Pacific Coast Oil Trust

10/10/2024 | Press release | Distributed by Public on 10/10/2024 14:06

Material Event Form 8 K

Item 8.01 Other Events.

The following is provided in response to the October 2, 2024 letter to The Bank of New York Mellon Trust Company, N.A., as trustee (the "Trustee") of Pacific Coast Oil Trust (the "Trust"), from certain unitholders of the Trust (the "Unitholder Letter"), which was filed as an exhibit to Amendment No. 10 to such unitholders' Schedule 13D filed with the Securities and Exchange Commission on October 2, 2024.

The Trust holds net profits and royalty interests in certain oil and natural gas producing properties located onshore in California (the "Underlying Properties"), which consist of (a) the proved developed reserves as of December 31, 2011 on the Underlying Properties (the "Developed Properties") and (b) all other development potential on the Underlying Properties (the "Remaining Properties").

In the Unitholder Letter, the unitholders assert that the Developed Properties well count as of December 31, 2019 set forth in the report of Moss Adams LLP ("Moss Adams"), consultants engaged by Pacific Coast Energy Company LP ("PCEC") to assist PCEC in determining its estimated asset retirement obligations, which report previously has been described in the Trust's Current Reports on Form 8-K, appears to include 90 wells not listed on Exhibit D to the Conveyance of Net Profits Interests and Overriding Royalty Interest dated as of May 8, 2012 (the "Conveyance"). Detail provided to the Trustee by the unitholders shows that the difference calculated by the unitholders is actually 87 wells. Further, the unitholders undercounted by 11 the number of wells listed on Exhibit D to the Conveyance, resulting in an actual difference between Exhibit D to the Conveyance and the Moss Adams report of 76 wells.

The Trustee has received from PCEC a reconciliation of the wells listed on Exhibit D to the Conveyance to the Developed Properties well count as of December 31, 2019 set forth in the Moss Adams report. As an initial matter, Exhibit D to the Conveyance sets forth wells capable of producing hydrocarbons. Production from the Underlying Properties also requires the drilling of service wells, such as injection wells, that are not themselves capable of producing hydrocarbons but are necessary to support the production of oil from the producing wells. The Conveyance provides in the definitions of "Developed Properties Gross Deductions" and "Remaining Properties Gross Deductions" that costs accrued for future plugging and abandonment of any well (which would include service wells) on the applicable properties are deductible in the calculation of net profits payable to the Trust. Therefore, all wells on the Underlying Properties, including both producing wells and service wells, would properly be included in the Moss Adams report. The reconciliation shows that between the date of the Conveyance and December 31, 2019, PCEC drilled 83 injection wells.

The reconciliation also shows a reduction of seven wells from the Exhibit D well count due to two wells being inadvertently duplicated therein, the reclassification of two wells to the Remaining Properties, and the plugging and abandonment of three wells. The addition of 83 injection wells, less the reduction of the seven wells, accounts for the net increase of 76 wells.

All information regarding the wells discussed above has been provided to the Trust by PCEC.