Amended Annual Report (10-k/a)
February 24 2021 - 10:16AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K/A
Amendment No. 1
[X] ANNUAL REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended October 31, 2020 or
[ ]
TRANSITION
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
.
Commission file number
1-8245
NORTH EUROPEAN OIL
ROYALTY TRUST
(Exact Name of Registrant
as Specified in Its Charter)
Delaware
22-2084119
State
or Other Jurisdiction of
I.R.S. Employer Identification No.
of Incorporation
or Organization
5 N. Lincoln Street, Keene, N.H.
03431
Address of Principal Executive Offices
Zip Code
(732) 741-4008
(Registrant's telephone
number, including area code)
Securities registered pursuant to Section 12(b) of the
Act:
Title of each
class
Trading Symbol(s) Name of each exchange on which
registered
Units
of Beneficial Interest NRT
New York Stock Exchange
Indicate by check mark if the registrant is a well-known seasoned issuer,
as defined in Rule 405 of the Securities Act.
Yes No X
Indicate by check mark if the
registrant is not required to file reports pursuant to Section 13 or 15(d)
of the Act. Yes No X
Indicate by check mark whether
the registrant (1) has filed all reports required to be filed by Section 13
or 15(d) of the Securities Exchange Act of 1934 during the preceding 12
months (or for such shorter period that the registrant was required to
file such reports), and (2) has been subject to such filing requirements
for the past 90 days. Yes X
No ___
Indicate by check mark whether
the registrant has submitted electronically every Interactive Data File
required to be submitted pursuant to Rule 405 of Regulation S-T
(Section 232.405 of this chapter) during the preceding 12 months (or for
such shorter period that the registrant was required to submit such files).
Yes X
No ___
Indicate by check mark whether
the registrant is a large accelerated filer, an accelerated filer, a
non-accelerated filer, a smaller reporting company or an emerging growth
company. See the definitions of "large accelerated filer," "accelerated
filer," "smaller reporting company," and "emerging growth company" in
Rule 12b-2 of the Exchange Act.
Large accelerated filer
Accelerated filer
|
Non-accelerated filer
X
Smaller reporting company X
|
Emerging growth company
|
If an emerging growth company,
indicate by check mark if the registrant has elected not to use the
extended transition period for complying with any new or revised
financial accounting standards provided pursuant to Section 13(a) of
the Exchange Act
Indicate by check mark whether
the registrant is a shell company (as defined in Rule 12b-2 of the
Exchange Act). Yes ___
No X
On April 30, 2020, the aggregate market value of the
voting and non-voting common equity held by non-affiliates computed by
reference to the price at which the common equity was last sold was
$29,431,481.
As of December 30, 2020, there were 9,190,590 units
of beneficial interest ("units") of the registrant outstanding.
DOCUMENTS INCORPORATED BY REFERENCE
Items 10, 11, 12, 13 and 14 of Part III have been
partially or wholly omitted from this report and the information required
to be contained therein is incorporated by reference from the
registrant's definitive proxy statement for the 2020 Annual Meeting held
on February 17, 2021, which definitive proxy statement was filed with
the Securities and Exchange Commission on January 4, 2021.
EXPLANATORY NOTE
This Annual Report on Form 10-K/A constitutes Amendment
No. 1 ("the Amendment") to the North European Oil Royalty Trust's Annual
Report on Form 10-K for the year ended October 31, 2020, which was
originally filed with the Securities and Exchange Commission on
December 30, 2020 ("the Original Filing"). This Amendment is being filed
solely to amend the wording of the opinion of Mazars USA LLP within
Page F-1 which were incorrect in the Original Filing.
No other change is made to the Original Filing. This
Amendment does not purport to provide an update or a discussion of any
other developments subsequent to the Original Filing. Accordingly, this
Amendment should be read in conjunction with the Original Filing.
In addition, as required by Rule 12b-15 under the
Securities Exchange Act of 1934, as amended (the "Exchange Act"), new
certifications by the Company's principal executive officer and principal
financial officer are filed herewith as exhibits to this Amendment No. 1
pursuant to Rule 13a-14(a) or 15d-14(a) of the Exchange Act.
