PHX Minerals Inc. (NYSE:PHX) shares are trading higher premarket on Friday. The company disclosed an agreement to be acquired by WhiteHawk Income Corporation in an all-cash transaction valued at $4.35 per share, totaling approximately $187 million, including PHX’s net debt.
As per the terms of the deal, PHX stockholders will receive $4.35 in cash for each share of PHX common stock owned, net to the holder, without interest and subject to any applicable tax withholding.
This cash consideration represents a 21.8% premium over PHX’s closing share price on May 7, 2025.
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It also reflects a 15.7% premium to PHX’s 30-day volume-weighted average share price of $3.76 as of May 7, 2025, and a 12.2% premium to PHX’s 60-day volume-weighted average share price of $3.88 as of the same date.
Furthermore, the offer price represents a 23.9% premium over PHX’s unaffected share price of $3.51 as of October 14, 2024, the last trading day before WhiteHawk’s latest public disclosure of its proposal to acquire PHX.
The acquisition is anticipated to be completed by early in the third quarter of 2025 and is contingent upon typical closing conditions.
PHX’s Board of Directors has unanimously approved the transaction. PHX’s stock will be delisted from the New York Stock Exchange upon the transaction’s completion.
This acquisition will significantly expand WhiteHawk’s asset base by adding around 1.8 million gross unit acres of natural gas mineral and royalty interests, particularly in the core of the Haynesville Shale.
Following the transaction’s completion, WhiteHawk’s royalty interests will cover approximately 3.1 million gross unit acres, generating cash flow from about 10,163 producing wells, 368 wells-in-progress, 330 permitted wells, and over 7,250 undeveloped locations on a pro forma basis.
WhiteHawk will also increase its exposure to key operators in the Haynesville Shale, such as Expand Energy, Comstock Resources, and Aethon Energy, while adding prominent operators like Continental Resources and Devon Energy in the SCOOP/STACK region.
In a separate release, PHX Minerals reported first-quarter EPS of 12 cents, an increase from the EPS loss of 1 cent reported in the same period last year. Sales reached $7.60 million, falling short of the estimated $10 million.
Price Action: PHX shares are up 20.11% to $4.30 premarket at the last check on Friday.
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