Kimbell Royalty Partners (KRP) 10-Q 9 May 19 2019 Q1 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	3 Months Ended
	Mar. 31, 2019	May 03, 2019
Entity Registrant Name	Kimbell Royalty Partners, LP
Entity Central Index Key	0001657788
Document Type	10-Q
Document Period End Date	Mar. 31, 2019
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Current Reporting Status	Yes
Entity Filer Category	Accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Ex Transition Period	true
Document Fiscal Year Focus	2019
Document Fiscal Period Focus	Q1
Common Units
Entity Common Stock, Shares Outstanding		23,095,403
Class B
Entity Common Stock, Shares Outstanding		23,814,342

CONDENSED CONSOLIDATED BALANCE

CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($)	Mar. 31, 2019	Dec. 31, 2018
Current assets
Cash and cash equivalents	$ 13,543,501	$ 15,773,987
Oil, natural gas and NGL receivables	21,471,377	18,809,170
Commodity derivative assets	29,601	2,981,117
Accounts receivable and other current assets	543,451	50,551
Total current assets	35,587,930	37,614,825
Property and equipment, net	755,386	429,602
Oil and natural gas properties
Oil and natural gas properties, using full cost method of accounting ($370,332,731 and $280,304,353 excluded from depletion at March 31, 2019 and December 31, 2018, respectively)	987,148,738	818,594,943
Less: accumulated depreciation, depletion, accretion and impairment	(120,853,090)	(107,779,453)
Total oil and natural gas properties, net	866,295,648	710,815,490
Right-of-use assets	598,282
Commodity derivative assets		1,246,829
Loan origination costs, net	2,920,900	3,178,627
Total assets	906,158,146	753,285,373
Current liabilities
Accounts payable	1,163,903	1,331,081
Other current liabilities	3,245,873	2,468,945
Total current liabilities	4,409,776	3,800,026
Operating lease liabilities	592,707
Commodity derivative liabilities	967,539
Long-term debt	87,309,544	87,309,544
Total liabilities	93,279,566	91,109,570
Commitments and contingencies (Note 15)
Mezzanine equity:
Series A preferred units (110,000 units issued and outstanding as of March 31, 2019 and December 31, 2018)	70,275,978	69,449,006
Unitholders' equity
Common units (19,495,403 units issued and outstanding as of March 31, 2019 and 18,056,487 units issued and outstanding as of December 31, 2018)	300,579,597	293,992,935
Class B units (27,414,342 units issued and outstanding as of March 31, 2019 and 19,453,258 units issued and outstanding as of December 31, 2018)	1,370,717	972,663
Total unitholders' equity	301,950,314	294,965,598
Noncontrolling interest	440,652,288	297,761,199
Total equity	742,602,602	592,726,797
Total liabilities, mezzanine equity and unitholders' equity	$ 906,158,146	$ 753,285,373

CONDENSED CONSOLIDATED BALANC_2

CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($)	Mar. 31, 2019	Dec. 31, 2018
CONDENSED CONSOLIDATED BALANCE SHEETS
Oil and natural gas properties excluded from depletion	$ 370,332,731	$ 280,304,353
Temporary equity, issued (in units)	110,000	110,000
Temporary equity, outstanding (in units)	110,000	110,000
Common units, issued (in units)	19,495,403	18,056,487
Common units, outstanding (in units)	19,495,403	18,056,487
Class B units, issued (in units)	27,414,342	19,453,258
Class B units, outstanding (in units)	27,414,342	19,453,258

CONDENSED CONSOLIDATED STATEMEN

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($)	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018
Loss on commodity derivative instruments	$ (4,969,790)	$ (284,965)
Total revenues	17,947,209	10,891,338
Costs and expenses
Production and ad valorem taxes	1,596,394	816,001
Depreciation, depletion and accretion expense	10,281,008	4,455,708
Impairment of oil and natural gas properties	2,802,198	54,753,444
Marketing and other deductions	1,857,043	569,842
General and administrative expense	5,333,366	2,770,772
Total costs and expenses	21,870,009	63,365,767
Operating loss	(3,922,800)	(52,474,429)
Other expense
Interest expense	1,422,563	350,042
Net loss	(5,345,363)	(52,824,471)
Distribution and accretion on Series A preferred units	(3,469,584)
Net loss and distributions and accretion on Series A preferred units attributable to attributable to noncontrolling interests	5,151,509
Distribution on Class B units	(23,814)
Net loss attributable to common units	$ (3,687,252)	$ (52,824,471)
Net loss attributable to common units
Net loss attributable to common units per unit (basic)	$ (0.21)	$ (3.23)
Net loss attributable to common units per unit (diluted)	$ (0.21)	$ (3.23)
Weighted average number of common units outstanding
Weighted average number of common units outstanding Basic (in units)	17,971,300	16,345,117
Weighted average number of common units outstanding Diluted (in units)	17,971,300	16,345,117
Oil, natural gas and NGL revenues
Revenue	$ 22,833,393	$ 10,808,179
Lease bonus and other income
Revenue	$ 83,606	$ 368,124

CONDENSED CONSOLIDATED STATEM_2

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN UNITHOLDERS' EQUITY - USD ($)	Limited PartnersCommon Units	Limited PartnersClass B Common Units	Non Controlling Interest	Total
Unitholders' capital, beginning balance at Dec. 31, 2017	$ 262,065,434			$ 262,065,434
Unitholders' capital, beginning balance (in units) at Dec. 31, 2017	16,509,799
Increase (Decrease) in Unitholders' Capital
Unit-based compensation	$ 668,934			668,934
Distributions to unitholders	$ (6,061,123)			(6,061,123)
Restricted units granted, net of forfeitures (in units)	325,185
Net loss	$ (52,824,471)			(52,824,471)
Unitholders' capital, ending balance at Mar. 31, 2018	$ 203,848,774			203,848,774
Unitholders' capital, ending balance (in units) at Mar. 31, 2018	16,834,984
Unitholders' capital, beginning balance at Dec. 31, 2018	$ 293,992,935	$ 972,663	$ 297,761,199	$ 592,726,797
Unitholders' capital, beginning balance (in units) at Dec. 31, 2018	18,056,487	19,453,258		18,056,487
Increase (Decrease) in Unitholders' Capital
Units issued for Phillips Acquisition		$ 470,000	171,550,000	$ 172,020,000
Units issued for Phillips Acquisition (in units)		9,400,000
Conversion of Class B units to common units	$ 23,507,402	$ (71,946)	(23,507,402)	(71,946)
Conversion of Class B units to common units (in units)	1,438,916	(1,438,916)
Unit-based compensation	$ 1,770,410			1,770,410
Distributions to unitholders	(15,003,898)			(15,003,898)
Distributions and accretion on Series A preferred units	(1,441,938)		(2,027,646)	(3,469,584)
Distribution on Class B common units	(23,814)			(23,814)
Net loss	(2,221,500)		(3,123,863)	(5,345,363)
Unitholders' capital, ending balance at Mar. 31, 2019	$ 300,579,597	$ 1,370,717	$ 440,652,288	$ 742,602,602
Unitholders' capital, ending balance (in units) at Mar. 31, 2019	19,495,403	27,414,342		19,495,403

CONDENSED CONSOLIDATED STATEM_3

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($)	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss	$ (5,345,363)	$ (52,824,471)
Adjustments to reconcile net (loss) income to net cash provided by operating activities:
Depreciation, depletion and accretion expense	10,281,008	4,455,708
Impairment of oil and natural gas properties	2,802,198	54,753,444
Amortization of right-of-use assets	11,204
Amortization of loan origination costs	257,727	15,625
Unit-based compensation	1,770,410	668,934
Unrealized loss on commodity derivative instruments	5,165,884	212,458
Changes in operating assets and liabilities:
Oil, natural gas and NGL receivables	1,294,164	232,527
Accounts receivable and other current assets	(492,900)	(134,899)
Accounts payable	(692,149)	378,794
Other current liabilities	776,928	(464,031)
Operating lease liabilities	(16,779)
Net cash provided by operating activities	15,812,332	7,294,089
CASH FLOWS FROM INVESTING ACTIVITIES
Purchases of property and equipment	(335,353)	(7,259)
Purchase of oil and natural gas properties	(503,079)	(14,678)
Net cash used in investing activities	(838,432)	(21,937)
CASH FLOWS FROM FINANCING ACTIVITIES
Contributions from Class B unitholders	470,000
Redemption of Class B contributions on converted units	(9,862)
Issuance costs paid on Series A preferred units	(717,612)
Distributions to unitholders	(15,003,898)	(6,061,123)
Distributions on Series A preferred units	(1,925,000)
Distributions to Class B unitholders	(18,014)
Net cash used in financing activities	(17,204,386)	(6,061,123)
NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS	(2,230,486)	1,211,029
CASH AND CASH EQUIVALENTS, beginning of period	15,773,987	5,625,495
CASH AND CASH EQUIVALENTS, end of period	13,543,501	6,836,524
Supplemental cash flow information:
Cash paid for interest	1,502,161	$ 474,676
Noncash investing and financing activities:
Right-of-use assets obtained in exchange for operating lease liabilities	609,486
Capital expenditures and consideration payable included in accounts payable and other liabilities	35,382
Units issued in exchange for oil and natural gas properties	171,550,000
Non-cash deemed distribution to Series A preferred units	1,544,584
Distribution to Class B unitholders in accounts payable	23,814
Redemption of Class B contributions on converted units in accounts payable	$ 62,084

