Kimbell Royalty Partners, LP (NYSE:KRP) signed a definitive agreement to acquire Haymaker Greenfield, LLC and Haymaker Holding Company, LLC and Haymaker Properties L.P. from Haymaker Minerals & Royalties, LLC for approximately $160 million on May 28, 2018. The consideration consists of $84 million in cash and 4 million common units of Kimbell, and is subject to adjustments on closing. In a related transaction, Kimbell Royalty signed a definitive agreement to acquire mineral and royalty interests from Haymaker Resources, LP for approximately $240 million on May 28, 2018. Following the closing of the acquisition, KKR & Co. L.P. and Kayne Anderson Capital Advisors, L.P., along with Haymaker management, will collectively own approximately 37% of the then outstanding common units of Kimbell. Kimbell will raise the cash portion of the purchase price of the two deals through a private placement of 7% Series A Cumulative Convertible Preferred Units to an affiliate of Apollo Global Management, LLC for gross proceeds of $110 million and through borrowings of $114 million under a new $200 million revolving credit facility with Frost Bank, Wells Fargo Bank and Credit Suisse AG. In addition, Kimbell is expected to change its tax status from a pass-through partnership to that of a taxable entity following the closing of the acquisition. Kimbell’s management team, led by Kimbell Chief Executive Officer Bob Ravnaas, will operate the combined company following the closing. The transaction is subject to closing of another transaction, listing of shares on NYSE and customary closing conditions. Additionally, Kimbell’s unitholder vote will not be required. The Boards of Kimbell and Haymaker Minerals have unanimously approved the acquisition. The transaction is expected to close in the third quarter of 2018 and is expected to be immediately accretive to distributable cash flow per unit. Credit Suisse Securities (USA) LLC acted as financial advisor and Jason A. Rocha, Clint Rancher, Rachael Lichman, Joshua Davidson, Mike Bresson, Eileen Boyce, Laura Katherine Mann, Chad Davis, Jennifer Gasser, Kate McEvilly, Sunil Jamal and Steven Lackey of Baker Botts LLP acted as legal advisor to Kimbell. Craig Lande and Rusty Shepherd of RBC Richardson Barr acted as financial advisor to Haymaker. John D. Pitts, David M. Castro, Cyril Jones, Leon Johnson, Robert Goodin, Lucas Spivey, Matthew Pacey and Ryan Guerrero of Kirkland & Ellis LLP acted as legal counsel to Kayne and Haymaker. Jack Langlois of DLA Piper LLP acted as legal advisor to Kayne Anderson Capital Advisors and Haymaker. Kirkland & Ellis LLP also represented Apollo in connection with the Series A Preferred Units offering. UBS Investment Bank acted as capital markets advisor to Kimbell in connection with the election to change to a taxable entity. Kimbell Royalty Partners, LP (NYSE:KRP) completed the acquisition of Haymaker Greenfield, LLC and Haymaker Holding Company, LLC and Haymaker Properties L.P. from Haymaker Minerals & Royalties, LLC on July 12, 2018.