions of information provided to the Trust by Hilcorp San Juan L.P. (Hilcorp), the owner of the Subject Interests (as defined herein). Such statements also are based on an assessment of, and are subject to, a variety of factors deemed relevant by the Trustee and Hilcorp that involve risks and uncertainties. However, whether

, Item 9A Controls and Procedures

Part II, Item 9A Controls and Procedures. 4 Table of Contents GLOSSARY OF OIL AND NATURAL GAS TERMS The following defined terms, certain of which have been adopted by the SEC and the Financial Accounting Standards Board are used within this Annual Report on Form 10-K: Bbl : Barrel, generally 42 U.S. gallons measured at 60 degrees Fahrenheit. Btu : British thermal unit; the amount of heat necessary to raise the temperature of one pound of water one degree Fahrenheit. Coal Seam Well : A well completed to a coal deposit found to contain and emit natural gas. Conventional Well : A well completed to a formation historically found to contain deposits of oil or natural gas (for example, in the San Juan Basin, the Pictured Cliffs, Dakota and Mesaverde formations) and operated in the conventional manner. Developed Oil and Natural Gas Reserves : Reserves of any category that can be expected to be recovered (i) through existing wells with existing equipment and operating methods or in which the cost of the required equipment is relatively minor compared to the cost of a new well; and (ii) through installed extraction equipment and infrastructure operational at the time of the reserves estimate if the extraction is by means not involving a well. See 17 CFR 210.4-10(a)(6). Distributable Income : An amount paid to Unit Holders equal to the Royalty Income received by the Trustee during a given period plus interest, less the expenses and payment of liabilities of the Trust, adjusted by any changes in cash reserves. Estimated future net revenues : Computed by applying current oil and natural gas prices (with consideration of price changes only to the extent provided by contractual arrangements and allowed by federal regulation) to estimated future production of proved oil and natural gas reserves as of the date of the latest balance sheet presented, less estimated future expenditures (based on current costs) to be incurred in developing and producing the proved

BUSINESS

BUSINESS The Trust is an express trust created under the laws of the State of Texas by the San Juan Basin Royalty Trust Indenture entered into on November 1, 1980, between Southland Royalty Company (Southland) and The Fort Worth National Bank. Effective as of September 30, 2002, the original indenture was amended and restated, and, effective as of December 12, 2007, the restated indenture was amended and restated, which we refer to as the Indenture. As a result of a series of mergers and other transactions, the current Trustee of the Trust is PNC Bank. The Conveyance and the Royalty Pursuant to the Net Overriding Royalty Conveyance (the Conveyance) effective November 1, 1980, Southland conveyed to the Trust a 75% net overriding royalty interest (the Royalty) that burdens certain of Southlands oil and natural gas interests (the Subject Interests) in properties located in the San Juan Basin of northwestern New Mexico (the San Juan Basin). Subsequent to the Conveyance of the Royalty, through a series of sales, assignments and mergers, Hilcorp became Southlands successor. Hilcorp acquired the Subject Interests from Burlington Resources Oil & Gas Company LP (Burlington), an indirect wholly-owned subsidiary of ConocoPhillips, on July 31, 2017. The Royalty functions generally as a net profits interest. Under the terms of the Conveyance, the Trust receives royalty income (Royalty Income) equal to 75% of Net Proceeds attributable to the Subject Interests. The term Net Proceeds, as used in the Conveyance, means the excess of Gross Proceeds received by Hilcorp during a particular period over production costs for such period. Gross Proceeds means the amount received by Hilcorp (or any subsequent accrual basis by Hilcorp in operating the Subjec

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