ECA MARCELLUS TRUST I (NYSE:ECT) Files An 8-K Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing
Item 3.01.
As previously disclosed, on November 21, 2019, ECA Marcellus Trust I (the “Trust”) received written notification from The New York Stock Exchange (“NYSE”) that the Trust no longer satisfied the continued listing compliance standards set forth under Rule 802.01C of the NYSE Listed Company Manual because the average closing price of the Trust’s units of beneficial interest (the “Trust units”) fell below $1.00 over a 30 consecutive trading-day period that ended November 21, 2019. As the Trust was unable to regain compliance with the applicable standards within a cure period that concluded on July 30, 2020, the NYSE announced the suspension of trading of the Trust units due to non-compliance with Rule 802.01C of the NYSE Listed Company Manual, effective as of the close of trading on July 30, 2020, and announced that it was initiating proceedings to delist the Trust units.
As a result of the suspension, the Trust expects that the Trust units will begin trading on July 31, 2020 under the symbol “ECTM” on the OTC Pink Market, which is operated by OTC Markets Group Inc. (“OTC Pink”). To be quoted on OTC Pink, a market maker must sponsor the security and comply with SEC Rule 15c2-11 before it can initiate a quote in a specific security. OTC Pink is a significantly more limited market than the NYSE, and the quotation of the Trust units on OTC Pink may result in a less liquid market available for existing and potential unitholders and could further depress the trading price of the Trust units. There is no assurance that an active market in the Trust units will develop on OTC Pink, or whether broker-dealers will continue to provide public quotes of the Trust units on this market, whether the trading volume of the Trust units will be sufficient to provide for an efficient trading market or whether quotes for the Trust units may be blocked by OTC Markets Group in the future.
On July 31, 2020, the Trust issued a press release regarding the suspension of trading of the Trust units on the NYSE and the expected transition of the quotation of the Trust units to OTC Pink, a copy of which is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
Cautionary Note Regarding Forward Looking Statements
This Current Report on Form 8-K contains statements that are “forward-looking statements” within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended. All statements contained in this Current Report on Form 8-K, other than statements of historical facts, are “forward-looking statements” for purposes of these provisions. These forward-looking statements include the Trust’s expectations regarding the timing of the transition of the quotation of the Trust units to OTC Pink and expectations regarding the trading of the Trust units on OTC Pink. Statements made in this Current Report on Form 8-K are qualified by the cautionary statements made in this Current Report on Form 8-K. The Trustee does not intend, and does not assume any obligation, to update any of the statements included in this Current Report on Form 8-K. An investment in common units issued by ECA Marcellus Trust I is subject to the risks described in the Trust’s Annual Report on Form 10-K for the year ended December 31, 2019, Quarterly Report on Form 10-Q for the period ended March 31, 2020, and all of its other filings with the SEC.
| (d) | Exhibits. |
| Exhibit Number | Description | |
| 99.1 | ECA Marcellus Trust I Press Release dated July 31, 2020. | |
ECA Marcellus Trust I Exhibit
EX-99.1 2 tm2026083d1_ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 ECA Marcellus Trust I Provides Update on NYSE Delisting ECA MARCELLUS TRUST I The Bank of New York Mellon Trust Company,…
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About ECA MARCELLUS TRUST I (NYSE:ECT)
ECA Marcellus Trust I (the Trust) is a statutory trust. The Trust is formed by Energy Corporation of America (ECA) to own royalty interests in natural gas properties owned and operated by ECA in the Marcellus Shale formation in Greene County, Pennsylvania. The Trust does not conduct any operations or activities. The Trust’s purpose is, in general, to hold the Royalty Interests to distribute to the Trust unitholders cash and to perform certain administrative functions in respect of the Royalty Interests and the Trust units. The Trust owns royalty interests in over 10 Producing Wells (the Producing Wells), and royalty interests in over 50 horizontal natural gas development wells to be drilled to the Marcellus Shale formation (the PUD Wells) within the area of mutual interest (AMI), in which ECA holds approximately 9,300 acres, of which it owned all of the working interests, in Greene County, Pennsylvania. It owns Royalty Interests in over 40 development wells that are in production.