MACH NATURAL RESOURCES LP
For the period ended Sep 30, 2026. Filed Nov 5, 2026.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Sep 30, 2026 · Filed Nov 5, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2026-06-30; filed 2026-08-06.
0001628280-26-054263
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-09-30; filed 2026-11-05.
0001628280-26-070988
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 118 previous paragraphs and 123 current paragraphs.
72 unchanged; 30 reworded; 21 added; 14 removed; 2 previous and 0 current paragraphs rearranged.
Tables are not compared: 6 previous and 6 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (21)
Current report
Production increased 4,849 MBoe, or 56% for the three-month period ended September 30, 2026, as compared to the three-month period ended September 30, 2025. The increase was primarily related to the IKAV and Sabinal Acquisitions in September 2025, which added approximately 4,978 MBoe.
Current report
Midstream revenue increased $2.6 million, or 40% for the three-month period ended September 30, 2026, as compared to the three-month period ended September 30, 2025, due to the acquisition of additional midstream facilities in the IKAV Acquisition in September 2025.
Current report
Product sales increased $3.5 million, or 52% for the three-month period ended September 30, 2026, as compared to the three-month period ended September 30, 2025, due to an increase in third-party volumes on our owned midstream systems.
Current report
Gathering and processing expense increased $24.1 million, or 73%, and $0.41 per Boe, or 11%, for the three-month period ended September 30, 2026, as compared to the three-month period ended September 30, 2025, primarily as a result of the 92% increase in natural gas production and the 7% increase in NGL production, driven by the IKAV Acquisition. The increase in gathering and processing expense per Boe is primarily related to reclassifications of certain ad valorem expenses on our owned midstream systems that service our wells, which were previously accrued in lease operating expenses.
Current report
Lease operating expense increased $28.6 million, or 49% for the three-month period ended September 30, 2026, as compared to the three-month period ended September 30, 2025, primarily as a result of the Sabinal and IKAV acquisitions. The decrease in lease operating expense per Boe is primarily related to reclassifications of certain ad valorem expenses on our owned midstream systems that service our wells, into gathering and processing expense.
Current report
Midstream operating expense increased $1.0 million, or 25% for the three-month period ended September 30, 2026, as compared to the three-month period ended September 30, 2025, due to the acquisition of additional midstream facilities in the IKAV Acquisition in September 2025.
Current report
Cost of product sales increased $3.5 million, or 58% for the three-month period ended September 30, 2026, as compared to the three-month period ended September 30, 2025, primarily as a result of increases in third-party volumes on our owned midstream systems.
Current report
General and administrative costs decreased $13.7 million, or 59% for the three-month period ended September 30, 2026, as compared to the three-month period ended September 30, 2025. The decrease is a result of a decrease in advisory transaction costs associated with the IKAV Acquisition incurred in the three-month period ended September 30, 2025.
Current report
Impairment of oil and gas properties
Current report
Impairment of oil and gas properties decreased $90.4 million for the three-month period ended September 30, 2026, as compared to the three-month period ended September 30, 2025, as the Company did not record a ceiling test impairment in the three-month period ended September 30, 2026.
Current report
(1)Not Meaningful
Current report
Production increased 17,687 MBoe, or 75% for the nine-month period ended September 30, 2026, as compared to the nine-month period ended September 30, 2025. The increase was primarily related to the IKAV and Sabinal Acquisitions in September 2025, which added approximately 17,845 MBoe.
Current report
Midstream revenue increased $9.3 million, or 49% for the nine-month period ended September 30, 2026, as compared to the nine-month period ended September 30, 2025, due to the acquisition of additional midstream facilities in the IKAV Acquisition in September 2025.
Current report
Product sales increased $1.6 million, or 7% for the nine-month period ended September 30, 2026, as compared to the nine-month period ended September 30, 2025. This increase was primarily due to an increase in third-party volumes on our owned midstream systems.