ORGANIZATION AND BASIS OF PRESE

ORGANIZATION AND BASIS OF PRESENTATION	3 Months Ended
	Mar. 31, 2019
ORGANIZATION AND BASIS OF PRESENTATION
ORGANIZATION AND BASIS OF PRESENTATION	Unless the context otherwise requi NOTE 1—ORGANIZATION Organization Kimbell Royalty Partners, LP is a Delaware limited partnership formed in 2015 to own and acquire mineral and royalty interests in oil and natural gas properties throughout the United States. Effective as of September 24, 2018, the Partnership has elected to be taxed as a corporation for United States federal income tax purposes. As an owner of mineral and royalty interests, the Partnership is entitled to a portion of the revenues received from the production of oil, natural gas and associated natural gas liquids (“NGL”) from the acreage underlying its interests, net of post-production expenses and taxes. The Partnership is not obligated to fund drilling and completion costs, lease operating expenses or plugging and abandonment costs at the end of a well’s productive life. The Partnership’s primary business objective is to provide increasing cash distributions to unitholders resulting from acquisitions from third parties, its Sponsors and the Contributing Parties and from organic growth through the continued development by working interest owners of the properties in which it owns an interest. Basis of Presentation The accompanying unaudited interim condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim financial information and with the instructions to Form 10‑Q and pursuant to the rules and regulations of the U.S. Securities and Exchange Commission. As a result, the accompanying unaudited interim condensed consolidated financial statements do not include all disclosures required for complete annual financial statements prepared in conformity with GAAP. Accordingly, the accompanying unaudited interim condensed consolidated financial statements and related notes should be read in conjunction with the Partnership’s Annual Report on Form 10-K for the year ended December 31, 2018, which contains a summary of the Partnership’s significant accounting policies and other disclosures. In the opinion of the Partnership’s management, the unaudited interim condensed consolidated financial statements contain all adjustments necessary to fairly present the financial position and results of operations for the interim periods in accordance with GAAP and all adjustments are of a normal reoccurring nature. The results of operations for any interim period are not necessarily indicative of the results to be expected for the full year. Preparation of the Partnership’s financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts in the financial statements and notes. Actual results could differ from those estimates. Segment Reporting The Partnership operates in a single operating and reportable segment. Operating segments are defined as components of an enterprise for which separate financial information is evaluated regularly by the chief operating decision maker in deciding how to allocate resources and assess performance. The Partnership’s chief operating decision maker allocates resources and assesses performance based upon financial information of the Partnership as a whole. Restructuring, Tax Election and Related Transactions On July 24, 2018, the Partnership entered into a Recapitalization Agreement (the "Recapitalization Agreement") with Haymaker Minerals & Royalties, LLC, EIGF Aggregator III LLC, TE Drilling Aggregator LLC, Haymaker Management, LLC (collectively, the “Haymaker Holders”), the Kimbell Art Foundation, Haymaker Resources, LP, the General Partner and the Operating Company pursuant to which (a) the Partnership's equity interest in the Operating Company was recapitalized into 13,886,204 newly issued common units of the Operating Company ("OpCo Common Units") and 110,000 newly issued Series A Cumulative Convertible Preferred Units in the Operating Company and (b) the 10,000,000 and 2,953,258 common units held by the Haymaker Holders and the Kimbell Art Foundation, respectively, were exchanged for (i) 10,000,000 and 2,953,258 newly issued Class B common units representing limited partner interests of the Partnership ("Class B Units"), respectively, and (ii) 10,000,000 and 2,953,258 newly issued OpCo Common Units, respectively. The Class B Units and OpCo Common Units are exchangeable together into an equal number of common units of the Partnership. In May 2018, the General Partner’s Board of Directors (the “Board of Directors”) unanimously approved a change of the Partnership’s federal income tax status from that of a pass-through partnership to that of a taxable entity via a “check the box” election (the “Tax Election”). The Tax Election became effective on September 24, 2018. For each Class B Unit issued, five cents has been paid to the Partnership as additional consideration (the “Class B Contribution”). Holders of the Class B Units are entitled to receive cash distributions equal to 2.0% per quarter on their respective Class B Contribution, subsequent to distributions on the Series A Preferred Units (as defined in Note 8—Preferred Units) but prior to distributions on the common units. Following the effectiveness of the Tax Election and the completion of the related transactions, the Partnership’s royalty and minerals business continues to be conducted through the Operating Company, which is taxed as a partnership for federal and state income tax purposes. The Operating Company passes income to the noncontrolling interest and the Partnership, which is treated as a corporation for federal and state income tax purposes.

SUMMARY OF SIGNIFICANT ACCOUNTI

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	3 Months Ended
	Mar. 31, 2019
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	NOTE 2—SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Significant Accounting Policies For a description of the Partnership’s significant accounting policies, see Note 2 of the consolidated financial statements included in the Partnership’s Annual Report on Form 10-K for the year ended December 31, 2018, as well as the items noted below. There have been no substantial changes in such policies or the application of such policies during the three months ended March 31, 2019, other than those discussed below in Recently Adopted Accounting Pronouncements. Reclassification of Prior Period Presentation Certain prior period amounts have been reclassified for consistency with the current period presentation. These reclassifications had no effect on previously reported net income (loss), total cash flows from operations or working capital. New Accounting Pronouncements Recently Adopted Pronouncements In February 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2016‑02, “Leases.” ASU 2016‑02 requires the recognition of right-of-use (“ROU”) assets and lease liabilities by lessees for those leases currently classified as operating leases and makes certain changes to the way lease expenses are accounted for. This update is effective for fiscal years beginning after December 15, 2018, including interim periods within that fiscal year, with early adoption permitted. The Partnership adopted this update using the modified retrospective approach, effective January 1, 2019. The adoption of this update did not have a material impact on the Partnership’s financial statements or results of operations for the three months ended March 31, 2019. The Partnership evaluated whether its contractual arrangements contain leases at the inception of such arrangements. Specifically, the Partnership considered whether it can control the underlying asset and have the right to obtain substantially all of the economic benefits or outputs from the asset. Substantially, all of the Partnerships leases are long-term operating leases with fixed payment terms and will terminate in October of 2028. The Partnership’s ROU operating lease assets represent its right to use an underlying asset for the lease term, and its operating lease liabilities represent its obligation to make lease payments. ROU operating lease assets and operating lease liabilities are included in the accompanying unaudited condensed consolidated balance sheet as of March 31, 2019. Short term operating lease liabilities are included in other current liabilities. The weighted average remaining lease term as of March 31, 2019 was 9.58 years. Both the ROU operating lease assets and liabilities are recognized at the present value of the remaining lease payments over the lease term and do not include lease incentives. The Partnership’s leases do not provide an implicit rate that can readily be determined; therefore, the Partnership used a discount rate based on its incremental borrowing rate, which is determined by the information available in the Amended Credit Agreement, as defined in Note 7—Long-Term Debt, as of January 1, 2019. The incremental borrowing rate reflects the estimated rate of interest that the Partnership would pay to borrow, on a collateralized basis over a similar term, an amount equal to the lease payments in a similar economic environment. The weighted average discount rate used for the operating lease was 6.75% for the three months ended March 31, 2019. Operating lease expense is recognized on a straight-line basis over the lease term and is included in operating expenses in the accompanying unaudited condensed consolidated statement of operations for the three months ended March 31, 2019. The total operating lease expense recorded for the three months ended March 31, 2019 was de minimis. Currently, the most substantial contractual arrangement that the Partnership has classified as an operating lease is the main office space used for operations. In July 2019, the Partnership will become the lessee in several other related lease agreements for additional office spaces. In addition, the Partnership has been involved in the construction and design of the underlying asset. The underlying assets will be capitalized in July 2019 upon commencement of the lease. Future minimum lease commitments at March 31, 2019 were as follows: Remainder of Total 2019 2020 2021 2022 2023 Thereafter Operating leases $ 818,370 $ 60,513 $ 80,684 $ 80,684 $ 81,093 $ 83,549 $ 431,847 Less: Imputed Interest (225,663) Total $ 592,707 In July 2018, the FASB issued ASU 2018-09, “Codification Improvements.” This update provides clarification and corrects unintended application of the guidance in various sections. This update is effective for financial statements issued for fiscal years beginning after December 15, 2018, including interim periods within that fiscal year. The adoption of this update did not have a material impact on the Partnership’s financial statements or results of operations for the three months ended March 31, 2019. In July 2018, the FASB issued ASU 2018-10, “Codification Improvements to Topic 842, Leases.” This update provides clarification and corrects unintended application of certain sections in the new lease guidance. This update is effective for financial statements issued for fiscal years beginning after December 15, 2018, including interim periods within that fiscal year. The adoption of this update did not have a material impact on the Partnership’s financial statements or results of operations for the three months ended March 31, 2019. In July 2018, the FASB issued ASU 2018-11, “Lease (Topic 842): Targeted Improvements.” This update provides another transition method of allowing entities to initially apply the new lease standard at the adoption date and recognize a cumulative-effect adjustment to the opening balance of retained earnings in the period of adoption. This update is effective for financial statements issued for fiscal years beginning after December 15, 2018, including interim periods within that fiscal year. The adoption of this update did not have a material impact on the Partnership’s financial statements or results of operations for the three months ended March 31, 2019. Accounting Pronouncements Not Yet Adopted In August 2018, the FASB issued ASU 2018-13, “Fair Value Measurement (Topic 820) - Disclosure Framework - Changes to the Disclosure Requirements for Fair Value Measurement.” This update modifies the fair value measurement disclosure requirements specifically related to Level 3 fair value measurements and transfers between levels. This update will be effective for financial statements issued for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years. This update will be applied prospectively. The Partnership is currently evaluating the impact of the adoption of this update, but does not believe it will have a material impact on its financial position, results of operations or liquidity.

