MESABI TRUST_April 30, 2025

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

(Mark One)


☒	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended April 30, 2025


☐	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission File Number: 1-4488

MESABI TRUST

(Exact name of registrant as specified in its charter)

New York

13-6022277

(State or other jurisdiction of

incorporation or organization)

(I.R.S. Employer Identification No.)

c/o Deutsche Bank Trust Company Americas

Trust & Agency Services

1 Columbus Circle, 17th Floor

Mail Stop: NYC01-1710

New York, New York

10019

(Address of principal executive offices)

(Zip Code)

(904) 271-2520

(Registrant’s telephone number, including area code)

Not applicable

(Former name, former address and former fiscal year, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol	Name of each exchange on which registered
Units of Beneficial Interest, no par value	MSB	New York Stock Exchange

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 ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer ☐		Accelerated filer ☐
Non-accelerated filer ☒		Smaller reporting company ☒
		Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

As of June 12, 2025, there were 13,120,010 Units of Beneficial Interest in Mesabi Trust outstanding.

	Page

PART I – FINANCIAL INFORMATION	3
Item 1. Financial Statements. (Note 1)	3
Condensed Statements of Income Three Months Ended April 30, 2025 and 2024	3
Condensed Balance Sheets April 30, 2025 and January 31, 2025	4
Condensed Statements of Cash Flows Three Months Ended April 30, 2025 and 2024	5
Notes to Condensed Financial Statements	6
Item 2. Trustees’ Discussion and Analysis of Financial Condition and Results of Operations.	9
Item 3. Quantitative and Qualitative Disclosures About Market Risk.	17
Item 4. Controls and Procedures.	17

PART II - OTHER INFORMATION	19
Item 1. Legal Proceedings	19
Item 1A. Risk Factors	19
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds	19
Item 3. Defaults upon Senior Securities	19
Item 4. Mine Safety Disclosures	19
Item 5. Other Information	19
Item 6. Exhibits.	19

SIGNATURES	21


	Three Months Ended
	April 30,
	2025		2024
	(unaudited)		(unaudited)
A. Condensed Statements of Income

Revenues
Royalty income	$	4,349,472	$	6,010,608
Interest		385,070		239,964

Total revenues		4,734,542		6,250,572

Expenses		1,103,334		2,766,787

Net income	$	3,631,208	$	3,483,785

WEIGHTED AVERAGE NUMBER OF UNITS OUTSTANDING
Number of units outstanding		13,120,010		13,120,010

Net income per unit (Note 2)	$	0.2768	$	0.2655

Distributions declared per unit (Note 4)	$	0.5600	$	0.2900


	April 30, 2025		January 31, 2025
	(unaudited)
B. Condensed Balance Sheets

Assets
Cash and cash equivalents	$	24,221,132	$	100,204,531
Accrued income receivable		1,916,756		1,160,761
Contract asset		1,179,208		240,642
Prepaid expenses		111,473		122,518
Current assets		27,428,569		101,728,452

Fixed property, including intangibles, at nominal values

Assignments of leased property

Amended assignment of Peters Lease		1		1

Assignment of Cloquet Leases		1		1

Certificate of beneficial interest for 13,120,010 units of Land Trust		1		1
		3		3

Total assets	$	27,428,572	$	101,728,455

Liabilities, Unallocated Reserve And Trust Corpus

Liabilities
Distribution payable	$	7,347,206	$	78,064,060
Accrued expenses		469,644		336,675
Total liabilities		7,816,850		78,400,735

Unallocated reserve		19,611,719		23,327,717

Trust corpus		3		3

Total liabilities, unallocated reserve and trust corpus	$	27,428,572	$	101,728,455


	Three Months Ended April 30,
	2025		2024
Base overriding royalties	$	2,425,094	$	3,417,645
Bonus royalties		1,783,835		2,450,133
Fee royalties		140,543		142,830
Total royalty income	$	4,349,472	$	6,010,608


		Unallocated		Trust
		Reserve		Corpus		Total
Balances as of January 31, 2025	$	23,327,717	$	3	$	23,327,720

Net income		3,631,208		—		3,631,208
Distributions declared - $0.5600 per unit		(7,347,206)		—		(7,347,206)

Balances as of April 30, 2025	$	19,611,719	$	3	$	19,611,722


	Pellets Produced from	Pellets Shipped from
	Trust Lands	Trust Lands
Year Ended	(Tons)	(Tons)
April 30, 2025	637,186	637,186
April 30, 2024	978,498	978,498


	April 30,				% increase
	2025		2024		(decrease)
Accrued Income Receivable	$	1,916,756	$	1,828,842	4.8%
Contract Asset		1,179,208		1,559,969	(24.4)%
Unallocated Cash and Cash Equivalents		16,873,926		17,825,170	(5.3)%
Prepaid Expenses and (Accrued Expenses), net		(358,171)		(559,856)	(36.0)%
Unallocated Reserve	$	19,611,719	$	20,654,125	(5.0)%


Exhibit No.	Exhibit	Filing Method

31	Certification of Corporate Trustee of Mesabi Trust pursuant to Rule 13a-14 of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002	Filed herewith

32	Certification of Corporate Trustee of Mesabi Trust pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002	Furnished herewith

99.1	Report of Boulay PLLP, dated June 12, 2025 regarding its review of the unaudited interim financial statements of Mesabi Trust as of and for the three months ended April 30, 2025	Filed herewith

101	Inline XBRL Instance Document	Filed herewith

104	Cover Page Interactive Data File	Embedded within the Inline XBRL document and contained in Exhibit 101


	MESABI TRUST
	(Registrant)

	By:	DEUTSCHE BANK TRUST COMPANY AMERICAS
		Corporate Trustee
	Principal Administrative Officer and duly authorized signatory:*



June 12, 2025		By:	/s/ Chris Niesz
		Name: Chris Niesz*
		Title: Director


	Three Months Ended
	April 30,
	2025		2024
		(unaudited)		(unaudited)
C. Condensed Statements of Cash Flows

Operating activities
Royalties received	$	2,427,176	$	5,059,648
Interest received		612,805		214,367
Expenses paid		(959,320)		(2,770,086)

Net cash from operating activities		2,080,661		2,503,929

Financing activity
Distributions to unitholders		(78,064,060)		(4,854,404)

Net change in cash and cash equivalents		(75,983,399)		(2,350,475)

Cash and cash equivalents, beginning of period		100,204,531		23,980,448

Cash and cash equivalents, end of period	$	24,221,132	$	21,629,973

Reconciliation of net income to net cash from operating activities

Net income	$	3,631,208	$	3,483,785
(Increase) decrease in accrued income receivable		(755,995)		131,516
Increase in contract asset		(938,566)		(1,108,073)
Decrease in prepaid expense		11,045		185,279
Increase (decrease) in accrued expenses		132,969		(188,578)

Net cash from operating activities	$	2,080,661	$	2,503,929

Non cash financing activity

Distributions declared and payable	$	7,347,206	$	3,804,803

SEC Form 10-Q filed by Mesabi Trust