1 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended March 31, 2001 Commission File No. 0-10810 KIEWIT ROYALTY TRUST (Exact name of Registrant as specified in its charter) Nebraska 47-6131402 - ------------------------------- ------------------------------------ (State or other jurisdiction of (I.R.S. Employer Identification No.) incorporation or organization) Trust Division U.S. Bank National Association 1700 Farnam Street Omaha, Nebraska 68102 ---------- --------------------- (Address of Principal Executive Offices) (402) 348-6000 --------------------- -------------- (Registrant's telephone no. including area code) Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes |X| No --- --- APPLICABLE ONLY TO CORPORATE REGISTRANTS Indicate the number of shares outstanding of each of the registrant's classes of common stock, as of the latest practicable date. As of May 15, 2001, there were 12,633,432 Units of Beneficial Interest of the registrant outstanding. 2 PART I - FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS. KIEWIT ROYALTY TRUST STATEMENTS OF ASSETS, LIABILITIES AND TRUST CORPUS unaudited as of March 31, 2001 and audited as of December 31, 2000 ASSETS 2001 2000 - ------ ---- ---- Cash equivalents $1,683,135 $170,566 ---------- -------- Royalty and overriding royalty interests in coal leases 167,817 167,817 Less accumulated amortization (127,126) (124,364) -------- -------- Net royalty and overriding royalty interests in coal leases 40,691 43,453 ------ ------ Total Assets $1,723,826 $214,019 ========== ======== LIABILITIES AND TRUST CORPUS Distributions payable to unit holders $1,683,135 $170,566 Trust corpus: 12,633,432 units of beneficial interest authorized and outstanding 40,691 43,453 ------ ------ Total Liabilities and Trust Corpus $1,723,826 $214,019 ========== ======== The accompanying notes are an integral part of the financial statements - 2 - 3 KIEWIT ROYALTY TRUST STATEMENTS OF DISTRIBUTABLE INCOME unaudited for the three months ended March 31, 2001 and 2000 Three Months Ended March 31 --------------------------- 2001 2000 ---- ---- Royalty income $1,688,481 $2,158,466 Interest income 14,636 18,255 Trust expenses (19,982) (19,193) ------- ------- Distributable income $1,683,135 $2,157,528 ========== ========== Distributable income per unit $.133229 $.170779 ======== ======== STATEMENTS OF CHANGES IN TRUST CORPUS unaudited for the three months ended March 31, 2001 and 2000 Three Months Ended March 31 --------------------------- 2001 2000 ---- ---- Trust corpus as of January 1 $ 43,453 $ 56,642 Amortization of royalty interests (2,762) (1,835) Distributable income 1,683,135 2,157,528 Distributions to unit holders (1,683,135) (2,157,528) ---------- ---------- Trust corpus as of March 31 $ 40,691 $ 54,807 ========= ========== The accompanying notes are an integral part of the financial statements - 3 - 4 KIEWIT ROYALTY TRUST NOTES TO FINANCIAL STATEMENTS as of March 31, 2001 and December 31, 2000 BASIS OF PRESENTATION The accompanying financial statements have been prepared in accordance with the instructions for Form 10-Q and do not necessarily include all of the information and footnotes required by accounting principles generally accepted in the United States of America for complete financial statements. In the Trustee's opinion, all adjustments necessary for a fair presentation have been included. For further information, refer to the financial statements and footnotes included in the Trust's annual report on Form 10-K for the year ended December 31, 2000. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The accompanying unaudited financial statements have been prepared on the following basis: (a) The royalty income recorded for a month is the amount received from the lease holder for such month. (b) Trust administration expenses are recorded in the month they accrue. This basis for reporting royalty income is thought to be the most meaningful because distributions to unit holders for a month are based on net cash receipts for such month. However, these statements differ from financial statements prepared in accordance with accounting principles generally accepted in the United States of America because under such principles royalty income for a month would be based on production for such month, without regard to when royalty payments are received. In addition, amortization of the net royalty and overriding royalty interests, which is calculated on a units-of-production basis on a lease, is charged directly to trust corpus since such amount does not affect distributable income. ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS. a. MATERIAL CHANGES IN FINANCIAL CONDITION. Kiewit Royalty Trust is a royalty trust with royalty and overriding royalty interests in certain coal leases. The Trust was formed for the purposes of (1) administering the income received from such coal leases and (2) distributing such income (together with interest earned thereon less payment of or provision for obligations) to the holders of the Units of Beneficial Interest. - 4 - 5 b. MATERIAL CHANGES IN RESULTS OF OPERATIONS. During the three months ended March 31, 2001 the Trust received a total of $1,688,481 of royalty and overriding royalty payments. The following schedule reflects the royalty and overriding royalty payments received by the Trust in respect of leases at the following mines: Three Months Ended March 31 Mine 2001 2000 - ---- ---- ---- Decker $1,687,081 $2,099,374 Big Horn 1,400 59,092 Spring Creek -- -- ---------- ---------- $1,688,481 $2,158,466 ---------- ---------- i. DECKER MINE. Royalty and overriding royalty amounts received by the Trust from the Decker Mine decreased to $1,687,081 during the first three months of 2001 compared to $2,099,374 during the same period in 2000. These changes in royalty and overriding royalty amounts received were due to (i) changes in the relative amounts of coal mined under leases bearing high and low overriding royalty rates per ton, which are a normal result of the execution of a mining plan encompassing several coal leases bearing different royalty rates; and (ii) a reduction in sales tonnage of approximately 20% during the period from which payment received during the first three months of 2001 is derived compared to the same period in 2000. ii. BIG HORN MINE. No royalties were received from the Big Horn Mine during the first three months of 2001 compared to $59,092 received during the same period in 2000. The Big Horn Mine has reached the end of its production cycle and it is foreseen that the Trust will receive no further payments deriving from coal production from the Big Horn Mine. However, the Big Horn Mine will continue to receive minor rental payments until reclamation of the mine is achieved. In the past, the amount of such rental payments was included in the figure representing receipt of royalty and overriding royalty payments. During the first three months of 2001, the Big Horn Mine received $1,400 in rental payments. - 5 - 6 iii SPRING CREEK MINE. No royalties were received from the Spring Creek Mine during the first three months of 2001 and 2000 because royalties with respect to this mine are typically paid by the mine operators on an annual basis during the second half of a calendar year. - 6 - 7 PART II - OTHER INFORMATION. ITEM 1. LEGAL PROCEEDINGS. There are no material pending legal proceedings to which the Trust is a party or which any of its property is the subject. ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K. (a) Exhibits 4.1 Kiewit Royalty Trust Indenture dated May 17, 1982, as amended June 9, 1982 and June 23, 1982 (filed as Exhibit 1 to the Trust's Form 10 filed with the Securities and Exchange Commission on December 23, 1982, and incorporated herein by reference). 4.2 Order dated September 23, 1994, of the County Court of Douglas County, Nebraska (filed as Exhibit 2 to the Trust's Form 10-Q filed with the Securities and Exchange Commission on November 14, 1994, and incorporated herein by reference). (b) No reports on Form 8-K were filed during the quarter for which this report is filed. - 7 - 8 SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. KIEWIT ROYALTY TRUST (Registrant) By: U. S. Bank National Association in its capacity as Trustee and not in its individual capacity or otherwise /s/ SUSAN K. ROSBURG ------------------------------ Susan K. Rosburg Trust Officer Dated: May 15, 2001 - 8 -