ACQUISITIONS

ACQUISITIONS	3 Months Ended
	Mar. 31, 2019
ACQUISITIONS
ACQUISITIONS	NOTE 3—ACQUISITIONS On March 25, 2019, the Partnership acquired all of the equity interests in subsidiaries of PEP I Holdings, LLC, PEP II Holdings, LLC and PEP III Holdings, LLC that own oil and natural gas mineral and royalty interests (the “Phillips Acquisition”). The aggregate consideration for the Phillips Acquisition consisted of 9,400,000 OpCo Common Units and an equal number of Class B Units, valued at approximately $171.6 million based on the closing price of $18.25 on March 25, 2019. The assets acquired in the Phillips Acquisition consist of approximately 866,528 gross acres and 12,210 net royalty acres. The following unaudited pro forma results of operations reflect the Partnership’s results as if the Haymaker Acquisition, Dropdown and Phillips Acquisition had occurred on January 1, 2018. In the Partnership’s opinion, all significant adjustments necessary to reflect the effects of the Haymaker Acquisition, Dropdown and Phillips Acquisition have been made. Pro forma data may not be indicative of the results that would have been obtained had these events occurred at the beginning of the periods presented, nor is it intended to be a projection of future results. Three Months Ended March 31, 2019 2018 Total revenues $ 22,955,795 $ 30,131,314 Net income (loss) attributable to common units $ 785,486 $ (37,103,057) Net income (loss) attributable to common units Basic $ 0.04 $ (2.27) Diluted $ 0.04 $ (2.27)

DERIVATIVES

DERIVATIVES	3 Months Ended
	Mar. 31, 2019
DERIVATIVES
DERIVATIVES	NOTE 4—DERIVATIVES The Partnership’s ongoing operations expose it to changes in the market price for oil and natural gas. To mitigate the inherent commodity price risk associated with its operations, the Partnership uses oil and natural gas commodity derivative financial instruments. From time to time, such instruments may include variable-to-fixed-price swaps, costless collars, fixed-price contracts, and other contractual arrangements. The Partnership enters into oil and natural gas derivative contracts that contain netting arrangements with each counterparty. As of March 31, 2019 , the Partnership’s commodity derivative contracts consisted of fixed price swaps, under which the Partnership 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 Partnership hedges its daily production based on the amount of debt and/or preferred equity as a percent of its enterprise value. Prior to the Phillips Acquisition, this amount constituted approximately 24% of daily oil and natural gas production. Following the closing of the Phillips Acquisition, the Partnership hedged daily oil and natural gas production of approximately 20% of its post-acquisition production. The Partnership’s oil fixed price swap transactions are settled based upon the average daily prices for the calendar month of the contract period, and its natural gas fixed price swap transactions are settled based upon the last day settlement of the first nearby month futures contract of the contract period. Settlement for oil derivative contracts occurs in the succeeding month and natural gas derivative contracts are settled in the production month. The Partnership has not designated any of its derivative contracts as hedges for accounting purposes. The Partnership records all derivative contracts at fair value. Changes in the fair values of the Partnership’s derivative instruments are presented on a net basis in the accompanying unaudited condensed consolidated statements of operations and consisted of the following: Three Months Ended March 31, 2019 2018 Beginning fair value of commodity derivative instruments $ 4,227,946 $ (318,829) Loss on commodity derivative instruments (4,969,790) (284,965) Net cash (received) paid on settlements of derivative instruments (196,094) 72,507 Ending fair value of commodity derivative instruments $ (937,938) $ (531,287) The following table presents the fair value of the Partnership’s derivative contracts as of March 31, 2019 and December 31, 2018: March 31, December 31, Classification Balance Sheet Location 2019 2018 Assets: Current asset Commodity derivative assets $ 29,601 $ 2,981,117 Long-term asset Commodity derivative assets — 1,246,829 Liabilities: Current liability Commodity derivative liabilities — — Long-term liability Commodity derivative liabilities (967,539) — $ (937,938) $ 4,227,946 As of March 31, 2019, the Partnership’s open commodity derivative contracts consisted of the following: Oil Price Swaps Notional Weighted Average Range (per Bbl) Volumes (Bbl) Fixed Price (per Bbl) Low High March 2019 - December 2019 187,884 $ 61.47 $ 53.07 $ 63.47 January 2020 - December 2020 224,356 $ 55.48 $ 50.45 $ 61.43 January 2021 - March 2021 51,570 $ 56.10 $ 56.10 $ 56.10 Natural Gas Price Swaps Notional Weighted Average Range (per MMBtu) Volumes (MMBtu) Fixed Price (per MMBtu) Low High April 2019 - December 2019 2,907,575 $ 2.74 $ 2.74 $ 2.76 January 2020 - December 2020 3,582,862 $ 2.64 $ 2.51 $ 2.94 January 2021 - March 2021 726,030 $ 2.85 $ 2.85 $ 2.85

FAIR VALUE MEASUREMENTS

FAIR VALUE MEASUREMENTS	3 Months Ended
	Mar. 31, 2019
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS	NOTE 5—FAIR VALUE MEASUREMENTS The Partnership measures and reports certain assets and liabilities on a fair value basis and has classified and disclosed its fair value measurements using the levels of the fair value hierarchy noted below. The carrying values of cash, oil, natural gas and NGL receivables, accounts receivable and other current assets and current and long-term liabilities included in the unaudited condensed consolidated balance sheets approximated fair value as of March 31, 2019 and December 31, 2018. As a result, these financial assets and liabilities are not discussed below. · Level 1— Unadjusted quoted prices for identical assets or liabilities in active markets. · Level 2—Quoted prices for similar assets or liabilities in non-active markets, or inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the asset or liability. · Level 3—Measurement based on prices or valuations models that require inputs that are both unobservable and significant to the fair value measurement (including the Partnership’s own assumptions in determining fair value). Assets and liabilities that are measured at fair value are classified based on the lowest level of input that is significant to the fair value measurement. The Partnership’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the asset or liability. The Partnership recognizes transfers between fair value hierarchy levels as of the end of the reporting period in which the event or change in circumstances causing the transfer occurred. The Partnership did not have any transfers between Level 1, Level 2 or Level 3 fair value measurements during the three months ended March 31, 2019 and 2018. The Partnership’s commodity derivative instruments are classified within Level 2. The fair values of the Partnership’s oil and natural gas fixed price swaps are based upon inputs that are either readily available in the public market, such as oil and natural gas futures prices, volatility factors and discount rates, or can be corroborated from active markets.

OIL AND NATURAL GAS PROPERTIES

OIL AND NATURAL GAS PROPERTIES	3 Months Ended
	Mar. 31, 2019
OIL AND NATURAL GAS PROPERTIES
OIL AND NATURAL GAS PROPERTIES	NOTE 6—OIL AND NATURAL GAS PROPERTIES Oil and natural gas properties consists of the following: March 31, December 31, 2019 2018 Oil and natural gas properties Proved properties $ 616,816,007 $ 538,290,590 Unevaluated properties 370,332,731 280,304,353 Less: accumulated depreciation, depletion and impairment (120,853,090) (107,779,453) Total oil and natural gas properties $ 866,295,648 $ 710,815,490 Costs associated with unevaluated properties are excluded from the full cost pool until a determination as to the existence of proved reserves is able to be made. The inclusion of the Partnership’s unevaluated costs into the amortization base is expected to be completed within five years of the date of acquisition of the unevaluated properties. The Partnership assesses all items classified as unevaluated property on an annual basis for possible impairment. The Partnership assesses properties on an individual basis or as a group if properties are individually insignificant. The assessment includes consideration of the following factors, among others: operators’ intent to drill; remaining lease term; geological and geophysical evaluations; operators’ drilling results and activity; the assignment of proved reserves; and the economic viability of operator development if proved reserves are assigned. During any period in which these factors indicate an impairment, all or a portion of the associated leasehold costs are transferred to the full cost pool and are then subject to amortization. The Partnership recorded an impairment on its oil and natural gas properties of $2.8 million and $54.8 million during the three months ended March 31, 2019 and 2018, respectively, as a result of its quarterly full cost ceiling analysis.