Current report
Midstream operating expense increased $5.0 million, or 48% for the nine-month period ended September 30, 2026, as compared to the nine-month period ended September 30, 2025, due to the acquisition of additional midstream facilities in the IKAV Acquisition in September 2025.
Current report
Cost of product sales increased $1.5 million, or 7% for the nine-month period ended September 30, 2026, as compared to the nine-month period ended September 30, 2025. This increase was primarily as a result of increases in third-party volumes on our owned midstream systems.
Current report
General and administrative costs decreased $13.9 million, or 33% for the nine-month period ended September 30, 2026, as compared to the nine-month period ended September 30, 2025. The decrease is a result of a decrease in advisory transaction costs associated with the IKAV Acquisition incurred in 2025.
Current report
Impairment of oil and gas properties
Current report
Impairment of oil and gas properties decreased $90.4 million for the nine-month period ended September 30, 2026, as compared to the nine-month period ended September 30, 2025, as the Company did not record a ceiling test impairment in the nine-month period ended September 30, 2026.
Current report
Net cash (used in) provided by financing activities
Current report
Net cash (used in) provided by financing activities increased $589.3 million for the nine-month period ended September 30, 2026, as compared to the nine-month period ended September 30, 2025. The increase is primarily due to a decrease in cash provided by borrowings under our New Credit Agreement, net of repayments of $655.0 million, a decrease in cash provided under the First Amendment to the New Credit Agreement of $450.0 million, a decrease in cash provided from proceeds from equity offerings of $186.4 million and an increase in cash used for repayments of borrowings under our New Credit Agreement of $34.6 million. These were offset by decreases in cash used for repayments of borrowings under our Term Loan Credit Agreement of $763.1 million, prepayment penalties of $7.7 million and new debt issuance costs of $24.5 million. Additionally, there was an increase in cash used for distributions to unitholders of $58.4 million in the nine-month period ended September 30, 2026, as compared to the nine-month period ended September 30, 2025.
Removed paragraphs (14)
Previous report
Production increased 5,943 MBoe, or 78% for the three-month period ended June 30, 2026, as compared to the three-month period ended June 30, 2025. The increase was primarily a result of the IKAV and Sabinal Acquisitions, which added 6,199 Mboe of production for the three-month period ending June 30, 2026.
Previous report
Midstream revenue increased $3.1 million, or 50% for the three-month period ended June 30, 2026, as compared to the three-month period ended June 30, 2025, due to the acquisition of additional midstream facilities in the IKAV Acquisition in September 2025.
Previous report
Product sales decreased $1.0 million, or 14% for the three-month period ended June 30, 2026, as compared to the three-month period ended June 30, 2025. This decrease was primarily a result of decreases in the average selling price of natural gas. These decreases corresponded with the decrease in our cost of product sales noted below.
Previous report
Cost of product sales decreased $0.9 million, or 14% for the three-month period ended June 30, 2026, as compared to the three-month period ended June 30, 2025. This decrease was primarily a result of the decrease in the average selling price of natural gas. These decreases were consistent with the decrease in product sales noted above.
Previous report
General and administrative costs increased $1.9 million, or 21% for the three-month period ended June 30, 2026, as compared to the three-month period ended June 30, 2025. The increase is primarily due to increases in compensation and benefits of $1.6 million, consulting and professional fees of $1.6 million and equity compensation of $1.3 million. These increases were partially offset by additional cost recovery per the terms of joint operating agreements from acquired wells subsequent to June 30, 2025.
Previous report
Production increased 12,838 MBoe, or 86% for the six-month period ended June 30, 2026, as compared to the six-month period ended June 30, 2025. The increase was primarily a result of the IKAV and Sabinal Acquisitions, which added 12,867 Mboe of production for the six-month period ending June 30, 2026.
Previous report
Midstream revenue increased $6.6 million, or 53% for the six-month period ended June 30, 2026, as compared to the six-month period ended June 30, 2025, due to the acquisition of additional midstream facilities in the IKAV Acquisition in September 2025.
