MorningStar Partners (TXO) 10-Q 6 Aug 24 2024 Q2 Quarterly report Financial data

Cover

Cover - shares	6 Months Ended
	Jun. 30, 2024	Aug. 06, 2024
Cover [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Jun. 30, 2024
Document Transition Report	false
Entity File Number	001-04321
Entity Registrant Name	TXO Partners, L.P.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	32-0368858
Entity Address, Address Line One	400 West 7th Street
Entity Address, City or Town	Fort Worth
Entity Address, State or Province	TX
Entity Address, Postal Zip Code	76102
City Area Code	817
Local Phone Number	334-7800
Title of 12(b) Security	Common Units
Trading Symbol	TXO
Security Exchange Name	NYSE
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		38,413,332
Entity Central Index Key	0001559432
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2024
Document Fiscal Period Focus	Q2
Amendment Flag	false

Consolidated Balance Sheets

Consolidated Balance Sheets - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023
Current Assets:
Cash and cash equivalents	$ 75,999	$ 4,505
Accounts receivable, net	28,509	32,226
Derivative fair value	0	6,052
Other	12,515	12,406
Total Current Assets	117,023	55,189
Property and Equipment, at cost – successful efforts method:
Proved properties	1,578,274	1,540,105
Unproved properties	18,648	18,479
Other	84,574	83,854
Total Property and Equipment	1,681,496	1,642,438
Accumulated depreciation, depletion and amortization	(1,033,940)	(1,013,115)
Net Property and Equipment	647,556	629,323
Other Assets:
Note receivable from related party	7,131	7,131
Other	2,809	3,970
Total Other Assets	9,940	11,101
TOTAL ASSETS	774,519	695,613
Current Liabilities:
Accounts payable	8,829	8,598
Accrued liabilities	22,926	23,362
Derivative fair value	991	4,045
Asset retirement obligation, current portion	1,750	1,750
Other current liabilities	1,346	1,361
Total Current Liabilities	35,842	39,116
Long-term Debt	7,100	28,100
Other Liabilities:
Asset retirement obligation	157,294	152,222
Other liabilities	1,495	2,377
Total Other Liabilities	158,789	154,599
Commitments and Contingencies
Partners’ Capital:
Partners’ capital	572,788	473,798
TOTAL LIABILITIES AND PARTNERS’ CAPITAL	$ 774,519	$ 695,613

Consolidated Statements of Oper

Consolidated Statements of Operations (Unaudited) - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Total Revenues	$ 57,308	$ 60,472	$ 124,747	$ 218,871
EXPENSES
Production	36,439	39,357	69,522	74,681
Exploration	71	16	194	83
Taxes, transportation and other	13,201	15,088	28,774	43,991
Depreciation, depletion and amortization	10,332	11,543	20,849	22,481
Accretion of discount in asset retirement obligation	2,781	2,159	5,565	4,277
General and administrative	4,591	1,084	7,245	3,306
Total Expenses	67,415	69,247	132,149	148,819
OPERATING INCOME (LOSS)	(10,107)	(8,775)	(7,402)	70,052
OTHER INCOME (EXPENSE)
Other income	13,842	6,720	22,255	13,034
Interest income	122	127	247	234
Interest expense	(1,049)	(618)	(2,025)	(2,057)
Total Other Income	12,915	6,229	20,477	11,211
NET INCOME (LOSS)	$ 2,808	$ (2,546)	$ 13,075	$ 81,263
NET INCOME (LOSS) PER COMMON UNIT
Basic (in dollars per share)	$ 0.09	$ (0.08)	$ 0.42	$ 2.73
Diluted (in dollars per share)	$ 0.09	$ (0.08)	$ 0.41	$ 2.68
WEIGHTED AVERAGE COMMON UNITS OUTSTANDING
Basic (in shares)	31,153	30,750	30,976	29,772
Diluted (in shares)	31,708	30,750	31,567	30,313
Oil and condensate
Total Revenues	$ 42,799	$ 47,691	$ 80,833	$ 97,312
Natural gas liquids
Total Revenues	6,670	7,033	13,172	16,156
Gas
Total Revenues	$ 7,839	$ 5,748	$ 30,742	$ 105,403

Consolidated Statements of Cash

Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands		6 Months Ended
		Jun. 30, 2024	Jun. 30, 2023
OPERATING ACTIVITIES
Net income		$ 13,075	$ 81,263
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation, depletion and amortization		20,849	22,481
Accretion of discount in asset retirement obligation		5,565	4,277
Derivative fair value (gain) loss		726	(8,235)
Net cash received from (paid to) counterparties		2,272	(78,194)
Non-cash incentive compensation		2,973	1,591
Other non-cash items		483	360
Changes in operating assets and liabilities	[1]	2,139	12,010
Cash Provided by Operating Activities		48,082	35,553
INVESTING ACTIVITIES
Proceeds from sale of property and equipment		5	0
Proved property acquisitions		(29,400)	(6,105)
Development costs		(8,198)	(21,196)
Unproved property acquisitions		(169)	(60)
Other property and asset additions		(720)	(1,222)
Cash Used by Investing Activities		(38,482)	(28,583)
FINANCING ACTIVITIES
Proceeds from long-term debt		61,000	48,000
Payments on long-term debt		(82,000)	(147,000)
Net proceeds from public offering		122,500	0
Net proceeds from initial public offering		0	106,277
Proceeds from sale of units to cover withholding taxes		930	0
Withholding taxes paid on vesting of restricted units		(851)	0
Debt issuance costs		(48)	(110)
Distributions		(39,637)	(18,901)
Cash Provided by (Used by) Financing Activities		61,894	(11,734)
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS		71,494	(4,764)
Cash and Cash Equivalents, beginning of period		4,505	9,204
Cash and Cash Equivalents, end of period		75,999	4,440
Changes in Operating Assets and Liabilities
Accounts receivable		3,628	21,834
Other current assets		(124)	903
Current liabilities		(805)	(10,059)
Other operating liabilities		(560)	(668)
Changes in operating assets and liabilities	[1]	$ (2,139)	$ (12,010)
[1] (a) Changes in Operating Assets and Liabilities Accounts receivable $ 21,834 $ (24,461) Other current assets 903 (2,081) Aid-in-construction — 238 Current liabilities (10,059) 20,879 Other operating liabilities (668) (170) $ 12,010 $ (5,595)

Consolidated Statements of Memb

Consolidated Statements of Members’ Equity (Unaudited) - USD ($) shares in Thousands, $ in Thousands	Total	Common Stock
Balance at beginning of period (in units) at Dec. 31, 2022		14,356
Balance at beginning of period at Dec. 31, 2022		$ 315,463
Increase (Decrease) in Partners' Capital [Roll Forward]
Net income	$ 81,263	$ 81,263
Net proceeds from sale of units (in units)		5,750
Net proceeds from initial public offering		$ 102,540
Expensing of unit awards		1,591
Distributions to unitholders		$ (18,901)
Conversion of Series 5 preferred to Common equity (in units)		10,644
Conversion of Series 5 preferred to Common equity		$ 206,074
Balance at end of period (in units) at Jun. 30, 2023		30,750
Balance at end of period at Jun. 30, 2023		$ 688,030
Balance at beginning of period (in units) at Mar. 31, 2023		30,750
Balance at beginning of period at Mar. 31, 2023		$ 708,525
Increase (Decrease) in Partners' Capital [Roll Forward]
Net income	(2,546)	(2,546)
Expensing of unit awards		952
Distributions to unitholders		$ (18,901)
Balance at end of period (in units) at Jun. 30, 2023		30,750
Balance at end of period at Jun. 30, 2023		$ 688,030
Balance at beginning of period (in units) at Dec. 31, 2023		30,750
Balance at beginning of period at Dec. 31, 2023	473,798	$ 473,798
Increase (Decrease) in Partners' Capital [Roll Forward]
Net income	13,075	$ 13,075
Net proceeds from sale of units (in units)		6,500
Net proceeds from initial public offering		$ 122,500
Proceeds from sale of units to cover withholding taxes (in units)		188
Proceeds from sale of units to cover withholding taxes		$ 930
Withholding taxes paid on vesting of restricted units		(851)
Expensing of unit awards		2,973
Distributions to unitholders		$ (39,637)
Balance at end of period (in units) at Jun. 30, 2024		37,438
Balance at end of period at Jun. 30, 2024	572,788	$ 572,788
Balance at beginning of period (in units) at Mar. 31, 2024		30,938
Balance at beginning of period at Mar. 31, 2024		$ 465,731
Increase (Decrease) in Partners' Capital [Roll Forward]
Net income	2,808	$ 2,808
Net proceeds from sale of units (in units)		6,500
Net proceeds from initial public offering		$ 122,500
Proceeds from sale of units to cover withholding taxes		103
Expensing of unit awards		1,832
Distributions to unitholders		$ (20,186)
Balance at end of period (in units) at Jun. 30, 2024		37,438
Balance at end of period at Jun. 30, 2024	$ 572,788	$ 572,788

