|
Delaware
(State or other jurisdiction of incorporation or organization) |
| |
27-6522024
(I.R.S. Employer Identification No.) |
|
|
The Bank of New York Mellon
Trust Company, N.A., Trustee Global Corporate Trust 601 Travis Street, 16th Floor Houston, Texas (Address of principal executive offices) |
| |
77002
(Zip Code) |
|
|
Large accelerated filer ☐
|
| |
Accelerated filer ☐
|
| |
Non-accelerated filer ☒
|
| |
Smaller reporting company ☒
|
| |
Emerging growth company ☐
|
|
| | | | | 2 | | | | |||
| | | | | 3 | | | | |||
|
PART I
|
| | ||||||||
| | | | | 6 | | | | |||
| | | | | 21 | | | | |||
| | | | | 42 | | | | |||
| | | | | 42 | | | | |||
| | | | | 43 | | | | |||
| | | | | 49 | | | | |||
| | | | | 49 | | | | |||
|
PART II
|
| | | | ||||||
| | | | | 50 | | | | |||
| | | | | 50 | | | | |||
| | | | | 51 | | | | |||
| | | | | 56 | | | | |||
| | | | | 57 | | | | |||
| | | | | 66 | | | | |||
| | | | | 66 | | | | |||
| | | | | 67 | | | | |||
| | | | | 67 | | | | |||
|
PART III
|
| | | | ||||||
| | | | | 68 | | | | |||
| | | | | 68 | | | | |||
| | | | | 68 | | | | |||
| | | | | 68 | | | | |||
| | | | | 69 | | | | |||
|
PART IV
|
| | | | ||||||
| | | | | 70 | | | | |||
| | | | | 71 | | | | |||
| | | | | 72 | | | | |||
| | | | | A-1 | | | |
Proved reserves
|
| |
Proved Gas
Reserves (MMcf) |
| |
Estimated
Future Net Cash Flows |
| |
Discounted
Estimated Future Net Cash Flows(1) |
| |||||||||
| | | | | | | | |
(Dollars in thousands)
|
| |||||||||
Royalty Interests: | | | | | | | | | | | | | | | | | | | |
Proved Developed
|
| | | | 15,548 | | | | | $ | 17,039 | | | | | $ | 9,689 | | |
| | |
High
|
| |
Low
|
| ||||||
Calendar Quarter 2024 | | | | | | | | | | | | | |
First Quarter
|
| | | $ | 0.52 | | | | | $ | 0.34 | | |
Second Quarter
|
| | | $ | 0.54 | | | | | $ | 0.40 | | |
Third Quarter
|
| | | $ | 0.52 | | | | | $ | 0.40 | | |
Fourth Quarter
|
| | | $ | 0.49 | | | | | $ | 0.37 | | |
Calendar Quarter 2023 | | | | | | | | | | | | | |
First Quarter
|
| | | $ | 2.05 | | | | | $ | 1.17 | | |
Second Quarter
|
| | | $ | 1.48 | | | | | $ | 1.10 | | |
Third Quarter
|
| | | $ | 1.18 | | | | | $ | 0.67 | | |
Fourth Quarter
|
| | | $ | 0.79 | | | | | $ | 0.34 | | |
| | |
Valuation of Royalty Interest in Gas Properties
|
|
Description of the Matter
|
| | At December 31, 2024, the Trust’s net royalty interest in gas properties was $10.3 million. As discussed in Note 3 to the financial statements, the royalty interest in gas properties is assessed to determine whether the net capitalized cost is impaired, whenever events or changes in circumstances indicate that its carrying amount may not be recoverable. The Trust determines whether an impairment charge is | |
| | |
Valuation of Royalty Interest in Gas Properties
|
|
| | |
necessary to its investment in the royalty interest in gas properties if total capitalized costs, less accumulated amortization, exceed undiscounted future net revenues attributable to proved gas reserves of the Underlying Properties. Estimates of undiscounted future net revenues attributable to proved gas reserves utilize forward pricing curves.
