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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):
November 2, 2023
Kimbell Royalty Partners, LP
(Exact name of
registrant as specified in its charter)
Delaware |
|
1-38005 |
|
47-5505475 |
(State
or other jurisdiction
of incorporation) |
|
(Commission
File Number) |
|
(I.R.S.
Employer
Identification No.) |
777 Taylor Street, Suite 810
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 ¨
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. ¨
Item
2.02. |
Results
of Operations and Financial Condition. |
On
November 2, 2023, Kimbell Royalty Partners, LP (the “Partnership”) issued a news release announcing its third quarter 2023
financial and operating results. A copy of the news release is attached hereto, furnished as Exhibit 99.1 and incorporated in this Item
2.02 by reference.
Item
7.01. |
Regulation
FD Disclosure. |
Also
on November 2, 2023, the Partnership posted an updated investor presentation on its website. The presentation, titled “Winter 2023
Investor Presentation,” may be found at http://www.kimbellrp.com under the “Events and Presentations” section under
the “Investor Relations” tab on the Partnership’s website. Investors should note that the Partnership announces financial
information in filings with the Securities and Exchange Commission, press releases and public conference calls as well as on its website.
The
information contained in Item 2.02, Item 7.01 and the accompanying Exhibit 99.1 shall not be deemed “filed” for purposes
of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability
of such section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended,
or the Exchange Act, regardless of the general incorporation language of such filing, except as shall be expressly set forth by specific
reference in such filing.
Item
9.01. |
Financial
Statements and Exhibits. |
(d)
Exhibits
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:
November 2, 2023
Exhibit 99.1
NEWS
RELEASE
Kimbell Royalty
Partners Announces Record Third Quarter
2023 Results
Record Q3 2023
Run-Rate Daily Production; Production Exceeded 23,000 Boe/d (6:1) for First Time Including a Full-Quarter of Acquired Production
Record Market
Share of U.S. Land Rig Count of 17% with 99 Active Rigs Drilling1
Superior Five-Year
Annual PDP Decline Rate of 14% Requires Only an Estimated 5.8 Net Wells Annually to Maintain Flat Production
Boosts Q4 2023
Production Guidance; Expects Record Low Q4 2023 Cash G&A per BOE
Announces Q3
2023 Cash Distribution of $0.51 per Common Unit
FORT
WORTH, Texas, November 2, 2023 – Kimbell Royalty Partners, LP (NYSE: KRP) (“Kimbell” or the “Company”),
a leading owner of oil and natural gas mineral and royalty interests in over 127,000 gross wells across 28 states, today announced financial
and operating results for the quarter ended September 30, 2023.
Third Quarter 2023 Highlights
| · | Record Q3 2023 run-rate daily production of 19,777 barrels of oil equivalent
(“Boe”) per day (6:1) |
| · | Includes 18 days of production from the Company’s $455.0 million acquisition
from a private seller (the “Acquired Production”), which closed on September 13, 2023 with an effective production date
of June 1, 2023 |
| · | Including a full Q3 2023 impact of the Acquired Production, the revenues
of which will be received by the Company, run-rate production was 23,531 Boe per day (6:1) |
| · | Q3 2023 oil, natural gas and NGL revenues of $69.2 million, an increase
of 21.5% from Q2 2023 |
| · | Including the Acquired Production from the effective date of June 1,
2023 through September 30, 2023, Q3 2023 oil, natural gas and NGL revenues were $86.5 million |
| · | Q3 2023 net income of approximately $18.5 million and net income attributable
to common units of approximately $13.6 million, as compared to $17.8 million and $13.5 million, respectively, from Q2 2023 |
| · | Q3 2023 consolidated Adjusted EBITDA of $55.8 million, as compared to $45.0
million in Q2 2023 |
| · | Including the Acquired Production from the effective date of June 1,
2023 through September 30, 2023, Q3 2023 consolidated Adjusted EBITDA was $71.6 million |
1 Based on Kimbell rig count of 99 and Baker Hughes U.S.
land rig count of 600 on September 30, 2023.
