VOC Energy Trust annual report, Q4 FY2012

Business Context and Reporting Period

Company: VOC Energy Trust (VOC)
Filing Type: Form 10-K (Annual Report)
Period Ended: December 31, 2012
Structure: A Delaware statutory trust formed in November 2010, managed by The Bank of New York Mellon Trust Company, N.A. The trust holds a term net profits interest (NPI) entitling it to 80% of the net proceeds from oil and natural gas properties in Kansas and Texas owned by VOC Brazos Energy Partners, L.P.
Termination: The trust will terminate on the later of December 31, 2030, or when 10.6 MMBoe (8.5 MMBoe attributable to the trust) have been produced and sold.

Key Financial Metrics

Metric 2012 2011
Income from Net Profits Interest $38,112,577 $24,852,638
Distributable Income $37,230,000 $24,140,000
Distributions per Unit $2.19 $1.42
Total Assets (Year-End) $122,349,786 $133,619,263
Cash on Hand $474,600 $298,147
General & Administrative Expenses $706,124 $415,491

Reserves (Proved, Dec 31, 2012): 7,410 MBoe (6,767 MBbl Oil, 3,862 MMcf Gas).
Standardized Measure of Discounted Future Net Cash Flows: $246,448,000.

Material Changes vs. Prior Period

  • Revenue Growth: Income from the net profits interest increased 53% to $38.1 million in 2012 from $24.9 million in 2011. This was driven by higher oil production volumes and increased average oil prices ($91.41/Bbl in 2012 vs. $89.41/Bbl in 2011), partially offset by lower natural gas prices ($3.61/Mcf vs. $4.86/Mcf).
  • Hedge Income: Hedge activity income increased to $3.2 million in 2012 from $1.4 million in 2011 due to favorable settlement prices relative to market rates.
  • Capital Expenditures: Underlying properties incurred $14.4 million in capital expenditures in 2012 (up from $9.4 million in 2011), primarily for well development ($11.6 million).
  • Reserve Decline: Total proved reserves decreased by 7.5% year-over-year due to production (706 MBoe produced in 2012), partially offset by revisions and additions.

Outlook, Risks, and Contingencies

  • Hedging Strategy: VOC Brazos has hedged approximately 45% of expected oil production for 2013 and the first half of 2014 at weighted average prices ranging from $99.01 to $102.15 per barrel. No hedges are in place beyond June 30, 2014, exposing the trust to full price volatility thereafter.
  • Development Program: VOC Brazos plans to spend approximately $19.3 million through 2015 on development (including 8 horizontal wells in Texas and 7 vertical wells in Kansas) to offset natural decline rates projected at 6.8% annually.
  • Operational Risk: In late 2012, one horizontal well in the Kurten Woodbine Unit was abandoned due to mechanical issues, costing approximately $2.6 million (impacting Q3 and Q4 2012 distributions). Two other horizontal wells were successfully brought online.
  • Key Risks:
    • Commodity Prices: Distributions are highly sensitive to oil and gas prices.
    • Depleting Assets: The trust cannot acquire new properties; production will naturally decline over time.
    • Counterparty Risk: Reliance on hedge counterparties and purchasers (35% of 2012 oil sold to affiliate MV Purchasing LLC).
    • Bankruptcy Risk: In a bankruptcy of VOC Brazos, the trust's interest in Kansas properties may be treated as an unsecured claim rather than a vested real property interest.

Investor Verification Checklist

  • Reserve Accuracy: Verify the 7.41 MMBoe proved reserve estimate and the 6.8% projected decline rate provided by Cawley, Gillespie & Associates, Inc.
  • Hedge Exposure: Confirm the volume and pricing of hedge contracts extending only through June 2014 and assess exposure to post-2014 price volatility.
  • Capital Expenditure Execution: Monitor the execution of the $19.3 million development plan through 2015 to ensure production decline is mitigated.
  • Related Party Transactions: Review the terms of sales to MV Purchasing LLC (35% of volume) and administrative fees paid to VOC Brazos ($77,250 in 2012).
  • Legal Status of Interest: Assess the risk regarding the enforceability of the net profits interest in Kansas in the event of VOC Brazos' bankruptcy.