Previous report
Product sales decreased $2.0 million, or 12% for the six-month period ended June 30, 2026, as compared to the six-month period ended June 30, 2025. This decrease was primarily a result of the decrease in the average selling price of natural gas. These decreases corresponded with the decrease in our cost of product sales noted below.
Previous report
Gathering and processing expense increased $47.3 million, or 79%, and decreased $0.16 per Boe, or 4%, for the six-month period ended June 30, 2026, as compared to the six-month period ended June 30, 2025, primarily as a result of the 144% increase in natural gas production and the 19% increase in NGL production, driven by the IKAV Acquisition. Additionally, due to changes in certain purchaser contracts in the second quarter of 2025, certain post-production costs that were previously presented as a reduction to gas revenue are now presented as gathering and processing expense. Gathering and processing expense per Boe decreased primarily as a result of the Sabinal Acquisition, where oil heavy production includes no gathering and processing expense, as well as the lower gathering and processing cost profile of the IKAV properties.
Previous report
Midstream operating expense increased $3.9 million, or 64% for the six-month period ended June 30, 2026, as compared to the six-month period ended June 30, 2025, primarily due to the acquisition of additional midstream facilities in the IKAV Acquisition in September 2025.
Previous report
Cost of product sales decreased $2.1 million, or 15% for the six-month period ended June 30, 2026, as compared to the six-month period ended June 30, 2025. This decrease was primarily a result of the decrease in the average selling price of natural gas. These decreases were consistent with the decrease in product sales noted above.
Previous report
General and administrative costs decreased $0.2 million, or 1% for the six-month period ended June 30, 2026, as compared to the six-month period ended June 30, 2025. The decrease in general and administrative costs was primarily a result of additional cost recovery per the terms of joint operating agreements from acquired wells subsequent to June 30, 2025. These reductions to general and administrative costs were offset by increases in compensation and benefits of $3.8 million, consulting and professional fees of $3.3 million and equity compensation of $2.7 million for the six-month period ended June 30, 2026, as compared to the six-month period ended June 30, 2025.
Previous report
Net cash used in financing activities
Previous report
Net cash used in financing activities increased $17.1 million for the six-month period ended June 30, 2026, as compared to the six-month period ended June 30, 2025. The increase was primarily driven by a $219.4 million decrease in proceeds from common unit issuances, a $540.0 million decrease in net borrowings under our credit facilities (proceeds net of repayments), and a $43.3 million increase in distributions to unitholders. These were largely offset by a $763.1 million decrease in term note repayments, a $7.7 million decrease in debt extinguishment costs, and a $14.7 million decrease in debt issuance costs, as we incurred no such costs in the current period.
Reworded paragraphs (30)
Previous wording
Management’s Discussion and Analysis of Financial Condition and Results of Operations is intended to provide the reader of the financial statements with a narrative from the perspective of management on the financial condition, results of operations, liquidity and certain other factors that may affect the Company’s operating results. The following discussion and analysis should be read in conjunction with our unaudited consolidated financial statements and related notes included in Part I, Item I of this Quarterly Report and also with “Risk Factors” included in Part I, Item 1A of our Annual Report on Form 10-K for the year ended December 31, 2025. The following information updates the discussion of our financial condition provided in our previous filings and analyzes the changes in the results of operations for the three and six months ended June 30, 2026 and 2025.
Current wording
Management’s Discussion and Analysis of Financial Condition and Results of Operations is intended to provide the reader of the financial statements with a narrative from the perspective of management on the financial condition, results of operations, liquidity and certain other factors that may affect the Company’s operating results. The following discussion and analysis should be read in conjunction with our unaudited consolidated financial statements and related notes included in Part I, Item 1 of this Quarterly Report and also with “Risk Factors” included in Part I, Item 1A of our Annual Report on Form 10-K for the year ended December 31, 2025. The following information updates the discussion of our financial condition provided in our previous filings and analyzes the changes in the results of operations for the three and nine months ended September 30, 2026 and 2025.
