Mills Music Trust (MMTRS) 10-K 31 Mar 21 2020 FY Annual report Financial data

Cover Page

Cover Page - USD ($)	12 Months Ended
	Dec. 31, 2020	Jun. 30, 2020
Cover [Abstract]
Document Type	10-K
Amendment Flag	false
Document Period End Date	Dec. 31, 2020
Document Fiscal Year Focus	2020
Document Fiscal Period Focus	FY
Entity Registrant Name	MILLS MUSIC TRUST
Entity Central Index Key	0000066496
Entity Address, State or Province	NY
Current Fiscal Year End Date	--12-31
Entity Well-known Seasoned Issuer	No
Entity Current Reporting Status	Yes
Entity Voluntary Filers	No
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Interactive Data Current	Yes
Entity Shell Company	false
Entity Common Stock, Shares Outstanding	277,712
Entity Public Float		$ 5,036,284

Statements of Cash Receipts and

Statements of Cash Receipts and Disbursements - USD ($)	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
Operating Cash Flows, Direct Method [Abstract]
Receipts from EMI	$ 1,016,712	$ 2,058,976
Undistributed Cash at Beginning of Year	46	65
Disbursements – Administrative Expenses	(227,268)	(253,886)
Balance Available for Distribution	789,490	1,805,155
Cash Distributions to Unit Holders	789,444	1,805,109
Undistributed Cash at End of Year	$ 46	$ 46
Cash Distributions Per Unit (based on 277,712 Trust Units Outstanding)	$ 2.84	$ 6.50

Statements of Cash Receipts a_2

Statements of Cash Receipts and Disbursements (Parenthetical) - USD ($)	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
Operating Cash Flows, Direct Method [Abstract]
Number of Trust Units Outstanding	277,712	277,712
Settlement	$ 1,000,000

