PBT News & Events

Permian Basin Royalty Trust trustee Argent Trust has received a Schedule 13D filed with the SEC on May 18 by SoftVest, a unitholder of the Trust, and certain other parties disclosing that SoftVest and Blackbeard Holdings have agreed to a preliminary non-binding term sheet that sets forth the proposed high-level material terms and conditions governing a potential business combination of the Trust and certain Blackbeard assets. The term sheet contemplates the formation of a new corporation that would be owned in part by Trust unitholders, and in part by Blackbeard and its affiliates that would acquire and own (i) all of the assets and operations of the Trust, and (ii) US Land Guild, or USLG, a wholly owned subsidiary of Blackbeard that will own approximately 66,500 acres of surface estate and a 15% royalty interest associated with certain acreage and certain mineral interests currently owned by Blackbeard or one of its affiliates. The term sheet provides for Blackbeard or its affiliates to receive certain working interests owned by the Trust following the conversion of net profits interests into a cost free 15% royalty interest, including those associated with the "West Ranch" and "East Ranch" properties. The Trustee anticipates that the proposed business combination would require approval of Trust unitholders. Such approval would likely require the approval of a majority in interest of Trust unitholders constituting a quorum at a meeting of unitholders where a quorum is present.

SoftVest, L.P., a significant unitholder of the Permian Basin Royalty Trust, and Blackbeard Holdings announced that they have entered into a preliminary non-binding term sheet contemplating a business combination of PBT and certain Blackbeard assets. The Transaction would result in the formation of a new Texas-incorporated, NYSE-listed company. Under the terms of the proposed Transaction, New PubCo would acquire and own (i) all of the assets and operations of PBT and (ii) US Land Guild, LLC, a wholly owned subsidiary of Blackbeard that will own approximately 66,500 acres of surface estate and a 15% royalty interest associated with certain acreage and mineral interests currently owned by Blackbeard or one of its affiliates. Immediately following the Transaction, former PBT unitholders would own approximately 58% of New PubCo and Blackbeard and its affiliates would own approximately 42%, reflecting the significant value attributed to PBT's existing asset base and unitholder base in the combined entity. The Transaction is expected to be presented to PBT unitholders for approval at a unitholder meeting to be called in due course. Following the recent court-approved amendment to the Trust's indenture, the Transaction may be approved by a simple majority of unitholders constituting a quorum at such meeting.

Argent Trust Company, as Trustee of the Permian Basin Royalty Trust, declared a cash distribution to the holders of its units of beneficial interest of $0.010662 per unit, payable on April 14, 2026, to unit holders of record on March 31, 2026. The distribution does not include proceeds from the Waddell Ranch properties, as total production costs exceeded gross proceeds for the month of February, resulting in a continuing excess cost position for the Waddell Ranch properties. This month's distribution decreased compared to the previous month due primarily to Texas Royalty Properties having lower oil and natural gas volumes, along with lower oil pricing, partially offset by higher natural gas pricing. Information from Blackbeard, the operator of the Waddell Ranch properties, necessary to calculate the net profits interest proceeds for a given month is received after the announcement date for the month's distribution. As a result, in accordance with the Trust indenture, if NPI proceeds are received from the Waddell Ranch properties on or prior to the record date, they will be included in the following month's distribution . As noted above, no proceeds were received by the Trustee in February 2026 to be included in the March distribution. All excess costs, including any accrued interest, will need to be recovered by future proceeds from the Waddell Ranch properties before any proceeds are distributed to the Trust. Due to the fact that Blackbeard provides production, pricing and cost information quarterly instead of monthly, the Trustee will be disclosing that information in the quarterly reports on Form 10-Q and annual reports on Form 10-K for the foreseeable future. Production for the underlying Texas Royalty Properties was 15,009 barrels of oil and 9,793 Mcf of gas. The production for the Trust's allocated portion of the Texas Royalty Properties was 13,047 barrels of oil and 8,518 Mcf of gas. The average price for oil was $56.56 per bbl and for gas was $6.02, which includes significant NGL pricing, per Mcf. This would mainly reflect production and pricing in December for oil and November for gas. These allocated volumes were impacted by the pricing of both oil and gas. This production and pricing for the underlying properties resulted in revenues for the Texas Royalty Properties of $907,884. Deducted from these revenues were taxes and expenses of $124,031 resulting in a Net Profit of $783,853 for February. With the Trust's NPI of 95% of the underlying properties, this would result in a net contribution by the Texas Royalty Properties of $744,660 to this month's distribution. On or about February 10, SoftVest, a unit holder of the Trust, mailed documents to holders of units of beneficial interest which included a cover letter, a Citation in the District Court of Tarrant County, Texas, the Original Petition for Modification of Trust in the District Court of Tarrant County, Texas seeking judicial modification of the Trust's Indenture, and the Petitioner SoftVest, Notice of Bench Trial on Petitioner's Original Petition for Modification of Trust, also collectively known as the "Unitholder Mailing". The Unitholder Mailing advises Unitholders of a hearing to be scheduled Friday, May 8, 2026, at 10:30 a.m. before the 96th District Court of Tarrant County, Tom Vandergriff Civil Courts Building, 4th Floor, 100 North Calhoun Street, Fort Worth, Texas 76196, on the merits of SoftVest's Petition pursuant to which it seeks to amend Section 8.03 of the Indenture to eliminate the requirement that certain amendments require approval by 75% of the outstanding units of the Trust, and delete Section 10.01 of the Indenture that sets forth certain prohibited amendments and replace Article X of the Indenture with a provision permitting amendment of any provision of the Indenture by a vote of unitholders in accordance with Article VIII.

Argent Trust Company, as Trustee of the Permian Basin Royalty Trust, announced that it has reached a settlement agreement in connection with its litigation against Blackbeard Operating, the operator of properties in the Waddell Ranch, in Crane County, Texas, in which the Trust holds a 75% net overriding royalty. Pursuant to the lawsuit, the Trustee had sought to recover more than $9M in damages it alleged resulted from Blackbeard's failure to properly calculate and pay royalties due and owing to the Trust. Pursuant to the settlement agreement, Blackbeard has agreed to pay the Trust $9M of which $4.5M will be paid to the Trust within 30 days, and the remainder of which will be paid in four equal installments of $1.125M quarterly during the 2026 calendar year. Additionally, the settlement agreement established the overhead rate that may be charged to the Trust and permits Blackbeard to pass through third-party charges for salt water disposal and gathering and transportation, and charge technical labor on reservoir engineers using an agreed allocation methodology against the net overriding royalty. The parties also agreed that the Trust would not make future claims for lost volumes in the case of ordinary line loss. The Trust will have the option to conduct annual site audits, at its expense. The settlement agreement also set forth agreed reporting that Blackbeard will provide the Trustee going forward.