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Phoenix Energy One, LLC filed a Post-Effective Amendment to its Form S-1 updating the prospectus and financials and continuing an ongoing offering of Senior Subordinated Notes. The issuer is offering up to $750,000,000 aggregate principal amount of Notes across 3-, 5-, 7-, and 11-year maturities with interest rates from 9.0% to 12.0%. As of March 31, 2026, the company had sold $56.7 million of Notes. Financials show 2025 revenue of $687.2M, net income of $66.1M, total assets of $1.8068B, and total indebtedness of approximately $1.6049B (post-February 2026 borrowing). The Notes are unsecured, senior subordinated obligations, non-transferable without issuer consent, non‑listed, and contain limited holder redemption rights (95% repurchase right subject to a 10% annual cap). The prospectus emphasizes substantial capital needs for development, including estimated capital expenditures of $1.0641B (proved) and $2.1673B (probable) undeveloped reserves and an expected need to raise approximately $669.8M through 2028.
Phoenix Energy One, LLC files a Post-Effective Amendment No. 1 to its Form S-1. The amendment, filed March 23, 2026, adds the consent of Ramirez Jimenez International CPAs for its March 17, 2026 report (filed in Prospectus Supplement No. 13) and files a power of attorney from the board.
The registration statement was originally declared effective May 14, 2025; the amendment incorporates exhibits into the existing registration and prospectus and lists an exhibit index of previously filed agreements, indentures, credit facilities, and related documents.
Phoenix Energy One, LLC filed Post-Effective Amendment No. 1 to its Form S-1 to add the consent of Ramirez Jimenez International CPAs for use of their March 17, 2026 report related to the consolidated financial statements included in the Form 10-K for the year ended December 31, 2025.
The amendment also files a power of attorney executed by the members of the board to include that document as an exhibit to the Registration Statement. The original Registration Statement was declared effective on May 14, 2025, and the CPAs' report was filed in Prospectus Supplement No. 13 dated March 17, 2026.
Phoenix Energy One, LLC files a prospectus supplement to update its Form S-1 with information from its Annual Report on Form 10-K for the year ended December 31, 2025. The Company reported $687.2 million in revenue and $66.1 million net income for 2025, with $403.6 million of EBITDA. As of December 31, 2025, total assets were $1,806.8 million, total liabilities were $1,728.6 million (inclusive of total indebtedness of $1,529.9 million), and retained earnings (accumulated deficit) were $29.7 million. Estimated total proved reserves were approximately 113,613,871 Boe, and PV-10 for proved reserves was $1,781,401 (in thousands). The supplement incorporates risk-factor disclosures about capital needs, indebtedness, development capital expenditures, and delivery commitments, and notes estimated capital required to develop reserves and projected additional capital to be raised through 2028.
Phoenix Energy One, LLC filed a prospectus supplement that incorporates a new Current Report on Form 8-K describing updated 2026 employment agreements for its top executives. The company renewed contracts with its Chief Executive Officer Adam Ferrari, Chief Financial Officer Curtis Allen, and Chief Business Officer Lindsey Wilson, replacing their prior 2025 agreements.
For 2026, Ferrari and Allen will continue to receive variable revenue-based compensation tied to assumed gross revenue, but at reduced percentages of 0.9% and 0.45%, down from 1.1% and 0.55% under their prior agreements. Wilson’s compensation structure changes from revenue-based variable pay to a base salary of $575,000 for 2026, which the company may adjust with notice. The non-executive members of the board approved these new agreements, and the supplement reminds investors to review the existing prospectus and its risk factors before investing in the company’s notes.