ITEM 1.01. Entry Into a Material Definitive Agreement.
On September 10, 2020, SandRidge Mississippian Trust II (the "Trust") and
SandRidge Exploration and Production, LLC (the "Purchaser"), a wholly owned
subsidiary of SandRidge Energy, Inc., entered into a Purchase and Sale Agreement
(the "Agreement") for the sale of all of the overriding royalty interests held
by the Trust (the "Royalty Interests") for a purchase price of $5,250,000. The
sale closed on September 10, 2020, with an effective date of July 1, 2020.
Accordingly, because the Agreement entitles the Purchaser to the revenues from
the oil and natural gas production attributable to the Royalty Interests since
July 1, 2020, the Trust will not receive any further proceeds from such
production and therefore will not make any further regular quarterly cash
distributions to the Trust unitholders.
As required by the Amended and Restated Trust Agreement governing the Trust, The
Bank of New York Mellon Trust Company, N.A., as the trustee of the Trust (the
"Trustee"), will distribute the net proceeds of the sale, after payment of
expenses related to the sale, to the Trust unitholders on the quarterly cash
distribution date in November 2020.
The foregoing description of the Agreement does not purport to be complete and
is qualified in its entirety by reference to the full text of the Amendment,
which is filed as an exhibit to this Current Report on Form 8-K.
ITEM 2.01. Completion of Acquisition or Disposition of Assets.
The information provided in Item 1.01 of this Current Report on Form 8-K is
incorporated herein by reference.
ITEM 9.01. Financial Statements and Exhibits.
(d) Exhibits.
10.1 Purchase and Sale Agreement dated as of September 9, 2020 between
SandRidge Exploration and Production, LLC and SandRidge Mississippian
Trust II.
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