Organization and Summary of Sig

Organization and Summary of Significant Accounting Policies	6 Months Ended
	Jun. 30, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Organization and Summary of Significant Accounting Policies	Organization and Summary of Significant Accounting Policies TXO Partners, L.P. (TXO Partners or the Partnership) is an independent oil and gas company that was formed as a Delaware limited partnership in January 2012 (with an effective inception of operations at January 18, 2012). The operations of TXO Partners are governed by the provisions of the partnership agreement, as amended, executed by the general partner, TXO Partners GP, LLC (the General Partner) and the limited partners. The General Partner is the manager and operator of TXO Partners. The General Partner is managed by the board of directors and executive officers of our General Partner. The members of the board of directors of our General Partner are appointed by MorningStar Oil & Gas, LLC (“MSOG”), as the sole member of our General Partner. TXO Partners will remain in existence unless and until dissolved in accordance with the terms of the partnership agreement. TXO Partners’ assets include its investment in an unincorporated joint venture, Cross Timbers Energy, LLC (“Cross Timbers Energy”). TXO Partners owns 50% of Cross Timbers Energy, and TXO Partners is the manager of Cross Timbers Energy. Cross Timbers Energy is governed by a Member Management Committee (MMC) and is comprised of six representatives, three from each group, with each group having one voting member. All matters that come before the MMC require the unanimous consent of the voting members. On the last day of each calendar quarter, Cross Timbers Energy distributes all excess cash to the members based on their ownership percentage of 50% each, except for earnings from the note receivable which is owned 5% by TXO Partners. Cross Timbers Energy’s properties are located primarily in the San Juan Basin of New Mexico and Colorado and the Permian Basin of West Texas and New Mexico. TXO Partners also has a wholly-owned subsidiary, MorningStar Operating LLC which owns oil and gas assets primarily in the San Juan Basin of New Mexico and Colorado and the Permian Basin of West Texas and New Mexico.

Basis of Presentation and Signi

Basis of Presentation and Significant Accounting Policies	6 Months Ended
	Jun. 30, 2024
Accounting Policies [Abstract]
Basis of Presentation and Significant Accounting Policies	Basis of Presentation and Significant Accounting Policies The consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“US GAAP”) and on the same basis as our audited financial statements as of December 31, 2023 included in our Annual Report on Form 10-K for the year ended December 31, 2023. The consolidated balance sheet as of June 30, 2024 and the consolidated statements of operations, members’ equity and cash flows for the periods presented herein are not audited but reflect all adjustments that are of a normal recurring nature and are necessary for a fair statement of results for the periods shown. Certain information and note disclosures normally included in annual financial statements have been omitted pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”). Because the consolidated interim financial statements do not include all of the information and notes required by US GAAP for a complete set of financial statements, they should be read in conjunction with the audited consolidated financial statements referred to above. The results and trends in these interim financial statements may not be indicative of results for the full year. Significant Accounting Policies For a complete description of TXO Partners’ significant accounting policies, see our annual audited consolidated financial statements included in our Annual Report on Form 10-K for the year ended December 31, 2023.

Related Party Transactions

Related Party Transactions	6 Months Ended
	Jun. 30, 2024
Related Party Transactions [Abstract]
Related Party Transactions	Related Party Transactions We earned management fees from Cross Timbers Energy of $1.3 million for the three months ended June 30, 2024 and $1.4 million for the three months ended June 30, 2023. We earned management fees from Cross Timbers Energy of $2.4 million for the six months ended June 30, 2024 and $2.8 million for the six months ended June 30, 2023.

Acquisitions

Acquisitions	6 Months Ended
	Jun. 30, 2024
Business Combinations [Abstract]
Acquisitions	Acquisitions In June 2024, we entered into a purchase agreement to purchase certain oil and gas assets from Eagle Mountain Energy Partners, which are located in the Elm Coulee field in Montana and the Russian Creek field in North Dakota which are part of the Greater Williston Basin, for cash consideration of $225.0 million and 2.5 million common units of TXO, subject to customary purchase price adjustments (the “EMEP Acquisition”). In connection with entering into the purchase agreement, we paid a deposit of $27.6 million. The EMEP Acquisition is expected to close during the third quarter of 2024 and is expected to be funded by a combination of cash on hand from the public offering (Note 12) and borrowings under our Credit Facility (Note 5). Additionally, in June 2024, we entered into a purchase agreement to purchase certain oil and gas assets from Kaiser-Francis Oil Company in the Russian Creek field in North Dakota for cash consideration of $18.2 million (the “KFOC Acquisition”). In connection with entering into the purchase agreement, we paid a deposit of $1.8 million. The KFOC Acquisition closed August 1, 2024. Our preliminary purchase price allocation included $19.8 million to proved properties and $1.6 million to asset retirement obligation. The KFOC Acquisition was funded by cash on hand from the public offering (Note 12).

Debt

Debt	6 Months Ended
	Jun. 30, 2024
Debt Disclosure [Abstract]
Debt	Debt (in thousands) June 30, December 31, Credit Facility, —% at June 30, 2024 and 8.6% at December 31, 2023 $ — $ 21,000 September 2016 Loan, 8.7% at June 30, 2024 and 8.7% at December 31, 2023 $ 7,100 $ 7,100 Total Long-term Debt $ 7,100 $ 28,100 November 2021 Credit Facility On November 1, 2021, we entered into a four-year, $165 million senior secured credit facility (the “Credit Facility”) with certain commercial banks, as the lenders, and JPMorgan Chase Bank, N.A., as the administrative agent. We use the Credit Facility for general corporate purposes, and it has a maturity date of November 1, 2025. On May 17, 2024, the lenders under the Credit Facility agreed to reaffirm our borrowing base of $165 million. In connection with the Credit Facility, we incurred financing fees and expenses of approximately $3.0 million as of June 30, 2024 and $3.0 million as of December 31, 2023 before accumulated amortization of $1.9 million as of June 30, 2024 and $1.5 million as of December 31, 2023. These costs are being amortized over the life of the credit facility. Such amortized expenses are recorded as interest expense on the statements of operations. Redeterminations of the borrowing base under the Credit Facility, are based primarily on reserve reports that reflect commodity prices at such time, and occur semi-annually, in March and September, as well as upon request by the lenders at their sole discretion, no more than once per six-month period. We also have the right to request up to two additional borrowing base redeterminations each year at our discretion. Significant declines in commodity prices may result in a decrease in the borrowing base. These borrowing base declines can be offset by any commodity price hedges we enter. Our obligations under the credit facility are secured by substantially all assets of the Partnership, including, without limitation, (i) our interest in the joint venture, (ii) all our deposit accounts, securities accounts, and commodities accounts, (iii) any receivables owed to us by Cross Timbers Energy and (iv) any oil and gas properties owned directly by TXO Partners or its wholly-owned subsidiaries. We are required to maintain (i) a current ratio greater than 1.0 to 1.0 and current assets shall include availability under the Credit Facility but shall exclude the fair value of derivative instruments and current liabilities shall exclude the fair value of derivative instruments and any advances under the Credit Facility and (ii) a ratio of total indebtedness to EBITDAX of not greater than 3.0 to 1.0. For purposes of the total net debt-to-EBITDAX ratio (“Leverage Ratio”), total net debt includes total debt for borrowed money (including capital leases and purchase money debt), minus unrestricted cash and cash equivalents on hand at such time (not exceeding $15.0 million in the aggregate), minus the unpaid balance of the FAM Loan. EBITDAX means sum of (i) net income plus interest expense; income taxes paid; depreciation, depletion and amortization; exploration expenses, including workover expenses; non-cash charges including unrealized losses on derivative instruments; and, any extraordinary or non-recurring charges, minus (ii) any extraordinary or non-recurring income and any non-cash income including unrealized gains on derivative instruments. Effective with the Second Amendment, our hedge requirements are based on availability under the Credit Facility and the Leverage Ratio. If the Leverage Ratio is greater than 0.75 to 1.00, we are required to hedge at l east 50% of reasonably anticipated projected production of proved developed producing reserves for the 24 months following the end of the most recent quarter. If the Leverage Ratio is less than 0.75 to 1.00 and availability under the Credit Facility is greater than 20% of the then current borrowing base, the minimum required hedge volume would be 35% for the 12 months following the end of the most recent quarter. If the Leverage Ratio is less than 0.50 to 1.00 and availability under the Credit Facility is greater than 66.7% of the then current borrowing base, there would be no minimum required hedge volume. Our Credit Facility prohibits us from hedging more than 90% of our reasonably projected production for any fiscal year. Under the terms of the Credit Facility as amended, we were in compliance with all of our debt covenants as of June 30, 2024 and December 31, 2023. Additionally, we believe we have adequate liquidity to continue as a going concern for at least the next twelve months from the date of this report. At our election, interest on borrowings under the Credit Facility is determined by reference to either the secured overnight financing rate (“SOFR”) plus an applicable margin between 3.00% and 4.00% per annum (depending on the then-current level of borrowings under the Credit Facility) or the alternate base rate (“ABR”) plus an applicable margin between 2.00% and 3.00% per annum (depending on the then-current level of borrowings under the Credit Facility). Interest is generally payable quarterly for loans bearing interest based on the ABR and at the end of the applicable interest period (either one, three or six months) for loans bearing interest at SOFR. We are required to pay a commitment fee to the lenders under the Credit Facility, which accrues at a rate per annum of 0.5% on the average daily unused amount of the lesser of: (i) the maximum commitment amount of the lenders and (ii) the then-effective borrowing base. September 2016 Loan On September 30, 2016, TXO Partners entered into an unsecured loan agreement with Cross Timbers Energy (the “FAM Loan”). The proceeds for the loan were taken from the cash held by the offshore subsidiary of Exxon Mobil Corporation and the loan was assigned to the offshore subsidiary (Note 5). The loan matures on January 31, 2026, but is automatically extended should the maturity date of the Credit Facility be extended. In all instances, this loan will mature ninety-one days after the maturity of the Credit Facility. Interest on the loan is the lesser of (a) London Interbank Offered Rate (“LIBOR”) plus three and one-quarter of one percent (3.25%) per annum, adjusted monthly or (b) the highest rate permitted by applicable law. Though the note is unsecured, we are required to stay in compliance with terms of the Credit Facility.

