Magnolia Oil & Gas Corporation (NYSE: MGY) has completed the acquisition of WildFire Energy I LLC, a Delaware limited liability company, according to a filing dated September 10, 2026. The transaction, previously announced on July 20, 2026, was finalized on the Closing Date of September 10, 2026.
The purchase price for the acquisition was determined through a combination of cash and equity. Magnolia Oil & Gas Operating LLC, the buyer, paid $2,570 million in cash, subject to final customary adjustments. Additionally, the buyer issued 32,203,000 shares of Magnolia’s Class A common stock as the Equity Consideration. The buyer also assumed the obligations of the 2029 Notes issued by the target company.
Immediately following the closing, WildFire Intermediate Holdings, LLC (the target) and certain of its subsidiaries merged into the buyer. This merger facilitated the assumption of the target’s debt obligations. The target had previously issued $600.0 million in aggregate principal amount of 7.500% Senior Notes due 2029, which are now obligations of the buyer. These notes bear interest at a rate of 7.500% per annum, payable semi-annually on April 15 and October 15. The notes are set to mature on October 15, 2029.
In connection with the acquisition, Magnolia Midstream LLC, a subsidiary of the buyer, entered into First Supplemental Indentures with Regions Bank. These agreements added Magnolia Midstream as a guarantor to the buyer’s existing 6.875% Senior Notes due 2032 and 6.625% Senior Notes due 2034.
The acquisition was supported by a Registration Rights Agreement, which requires Magnolia to register the resale of the common stock issued as part of the consideration. Under this agreement, the seller has agreed to a 30-day lock-up period regarding its shares, and Magnolia has agreed to pay certain expenses and provide indemnification to the seller regarding securities law matters.
