WhiteHawk Minerals Corp. Announces $45.5 Million of Acquisitions, Third Quarter 2026 Results, and Quarterly Dividend

Thirteen Recent Acquisitions Totaling $45.5 Million of Core Appalachia and Haynesville Mineral and Royalty Interests

Record Production of 71.3 MMcfe/d for the Third Quarter 2026, Up 10% Year-Over-Year and 2% Compared to the Second Quarter 2026

Declared Dividend of $0.50 Per Share ($2.00 Annualized)

PHILADELPHIA--(BUSINESS WIRE)--WhiteHawk Minerals Corp. (NYSE: WHK) (“WhiteHawk” or the “Company”) today announced the signing of $45.5 million of natural gas mineral and royalty acquisitions since August 13, 2026, as well as operating and financial results for the third quarter ended September 30, 2026. WhiteHawk will host a conference call and webcast to discuss its results for the third quarter of 2026 on November 13, 2026 at 9:00 a.m. Eastern Time.

Third Quarter 2026 and Recent Highlights

• Signed 13 acquisitions totaling $45.5 million of core Marcellus, Utica, and Haynesville Shale natural gas mineral and royalty interests since the Company’s August 13, 2026 earnings release, which together are expected to add approximately $5.6 million and $7.5 million of incremental cash flow in 2027 and 2028, respectively
• Net production of 71.3 MMcfe/d, an increase of 10% over the prior year quarter and 2% over the second quarter of 2026
• Net income of $6.9 million
• Net cash provided by operating activities of $10.4 million
• Adjusted EBITDA of $21.1 million, which includes results from the previously announced $105.0 million SJM II Acquisition from its September 25, 2026 closing date through September 30, 2026; Acquisition Adjusted EBITDA of $25.0 million, which is inclusive of the incremental Adjusted EBITDA attributable to the assets acquired in the SJM II Acquisition for the pre-closing portion of the period beginning July 1, 2026 through September 25, 2026
• Cash Available for Distribution of $18.0 million, based on 27.9 million weighted average shares of Class A and Class B common stock outstanding for the period; Acquisition Adjusted Cash Available for Distribution of $20.8 million
• Declared a cash dividend of $0.50 per share of Class A common stock ($2.00 per share annualized), payable on November 30, 2026 to holders of record as of November 23, 2026
• Cash and cash equivalents of $23.7 million and total debt of $62.5 million as of September 30, 2026, with a $175 million undrawn reserve-based revolving credit facility
• Inclusive of the Company’s signed acquisitions, WhiteHawk will own mineral and royalty interests across approximately 3.6 million gross unit acres, with cash flow from more than 11,700 producing wells, 313 wells in process, 183 permitted wells and 9,300 undeveloped locations.

Management Comments

“Continuing the momentum, WhiteHawk is benefiting from its base business and two-pronged acquisition strategy, driving an increase in Cash Available for Distribution and net asset value,” stated Daniel Herz, Chairman, President and Chief Executive Officer of WhiteHawk. “We continue to benefit directly from our best-in-class operators’ performance and growth potential. We are particularly excited by EQT’s pending acquisition of Range, which brings together two of our largest Appalachia operators. We believe the combined company’s scale, inventory depth and low-cost structure are well aligned with WhiteHawk’s interests and further support the long-term development of our core mineral position. At the same time, our two-pronged acquisition strategy continues to deliver. Since our IPO, we have signed 22 acquisitions totaling $157.3 million, including 20 ground game transactions totaling over $11 million. We believe these transactions, and execution on our acquisition pipeline, will continue to drive meaningful value for shareholders in the short, medium and long term.”

Acquisition Update

Since the Company’s second quarter earnings call, WhiteHawk has signed definitive agreements for 13 acquisitions of natural gas mineral and royalty interests in the Marcellus, Utica and Haynesville Shale with an aggregate purchase price of $45.5 million, with some remaining subject to customary closing conditions. The transactions include approximately $41.0 million of assets acquired from San Jacinto Minerals II on November 12, 2026 (“SJM II - November Transaction”), which include Appalachia acreage in which WhiteHawk already owns an interest. The Appalachia assets include mineral and royalty interests across approximately 600,000 gross unit acres anchored by EQT Corporation (NYSE: EQT) (“EQT”), Range Resources Corporation (NYSE: RRC) (“Range”), CNX Resources Corporation (NYSE: CNX) (“CNX”), and Antero Resources Corporation (NYSE: AR) (“Antero”).

