WhiteHawk Minerals Corp. reported $74,999,994 USD sold in a private placement of Class A common stock, with $0 USD remaining to be sold. The notice claims the Rule 506(b) exemption and lists September 18, 2026, as the date of first sale.
WhiteHawk Minerals Corp. (WHK) is registering up to 100,000 shares of Series F Redeemable Preferred Stock at $1,000.00 per share, a maximum aggregate offering of $100,000,000, to be sold after the registration statement becomes effective. The board may increase the offering size. At the maximum, the proceeds table lists $92,000,000 to WhiteHawk, excluding approximately $1,500,000 of expected offering expenses.
The shares pay cumulative annual dividends of 7.5% on a $1,000.00 stated value. Before exchange listing, holders may redeem shares subject to early redemption fees; WhiteHawk chooses cash or Class A stock, but stock settlement is barred before the first anniversary of issuance. WhiteHawk may also redeem shares on or after that anniversary upon not more than 90 calendar days’ written notice. No public market currently exists for Series F Preferred Stock. At maximum redemption, up to 5,331,135 Class A shares could be issued, equal to 19.99% of the 26,669,013 Class A shares outstanding immediately before the offering.
WhiteHawk restated its 2025 audited statements for material errors in management-fee accounting and acquisition-related receipt classification. It identified material weaknesses in financial reporting controls and said disclosure controls were ineffective at a reasonable assurance level as of December 31, 2025; management expects remediation changes.
WhiteHawk Minerals Corp. (WHK) completed the SJM II Acquisition on September 25, 2026. Its indirect wholly owned subsidiaries acquired certain mineral and related interests from Three Rivers Royalty II, LLC and Cypress Mineral Partners, LLC in the Marcellus and Haynesville basins for closing consideration of approximately $96.8 million after customary adjustments, versus an agreed $105.0 million purchase price subject to customary adjustments. WhiteHawk used Series E proceeds, proceeds from its September 21 Class A common stock private placement, and cash on hand.
The sellers’ combined carve-out statements report 2025 net sales of $34.4 million and net income of $24.6 million. On September 23, WhiteHawk issued and sold 50,000 Series E preferred shares for $50.0 million in gross proceeds, including to Chairman, President and CEO Daniel Herz. The shares rank senior to common stock and pay monthly cash dividends at annual rates of 10% through March 31, 2027, 12% from April 1, 2027 through December 31, 2028, and 14% thereafter. A credit amendment raised aggregate elected commitments and borrowing base from $150.0 million to $175.0 million and admitted a new lender.
WhiteHawk Minerals Corp. (WHK) entered into a Securities Purchase Agreement for a private placement of 2,873,563 shares of its Class A common stock at $26.10 per share, for expected aggregate gross proceeds of about $75.0 million before fees. The private placement is expected to close on September 21, 2026, and the company plans to use the net proceeds to fund recently announced acquisitions and for general corporate purposes.
In a related Registration Rights Agreement, WhiteHawk agreed to file a resale registration statement for these shares within 45 days after closing and to use reasonable best efforts to have it declared effective no later than the earlier of 75 days after initial filing if reviewed by the SEC or the fifth business day after being notified no review will occur. If filing or effectiveness deadlines are missed (after a ten-day cure period), the company will owe liquidated damages of 1.0% of each investor’s purchase price per 30-day period, capped at 5.0%.
WhiteHawk Minerals Corp. is reported to have a significant shareholder, Leon G. Cooperman, through Omega Capital Partners, L.P. Cooperman may be deemed the beneficial owner of 3,261,216 Class A Common shares, representing 12.4% of the Class A Common Stock outstanding.
These shares are held directly by Omega Capital Partners, L.P., with Cooperman having sole voting and dispositive power over the 3,261,216 shares. The 12.4% interest is based on 22,996,579 Class A shares outstanding immediately after the company’s initial public offering and reflects the issuance of 3,261,216 shares in exchange for redeemed Series D Preferred Stock.
WhiteHawk Minerals Corp. received a Schedule 13G reporting the beneficial ownership of its Class A common stock by WhiteHawk Minerals LLC and Daniel C. Herz. The filing is based on 22,996,579 Class A shares outstanding as of June 10, 2026, following the company’s initial public offering.
