Exhibit 99.2
Pro Forma Statement of Operations
| | Year Ended December 31, 2023 | |
| | | | | | | | Transaction | | | | | | | | | | | | |
| | | | | Historical | | | Accounting | | | | | Pro Forma | | | | | | | |
| | Historical | | | LongPoint | | | Adjustments | | | | | (excluding TGR | | | TGR | | | Pro Forma | |
| | Kimbell | | | 1/1/23 - 6/30/23 | | | LongPoint | | | | | Redemption) | | | Redemption | | | Combined | |
| | | | | | | | | | | Note 1 | | | | | | | | | | | Note 2 | | | | | |
Revenue: | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Oil, natural gas and NGL revenues | | $ | 267,584,785 | | | $ | 32,745,000 | | | $ | 13,716,633 | | | | 1a | | $ | 314,046,418 | | | $ | - | | | $ | 314,046,418 | |
Lease bonus and other income | | | 5,594,855 | | | | 16,862,000 | | | | - | | | | | | | 22,456,855 | | | | - | | | | 22,456,855 | |
Loss on commodity derivative instruments, net | | | 20,888,972 | | | | - | | | | - | | | | | | | 20,888,972 | | | | - | | | | 20,888,972 | |
Total revenues | | | 294,068,612 | | | | 49,607,000 | | | | 13,716,633 | | | | | | | 357,392,245 | | | | - | | | | 357,392,245 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | - | |
Costs and expenses | | | | | | | | | | | | | | | | | | | | | | | | | | - | |
Production and ad valorem taxes | | | 20,326,477 | | | | 3,105,000 | | | | - | | | | | | | 23,431,477 | | | | - | | | | 23,431,477 | |
Depreciation and depletion expense | | | 96,477,003 | | | | 5,277,000 | | | | 10,643,660 | | | | 1b | | | 112,397,663 | | | | - | | | | 112,397,663 | |
Impairment of oil and natural gas properties | | | 18,220,173 | | | | - | | | | - | | | | | | | 18,220,173 | | | | - | | | | 18,220,173 | |
Marketing and other deductions | | | 12,564,619 | | | | 2,207,000 | | | | (703,262 | ) | | | 1c | | | 14,068,357 | | | | - | | | | 14,068,357 | |
General and administrative expense | | | 35,677,851 | | | | - | | | | - | | | | | | | 35,677,851 | | | | - | | | | 35,677,851 | |
Consolidated variable interest entities related: | | | | | | | | | | | | | | | | | | | | | | | | | | - | |
General and administrative expense | | | 927,699 | | | | - | | | | - | | | | | | | 927,699 | | | | (927,699 | ) | | | - | |
Total costs and expenses | | | 184,193,822 | | | | 10,589,000 | | | | 9,940,398 | | | | | | | 204,723,220 | | | | (927,699 | ) | | | 203,795,521 | |
Operating Income | | | 109,874,790 | | | | 39,018,000 | | | | 3,776,235 | | | | | | | 152,669,025 | | | | 927,699 | | | | 153,596,724 | |
Other income (expense) | | | | | | | | | | | | | | | | | | | | | | | | | | - | |
Interest expense | | | (25,950,600 | ) | | | (466,000 | ) | | | (8,363,022 | ) | | | 1d | | | (34,779,622 | ) | | | - | | | | (34,779,622 | ) |
Loss on extinguishment of debt | | | (480,244 | ) | | | - | | | | - | | | | | | | (480,244 | ) | | | - | | | | (480,244 | ) |
Other Income | | | (180,765 | ) | | | 284,000 | | | | - | | | | | | | 103,235 | | | | - | | | | 103,235 | |
Consolidated variable interest entities related: | | | | | | | | | | | | | | | | | | | | | | | | | | - | |
Interest earned on marketable securities in trust account | | | 3,508,691 | | | | - | | | | - | | | | | | | 3,508,691 | | | | (3,508,691 | ) | | | - | |
Net income before income taxes | | | 86,771,872 | | | | 38,836,000 | | | | (4,586,787 | ) | | | | | | 121,021,085 | | | | (2,580,992 | ) | | | 118,440,093 | |
Income tax (benefit) expense | | | 3,766,302 | | | | 170,000 | | | | (199,088 | ) | | | 1e | | | 3,737,214 | | | | (112,027 | ) | | | 3,625,187 | |
Net Income | | | 83,005,570 | | | | 38,666,000 | | | | (4,387,699 | ) | | | | | | 117,283,871 | | | | (2,468,965 | ) | | | 114,814,906 | |
Distribution and accretion on Series A preferred units | | | (6,310,215 | ) | | | - | | | | - | | | | | | | (6,310,215 | ) | | | - | | | | (6,310,215 | ) |
Net income and distributions and accretion on Series A preferred units attributable to noncontrolling interests in OpCo | | | (16,464,890 | ) | | | - | | | | - | | | | | | | (16,464,890 | ) | | | - | | | | (16,464,890 | ) |
Distribution on Class B units | | | (88,786 | ) | | | - | | | | - | | | | | | | (88,786 | ) | | | - | | | | (88,786 | ) |