Kimbell Royalty Partners, LP – News Release
Page 2
| · | As of September 30, 2023, Kimbell’s major properties2
had 9.34 net drilled but uncompleted wells (“DUCs”) and net permitted locations on its acreage (5.40 net DUCs and 3.94 net
permitted locations), compared to an estimated 5.8 net wells needed to maintain flat production |
| · | Announced a Q3 2023 cash distribution of $0.51 per common unit, reflecting
a payout ratio of 75% of cash available for distribution; implies a 12.7% annualized yield based on the November 1, 2023 closing
price of $16.11 per common unit; Kimbell intends to utilize the remaining 25% of its cash available for distribution to repay a portion
of the outstanding borrowings under Kimbell’s revolving credit facility |
| · | Conservative Balance Sheet with Net Debt to Trailing Twelve Month Consolidated
Adjusted EBITDA of 0.9x |
| · | Company boosts production guidance range for Q4 2023 and with record low
cash G&A per BOE expected in Q4 2023 |
Robert Ravnaas, Chairman and Chief Executive Officer
of Kimbell Royalty GP, LLC, Kimbell’s general partner (the “General Partner”), commented, “We are very pleased
to announce another record quarter with new all-time highs set in production, rig count, DUCs and permits. The Company’s production
mix continued to materially shift towards liquids in the third quarter, with oil and NGLs now representing 49% of our production mix on
a 6:1 basis as compared to 46% in the second quarter. Activity on our acreage remains strong and we now have the highest market share
ever recorded by Kimbell of the overall U.S. land rig count at 17%. Even after giving effect to our most recent $455 million acquisition,
we still have the best-in-class PDP decline rate of only 14%. At the end of Q3 2023, we had 9.3 net DUCs and permits, reflecting the widest
spread ever of line-of-site wells relative to the number of wells needed to maintain flat production of 5.8 net wells per year. This gives
us confidence in the resilience in our production as we wrap up 2023 and look at 2024. In short, we are extremely pleased with this quarter
as well as our Q3 2023 distribution of $0.51 that we declared today, an increase of 31% from Q2 2023.”
Third Quarter 2023 Distribution and Debt Repayment
Today,
the Board of Directors of the General Partner (the “Board of Directors”) approved a cash distribution payment to common
unitholders of 75% of cash available for distribution for the third quarter of 2023, or $0.51 per common unit. The distribution will be
payable on November 20, 2023 to common unitholders of record at the close of business on November 13, 2023. Kimbell plans to
utilize the remaining 25% of cash available for distribution for the third quarter of 2023 to pay down a portion of the outstanding borrowings
under its secured revolving credit facility. Since May 2020 (excluding the expected upcoming pay-down from the remaining 25% of Q3
2023 projected cash available for distribution), Kimbell has paid down approximately $119.8 million of outstanding borrowings
under its secured revolving credit facility by allocating a portion of its cash available for distribution for debt pay-down.
Kimbell
expects that approximately 55% of its third quarter 2023 distribution should not constitute dividends for U.S. federal income tax purposes,
but instead are estimated to constitute non-taxable reductions to the basis of each distribution recipient’s ownership interest
in Kimbell common units. The reduced tax basis will increase unitholders’ capital gain (or decrease unitholders’ capital
loss) when unitholders sell their common units. The Form 8937 containing additional information may be found at www.kimbellrp.com under “Investor Relations” section of the site. Kimbell currently believes that the portion that constitute dividends
for U.S. federal income tax purposes will be considered qualified dividends, subject to holding period and certain other conditions,
which are subject to a tax rate of 0%, 15% or 20% depending on the income level and tax filing status of a unitholder for 2023. Kimbell
believes these estimates are reasonable based on currently available information, but they are subject to change.
2 These figures pertain only to Kimbell's major properties
and do not include possible additional DUCs and permits from Kimbell's minor properties, which generally have a net revenue interest
of 0.1% or below and are time consuming to quantify but, in the estimation of Kimbell's management, could add an additional 20% to Kimbell’s
net inventory.
Kimbell Royalty Partners, LP – News Release
Page 3
Financial Highlights
Kimbell’s third quarter 2023 average realized
price per Bbl of oil was $81.53, per Mcf of natural gas was $2.21, per Bbl of NGLs was $23.10 and per Boe combined was $38.05.
During the third quarter of 2023, the Company’s
total revenues were $67.2 million, net income was approximately $18.5 million and net income attributable to common units was approximately
$13.6 million, or $0.20 per common unit.
Total third quarter 2023 consolidated Adjusted
EBITDA was $55.8 million (consolidated Adjusted EBITDA is a non-GAAP financial measure. Please see definition under Non-GAAP Financial
Measures in the Supplemental Schedules included in this news release and a reconciliation to the nearest GAAP financial measures at the
end of this news release).