Part II
Item 8.
Financial Statements and Supplementary Data.
NORTH EUROPEAN OIL ROYALTY TRUST
INDEX TO FINANCIAL STATEMENTS
|
Page Number
|
|
Report of Independent Registered Public Accounting
Firm
|
F-1 - F-2
|
|
|
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM
To the Board of Trustees and the Unit Owners of
North European Oil Royalty Trust
Opinion on the Financial
Statements
We have audited the accompanying statements of assets,
liabilities and trust corpus of North European Oil Royalty Trust (the "Trust")
as of October 31, 2020 and 2019, and the related statements of revenue
collected and expenses paid, undistributed earnings, and changes in cash and
cash equivalents, for each of the two years in the period ended October 31,
2020, and the related notes (collectively referred to as the "financial statements").
In our opinion, the financial statements present fairly, in all material respects,
the financial position of the Company as of October 31, 2020 and 2019, and its
revenue collected and expenses paid, and changes in its cash and cash equivalents
for each of the two years in the period ended October 31, 2020, in conformity
with the modified cash basis of accounting described in Note 1.
Basis for Opinion
These financial statements are the responsibility of the Company's
management. Our responsibility is to express an opinion on the Company's financial
statements based on our audits. We are a public accounting firm registered with the
Public Company Accounting Oversight Board (United States) (PCAOB) and are required
to be independent with respect to the Company in accordance with the U.S. federal
securities laws and the applicable rules and regulations of the Securities and
Exchange Commission and the PCAOB.
F-1
We conducted our audits in accordance with the standards of the
PCAOB. Those standards require that we plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free of material misstatement,
whether due to error or fraud. The Company is not required to have, nor were we engaged
to perform, an audit of its internal control over financial reporting. As part of our
audits, we are required to obtain an understanding of internal control over financial
reporting, but not for the purpose of expressing an opinion on the effectiveness of the
Company's internal control over financial reporting. Accordingly, we express no such
opinion.
Our audits included performing procedures to assess the risks of
material misstatement of the financial statements, whether due to error or fraud,
and performing procedures that respond to those risks. Such procedures included examining,
on a test basis, evidence regarding the amounts and disclosures in the financial statements.
Our audits also included evaluating the accounting principles used and significant estimates
made by management, as well as evaluating the overall presentation of the financial
statements. We believe that our audits provide a reasonable basis for our opinion.
Basis of Accounting
As described in Note 1, these financial statements have been prepared on
the modified cash basis of accounting, which is a comprehensive basis of accounting other
than accounting principles generally accepted in the United States of America.
Mazars USA LLP
We have served as the Trust's auditor since 2006
New York, NY
December 30, 2020
F-2
PART IV
Item 15. Exhibits and Financial
Statement Schedules.
(a) The following is a
list of the documents filed as part of this Report:
1. Financial Statements
Index to Financial Statements for the Fiscal Years Ended October 31, 2020
and 2019
Report of Independent
Registered Public Accounting Firm
The Exhibit
Index following the signature page lists all exhibits filed with
this Report or incorporated by reference.
Signatures
Pursuant to the requirements of
Section 13 or 15(d) of the Securities Exchange Act of 1934, the Trust has
duly caused this Amendment No. 1 on Form 10-K/A to be signed on its behalf
by the undersigned, thereunto duly authorized.
NORTH EUROPEAN OIL ROYALTY TRUST
Dated: February 24, 2021
|
/s/John R.
Van Kirk
|
|
John R. Van Kirk, Managing
Director
|
|
and Principal Accounting
Officer
|
Exhibit Index
Exhibit
|
Page
|
|
(31) Certification of Chief Executive Officer and
Chief Financial Officer
|
..................8
|
pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002
|
|
(32) Certification of Chief Executive Officer and
Chief Financial Officer
|
.................10
|
pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002
|
North European Oil Royalty (NYSE:NRT)
Historical Stock Chart
From Mar 2024 to Apr 2024
North European Oil Royalty (NYSE:NRT)
Historical Stock Chart
From Apr 2023 to Apr 2024