Note Receivable from Related Pa

Note Receivable from Related Party	6 Months Ended
	Jun. 30, 2024
Receivables [Abstract]
Note Receivable from Related Party	Note Receivable from Related Party As of June 30, 2024 and December 31, 2023, we, through our 5% ownership interest in investment assets at Cross Timbers Energy, had a note receivable totaling $7.1 million outstanding with a highly-rated, offshore subsidiary of Exxon Mobil Corporation. Under the terms of the agreement, there is no stated maturity date and Cross Timbers Energy may demand repayment of all or any portion of the outstanding balance on two business days’ notice. Interest is earned based on the one-month SOFR rate and is paid monthly. Interest income totaled $0.2 million in the first six months of 2024 and $0.2 million in the first six months of 2023. The note receivable is treated as a non-current asset, since Cross Timbers Energy does not have any intention of demanding repayment of all or any portion of the outstanding balance at this time. Repayment would require the approval of the Cross Timbers Energy MMC.

Asset Retirement Obligation

Asset Retirement Obligation	6 Months Ended
	Jun. 30, 2024
Asset Retirement Obligation Disclosure [Abstract]
Asset Retirement Obligation	Asset Retirement Obligation Our asset retirement obligation primarily represents the estimated present value of the amount we will incur to plug, abandon and remediate our proved producing properties at the end of their productive lives, in accordance with applicable state and federal laws. We determine our asset retirement obligation by calculating the present value of estimated cash flows related to the liability. The following is a summary of changes in TXO Partners’ asset retirement obligation activity for the six months ended June 30, 2024: (in thousands) Asset retirement obligation, January 1 $ 153,972 Liability incurred upon acquiring and drilling wells — Liability settled upon plugging and abandoning wells (493) Accretion of discount expense 5,565 Asset retirement obligation, June 30 159,044 Less current portion (1,750) Asset retirement obligation, long term $ 157,294

Commitments and Contingencies

Commitments and Contingencies	6 Months Ended
	Jun. 30, 2024
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Commitments and Contingencies From time to time, the Partnership is subject to various claims and legal actions arising in the ordinary course of business. In the opinion of management, the ultimate disposition of these matters will not have a material adverse effect on the Partnership. To date, our expenditures to comply with environmental and occupational health and safety laws and regulations have not been significant and are not expected to be significant in the future. However, new regulations, enforcement policies, claims for damages or other events could result in significant future costs.

Fair Value

Fair Value	6 Months Ended
	Jun. 30, 2024
Fair Value Disclosures [Abstract]
Fair Value	Fair Value We periodically use commodity-based and financial derivative contracts to manage exposures to commodity price. We do not hold or issue derivative financial instruments for speculative or trading purposes. We periodically enter into futures contracts, costless collars, energy swaps, swaptions and basis swaps to hedge our exposure to price fluctuations on crude oil, natural gas liquids and natural gas sales (Note 10). Fair Value of Financial Instruments Because of their short-term maturity, the fair value of cash and cash equivalents, accounts receivable and accounts payable approximates their carrying values at June 30, 2024 and December 31, 2023. The following are estimated fair values and carrying values of our other financial instruments at each of these dates: Asset (Liability) June 30, 2024 December 31, 2023 (in thousands) Carrying Fair Carrying Fair Note receivable from related party $ 7,131 $ 7,131 $ 7,131 $ 7,131 Long-term debt $ (7,100) $ (7,100) $ (28,100) $ (28,100) Derivative asset $ — $ — $ 6,052 $ 6,052 Derivative liability $ (991) $ (991) $ (4,045) $ (4,045) The fair value of our note receivable from related party approximates the carrying amount because the interest rate is based on current market interest rates and can be called upon two business days’ notice (Note 6). The fair value of our long-term debt approximates the carrying amount because the interest rate is reset periodically at then current market rates (Note 5). The fair value of our note receivable from related party (Note 6), derivative asset/(liability) (Note 10) and our long-term debt (Note 5) is measured using Level 2 inputs, and are determined by either market prices on an active market for similar assets or other market-corroborated prices. Counterparty credit risk is considered when determining the fair value of our note receivable and net derivative asset (liability). Since our counterparty is highly rated, the fair value of our note receivable from related party does not require an adjustment to account for the risk of nonperformance by the counterparty, however, an adjustment for counterparty credit risk has been applied to the net derivative asset (liability). The following table summarizes our fair value measurements and the level within the fair value hierarchy in which the fair value measurements fall. Fair Value Measurements June 30, 2024 December 31, 2023 (in thousands) Significant Significant Significant Significant Note receivable from related party $ 7,131 $ — $ 7,131 $ — Long-term debt $ (7,100) $ — $ (28,100) $ — Derivative asset $ — $ — $ 6,052 $ — Derivative liability $ (991) $ — $ (4,045) $ — Assets and Liabilities Measured at Fair Value on a Nonrecurring Basis Certain assets and liabilities are measured at fair value on a nonrecurring basis. These assets and liabilities are not measured at fair value on an ongoing basis but are subject to fair value adjustments whenever events or circumstances indicate that the carrying value of those assets may not be recoverable and are based upon Level 3 inputs. These assets and liabilities can include assets and liabilities acquired in a business combination, proved and unproved oil and natural gas properties, asset retirement obligations and other long-lived assets that are written down to fair value when they are impaired. Such fair value estimates require assumptions and judgments regarding the existence of liabilities, the amount and timing of cash outflows required to settle the liability, what constitutes adequate restoration, inflation factors, credit adjusted discount rates, and consideration of changes in legal, regulatory, environmental and political environments. We periodically review our long-lived assets to be held and used, including proved oil and natural gas properties, whenever events or circumstances indicate that the carrying value of those assets may not be recoverable. We review our oil and natural gas properties by asset group. The estimated future net cash flows are based upon the underlying reserves and anticipated future pricing. An impairment loss is recognized if the sum of the expected undiscounted future net cash flows is less than the carrying amount of the assets. If the estimated undiscounted future net cash flows are less than the carrying amount of a particular asset, the Partnership recognizes an impairment loss for the amount by which the carrying amount of the asset exceeds the estimated fair value of such assets. The fair value of the proved properties is measured based on the income approach, which incorporates a number of assumptions involving expectations of future product prices, which the Partnership bases on the forward-price curves, estimates of oil and gas reserves, estimates of future expected operating and capital costs and a risk adjusted discount rate of 10%. These inputs are categorized as Level 3 in the fair value hierarchy. Commodity Price Hedging Instruments We periodically enter into futures contracts, energy swaps, swaptions, costless collars and basis swaps to hedge our exposure to price fluctuations on crude oil, natural gas and natural gas liquids sales. When actual commodity prices exceed the fixed price provided by these contracts we pay this excess to the counterparty, and when the commodity prices are below the contractually provided fixed price, we receive this difference from the counterparty. See Note 10. The fair value of our derivatives contracts consists of the following: Asset Derivatives Liability Derivatives (in thousands) June 30, December 31, June 30, December 31, Derivatives not designated as hedging instruments: Crude oil futures and differential swaps $ — $ — $ — $ (3,163) Natural gas liquids futures $ — $ 477 $ — $ — Natural gas futures, collars and basis swaps $ — $ 5,575 $ (991) $ (882) Total $ — $ 6,052 $ (991) $ (4,045) Derivative fair value (gain) loss, included as part of the related revenue line on the consolidated income statements, comprises the following realized and unrealized components: Three Months Ended June 30, Six Months Ended (in thousands) 2024 2023 2024 2023 Net cash (received from) paid to counterparties $ (2,668) $ (2,244) $ (2,272) $ 78,194 Non-cash change in derivative fair value $ 2,340 $ 9,065 $ 2,998 $ (86,429) Derivative fair value (gain) loss $ (328) $ 6,821 $ 726 $ (8,235) Concentrations of Credit Risk Our receivables are from a diverse group of companies including major energy companies, pipeline companies, marketing companies, local distribution companies and end-users in various industries. Letters of credit or other appropriate security are obtained as considered necessary to limit risk of loss from the other companies. Including the bank that issued the letter of credit, we currently have greater concentrations of credit with several investment-grade (BBB- or better) rated companies.