In the third quarter of 2023, G&A expense
was $10.4 million, $7.0 million of which was Cash G&A expense. Excluding the impact of approximately $1.5 million in
transaction related expenses associated with the Acquired Production and including a full quarter impact of the Acquired Production, Cash
G&A per Boe was $2.55 (Cash G&A and Cash G&A per Boe are non-GAAP financial measures. Please see definition under
Non-GAAP Financial Measures in the Supplemental Schedules included in this news release). Unit-based compensation in the third
quarter of 2023, which is a non-cash G&A expense, was $3.3 million or $1.83 per Boe.
As of September 30, 2023, Kimbell had approximately
$310.4 million in debt outstanding under its secured revolving credit facility, had net debt to third quarter 2023 trailing twelve month
consolidated Adjusted EBITDA of approximately 0.9x and was in compliance with all financial covenants under its secured revolving credit
facility. Kimbell had approximately $89.6 million in undrawn capacity under its secured revolving credit facility as of September 30,
2023.
As of September 30, 2023, Kimbell had outstanding
73,851,458 common units and 20,847,295 Class B units. As of November 2, 2023, Kimbell had outstanding 73,851,458 common units
and 20,847,295 Class B units.
Kimbell Royalty Partners, LP – News Release
Page 4
Production
Third
quarter 2023 run-rate average daily production was 19,777 Boe per day (6:1), which was composed
of approximately 51% from natural gas (6:1) and approximately 49% from liquids (34% from oil and 15% from NGLs). Including a full Q3
2023 impact of the Acquired Production, the revenues from which will be received by the Company, run-rate production was 23,531 Boe per
day (6:1).
Operational
Update
As of September 30, 2023, Kimbell’s
major properties had 909 gross (5.40 net) DUCs and 805 gross (3.94 net) permitted locations on its acreage. In addition, as of September 30,
2023, Kimbell had 99 rigs actively drilling on its acreage, which represents an approximate 16.5% market share of all land rigs drilling
in the continental United States as of such time.
Basin | |
Gross DUCs as of September 30, 2023(1) | | |
Gross Permits as of
September 30, 2023(1) | | |
Net DUCs as of
September 30, 2023(1) | | |
Net Permits as of
September 30, 2023(1) | |
Permian | |
| 551 | | |
| 469 | | |
| 3.06 | | |
| 2.38 | |
Eagle Ford | |
| 26 | | |
| 63 | | |
| 0.33 | | |
| 0.56 | |
Haynesville | |
| 83 | | |
| 24 | | |
| 0.86 | | |
| 0.34 | |
Mid-Continent | |
| 177 | | |
| 66 | | |
| 0.96 | | |
| 0.32 | |
Bakken | |
| 64 | | |
| 155 | | |
| 0.17 | | |
| 0.14 | |
Appalachia | |
| 5 | | |
| 9 | | |
| 0.01 | | |
| 0.02 | |
Rockies | |
| 3 | | |
| 19 | | |
| 0.01 | | |
| 0.18 | |
Total | |
| 909 | | |
| 805 | | |
| 5.40 | | |
| 3.94 | |
Hedging Update
Kimbell hedges out two years on a rolling quarterly
basis. The Company's commodity derivative contracts consist of fixed price swaps, under which Kimbell receives a fixed price for the contract
and pays a floating market price to the counterparty over a specified period for a contracted volume.
The following provides information concerning
Kimbell’s hedge book as of September 30, 2023:
Fixed Price Swaps as of September 30, 2023 |
| |
| | |
| | |
Weighted Average | |
| |
Volumes | | |
Fixed Price | |
| |
Oil | | |
Nat Gas | | |
Oil | | |
Nat Gas | |
| |
BBL | | |
MMBTU | | |
$/BBL | | |
$/MMBTU | |
4Q 2023 | |
| 146,464 | | |
| 1,317,624 | | |
$ | 76.42 | | |
$ | 3.22 | |
1Q 2024 | |
| 143,871 | | |
| 1,305,213 | | |
$ | 81.92 | | |
$ | 3.91 | |
2Q 2024 | |
| 140,959 | | |
| 1,318,317 | | |
$ | 82.76 | | |
$ | 3.83 | |
3Q 2024 | |
| 142,508 | | |
| 1,328,940 | | |
$ | 76.88 | | |
$ | 3.96 | |
4Q 2024 | |
| 141,588 | | |
| 1,332,712 | | |
$ | 74.60 | | |
$ | 4.19 | |
1Q 2025 | |
| 140,400 | | |
| 1,289,520 | | |
$ | 71.55 | | |
$ | 4.32 | |
2Q 2025 | |
| 140,686 | | |
| 1,310,127 | | |
$ | 67.64 | | |
$ | 3.52 | |
3Q 2025 | |
| 136,068 | | |
| 1,261,964 | | |
$ | 74.20 | | |
$ | 3.74 | |
Kimbell Royalty Partners, LP – News Release
Page 5
Company Boosts Q4 2023 Production Guidance
Below is Kimbell's updated guidance for Q4 2023. The guidance for Q4
2023 reflects a full quarter of production and operating statistics from the Acquired Production:
| |
Kimbell Royalty |
|
| |
Partners LP |
|
Q4 2023 | |
| |
| |
|
|
Net Production - Mboe/d (6:1) | |
22.5 | |
- | |
24.3 |
|
Oil Production - % of Net Production | |
32% | |
- | |
36% |
|
Natural Gas Production - % of Net Production | |
48% | |
- | |
52% |
|
Natural Gas Liquids Production - % of Net Production | |
14% | |
- | |
18% |
|
| |
| |
| |
|
|
Unit Costs ($/boe) | |
| |
| |
|
|
Marketing and other deductions | |
$1.60 | |
- | |
$2.40 |
|
Depreciation and depletion expense | |
$10.00 | |
- | |
$14.00 |
|
G&A | |
| |
| |
|
|
Cash G&A | |
$2.40 | |
- | |
$2.60 |
|
Non-Cash G&A | |
$1.40 | |
- | |
$1.80 |
|