Auditing the Trust’s royalty interest in gas properties impairment assessment required additional audit effort because, in determining whether an impairment occurred, the Trust considers estimates of the future cash flows attributable to the underlying properties based on assumptions about future market and economic conditions.
|
|
How We Addressed the Matter in Our Audit
|
| | To test the Trust’s impairment assessment, our audit procedures included, among others, assessing methodologies and testing the assumptions and the underlying data used by the Trust in its analysis. We compared the assumptions used by management to current industry and economic trends as well as external forward pricing sources. Furthermore, we searched for and evaluated information that corroborates or contradicts the Trust’s assumptions utilized in the impairment assessment by performing procedures including, but not limited to assessment of the historical accuracy of management’s estimates and assessing the sensitivity of assumptions by evaluating the changes in the value of the royalty interest in gas properties that would result from changes in those assumptions. | |
| | |
2024
|
| |
2023
|
| ||||||
ASSETS: | | | | | | | | | | | | | |
Cash and cash equivalents
|
| | | $ | 2,693,762 | | | | | $ | 2,660,054 | | |
Royalty income receivable
|
| | | | 743,882 | | | | | | 686,504 | | |
Royalty interest in gas properties
|
| | | | 352,100,000 | | | | | | 352,100,000 | | |
Accumulated amortization
|
| | | | (341,817,662) | | | | | | (340,685,825) | | |
Net royalty interest in gas properties
|
| | | | 10,282,338 | | | | | | 11,414,175 | | |
Total Assets
|
| | | $ | 13,719,982 | | | | | $ | 14,760,733 | | |
LIABILITIES AND TRUST CORPUS: | | | | | | | | | | | | | |
Liabilities:
|
| | | | | | | | | | | | |
Distributions payable to unitholders
|
| | | $ | 347,101 | | | | | $ | 524,350 | | |
Trust corpus; 17,605,000 common units authorized, issued and outstanding
|
| | | | 13,372,881 | | | | | | 14,236,383 | | |
Total Liabilities and Trust Corpus
|
| | | $ | 13,719,982 | | | | | $ | 14,760,733 | | |
| | |
Year Ended
December 31, 2024 |
| |
Year Ended
December 31, 2023 |
| ||||||
Royalty income
|
| | | $ | 2,175,257 | | | | | $ | 2,884,833 | | |
Net proceeds to Trust
|
| | | $ | 2,175,257 | | | | | $ | 2,884,833 | | |
General and administrative expense
|
| | | | (1,237,468) | | | | | | (1,169,560) | | |
Interest income
|
| | | | 139,176 | | | | | | 119,685 | | |
Income available for distribution prior to cash reserves
|
| | | | 1,076,965 | | | | | | 1,834,958 | | |
Cash reserves withheld by Trustee
|
| | | | (167,769) | | | | | | (360,000) | | |
Interest withheld on cash reserves
|
| | | | (114,793) | | | | | | (88,573) | | |
Distributable income available to unitholders
|
| | | $ | 794,403 | | | | | $ | 1,386,385 | | |
Distributable income per common unit (17,605,000 units authorized and outstanding for 2024 and 2023)
|
| | | $ | 0.045 | | | | | $ | 0.079 | | |
| | |
Year Ended
December 31, 2024 |
| |
Year Ended
December 31, 2023 |
| ||||||
Trust Corpus, Beginning of Period
|
| | | $ | 14,236,383 | | | | | $ | 14,992,095 | | |
Cash reserves withheld, including interest
|
| | | | 282,562 | | | | | | 448,573 | | |
Distributable income
|
| | | | 794,403 | | | | | | 1,386,385 | | |
Distributions paid or payable to unitholders
|
| | | | (808,630) | | | | | | (1,382,683) | | |
Amortization of royalty interest in gas properties
|
| | | | (1,131,836) | | | | | | (1,207,987) | | |
Impairment of royalty interest in gas properties
|
| | | | — | | | | | | — | | |
Trust Corpus, End of Period
|