Net income attributable to common units of Kimbell Royalty Partners, LP | | $ | 60,141,679 | | | $ | 38,666,000 | | | $ | (4,387,699 | ) | | | | | $ | 94,419,980 | | | $ | (2,468,965 | ) | | $ | 91,951,015 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | |
Net Income per unit attributable to common units of Kimbell Royalty Partners LP | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Basic | | $ | 0.93 | | | | | | | | | | | | | | | | | | | | | | $ | 1.50 | |
Diluted | | $ | 0.91 | | | | | | | | | | | | | | | | | | | | | | $ | 1.34 | |
Weighted average number of common units outstanding | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Basic | | | 66,595,273 | | | | | | | | | | | | | | | | | | | | | | | 66,595,273 | |
Diluted | | | 93,057,731 | | | | | | | | | | | | | | | | | | | | | | | 93,057,731 | |
NOTES TO THE UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL STATEMENTS
Note 1 - LongPoint Transaction Accounting Adjustments – Statement of Operations
The unaudited pro forma statement of operations has been adjusted to reflect the assets acquired from the Acquisition and has been prepared for informational purposes only. The results of operations and financial position of LongPoint are included in the consolidated financial statements of Kimbell after September 13, 2023, the Closing Date of the LongPoint Acquisition (the "Acquisition").
| a) | Represents historical royalty income derived from the acquired mineral and royalty interests for the period July 1, 2023, through September 13, 2022, totaling $13.7 million. |
| b) | Represents the increase in depletion expense computed on a unit of production basis following the preliminary purchase price allocation to proved oil and natural gas properties, as if the Acquisition was consummated on January 1, 2023. Of the $455.8 million estimated fair value of proved oil and natural gas properties acquired, only $198.2 million were subject to depletion in the period presented. |
| c) | Reflects the removal of $0.7 million of historical direct marketing expense activity related to LongPoint that is unrelated to the acquired oil and gas properties. |
| d) | Represents the increase to interest expense resulting from the interest on the additional borrowings under the Partnership’s existing credit facility that were used to finance the Acquisition. The Partnership’s credit facility bears interest at SOFR plus a margin of 3.5% or the ABR plus a margin of 2.50%. The unaudited pro forma condensed combined statement of operations for the year ended December 31, 2023 used the weighted average interest of 8.52% on the net outstanding borrowings of $140.5 million. A 1/8 of a percent point increase or decrease in the benchmark rate would not have a material impact on the pro forma interest expense in the period presented. |
| e) | For the year ended December 31, 2023, reflects estimated incremental income tax benefit associated with the Partnership’s historical statement of operations, using an effective tax rate of approximately 4.34% on net earnings from the Acquisition. |
Note 2 - Redemption of Kimbell Tiger Acquisition Corporation
On May 22, 2023, as a result of TGR’s inability to consummate an initial business combination, TGR redeemed all of its outstanding shares of Class A common stock included as part of the units issued in its initial public offering. Following such redemption, TGR (along with TGR’s Sponsor, Kimbell Tiger Acquisition Sponsor, LLC) was dissolved in accordance with the terms of its organizational documents. The unaudited pro forma condensed combined statement of operations reflects the TGR redemption as if it occurred on January 1, 2023. The pro forma adjustments include:
| · | The derecognition of general and administrative expense of approximately $0.9 million for the twelve months ended December 31, 2023; |
| · | The derecognition of interest expense on marketable securities of approximately $3.5 million for the twelve months ended December 31, 2023; and |
| · | The derecognition of income tax benefit of approximately $0.1 million for the twelve months ended December 31, 2023. |