Previous wording
Our financial results depend on many factors, particularly commodity prices and our ability to find, develop and market our production on economically attractive terms. Commodity prices are affected by many factors outside of our control, including changes in market supply and demand. The oil and natural gas industry is cyclical and commodity prices are highly volatile and we expect continued and increased pricing volatility in the crude oil and natural gas markets. Regional and worldwide economic activity, including any economic downturn or recession that has occurred or may occur in the future, extreme weather conditions and other substantially variable factors, influence market conditions for these products. Between January 1, 2025 and June 30, 2026, NYMEX WTI prices for crude oil ranged from $55.27 to $112.95 per Bbl, and the NYMEX Henry Hub price of natural gas ranged from $2.52 to $7.46 per MMBtu. The war in Ukraine and conflict in the Middle East, uncertainty regarding interest rates, global supply chain disruptions, the potential for significant new tariffs, OPEC+’s decision to increase production in May and July 2025, and concerns about a potential economic downturn or recession have contributed to recent economic and pricing volatility and may continue to impact pricing throughout 2025.
Current wording
Our financial results depend on many factors, particularly commodity prices and our ability to find, develop and market our production on economically attractive terms. Commodity prices are affected by many factors outside of our control, including changes in market supply and demand. The oil and natural gas industry is cyclical and commodity prices are highly volatile and we expect continued and increased pricing volatility in the crude oil and natural gas markets. Regional and worldwide economic activity, including any economic downturn or recession that has occurred or may occur in the future, extreme weather conditions and other substantially variable factors, influence market conditions for these products. Between January 1, 2025 and September 30, 2026, NYMEX WTI prices for crude oil ranged from $55.27 to $112.95 per Bbl, and the NYMEX Henry Hub price of natural gas ranged from $2.52 to $7.46 per MMBtu. The war in Ukraine and conflict in the Middle East, uncertainty regarding interest rates, global supply chain disruptions, the potential for significant new tariffs, and concerns about a potential economic downturn or recession have contributed to recent economic and pricing volatility and may continue to impact pricing throughout 2026.
Previous wording
Between 2022 and 2024, the Federal Reserve raised the target range for the federal funds rate in an effort to curb inflation. In September 2025, October 2025 and December 2025, the Federal Reserve lowered the target range for the federal funds rate to its current range of 3.50% to 3.75% in light of the reduced inflation. In June 2026, inflation, as measured by the consumer price index, was 3.5%. We cannot predict the future inflation rate but to the extent we experience high inflation, we may see cost increases in our operations, including costs for drill rigs, workover rigs, tubulars and other well equipment, as well as increased labor costs. We continue to evaluate actions to mitigate supply chain and inflationary pressures and work closely with other suppliers and contractors to ensure availability of supplies on site, especially fuel, steel and chemical supplies which are critical to many of our operations. However, these mitigation efforts may not succeed or may be insufficient. Further, if we are unable to recover higher costs through higher commodity prices, our current revenue stream, estimates of future reserves, borrowing base calculations, impairment assessments of oil and natural gas properties, and values of properties in purchase and sale transactions would all be significantly impacted.
Current wording
Between 2022 and 2024, the Federal Reserve raised the target range for the federal funds rate in an effort to curb inflation. In September 2025, October 2025 and December 2025, the Federal Reserve lowered the target range for the federal funds rate in light of the reduced inflation. In September 2026, the Federal Reserve raised the target range for the federal funds rate to its current range of 3.75% to 4.00% to combat persistent elevated inflation. In September 2026, inflation, as measured by the consumer price index, was 3.7%. We cannot predict the future inflation rate but to the extent we experience high inflation, we may see cost increases in our operations, including costs for drilling rigs, workover rigs, tubulars and other well equipment, as well as increased labor costs. We continue to evaluate actions to mitigate supply chain and inflationary pressures and work closely with other suppliers and contractors to ensure availability of supplies on site, especially fuel, steel and chemical supplies which are critical to many of our operations. However, these mitigation efforts may not succeed or may be insufficient. Further, if we are unable to recover higher costs through higher commodity prices, our current revenue stream, estimates of future reserves, borrowing base calculations, impairment assessments of oil and natural gas properties, and values of properties in purchase and sale transactions would all be significantly impacted.
