Class A Common Stock, par value $0.0001 Per Share
- Symbol
- MGY
- Exchange
- NYSE
- Classification
- COMMON
- Status
- Current
Current Report · Items 8.01, 9.01 · 8-K
Magnolia Oil & Gas Corporation
MGYNYSEEQUITYCurrent
Other Events
Item 8.01 Other Events. As previously disclosed in the Current Report on Form 8-K of Magnolia Oil & Gas Corporation, a Delaware corporation (“Magnolia”), filed with the Securities and Exchange Commission (the “Commission”) on July 19, 2026, Magnolia and Magnolia Oil & Gas Operating LLC, a Delaware limited liability company (“Buyer”), entered into a purchase and sale agreement with WildFire Energy…
Company context
Magnolia (MGY) is a publicly traded oil and gas exploration and production company with operations primarily concentrated in South Texas in the core of the Eagle Ford Shale and Austin Chalk formations. Magnolia focuses on generating value for shareholders by delivering steady, moderate annual production growth resulting from its disciplined and efficient philosophy toward capital spending. The Company strives to generate high pre‐tax operating margins and consistent free cash flow allowing for strong cash returns to our shareholders. For more information, visit www.magnoliaoilgas.com.
Current securities
Registered securities in this filing
Magnolia Oil & Gas Corporation · 8-K · Filed 2026-07-20
Disclosure sections
Item 8.01Item 8.01 - Other Events
Item 8.01 Other Events.
As previously disclosed in the Current Report
on Form 8-K of Magnolia Oil & Gas Corporation, a Delaware corporation (“Magnolia”), filed with the Securities and Exchange
Commission (the “Commission”) on July 19, 2026, Magnolia and Magnolia Oil & Gas Operating LLC, a Delaware limited liability
company (“Buyer”), entered into a purchase and sale agreement with WildFire Energy I LLC, a Delaware limited liability company
(“Seller”), pursuant to which Buyer agreed to purchase from Seller 100% of the issued and outstanding limited liability company
interests of WildFire Intermediate Holdings, LLC, a Delaware limited liability company (the “Acquisition”).
For purposes of incorporating by reference into
future registration statements to be filed with the Commission and other offering documents, Magnolia is filing (i) certain updated disclosure
as set forth in Exhibit 99.1, which is incorporated hereby by reference, and (ii) the following:
(a) the audited financial statements of Seller as of and for the years ended December 31, 2025 and 2024, as
set forth in Exhibit 99.2, which is incorporated herein by reference;
(b) the unaudited condensed financial statements of Seller as of and for the three months ended March 31,
2026 and 2025, as set forth in Exhibit 99.3, which is incorporated herein by reference;
(c) the unaudited pro forma combined financial information of Magnolia as of and for the three months ended
March 31, 2026 and for the year ended December 31, 2025, which gives effect to the Acquisition as if it had been consummated on January
1, 2025, as set forth in Exhibit 99.4, which is incorporated herein by reference; and
(d) the report of Netherland, Sewell & Associates, Inc., independent petroleum engineers, relating to
the historical reserve estimates of Seller as of December 31, 2025, as set forth in Exhibit 99.5, which is incorporated herein by reference.
Filed exhibits (2)
EX-99.1 4 tm2620557d1_ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 Certain Updated Disclosure Pursuant to that certain Purchase and Sale Agreement (the “Purchase Agreement”) by and among Magnolia Oil & Gas Corporation, a Delaware corporation (the “Company”), Magnolia Oil & Gas Operating LLC, a Delaware limited liability company (“Magnolia Operating”) and WildFire Energy I LLC, a Delaware limited liability company (“Seller”), Magnolia Operating is acquiring 100% of the issued and outstanding limited liability company interests of WildFire Intermediate Holdings, LLC, a Delaware limited liability company (the “Target”), from the Seller (and indirectly acquiring 100% of the issued and outstanding limited liability company interests of each of the Target’s subsidiaries, except for certain subsidiaries that will be excluded from the transaction and retained by the Seller in accordance with the terms of the Purchase Agreement). The mostly contiguous assets held directly or indirectly by the Target encompass approximately 810,000 net acres primarily in Brazos, Burleson, Fayette, Grimes, Lee, Madison, Milam, Robertson and Washington counties, Texas. For the three months ended June 30, 2026, S…
Open exhibit ↗EX-99.2 5 tm2620557d1_ex99-2.htm EXHIBIT 99.2 Exhibit 99.2 WildFire Energy I LLC Annual Report For the years ended December 31, 2025 and 2024 TABLE OF CONTENTS Report of Independent Certified Public Accountants 3 Consolidated Balance Sheets 4 Consolidated Statements of Operations 5 Consolidated Statements of Unit Holders’ Equity 6 Consolidated Statements of Cash Flows 7 Notes to Consolidated Financial Statements 8 1. Organization and Summary of Significant Accounting Policies 8 2. Acquisitions and Divestitures 13 3. Derivative Financial Instruments 14 4. Fair Value Measurements …
Open exhibit ↗