| | | $ | 13,372,881 | | | | | $ | 14,236,383 | | |
| | |
Natural Gas
(MMcf) |
| |||
Balance at January 1, 2023
|
| | | | 23,059 | | |
Revisions of previous estimates
|
| | | | (1,049) | | |
Production
|
| | | | (2,207) | | |
Balance at December 31, 2023
|
| | | | 19,803 | | |
Revisions of previous estimates
|
| | | | (2,291) | | |
Production
|
| | | | (1,964) | | |
Balance at December 31, 2024
|
| | | | 15,548 | | |
| | |
2024
|
| |
2023
|
| ||||||
Future cash inflows
|
| | | $ | 26,834 | | | | | $ | 38,466 | | |
Future production costs
|
| | | | (9,795) | | | | | | (12,476) | | |
Future net cash flows before discount
|
| | | | 17,039 | | | | | | 25,990 | | |
10% discount to present value
|
| | | | (7,350) | | | | | | (11,986) | | |
Standardized measure of discounted future net cash flows(1)
|
| | | $ | 9,689 | | | | | $ | 14,004 | | |
|
Standardized measure, January 1, 2023
|
| | | $ | 58,193 | | |
|
Net proceeds to the Trust
|
| | | | (2,885) | | |
|
Revisions of previous estimates
|
| | | | (742) | | |
|
Accretion of discount
|
| | | | 5,819 | | |
|
Net change in price and production cost
|
| | | | (37,878) | | |
|
Other
|
| | | | (8,503) | | |
|
Standardized measure, December 31, 2023
|
| | | $ | 14,004 | | |
|
Net proceeds to the Trust
|
| | | | (2,175) | | |
|
Revisions of previous estimates
|
| | | | (1,428) | | |
|
Accretion of discount
|
| | | | 1,400 | | |
|
Net change in price and production cost
|
| | | | (1,531) | | |
|
Other
|
| | | | (581) | | |
|
Standardized measure, December 31, 2024
|
| | | $ | 9,689 | | |
| | |
2024
|
| |
2023
|
| ||||||
Audit fees(1)
|
| | | $ | 186,000 | | | | | $ | 178,500 | | |
Audit-related fees
|
| | | | — | | | | | | — | | |
Tax fees
|
| | | | 205,000 | | | | | | 205,000 | | |
All other fees
|
| | | | — | | | | | | — | | |
Total fees
|
| | | $ | 391,000 | | | | | $ | 383,500 | | |
|
Report of Independent Registered Public Accounting Firm (PCAOB Identification No. 42)
|
| | | | 57 | | |
|
Statements of Assets, Liabilities and Trust Corpus as of December 31, 2024 and 2023
|
| | | | 59 | | |
|
Statements of Distributable Income for the Years Ended December 31, 2024 and 2023
|
| | | | 60 | | |
|
Statements of Trust Corpus for the Years Ended December 31, 2024 and 2023
|
| | | | 61 | | |
|
Notes to Financial Statements
|
| | | | 62 | | |
|
Supplemental Reserve Information (Unaudited)
|
| | | | 65 | | |
| ECA MARCELLUS TRUST I | | |||
| By: | | | THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee | |
| By: | | |
/s/ Sarah Newell
|
|
| | | |
Sarah Newell
Vice President |
|
| | |
Total
Proved Developed Producing |
| |||
Net Reserves | | | | | | | |
Gas – MMcf
|
| | | | 15,548 | | |
Income Data ($M) | | | | | | | |
Future Gross Revenue
|
| | | $ | 26,834 | | |
Deductions
|
| | | | 9,795 | | |
Future Net Income (FNI)
|
| | | $ | 17,039 | | |
Discounted FNI @ 10%
|
| | | $ | 9,689 | | |
| | |
Discounted Future
Net Income ($M) As of December 31, 2024 |
| |||
Discount Rate Percent
|
| |
Total Proved
|
| |||
9
|
| | | $ | 10,099 | | |
12
|
| | | $ | 8,975 | | |
15
|
| | | $ | 8,107 | | |
18
|
| | | $ | 7,415 | | |
Geographic Area
|
| |
Product
|
| |
Price
Reference |
| |
Average
Benchmark Price |
| |
Average Realized
Price |
| ||||||||||||
North America | | | | | | | | | | | | | | | | | | | | | | | | | |
United States
|
| | | | Gas | | | | | | Henry Hub | | | | | $ | 2.130/MMBTU | | | | | $ | 1.73/Mcf | | |
| Very truly yours, | | |||
|
RYDER SCOTT COMPANY, L.P.
TBPELS Firm Registration No. F-1580 |
| |||
| /s/ Stephen E. Gardner, P.E. | | | | |
| Colorado License No. 44720 | | | [SEAL] | |
| Managing Senior Vice President | | | | |