Kimbell Royalty Partners Enters Material Definitive Agreement

TL;DR

Kimbell Royalty Partners just signed a big deal, filing an 8-K with new agreements and financials.

AI Summary

On January 7, 2025, Kimbell Royalty Partners, LP entered into a material definitive agreement. The filing also includes financial statements and exhibits related to this agreement. The company is incorporated in Delaware and headquartered in Fort Worth, Texas.

Why It Matters

This filing indicates a significant new agreement for Kimbell Royalty Partners, which could impact its financial performance and operational strategy.

Risk Assessment

Risk Level: medium — Entering into material definitive agreements can introduce new risks and opportunities that may affect the company's future performance.

Key Numbers

• 1-38005 — Commission File Number (SEC filing identifier for Kimbell Royalty Partners, LP)
• 47-5505475 — I.R.S. Employer Identification No. (Tax identification number for Kimbell Royalty Partners, LP)

Key Players & Entities

• Kimbell Royalty Partners, LP (company) — Registrant
• January 7, 2025 (date) — Date of earliest event reported
• Delaware (jurisdiction) — State of incorporation
• Fort Worth, Texas (location) — Principal executive offices
• 777 Taylor Street, Suite 810 (address) — Business address

FAQ

Key Financial Figures

• $14.90 — mon Units") at a price to the public of $14.90 per Common Unit. Pursuant to the Underw
• $141.3 million — ses) from the Offering of approximately $141.3 million. The Partnership intends to contribute

Filing Documents

• tm251962d2_8k.htm (8-K) — 34KB
• tm251962d2_ex1-1.htm (EX-1.1) — 247KB
• tm251962d2_ex5-1.htm (EX-5.1) — 17KB
• tm251962d2_ex5-1img001.jpg (GRAPHIC) — 5KB
• 0001104659-25-002112.txt ( ) — 536KB
• krp-20250107.xsd (EX-101.SCH) — 3KB
• krp-20250107_lab.xml (EX-101.LAB) — 33KB
• krp-20250107_pre.xml (EX-101.PRE) — 22KB
• tm251962d2_8k_htm.xml (XML) — 4KB

01

Item 1.01. Entry into a Material Definitive Agreement. On January 7, 2025, Kimbell Royalty Partners, LP (the "Partnership") entered into an Underwriting Agreement (the "Underwriting Agreement"), by and among the Partnership, Kimbell Royalty GP, LLC (the "General Partner"), Kimbell Royalty Operating, LLC (the "Operating Company" and, together with the Partnership and the General Partner, the "Kimbell Parties") and Citigroup Global Markets Inc., J.P. Morgan Securities LLC and RBC Capital Markets, LLC, as representatives of the several underwriters named in Schedule I thereto (the "Underwriters"), providing for the offer and sale by the Partnership (the "Offering"), and the purchase by the Underwriters, of 10,000,000 common units representing limited partner interests in the Partnership ("Common Units") at a price to the public of $14.90 per Common Unit. Pursuant to the Underwriting Agreement, the Partnership granted the Underwriters an option for a period of 30 days to purchase up to an additional 1,150,000 Common Units on the same terms. The Offering is registered under the Securities Act of 1933, as amended (the "Securities Act"), pursuant to a shelf registration statement on Form S-3 (File No. 333-273609). The Underwriting Agreement contains customary representations, warranties and agreements of the parties, and customary conditions to closing, obligations of the parties and termination provisions. The Kimbell Parties have each agreed to indemnify the Underwriters against certain liabilities, including liabilities under the Securities Act, and to contribute to payments the Underwriters may be required to make in respect of those liabilities. The Offering is expected to close on January 9, 2025, subject to customary closing conditions. The Partnership will receive proceeds (net of the underwriting discount and Offering expenses) from the Offering of approximately $141.3 million. The Partnership intends to contribute the net proceeds from the Offering to the Op

Financial Statements and Exhibits

Financial Statements and Exhibits. (d) Exhibits Number Description 1.1 Underwriting Agreement, dated as of January 7, 2025. 5.1 Opinion of White & Case LLP as to the legality of the securities being registered. 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: January 8, 2025

View Full Filing

View this 8-K filing on SEC EDGAR