LONG-TERM DEBT

LONG-TERM DEBT	3 Months Ended
	Mar. 31, 2019
LONG-TERM DEBT.
LONG-TERM DEBT	NOTE 7—LONG-TERM DEBT In connection with its initial public offering (“IPO”), on January 11, 2017, the Partnership entered into a credit agreement (the “2017 Credit Agreement”) with Frost Bank, as administrative agent, and the lenders party thereto, providing for a $50.0 million secured revolving credit facility secured by substantially all of its assets and the assets of its wholly owned subsidiaries. The secured revolving credit facility permitted aggregate commitments under the secured revolving credit facility to be increased up to $100.0 million, subject to the satisfaction of certain conditions and the procurement of additional commitments from new or existing lenders. On July 12, 2018, in connection with the acquisition (the “Haymaker Acquisition”) of the equity interests in certain subsidiaries owned by Haymaker Minerals & Royalties, LLC and Haymaker Properties, LP (together, “Haymaker”), the Partnership entered into an amendment (the “Credit Agreement Amendment”) to the Partnership’s 2017 Credit Agreement ( the 2017 Credit Agreement as amended by the Credit Agreement Amendment, the “Amended Credit Agreement”), by and among the Partnership, certain subsidiaries of the Partnership as guarantors, Frost Bank, as administrative agent, and the other lenders party thereto. The Credit Agreement Amendment increased commitments under the Amended Credit Agreement from $50.0 million to $200.0 million. Under the Amended Credit Agreement, availability under the secured revolving credit facility will equal the lesser of the aggregate maximum commitments of the lenders and the borrowing base. The borrowing base under the Amended Credit Agreement was set at $200.0 million. The Amended Credit Agreement permits aggregate commitments under the secured revolving credit facility to be increased to $500.0 million, subject to the satisfaction of certain conditions and the procurement of additional commitments from new or existing lenders. The borrowing base will be redetermined semiannually on May 1 and November 1 of each year based on the value of the Partnership’s oil and natural gas properties and the oil and natural gas properties of the Partnership’s wholly owned subsidiaries. The Credit Agreement Amendment amends the 2017 Credit Agreement to provide for, among other things, (i) the addition of the subsidiaries the Partnership acquired in the Haymaker Acquisition, as well as the Operating Company, as guarantors under the Amended Credit Agreement, (ii) limitations on the Partnership’s ability to incur certain debt or issue preferred equity, (iii) limitations on redemptions of the Series A Cumulative Convertible Preferred Units (“Series A Preferred Units”) and the ability of the Partnership and the restricted subsidiaries of the Partnership to make distributions and other restricted payments, in each case, unless certain conditions are satisfied, (iv) increased limitations on the Partnership’s ability to dispose of certain assets or encumber certain assets, (v) a decrease in the applicable margin under the 2017 Credit Agreement, which varies based upon the level of borrowing base usage, by 0.25% for each applicable level as set forth in the Amended Credit Agreement, such that the applicable margin will range from 1.00% to 2.00% in the case of ABR Loans (as defined in the Amended Credit Agreement) and 2.00% to 3.00% in the case of LIBOR Loans (as defined in the Amended Credit Agreement) and (vi) the addition of certain restrictions on the Partnership’s and the Operating Company’s ability to take certain actions or amend their organizational documents. The Amended Credit Agreement contains various affirmative, negative and financial maintenance covenants. These covenants limit the Partnership’s ability to, among other things, incur or guarantee additional debt, make distributions on, or redeem or repurchase, common units, make certain investments and acquisitions, incur certain liens or permit them to exist, enter into certain types of transactions with affiliates, merge or consolidate with another company and transfer, sell or otherwise dispose of assets. The Amended Credit Agreement also contains covenants requiring the Partnership to maintain the following financial ratios or to reduce the Partnership’s indebtedness if the Partnership is unable to comply with such ratios: (i) a Debt to EBITDAX Ratio (as defined in the secured revolving credit facility) of not more than 4.0 to 1.0; and (ii) a ratio of current assets to current liabilities of not less than 1.0 to 1.0. The Amended Credit Agreement also contains customary events of default, including non‑payment, breach of covenants, materially incorrect representations, cross‑default, bankruptcy and change of control. During the three months ended March 31, 2019, the Partnership did not incur or repay any borrowings under the secured revolving credit facility. As of March 31, 2019, the Partnership’s outstanding balance was $87.3 million. The Partnership was in compliance with all covenants included in the secured revolving credit facility as of March 31, 2019. As of March 31, 2019, borrowings under the secured revolving credit facility bore interest at LIBOR plus a margin of 2.25% or Prime Rate (as defined in the secured revolving credit facility) plus a margin of 1.25%. For the three months ended March 31, 2019, the weighted average interest rate on the Partnership’s outstanding borrowings was 4.76%.

PREFERRED UNITS

PREFERRED UNITS	3 Months Ended
	Mar. 31, 2019
PREFERRED UNITS
PREFERRED UNITS	NOTE 8—PREFERRED UNITS In July 2018, in connection with the closing of the Haymaker Acquisition, the Partnership completed the private placement of 110,000 Series A Preferred Units to certain affiliates of Apollo Capital Management, L.P. (the “Series A Purchasers”) for $1,000 per Series A Preferred Unit, resulting in gross proceeds to the Partnership of $110.0 million. Until the conversion of the Series A Preferred Units into common units or their redemption, holders of the Series A Preferred Units are entitled to receive cumulative quarterly distributions equal to 7.0% per annum plus accrued and unpaid distributions. In connection with the issuance of the Series A Preferred Units, the Partnership granted holders of the Series A Preferred Units board observer rights beginning on the third anniversary of the original issuance date, and board appointment rights beginning the fourth anniversary of the original issuance date and in the case of events of default with respect to the Series A Preferred Units. The Series A Preferred Units are convertible by the Series A Purchasers after two years at a 30% discount to the issue price, subject to certain conditions. The Partnership may redeem the Series A Preferred Units at any time. The Series A Preferred Units may be redeemed for a cash amount per Series A Preferred Unit equal to the product of (a) the number of outstanding Series A Preferred Units multiplied by (b) the greatest of (i) an amount (together with all prior distributions made in respect of such Series A Preferred Unit) necessary to achieve the Minimum IRR (as defined below), (ii) an amount (together with all prior distributions made in respect of such Series A Preferred Unit) necessary to achieve a return on investment equal to 1.2 times with respect to such Series A Preferred Unit and (iii) the Series A issue price plus accrued and unpaid distributions. For purposes of this paragraph, "Minimum IRR" means as of any measurement date: (a) prior to the fifth anniversary of the July 12, 2018 (the “Series A Issuance Date”), a 13.0% internal rate of return with respect to the Series A Preferred Units; (b) on or after the fifth anniversary of the Series A Issuance Date and prior to the sixth anniversary of the Series A Issuance Date, a 14.0% internal rate of return with respect to the Series A Preferred Units; and (c) on or after the sixth anniversary of the Series A Issuance Date, a 15.0% internal rate of return with respect to the Series A Preferred Units. The following table summarizes the changes in the number of the Series A Preferred Units: Series A Preferred Units Balance at December 31, 2018 110,000 Balance at March 31, 2019 110,000

UNITHOLDERS' EQUITY AND PARTNER

UNITHOLDERS' EQUITY AND PARTNERSHIP DISTRIBUTIONS	3 Months Ended
	Mar. 31, 2019
UNITHOLDERS' EQUITY AND PARTNERSHIP DISTRIBUTIONS
UNITHOLDERS' EQUITY AND PARTNERSHIP DISTRIBUTIONS	NOTE 9—UNITHOLDERS’ EQUITY AND PARTNERSHIP DISTRIBUTIONS The Partnership has limited partner units. As of March 31, 2019, the Partnership had a total of 19,495,403 common units issued and outstanding and 27,414,342 Class B Units outstanding. The following table summarizes the changes in the number of the Partnership’s common units: Common Units Balance at December 31, 2018 18,056,487 Conversion of Class B Units 1,438,916 Balance at March 31, 2019 19,495,403 The following table presents information regarding the common unit cash distributions approved by the Board of Directors for the periods presented: Amount per Date Unitholder Payment Common Unit Declared Record Date Date Q1 2019 $ 0.37 April 26, 2019 May 6, 2019 May 13, 2019 Q1 2018 $ 0.42 April 27, 2018 May 7, 2018 May 14, 2018 The following table summarizes the changes in the number of the Partnership’s Class B Units: Class B Units Balance at December 31, 2018 19,453,258 Class B Units issued for Phillips Acquisition 9,400,000 Conversion of Class B Units (1,438,916) Balance at March 31, 2019 27,414,342 Holders of the Class B Units, are entitled to receive cash distributions equal to 2% per quarter on their respective Class B Contribution, subsequent to distributions on the Series A Preferred Units but prior to distributions on the common units and OpCo Common Units. The Class B Units and OpCo Common Units are exchangeable together into an equal number of common units of the Partnership.