Production and ad valorem taxes - % of Oil, Natural Gas and NGL Revenues | |
7.0% | |
- | |
9.0% |
|
| |
| |
| |
|
|
Payout Ratio (1) | |
| |
75% | |
|
|
(1)
The Company intends to pay out 75% of its projected cash available for distribution in quarterly distributions and utilize 25% of projected
cash available for distribution to pay down a portion of the outstanding borrowings under its secured revolving credit facility each
quarter.
Conference Call
Kimbell
Royalty Partners will host a conference call and webcast today at 10:00 a.m. Central Time (11:00 a.m. Eastern Time) to discuss
third quarter 2023 results. To access the call live by phone, dial 201-389-0869 and ask for the Kimbell Royalty Partners call at least
10 minutes prior to the start time. A telephonic replay will be available through November 9, 2023 by dialing 201-612-7415 and using
the conference ID 13735461#. A webcast of the call will also be available live and for later replay on Kimbell’s website at
http://kimbellrp.investorroom.com under the Events and Presentations tab.
Kimbell Royalty Partners, LP – News Release
Page 6
Presentation
On
November 2, 2023, Kimbell posted an updated investor presentation on its website. The presentation may be found at http://kimbellrp.investorroom.com
under the Events and Presentations tab. Information on Kimbell’s website does not constitute a portion of this news release.
About Kimbell Royalty Partners, LP
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 17 million gross acres in 28 states and in every major onshore basin in the continental United States, including ownership
in more than 127,000 gross wells with over 49,000 wells in the Permian Basin. To learn more, visit http://www.kimbellrp.com.
Forward-Looking Statements
This news release includes forward-looking
statements, in particular statements relating to Kimbell’s financial, operating and production results, production and other guidance
and prospects for growth, drilling inventory, identified locations and all other estimates and predictions resulting from Kimbell’s
portfolio review, the tax treatment of Kimbell's distributions, changes in Kimbell’s capital structure, future natural gas and other
commodity prices and changes to supply and demand for oil, natural gas and NGLs. These and other forward-looking statements involve risks
and uncertainties, including risks that the anticipated benefits of acquisitions are not realized and uncertainties relating to Kimbell’s
business, prospects for growth and acquisitions and the securities markets generally, as well as risks inherent in oil and natural gas
drilling and production activities, including risks with respect to potential declines in prices for oil and natural gas that could result
in downward revisions to the value of proved reserves or otherwise cause operators to delay or suspend planned drilling and completion
operations or reduce production levels, which would adversely impact cash flow, risks relating to the impairment of oil and natural gas
properties, risks relating to the availability of capital to fund drilling operations that can be adversely affected by adverse drilling
results, production declines and declines in oil and natural gas prices, risks relating to Kimbell’s ability to meet financial covenants
under its credit agreement or its ability to obtain amendments or waivers to effect such compliance, risks relating to Kimbell’s
hedging activities, risks of fire, explosion, blowouts, pipe failure, casing collapse, unusual or unexpected formation pressures, environmental
hazards, and other operating and production risks, which may temporarily or permanently reduce production or cause initial production
or test results to not be indicative of future well performance or delay the timing of sales or completion of drilling operations, risks
relating to delays in receipt of drilling permits, risks relating to unexpected adverse developments in the status of properties, risks
relating to borrowing base redeterminations by Kimbell’s lenders, risks relating to the absence or delay in receipt of government
approvals or third-party consents, risks relating to acquisitions, dispositions and drop downs of assets, risks relating to Kimbell's
ability to realize the anticipated benefits from and to integrate acquired assets, including the Acquired Production, risks relating to
tax matters, and other risks described in Kimbell's Annual Report on Form 10-K and other filings with the Securities and Exchange
Commission (the “SEC”), available at the SEC's website at www.sec.gov. 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 not intend to update these forward-looking statements to reflect events or circumstances occurring after this news release. When
considering these forward-looking statements, you should keep in mind the risk factors and other cautionary statements in Kimbell's filings
with the SEC.
