0000899243-18-020438.txt : 20180723 0000899243-18-020438.hdr.sgml : 20180723 20180723184739 ACCESSION NUMBER: 0000899243-18-020438 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20180712 FILED AS OF DATE: 20180723 DATE AS OF CHANGE: 20180723 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Haymaker Minerals & Royalties, LLC CENTRAL INDEX KEY: 0001747787 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38005 FILM NUMBER: 18965344 BUSINESS ADDRESS: STREET 1: 811 MAIN STREET, 14TH FLOOR CITY: HOUSTON STATE: TX ZIP: 77002 BUSINESS PHONE: (713) 655-7559 MAIL ADDRESS: STREET 1: 811 MAIN STREET, 14TH FLOOR CITY: HOUSTON STATE: TX ZIP: 77002 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: KAYNE ANDERSON CAPITAL ADVISORS LP CENTRAL INDEX KEY: 0000949615 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38005 FILM NUMBER: 18965345 BUSINESS ADDRESS: STREET 1: 1800 AVENUE OF THE STARS STREET 2: 3RD FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90067 BUSINESS PHONE: 3105562721 MAIL ADDRESS: STREET 1: 1800 AVENUE OF THE STARS STREET 2: 3RD FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90067 FORMER NAME: FORMER CONFORMED NAME: KAIM NON TRADITIONAL L P/CA DATE OF NAME CHANGE: 19960605 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: KAYNE RICHARD A CENTRAL INDEX KEY: 0000884413 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38005 FILM NUMBER: 18965346 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Kimbell Royalty Partners, LP CENTRAL INDEX KEY: 0001657788 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 475505475 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 777 TAYLOR ST., SUITE 810 CITY: FORT WORTH STATE: TX ZIP: 76102 BUSINESS PHONE: 817-887-9976 MAIL ADDRESS: STREET 1: 777 TAYLOR ST., SUITE 810 CITY: FORT WORTH STATE: TX ZIP: 76102 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2018-07-12 0 0001657788 Kimbell Royalty Partners, LP KRP 0001747787 Haymaker Minerals & Royalties, LLC 5300 MEMORIAL DR, SUITE 500 HOUSTON TX 77007 0 0 1 0 0000949615 KAYNE ANDERSON CAPITAL ADVISORS LP 1800 AVENUE OF THE STARS, 3RD FLOOR LOS ANGELES CA 90067 0 0 1 0 0000884413 KAYNE RICHARD A 1800 AVENUE OF THE STARS, 3RD FLOOR LOS ANGELES CA 90067 0 0 1 0 Common Units 4000000 D These shares are owned directly by Haymaker Minerals & Royalties, LLC ("Haymaker Minerals"). Kayne Anderson Capital Advisors, L.P. ("KACALP") is the managing member of the general partner of Kayne Anderson Energy Fund VI LP ("KAEF VI"), a member of Haymaker Minerals holding the right to appoint four of the seven representatives to the board of managers of Haymaker Minerals. The four representatives to the board of managers of Haymaker Minerals appointed by KAEF VI possess the majority vote of the board of managers of Haymaker Minerals. As a result, KACALP may be deemed to have the power to vote or direct the vote or to dispose or direct the disposition of the Common Units owned by Haymaker Minerals. Richard A. Kayne ("Mr. Kayne") is the controlling shareholder of Kayne Anderson Investment Management, Inc., the general partner of KACALP. Mr. Kayne is also a limited partner of KAEF VI. (Continued from footnote 1) KACALP disclaims beneficial ownership of the securities owned by Haymaker Minerals in excess of its pecuniary interest therein and this statement shall not be deemed an admission that KACALP is the beneficial owner of the reported Common Units for the purposes of Section 13(d) of the Exchange Act or any other purpose. Mr. Kayne disclaims beneficial ownership of the Common Units reported, except those Common Units held by him or attributable to him by virtue of his limited partner interest in KAEF VI and his indirect interest in the interest of KACALP in KAEF VI. See Joint Filer Statement attached. /s/ Michael O'Neill, Authorized Officer 2018-07-23 EX-99.1 2 attachment1.htm EX-99.1 DOCUMENT

                                                                    Exhibit 99.1

                             Joint Filing Agreement

In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, the
persons or entities named below agree to the joint filing on behalf of each of
them of a statement on Schedule 13G (including amendments thereto) with respect
to the Common Units representing limited partner interests in Kimbell Royalty
Partners, LP and further agree that his joint filing agreement be included as an
exhibit to such Schedule 13G.

IN WITNESS WHEREOF, the undersigned hereby execute this Joint Filing Agreement
as of July 23, 2018.




                                Kayne Anderson Capital Advisors, L.P.


                                By:   Kayne Anderson Investment
                                      Management, Inc.


                                By:   /s/ Michael O'Neill
                                      ------------------------------
                                      Name:  Michael O'Neill
                                      Title: Chief Compliance Officer

                                 Haymaker Minerals & Royalties, LLC


                                 By:  /s/ Vasilis Mouratoff
                                      ------------------------------
                                      Name:  Vasilis Mouratoff
                                      Title: Chief Financial Officer and
                                      General Counsel

                                      /s/ Richard A Kayne
                                      -------------------------------------
                                      Richard A. Kayne