WhiteHawk Minerals LLC is reported as beneficially owning 4,108,893 Class A shares (15.4% of the class), consisting of 358,893 shares held directly plus 3,750,000 shares underlying common units of WhiteHawk Income Operating Partnership L.P., assumed redeemable on a one-for-one basis. Daniel C. Herz is reported as beneficially owning 4,294,622 Class A shares (16.1% of the class), including 185,729 shares held directly and the shares attributed through WhiteHawk Minerals LLC. Mr. Herz is described as having sole voting and dispositive power over 185,729 shares and shared voting and dispositive power over 4,108,893 shares, while WhiteHawk Minerals LLC has shared voting and dispositive power over 4,108,893 shares.
WhiteHawk Minerals Corp. reported strong top-line growth but a sizable loss for the period ended June 30, 2026. Total revenue rose to $29.1 million for the quarter and $49.9 million for the first half of 2026, driven by higher royalty revenue of $17.8 million in the quarter and significantly larger derivative gains. However, higher depletion, management fees and a $21.7 million loss on extinguishment of debt, along with a $9.4 million tax provision, led to a quarterly net loss attributable to common stockholders of $43.5 million and a six‑month loss of $45.7 million.
Operating cash flow improved to $6.7 million for the first half of 2026, compared with a use of cash in 2025. The company used $39.7 million for acquisitions, including approximately $33 million for Haynesville mineral and royalty interests and about $6.8 million across 16 smaller “ground game” deals. A June 2026 IPO of 8.48 million Class A shares at $26.00 raised $220.5 million gross, while preferred and common equity activity supported a sharp reduction in Senior Notes outstanding to $68.7 million from $237.7 million. WhiteHawk also put in place a $150 million undrawn reserve‑based revolving credit facility and internalized its management via a $130 million contribution agreement that includes a performance‑based earnout.
WhiteHawk Minerals Corp. agreed to acquire additional mineral and royalty interests in the Marcellus and Haynesville basins through the SJM II Acquisition for an aggregate $105.0 million, subject to adjustments, expected to close on or about September 25, 2026. Since its June 10 IPO, the company has signed nine acquisitions totaling $111.8 million, which are expected to add approximately $17.0 million and $18.5 million of incremental cash flow in 2027 and 2028, respectively, and approximately 16–17 MMcfe/d of production.
To help fund the SJM II Acquisition, investors, including CEO Daniel Herz, committed up to $50.0 million of new Series E Preferred Stock paying step-up cash dividends of 10%, 12% and 14% over time with a 1.05x minimum return and a $1,000-per-share redemption value. For the quarter ended June 30, 2026, WhiteHawk reported $29.1 million of revenue (up 38% year over year), net production of 70.0 MMcfe/d (up 57%), Adjusted EBITDA of $20.7 million (up 104%), and Cash Available for Distribution of $17.4 million, or $0.63 per share, while recording a GAAP net loss of $39.2 million driven by $21.7 million of debt extinguishment costs and $15.8 million of non-recurring fees.
The board initiated a quarterly cash dividend of $0.50 per Class A share ($2.00 annualized) and declared a prorated initial dividend of $0.11 per share, payable August 28, 2026. As of June 30, 2026, WhiteHawk held $13.2 million of cash, $68.7 million of debt, an undrawn $150 million revolving credit facility, and reported net debt of $55.5 million, or 0.67x leverage on a trailing 12‑month Adjusted EBITDA basis.
Pilatzke Stephen J. reported acquisition or exercise transactions in this Form 4 filing.
WhiteHawk Minerals Corp. reported that Chief Accounting Officer Stephen J. Pilatzke received an award of 76,775 restricted stock units (RSUs), each representing a contingent right to one share of Class A Common Stock. The RSUs vest in four equal annual installments beginning on August 4, 2027, increasing his direct holdings to 93,278 shares of Class A Common Stock.
Heinlein Matthew Ian reported acquisition or exercise transactions in this Form 4 filing.
WhiteHawk Minerals Corp. officer Matthew Ian Heinlein reported an award of 38,387 restricted stock units, each representing a contingent right to receive one share of Class A Common Stock. The RSUs vest in four equal annual installments beginning on August 4, 2027. After this grant, Heinlein directly holds 43,971 Class A shares.