SPECIAL PURPOSE STATEMENT OF FEES AND EXPENSES PAID BY SABINE ROYALTY TRUST TO
SOUTHWEST BANK AND SIMMONS BANK, AS TRUSTEE AND ESCROW AGENT,
FOR THE YEAR ENDED DECEMBER 31, 2018
| | | | |
Trustee’s Fee | | $ | 391,039 | |
Escrow agent fee paid to Trustee | | | 1,173,117 | |
| | | | |
Total fees and expenses | | $ | 1,564,156 | |
| | | | |
The accompanying notes are an integral part of this special purpose statement.
Notes
1. Sabine Royalty Trust (the “Trust”) is an express trust formed under the laws of Texas by the Sabine Corporation Royalty Trust Agreement (the “Trust Agreement”) made and entered into effective as of December 31, 1982, between Sabine Corporation (“Sabine”), as trustor, and InterFirst Bank Dallas, N.A. (a predecessor to Bank of America, N.A.), as trustee. Southwest Bank (the “Bank”) became trustee (“Trustee”) effective May 30, 2014. Contemporaneously with the execution of the Trust Agreement, Sabine, the initial trustee and the predecessor of the Bank, as escrow agent (the “Escrow Agent”), entered into an escrow agreement which establishes an escrow (the “Escrow”). Prior to distribution of units of beneficial interest (the “Units”) in the Trust to Sabine’s shareholders, Sabine transferred to the Trust royalty and mineral interests, including landowner’s royalties, overriding royalty interests, minerals (other than executive rights, bonuses and delay rentals), production payments and other similar,non-participatory interests, in certain producing and proved undeveloped oil and gas properties in six states (the “Royalty Properties”).
In May 1988, Sabine was acquired by Pacific Enterprise (“Pacific”), a California corporation. Through a series of mergers, Sabine was merged into Pacific Enterprises Oil Company (USA) (“Pacific (USA)”), a California corporation and wholly owned subsidiary of Pacific, effective January 1, 1990. This acquisition and the subsequent mergers had no effect on the Units. Pacific (USA), as successor to Sabine, has assumed by operation of law all of Sabine’s rights and obligations with respect to the Trust. As of July 31, 2006, Pacific (USA) was effectively merged into PEC Minerals LP.
Effective October 19, 2017, Simmons First National Corporation (“SFNC”) completed its acquisition of First Texas BHC, Inc., the parent company of Southwest Bank, the Trustee of the Trust. SFNC is the parent of Simmons Bank. On February 20, 2018, SFNC announced that it completed the merger of Southwest Bank into Simmons Bank. The defined term “Trustee” or “Escrow Agent” as used herein shall refer to Southwest Bank for periods prior to February 20, 2018 and shall refer to Simmons Bank for periods on or after February 20, 2018.
The compensation agreement under the Trust Agreement provides for a “cost plus” fee payable to the Bank for all services rendered in its capacities as Trustee and Escrow Agent. Generally, the fees payable to the Bank are calculated by dividing the expenses incurred by the Bank, as Trustee