Commodity Sales Commitments

Commodity Sales Commitments	6 Months Ended
	Jun. 30, 2024
Derivative Instruments and Hedging Activities Disclosure [Abstract]
Commodity Sales Commitments	Commodity Sales Commitments Our policy is to consider hedging a portion of our production at commodity prices the general partner deems attractive. While there is a risk we may not be able to realize the benefit of rising prices, the general partner may enter into hedging agreements because of the benefits of predictable, stable cash flows. We periodically enter futures contracts, energy swaps, swaptions and basis swaps to hedge our exposure to price fluctuations on crude oil, natural gas liquids and natural gas sales. When actual commodity prices exceed the fixed price provided by these contracts we pay this excess to the counterparty, and when the commodity prices are below the contractually provided fixed price, we receive this difference from the counterparty. We also enter costless price collars, which set a ceiling and floor price to hedge our exposure to price fluctuations on natural gas sales. When actual commodity prices exceed the ceiling price provided by these contracts we pay this excess to the counterparty, and when the commodity prices are below the floor price, we receive this difference from the counterparty. If the actual commodity price falls in between the ceiling and floor price, there is no cash settlement. Crude Oil Our crude oil futures contracts and sell basis swap agreements that effectively fixed prices on our oil production expired in June 2024. Net settlements on oil futures and sell basis swap contracts de creased oil revenues by $3.1 million in the three months ended June 30, 2024 and $0.7 million in the three months ended June 30, 2023. Net settlements on oil futures and sell basis swap contracts de creased oil revenues by $5.6 million in the six months ended June 30, 2024 and $2.1 million in the six months ended June 30, 2023. An unrealized gain in creased oil revenues by $3.4 million in the three months ended June 30, 2024 and $3.7 million in three months ended June 30, 2023. An unrealized gain in creased oil revenues by $3.2 million in the six months ended June 30, 2024 and $9.9 million in six months ended June 30, 2023. Natural Gas Liquids Our natural gas liquids futures contracts and swap agreements for ethane that effectively fixed prices on our natural gas liquids production expired in June 2024. Net settlements on NGL futures contracts in creased NGL revenues by $0.2 million in the three months ended June 30, 2024 and $0.3 million in the three months ended June 30, 2023. Net settlements on NGL futures contracts in creased NGL revenues by $0.5 million in the six months ended June 30, 2024 and $0.4 million in the six months ended June 30, 2023. An unrealized loss de creased NGL revenues by $0.3 million in the three months ended June 30, 2024 and $0.6 million in the three months ended June 30, 2023. An unrealized loss de creased NGL revenues by $0.5 million in the six months ended June 30, 2024 and an unrealized gain increased NGL revenues by $0.6 million in the six months ended June 30, 2023. Natural Gas Our natural gas futures contracts, swap agreements and collars that effectively fixed prices on our natural gas production expired in June 2024. The price we receive for our gas production is generally less than the NYMEX price because of adjustments for delivery location (“basis”), relative quality and other factors. We have entered sell basis swap agreements that effectively fix the basis adjustment for the San Juan Basin delivery location for the production and periods shown below. Production Period MMBtu per Day Weighted Average July 2024—December 2024 20,000 $ 0.25 _________________________________ (a) Reductions to NYMEX gas price for delivery location Net settlements on gas futures and sell basis swap contracts in creased gas revenues by $5.6 million in the three months ended June 30, 2024 and $2.7 million in the three months ended June 30, 2023. Net settlements on gas futures and sell basis swap contracts increased gas revenues by $7.4 million in the six months ended June 30, 2024 and decreased gas revenues by $76.5 million in the six months ended June 30, 2023. An unrealized loss to record the fair value of derivative contracts decreased gas revenues by $5.5 million in the three months ended June 30, 2024 and $12.1 million in the three months ended June 30, 2023. An unrealized loss to record the fair value of derivative contracts decreased gas revenues by $5.7 million in the six months ended June 30, 2024 and an unrealized gain increased gas revenues by $75.9 million in the six months ended June 30, 2023.

Earnings per Unit

Earnings per Unit	6 Months Ended
	Jun. 30, 2024
Earnings Per Share [Abstract]
Earnings per Unit	Earnings per Unit The following represents basic and diluted earnings (loss) per Common Unit for the three and six months ended June 30, 2024 and 2023 : (in thousands, except per unit data) Net income (loss) Units Income (loss) per Unit Three Months Ended June 30, 2024 Basic $ 2,808 31,153 $0.09 Dilutive effect of phantom units — 556 Diluted $ 2,808 31,708 $0.09 Three Months Ended June 30, 2023 Basic $ (2,546) 30,750 $(0.08) Dilutive effect of phantom units — — Diluted $ (2,546) 30,750 $(0.08) Six Months Ended June 30, 2024 Basic $ 13,075 30,976 $0.42 Dilutive effect of phantom units — 590 Diluted $ 13,075 31,567 $0.41 Six Months Ended June 30, 2023 Basic $ 81,263 29,772 $2.73 Dilutive effect of phantom units — 541 Diluted $ 81,263 30,313 $2.68

Partners_ Capital

Partners’ Capital	6 Months Ended
	Jun. 30, 2024
Equity [Abstract]
Partners’ Capital	Partners’ Capital On August 6, 2024, the board of directors of our general partner declared a cash distribution of $0.57 per common unit for the quarter ended June 30, 2024. The distribution will be paid on August 27, 2024, to unitholders of record on August 20, 2024 . On May 7, 2024, the board of directors of our general partner declared a cash distribution of $0.65 per common unit for the quarter ended March 31, 2024. The distribution was paid on May 29, 2024, to unitholders of record on May 20, 2024 . On March 05, 2024, the board of directors of our general partner declared a cash distribution of $0.58 per common unit for the quarter ended December 31, 2023. The distribution was paid on March 28, 2024 to unitholders of record on March 15, 2024 . On June 28, 2024, we completed an underwritten public offering for the sale of 6.5 million common units at a price of $20.00 per common unit resulting in estimated proceeds of $122.5 million net of estimated underwriting discounts, commissions and other costs (“the Offering”). We intend to use the net proceeds from the Offering to fund a portion of the cash consideration for the EMEP Acquisition and the KFOC Acquisition (together, the “Williston Acquisitions”) (Note 4). Pending the closing of the Williston Acquisitions, we used a portion of these proceeds to repay all outstanding borrowings under the Credit Facility (Note 5). On July 2, 2024, we completed the sale of an additional 975,000 common units at a price of $20.00 per common unit pursuant to the underwriter’s exercise in full of its option to purchase additional common units in the Offering, resulting in additional proceeds of approximately $18.5 million net of estimated underwriting discounts, commissions and other costs. We will use the estimated net proceeds to pay a portion of the cash consideration for the Williston Acquisitions .