Accounting Policies and General

Accounting Policies and General Information	12 Months Ended
	Dec. 31, 2020
Accounting Policies [Abstract]
Accounting Policies and General Information	NOTE 1. ACCOUNTING POLICIES AND GENERAL INFORMATION Organization and Background Mills Music Trust (the “ Trust Declaration of Trust Old Mills Contingent Portion Catalogue Asset Purchase Agreement The Contingent Portion amounts are currently payable by EMI Mills Music Inc. (“ EMI Sony/ATV HSBC Bank, USA, N.A. is the Corporate Trustee of the Trust (the “ Corporate Trustee Individual Trustees Trustees Proceeds from Contingent Portion Payments The Trust receives quarterly payments of the Contingent Portion from EMI and distributes the amounts it receives to the registered owners of Trust Certificates (the “ Unit Holders Trust Units Payments of the Contingent Portion to the Trust are based on royalty income which the Catalogue generates. The Trust does not own the Catalogue or any copyrights or other intellectual property rights and is not responsible for collecting royalties in connection with the Catalogue. As the current owner and administrator of the Catalogue, EMI is obligated under the Asset Purchase Agreement to use its best efforts to collect all royalties, domestic and foreign, in connection with the Catalogue and to remit a portion of its royalty income to the Trust as its Contingent Portion payment obligation, in accordance with the terms of the Asset Purchase Agreement. Cash Distributions to Unit Holders The Declaration of Trust provides for the distribution to the Unit Holders of all funds the Trust receives after payment of, or withholdings in connection with, expenses and liabilities of the Trust. Contingent Portion Payments Payments of the Contingent Portion to the Trust are ordinarily made on a quarterly basis, approximately two to three months after a quarter ends. The Trust distributes the amounts it receives in Contingent Portion payments to the Unit Holders after payment of, or withholdings in connection with, expenses and liabilities of the Trust. The amount of each payment of the Contingent Portion is based on a formula provided in the Asset Purchase Agreement. Prior to the first quarter of 2010, the Contingent Portion was calculated as an amount ranging from 65% to 75% of gross royalty income from the exploitation of the Catalogue for each quarterly period, less royalty expenses. In addition, the Contingent Portion was guaranteed to be at least a minimum of $167,500 per quarter (the “ Minimum Payment Obligation Beginning with the first quarter of 2010, the Asset Purchase Agreement provides for certain changes with respect to the calculation of the Contingent Portion. One such change is that the Minimum Payment Obligation is no longer in effect. The Trust is also of the view that the Contingent Portion payable to the Trust changed to a fixed 75% of gross royalty income from the exploitation of the Catalogue for each quarterly period, less royalty related expenses (the “ New Calculation Method Underpayments Quarterly Payment Period Amount of Deficiency March 31, 2016 $ 79,889 September 30, 2016 37,529 March 31, 2017 85,359 September 30, 2017 41,557 March 31, 2018 98,901 September 30, 2018 75,712 March 31, 2019 71,489 June 30, 2019 41,786 September 30, 2019 68,571 December 31, 2019 42,572 March 31, 2020 40,025 June 30, 2020 15,557 September 30, 2020 40,085 Total $ 739,032 As of the date hereof, the Trust has not received the Underpayments, and EMI has expressly disagreed with the Trust. The Trust can offer no assurance that it will be able to recover any of the Underpayments or that it will resolve favorably the ongoing dispute relating to the New Calculation Method with respect to future payments of the Contingent Portion. The Trust has engaged Citrin Cooperman & Company LLP, an accounting firm specializing in auditing royalty income, to conduct a special audit of the books and records of EMI administered by Sony/ATV to resolve the ongoing dispute and also determine whether there have been any other material royalty omissions or expense over-deductions for the periods beginning January 1, 2016 and ended December 31, 2020. Recent Audit Settlement Payment In January 2016, the Trustees engaged Prager Metis CPAs, LLC (“ Prager Audit Period Prager Report As of April 23, 2019, EMI, the Trust and the Trustees entered into an audit settlement agreement pursuant to which EMI agreed to pay the Trust $1,000,000 in full and final settlement (the “ 2019 Settlement Unit Holder Distributions and Trust Expenses Recent Payments During the year ended December 31, 2020, the Trust received a total of $1,016,712 from EMI, all of which was attributable to ordinary Contingent Portion Payments which EMI made to the Trust during the 2020 calendar year. During the year ended December 31, 2019, the Trust received a total of $2,058,976 from EMI, $1,000,000 of which was attributable to the 2019 Settlement payment and the remainder of which was attributable to ordinary Contingent Portion Payments which EMI made to the Trust during the 2019 calendar year. Recent Distributions During the year ended December 31, 2020, the Trust made cash distributions to Unit Holders in the aggregate amount of $789,444 ($2.84 per Trust Unit), as compared to cash distribution to Unit Holders in the aggregate amount of $1,805,109 ($6.50 per Trust Unit) during the year ended December 31, 2019. For computation details regarding the distributions made during the year ended December 31, 2020, please refer to the Current Report on Form 8-K, which the Trust filed 2020 . Cash and Administrative Expenses As of December 31, 2020 the Trust had $24,597 unpaid administrative expenses for services rendered to the Trust. As of March 15, 2021, the Trust had received invoices for an aggregate of $51,115 in unpaid administrative expenses for services rendered to the Trust. Accounting Policies Payments from EMI to the Trust of the Contingent Portion are typically made in March, June, September and December for the prior calendar quarter. The payments received are accounted for on a cash basis, as are expenses. The Declaration of Trust provides for the distribution of all funds received by the Trust to the Unit Holders after expenses are paid. The Trust’s financial statements reflect only cash transactions and do not include transactions that would be recorded in financial statements presented on the accrual basis of accounting, as contemplated by generally accepted accounting principles in the United States. The Trust does not prepare a balance sheet or a statement of cash flows.

Federal Income Taxes

Federal Income Taxes	12 Months Ended
	Dec. 31, 2020
Income Tax Disclosure [Abstract]
Federal Income Taxes	NOTE 2. FEDERAL INCOME TAXES No provision for income taxes has been made since the liability thereof is that of the Unit Holders and not the Trust .