WhiteHawk’s signed acquisitions, including both ground game transactions and the SJM II - November Transaction, include more than 1,500 producing wells, 140 wells in process, 80 permitted locations, and 1,200 undeveloped locations. The assets to be acquired are expected to generate approximately 5.8 million cubic feet equivalent per day (“MMcfe/d”) and 6.8 MMcfe/d in 2027 and 2028, respectively. The added production is anticipated to add approximately $5.6 million and $7.5 million of incremental cash flow at current strip pricing in 2027 and 2028, respectively. Upon closing, the acquisitions are expected to be immediately accretive to Cash Available for Distribution. These cash flow projections and accretion expectations are forward-looking non-GAAP measures; see “Non-GAAP financial measures” below.

WhiteHawk has funded, or expects to fund, the $45.5 million aggregate purchase price for the 13 acquisitions through a combination of cash on hand and borrowings on its revolving credit facility. The SJM II - November Transaction was structured as a sign-and-close transaction.

Summary of Acquisitions Signed Since Second Quarter Earnings Call

Operations Update

WhiteHawk’s third quarter net production averaged 71.3 MMcfe/d, an increase of 10% from 64.9 MMcfe/d in the third quarter of 2025 and an increase of 2% from 70.0 MMcfe/d in the second quarter of 2026. Third quarter volumes were 5,635,347 Mcf of natural gas, 105,726 barrels of NGLs and 47,671 barrels of oil, or 6,555,729 Mcfe in total, 86% of which was natural gas. WhiteHawk’s third quarter net production includes the SJM II Acquisition from the period of September 25, 2026 (closing date) to September 30, 2026 only. The full impact of the SJM II Acquisition will be included in the Company’s fourth quarter results.

During the last twelve months, 506 gross wells (1.98 net wells) were turned in line across WhiteHawk’s acreage.

In Appalachia, the Company’s four largest operators (EQT, Antero, Range and CNX) represented 95% of WhiteHawk’s total Appalachia production over the last twelve months. Approximately 46% of those four operators’ gross production paid WhiteHawk royalties in the past year. The Company’s 975,000 gross unit acre position captured approximately 52% of all Appalachia wells turned in line by these operators during the last twelve months. WhiteHawk has a five-year capture rate of 43% in Appalachia.

In the Haynesville, the Company’s four largest operators (Expand Energy Corporation (NASDAQ: EXE) (“Expand”), Adamas Energy, Comstock Resources, Inc. (NYSE: CRK) (“Comstock”) and Apex Natural Gas (“Apex”)) represented 65% of WhiteHawk’s total Haynesville production over the last twelve months. Approximately 47% of those four operators’ gross production paid WhiteHawk royalties in the past year. The Company’s 775,000 gross unit acre position captured approximately 48% of all wells turned in line by these operators during the last twelve months. WhiteHawk has a five-year capture rate of 51% in the Haynesville.

Third Quarter 2026 Financial Results

Total revenue was $21.5 million, a decrease of 11% compared to the third quarter 2025 and a 26% decrease compared to the second quarter 2026. The decrease in the third quarter 2026 revenue compared to the third quarter 2025 and second quarter 2026 revenue was primarily attributable to a decrease in unrealized gains on commodity derivative instruments of $6.1 million and $8.1 million, respectively, which was partially offset by an increase in production and lease bonus activity.

Revenue for the third quarter 2026 includes $1.4 million of unrealized losses on commodity derivative instruments and reflects $3.3 million of deductions for gathering, transportation, and other costs. Average realized natural gas prices for the third quarter of 2026 were $3.50 per Mcf including hedge settlements and $2.53 per Mcf before the effects of hedge settlements, compared to Henry Hub first-of-month pricing that averaged $2.96 per MMBtu for the quarter. Average realized crude oil prices for the third quarter of 2026 were $67.00 per barrel including hedge settlements and $83.61 per barrel of oil before the effects of hedge settlements. The Company realized $20.15 per barrel of NGLs. WhiteHawk protects a substantial portion of its revenue through its hedge instruments, with 96% of natural gas production hedged for the third quarter of 2026. Please see below for a table of the Company’s hedge positions as of November 12, 2026.