Previous wording
Revenues from oil, natural gas and NGL sales increased $147.4 million, or 67% for the three-month period ended June 30, 2026, as compared to the three-month period ended June 30, 2025. This increase was primarily related to a 78% production increase, which resulted in increased oil, natural gas and NGL sales of $100.2 million. Additionally, the increase in oil and NGL prices resulted in an increase in sales of $68.6 million, and the decrease in natural gas prices resulted in a decrease in natural gas sales of $21.4 million.
Current wording
Revenues from oil, natural gas and NGL sales increased $125.0 million, or 53% for the three-month period ended September 30, 2026, as compared to the three-month period ended September 30, 2025. This increase was primarily related to a 56% production increase, which resulted in increased oil, natural gas and NGL sales of $81.6 million. Additionally, the increase in oil and NGL prices resulted in an increase in sales of $54.3 million, and the decrease in natural gas prices resulted in a decrease in natural gas sales of $10.9 million.
Previous wording
For the three-month period ended June 30, 2026, we had realized losses on derivative instruments of $18.2 million and unrealized gains of $41.7 million for total gains of $23.5 million. For the three-month period ended June 30, 2025, we had realized gains on derivative instruments of $7.0 million and unrealized gains of $48.6 million for total gains of $55.6 million. The increase in realized losses is primarily due to the significant increase in oil prices during the three-month period ending June 30, 2026.
Current wording
For the three-month period ended September 30, 2026, we had realized losses on derivative instruments of $12.9 million and unrealized losses of $46.9 million for total losses of $59.8 million. For the three-month period ended September 30, 2025, we had realized gains on derivative instruments of $9.6 million and unrealized gains of $15.1 million for total gains of $24.8 million. The increase in realized and unrealized losses is primarily due to the significant increase in oil prices during the three-month period ending September 30, 2026.
Previous wording
Production taxes increased $8.0 million, or 77% for the three-month period ended June 30, 2026, as compared to the three-month period ended June 30, 2025. This increase was in line with the increase in oil, natural gas and NGL sales.
Current wording
Production taxes increased $5.9 million, or 57% for the three-month period ended September 30, 2026, as compared to the three-month period ended September 30, 2025. This increase was in line with the increase in oil, natural gas and NGL sales.
Previous wording
Depreciation, depletion, amortization and accretion expense for oil and natural gas properties increased by $29.5 million, or 46% for the three-month period ended June 30, 2026, as compared to the three-month period ended June 30, 2025. The increase is primarily the result of the IKAV and Sabinal Acquisitions which added $1.3 billion to the balance of oil and gas properties subject to depletion.
Current wording
Depreciation, depletion, amortization and accretion expense for oil and natural gas properties increased by $30.0 million, or 48% for the three-month period ended September 30, 2026, as compared to the three-month period ended September 30, 2025. The increase is primarily the result of the IKAV and Sabinal Acquisitions which added $1.3 billion to the balance of oil and gas properties subject to depletion.
Previous wording
Six Months Ended June 30, 2026 Compared to the Six Months Ended June 30, 2025
Current wording
Nine Months Ended September 30, 2026 Compared to the Nine Months Ended September 30, 2025
Previous wording
Revenues from oil, natural gas and NGL sales increased $260.3 million, or 55% for the six-month period ended June 30, 2026, as compared to the six-month period ended June 30, 2025. This increase was primarily related to the 86% production increase, which resulted in increased oil, natural gas and NGL sales of $240.3 million. Additionally, the increase in oil and NGL prices resulted in an increase in sales of $59.4 million, and the decrease in natural gas prices resulted in a decrease in natural gas sales of $39.4 million.