Kimbell Royalty Partners, LP – News Release
Page 7
Contact:
Rick Black
Dennard Lascar Investor Relations
krp@dennardlascar.com
(713) 529-6600
– Financial statements follow –
Kimbell Royalty Partners, LP – News Release
Page 8
Kimbell Royalty Partners, LP
Condensed Consolidated Balance Sheet
(Unaudited, in thousands)
| |
September 30, | |
| |
2023 | |
Assets: | |
| | |
Current assets | |
| | |
Cash and cash equivalents | |
$ | 39,529 | |
Oil, natural gas and NGL receivables | |
| 61,320 | |
Derivative assets | |
| 1,489 | |
Accounts receivable and other current assets | |
| 2,856 | |
Total current assets | |
| 105,194 | |
Property and equipment, net | |
| 681 | |
Oil and natural gas properties | |
| | |
Oil and natural gas properties (full cost method) | |
| 2,048,160 | |
Less: accumulated depreciation, depletion and impairment | |
| (772,711 | ) |
Total oil and natural gas properties, net | |
| 1,275,449 | |
Right-of-use assets, net | |
| 2,274 | |
Derivative assets | |
| 135 | |
Loan origination costs, net | |
| 6,052 | |
Total assets | |
$ | 1,389,785 | |
Liabilities and unitholders' equity: | |
| | |
Current liabilities | |
| | |
Accounts payable | |
$ | 3,186 | |
Other current liabilities | |
| 10,541 | |
Derivative liabilities | |
| 1,418 | |
Total current liabilities | |
| 15,145 | |
Operating lease liabilities, excluding current portion | |
| 1,978 | |
Derivative liabilities | |
| 1,528 | |
Long-term debt | |
| 310,400 | |
Other liabilities | |
| 229 | |
Total liabilities | |
| 329,280 | |
Commitments and contingencies | |
| | |
Mezzanine equity: | |
| | |
Series A preferred units | |
| 314,029 | |
Kimbell Royalty Partners, LP unitholders' equity: | |
| | |
Common units | |
| 695,096 | |
Class B units | |
| 1,042 | |
Total Kimbell Royalty Partners, LP unitholders' equity | |
| 696,138 | |
Non-controlling interest in OpCo | |
| 50,338 | |
Total unitholders' equity | |
| 746,476 | |
Total liabilities, mezzanine equity and unitholders' equity | |
$ | 1,389,785 | |
Kimbell Royalty Partners, LP – News Release
Page 9
Kimbell Royalty Partners, LP
Condensed Consolidated Statements of Operations
(Unaudited, in thousands, except per-unit data
and unit counts)
| |
Three Months Ended | | |
Three Months Ended | |
| |
September 30, 2023 | | |
September 30, 2022 | |
Revenue | |
| | | |
| | |
Oil, natural gas and NGL revenues | |
$ | 69,238 | | |
$ | 73,868 | |
Lease bonus and other income | |
| 2,543 | | |
| 172 | |
Loss on commodity derivative instruments, net | |
| (4,577 | ) | |
| (1,117 | ) |
Total revenues | |
| 67,204 | | |
| 72,923 | |
Costs and expenses | |
| | | |
| | |
Production and ad valorem taxes | |
| 4,986 | | |
| 4,519 | |
Depreciation and depletion expense | |
| 23,060 | | |
| 11,326 | |
Marketing and other deductions | |
| 3,509 | | |
| 3,068 | |
General and administrative expense | |
| 10,359 | | |
| 7,483 | |
Consolidated variable interest entities related: | |
| | | |
| | |
General and administrative expense | |
| — | | |
| 528 | |
Total costs and expenses | |
| 41,914 | | |
| 26,924 | |
Operating income | |
| 25,290 | | |
| 45,999 | |
Other income (expense) | |
| | | |
| | |
Equity income in affiliate | |
| — | | |
| 24 | |
Interest expense | |
| (6,681 | ) | |
| (3,668 | ) |
Other income | |
| — | | |
| 77 | |
Consolidated variable interest entities related: | |
| | | |
| | |
Interest earned on marketable securities in trust account | |
| — | | |
| 1,188 | |
Net income before income taxes | |
| 18,609 | | |
| 43,620 | |
Income tax expense (benefit) | |
| 128 | | |
| (225 | ) |
Net income | |
| 18,481 | | |
| 43,845 | |
Distribution and accretion on Series A preferred units | |
| (1,041 | ) | |
| — | |
Net income attributable to non-controlling interests | |
| (3,839 | ) | |
| (5,493 | ) |
