SUBSEQUENT EVENTS | NOTE 16—SUBSEQUENT EVENTS The Partnership has evaluated events that occurred subsequent to March 31, 2020 in the preparation of its condensed consolidated financial statements. Acquisitions On April 17, 2020, the Partnership completed the acquisition of the equity interests in Springbok Energy Partners, LLC and Springbok Energy Partners II, LLC (the “Springbok Acquisition”) from the owners of such. While certain members of Springbok Operating Company, LLC, manager of the Joint Venture, are affiliated with the entities acquired as part of the Springbok Acquisition, none of the assets held by the Joint Venture were included in the Springbok Acquisition. The aggregate consideration for the Springbok Acquisition consisted of (i) $95.0 million in cash, subject to standard pre-closing adjustments (ii) the issuance of 2,224,358 common units and (iii) the issuance of 2,497,134 OpCo common units and an equal number of Class B units. In connection with the execution of the related purchase agreements, the Partnership paid a deposit of approximately $9.5 million on the cash portion of the purchase price, which was funded by borrowings under its senior secured credit facility. As of March 31, 2020, the acreage acquired in the Springbok Acquisition had over 90 operators on 2,160 net royalty acres across core areas of the Delaware Basin, DJ Basin, Haynesville, STACK, Eagle Ford and other leading basins. In connection with the Springbok Acquisition, the Partnership entered into a Transition Services Agreement (the “Transition Services Agreement”) with Springbok Investment Management, LP (“SIM”) . Pursuant to the Transition Services Agreement, SIM will provide certain administrative services and accounting assistance on a transitional basis for total compensation of $300,000 from April 17, 2020 through June 17, 2020, at which point, the Transition Services Agreement will terminate, unless the Partnership exercises its option to extend the term of the Transition Services Agreement for an additional month. Derivative Transactions On April 17, 2020, the Partnership entered into additional oil and natural gas commodity derivative agreements with Frost Bank for the period beginning April 1, 2020 through March 31, 2022. The commodity derivative contracts consist 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 Springbok Acquisition, this amount constituted approximately 19% of daily oil and natural gas production. Following the closing of the Springbok Acquisition, the Partnership hedged daily oil and natural gas production of approximately 31% of its production. The additional oil and natural gas commodity derivative agreements represent the Partnership’s mitigation of the inherent commodity price risk associated with the oil and natural gas production from the properties acquired in the Springbok Acquisition. Distributions On May 6, 2020, the Partnership paid a quarterly cash distribution on the Series A preferred units of approximately $1.0 million for the quarter ended March 31, 2020. On May 6, 2020, the Partnership paid a quarterly cash distribution to each Class B unitholder equal to 2.0% of such unitholder’s respective Class B Contribution, resulting in a total quarterly distribution of $20,644 for the quarter ended March 31, 2020 . On April 24, 2020, the Board of Directors declared a quarterly cash distribution of $0.17 per common unit for the quarter ended March 31, 2020. The distribution will be paid on May 11, 2020 to common unitholders and OpCo common unitholders of record as of the close of business on May 4, 2020. COVID-19 Pandemic and Impact on Global Demand for Oil and Natural Gas On March 11, 2020, the World Health Organization (the “WHO”) declared the ongoing COVID-19 outbreak a pandemic and recommended containment and mitigation measures worldwide. The pandemic has reached more than 200 countries and has resulted in widespread adverse impacts on the global economy, the Partnership’s oil, natural gas, and NGL operators and other parties with whom the Partnership has business relations. The Partnership has modified certain business practices (including those related to employee travel, employee work locations, and cancellation of physical participation in meetings, events and conferences) to conform to government restrictions and best practices encouraged by the Centers for Disease Control and Prevention, the WHO and other governmental and regulatory authorities. Since mid-March, the Partnership has restricted access to its offices to only essential employees, and has directed the remainder of its employees to work from home to the extent possible. These restrictions have had minimal impact on the Partnership’s operations to date and have allowed the Partnership to maintain the engagement and connectivity of its personnel, as well as minimize the number of employees required in the office. The ultimate impacts of COVID-19 and the volatility currently being experienced in the oil and natural gas markets on the Partnership’s business, cash flows, liquidity, financial condition and results of operations will depend on future developments, including, among others, the ultimate geographic spread of the virus, the consequences of governmental and other measures designed to prevent the spread of the virus, the development of effective treatments, the duration of the outbreak, actions taken by members of the Organization of Petroleum Exporting Countries (“OPEC”) and other foreign, oil-exporting countries, governmental authorities and other thirds parties, workforce availability, and the timing and extent to which normal economic and operating conditions resume. For additional discussion regarding the risks associated with the COVID-19 pandemic and OPEC decisions, see Part I, Item II. Management’s Discussion and Analysis of Financial Condition and Results of Operations and Part II, Item IA. Risk Factors. |