Revenue from Contracts with Cus

Revenue from Contracts with Customers	6 Months Ended
	Jun. 30, 2024
Revenue from Contract with Customer [Abstract]
Revenue from Contracts with Customers	Revenue from Contracts with Customers The Partnership recognizes sales of oil, natural gas, and NGLs when it satisfies a performance obligation by transferring control of the product to a customer, in an amount that reflects the consideration to which the Partnership expects to be entitled in exchange for the product. As discussed in Note 10, the Partnership recognizes the impact of derivative gains and losses as a component of revenue. See table below for the reconciliation of revenue from contracts with customers and derivative gains and losses. Three Months Ended June 30, 2024 Oil and Natural gas Natural gas Total (in thousands) Revenue from customers $ 42,505 $ 6,706 $ 7,769 $ 56,980 Unrealized gain (loss) on derivatives 3,440 (273) (5,507) (2,340) Realized gain (loss) on derivatives (3,146) 237 5,577 2,668 Total revenues $ 42,799 $ 6,670 $ 7,839 $ 57,308 Three Months Ended June 30, 2023 Oil and Natural gas Natural gas Total (in thousands) Revenue from customers $ 44,783 $ 7,322 $ 15,188 $ 67,293 Unrealized gain (loss) on derivatives 3,658 (600) (12,123) (9,065) Realized gain (loss) on derivatives (750) 311 2,683 2,244 Total Revenues $ 47,691 $ 7,033 $ 5,748 $ 60,472 Six Months Ended June 30, 2024 Oil and Natural gas Natural gas Total (in thousands) Revenue from customers $ 83,309 $ 13,176 $ 28,988 $ 125,473 Unrealized gain (loss) on derivatives 3,163 (477) (5,684) (2,998) Realized gain (loss) on derivatives $ (5,639) $ 473 $ 7,438 $ 2,272 Total revenues $ 80,833 $ 13,172 $ 30,742 $ 124,747 Six Months Ended June 30, 2023 Oil and Natural gas Natural gas Total (in thousands) Revenue from customers $ 89,482 $ 15,137 $ 106,017 $ 210,636 Unrealized gain (loss) on derivatives 9,896 622 75,911 86,429 Realized gain (loss) on derivatives (2,066) 397 (76,525) (78,194) Total revenues $ 97,312 $ 16,156 $ 105,403 $ 218,871 Natural Gas and NGL Sales Under our natural gas processing contracts, we deliver natural gas to a midstream processing entity at the wellhead or at the inlet of a facility. The midstream provider gathers and processes the product, and both the residue gas and the resulting natural gas liquids are sold at the tailgate of the plant. The Partnership’s natural gas production is primarily sold under market-sensitive contracts that are typically priced at a differential to the published natural gas index price for the producing area due to the natural gas quality and the proximity to the market. We evaluated these arrangements and determined that control of the products transfers at the tailgate of the plant, meaning that the Partnership is the principal, and the third-party purchaser is its customer. As such, we present the gas and NGL sales on a gross basis and the related gathering and processing costs as a component of taxes, transportation, and other on the statement of operations. Oil and Condensate Sales Oil production is sold at the wellhead under market-sensitive contracts at an index price, net of pricing differentials. The Partnership recognizes revenue when control transfers to the purchaser at the wellhead at the net price received from the customer. Production imbalances The Partnership uses the sales method to account for production imbalances. If the Partnership’s sales volumes for a well exceed the Partnership’s proportionate share of production from the well, a liability is recognized to the extent that the Partnership’s share of estimated remaining recoverable reserves from the well is insufficient to satisfy the imbalance. No receivables are recorded for those wells on which the Partnership has taken less than its proportionate share of production. Contract Balances Under the Partnership’s product sales contracts, its customers are invoiced once the Partnership’s performance obligations have been satisfied, at which point payment is unconditional. Accordingly, the Partnership’s product sales contracts do not give rise to contract assets or contract liabilities. Performance Obligations The majority of the Partnership’s sales are short-term in nature with a contract term of one year or less. For those contracts, the Partnership has utilized the practical expedient in ASC 606-10-50-14 exempting the Partnership from disclosures of the transaction price allocated to remaining performance obligations if the performance obligation is part of a contract that has an original duration of one year or less. For the Partnership’s product sales that have a contract term greater than one year, the Partnership has utilized the practical expedient in ASC 606-10-50-14(a), which states the Partnership is not required to disclose the transaction price allocated to remaining performance obligations if the variable consideration is allocated entirely to a wholly unsatisfied performance obligation. Under these contracts, each unit of product generally represents a separate performance obligation; therefore, future volumes are wholly unsatisfied, and disclosure of the transaction price allocated to remaining performance obligation is not required.

Employee Benefit Plans

Employee Benefit Plans	6 Months Ended
	Jun. 30, 2024
Share-Based Payment Arrangement [Abstract]
Employee Benefit Plans	Employee Benefit Plans In January 2024, the compensation committee approved grants of 208,875 time-vesting phantom units with distribution equivalent rights to the non-employee directors, officers and certain key employees. These phantom units will vest ratably over a three-year period for the officers and key employees and will fully vest on the one-year anniversary of the grant for the non-employee directors. The phantom units will be settled in common units and distribution equivalents will be paid to holders of outstanding phantom units, including unvested phantom units. Additionally, in January 2024, the compensation committee approved grants of 159,475 performance-vesting phantom units to the officers and certain key employees. These performance-based phantom units will be earned based on the Company’s performance during the 2024 calendar year according to certain performance objectives and will vest in one-half increments on January 31, 2026 and January 31, 2027. Prior to determination of the achievement of the performance objectives, distribution equivalent rights will be paid according to the target number of phantom units grants; following determination of the number of earned phantom units based on achievement of the performance objectives, distribution equivalent rights will be paid according to the number of earned phantom units. The phantom units will be settled in common units and distribution equivalents will be paid to holders of outstanding phantom units, including unvested phantom units. The following summarizes the status of nonvested phantom units as of June 30, 2024: (in thousands, except per unit amounts) Weighted Average Grant Date Fair Value Number of Units Nonvested at January 1, 2024 $ 20.00 535,000 Grants $ 18.62 208,875 Vestings $ 20.00 (188,332) Nonvested at June 30, 2024 $ 19.48 555,543 We recognized compensation expense related to these grants of $3.0 million for the six months ended June 30, 2024 and $1.6 million for the six months ended June 30, 2023. A s of June 30, 2024, we had total deferred compensation expense of $12.4 million. For these non-vested unit awards, we estimate that compensation expense for service periods after June 30, 2024 will be $3.2 million in 2024, $6.1 million in 2025, $2.9 million in 2026 and $0.2 million in 2027. The weighted average remaining vesting period is 1.9 years.

Accrued Liabilities

Accrued Liabilities	6 Months Ended
	Jun. 30, 2024
Payables and Accruals [Abstract]
Accrued Liabilities	Accrued Liabilities Accrued liabilities consist of the following at June 30, 2024 and December 31, 2023: June 30, December 31, Accrued production expenses $ 15,493 $ 17,443 Accrued severance taxes $ 1,834 $ 2,828 Accrued ad valorem taxes $ 1,813 $ 2,177 Accrued bonuses $ 2,432 $ — Accrued capital expenditures $ 1,276 $ 676 Other accrued liabilities $ 78 $ 238 Total accrued liabilities $ 22,926 $ 23,362

Supplemental Cash Flow Informat

Supplemental Cash Flow Information	6 Months Ended
	Jun. 30, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Supplemental Cash Flow Information	Supplemental Cash Flow Information Interest payments totaled $1.8 million for the six months ended June 30, 2024 and $1.7 million for the six months ended June 30, 2023. Income tax payments were $1.9 million during the six months ended June 30, 2024 and $1.1 million during the six months ended June 30, 2023.

Subsequent Events

Subsequent Events	6 Months Ended
	Jun. 30, 2024
Subsequent Events [Abstract]
Subsequent Events	Subsequent Events We have evaluated subsequent events through the date the financial statements were available to be issued. See Notes 4 and 12 .