Current wording
Revenues from oil, natural gas and NGL sales increased $385.3 million, or 55% for the nine-month period ended September 30, 2026, as compared to the nine-month period ended September 30, 2025. This increase was primarily related to a 75% production increase, which resulted in increased oil, natural gas and NGL sales of $322.0 million. Additionally, the increase in oil and NGL prices resulted in an increase in sales of $112.9 million, and the decrease in natural gas prices resulted in a decrease in natural gas sales of $49.5 million.
Previous wording
For the six-month period ended June 30, 2026, we had realized losses on derivative instruments of $11.3 million and unrealized losses of $62.1 million for total losses of $73.4 million. For the six-month period ended June 30, 2025, we had realized gains on derivative instruments of $8.7 million and unrealized gains of $6.2 million for total gains of $14.9 million. The increase in both realized and unrealized losses is primarily from an increase in oil prices throughout the six-month period ending June 30, 2026
Current wording
For the nine-month period ended September 30, 2026, we had realized losses on derivative instruments of $24.2 million and unrealized losses of $109.0 million for total losses of $133.2 million. For the nine-month period ended September 30, 2025, we had realized gains on derivative instruments of $18.3 million and unrealized gains of $21.3 million for total gains of $39.6 million. The increase in realized and unrealized losses is primarily from an increase in oil prices throughout 2026.
Previous wording
Gathering and processing expense increased $16.2 million, or 51%, and decreased $0.64 per Boe, or 15%, for the three-month period ended June 30, 2026, as compared to the three-month period ended June 30, 2025, primarily as a result of the 130% increase in natural gas production and the 19% increase in NGL production, driven by the IKAV Acquisition. Gathering and processing expense per Boe decreased primarily as a result of the Sabinal Acquisition, where oil heavy production includes no gathering and processing expense, as well as the lower gathering and processing cost profile of the IKAV properties.
Current wording
Gathering and processing expense increased $71.4 million, or 77%, and $0.03 per Boe, or 1%, for the nine-month period ended September 30, 2026, as compared to the nine-month period ended September 30, 2025, primarily as a result of the 124% increase in natural gas production and the 14% increase in NGL production, driven by the IKAV Acquisition.
Previous wording
Lease operating expense increased $48.2 million, or 97% for the three-month period ended June 30, 2026, as compared to the three-month period ended June 30, 2025, primarily due to the IKAV and Sabinal Acquisitions. Lease operating expenses per Boe increased by $0.69 primarily as a result of the oil-heavy production from the Sabinal Acquisition that added to our overall cost profile.
Current wording
Lease operating expense increased $129.0 million, or 82% for the nine-month period ended September 30, 2026, as compared to the nine-month period ended September 30, 2025, primarily due to the IKAV and Sabinal Acquisitions. Lease operating expenses per Boe increased by $0.26 primarily as a result of the oil-heavy production from the Sabinal Acquisition that added to our overall cost profile.
Previous wording
Production taxes increased $11.8 million, or 51% for the six-month period ended June 30, 2026, as compared to the six-month period ended June 30, 2025. This increase was in line with the increase in oil, natural gas and NGL sales.
Current wording
Production taxes increased $17.7 million, or 53% for the nine-month period ended September 30, 2026, as compared to the nine-month period ended September 30, 2025. This increase was in line with the increase in oil, natural gas and NGL sales.
Previous wording
Depreciation, depletion, amortization and accretion expense for oil and natural gas properties increased by $62.4 million, or 50% for the six-month period ended June 30, 2026, as compared to the six-month period ended June 30, 2025. The increase is primarily the result of the IKAV and Sabinal Acquisitions which added $1.3 billion to the balance of oil and gas properties subject to depletion.
