K2 Principal Fund Cuts SJT Stake, No Longer Major Holder

Ticker: SJT · Form: SC 13G/A · Filed: Feb 12, 2024 · CIK: 319655

Complexity: simple

Sentiment: bearish

Topics: institutional-ownership, stake-reduction, royalty-trust, 13G/A

TL;DR

**K2 Principal Fund bailed on SJT, now holds way less.**

AI Summary

K2 Principal Fund, L.P. has significantly reduced its stake in San Juan Basin Royalty Trust (SJT), reporting zero sole voting or dispositive power and 2,213,598 shared voting power as of February 23, 2023. This marks a substantial decrease from their previous holdings, indicating they are no longer a major beneficial owner. This matters to investors because a large institutional investor reducing its position can signal a loss of confidence in the company's future prospects or a strategic reallocation of assets, potentially influencing other investors' decisions.

Why It Matters

This filing shows a significant institutional investor, K2 Principal Fund, L.P., has drastically reduced its ownership in San Juan Basin Royalty Trust, which could be interpreted as a bearish signal for the stock.

Risk Assessment

Risk Level: medium — The reduction in a significant institutional holding could indicate a perceived increase in risk or a lack of future growth potential by a sophisticated investor.

Analyst Insight

Investors should investigate why K2 Principal Fund, L.P. significantly reduced its stake in San Juan Basin Royalty Trust, as this could signal underlying issues or a change in outlook for the company, and consider if their own investment thesis aligns with this institutional move.

Key Numbers

Key Players & Entities

Forward-Looking Statements

FAQ

What is the primary purpose of this SC 13G/A filing by K2 Principal Fund, L.P.?

This SC 13G/A filing, Amendment No. 1, indicates that K2 Principal Fund, L.P. is amending its previous Schedule 13G filing because it is no longer a beneficial owner of more than 5% of the class of securities of San Juan Basin Royalty Trust, as implied by the significant reduction in its reported holdings.

What was the 'Date of Event which Requires Filing of this Statement' for K2 Principal Fund, L.P.?

The 'Date of Event which Requires Filing of this Statement' was February 23, 2023, as stated on the cover page of the filing.

How many shares of San Juan Basin Royalty Trust does K2 Principal Fund, L.P. now report having 'Sole Voting Power' over?

K2 Principal Fund, L.P. reports having 'Sole Voting Power' over -0- shares, as indicated in Item 5 on Page 2 of 12 Pages.

What is the 'CUSIP Number' for the 'Units' of San Juan Basin Royalty Trust mentioned in the filing?

The 'CUSIP Number' for the 'Units' of San Juan Basin Royalty Trust is 798241105, as stated on the cover page and Page 2 of 12 Pages.

Under which rule is this Schedule 13G/A filed?

This Schedule 13G/A is filed under Rule 13d-1(c), as indicated by the 'x' next to 'Rule 13d-1(c)' on the cover page.

Filing Stats: 2,269 words · 9 min read · ~8 pages · Grade level 9.5 · Accepted 2024-02-12 16:52:00

Filing Documents

(a). Name of Issuer

Item 1(a). Name of Issuer: The name of the issuer is San Juan Basin Royalty Trust

(b). Address of Issuer's Principal Executive Offices

Item 1(b). Address of Issuer's Principal Executive Offices: The Company's principal executive offices are located at PNC Bank, National Association, PNC Asset Management Group, 2200 Post Oak Blvd., Floor 18, Houston, TX 77056

(a). Name of Person Filing

Item 2(a). Name of Person Filing: The persons filing this statement are Shawn Kimel Investments, Inc., an Ontario corporation (“SKI“), The K2 Principal Fund, L.P., an Ontario limited partnership (the “Fund“), K2 Genpar 2017 Inc., an Ontario corporation and the General Partner to the Fund (“Genpar 2017“), and K2 & Associates Investment Management Inc., an Ontario corporation (“K2 & Associates“). Together SKI, the Fund, Genpar2017, and K2 & Associates are the “Reporting Persons“). Mr.Kimel is President of SKI Mr.Sikorski is Secretary of Genpar 2017, and President of K2 & Associates. K2 & Associates is a direct 66.5% owned subsidiary of SKI, and is the investment manager of the Fund

(b). Address of Principal Business Office or, if None, Residence

Item 2(b). Address of Principal Business Office or, if None, Residence: The address of the principal business office of each of the Reporting Persons is 2 Bloor St West, Suite 801, Toronto, Ontario, M4W 3E2

(c). Citizenship

Item 2(c). Citizenship: Mr.Kimel is a citizen of Canada. Mr.Sikorski is a citizen of Canada. The Fund is an Ontario limited partnership. Each of SKI and GenPar 2017 Inc and K2 & Associates is an Ontario corporation.