Pay vs Performance Disclosure

Pay vs Performance Disclosure - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Pay vs Performance Disclosure
Net income	$ 2,808	$ (2,546)	$ 13,075	$ 81,263

Insider Trading Arrangements

Insider Trading Arrangements	3 Months Ended
	Jun. 30, 2024
Trading Arrangements, by Individual
Rule 10b5-1 Arrangement Adopted	false
Non-Rule 10b5-1 Arrangement Adopted	false
Rule 10b5-1 Arrangement Terminated	false
Non-Rule 10b5-1 Arrangement Terminated	false

Basis of Presentation and Sig_2

Basis of Presentation and Significant Accounting Policies (Policies)	6 Months Ended
	Jun. 30, 2024
Accounting Policies [Abstract]
Basis of Presentation	The consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“US GAAP”) and on the same basis as our audited financial statements as of December 31, 2023 included in our Annual Report on Form 10-K for the year ended December 31, 2023. The consolidated balance sheet as of June 30, 2024 and the consolidated statements of operations, members’ equity and cash flows for the periods presented herein are not audited but reflect all adjustments that are of a normal recurring nature and are necessary for a fair statement of results for the periods shown. Certain information and note disclosures normally included in annual financial statements have been omitted pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”). Because the consolidated interim financial statements do not include all of the information and notes required by US GAAP for a complete set of financial statements, they should be read in conjunction with the audited consolidated financial statements referred to above. The results and trends in these interim financial statements may not be indicative of results for the full year.
Revenue from Contracts with Customers	Natural Gas and NGL Sales Under our natural gas processing contracts, we deliver natural gas to a midstream processing entity at the wellhead or at the inlet of a facility. The midstream provider gathers and processes the product, and both the residue gas and the resulting natural gas liquids are sold at the tailgate of the plant. The Partnership’s natural gas production is primarily sold under market-sensitive contracts that are typically priced at a differential to the published natural gas index price for the producing area due to the natural gas quality and the proximity to the market. We evaluated these arrangements and determined that control of the products transfers at the tailgate of the plant, meaning that the Partnership is the principal, and the third-party purchaser is its customer. As such, we present the gas and NGL sales on a gross basis and the related gathering and processing costs as a component of taxes, transportation, and other on the statement of operations. Oil and Condensate Sales Oil production is sold at the wellhead under market-sensitive contracts at an index price, net of pricing differentials. The Partnership recognizes revenue when control transfers to the purchaser at the wellhead at the net price received from the customer. Production imbalances The Partnership uses the sales method to account for production imbalances. If the Partnership’s sales volumes for a well exceed the Partnership’s proportionate share of production from the well, a liability is recognized to the extent that the Partnership’s share of estimated remaining recoverable reserves from the well is insufficient to satisfy the imbalance. No receivables are recorded for those wells on which the Partnership has taken less than its proportionate share of production. Contract Balances Under the Partnership’s product sales contracts, its customers are invoiced once the Partnership’s performance obligations have been satisfied, at which point payment is unconditional. Accordingly, the Partnership’s product sales contracts do not give rise to contract assets or contract liabilities. Performance Obligations The majority of the Partnership’s sales are short-term in nature with a contract term of one year or less. For those contracts, the Partnership has utilized the practical expedient in ASC 606-10-50-14 exempting the Partnership from disclosures of the transaction price allocated to remaining performance obligations if the performance obligation is part of a contract that has an original duration of one year or less. For the Partnership’s product sales that have a contract term greater than one year, the Partnership has utilized the practical expedient in ASC 606-10-50-14(a), which states the Partnership is not required to disclose the transaction price allocated to remaining performance obligations if the variable consideration is allocated entirely to a wholly unsatisfied performance obligation. Under these contracts, each unit of product generally represents a separate performance obligation; therefore, future volumes are wholly unsatisfied, and disclosure of the transaction price allocated to remaining performance obligation is not required.

Debt (Tables)

Debt (Tables)	6 Months Ended
	Jun. 30, 2024
Debt Disclosure [Abstract]
Schedule of Long-Term Debt	(in thousands) June 30, December 31, Credit Facility, —% at June 30, 2024 and 8.6% at December 31, 2023 $ — $ 21,000 September 2016 Loan, 8.7% at June 30, 2024 and 8.7% at December 31, 2023 $ 7,100 $ 7,100 Total Long-term Debt $ 7,100 $ 28,100

Asset Retirement Obligation (Ta

Asset Retirement Obligation (Tables)	6 Months Ended
	Jun. 30, 2024
Asset Retirement Obligation Disclosure [Abstract]
Schedule of Changes in Asset Retirement Obligation	The following is a summary of changes in TXO Partners’ asset retirement obligation activity for the six months ended June 30, 2024: (in thousands) Asset retirement obligation, January 1 $ 153,972 Liability incurred upon acquiring and drilling wells — Liability settled upon plugging and abandoning wells (493) Accretion of discount expense 5,565 Asset retirement obligation, June 30 159,044 Less current portion (1,750) Asset retirement obligation, long term $ 157,294

Fair Value (Tables)

Fair Value (Tables)	6 Months Ended
	Jun. 30, 2024
Fair Value Disclosures [Abstract]
Schedule of Estimated Fair Values and Carrying Values of Other Financial Instruments	The following are estimated fair values and carrying values of our other financial instruments at each of these dates: Asset (Liability) June 30, 2024 December 31, 2023 (in thousands) Carrying Fair Carrying Fair Note receivable from related party $ 7,131 $ 7,131 $ 7,131 $ 7,131 Long-term debt $ (7,100) $ (7,100) $ (28,100) $ (28,100) Derivative asset $ — $ — $ 6,052 $ 6,052 Derivative liability $ (991) $ (991) $ (4,045) $ (4,045)
Schedule of Fair Value Measurements and the Level Within the Fair Value Hierarchy	The following table summarizes our fair value measurements and the level within the fair value hierarchy in which the fair value measurements fall. Fair Value Measurements June 30, 2024 December 31, 2023 (in thousands) Significant Significant Significant Significant Note receivable from related party $ 7,131 $ — $ 7,131 $ — Long-term debt $ (7,100) $ — $ (28,100) $ — Derivative asset $ — $ — $ 6,052 $ — Derivative liability $ (991) $ — $ (4,045) $ —
Schedule of Fair Value of Derivative Contracts	The fair value of our derivatives contracts consists of the following: Asset Derivatives Liability Derivatives (in thousands) June 30, December 31, June 30, December 31, Derivatives not designated as hedging instruments: Crude oil futures and differential swaps $ — $ — $ — $ (3,163) Natural gas liquids futures $ — $ 477 $ — $ — Natural gas futures, collars and basis swaps $ — $ 5,575 $ (991) $ (882) Total $ — $ 6,052 $ (991) $ (4,045)
Schedule of Fair Value of Derivative Gain (Loss) Included Earnings	Derivative fair value (gain) loss, included as part of the related revenue line on the consolidated income statements, comprises the following realized and unrealized components: Three Months Ended June 30, Six Months Ended (in thousands) 2024 2023 2024 2023 Net cash (received from) paid to counterparties $ (2,668) $ (2,244) $ (2,272) $ 78,194 Non-cash change in derivative fair value $ 2,340 $ 9,065 $ 2,998 $ (86,429) Derivative fair value (gain) loss $ (328) $ 6,821 $ 726 $ (8,235)

Commodity Sales Commitments (Ta

Commodity Sales Commitments (Tables)	6 Months Ended
	Jun. 30, 2024
Derivative Instruments and Hedging Activities Disclosure [Abstract]
Schedule of Derivative Instruments	We have entered sell basis swap agreements that effectively fix the basis adjustment for the San Juan Basin delivery location for the production and periods shown below. Production Period MMBtu per Day Weighted Average July 2024—December 2024 20,000 $ 0.25 _________________________________ (a) Reductions to NYMEX gas price for delivery location

Earnings per Unit (Tables)

Earnings per Unit (Tables)	6 Months Ended
	Jun. 30, 2024
Earnings Per Share [Abstract]
Schedule of Earnings per Unit	The following represents basic and diluted earnings (loss) per Common Unit for the three and six months ended June 30, 2024 and 2023 : (in thousands, except per unit data) Net income (loss) Units Income (loss) per Unit Three Months Ended June 30, 2024 Basic $ 2,808 31,153 $0.09 Dilutive effect of phantom units — 556 Diluted $ 2,808 31,708 $0.09 Three Months Ended June 30, 2023 Basic $ (2,546) 30,750 $(0.08) Dilutive effect of phantom units — — Diluted $ (2,546) 30,750 $(0.08) Six Months Ended June 30, 2024 Basic $ 13,075 30,976 $0.42 Dilutive effect of phantom units — 590 Diluted $ 13,075 31,567 $0.41 Six Months Ended June 30, 2023 Basic $ 81,263 29,772 $2.73 Dilutive effect of phantom units — 541 Diluted $ 81,263 30,313 $2.68

Revenue from Contracts with C_2

Revenue from Contracts with Customers (Tables)	6 Months Ended
	Jun. 30, 2024
Revenue from Contract with Customer [Abstract]
Schedule of Disaggregation of Revenue	See table below for the reconciliation of revenue from contracts with customers and derivative gains and losses. Three Months Ended June 30, 2024 Oil and Natural gas Natural gas Total (in thousands) Revenue from customers $ 42,505 $ 6,706 $ 7,769 $ 56,980 Unrealized gain (loss) on derivatives 3,440 (273) (5,507) (2,340) Realized gain (loss) on derivatives (3,146) 237 5,577 2,668 Total revenues $ 42,799 $ 6,670 $ 7,839 $ 57,308 Three Months Ended June 30, 2023 Oil and Natural gas Natural gas Total (in thousands) Revenue from customers $ 44,783 $ 7,322 $ 15,188 $ 67,293 Unrealized gain (loss) on derivatives 3,658 (600) (12,123) (9,065) Realized gain (loss) on derivatives (750) 311 2,683 2,244 Total Revenues $ 47,691 $ 7,033 $ 5,748 $ 60,472 Six Months Ended June 30, 2024 Oil and Natural gas Natural gas Total (in thousands) Revenue from customers $ 83,309 $ 13,176 $ 28,988 $ 125,473 Unrealized gain (loss) on derivatives 3,163 (477) (5,684) (2,998) Realized gain (loss) on derivatives $ (5,639) $ 473 $ 7,438 $ 2,272 Total revenues $ 80,833 $ 13,172 $ 30,742 $ 124,747 Six Months Ended June 30, 2023 Oil and Natural gas Natural gas Total (in thousands) Revenue from customers $ 89,482 $ 15,137 $ 106,017 $ 210,636 Unrealized gain (loss) on derivatives 9,896 622 75,911 86,429 Realized gain (loss) on derivatives (2,066) 397 (76,525) (78,194) Total revenues $ 97,312 $ 16,156 $ 105,403 $ 218,871

