WhiteHawk Energy to finalize PHX Minerals acquisition after securing majority shareholder approval

WhiteHawk Income Corporation, operating alongside its affiliate WhiteHawk Energy, LLC, is on the brink of acquiring PHX Minerals Inc. (NYSE: PHX) after successfully completing a tender offer that garnered overwhelming shareholder support. As of June 20, 2025, WhiteHawk confirmed that 73.8% of PHX’s outstanding common shares had been validly tendered and not withdrawn. This clears the path for closing the acquisition under a definitive agreement scheduled to be consummated on Monday, June 23, 2025.

The Oklahoma-based PHX Minerals brings to the table a geographically diverse mineral asset portfolio with significant exposure to active oil and gas plays across Oklahoma, Texas, Louisiana, North Dakota, and Arkansas. Meanwhile, WhiteHawk Energy specializes in acquiring mineral and royalty interests across prolific shale basins like the Marcellus and Haynesville formations. The acquisition is widely viewed as a strategic expansion for WhiteHawk into complementary mineral-rich territories, enhancing its income-generating royalty base and regional diversification.

Institutional investors and analysts have signaled confidence in the value of the merger, pointing to the synergistic potential between PHX’s legacy acreage and WhiteHawk’s aggressive mineral interest aggregation strategy in core U.S. basins.

Why did WhiteHawk Energy pursue a tender offer structure for acquiring PHX Minerals shares before a full takeover?

The decision by WhiteHawk Income Corporation to initiate a tender offer for PHX Minerals allowed it to directly engage shareholders and accelerate the acquisition process without requiring immediate boardroom consolidation. According to tender filings with the U.S. Securities and Exchange Commission (SEC), the offer was launched with a minimum threshold condition that at least a majority of PHX’s outstanding shares be tendered. That condition was met as of midnight on June 20, 2025, when Computershare Trust Company, N.A., the offer’s designated depositary, reported 28,806,761 shares—equivalent to 73.7%—had been validly tendered and not withdrawn. An additional 50,315 shares were submitted under guaranteed delivery, bringing the total participation to 73.8%.

This tender-led approach also enabled WhiteHawk to move decisively toward completing the acquisition within a month of filing the offer on May 22, 2025. Analysts have noted that such structures are increasingly favored in mid-market natural resource transactions where shareholder concentration allows for fast majority execution.

How will PHX Minerals’ asset base enhance WhiteHawk Energy’s royalty portfolio diversification strategy?

PHX Minerals has long maintained a strategic presence in legacy hydrocarbon-rich zones with a particular focus on minerals in Oklahoma and adjacent regions. The firm has gradually repositioned itself toward a pure-play mineral and royalty model over the past several years, transitioning away from operated working interests.

PHX’s holdings include significant acreage positions in the Anadarko Basin in Oklahoma and the Haynesville and Fayetteville plays spanning Louisiana and Arkansas. These mineral interests typically come with non-operated royalty cash flow, allowing for asset-light income generation that aligns closely with WhiteHawk’s business model. As of its most recent filings, WhiteHawk Energy managed roughly 1.35 million gross unit acres with an economic interest in over 3,400 producing horizontal wells. The acquisition is set to further deepen that portfolio with additional producing assets and future well locations.

Institutional sentiment has broadly supported this strategic alignment, with the acquisition expected to deliver both short-term distribution enhancements and long-term upside tied to natural gas production growth in high-output basins.

What are the key financial terms and shareholder participation rates in the PHX Minerals acquisition deal?

The tender offer included all shares of PHX common stock with a par value of $0.01666. The exact per-share consideration under the agreement has not been disclosed in the public release, but the offer structure triggered upon majority participation. With more than 73.8% of shares validly tendered, WhiteHawk met all necessary conditions to proceed with closing the transaction in line with the definitive agreement’s timeline.

Market participants have interpreted the strong shareholder turnout as a clear indicator of institutional alignment with the acquisition’s value proposition. The deal has advanced rapidly through regulatory and procedural hurdles, with PHX’s board of directors previously recommending acceptance of the offer in a Schedule 14D-9 filing on May 22, 2025.

Investor reaction on public markets has been relatively stable, with PHX shares trading near the implied offer value, reflecting confidence in closing mechanics and valuation integrity.

How does the PHX Minerals acquisition reflect broader M&A trends in U.S. royalty-based natural gas strategies?

WhiteHawk Energy’s acquisition of PHX Minerals reflects a broader shift in the U.S. natural gas sector toward scalable, asset-light business models built around mineral and royalty interests. With operators increasingly shifting capital toward high-return drilling and away from asset-heavy ownership, royalty firms like WhiteHawk and PHX are positioned to capture upside from basin development without assuming direct operational risk.

This strategy has gained institutional favor, especially amid fluctuating natural gas prices and evolving energy transition frameworks. Royalty aggregators offer investors exposure to production growth, inflation-hedged income streams, and capital-efficient scaling opportunities.

Analysts tracking the mineral and royalty space have noted that the PHX transaction—coming at a time of elevated deal activity in private royalties—may signal continued consolidation as mid-sized public players seek to optimize valuation multiples and hedge against upstream volatility.

What is the future outlook for WhiteHawk Energy following the full integration of PHX Minerals’ mineral portfolio?

With the deal expected to close by June 23, 2025, WhiteHawk Energy will take full control of PHX’s mineral assets, likely integrating operations into its existing royalty management structure. The merged platform will have a larger national footprint, including production-linked cash flows across the Appalachian, Mid-Continent, and Gulf Coast regions.

Analysts anticipate WhiteHawk could explore new capital structuring options post-acquisition, such as refinancing or dividend recalibration, to optimize its expanded royalty portfolio. In the longer term, PHX’s acreage is expected to generate sustained passive cash flow through third-party development by regional operators.

Institutional investors are likely to view the integration as a positive catalyst for future earnings potential, especially given WhiteHawk’s historical record of scaling minerals platforms across energy cycles. There is also speculation that the acquisition may position WhiteHawk for future capital market moves, including possible uplisting or expansion in credit facilities tied to its enlarged asset base.