Distributions on Class B units | |
| (21 | ) | |
| (8 | ) |
Net income attributable to common units of Kimbell Royalty Partners, LP | |
$ | 13,580 | | |
$ | 38,344 | |
| |
| | | |
| | |
Basic | |
$ | 0.20 | | |
$ | 0.69 | |
Diluted | |
$ | 0.19 | | |
$ | 0.59 | |
Weighted average number of common units outstanding | |
| | | |
| | |
Basic | |
| 68,540,786 | | |
| 55,434,641 | |
Diluted | |
| 94,969,077 | | |
| 65,543,412 | |
Kimbell Royalty Partners, LP – News Release
Page 10
Kimbell Royalty Partners, LP
Supplemental Schedules
NON-GAAP FINANCIAL MEASURES
Adjusted EBITDA, Cash
G&A and Cash G&A per Boe are used as supplemental non-GAAP financial measures by management and external users of Kimbell’s
financial statements, such as industry analysts, investors, lenders and rating agencies. Kimbell believes Adjusted EBITDA is useful
because it allows us to more effectively evaluate Kimbell’s operating performance and compare the results of Kimbell’s operations
period to period without regard to its financing methods or capital structure. In addition, management uses Adjusted EBITDA to evaluate
cash flow available to pay distributions to Kimbell’s unitholders. Kimbell defines Adjusted EBITDA as net income (loss), net
of depreciation and depletion expense, interest expense, income taxes, non-cash unit based compensation, loss on extinguishment of debt,
unrealized gains and losses on derivative instruments, cash distribution from affiliate, equity income (loss) in affiliate, gains and
losses on sales of assets and operational impacts of variable interest entities, which include general and administrative expense and
interest income. Adjusted EBITDA is not a measure of net income (loss) or net cash provided by operating activities as determined
by GAAP. Kimbell excludes the items listed above from net income (loss) in arriving at Adjusted EBITDA because these amounts can
vary substantially from company to company within Kimbell’s industry depending upon accounting methods and book values of assets,
capital structures and the method by which the assets were acquired. Certain items excluded from Adjusted EBITDA are significant
components in understanding and assessing a company's financial performance, such as a company's cost of capital and tax structure, as
well as historic costs of depreciable assets, none of which are components of Adjusted EBITDA. Adjusted EBITDA should not be considered
an alternative to net income, oil, natural gas and natural gas liquids revenues, net cash provided by operating activities or any other
measure of financial performance or liquidity presented in accordance with GAAP. Kimbell’s computations of Adjusted EBITDA
may not be comparable to other similarly titled measures of other companies. Kimbell expects that cash available for distribution
for each quarter will generally equal its Adjusted EBITDA for the quarter, less cash needed for debt service and other contractual obligations,
tax obligations, and fixed charges and reserves for future operating or capital needs that the Board of Directors may determine is appropriate.
Kimbell believes Cash
G&A and Cash G&A per Boe are useful metrics because they isolate cash costs within overall G&A expense and measure cash costs
relative to overall production, which is a widely utilized metric to evaluate operational performance within the energy sector. Cash G&A
is defined as general and administrative expenses less unit-based compensation expense. Cash G&A per Boe is defined as Cash G&A
divided by total production for a period. Cash G&A should not be considered an alternative to G&A expense presented in accordance
with GAAP. Kimbell’s computations of Cash G&A and Cash G&A per Boe may not be comparable to other similarly titled measures
of other companies.
