HUGOTON ROYALTY TRUST (NYSE:HGT) Files An 8-K Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing

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HUGOTON ROYALTY TRUST (NYSE:HGT) Files An 8-K Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing
Item 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.

On February26, 2018, Simmons Bank, the trustee (the “Trustee”) of the Hugoton Royalty Trust (the “Trust”) received written notification (the “Notice”) from the New York Stock Exchange (“NYSE”) that the Trust no longer satisfies 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 fell below $1.00 over a consecutive 30-trading-day period that ended February22, 2018.

Upon receipt of the Notice, the Trust became subject to the procedures set forth in Rule 802.01C of the NYSE Listed Company Manual, and on February28, 2018, the Trust acknowledged receipt of the Notice.

The Trust can regain compliance if, at any time in the six-month period following receipt of the Notice, the closing price of its units on the last trading day of any month is at least $1.00 and the 30-trading-day average closing price of its units on such day is also at least $1.00. Neither the Trust nor the Trustee has any control over the trading price of the units. Even if the Trust does regain compliance, it might be unable to maintain compliance, and would again become subject to the NYSE delisting procedures.

Subject to the Trust’s compliance with the other continued listing requirements set forth in the NYSE Listed Company Manual, during the applicable cure period the Trust’s common stock is expected to continue to be listed and traded on the NYSE under the symbol “HGT” but will have an added designation of “.BC” to indicate its status as below compliance.

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 ultimately were to be suspended from trading on, and delisted from, the NYSE for any reason, it could have adverse consequences including, among others, a negative impact on the trading volume and liquidity of the Trust units and a decrease in the attractiveness of the Trust units to investors, which could result in a further decline in the market price of the Trust units.

Item 3.01. Regulation FD Disclosure

On March1, 2018, the Trust issued a press release, in accordance with and as required by the rules of the NYSE, announcing receipt of the Notice described in Item 3.01 above. The press release is attached as Exhibit 99.1 to this Form 8-K.

The information included in this Form 8-K under Item 3.01 and Exhibit 99.1 is being furnished and shall not be deemed “filed” for purposes of Section18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to liabilities of that Section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

This Form 8-K 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 taken by the operator of the properties underlying the Trust’s net profits interests and actions of market participants. Statements made in this Form 8-K are qualified by the cautionary statements made in this Form 8-K. The Trust and the Trustee do not intend, and assume no obligation, to update any of the statements included in this Form 8-K.

Item 3.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit 99.1 News Release dated March1, 2018

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HUGOTON ROYALTY TRUST Exhibit
EX-99.1 2 d539979dex991.htm EX-99.1 EX-99.1 EXHIBIT 99.1 [NEWS RELEASE LETTERHEAD OF HUGOTON ROYALTY TRUST APPEARS HERE] HUGOTON ROYALTY TRUST ANNOUNCES RECEIPT OF NOTICE FROM NYSE REGARDING CONTINUED LISTING STANDARDS Fort Worth,…
To view the full exhibit click here

About HUGOTON ROYALTY TRUST (NYSE:HGT)

Hugoton Royalty Trust is an express trust. The Company is created pursuant to the Hugoton Royalty Trust Indenture between XTO Energy Inc., as grantor, and NationsBank, N.A., as trustee. Southwest Bank is now the trustee of the trust of the Company. XTO Energy is a subsidiary of Exxon Mobil Corporation. Its properties are gas-producing properties located in the Hugoton area of Oklahoma and Kansas, the Anadarko Basin of Oklahoma and the Green River Basin of Wyoming. XTO Energy operates approximately 95% of the properties. The Company’s Hugoton area is a domestic natural gas producing area. XTO Energy is a producer in the Ringwood, Northwest Okeene and Cheyenne Valley fields of Major County, the Northeast Cedardale field of Woodward County and the Elk City field of Beckham County, the principal producing region of the properties in the Anadarko Basin. The Green River Basin is located in southwestern Wyoming.