Mach Natural Resources LP Files 8-K

TL;DR

MACH files 8-K for financial updates.

AI Summary

On February 5, 2025, Mach Natural Resources LP filed an 8-K report. The filing primarily concerns the company's results of operations and financial condition, along with other events and financial statements. Specific financial details or operational updates were not detailed in the provided text excerpt.

Why It Matters

This 8-K filing indicates Mach Natural Resources LP is providing updates on its financial performance and operational events to the SEC.

Risk Assessment

Risk Level: low — The filing is a standard SEC disclosure and does not contain information that inherently increases risk.

Key Players & Entities

• Mach Natural Resources LP (company) — Registrant
• February 5, 2025 (date) — Date of earliest event reported
• Delaware (jurisdiction) — State of incorporation
• 001-41849 (commission_file_number) — SEC File Number
• 14201 Wireless Way, Suite 300, Oklahoma City, Oklahoma 73134 (address) — Principal executive offices
• (405) 252-8100 (phone_number) — Registrant's telephone number

FAQ

Key Financial Figures

• $176 million — December 31, 2024, we had approximately $176 million of liquidity, including approximately $
• $106 million — n of liquidity, including approximately $106 million of cash and cash equivalents and approx
• $70 million — and cash equivalents and approximately $70 million of available borrowing capacity under o
• $75.0 million — available borrowing capacity under our $75.0 million senior secured revolving credit agreeme
• $183.3 million — expect to report net income of between $183.3 million and $187.0 million and Adjusted EBITDA
• $187.0 million — et income of between $183.3 million and $187.0 million and Adjusted EBITDA of between $594.7 m
• $594.7 million — million and Adjusted EBITDA of between $594.7 million and $606.7 million. For a reconciliatio
• $606.7 million — ed EBITDA of between $594.7 million and $606.7 million. For a reconciliation of the preliminar
• $927.4 million — oil, natural gas and NGL sales between $927.4 million and $946.2 million. This preliminary f
• $946.2 million — nd NGL sales between $927.4 million and $946.2 million. This preliminary financial and operat
• $29.8 m — Basin of Oklahoma for consideration of $29.8 million, subject to customary purchase pr
• $67.3 million — serves of 9.6 MMBoe with total PV-10 of $67.3 million as of December 31, 2024 based on strip
• $63.6 million — f December 31, 2024 with total PV-10 of $63.6 million based on SEC pricing. The total proved
• $23.0 million — he Company on January 31, 2025 borrowed $23.0 million under its super priority credit facilit
• $750,000,000 — g base and elected commitment amount of $750,000,000, with a maximum commitment amount of $2

Filing Documents

• ea0229690-8k_mach.htm (8-K) — 48KB
• ea022969001ex23-1_mach.htm (EX-23.1) — 3KB
• ea022969001ex99-1_mach.htm (EX-99.1) — 14KB
• ea022969001ex99-2_mach.htm (EX-99.2) — 28KB
• ea022969001ex99-3_mach.htm (EX-99.3) — 52KB
• ea022969001ex99-4_mach.htm (EX-99.4) — 80KB
• ex99-1_001.jpg (GRAPHIC) — 5KB
• ex99-2_001.jpg (GRAPHIC) — 29KB
• ex99-2_002.jpg (GRAPHIC) — 12KB
• ex99-3_001.jpg (GRAPHIC) — 30KB
• ex99-3_002.jpg (GRAPHIC) — 13KB
• ex99-4_001.jpg (GRAPHIC) — 29KB
• ex99-4_002.jpg (GRAPHIC) — 5KB
• 0001213900-25-010559.txt ( ) — 602KB
• mnr-20250205.xsd (EX-101.SCH) — 3KB
• mnr-20250205_lab.xml (EX-101.LAB) — 33KB
• mnr-20250205_pre.xml (EX-101.PRE) — 22KB
• ea0229690-8k_mach_htm.xml (XML) — 4KB

01. Other Events

Item 8.01. Other Events. Offering of Common Units On February 5, 2025, the Company issued a press release announcing that the Company intends to offer (the "Offering") for sale 12,000,000 common units representing limited partner interests in the Company, assuming the underwriters exercise their option to purchase up to an additional 1,800,000 common units, pursuant to a Registration Statement on Form S-3 filed by the Company with the Securities and Exchange Commission pursuant to the Securities Act of 1933, as amended, which was declared effective on December 9, 2024. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated herein by reference. Flycatcher Acquisition On December 20, 2024, we entered into a Purchase and Sale Agreement to purchase certain oil and gas assets (the "Flycatcher Assets") near our recently acquired oil and gas assets located in the Ardmore Basin of Oklahoma for consideration of $29.8 million, subject to customary purchase price adjustments (the "Flycatcher Acquisition"). The transaction closed on January 31, 2025 with an effective date of October 1, 2024. The assets included in the Flycatcher Acquisition have (i) total proved reserves of 9.6 MMBoe with total PV-10 of $67.3 million as of December 31, 2024 based on strip pricing as of January 15, 2025 and (ii) total proved reserves of 9.6 MMBoe as of December 31, 2024 with total PV-10 of $63.6 million based on SEC pricing. The total proved reserves mix is 60% liquids and 40% natural gas. As a result of the Flycatcher Acquisition, we increased our total leasehold and mineral acreage to 1,046,662 net acres. To fund the purchase price of the Flycatcher Acquisition, the Company on January 31, 2025 borrowed $23.0 million under its super priority credit facility, all of which will be paid off with the proceeds from the Offering. The reports prepared by Cawley, Gillespie & Associates, Inc. relating to estimated quantities of proved oil and natural gas reserves of the

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description 23.1 Consent of Cawley, Gillespie & Associates, Inc. 99.1 Press release, dated February 5, 2025. 99.2 Report of Cawley, Gillespie & Associates, Inc., dated January 28, 2025, with respect to estimates of reserves of the Flycatcher Acquisition as of December 31, 2024 (SEC Pricing). 99.3 Report of Cawley, Gillespie & Associates, Inc., dated January 28, 2025, with respect to estimates of reserves of the Flycatcher Assets as of December 31, 2024 (Strip Pricing). 99.4 Report of Cawley, Gillespie & Associates, dated January 21, 2025, of reserves of Mach Natural Resources LP, as of December 31, 2024. 104 Cover Page Interactive Data File (formatted as Inline XBRL). 2

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Mach Natural Resources LP By: Mach Natural Resources GP LLC, its general partner Dated: February 5, 2025 By: /s/ Tom L. Ward Name: Tom L. Ward Title: Chief Executive Officer 3

View Full Filing

View this 8-K filing on SEC EDGAR