Related Party Transactions

Related Party Transactions	12 Months Ended
	Dec. 31, 2020
Related Party Transactions [Abstract]
Related Party Transactions	NOTE 3. RELATED PARTY TRANSACTIONS The Trustees are paid in accordance with the Declaration of Trust, which provides that each Trustee shall receive annual compensation of $2,500, provided that such aggregate compensation to the Trustees as a group may not exceed 3% of the Contingent Portion amounts received by the Trust in any year. The Declaration of Trust also provides for the reimbursement of expenses reasonably incurred in the performance of a Trustee’s duties to the Trust, including clerical and administrative services. Accordingly, the Trustees are entitled to receive annual compensation and reimbursement for services performed for the Trust, including the Corporate Trustee’s services as the Registrar and Transfer Agent of the certificates representing the Trust Units. No expense is being charged or paid by the Trust for the office space and office equipment of the Corporate Trustee that is being utilized for the Trust The Declaration of Trust also provides that if a Trustee performs unusual or extraordinary services, reasonable compensation for such services shall be paid, subject to the terms and conditions of the Declaration of Trust. Pursuant to the Declaration of Trust, disbursements were made as follows to the Trustees for the years ended December 31, 2020 and December 31, 2019: Trustee Fees Paid by the Trust 2020 2019 Individual Trustee fees (1) $ 5,000 $ 5,000 Corporate Trustee fees 2,500 2,500 Corporate Trustee Transfer Agent Registrar fees (2) 15,000 15,000 Totals $ 22,500 $ 22,500 (1) The Individual Trustees were elected on August 29, 2013. (2) These services are performed by the Corporate Trustee.

The Copyright Catalogue

The Copyright Catalogue	12 Months Ended
	Dec. 31, 2020
Text Block [Abstract]
The Copyright Catalogue	NOTE 4. THE COPYRIGHT CATALOGUE The Catalogue is estimated to be composed of over 12,000 music titles, of which approximately 1,430 produced royalty income in recent years. Based on the Listing, the Trust derives its receipts principally from copyrights established prior to 1960 in the Unites States. The receipts fluctuate based on consumer interest in the nostalgia appeal of older songs and the overall popularity of the songs contained in the Catalogue. The Catalogue also generates royalty income in foreign countries in which copyright is claimed. A number of factors create uncertainties with respect to the Catalogue’s ability to continue to generate royalty income on a continuing, long-term basis for the Trust. These factors include: (i) the effect that foreign and domestic copyright laws and any changes thereto have or will have on renewal rights (e.g., vesting of renewal term rights), (ii) the length of the term of copyright protection under foreign and domestic copyright laws, (iii) reversionary rights that may affect whether EMI is able to retain its rights to the Copyrighted Songs during certain renewal terms (e.g., statutory termination of transfers or “copyright recapture”) and (iv) ongoing disputes regarding the payment and calculation of the Contingent Portion. The Trust does not own the Catalogue or any copyrights or other intellectual property rights and is not responsible for collecting royalties in connection with the Catalogue. As the current owner and administrator of the Catalogue, EMI is obligated under the Asset Purchase Agreement to use its best efforts to collect all royalties, domestic and foreign, in connection with the Catalogue and to remit a portion of its royalty income to the Trust in accordance with its Contingent Portion payment obligation. The Trust’s income is dependent, in part, on EMI’s ability to maintain its rights in the Copyrighted Songs through copyright protection. As the copyrights for the Copyrighted Songs expire, less royalty income will be generated, and the size of each payment of the Contingent Portion will be reduced accordingly. Based on the Listing, all of the Top 50 Songs obtained copyright registration under the U.S. Copyright Act of 1909 (the “ 1909 Act The Copyrighted Songs are subject to statutory rights of termination of transfers, which may impact whether EMI is able to retain its ownership of the Copyrighted Songs during their respective terms of copyright protection. For copyrights governed by the 1909 Act, this termination right vests at the end of two different renewal terms, which vary for each Copyrighted Song. As the owner of the Catalogue, EMI (and not the Trust) is responsible for administrating the Catalogue and seeking renewals of the Copyrighted Songs. The Asset Purchase Agreement provides that EMI is obligated to use its best efforts to secure renewals.