Net income was $6.9 million for the third quarter of 2026, compared to $2.1 million for the third quarter of 2025 and a net loss of $39.2 million for the second quarter of 2026. Adjusted EBITDA was $21.1 million for the third quarter 2026, an increase of 26% from the third quarter of 2025 and 2% from the second quarter of 2026. The Company's revenue, net income, and Adjusted EBITDA include the results of operations from the previously announced SJM II Acquisition from the date of closing on September 25, 2026 through September 30, 2026. WhiteHawk's fourth quarter 2026 results will reflect a full quarter of results from our SJM II Acquisition as well as the results of the SJM II - November Transaction from its closing date on November 12, 2026 through December 31, 2026. Total general and administrative expenses were $4.6 million, including $1.7 million of IPO and acquisition-related expenses, and $1.1 million of non-cash stock-based compensation.

Consolidated net income for the third quarter of 2026 reflects $1.7 million of IPO and acquisition-related expenses and a $2.7 million non-cash gain from the decrease in the fair value of the earnout liability.

Financial Results

Non-GAAP financial measures

Adjusted EBITDA and Acquisition Adjusted EBITDA

Net income for the third quarter of 2026 was $6.9 million. Adjusted EBITDA and Acquisition Adjusted EBITDA for that quarter were $21.1 million and $25.0 million, respectively. A reconciliation of Adjusted EBITDA and Acquisition Adjusted EBITDA to their most directly comparable GAAP measures is provided in the tables at the end of this release.

Adjusted EBITDA and Acquisition Adjusted EBITDA are supplemental non-GAAP financial measures that management believes are useful to investors in evaluating operating performance and comparing results across periods. WhiteHawk defines Adjusted EBITDA as net income (loss) before interest expense, net, income tax expense (benefit), and depletion, depreciation and accretion, further adjusted to exclude management fees, loss on extinguishment of debt, stock-based compensation, changes in the fair value of the earnout liability, transaction costs, and unrealized gains and losses on commodity derivative instruments. Both measures are reconciled to net income (loss), their most directly comparable GAAP measure.

WhiteHawk defines Acquisition Adjusted EBITDA as Adjusted EBITDA plus the incremental Adjusted EBITDA attributable to the assets acquired in the previously announced $105.0 million SJM II Acquisition for the period beginning July 1, 2026 and ending upon the September 25, 2026 closing, to the extent that it is not included in reported Adjusted EBITDA for the three months ended September 30, 2026. This supplemental measure assumes the acquisition occurred on July 1, 2026; it is not pro forma financial information prepared under Article 11 of Regulation S-X and is not necessarily indicative of results that would have occurred or of future results.

Adjusted EBITDA and Acquisition Adjusted EBITDA do not represent and should not be considered alternatives to, or more meaningful than, their most directly comparable GAAP financial measures or any other measure of financial performance presented in accordance with GAAP as measures of the Company’s financial performance. The Company’s non-GAAP financial measures have important limitations as analytical tools because they exclude some but not all items that affect the most directly comparable GAAP financial measure. The Company’s computations of Adjusted EBITDA and Acquisition Adjusted EBITDA may differ from computations of similarly titled measures of other companies.

The following table presents a reconciliation of the GAAP financial measure of net income (loss) to the non-GAAP financial measures of Adjusted EBITDA and Acquisition Adjusted EBITDA:

Cash Available for Distribution and Acquisition Adjusted Cash Available for Distribution

Net cash provided by operating activities was $10.4 million for the third quarter of 2026. Cash Available for Distribution and Acquisition Adjusted Cash Available for Distribution were $18.0 million and $20.8 million, respectively, for that quarter. Both are non-GAAP liquidity measures and are reconciled to net cash provided by operating activities in the table below.

Cash Available for Distribution and Acquisition Adjusted Cash Available for Distribution are supplemental non-GAAP liquidity measures that management believes are useful to investors in comparing cash generation across periods and evaluating the Company’s capacity to fund dividends and acquisitions. These measures do not represent the amount of cash actually available for dividends or other discretionary expenditures and do not reflect all contractual obligations, acquisition funding requirements or reserves that may be necessary.

We define Cash Available for Distribution as net cash provided by operating activities, less amortization of debt issuance costs; plus interest expense, net; less changes in deferred income taxes; plus income tax expense (or less income tax benefit), management fees and transaction costs; adjusted to remove changes in operating assets and liabilities; and less cash interest expense, net, cash income taxes and preferred dividends.

Investor and Media Contact
John Ragozzino Jr., CFA
investors@whitehawkenergy.com