EARNINGS (LOSS) PER UNIT

EARNINGS (LOSS) PER UNIT	3 Months Ended
	Mar. 31, 2019
EARNINGS (LOSS) PER UNIT
EARNINGS (LOSS) PER UNIT	NOTE 10—EARNINGS (LOSS) PER UNIT Basic earnings (loss) per unit (“EPU”) is calculated by dividing net income (loss) attributable to common units by the weighted-average number of common units outstanding during the period. Diluted net income (loss) per common unit gives effect, when applicable, to unvested restricted units granted under the Kimbell Royalty GP, LLC 2017 Long-Term Incentive Plan (“LTIP”) for its employees, directors and consultants and potential conversion of Class B Units. The following table summarizes the calculation of weighted average common shares outstanding used in the computation of diluted earnings (loss) per share: Three Months Ended March 31, 2019 2018 Net loss attributable to common units $ (3,687,252) $ (52,824,471) Weighted average number of common units outstanding: Basic 17,971,300 16,345,117 Effect of dilutive securities: Series A preferred units — — Class B units — — Restricted units — — Diluted 17,971,300 16,345,117 Net loss attributable to common units Basic $ (0.21) $ (3.23) Diluted $ (0.21) $ (3.23) The calculation of diluted net loss per share for the three months ended March 31, 2019 excludes the convertible Series A Preferred Units, the conversion of the Class B Units to common units and 1,157,924 of unvested restricted units, issuable upon vesting, because their inclusion in the calculation would be anti-dilutive. The calculation of diluted net loss per share for the three months ended March 31, 2018 excludes 488,756 unvested restricted units, issuable upon vesting, because their inclusion in the calculation would be anti-dilutive.

UNIT-BASED COMPENSATION

UNIT-BASED COMPENSATION	3 Months Ended
	Mar. 31, 2019
UNIT-BASED COMPENSATION
UNIT-BASED COMPENSATION	NOTE 11—UNIT-BASED COMPENSATION On September 23, 2018, the General Partner entered into the First Amendment to the LTIP, which increased the number of common units eligible for issuance under the LTIP by 2,500,000 common units for a total of 4,541,600 common units. The Partnership’s LTIP authorizes grants to its employees, directors and consultants. The restricted units issued under the Partnership’s LTIP generally vest in one-third installments on each of the first three anniversaries of the grant date, subject to the grantee’s continuous service through the applicable vesting date. Compensation expense for such awards will be recognized over the term of the service period on a straight-line basis over the requisite service period for the entire award. Management elects not to estimate forfeiture rates and to account for forfeitures in compensation cost when they occur. Compensation expense for consultants is treated in the same manner as that of the employees and directors. Distributions related to the restricted units are paid concurrently with the Partnership’s distributions for common units. The fair value of the Partnership’s restricted units issued under the LTIP to the Partnership’s employees, directors and consultants is determined by utilizing the market value of the Partnership’s common units on the respective grant date. The following table presents a summary of the Partnership’s unvested restricted units. Weighted Weighted Average Average Grant-Date Remaining Fair Value Contractual Units per Unit Term Unvested at December 31, 2018 1,157,924 $ 18.054 2.696 years Unvested at March 31, 2019 1,157,924 $ 18.054 2.449 years

INCOME TAXES

INCOME TAXES	3 Months Ended
	Mar. 31, 2019
INCOME TAXES
INCOME TAXES	NOTE 12—INCOME TAXES In May 2018, the Board of Directors unanimously approved a change of the Partnership’s federal income tax status from that of a pass-through partnership to that of a taxable entity, which became effective on September 24, 2018. Subsequent to the Partnership’s change in tax status, the Partnership’s provision for income taxes is based on the estimated annual effective tax rate plus discrete items. Prior to September 24, 2018, the effective date of the Partnership’s change in income tax status, the Partnership was organized as a pass-through entity for income tax purposes. As a result, the Partnership’s partners were responsible for federal income taxes on their share of the Partnership’s taxable income with the exception of any entity-level income taxes such as the Texas Margins Tax. The Partnership did not have any income tax expense for the three months ended March 31, 2019.

RELATED PARTY TRANSACTIONS

RELATED PARTY TRANSACTIONS	3 Months Ended
	Mar. 31, 2019
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS	NOTE 13—RELATED PARTY TRANSACTIONS In connection with the IPO, the Partnership entered into a management services agreement with Kimbell Operating, which entered into separate services agreements with each of BJF Royalties, LLC (“BJF Royalties”), Steward Royalties, LLC (“Steward Royalties”), Taylor Companies Mineral Management, LLC (“Taylor Companies”), K3 Royalties, LLC (“K3 Royalties”), Nail Bay Royalties, LLC (“Nail Bay Royalties”) and Duncan Management, LLC (“Duncan Management”) pursuant to which they and Kimbell Operating provide management, administrative and operational services to the Partnership. In addition, under each of their respective services agreements, affiliates of the Partnership’s Sponsors will identify, evaluate and recommend to the Partnership acquisition opportunities and negotiate the terms of such acquisitions. Amounts paid to Kimbell Operating and such other entities under their respective services agreements will reduce the amount of cash available for distribution to the Partnership’s unitholders. During the three months ended March 31, 2019, no monthly services fee was paid to BJF Royalties or Steward Royalties. During the three months ended March 31, 2019, the Partnership made payments to Taylor Companies, K3 Royalties, Nail Bay Royalties and Duncan Management in the amount of $131,714, $30,000, $81,918 and $124,576, respectively. Certain consultants who provide services under management services agreements are granted restricted units under the Partnership’s LTIP. As of March 31, 2019, the Partnership had an outstanding receivable from certain employees of $36,139, which is included in accounts receivable and other current assets in the accompanying audited consolidated balance sheet. As of the filing of this Quarterly Reports on Form 10-Q, all such amounts have been collected from such employees by the Partnership.

ADMINISTRATIVE SERVICES

ADMINISTRATIVE SERVICES	3 Months Ended
	Mar. 31, 2019
ADMINISTRATIVE SERVICES
ADMINISTRATIVE SERVICES	NOTE 14—ADMINISTRATIVE SERVICES Management Services Agreement The Partnership relies upon its officers, directors, Sponsors and outside consultants to further its business efforts. The Partnership also hires independent contractors and consultants involved in land, technical, regulatory and other disciplines to assist its officers and directors. Certain administrative services are being provided by individuals on the Board of Directors and their affiliated entities. See Note 13―Related Party Transactions. Transition Services Agreement On March 25, 2019, in connection with the Phillips Acquisition, the Partnership entered into a Transition Services Agreement (the “Transition Services Agreement”) with Fortis Administrative Services, LLC (“Fortis”). Pursuant to the Transition Services Agreement, Fortis will provide certain administrative services and accounting assistance on a transitional basis for total compensation of $300,000 from April 1, 2019 through June 1, 2019, at which point, the Transition Services Agreement will terminate.

COMMITMENTS AND CONTINGENCIES

COMMITMENTS AND CONTINGENCIES	3 Months Ended
	Mar. 31, 2019
COMMITMENTS AND CONTINGENCIES.
COMMITMENTS AND CONTINGENCIES	NOTE 15—COMMITMENTS AND CONTINGENCIES During the normal course of business, the Partnership may experience situations where disagreements occur relating to the ownership of certain mineral or overriding royalty interest acreage. The Partnership is currently assessing such a situation relating to certain non-producing acreage in its portfolio, the resolution of which is not expected to have a material impact on the Partnership’s condensed consolidated financial statements, and no amounts have been accrued as of March 31, 2019.

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS	3 Months Ended
	Mar. 31, 2019
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS	NOTE 16—SUBSEQUENT EVENTS The Partnership has evaluated events that occurred subsequent to March 31, 2019 in the preparation of its condensed consolidated financial statements. On April 10, 2019, Haymaker Minerals & Royalties, LLC exchanged 3,600,000 Opco Common Units and Class B Units, together, for an equal number of common units of the Partnership. On April 26, 2019 the Board of Directors declared a quarterly cash distribution of $0.37 per common unit for the quarter ended March 31, 2019. The distribution will be paid on May 13, 2019 to common unitholders and OpCo common unitholders of record as of the close of business on May 6, 2019.