Other Matters

Other Matters	12 Months Ended
	Dec. 31, 2020
Text Block [Abstract]
Other Matters	NOTE 5. OTHER MATTERS None.

Accounting Policies and Gener_2

Accounting Policies and General Information (Policies)	12 Months Ended
	Dec. 31, 2020
Accounting Policies [Abstract]
Organization and Background	Organization and Background Mills Music Trust (the “ Trust Declaration of Trust Old Mills Contingent Portion Catalogue Asset Purchase Agreement The Contingent Portion amounts are currently payable by EMI Mills Music Inc. (“ EMI Sony/ATV HSBC Bank, USA, N.A. is the Corporate Trustee of the Trust (the “ Corporate Trustee Individual Trustees Trustees
Proceeds from Contingent Portion Payments	Proceeds from Contingent Portion Payments The Trust receives quarterly payments of the Contingent Portion from EMI and distributes the amounts it receives to the registered owners of Trust Certificates (the “ Unit Holders Trust Units Payments of the Contingent Portion to the Trust are based on royalty income which the Catalogue generates. The Trust does not own the Catalogue or any copyrights or other intellectual property rights and is not responsible for collecting royalties in connection with the Catalogue. As the current owner and administrator of the Catalogue, EMI is obligated under the Asset Purchase Agreement to use its best efforts to collect all royalties, domestic and foreign, in connection with the Catalogue and to remit a portion of its royalty income to the Trust as its Contingent Portion payment obligation, in accordance with the terms of the Asset Purchase Agreement.
Cash Distributions to Unit Holders	Cash Distributions to Unit Holders The Declaration of Trust provides for the distribution to the Unit Holders of all funds the Trust receives after payment of, or withholdings in connection with, expenses and liabilities of the Trust.
Contingent Portion Payments	Contingent Portion Payments Payments of the Contingent Portion to the Trust are ordinarily made on a quarterly basis, approximately two to three months after a quarter ends. The Trust distributes the amounts it receives in Contingent Portion payments to the Unit Holders after payment of, or withholdings in connection with, expenses and liabilities of the Trust. The amount of each payment of the Contingent Portion is based on a formula provided in the Asset Purchase Agreement. Prior to the first quarter of 2010, the Contingent Portion was calculated as an amount ranging from 65% to 75% of gross royalty income from the exploitation of the Catalogue for each quarterly period, less royalty expenses. In addition, the Contingent Portion was guaranteed to be at least a minimum of $167,500 per quarter (the “ Minimum Payment Obligation Beginning with the first quarter of 2010, the Asset Purchase Agreement provides for certain changes with respect to the calculation of the Contingent Portion. One such change is that the Minimum Payment Obligation is no longer in effect. The Trust is also of the view that the Contingent Portion payable to the Trust changed to a fixed 75% of gross royalty income from the exploitation of the Catalogue for each quarterly period, less royalty related expenses (the “ New Calculation Method Underpayments Quarterly Payment Period Amount of Deficiency March 31, 2016 $ 79,889 September 30, 2016 37,529 March 31, 2017 85,359 September 30, 2017 41,557 March 31, 2018 98,901 September 30, 2018 75,712 March 31, 2019 71,489 June 30, 2019 41,786 September 30, 2019 68,571 December 31, 2019 42,572 March 31, 2020 40,025 June 30, 2020 15,557 September 30, 2020 40,085 Total $ 739,032 As of the date hereof, the Trust has not received the Underpayments, and EMI has expressly disagreed with the Trust. The Trust can offer no assurance that it will be able to recover any of the Underpayments or that it will resolve favorably the ongoing dispute relating to the New Calculation Method with respect to future payments of the Contingent Portion. The Trust has engaged Citrin Cooperman & Company LLP, an accounting firm specializing in auditing royalty income, to conduct a special audit of the books and records of EMI administered by Sony/ATV to resolve the ongoing dispute and also determine whether there have been any other material royalty omissions or expense over-deductions for the periods beginning January 1, 2016 and ended December 31, 2020.
Recent Audit Settlement Payment	Recent Audit Settlement Payment In January 2016, the Trustees engaged Prager Metis CPAs, LLC (“ Prager Audit Period Prager Report As of April 23, 2019, EMI, the Trust and the Trustees entered into an audit settlement agreement pursuant to which EMI agreed to pay the Trust $1,000,000 in full and final settlement (the “ 2019 Settlement
Unit Holder Distributions and Trust Expenses	Unit Holder Distributions and Trust Expenses Recent Payments During the year ended December 31, 2020, the Trust received a total of $1,016,712 from EMI, all of which was attributable to ordinary Contingent Portion Payments which EMI made to the Trust during the 2020 calendar year. During the year ended December 31, 2019, the Trust received a total of $2,058,976 from EMI, $1,000,000 of which was attributable to the 2019 Settlement payment and the remainder of which was attributable to ordinary Contingent Portion Payments which EMI made to the Trust during the 2019 calendar year. Recent Distributions During the year ended December 31, 2020, the Trust made cash distributions to Unit Holders in the aggregate amount of $789,444 ($2.84 per Trust Unit), as compared to cash distribution to Unit Holders in the aggregate amount of $1,805,109 ($6.50 per Trust Unit) during the year ended December 31, 2019. For computation details regarding the distributions made during the year ended December 31, 2020, please refer to the Current Report on Form 8-K, which the Trust filed 2020 . Cash and Administrative Expenses As of December 31, 2020 the Trust had $24,597 unpaid administrative expenses for services rendered to the Trust. As of March 15, 2021, the Trust had received invoices for an aggregate of $51,115 in unpaid administrative expenses for services rendered to the Trust.
Accounting Policies	Accounting Policies Payments from EMI to the Trust of the Contingent Portion are typically made in March, June, September and December for the prior calendar quarter. The payments received are accounted for on a cash basis, as are expenses. The Declaration of Trust provides for the distribution of all funds received by the Trust to the Unit Holders after expenses are paid. The Trust’s financial statements reflect only cash transactions and do not include transactions that would be recorded in financial statements presented on the accrual basis of accounting, as contemplated by generally accepted accounting principles in the United States. The Trust does not prepare a balance sheet or a statement of cash flows.

