If You Invested in Phx Minerals Inc (PHX)

PHX Minerals Inc. (historically traded on the New York Stock Exchange under the symbol PHX) was a natural gas and oil mineral company. According to company disclosures, PHX pursued a strategy to proactively grow its mineral position in its core focus areas and owned mineral acreage principally located in Oklahoma, Texas, Louisiana, North Dakota and Arkansas. The company operated within the crude petroleum and natural gas extraction industry, in the broader mining, quarrying, and oil and gas extraction sector.

Public information describes PHX as focusing on mineral and royalty interests tied to natural gas, oil and natural gas liquids production. Its reported results highlighted royalty interest sales, working interest sales, and natural gas, oil and NGL sales, reflecting activity across its mineral positions. PHX’s operating updates referenced royalty and working interest production volumes, wells converted to producing status, wells in progress and permits, and leasing activity on its acreage.

Corporate transformation and acquisition by WhiteHawk

On June 23, 2025, PHX Minerals Inc. was acquired by WhiteHawk Income Corporation, together with WhiteHawk Energy, LLC and their subsidiaries (collectively, “WhiteHawk”), in an all-cash transaction. As described in a joint announcement and in PHX’s Form 8-K, the acquisition followed a cash tender offer for all issued and outstanding shares of PHX common stock at a purchase price of $4.35 per share, net to the seller in cash, without interest and subject to applicable tax withholding. After the tender offer conditions were satisfied, WhiteHawk Merger Sub, Inc. was merged with and into PHX under an Agreement and Plan of Merger dated May 8, 2025, with PHX surviving as a wholly owned subsidiary of WhiteHawk Acquisition, Inc., itself a wholly owned subsidiary of WhiteHawk Income Corporation.

Upon completion of the merger, each share of PHX common stock (subject to certain exceptions for treasury shares, affiliate holdings and properly perfected appraisal rights) was automatically converted into the right to receive the cash consideration equal to the offer price. PHX’s disclosures also describe cash treatment for time-based restricted shares, performance-based restricted shares and deferred compensation plan units, each converted into cash rights based on the merger consideration and accrued and unpaid dividends, subject to applicable terms and tax withholding.

Delisting and deregistration of PHX stock

In connection with the closing of the merger, PHX notified the New York Stock Exchange that the transaction had been consummated and that trading of PHX shares on the NYSE had been suspended. A Form 25 (Notification of Removal from Listing and/or Registration under Section 12(b) of the Securities Exchange Act of 1934) filed by the New York Stock Exchange on June 23, 2025, identifies PHX Minerals Inc. as the issuer and the NYSE as the exchange, and states that the exchange has complied with its rules to strike the class of securities from listing and registration.

Following the delisting, PHX filed a Form 15 on July 3, 2025, certifying the termination of registration under Section 12(g) of the Securities Exchange Act of 1934 and suspension of the duty to file reports under Sections 13 and 15(d). The Form 15 identifies PHX Minerals Inc. as the registrant and notes that the approximate number of holders of record as of the certification date was one. As a result of these steps, PHX’s common stock ceased trading on the NYSE, and the company suspended its periodic reporting obligations as a standalone public registrant.

Business focus and operating profile before acquisition

Prior to its acquisition, PHX’s public reports and news releases described it as a natural gas and oil mineral company with a strategy centered on expanding its mineral position in core focus areas. The company reported that it owned mineral acreage principally in Oklahoma, Texas, Louisiana, North Dakota and Arkansas. Its financial disclosures referenced royalty interest production and working interest production, with natural gas, oil and NGL volumes and sales forming key components of its revenue profile.

PHX’s operating highlights in recent periods included:

• Royalty interest sales and working interest sales contributing to total natural gas, oil and NGL sales.
• Royalty and working interest production volumes measured in Mcf, barrels and Mcfe.
• Conversion of gross and net wells to producing status across plays such as the Haynesville Shale and SCOOP.
• An inventory of wells in progress and permits on its mineral positions.
• Leasing of net mineral acres to third-party exploration and production companies for bonus payments and royalties.

Company commentary in its results releases associated production growth in royalty volumes with new wells being brought online in the Haynesville Shale and SCOOP plays, and noted that a significant percentage of total and royalty production volumes was attributable to natural gas.

Capital structure and strategic review prior to sale

PHX’s public filings and news releases show that, before the WhiteHawk transaction, the company used debt financing and maintained a borrowing base under a credit facility. It reported total debt balances and a debt-to-adjusted EBITDA ratio, and referenced a credit agreement with a bank syndicate. In late 2024, PHX announced that its board of directors had initiated a process to evaluate strategic alternatives to maximize shareholder value, including a potential merger or sale of the company, and that RBC Capital Markets, LLC had been retained as financial advisor to assist in the review process.

Subsequent company disclosures describe the execution of the definitive merger agreement with WhiteHawk and the completion of the tender offer and merger in June 2025. Following the merger, PHX became a subsidiary of WhiteHawk Income Corporation, and its separate public company status and NYSE listing ended.

Post-merger corporate status

PHX’s Form 8-K filed on June 23, 2025, states that, as a result of the purchaser’s acceptance for payment of tendered shares and the consummation of the merger pursuant to Section 251(h) of the Delaware General Corporation Law, a change in control of PHX occurred and PHX became a subsidiary of WhiteHawk Income Corporation. The same filing notes that, in connection with the merger, PHX notified the NYSE of the closing, trading of the shares was suspended, and the NYSE filed a Form 25 to delist the shares and deregister them under Section 12(b) of the Exchange Act. PHX then filed a Form 15 to suspend its reporting obligations under Sections 13 and 15(d).

These steps mean that PHX’s historical financial and operating information is now part of the regulatory and corporate record of a wholly owned subsidiary rather than an independently traded public company. Investors researching the PHX ticker are therefore examining the history of a former NYSE-listed natural gas and oil mineral company that has since been acquired and delisted.

FAQ about PHX Minerals Inc. (historical)