SUMMARY OF SIGNIFICANT ACCOUN_2

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	3 Months Ended
	Mar. 31, 2019
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Reclassification of Prior Period Presentation	Reclassification of Prior Period Presentation Certain prior period amounts have been reclassified for consistency with the current period presentation. These reclassifications had no effect on previously reported net income (loss), total cash flows from operations or working capital.
New Accounting Pronouncements	New Accounting Pronouncements Recently Adopted Pronouncements In February 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2016‑02, “Leases.” ASU 2016‑02 requires the recognition of right-of-use (“ROU”) assets and lease liabilities by lessees for those leases currently classified as operating leases and makes certain changes to the way lease expenses are accounted for. This update is effective for fiscal years beginning after December 15, 2018, including interim periods within that fiscal year, with early adoption permitted. The Partnership adopted this update using the modified retrospective approach, effective January 1, 2019. The adoption of this update did not have a material impact on the Partnership’s financial statements or results of operations for the three months ended March 31, 2019. The Partnership evaluated whether its contractual arrangements contain leases at the inception of such arrangements. Specifically, the Partnership considered whether it can control the underlying asset and have the right to obtain substantially all of the economic benefits or outputs from the asset. Substantially, all of the Partnerships leases are long-term operating leases with fixed payment terms and will terminate in October of 2028. The Partnership’s ROU operating lease assets represent its right to use an underlying asset for the lease term, and its operating lease liabilities represent its obligation to make lease payments. ROU operating lease assets and operating lease liabilities are included in the accompanying unaudited condensed consolidated balance sheet as of March 31, 2019. Short term operating lease liabilities are included in other current liabilities. The weighted average remaining lease term as of March 31, 2019 was 9.58 years. Both the ROU operating lease assets and liabilities are recognized at the present value of the remaining lease payments over the lease term and do not include lease incentives. The Partnership’s leases do not provide an implicit rate that can readily be determined; therefore, the Partnership used a discount rate based on its incremental borrowing rate, which is determined by the information available in the Amended Credit Agreement, as defined in Note 7—Long-Term Debt, as of January 1, 2019. The incremental borrowing rate reflects the estimated rate of interest that the Partnership would pay to borrow, on a collateralized basis over a similar term, an amount equal to the lease payments in a similar economic environment. The weighted average discount rate used for the operating lease was 6.75% for the three months ended March 31, 2019. Operating lease expense is recognized on a straight-line basis over the lease term and is included in operating expenses in the accompanying unaudited condensed consolidated statement of operations for the three months ended March 31, 2019. The total operating lease expense recorded for the three months ended March 31, 2019 was de minimis. Currently, the most substantial contractual arrangement that the Partnership has classified as an operating lease is the main office space used for operations. In July 2019, the Partnership will become the lessee in several other related lease agreements for additional office spaces. In addition, the Partnership has been involved in the construction and design of the underlying asset. The underlying assets will be capitalized in July 2019 upon commencement of the lease. Future minimum lease commitments at March 31, 2019 were as follows: Remainder of Total 2019 2020 2021 2022 2023 Thereafter Operating leases $ 818,370 $ 60,513 $ 80,684 $ 80,684 $ 81,093 $ 83,549 $ 431,847 Less: Imputed Interest (225,663) Total $ 592,707 In July 2018, the FASB issued ASU 2018-09, “Codification Improvements.” This update provides clarification and corrects unintended application of the guidance in various sections. This update is effective for financial statements issued for fiscal years beginning after December 15, 2018, including interim periods within that fiscal year. The adoption of this update did not have a material impact on the Partnership’s financial statements or results of operations for the three months ended March 31, 2019. In July 2018, the FASB issued ASU 2018-10, “Codification Improvements to Topic 842, Leases.” This update provides clarification and corrects unintended application of certain sections in the new lease guidance. This update is effective for financial statements issued for fiscal years beginning after December 15, 2018, including interim periods within that fiscal year. The adoption of this update did not have a material impact on the Partnership’s financial statements or results of operations for the three months ended March 31, 2019. In July 2018, the FASB issued ASU 2018-11, “Lease (Topic 842): Targeted Improvements.” This update provides another transition method of allowing entities to initially apply the new lease standard at the adoption date and recognize a cumulative-effect adjustment to the opening balance of retained earnings in the period of adoption. This update is effective for financial statements issued for fiscal years beginning after December 15, 2018, including interim periods within that fiscal year. The adoption of this update did not have a material impact on the Partnership’s financial statements or results of operations for the three months ended March 31, 2019. Accounting Pronouncements Not Yet Adopted In August 2018, the FASB issued ASU 2018-13, “Fair Value Measurement (Topic 820) - Disclosure Framework - Changes to the Disclosure Requirements for Fair Value Measurement.” This update modifies the fair value measurement disclosure requirements specifically related to Level 3 fair value measurements and transfers between levels. This update will be effective for financial statements issued for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years. This update will be applied prospectively. The Partnership is currently evaluating the impact of the adoption of this update, but does not believe it will have a material impact on its financial position, results of operations or liquidity.

SUMMARY OF SIGNIFICANT ACCOUN_3

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables)	3 Months Ended
	Mar. 31, 2019
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Schedule of future minimum lease commitments	Remainder of Total 2019 2020 2021 2022 2023 Thereafter Operating leases $ 818,370 $ 60,513 $ 80,684 $ 80,684 $ 81,093 $ 83,549 $ 431,847 Less: Imputed Interest (225,663) Total $ 592,707

ACQUISITIONS (Tables)

ACQUISITIONS (Tables)	3 Months Ended
	Mar. 31, 2019
ACQUISITIONS
Schedule of pro forma results	Three Months Ended March 31, 2019 2018 Total revenues $ 22,955,795 $ 30,131,314 Net income (loss) attributable to common units $ 785,486 $ (37,103,057) Net income (loss) attributable to common units Basic $ 0.04 $ (2.27) Diluted $ 0.04 $ (2.27)

DERIVATIVES (Tables)

DERIVATIVES (Tables)	3 Months Ended
	Mar. 31, 2019
DERIVATIVES
Schedule of changes in fair value of derivative instruments	Three Months Ended March 31, 2019 2018 Beginning fair value of commodity derivative instruments $ 4,227,946 $ (318,829) Loss on commodity derivative instruments (4,969,790) (284,965) Net cash (received) paid on settlements of derivative instruments (196,094) 72,507 Ending fair value of commodity derivative instruments $ (937,938) $ (531,287)
Schedule of derivative contracts	March 31, December 31, Classification Balance Sheet Location 2019 2018 Assets: Current asset Commodity derivative assets $ 29,601 $ 2,981,117 Long-term asset Commodity derivative assets — 1,246,829 Liabilities: Current liability Commodity derivative liabilities — — Long-term liability Commodity derivative liabilities (967,539) — $ (937,938) $ 4,227,946
Schedule of commodity derivative contracts	As of March 31, 2019, the Partnership’s open commodity derivative contracts consisted of the following: Oil Price Swaps Notional Weighted Average Range (per Bbl) Volumes (Bbl) Fixed Price (per Bbl) Low High March 2019 - December 2019 187,884 $ 61.47 $ 53.07 $ 63.47 January 2020 - December 2020 224,356 $ 55.48 $ 50.45 $ 61.43 January 2021 - March 2021 51,570 $ 56.10 $ 56.10 $ 56.10 Natural Gas Price Swaps Notional Weighted Average Range (per MMBtu) Volumes (MMBtu) Fixed Price (per MMBtu) Low High April 2019 - December 2019 2,907,575 $ 2.74 $ 2.74 $ 2.76 January 2020 - December 2020 3,582,862 $ 2.64 $ 2.51 $ 2.94 January 2021 - March 2021 726,030 $ 2.85 $ 2.85 $ 2.85

OIL AND NATURAL GAS PROPERTIES

OIL AND NATURAL GAS PROPERTIES (Tables)	3 Months Ended
	Mar. 31, 2019
OIL AND NATURAL GAS PROPERTIES
Schedule of oil and natural gas properties	March 31, December 31, 2019 2018 Oil and natural gas properties Proved properties $ 616,816,007 $ 538,290,590 Unevaluated properties 370,332,731 280,304,353 Less: accumulated depreciation, depletion and impairment (120,853,090) (107,779,453) Total oil and natural gas properties $ 866,295,648 $ 710,815,490

PREFERRED UNITS (Tables)

PREFERRED UNITS (Tables)	3 Months Ended
	Mar. 31, 2019
Series A Preferred Units
Class of Stock [Line Items]
Summary of the changes in the number of the Series A Preferred Units	Series A Preferred Units Balance at December 31, 2018 110,000 Balance at March 31, 2019 110,000