Accounting Policies and Gener_3

Accounting Policies and General Information (Tables)	12 Months Ended
	Dec. 31, 2020
Accounting Policies [Abstract]
Schedule of Contingent Portion Payments	As a result of EMI not applying the New Calculation Method, EMI’s payments of the Contingent Portion have been deficient, in the Trust’s view, by the following amounts (the “ Underpayments Quarterly Payment Period Amount of Deficiency March 31, 2016 $ 79,889 September 30, 2016 37,529 March 31, 2017 85,359 September 30, 2017 41,557 March 31, 2018 98,901 September 30, 2018 75,712 March 31, 2019 71,489 June 30, 2019 41,786 September 30, 2019 68,571 December 31, 2019 42,572 March 31, 2020 40,025 June 30, 2020 15,557 September 30, 2020 40,085 Total $ 739,032

Related Party Transactions (Tab

Related Party Transactions (Tables)	12 Months Ended
	Dec. 31, 2020
Related Party Transactions [Abstract]
Disbursements to Trustees	Pursuant to the Declaration of Trust, disbursements were made as follows to the Trustees for the years ended December 31, 2020 and December 31, 2019: Trustee Fees Paid by the Trust 2020 2019 Individual Trustee fees (1) $ 5,000 $ 5,000 Corporate Trustee fees 2,500 2,500 Corporate Trustee Transfer Agent Registrar fees (2) 15,000 15,000 Totals $ 22,500 $ 22,500 (1) The Individual Trustees were elected on August 29, 2013. (2) These services are performed by the Corporate Trustee.