Employee Benefit Plans (Tables)

Employee Benefit Plans (Tables)	6 Months Ended
	Jun. 30, 2024
Share-Based Payment Arrangement [Abstract]
Schedule of Nonvested Phantom Units	The following summarizes the status of nonvested phantom units as of June 30, 2024: (in thousands, except per unit amounts) Weighted Average Grant Date Fair Value Number of Units Nonvested at January 1, 2024 $ 20.00 535,000 Grants $ 18.62 208,875 Vestings $ 20.00 (188,332) Nonvested at June 30, 2024 $ 19.48 555,543

Accrued Liabilities (Tables)

Accrued Liabilities (Tables)	6 Months Ended
	Jun. 30, 2024
Payables and Accruals [Abstract]
Schedule of Accrued Liabilities	Accrued liabilities consist of the following at June 30, 2024 and December 31, 2023: June 30, December 31, Accrued production expenses $ 15,493 $ 17,443 Accrued severance taxes $ 1,834 $ 2,828 Accrued ad valorem taxes $ 1,813 $ 2,177 Accrued bonuses $ 2,432 $ — Accrued capital expenditures $ 1,276 $ 676 Other accrued liabilities $ 78 $ 238 Total accrued liabilities $ 22,926 $ 23,362

Organization and Summary of S_2

Organization and Summary of Significant Accounting Policies (Details)	Jun. 30, 2024 representative vote
Related Party Transaction [Line Items]
Representative voting interests, percentage | vote	1
Representative
Related Party Transaction [Line Items]
Number of representatives	6
Unincorporated Joint Venture | Representative
Related Party Transaction [Line Items]
Number of representatives	3
TXO Energy Partners | Representative
Related Party Transaction [Line Items]
Number of representatives	3
Unincorporated Joint Venture
Related Party Transaction [Line Items]
Ownership percentage	50%
Cross Timbers Energy
Related Party Transaction [Line Items]
Related party, ownership interest (as percent)	5%

Related Party Transactions (Det

Related Party Transactions (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Related Party | Management Fees | Cross Timbers Energy
Related Party Transaction [Line Items]
Management fee revenues	$ 1.3	$ 1.4	$ 2.4	$ 2.8

Acquisitions (Details)

Acquisitions (Details) - USD ($) $ in Thousands, shares in Millions	1 Months Ended	6 Months Ended
	Jun. 30, 2024	Jun. 30, 2024
Business Acquisition [Line Items]
Liability incurred upon acquiring and drilling wells		$ 0
EMEP Acquisition
Business Acquisition [Line Items]
Payments to acquire productive assets	$ 225,000
Asset acquisition, consideration transferred, equity interests issued, shares (in shares)	2.5
Payments for deposits	$ 27,600
KFOC Acquisition
Business Acquisition [Line Items]
Payments to acquire productive assets	18,200
Payments for deposits	1,800
Preliminary purchase price	19,800
Liability incurred upon acquiring and drilling wells	$ 1,600

Debt - Schedule of Long-Term De

Debt - Schedule of Long-Term Debt (Details) - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023
Debt Instrument [Line Items]
Total Long-term Debt	$ 7,100	$ 28,100
September 2016 Loan | Unsecured Debt
Debt Instrument [Line Items]
Interest rate, stated percentage	8.70%	8.70%
Total Long-term Debt	$ 7,100	$ 7,100
Secured Debt | November 2021 Credit Facility | Line of Credit
Debt Instrument [Line Items]
Interest rate, stated percentage	0%	8.60%
Total Long-term Debt	$ 0	$ 21,000

Debt - Narrative (Details)

Debt - Narrative (Details)	Nov. 01, 2021 USD ($) request	Sep. 30, 2016	Jun. 30, 2024 USD ($)	May 17, 2024 USD ($)	Dec. 31, 2023 USD ($)
Debt Instrument [Line Items]
Covenant, hedge threshold minimum, period, scenario one	24 months
Covenant, hedge threshold minimum, period, scenario two	12 months
September 2016 Loan | Unsecured Debt | LIBOR
Debt Instrument [Line Items]
Basis spread on variable rate		3.25%
Contingent maturity, term		91 days
Secured Debt | November 2021 Credit Facility | Line of Credit
Debt Instrument [Line Items]
Debt instrument, term	4 years
Maximum borrowing capacity	$ 165,000,000			$ 165,000,000
Debt issuance costs, gross			$ 3,000,000		$ 3,000,000
Accumulated amortization, debt issuance costs			$ 1,900,000		$ 1,500,000
Debt instrument, borrowing base redetermination period	6 months
Debt instrument, borrowing base redetermination, number of requests per year | request	2
Covenant, leverage ratio, minimum	1
Covenant, indebtedness to EBITDAX ratio, maximum	3
Unrestricted cash and cash equivalents, maximum	$ 15,000,000
Covenant, leverage ratio threshold, scenario one	0.75
Covenant, hedge threshold minimum, scenario one	0.50
Covenant, line of credit threshold	0.20
Covenant, hedge threshold minimum, scenario two	0.35
Covenant, leverage ratio threshold, scenario two	0.50
Covenant, line of credit threshold, scenario two	0.667
Covenant, production hedge, maximum	0.90
Unused capacity, commitment fee percentage	0.50%
Secured Debt | November 2021 Credit Facility | Line of Credit | Minimum | SOFR
Debt Instrument [Line Items]
Basis spread on variable rate	3%
Secured Debt | November 2021 Credit Facility | Line of Credit | Minimum | ABR
Debt Instrument [Line Items]
Basis spread on variable rate	2%
Secured Debt | November 2021 Credit Facility | Line of Credit | Maximum | SOFR
Debt Instrument [Line Items]
Basis spread on variable rate	4%
Secured Debt | November 2021 Credit Facility | Line of Credit | Maximum | ABR
Debt Instrument [Line Items]
Basis spread on variable rate	3%

Note Receivable from Related _2

Note Receivable from Related Party (Details) $ in Millions	6 Months Ended
	Jun. 30, 2024 USD ($) d	Jun. 30, 2023 USD ($)	Dec. 31, 2023 USD ($)
Related Party Transaction [Line Items]
Number of business days | d	2
Related Party
Related Party Transaction [Line Items]
Note receivable | $	$ 7.1		$ 7.1
Interest income | $	$ 0.2	$ 0.2
Cross Timbers Energy | Related Party
Related Party Transaction [Line Items]
Related party, ownership interest (as percent)	5%		5%
Number of business days | d	2

Asset Retirement Obligation (De

Asset Retirement Obligation (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023
Asset Retirement Obligation, Roll Forward Analysis [Roll Forward]
Balance at beginning of period			$ 153,972
Liability incurred upon acquiring and drilling wells			0
Liability settled upon plugging and abandoning wells			(493)
Accretion of discount expense	$ 2,781	$ 2,159	5,565	$ 4,277
Balance at end of period	159,044		159,044
Less current portion	(1,750)		(1,750)		$ (1,750)
Asset retirement obligation, long term	$ 157,294		$ 157,294		$ 152,222

Fair Value - Schedule of Estima

Fair Value - Schedule of Estimated Fair Values and Carrying Values of Other Financial Instruments (Details) - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023
Carrying Amount
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Note receivable from related party	$ 7,131	$ 7,131
Long-term debt	(7,100)	(28,100)
Derivative asset	0	6,052
Derivative liability	(991)	(4,045)
Fair Value
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Note receivable from related party	7,131	7,131
Long-term debt	(7,100)	(28,100)
Derivative asset	0	6,052
Derivative liability	$ (991)	$ (4,045)

Fair Value - Narrative (Details

Fair Value - Narrative (Details)	Jun. 30, 2024 d
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Number of business days	2
Discount Rate
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Oil and gas properties, measurement input (as percent)	0.10