UNITHOLDERS' EQUITY AND PARTN_2

UNITHOLDERS' EQUITY AND PARTNERSHIP DISTRIBUTIONS (Tables)	3 Months Ended
	Mar. 31, 2019
Common units
Schedule of distributions approved by the Board of Directors	Amount per Date Unitholder Payment Common Unit Declared Record Date Date Q1 2019 $ 0.37 April 26, 2019 May 6, 2019 May 13, 2019 Q1 2018 $ 0.42 April 27, 2018 May 7, 2018 May 14, 2018
Common Units
Common units
Schedule of changes in Partnership's units	Common Units Balance at December 31, 2018 18,056,487 Conversion of Class B Units 1,438,916 Balance at March 31, 2019 19,495,403
Class B
Common units
Schedule of changes in Partnership's units	Class B Units Balance at December 31, 2018 19,453,258 Class B Units issued for Phillips Acquisition 9,400,000 Conversion of Class B Units (1,438,916) Balance at March 31, 2019 27,414,342

EARNINGS (LOSS) PER UNIT (Table

EARNINGS (LOSS) PER UNIT (Tables)	3 Months Ended
	Mar. 31, 2019
EARNINGS (LOSS) PER UNIT
Schedule of earnings (loss) per unit	Three Months Ended March 31, 2019 2018 Net loss attributable to common units $ (3,687,252) $ (52,824,471) Weighted average number of common units outstanding: Basic 17,971,300 16,345,117 Effect of dilutive securities: Series A preferred units — — Class B units — — Restricted units — — Diluted 17,971,300 16,345,117 Net loss attributable to common units Basic $ (0.21) $ (3.23) Diluted $ (0.21) $ (3.23)

UNIT-BASED COMPENSATION (Tables

UNIT-BASED COMPENSATION (Tables)	3 Months Ended
	Mar. 31, 2019
UNIT-BASED COMPENSATION
Schedule of unvested restricted stock activity	Weighted Weighted Average Average Grant-Date Remaining Fair Value Contractual Units per Unit Term Unvested at December 31, 2018 1,157,924 $ 18.054 2.696 years Unvested at March 31, 2019 1,157,924 $ 18.054 2.449 years

ORGANIZATION AND BASIS OF PRE_2

ORGANIZATION AND BASIS OF PRESENTATION (Details)	Jul. 24, 2018$ / sharesshares	Mar. 31, 2019segment
Segment Reporting
Number of operating units | segment		1
Number of reporting units | segment		1
Haymaker Holdings | Common Units | Kimbell Royalty Operating, LLC
Organization
Number of units held by investor that were exchanged (in units)	10,000,000
Haymaker Holdings | Common Units | Kimbell Royalty Operating, LLC
Organization
Number of units held by investor that were exchanged (in units)	10,000,000
Haymaker Holdings | Class B Common Units
Organization
Additional consideration paid per unit (in dollars per unit) | $ / shares	$ 0.05
Distribution rate (as a percent)	2.00%
Haymaker Holdings | Class B Common Units | Kimbell Royalty Operating, LLC
Organization
Units issued (in units)	10,000,000
Haymaker Holdings | Class B Common Units | Kimbell Royalty Operating, LLC
Organization
Units issued (in units)	2,953,258
Haymaker Holdings | OpCo Units | Kimbell Royalty Operating, LLC
Organization
Units issued (in units)	10,000,000
Haymaker Holdings | OpCo Units | Kimbell Royalty Operating, LLC
Organization
Units issued (in units)	10,000,000
Haymaker Foundation | Common Units | Kimbell Royalty Operating, LLC
Organization
Number of units held by investor that were exchanged (in units)	2,953,258
Haymaker Foundation | Common Units | Kimbell Royalty Operating, LLC
Organization
Number of units held by investor that were exchanged (in units)	2,953,258
Haymaker Foundation | Class B Common Units | Kimbell Royalty Operating, LLC
Organization
Units issued (in units)	2,953,258
Haymaker Foundation | Class B Common Units | Kimbell Royalty Operating, LLC
Organization
Units issued (in units)	10,000,000
Haymaker Foundation | OpCo Units | Kimbell Royalty Operating, LLC
Organization
Units issued (in units)	2,953,258
Haymaker Foundation | OpCo Units | Kimbell Royalty Operating, LLC
Organization
Units issued (in units)	2,953,258
Kimbell Royalty Operating, LLC | Series A Preferred Units
Organization
Units owned in subsidiary (in units)	110,000
Kimbell Royalty Operating, LLC | Common Units
Organization
Units owned in subsidiary (in units)	13,886,204

SUMMARY OF SIGNIFICANT ACCOUN_4

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) - USD ($)	Mar. 31, 2019	Jan. 01, 2019
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Operating lease weighted average remaining lease term		9 years 6 months 29 days
Operating lease weighted average discount rate (as a percent)		6.75%
Remainder of 2019	$ 60,513
2020	80,684
2021	80,684
2022	81,093
2023	83,549
Thereafter	431,847
Total operating leases	818,370
Less Imputed Interest	(225,663)
Total	$ 592,707

ACQUISITIONS - Acquisitions (De

ACQUISITIONS - Acquisitions (Details) - Phillips Acquisition $ / shares in Units, $ in Millions	Mar. 25, 2019USD ($)a$ / sharesshares
Acquisitions
Purchase price units value | $	$ 171.6
Share price (in dollars per unit) | $ / shares	$ 18.25
Gross acres acquired (in acres) | a	866,528
Net royalty acres acquired (in acres) | a	12,210
OpCo Units
Acquisitions
Purchase price units (in units) | shares	9,400,000
Class B
Acquisitions
Purchase price units (in units) | shares	9,400,000

ACQUISITIONS - Pro forma (Detai

ACQUISITIONS - Pro forma (Details) - Phillips Acquisition - USD ($)	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018
Pro forma results
Total revenue	$ 22,955,795	$ 30,131,314
Net income (loss) attributable to common units	$ 785,486	$ (37,103,057)
Net income (loss) attributable to common units - basic (in dollar per unit)	$ 0.04	$ (2.27)
Net income (loss) attributable to common units - Diluted (in dollar per unit)	$ 0.04	$ (2.27)

DERIVATIVES (Details)

DERIVATIVES (Details)	3 Months Ended
	Mar. 31, 2019USD ($)	Mar. 31, 2018USD ($)	Mar. 31, 2019USD ($)$ / bblMMBbls	Dec. 31, 2018USD ($)
Derivatives
Daily oil and natural gas production before Phillips acquisition hedged (as a percent)			24.00%
Daily oil and natural gas production after Phillips acquisition hedged (as a percent)			20.00%
Change in fair values of derivative instruments
Beginning fair value of commodity derivative instruments | $	$ 4,227,946	$ (318,829)
Loss on commodity derivative instruments | $	(4,969,790)	(284,965)
Net cash (received) paid on settlements of derivative instruments | $	(196,094)	72,507
Ending fair value of commodity derivative instruments | $	(937,938)	(531,287)
Assets:
Current asset | $			$ 29,601	$ 2,981,117
Long-term asset | $				1,246,829
Liabilities:
Long-term liability | $			(967,539)
Derivative assets (liabilities) | $	$ 4,227,946	$ (318,829)	$ (937,938)	$ 4,227,946
Oil Price Swaps - March 2019 - December 2019
Derivatives
Notional Volumes | MMBbls			187,884
Weighted Average Fixed Price			61.47
Oil Price Swaps - January 2020 - December 2020
Derivatives
Notional Volumes | MMBbls			224,356
Weighted Average Fixed Price			55.48
Oil Price Swaps - January 2021 - March 2021
Derivatives
Notional Volumes | MMBbls			51,570
Weighted Average Fixed Price			56.10
Natural Gas Price Swaps - April 2019 - December 2019
Derivatives
Notional Volumes | MMBbls			2,907,575
Weighted Average Fixed Price			2.74
Natural Gas Price Swaps - January 2020 - December 2020
Derivatives
Notional Volumes | MMBbls			3,582,862
Weighted Average Fixed Price			2.64
Natural Gas Price Swaps - January 2021 - March 2021
Derivatives
Notional Volumes | MMBbls			726,030
Weighted Average Fixed Price			2.85
Minimum | Oil Price Swaps - March 2019 - December 2019
Derivatives
Weighted Average Fixed Price			53.07
Minimum | Oil Price Swaps - January 2020 - December 2020
Derivatives
Weighted Average Fixed Price			50.45
Minimum | Oil Price Swaps - January 2021 - March 2021
Derivatives
Weighted Average Fixed Price			56.10
Minimum | Natural Gas Price Swaps - April 2019 - December 2019
Derivatives
Weighted Average Fixed Price			2.74
Minimum | Natural Gas Price Swaps - January 2020 - December 2020
Derivatives
Weighted Average Fixed Price			2.51
Minimum | Natural Gas Price Swaps - January 2021 - March 2021
Derivatives
Weighted Average Fixed Price			2.85
Maximum | Oil Price Swaps - March 2019 - December 2019
Derivatives
Weighted Average Fixed Price			63.47
Maximum | Oil Price Swaps - January 2020 - December 2020
Derivatives
Weighted Average Fixed Price			61.43
Maximum | Oil Price Swaps - January 2021 - March 2021
Derivatives
Weighted Average Fixed Price			56.10
Maximum | Natural Gas Price Swaps - April 2019 - December 2019
Derivatives
Weighted Average Fixed Price			2.76
Maximum | Natural Gas Price Swaps - January 2020 - December 2020
Derivatives
Weighted Average Fixed Price			2.94
Maximum | Natural Gas Price Swaps - January 2021 - March 2021
Derivatives
Weighted Average Fixed Price			2.85