Kimbell Royalty Partners, LP – News Release
Page 11
Kimbell Royalty Partners, LP
Supplemental Schedules
(Unaudited, in thousands)
| |
Three Months Ended | | |
Three Months Ended | |
| |
September 30, 2023 | | |
September 30, 2022 | |
Reconciliation of net cash provided by operating
activities to Adjusted EBITDA and cash available for distribution | |
| | | |
| | |
Net cash provided by operating activities | |
$ | 36,387 | | |
$ | 51,550 | |
Interest expense | |
| 6,681 | | |
| 3,668 | |
Income tax expense (benefit) | |
| 128 | | |
| (225 | ) |
Amortization of right-of-use assets | |
| (84 | ) | |
| (81 | ) |
Amortization of loan origination costs | |
| (405 | ) | |
| (480 | ) |
Equity income in affiliate | |
| — | | |
| 24 | |
Unit-based compensation | |
| (3,326 | ) | |
| (2,982 | ) |
(Loss) gain on derivative instruments, net of settlements | |
| (4,098 | ) | |
| 13,388 | |
Changes in operating assets and liabilities: | |
| | | |
| | |
Oil, natural gas and NGL revenues receivable | |
| 16,314 | | |
| (7,208 | ) |
Accounts receivable and other current assets | |
| (280 | ) | |
| 450 | |
Accounts payable | |
| (855 | ) | |
| 678 | |
Other current liabilities | |
| (2,200 | ) | |
| (1,240 | ) |
Operating lease liabilities | |
| 88 | | |
| 82 | |
Consolidated variable interest entities related: | |
| | | |
| | |
Interest earned on marketable securities in Trust Account | |
| — | | |
| 1,188 | |
Other assets and liabilities | |
| — | | |
| (198 | ) |
Consolidated EBITDA | |
$ | 48,350 | | |
$ | 58,614 | |
Add: | |
| | | |
| | |
Unit-based compensation | |
| 3,326 | | |
| 2,982 | |
Loss (gain) on derivative instruments, net of settlements | |
| 4,098 | | |
| (13,388 | ) |
Equity income in affiliate | |
| — | | |
| (24 | ) |
Consolidated variable interest entities related: | |
| | | |
| | |
Interest earned on marketable securities in Trust Account | |
| — | | |
| (1,188 | ) |
General and administrative expense | |
| — | | |
| 528 | |
Consolidated Adjusted EBITDA | |
$ | 55,774 | | |
$ | 47,524 | |
Adjusted EBITDA attributable to non-controlling interest | |
| (12,279 | ) | |
| (5,954 | ) |
Adjusted EBITDA attributable to Kimbell Royalty Partners, LP | |
$ | 43,495 | | |
$ | 41,570 | |
| |
| | | |
| | |
Adjustments to reconcile Adjusted EBITDA to cash
available for distribution | |
| | | |
| | |
Less: | |
| | | |
| | |
Cash interest expense | |
| 4,645 | | |
| 2,624 | |
Cash distributions on Series A preferred units | |
| 750 | | |
| — | |
Cash income tax expense | |
| — | | |
| 1,024 | |
Distributions on Class B units | |
| 21 | | |
| 8 | |
Cash available for distribution on common units | |
$ | 38,079 | | |
$ | 37,914 | |
Kimbell Royalty Partners, LP – News Release
Page 12
Kimbell Royalty Partners, LP
Supplemental Schedules
(Unaudited, in thousands, except for per-unit
data and unit counts)
| |
Three Months Ended | |
| |
September 30, 2023 | |
Net income | |
$ | 18,481 | |
Depreciation and depletion expense | |
| 23,060 | |
Interest expense | |
| 6,681 | |
Income tax expense | |
| 128 | |
Consolidated EBITDA | |
$ | 48,350 | |
Unit-based compensation | |
| 3,326 | |
Loss on derivative instruments, net of settlements | |
| 4,098 | |
Consolidated Adjusted EBITDA | |
$ | 55,774 | |
Adjusted EBITDA attributable to non-controlling interest | |
| (12,279 | ) |
Adjusted EBITDA attributable to Kimbell Royalty Partners, LP | |
$ | 43,495 | |
| |
| | |
Adjustments to reconcile Adjusted EBITDA to cash
available for distribution | |
| | |
Less: | |
| | |
Cash interest expense | |
| 4,645 | |
Cash distributions on Series A preferred units | |
| 750 | |
Distributions on Class B units | |
| 21 | |
Cash available for distribution on common units | |
$ | 38,079 | |
| |
| | |
Common units outstanding on September 30, 2023 | |
| 73,851,458 | |
| |
| | |
Cash available for distribution per common unit outstanding | |
$ | 0.52 | |
| |
| | |
Common units outstanding on November 13, 2023 Record Date | |
| 73,851,458 | |
| |
| | |
Third quarter 2023 distribution declared (1) | |
$ | 0.51 | |
(1) The difference between the declared distribution and the cash available for distribution is primarily attributable to Kimbell allocating 25% of cash available for distribution to pay outstanding borrowings under its secured revolving credit facility. Additionally, Kimbell utilized approximately $12.4 million of cash flows received from the Q3 2023 Acquired Production after the effective date of June 1, 2023, but prior to the closing date of September 13, 2023, to pay outstanding borrowings under its credit facility and to distribute the additional cash flows to common unitholders. Revenues, production and other financial and operating results from the Q3 2023 acquisition are reflected in Kimbell's condensed consolidated financial statements from September 13, 2023 onward.
