M&A - MACH NATURAL RESOURCES LP

Form Type: 8-K

Filing Date: 2025-07-10

Corporate Action: Acquisition

Type: New

Accession Number: 000121390025062838

Filing Summary: On July 9, 2025, Mach Natural Resources LP entered into two significant acquisition agreements: the Sabinal Purchase Agreement and the IKAV Purchase Agreement. In the Sabinal Purchase Agreement, the company will purchase oil and gas properties in the Permian Basin for a total consideration of $500 million, which includes $200 million in cash and approximately $300 million in common units of the company. The completion of this acquisition is subject to customary closing conditions. Similarly, the IKAV Purchase Agreement involves the acquisition of 100% of the membership interests in SIMCOE LLC and Simlog LLC, which own interests in oil and gas properties in the San Juan Basin, for a total of $787.2 million, comprised of $325 million in cash and about $462.2 million in common units. Both agreements hinge upon the satisfaction of standard closing conditions and include escrow funds to secure performance obligations. The company has also entered into a Letter Agreement related to its revolving credit facility, which waives certain defaults regarding financial covenants. A press release was issued on July 10, 2025, to announce these acquisitions.

Form Type: 8-K

Filing Date: 2025-02-05

Corporate Action: Acquisition

Type: New

Accession Number: 000121390025010559

Filing Summary: On February 5, 2025, Mach Natural Resources LP announced a proposed public offering of 12,000,000 common units representing limited partner interests, with an additional option for underwriters to purchase 1,800,000 more units. The offering is part of a Registration Statement that was effective as of December 9, 2024. The company reported preliminary estimates for the year ended December 31, 2024, forecasting net income between $183.3 million and $187.0 million, and Adjusted EBITDA between $594.7 million and $606.7 million. Significant liquidity amounting to approximately $176 million was noted, including cash and available borrowing capability under a revolving credit agreement. Furthermore, the document details a recent acquisition of oil and gas assets named the Flycatcher Assets, purchased for $29.8 million, with total proved reserves of 9.6 MMBoe. This acquisition closed on January 31, 2025, and it was noted that the company will use proceeds from the Offering to fund this acquisition. The company also revealed plans for a new senior secured reserve-based revolving credit facility, expected to provide an initial borrowing base of $750 million and maximum commitments of up to $2 billion, intended to be secured by the company's assets and reserves, and would enable repayment of existing loans while improving financial standing by reducing required debt payments.