Pacific Coast Oil Trust Announces Receipt of Notice from NYSE Regarding Late Filing of Quarterly Report on Form 10-Q
November 20 2019 - 4:05PM
Business Wire
PACIFIC COAST OIL TRUST (NYSE:ROYT) (the “Trust”), a royalty
trust formed by Pacific Coast Energy Company LP, announced today
that on November 19, 2019 the Trust received notice from the New
York Stock Exchange (the “NYSE”) that the Trust is not in
compliance with the NYSE’s continued listing requirements under the
timely filing criteria outlined in Section 802.01E of the NYSE
Listed Company Manual because the Trust failed to timely file its
Quarterly Report on Form 10-Q for the period ended September 30,
2019 (the “Form 10-Q”), which was due to be filed with the
Securities and Exchange Commission (“SEC”) no later than November
18, 2019.
The Trust previously filed a Form 12b-25 filed with the SEC on
November 13, 2019 to extend the due date for the Form 10-Q from
November 12, 2019, the date on which such report was initially due,
to November 18, 2019. As previously disclosed, on October 4, 2019
PricewaterhouseCoopers LLP resigned as the independent registered
public accounting firm of the Trust. Although The Bank of New York
Mellon Trust Company, N.A., the trustee of the Trust (the
“Trustee”), is searching for a successor independent registered
public accounting firm, the Trustee has not yet identified a
suitable successor willing to serve as the Trust’s independent
registered public accounting firm. As the Trust has not yet
appointed a successor independent registered public accounting
firm, the Trust was unable to file the Form 10-Q with the SEC
within the prescribed time period.
As a result of the foregoing, the Trust will have six months
from November 12, 2019 to file the Form 10-Q with the SEC. The
Trust can regain compliance with the NYSE’s continued listing
requirements at any time during this six-month period by filing the
Form 10-Q with the SEC. The Trust intends to file the Form 10-Q as
soon as reasonably practicable following the appointment of a
suitable successor independent registered public accounting firm.
If the Trust fails to file the Form 10-Q within this six-month
period, the NYSE may grant, at its sole discretion, an extension of
up to six additional months for the Trust to regain compliance,
depending on the specific circumstances. The notice from the NYSE
also provides that the NYSE may nevertheless commence delisting
proceedings at any time, including during the six-month grace
period, if it deems that the circumstances warrant. Under NYSE
rules, the Trust’s units of beneficial interest will remain listed
on the NYSE under the symbol “ROYT” with an “LF” indicator to
signify late filing status.
No assurance can be given that the Trust will be able to regain
compliance with the aforementioned listing requirement or maintain
compliance with the other continued listing requirements set forth
in the NYSE Listed Company Manual. If the Trust’s units of
beneficial interest ultimately were to be suspended from trading
on, or delisted from, the NYSE for any reason, it could have
adverse consequences including, among others: lower demand and
market price for the Trust’s units of beneficial interest; adverse
publicity; and a reduced interest in the Trust from investors,
analysts and other market participants.
This press release contains forward-looking statements,
including all statements other than statements of historical fact.
No assurances can be given that such statements will prove to be
correct. Whether the Trust will be able to regain compliance with
the listing requirement described above or maintain compliance with
the other continued listing requirements set forth in the NYSE
Listed Company Manual will be determined by factors outside of the
control of the Trust and the Trustee, including oil and gas
commodity prices, actions of market participants, and whether the
Trust is able to engage a suitable replacement for
PricewaterhouseCoopers LLP to serve as the Trust’s independent
registered public accounting firm. Statements made in this press
release are qualified by the cautionary statements made in this
press release. The Trust and the Trustee do not intend, and assume
no obligation, to update any of the statements included in this
press release.
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version on businesswire.com: https://www.businesswire.com/news/home/20191120005910/en/
Pacific Coast Oil Trust The Bank of New York Mellon Trust
Company, N.A., as Trustee Sarah Newell 1(512) 236-6555
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