Kimbell Royalty Partners, LP – News Release
Page 13
Kimbell Royalty Partners, LP
Supplemental Schedules
(Unaudited, in thousands, except for per-unit
data and unit counts)
| |
Three Months Ended | |
| |
September 30, 2022 | |
Net income | |
$ | 43,845 | |
Depreciation and depletion expense | |
| 11,326 | |
Interest expense | |
| 3,668 | |
Income tax benefit | |
| (225 | ) |
Consolidated EBITDA | |
$ | 58,614 | |
Unit-based compensation | |
| 2,982 | |
Gain on derivative instruments, net of settlements | |
| (13,388 | ) |
Equity income in affiliate | |
| (24 | ) |
Consolidated variable interest entities related: | |
| | |
Interest earned on marketable securities in Trust Account | |
| (1,188 | ) |
General and administrative expense | |
| 528 | |
Consolidated Adjusted EBITDA | |
$ | 47,524 | |
Adjusted EBITDA attributable to non-controlling interest | |
| (5,954 | ) |
Adjusted EBITDA attributable to Kimbell Royalty Partners, LP | |
$ | 41,570 | |
| |
| | |
Adjustments to reconcile Adjusted EBITDA to cash
available for distribution | |
| | |
Less: | |
| | |
Cash interest expense | |
| 2,624 | |
Cash income tax expense | |
| 1,024 | |
Distributions on Class B units | |
| 8 | |
Cash available for distribution on common units | |
$ | 37,914 | |
| |
| | |
Common units outstanding on September 30, 2022 | |
| 57,331,833 | |
| |
| | |
Cash available for distribution per common unit outstanding | |
$ | 0.66 | |
| |
| | |
Common units outstanding on November 14, 2022 Record Date | |
| 57,331,833 | |
| |
| | |
Third quarter 2022 distribution declared (1) | |
$ | 0.49 | |
(1) The difference between the declared distribution and the cash available for distribution is primarily attributable to Kimbell allocating 25% of cash available for distribution to pay outstanding borrowings under its revolving credit facility.
Kimbell Royalty Partners, LP – News Release
Page 14
Kimbell Royalty Partners, LP
Supplemental Schedules
(Unaudited, in thousands)
| |
Three Months Ended | |
| |
September 30, 2023 | |
Net income | |
$ | 18,481 | |
Depreciation and depletion expense | |
| 23,060 | |
Interest expense | |
| 6,681 | |
Income tax expense | |
| 128 | |
Consolidated EBITDA | |
$ | 48,350 | |
Unit-based compensation | |
| 3,326 | |
Loss on derivative instruments, net of settlements | |
| 4,098 | |
Consolidated Adjusted EBITDA | |
$ | 55,774 | |
| |
| | |
Q4 2022 - Q2 2023 Consolidated Adjusted EBITDA (1) | |
| 232,565 | |
Trailing Twelve Month Consolidated Adjusted EBITDA | |
$ | 288,339 | |
| |
| | |
Long-term debt (as of 9/30/23) | |
| 310,400 | |
Cash and cash equivalents (as of 9/30/23) | |
| (39,529 | ) |
Net debt (as of 9/30/23) | |
$ | 270,871 | |
| |
| | |
Net Debt to Trailing Twelve Month Consolidated Adjusted EBITDA | |
| 0.9 | x |
(1) Consolidated Adjusted EBITDA for each of the quarters ended December 31, 2022, March 31, 2023 and June 30, 2023 was previously reported in a news release relating to the applicable quarter, and the reconciliation of net income to consolidated Adjusted EBITDA for each quarter is included in the applicable news release. This also includes the trailing twelve months pro forma results from the Q4 2022 acquisition that closed in December 2022, the Q2 2023 acquisition that closed in May 2023 and the Q3 2023 acquisition that closed in September 2023 in accordance with Kimbell's secured revolving credit facility.
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