(d). Title of Class of Securities

Item 2(d). Title of Class of Securities: Units

(e). CUSIP Number

Item 2(e). CUSIP Number: 798241105 CUSIP No. 798241105 Schedule 13G/A Page 7 of 12 Pages Item 3. If this statement is filed pursuant to §§ 240.13d-1(b), or 240.13d-2(b) or (c), check whether the person filing is a: (a) ¨ Broker or dealer registered under Section 15 of the Act (15 U.S.C. 78o); (b) ¨ Bank as defined in Section 3(a)(6) of the Act (15 U.S.C. 78c); (c) ¨ Insurance company defined in Section 3(a)(19) of the Act (15 U.S.C. 78c); (d) ¨ Investment company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8); (e) ¨ An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E); (f) ¨ An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F); (g) ¨ A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G); (h) ¨ A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); (i) ¨ A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act (15 U.S.C. 80a-3); (j) ¨ A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J); (k) ¨ Group, in accordance with § 240.13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:________________. CUSIP No. 798241105 Schedule 13G/A Page 8 of 12 Pages

Ownership

Item 4. Ownership: Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1. The K2 Principal Fund, L.P. (a) Amount beneficially owned: 2,213,598 (b) Percent of class: 4.75% 1 (c) Number of shares as to which the person has: (i) Sole power to vote or direct the vote: 0 (ii) Shared power to vote or direct the vote: 2,213,598 (iii) Sole power to dispose or direct the disposition of: 0 (iv) Shared power to dispose or direct the disposition of: 2,213,598 K2 Genpar 2017 Inc. (a) Amount beneficially owned: 2,213,598 (b) Percent of class: 4.75% 1 (c) Number of shares as to which the person has: (i) Sole power to vote or direct the vote: 0 (ii) Shared power to vote or direct the vote: 2,213,598 (iii) Sole power to dispose or direct the disposition of: 0 (iv) Shared power to dispose or direct the disposition of: 2,213,598 SHAWN KIMEL INVESTMENTS, INC. (a) Amount beneficially owned: 2,213,598 (b) Percent of class: 4.75% 1 (c) Number of shares as to which the person has: (i) Sole power to vote or direct the vote: 0 (ii) Shared power to vote or direct the vote: 2,213,598 (iii) Sole power to dispose or direct the disposition of: 0 (iv) Shared power to dispose or direct the disposition of: 2,213,598 CUSIP No. 798241105 Schedule 13G/A Page 9 of 12 Pages K2 & Associates Investment Management Inc.. (a) Amount beneficially owned: 2,213,598 (b) Percent of class: 4.75% 1 (c) Number of shares as to which the person has: (i) Sole power to vote or direct the vote: 0 (ii) Shared power to vote or direct the vote: 2,213,598 (iii) Sole power to dispose or direct the disposition of: 0 (iv) Shared power to dispose or direct the disposition of: 2,213,598 1 K2s exposure is composed of common shares and option exposure 2,213,598 Units held of record (and may be deemed to be beneficially owne

Ownership of Five Percent or Less of a Class

Item 5. Ownership of Five Percent or Less of a Class. If this statement is being filed to report the fact that as of the date hereof the Reporting Persons have ceased to be the beneficial owner of more than five percent of the class of securities, check the following [X]

Ownership of More Than Five Percent on Behalf of Another Person

Item 6. Ownership of More Than Five Percent on Behalf of Another Person. Not applicable.

Identification

Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company. Not applicable.

Identification

Item 8. Identification and Classification of Members of the Group. Not applicable. CUSIP No. 798241105 Schedule 13G/A Page 10 of 12 Pages

Notice

Item 9. Notice of Dissolution of Group. Not applicable.

Certification

Item 10. Certification. Each of the Reporting Persons hereby makes the following certification: By signing below each Reporting Person certifies that, to the best of his or its knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect. CUSIP No. 798241105 Schedule 13G/A Page 11 of 12 Pages SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct. Dated: February 12, 2024 THE K2 PRINCIPAL FUND, L.P. By: K2 Genpar 2017 Inc., its General Partner By: /s/ Todd Sikorki Todd Sikorki Secretary K2 Genpar 2017 Inc. By: /s/ Todd Sikorki Todd Sikorki Secretary SHAWN KIMEL INVESTMENTS, INC. By: /s/ Shawn Kimel Shawn Kimel President /s/ Todd Sikorki K2 & ASSOCIATES INVESTMENT MANAGEMENT INC. By: /s/ Todd Sikorki Todd Sikorki President The original statement shall be signed by each person on whose behalf the statement is filed or his authorized representative. If the statement is signed on behalf of a person by his authorized representative (other than an executive officer or general partner of this filing person), evidence of the representative's authority to sign on behalf of such person shall be filed with the statement, provided, however, that a power of attorney for this purpose which is already on file with the Commission may be incorporated by reference. The name and any title of each person who signs the statement shall be typed or printed beneath his signature. Attention: Intentional misstatements or omissions of fact constitute Federal criminal violations (See 18 U.S.C. 1001). CUSIP No. 798241105 Schedule 13G/A Page 12 of 12 Pag

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