Kimbell Royalty Partners LP
For the period ended Dec 31, 2023. Filed Feb 21, 2024.
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FY2023 · Filed Feb 21, 2024
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Item 8. Report of Independent Registered Public Accounting Firm
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
Board of Directors of Kimbell Royalty GP, LLC and Unitholders of
Opinion on the financial statements
We have audited the accompanying consolidated balance sheets of Kimbell Royalty Partners, LP (a Delaware limited partnership) and subsidiaries (collectively, the “Partnership”) as of December 31, 2023 and 2022, the related consolidated statements of operations, changes in unitholders’ equity, and cash flows for each of the three years in the period ended December 31, 2023, and the related notes (collectively referred to as the “financial statements”). In our opinion, based on our audits and the report of the other auditors, the financial statements present fairly, in all material respects, the financial position of the Partnership as of December 31, 2023 and 2022, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2023, in conformity with accounting principles generally accepted in the United States of America.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (“PCAOB”), the Partnership’s internal control over financial reporting as of December 31, 2023, based on criteria established in the 2013 Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”), and our report dated February 21, 2024 expressed an unqualified opinion.
We did not audit the consolidated financial statements of Kimbell Tiger Acquisition Corporation, a consolidated variable interest entity as of and for the period ended December 31, 2022, which statements reflect total assets constituting 0% and 22%, respectively, of consolidated total assets as of December 31, 2023 and 2022, and total revenues of 0% and 0%, respectively, of consolidated total revenues for the years then ended. Those statements were audited by other auditors whose report has been furnished to us, and our opinion, insofar as it relates to the amounts included for Kimbell Tiger Acquisition Corporation, is based solely on the report of the other auditors.
Basis for opinion
These financial statements are the responsibility of the Partnership’s management. Our responsibility is to express an opinion on the Partnership’s financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Partnership in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits and the report of the other auditors provide a reasonable basis for our opinion.
Critical audit matters
The critical audit matters communicated below are matters arising from the current period audit of the financial statements that were communicated or required to be communicated to the audit committee and that: (1) relate to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which it they relate.
Accrued oil, natural gas, and NGL revenues
As described further in Note 2 to the financial statements, the Partnership records oil, natural gas, and NGL revenues in the month production is delivered to the purchaser. As a non-operator and an owner of mineral and royalty interests, the Partnership has no involvement or operational control over the volumes and method of sale of the oil, natural gas and
NGLs produced and sold from the properties. The Partnership has limited visibility to when wells start producing and production settlement statements from operators may not be received for one to four months after the date of production is delivered. As a result, the Partnership is required to estimate accrued revenue at each reporting period based on estimates of production delivered to purchasers and the prices that will be received on those volumes. As of December 31, 2023, the Partnership has accrued $59 million of revenues that are included in oil, natural gas and NGL receivables. We identified the estimation of accrued oil, natural gas, and NGL revenues as a critical audit matter.
The principal consideration for our determination that the estimation of accrued oil, natural gas, and NGL revenues is a critical audit matter is that auditing the Partnership’s estimate of accrued oil, natural gas, and NGL revenues is complex and judgmental as changes in certain inputs and assumptions, such as estimated production volumes and the price that will be received on those volumes, could have a significant impact on the measurement of accrued oil, natural gas, and NGL revenues.
Our audit procedures related to the estimation of accrued oil, natural gas, and NGL revenues included the following, among others.
| ● | We tested the design and operating effectiveness of key internal controls over the Partnership’s accrued revenue process. |
| ● | We tested a sample of revenue transactions to support inputs used in the estimation of accrued revenues, including the actual volume of production delivered to purchasers and the realized prices received on those volumes. |
| ● | We evaluated the prices used by the Partnership to estimate the price to be received for the sale of oil, natural gas, and NGL production by independently developing an expectation of price using publicly available prices and historical differentials. |
| ● | We tested the historical accuracy of prior period estimates of accrued revenues by performing a lookback analysis to evaluate the reasonableness of management’s estimates and to identify indicators of management bias in significant assumptions used to derive the revenue accrual. |
| ● | We assessed the completeness and accuracy of the accrued revenues through disaggregated analytical procedures by month, product type, and comparison of pricing used to publicly available market prices and historical differentials. |
Estimation of proved reserves as it relates to the calculation and recognition of depletion expense and impairment
As described further in Notes 2 and 6 to the financial statements, the Partnership accounts for its oil and natural gas properties using the full cost method of accounting, which requires management to make estimates of proved reserves to measure depletion expense and to determine if any impairment exists for its proved oil and natural gas properties. Proved reserves are estimated quantities of oil and natural gas which geological and engineering data demonstrate with reasonable certainty to be commercially recoverable in future years from known reservoirs under existing economic and operating conditions.
The net book value of the Partnership’s oil and natural gas properties was $1 billion as of December 31, 2023, and the Partnership recorded depletion expense of $96 million for the year ended December 31, 2023. The Partnership recorded an impairment of $18 million on its proved oil and natural gas properties for the year ended December 31, 2023. The Partnership’s estimates of proved reserves are prepared by an independent petroleum engineering firm. Estimates of proved reserves depend upon several factors and assumptions, including the quantities of oil and natural gas reserves ultimately recovered by the Partnership’s third-party operators. Significant judgment is required by the independent petroleum engineer in evaluating geological and engineering data used to estimate proved oil and natural gas reserves. Estimating reserves also requires the selection of certain subjective inputs, including price assumptions inclusive of price differentials, among others. We identified the estimation of proved reserves as it relates to the calculation and measurement of depletion expense as a critical audit matter.
The principal consideration for our determination that the estimation of proved reserves is a critical audit matter is that changes in certain inputs and assumptions necessary to estimate the future volumes could have a significant impact on the estimation of proved reserves, measurement of depletion expense, and determination of impairment for proved oil and natural gas properties. Auditing the Partnership’s estimate of proved reserves is complex because our work involves the use of the work of the independent petroleum engineer engaged by the Partnership and because evaluating certain inputs described above requires significant auditor judgement.
Our audit procedures related to the estimation of proved reserves included the following, among others.
| ● | We tested the design and operating effectiveness of key internal controls over the Partnership’s process to estimate proved reserves for the purpose of calculating and measuring of depletion expense and determining impairment for proved oil and natural gas properties. |
| ● | We evaluated the level of knowledge, skill, ability, and objectivity of the independent petroleum engineer engaged by management and their relationship to the Partnership. We made inquiries of the independent petroleum engineer regarding the process followed and judgments made to estimate the Partnership’s proved reserves, and we read the reserve report prepared by the independent petroleum engineer. |
| ● | We evaluated the pricing and differential inputs used to estimate proved reserves for consistency with requirements under the full cost method of accounting. |
| ● | We compared the Partnership’s historical production forecasts to actual production volumes to assess the Partnership’s ability to accurately forecast and we compared the future forecasted production used by the Partnership in the current period to historical production. |
| ● | We analyzed the depletion expense and ceiling test calculations for consistency with requirements under the full cost method of accounting and checked the accuracy of the depletion expense and ceiling test calculations. |
| ● | We selected a sample of wells to test the inputs used in the estimation of proved reserves, including volumes, pricing, and other assumptions. |
/s/GRANT THORNTON LLP
We have served as the Partnership’s auditor since 2015.
Dallas, Texas
February 21, 2024
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