UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 8.01. Other Events.
On April 9, 2025, Kimbell Royalty Partners, LP (the “Partnership”) delivered an irrevocable notice of redemption to the holders of Series A Cumulative Convertible Preferred Units representing limited partner interests in the Partnership (the “Preferred Units”) to call for redemption on May 7, 2025 (the “Redemption Date”) 162,500 Preferred Units, representing 50% of the outstanding Preferred Units. Following the redemption, there will be 162,500 Preferred Units that remain outstanding, which represents 50% of the total Preferred Units originally issued by the Partnership in 2023. The Preferred Units called for redemption will be redeemed on the Redemption Date at a price of $1,121.91781 per Preferred Unit for an aggregate redemption price of approximately $182.3 million.
The redemption is expected to be funded with borrowings under the Partnership’s revolving credit facility.
This report shall not constitute a notice of redemption with respect to or an offer to purchase or sell (or the solicitation of an offer to purchase or sell) any securities.
Statements in this report that are not historical facts, including but not limited to those relating to the proposed redemption and amounts or proceeds to be used for the redemption, are forward-looking statements that are based on current expectations. Although the Partnership believes that its expectations are based on reasonable assumptions, it can give no assurance that these expectations will prove correct. Important factors that could cause actual results to differ materially from those in the forward-looking statements include the terms of the redemption, other sources and uses of funds for the Partnership, actions by the holders of Preferred Units, results of operations, market conditions, capital needs and uses and other risks and uncertainties that are beyond the Partnership’s control, including those described in the Partnership’s Annual Report on Form 10-K for the year ended December 31, 2024 and in its other filings with the Securities and Exchange Commission.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| KIMBELL ROYALTY PARTNERS, LP | ||
| By: | Kimbell Royalty GP, LLC, | |
| its general partner | ||
| By: | /s/ Matthew S. Daly | |
| Matthew S. Daly | ||
| Chief Operating Officer | ||
| Date: April 9, 2025 | ||