3//SEC Filing
Yorktown X Associates LLC 3
Accession 0000899243-18-031997
CIK 0001657788other
Filed
Dec 30, 7:00 PM ET
Accepted
Dec 31, 6:20 PM ET
Size
9.4 KB
Accession
0000899243-18-031997
Insider Transaction Report
Form 3
Yorktown X Associates LLC
10% Owner
Holdings
- 925,634(indirect: See Footnote)
Common Units
- (indirect: See Footnote)
Class B Units
→ Common units representing limited partner interests (770,946.074 underlying) - (indirect: See Footnote)
Kimbell Royalty Operating, LLC Common Units
→ Common units representing limited partner interests (770,946.074 underlying)
Footnotes (5)
- [F1]These securities are owned directly by Yorktown Energy Partners X, L.P., a Delaware limited partnership ("Yorktown X"). Yorktown X Associates LLC, a Delaware limited liability company ("Yorktown X Associates"), is the sole general partner of Yorktown X Company LP, the sole general partner of Yorktown X.
- [F2]Yorktown X Associates disclaims beneficial ownership of these securities except to the extent of its pecuniary interest therein, and this report shall not be deemed an admission that Yorktown X Associates is the beneficial owner of the securities for Section 16 or any other purpose.
- [F3]Pursuant to a Purchase and Sale Agreement, dated as of November 20, 2018, by and among the Issuer and other parties thereto (the "Agreement"), Rivercrest Royalties Holdings II, LLC, a Delaware limited liability company ("Holdings II"), received an equal number of (i) common units representing limited liability company interests ("Opco Common Units") in Kimbell Royalty Operating, LLC (the "Operating Company"), and (ii) "Class B Units," which are common units representing limited partner interests of the Issuer, in exchange for the sale by Holdings II of all of the limited liability company interests in Rivercrest Royalties II, LLC, a Delaware limited liability company.
- [F4](Continued From Footnote 3) Pursuant to the terms of the Agreement, Opco Common Units, together with an equal number of Class B Units, are exchangeable on a one-on-one basis for Common Units at the discretion of Holdings II. Also pursuant to the terms of the Agreement, Holdings II is restricted from selling any of its Opco Common Units for a period of 120 days after December 20, 2018, subject to certain limited and specified exceptions.
- [F5]Yorktown X is a member of Holdings II and currently owns a majority of the outstanding units in Holdings II. Under the terms of Holdings II's governing agreements Yorktown X has the ability to elect or remove members of the Board of Managers of Holdings II for so long as Yorktown X owns a majority of the outstanding units in Holdings II. Yorktown X, therefore, could appoint a majority of the members of the Board of Managers of Holdings II, which has the power to direct the voting and disposition of shares held by Holdings II.
Documents
Issuer
Kimbell Royalty Partners, LP
CIK 0001657788
Entity typeother
IncorporatedDE
Related Parties
1- filerCIK 0001687161
Filing Metadata
- Form type
- 3
- Filed
- Dec 30, 7:00 PM ET
- Accepted
- Dec 31, 6:20 PM ET
- Size
- 9.4 KB