8-K
Kimbell Royalty Partners, LP (KRP)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (date of earliest event reported): April 23, 2021
Kimbell Royalty Partners, LP
(Exact name of registrant as specified in its charter)
| Delaware | 1-38005 | 47-5505475 |
|---|---|---|
| (State or other jurisdiction<br><br> <br>of incorporation) | (Commission<br><br> <br>File Number) | (I.R.S. Employer<br><br> <br>Identification No.) |
| 777 Taylor Street, Suite 810<br><br> <br>Fort Worth, Texas | 76102 | |
| --- | --- | |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: (817) 945-9700
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2):
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|---|---|
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| --- | --- |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| --- | --- |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
| --- | --- |
Securities registered pursuant to 12(b) of the Act:
| Title of each class: | Trading symbol(s): | Name of each exchange on which registered: |
|---|---|---|
| Common Units Representing Limited Partnership Interests | KRP | New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company x
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. x
| Item 8.01. | Other Events. |
|---|
On April 23, 2021, Kimbell Royalty Partners, LP announced that the board of directors of Kimbell Royalty GP, LLC, its general partner, declared a quarterly cash distribution of $0.27 per common unit for the quarter ended March 31, 2021. The distribution will be paid on May 10, 2021 to common unitholders of record at the close of business on May 3, 2021.
| Item 9.01. | Financial Statements and Exhibits. |
|---|
(d) Exhibits.
| Number | Description |
|---|---|
| 99.1 | News release issued by Kimbell Royalty Partners, LP dated April 23, 2021. |
| 104 | Cover Page Interactive Data File (the cover page XBRL tags are embedded within the Inline XBRL document). |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| KIMBELL ROYALTY PARTNERS, LP | |
|---|---|
| By: | Kimbell Royalty GP, LLC, |
| its general partner | |
| By: | /s/ Matthew S. Daly |
| Matthew S. Daly | |
| Chief Operating Officer |
Date: April 23, 2021
Exhibit 99.1
| NEWS<br> RELEASE |
|---|
KimbellRoyalty Partners Declares First Quarter 2021 Distribution
FORT WORTH, Texas, April 23, 2021 – Kimbell Royalty Partners, LP (NYSE: KRP) (“Kimbell”), a leading owner of oil and natural gas mineral and royalty interests in more than 97,000 gross wells across 28 states, today announced that the Board of Directors of Kimbell Royalty GP, LLC, Kimbell’s general partner, approved a cash distribution payment of 75% of projected cash available for distribution for the first quarter of 2021, or $0.27 per common unit. The distribution will be payable on May 10, 2021 to common unitholders of record at the close of business on May 3, 2021. Kimbell intends to utilize the remaining 25% of Q1 2021 projected cash available for distribution to pay down a portion of the outstanding borrowings under Kimbell’s credit facility. Since May 2020 (excluding the expected upcoming pay down from the remaining 25% of Q1 2021 projected cash available for distribution), Kimbell has paid down approximately $25.0 million of outstanding borrowings under its credit facility from allocating a portion of its cash available for distribution for debt pay down.
Kimbell Royalty Partners, LP – News Release
Page 2
| Kimbell - Supplemental Distribution Data | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| Percent | |||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Q4 2020 | Q1 2021 | Change | |||||||
| WTI<br> Average Crude Oil Price ^(1)^ | $ | 42.45 | $ | 57.79 | 36.1 | % | |||
| Henry<br> Hub Average Natural Gas Price ^(1)^ | $ | 2.53 | $ | 3.56 | 40.7 | % | |||
| Common Unit Distribution Declared | $ | 0.19 | $ | 0.27 | 42.1 | % | |||
| Pay-Out<br> Ratio ^(2)^ | 75 | % | 75 | % | 0.0 | % | |||
| Annualized Cash Yield ^(3)^ | 10.7 | % | |||||||
| Cash Received from Lease Bonuses and Other Income | $ | 31,927 | $ | 186,308 |
SUBSTANTIALLY ALLOF THE DISTRIBUTION TO COMMON EXPECTED TO BE FREE OF DIVIDEND INCOME TAXES AND
UNITHOLDERS FOR THEFIRST QUARTER OF 2021 INSTEAD CONSIDERED A RETURN OF CAPITAL^(4)^
| ^(1)^ | Average monthly commodity prices are from the Energy Information<br>Administration. Crude oil prices are in dollars per barrel and natural gas prices are in dollars per million Btu. |
|---|---|
| ^(2)^ | Represents percentage of projected cash available for distribution<br>to be paid in quarterly distribution declared. |
| --- | --- |
| ^(3)^ | Based on the closing price of Kimbell common units on April<br>23, 2021. |
| --- | --- |
^(4)^ This estimate is based upon assumptions Kimbell has made regarding, among other things, Kimbell Royalty Operating, LLC's income and depletion deductions and production from the mineral and royalty interests owned by Kimbell Royalty Operating, LLC. This estimate is based on current tax law and tax reporting positions that Kimbell has adopted and with which the Internal Revenue Service could disagree. This estimate is not a fact, and no assurances can be made regarding this estimate.
About Kimbell Royalty Partners
Kimbell (NYSE: KRP) is a leading oil and gas mineral and royalty company based in Fort Worth, Texas. Kimbell owns mineral and royalty interests in approximately 13 million gross acres in 28 states and in every major onshore basin in the continental United States, including ownership in more than 97,000 gross wells with over 41,000 wells in the Permian Basin. To learn more, visit kimbellrp.com.
Forward-Looking Statements
This news release includesforward-looking statements, including statements relating to the tax treatment of Kimbell’s distributions. These and otherforward-looking statements involve risks and uncertainties, including risks and uncertainties relating to Kimbell Royalty Operating,LLC’s realized income and depletions deductions and production from the mineral and royalty interests owed by Kimbell RoyaltyOperating, LLC, Kimbell’s business and the securities markets generally and other risks described in Kimbell's Annual Reporton Form 10-K and other filings with the Securities and Exchange Commission (the “SEC”), available at the SEC's websiteat www.sec.gov. When considering these forward-looking statements, you should keep in mind the risk factors and other cautionarystatements in Kimbell's filings with the SEC. You are cautioned not to place undue reliance on these forward-looking statements,which speak only as of the date of this news release. Except as required by law, Kimbell undertakes no obligation and does notintend to update these forward-looking statements to reflect events or circumstances occurring after this news release.
Kimbell Royalty Partners, LP – News Release
Page 3
Contact:
Rick Black
Dennard Lascar Investor Relations krp@dennardlascar.com
(713) 529-6600