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WhiteHawk Completes Acquisition of PHX

via Business Wire

WhiteHawk Income Corporation (together with WhiteHawk Energy, LLC and their respective subsidiaries, “WhiteHawk” or the “Company”) announced today that it has completed the acquisition of PHX Minerals Inc. (“PHX”) (NYSE: PHX).

Following completion of the previously announced tender offer, WhiteHawk completed the acquisition of PHX on June 23, 2025 through a merger pursuant to the Agreement and Plan of Merger, dated as of May 8, 2025, by and among WhiteHawk Merger Sub, Inc. (“Merger Sub”), WhiteHawk Acquisition, Inc. (“Parent”) and PHX. In connection with the merger, each share of PHX common stock (other than shares owned by PHX or any subsidiary of PHX, shares owned by Parent, Merger Sub or any of their respective affiliates, restricted shares held by directors, officers, and employees of PHX, and shares held by stockholders of PHX who have properly demanded and perfected the right to appraisal under Delaware law with respect to such shares) has been converted automatically into the right to receive the same consideration payable pursuant to the tender offer of $4.35 per share, net to the seller in cash, without interest and subject to any applicable tax withholding. Upon completion of the merger, PHX became a wholly owned subsidiary of Parent, a wholly-owned subsidiary of WhiteHawk Income Corporation. Shares of PHX ceased trading prior to the open of the market on June 23, 2025 and will be delisted from the New York Stock Exchange.

About WhiteHawk Energy, LLC

WhiteHawk Energy, LLC is focused on acquiring mineral and royalty interests in top-tier natural gas resource plays, including the Marcellus Shale and Haynesville Shale. The management team at WhiteHawk Energy has successfully grown over $13 billion of minerals, midstream, and exploration and development companies over the last 20 years. WhiteHawk Energy currently manages approximately 3,100,000 gross unit acres within core operating areas of the Marcellus Shale, Haynesville Shale and the SCOOP/STACK play in Oklahoma, with interests in more than 10,000 producing wells. Please go to www.whitehawkenergy.com for more information.

About PHX Minerals Inc.

PHX Minerals is a natural gas and oil mineral company with a strategy to proactively grow its mineral position in its core focus areas. PHX owns mineral acreage principally located in Oklahoma, Texas, Louisiana, North Dakota and Arkansas. Additional information on the Company can be found at www.phxmin.com.

Cautionary Statement Regarding Forward-Looking Statements

This communication contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, as amended. Statements concerning general economic conditions, our financial condition, including our anticipated revenues, earnings, cash flows or other aspects of our operations or operating results, and our expectations or beliefs concerning future events; and any statements using words such as “believe,” “expect,” “anticipate,” “plan,” “intend,” “foresee,” “should,” “would,” “could,” “may,” “estimate,” “outlook” or similar expressions, including the negative thereof, are forward-looking statements that involve certain factors, risks and uncertainties that could cause PHX’s actual results to differ materially from those anticipated.

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