On October 21, 2022, Simmons Bank, as trustee
(the “Trustee”) of Hugoton Royalty Trust (the “Registrant”),
announced that it has entered into an amended agreement with Argent
Trust Company, a Tennessee chartered trust company (“Argent”),
pursuant to which the Trustee will be resigning as trustee of the
Registrant and will nominate Argent as successor trustee of the
Registrant. The Trustee’s resignation as trustee, and Argent’s
appointment as successor trustee, are subject to certain conditions
set forth in the agreement, including approval by the unitholders
of the Registrant (or a court) of (i) Argent’s appointment as
successor trustee and (ii) any amendments to the indenture of
the Registrant necessary to permit Argent to serve as successor
trustee.
Forward-looking Statements
Any statements in this Current Report on Form
8-K about plans for the
Registrant, the expected timing of the completion (if any) of the
proposed resignation of the Trustee or appointment of a successor
trustee, and other statements containing the words “estimates,”
“believes,” “anticipates,” “plans,” “expects,” “will,” “may,”
“intends” and similar expressions, other than historical facts,
constitute forward-looking statements within the meaning of the
safe harbor provisions of the Private Securities Litigation Reform
Act of 1995. Factors or risks that could cause the Registrant’s
actual results to differ materially from the results it anticipates
include, but are not limited to the inability of the Trustee to
resign or Argent to assume duties as successor trustee due to the
failure to obtain necessary unitholder or court approval or the
failure to satisfy other conditions in the Trustee’s agreement with
Argent.
Actual results may differ materially from those
indicated by such forward-looking statements. In addition, the
forward-looking statements included in the materials represent the
Trustee’s views as of the date hereof. The Trustee anticipates that
subsequent events and developments may cause its views to change.
However, while the Trustee may elect to update these
forward-looking statements at some point in the future, it
specifically disclaims any obligation to do so. These
forward-looking statements should not be relied upon as
representing the Trustee’s views as of any date subsequent to the
date hereof.
Additional Information and Where to Find
It
In connection with the Trustee’s proposed
resignation and nomination of Argent as successor trustee, the
Registrant will file with the SEC and furnish to the unitholders a
proxy statement and other relevant documents. This Current Report
on Form 8-K does not
constitute a solicitation of any vote or approval. Unitholders are
urged to read the proxy statement when it becomes available and any
other documents to be filed with the SEC in connection with the
proposed transaction or incorporated by reference in the proxy
statement because they will contain important information about the
proposed transaction.
Unitholders will be able to obtain a free copy of
documents filed with the SEC at the SEC’s website at
http://www.sec.gov. In addition, unitholders may obtain a free copy
of the Registrant’s filings with the SEC from the Registrant’s
website at http://www.hgt-hugoton.com/ or by
directing a request to the Trustee by calling (855) 588-7839.
The Registrant, the Trustee and the Trustee’s
directors, executive officers and certain other members of
management and employees of the Trustee may be deemed
“participants” in the solicitation of proxies from unitholders of
the Registrant in favor of the proposed transaction.