Accounting Policies and Gener_4

Accounting Policies and General Information - Additional Information (Detail) - USD ($)	Apr. 23, 2019	Aug. 14, 2017	Mar. 31, 2010	Dec. 31, 2020	Dec. 31, 2019	Mar. 15, 2021
Organization And Summary Of Significant Accounting Policies [Line Items]
Date of formation of Mills Music Trust				Dec. 3, 1964
Minimum payment of quarterly Contingent Portion			$ 167,500
Audit cost		$ 130,284
Receipts from EMI				$ 1,016,712	$ 2,058,976
Cash Distributions to Unit Holders				$ 789,444	$ 1,805,109
Distributions per Unit				$ 2.84	$ 6.50
Unpaid administrative expenses for services				$ 24,597
2019 Settlement [Member]
Organization And Summary Of Significant Accounting Policies [Line Items]
Receipts from EMI					$ 2,058,976
Amount Awarded from Other Party	$ 1,000,000				$ 1,000,000
Subsequent Event [Member]
Organization And Summary Of Significant Accounting Policies [Line Items]
Unpaid administrative expenses for services						$ 51,115
Minimum [Member]
Organization And Summary Of Significant Accounting Policies [Line Items]
Percentage of Contingent Portion of gross royalty income			65.00%
Maximum [Member]
Organization And Summary Of Significant Accounting Policies [Line Items]
Percentage of Contingent Portion of gross royalty income			75.00%

Accounting Policies and Gener_5

Accounting Policies and General Information - Schedule of Contingent Portion Payments (Detail) - USD ($)	3 Months Ended													12 Months Ended
	Sep. 30, 2020	Jun. 30, 2020	Mar. 31, 2020	Dec. 31, 2019	Sep. 30, 2019	Jun. 30, 2019	Mar. 31, 2019	Sep. 30, 2018	Mar. 31, 2018	Sep. 30, 2017	Mar. 31, 2017	Sep. 30, 2016	Mar. 31, 2016	Dec. 31, 2020
Accounting Policies [Abstract]
Deficiency in Contingent Portion payments	$ 40,085	$ 15,557	$ 40,025	$ 42,572	$ 68,571	$ 41,786	$ 71,489	$ 75,712	$ 98,901	$ 41,557	$ 85,359	$ 37,529	$ 79,889	$ 739,032

Federal Income Taxes - Addition

Federal Income Taxes - Additional Information (Detail)	12 Months Ended
	Dec. 31, 2020USD ($)
Income Tax Disclosure [Abstract]
Provision for income taxes	$ 0

Related Party Transactions - Ad

Related Party Transactions - Additional Information (Detail)	12 Months Ended
	Dec. 31, 2020USD ($)
Related Party Transaction [Line Items]
Trustee annual compensation	$ 2,500
Maximum [Member]
Related Party Transaction [Line Items]
Aggregate compensation percentage to Trustees	3.00%

Related Party Transactions - Di

Related Party Transactions - Disbursements to Trustees (Detail) - USD ($)	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
Related Party Transaction [Line Items]
Trustee Fees and Expenses	$ 22,500	$ 22,500
Individual [Member]
Related Party Transaction [Line Items]
Trustee Fees and Expenses	5,000	5,000
Corporate Trustee [Member]
Related Party Transaction [Line Items]
Trustee Fees and Expenses	2,500	2,500
Corporate Trustee Transfer Agent Registrar Fees [Member]
Related Party Transaction [Line Items]
Trustee Fees and Expenses	$ 15,000	$ 15,000

The Copyright Catalogue - Addit

The Copyright Catalogue - Additional Information (Detail) - 2018 Listing Top 50 [Member]	12 Months Ended
	Dec. 31, 2020Songs
Royalties Receivable [Line Items]
Estimated number of songs in the Catalogue	12,000
Estimated number of songs producing royalty income	1,430
Number of Copyrighted Songs in the Top 50 list	50
Period of copyright protection	95 years
Minimum [Member]
Royalties Receivable [Line Items]
Copyright protection expiration period	2022
Maximum [Member]
Royalties Receivable [Line Items]
Copyright protection expiration period	2055