OIL AND NATURAL GAS PROPERTIE_2

OIL AND NATURAL GAS PROPERTIES (Details) - USD ($)	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018	Dec. 31, 2018
OIL AND NATURAL GAS PROPERTIES
Proved properties	$ 616,816,007		$ 538,290,590
Unevaluated properties	370,332,731		280,304,353
Less: accumulated depreciation, depletion, and impairment	(120,853,090)		(107,779,453)
Total oil and natural gas properties, net	$ 866,295,648		$ 710,815,490
Useful life	5 years
Impairment of oil and natural gas properties	$ 2,802,198	$ 54,753,444

LONG-TERM DEBT (Details)

LONG-TERM DEBT (Details) - USD ($)	Jul. 12, 2018	Mar. 31, 2019	Jul. 11, 2018	Feb. 08, 2017	Jan. 11, 2017
Long-term debt
Borrowings of debt		$ 0
Repayment of debt		0
Revolving credit facility
Long-term debt
Revolving credit facility maximum borrowings	$ 200,000,000		$ 50,000,000		$ 50,000,000
Revolving credit facility increased maximum borrowing capacity if certain conditions are met	500,000,000				$ 100,000,000
Revolving credit facility outstanding		$ 87,300,000
Interest rate on outstanding borrowings (as a percent)		4.76%
Initial borrowing base	$ 200,000,000
Amount of applicable margin decrease for each applicable level (as a percent)	0.25%
Revolving credit facility | LIBOR
Long-term debt
Variable rate	LIBOR	LIBOR
Margin (as a percent)		2.25%
Revolving credit facility | Prime
Long-term debt
Variable rate	ABR	Prime Rate
Margin (as a percent)		1.25%
Revolving credit facility | Maximum
Long-term debt
Debt to EBITDAX ratio				400.00%
Revolving credit facility | Maximum | LIBOR
Long-term debt
Margin (as a percent)	3.00%
Revolving credit facility | Maximum | Prime
Long-term debt
Margin (as a percent)	2.00%
Revolving credit facility | Minimum
Long-term debt
Current assets to current liabilities ratio				100.00%
Revolving credit facility | Minimum | LIBOR
Long-term debt
Margin (as a percent)	2.00%
Revolving credit facility | Minimum | Prime
Long-term debt
Margin (as a percent)	1.00%

PREFERRED UNITS (Details)

PREFERRED UNITS (Details) - Affiliates of Apollo Capital Management, L.P. - USD ($)	1 Months Ended	3 Months Ended
	Jul. 31, 2018	Mar. 31, 2019
Preferred units
Series A preferred units issued	110,000
Share price (in dollars per unit)	$ 1,000
Proceeds from the issuance of preferred units	$ 110,000,000
Distribution rate (as a percent)	7.00%
The period after issuance securities become convertible	2 years
Discount rate to the issue price (as a percent)	$ 30
Percent of redemption price exceeding invested capital for the Partnership to initiate redemption (as a percent)	120.00%
Minimum IRR prior to the fifth anniversary of Series A Issuance Date (as a percent)		13.00%
Minimum IRR on or after the fifth anniversary of Series A Issuance Date (as a percent)		14.00%
Minimum IRR on or after the sixth anniversary of Series A Issuance Date (as a percent)		15.00%

PREFERRED UNITS - Rollforward (

PREFERRED UNITS - Rollforward (Details) - shares	Mar. 31, 2019	Dec. 31, 2018
Series A Preferred Units
Preferred units
Balance	110,000	110,000

UNITHOLDERS' EQUITY AND PARTN_3

UNITHOLDERS' EQUITY AND PARTNERSHIP DISTRIBUTIONS (Details) - $ / shares	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018	Mar. 31, 2019	Dec. 31, 2018
Common units
Units issued (in units)			19,495,403	18,056,487
Units outstanding (in units)	18,056,487		19,495,403	18,056,487
Capital rollforward
Unitholders' capital, beginning balance (in units)	18,056,487
Unitholders' capital, ending balance (in units)	19,495,403
Cash distributions declared and paid (in dollars per unit)	$ 0.37	$ 0.42
Common Units
Common units
Units issued (in units)			19,495,403
Units outstanding (in units)	18,056,487		19,495,403	18,056,487
Capital rollforward
Unitholders' capital, beginning balance (in units)	18,056,487
Conversion of Class B Units (in units)	1,438,916
Unitholders' capital, ending balance (in units)	19,495,403
Class B
Common units
Units outstanding (in units)	19,453,258		27,414,342	19,453,258
Capital rollforward
Unitholders' capital, beginning balance (in units)	19,453,258
Units issued to acquisition (in units)	9,400,000
Conversion of Class B Units (in units)	(1,438,916)
Unitholders' capital, ending balance (in units)	27,414,342
Cash distributions (as a percent)	2.00%

EARNINGS (LOSS) PER UNIT (Detai

EARNINGS (LOSS) PER UNIT (Details) - USD ($)	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018
Earnings per unit
Net loss attributable to common units	$ (3,687,252)	$ (52,824,471)
Net loss attributable to common units per unit (basic)	$ (0.21)	$ (3.23)
Weighted average number of common units outstanding Basic (in units)	17,971,300	16,345,117
Net loss attributable to common units per unit (diluted)	$ (0.21)	$ (3.23)
Weighted average number of common units outstanding Diluted (in units)	17,971,300	16,345,117
Restricted Units
Earnings per unit
Anti-dilutive options outstanding	1,157,924	488,756

UNIT-BASED COMPENSATION (Detail

UNIT-BASED COMPENSATION (Details) - Long-Term Incentive Plan - $ / shares	Sep. 23, 2018	Mar. 31, 2019	Dec. 31, 2018
Unit-based compensation
Authorized issuance of units	4,541,600
Additional common units authorized for issuance	2,500,000
Vesting period		3 years
First Anniversary
Unit-based compensation
Vesting percent		33.30%
Second Anniversary
Unit-based compensation
Vesting percent		33.30%
Third Anniversary
Unit-based compensation
Vesting percent		33.30%
Restricted Units
Unvested Units
Unvested at beginning of period (in units)		1,157,924
Unvested at end of period (in units)		1,157,924	1,157,924
Unvested Weighted Average Grant-Date Fair Value
Unvested at beginning of period (in dollars per unit)		$ 18.054
Unvested at end of period (in dollars per unit)		$ 18.054	$ 18.054
Weighted Average Remaining Contractual Term
Unvested contractual term, at end of period		2 years 5 months 12 days	2 years 8 months 11 days

INCOME TAXES - Expense (Details

INCOME TAXES - Expense (Details)	3 Months Ended
	Mar. 31, 2019USD ($)
Deferred
Provision for income taxes	$ 0

RELATED PARTY TRANSACTIONS (Det

RELATED PARTY TRANSACTIONS (Details)	3 Months Ended
	Mar. 31, 2019USD ($)
Related Party Transactions
Outstanding receivable from Rivercrest Capital Management and certain employees	$ 36,139
BJF Royalties
Related Party Transactions
Payments made to related parties	0
Steward Royalties
Related Party Transactions
Payments made to related parties	0
Taylor Companies
Related Party Transactions
Payments made to related parties	131,714
K3 Royalties
Related Party Transactions
Payments made to related parties	30,000
Nail Bay Royalties
Related Party Transactions
Payments made to related parties	81,918
Duncan Management
Related Party Transactions
Payments made to related parties	$ 124,576

ADMINISTRATIVE SERVICES (Detail

ADMINISTRATIVE SERVICES (Details)	May 31, 2019USD ($)
Phillips Acquisition
Transition Service Agreement amount of administrative services to be received	$ 300,000

COMMITMENTS AND CONTINGENCIES (

COMMITMENTS AND CONTINGENCIES (Details)	Mar. 31, 2019USD ($)
COMMITMENTS AND CONTINGENCIES.
Accrued litigation liability	$ 0

SUBSEQUENT EVENTS (Details)

SUBSEQUENT EVENTS (Details) - Subsequent Event - $ / shares	Apr. 26, 2019	Apr. 10, 2019
Subsequent events
Cash distributions declared (in dollars per unit)	$ 0.37
Class B Common Units
Subsequent events
Conversion of units		3,600,000
Haymaker Foundation | OpCo Units
Subsequent events
Conversion of units		3,600,000