Fair Value - Schedule of Fair V

Fair Value - Schedule of Fair Value Measurements and the Level Within the Fair Value Hierarchy (Details) - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023
Significant Other Observable Inputs (Level 2)
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Note receivable from related party	$ 7,131	$ 7,131
Long-term debt	(7,100)	(28,100)
Derivative asset	0	6,052
Derivative liability	(991)	(4,045)
Significant Unobservable Inputs (Level 3)
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Note receivable from related party	0	0
Long-term debt	0	0
Derivative asset	0	0
Derivative liability	$ 0	$ 0

Fair Value - Schedule of Fair_2

Fair Value - Schedule of Fair Value of Derivative Contracts (Details) - Not Designated as Hedging Instrument - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Derivative asset	$ 0	$ 6,052
Derivative liability	(991)	(4,045)
Crude oil futures and differential swaps
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Derivative asset	0	0
Derivative liability	0	(3,163)
Natural gas liquids futures
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Derivative asset	0	477
Derivative liability	0	0
Natural gas futures, collars and basis swaps
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Derivative asset	0	5,575
Derivative liability	$ (991)	$ (882)

Fair Value - Schedule of Fair_3

Fair Value - Schedule of Fair Value of Derivative Gain (Loss) Included Earnings (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Fair Value Disclosures [Abstract]
Net cash (received from) paid to counterparties	$ (2,668)	$ (2,244)	$ (2,272)	$ 78,194
Non-cash change in derivative fair value	2,340	9,065	2,998	(86,429)
Derivative fair value (gain) loss	$ (328)	$ 6,821	$ 726	$ (8,235)

Commodity Sales Commitments - N

Commodity Sales Commitments - Narrative (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Derivative [Line Items]
Realized gain (loss) on derivatives	$ 2,668	$ 2,244	$ 2,272	$ (78,194)
Unrealized gain (loss) on derivatives	(2,340)	(9,065)	(2,998)	86,429
Crude Oil
Derivative [Line Items]
Realized gain (loss) on derivatives	(3,100)	(700)	(5,600)	(2,100)
Unrealized gain (loss) on derivatives	3,400	3,700	3,200	9,900
Natural gas liquids
Derivative [Line Items]
Realized gain (loss) on derivatives	200	300	500	400
Unrealized gain (loss) on derivatives	(300)	(600)	(500)	600
Gas
Derivative [Line Items]
Realized gain (loss) on derivatives	5,600	2,700	7,400	(76,500)
Unrealized gain (loss) on derivatives	$ (5,500)	$ (12,100)	$ (5,700)	$ 75,900

Commodity Sales Commitments - S

Commodity Sales Commitments - Schedule of Notional Amounts of Outstanding Derivative Positions (Details) - Basis Swap - Natural Gas 2024 - Designated as Hedging Instrument	Jun. 30, 2024 MMBTU / d $ / MMBTU
Derivative Instruments and Hedging Activities Disclosures [Line Items]
MMBtu per Day | MMBTU / d	20,000
Weighted average NYMEX price per unit (in dollars per share) | $ / MMBTU	0.25

Earnings per Unit - Schedule of

Earnings per Unit - Schedule of Earnings per Unit (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Net income (loss)
Basic	$ 2,808	$ (2,546)	$ 13,075	$ 81,263
Dilutive effect of phantom units	0	0	0	0
Diluted	$ 2,808	$ (2,546)	$ 13,075	$ 81,263
Units
Basic (in shares)	31,153	30,750	30,976	29,772
Effect of dilutive securities (in shares)	556	0	590	541
Diluted (in shares)	31,708	30,750	31,567	30,313
Income (loss) per Unit
Basic (in dollars per share)	$ 0.09	$ (0.08)	$ 0.42	$ 2.73
Diluted (in dollars per share)	$ 0.09	$ (0.08)	$ 0.41	$ 2.68

Earnings per Unit - Narrative (

Earnings per Unit - Narrative (Details) shares in Thousands	3 Months Ended
	Jun. 30, 2023 shares
Earnings Per Share [Abstract]
Restricted units excluded from the calculation of earnings per share (in shares)	538

Partners_ Capital (Details)

Partners’ Capital (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Millions	Jul. 02, 2024	Jun. 28, 2024	Aug. 06, 2024	May 07, 2024	Mar. 05, 2024
Subsequent Event [Line Items]
Distribution (in dollars per share)				$ 0.65	$ 0.58
Sale of stock, number of shares issued in transaction (in shares)		6,500
Sale of stock, price per share (in dollars per share)		$ 20
Sale of stock, estimated consideration received per transaction		$ 122.5
Subsequent Event
Subsequent Event [Line Items]
Distribution (in dollars per share)			$ 0.57
Sale of stock, number of shares issued in transaction (in shares)	975
Sale of stock, price per share (in dollars per share)	$ 20
Sale of stock, estimated consideration received per transaction	$ 18.5

Revenue from Contracts with C_3

Revenue from Contracts with Customers (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Disaggregation of Revenue [Line Items]
Revenue from customers	$ 56,980	$ 67,293	$ 125,473	$ 210,636
Unrealized gain (loss) on derivatives	(2,340)	(9,065)	(2,998)	86,429
Realized gain (loss) on derivatives	2,668	2,244	2,272	(78,194)
Total revenues	57,308	60,472	124,747	218,871
Oil and condensate
Disaggregation of Revenue [Line Items]
Revenue from customers	42,505	44,783	83,309	89,482
Unrealized gain (loss) on derivatives	3,440	3,658	3,163	9,896
Realized gain (loss) on derivatives	(3,146)	(750)	(5,639)	(2,066)
Total revenues	42,799	47,691	80,833	97,312
Natural gas liquids
Disaggregation of Revenue [Line Items]
Revenue from customers	6,706	7,322	13,176	15,137
Unrealized gain (loss) on derivatives	(273)	(600)	(477)	622
Realized gain (loss) on derivatives	237	311	473	397
Total revenues	6,670	7,033	13,172	16,156
Gas
Disaggregation of Revenue [Line Items]
Revenue from customers	7,769	15,188	28,988	106,017
Unrealized gain (loss) on derivatives	(5,507)	(12,123)	(5,684)	75,911
Realized gain (loss) on derivatives	5,577	2,683	7,438	(76,525)
Total revenues	$ 7,839	$ 5,748	$ 30,742	$ 105,403

Employee Benefit Plans - Narrat

Employee Benefit Plans - Narrative (Details) - USD ($) $ in Millions	1 Months Ended	6 Months Ended
	Jan. 31, 2024	Jun. 30, 2024	Jun. 30, 2023
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Number of shares authorized (in shares)	208,875
Share-based payment arrangement, expense		$ 3	$ 1.6
Deferred compensation expense		12.4
2023		3.2
2024		6.1
2025		2.9
2026		$ 0.2
Weighted average remaining contractual term		1 year 10 months 24 days
Phantom Share Units (PSUs) | Employee
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Award vesting period	3 years
Phantom Share Units (PSUs) | Nonemployee
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Award vesting period	1 year
Performance Shares
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Number of shares authorized (in shares)	159,475
Performance Shares | Share-Based Payment Arrangement, Tranche One
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Award vesting rights, percentage	50%
Performance Shares | Share-Based Payment Arrangement, Tranche Two
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Award vesting rights, percentage	50%

Employee Benefit Plans - Schedu

Employee Benefit Plans - Schedule of Nonvested Phantom Units (Details) - Phantom Share Units (PSUs)	6 Months Ended
	Jun. 30, 2024 $ / shares shares
Weighted Average Grant Date Fair Value
Nonvested at beginning of period (in dollars per share) | $ / shares	$ 20
Grants (in dollars per share) | $ / shares	18.62
Vestings (in dollars per share) | $ / shares	20
Nonvested at end of period (in dollars per share) | $ / shares	$ 19.48
Number of Units
Nonvested at beginning of period (in shares) | shares	535,000
Grants (in shares) | shares	208,875
Vestings (in shares) | shares	(188,332)
Nonvested at end of period (in shares) | shares	555,543

Accrued Liabilities (Details)

Accrued Liabilities (Details) - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023
Payables and Accruals [Abstract]
Accrued production expenses	$ 15,493	$ 17,443
Accrued severance taxes	1,834	2,828
Accrued ad valorem taxes	1,813	2,177
Accrued bonuses	2,432	0
Accrued capital expenditures	1,276	676
Other accrued liabilities	78	238
Total accrued liabilities	$ 22,926	$ 23,362

Supplemental Cash Flow Inform_2

Supplemental Cash Flow Information (Details) - USD ($) $ in Millions	6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Interest payments	$ 1.8	$ 1.7
Income tax payments	$ 1.9	$ 1.1