As previously disclosed, in November 2019, Pacific
Coast Energy Company, LP (“PCEC”) informed The Bank of New York Mellon Trust Company, N.A., as trustee (the “Trustee”)
of Pacific Coast Oil Trust (the “Trust”), that, as permitted by the Conveyance of Net Profits Interests and Overriding
Royalty Interest (the “Conveyance”) pursuant to which PCEC previously conveyed to the Trust net profits interests (the
“Net Profits Interests”) and an overriding royalty interest (the “Royalty Interest”) in certain
oil and natural gas properties located onshore in California (the “Underlying Properties”), PCEC intended to begin
deducting its estimated asset retirement obligations (“ARO”) associated with the West Pico, Orcutt Hill, Orcutt Hill
Diatomite, East Coyote and Sawtelle fields, thereby reducing the amounts payable to the Trust under the Net Profits Interests. ARO is
the accounting recognition related to plugging and abandonment obligations that all oil and gas operators face. PCEC engaged an accounting
firm, Moss Adams LLP (“Moss Adams”), acting as third-party consultants, to assist PCEC in determining its estimated
ARO, and on February 27, 2020, PCEC informed the Trustee that based on the analysis performed by Moss Adams, PCEC’s estimated ARO,
as of December 31, 2019, was $45,695,643, which is approximately $10.0 million less than the undiscounted amount that was originally
estimated before Moss Adams completed its analysis, as previously disclosed in the Trust’s Current Report on Form 8-K filed
on November 13, 2019. According to PCEC and its third-party consultants, its estimated ARO, which reflected PCEC’s assessment
of current market conditions as of December 31, 2019 and changes in California law, was determined to be approximately $33.2 million
for the developed properties (which encompass the proved developed reserves as of December 31, 2011 on the Underlying Properties)
and approximately $12.5 million for the remaining properties (which encompass all other development potential on the Underlying Properties),
or approximately $26.5 million and approximately $3.1 million net to the Trust, respectively, and PCEC has reflected these amounts beginning
with the calculation of the net profits generated during January 2020. The accrual has resulted in a current cumulative net profits deficit
of approximately $24.4 million, which must be recouped from proceeds otherwise payable to the Trust from the Trust’s Net Profits
Interests.
As described in more detail in the Trust’s
filings with the Securities and Exchange Commission, the Trust will terminate if the annual cash proceeds received by the Trust from the
Net Profits Interests and the Royalty Interest total less than $2.0 million for each of any two consecutive calendar years. Because
of the cumulative net profits deficit resulting from PCEC’s deduction of estimated ARO beginning in the first quarter of 2020, the
only cash proceeds the Trust has received since March 2020 have been attributable to the Royalty Interest. As a result, the total proceeds
received by the Trust in each of 2020 and 2021 were less than $2.0 million. Therefore, the Trust had been expected to terminate by
its terms at the end of 2021.
On December 8, 2021, Evergreen Capital Management
LLC (“Evergreen”) filed an Amended Class Action and Shareholder Derivative Complaint alleging a derivative action on
behalf of the Trust and against PCEC in the Superior Court of the State of California for the County of Los Angeles (the “Court”).
On December 10, 2021, Evergreen filed a motion
for a preliminary injunction, seeking to (1) enjoin the Trustee from dissolving the Trust, (2) enjoin PCEC from dissolving the
Trust, (3) direct PCEC to account for all monies withheld from the Trust on the basis of ARO costs since September 2019, and (4) direct
PCEC to place such monies in escrow. Also on December 10, 2021, Evergreen filed a motion for a temporary restraining order, seeking to
(1) enjoin the dissolution of the Trust, (2) enjoin the Trustee from taking any action toward the dissolution of the Trust,
and (3) enjoin PCEC from taking any action toward the dissolution of the Trust.
On December 16, 2021, the Court granted Evergreen’s
application for a temporary restraining order, which will remain in effect until the Court either grants or denies Evergreen’s motion
for a preliminary injunction or until further order of the Court. Accordingly, the Trust will not dissolve at the end of 2021 and commence
the process of selling its assets and winding up its affairs, and any dissolution of the Trust will not occur until after the Court’s
ruling following the hearing on Evergreen’s motion for a preliminary injunction, which is scheduled for February 14, 2022.