Current wording
Depreciation, depletion, amortization and accretion expense for oil and natural gas properties increased by $92.4 million, or 49% for the nine-month period ended September 30, 2026, as compared to the nine-month period ended September 30, 2025. The increase is primarily the result of the IKAV and Sabinal Acquisitions which added $1.3 billion to the balance of oil and gas properties subject to depletion.
Previous wording
Our primary sources of liquidity and capital are cash flows generated by operating activities, borrowings under the New Credit Agreement, and proceeds from the issuance of equity and debt. At June 30, 2026, outstanding borrowings under the New Credit Agreement were $1.18 billion with $5.0 million in letters of credit outstanding, and the remaining availability under the New Credit Agreement was $270.0 million at June 30, 2026.
Current wording
Our primary sources of liquidity and capital are cash flows generated by operating activities, borrowings under the New Credit Agreement, and proceeds from the issuance of equity and debt. At September 30, 2026, outstanding borrowings under the New Credit Agreement were $1.16 billion with $5.0 million in letters of credit outstanding, and the remaining availability under the New Credit Agreement was $250.0 million at September 30, 2026.
Previous wording
Historically, our business plan has focused on acquiring and then exploiting the development and production of our assets. We spent approximately $171.8 million during the six-month period ended June 30, 2026 on development costs and our budget for 2026 is between $310.0 million and $340.0 million. For purposes of calculating our cash available for distribution, we define development costs as all of our capital expenditures, other than acquisitions. Our development efforts and capital for 2026 is anticipated to focus on a mix of drilling Oswego, Woodford, and Mississippian wells.
Current wording
Historically, our business plan has focused on acquiring and then exploiting the development and production of our assets. We spent approximately $298.2 million during the nine-month period ended September 30, 2026 on development costs and our budget for 2027 is between $275.0 million and $325.0 million. For purposes of calculating our cash available for distribution, we define development costs as all of our capital expenditures, other than acquisitions. Our development efforts and capital for 2027 is anticipated to focus on a mix of drilling Oswego and Mancos wells.
Previous wording
During the six-month period ended June 30, 2026, we spent approximately$130.4 million on drilling and completion activities and related equipment, $31.8 million on remedial workovers and other capital projects,$9.6 million on midstream and other property and equipment capital projects. Our operated drilling program spud 8.7 net wells while bringing online 7.7 net wells forduring the six-month period ended June 30, 2026.
Current wording
During the nine-month period ended September 30, 2026, we spent approximately$239.6 million on drilling and completion activities and related equipment, $44.5 million on remedial workovers and other capital projects and$14.1 million on midstream and other property and equipment capital projects. Our operated drilling program spud 17.0 net wells while bringing online 14.2 net wells during the nine-month period ended September 30, 2026.
Previous wording
Our 2026 capital expenditures program is largely discretionary and within our control. We could choose to defer a portion of these planned 2026 capital expenditures depending on a variety of factors, including, but not limited to, the success of our drilling activities, prevailing and anticipated prices for oil and natural gas, the availability of necessary equipment, including acid to be used for our acid stimulation completion, infrastructure and capital, the receipt and timing of required regulatory permits and approvals, seasonal conditions, drilling and acquisition costs and the level of participation by other working interest owners. A deferral of planned capital expenditures, particularly with respect to drilling and completing new wells, could result in a reduction in anticipated production and cash flows and reduce our cash available for distribution to unitholders.
Current wording
Our 2026 and 2027 capital expenditures program is largely discretionary and within our control. We could choose to defer a portion of these planned capital expenditures depending on a variety of factors, including, but not limited to, the success of our drilling activities, prevailing and anticipated prices for oil and natural gas, the availability of necessary equipment, including acid to be used for our acid stimulation completion, infrastructure and capital, the receipt and timing of required regulatory permits and approvals, seasonal conditions, drilling and acquisition costs and the level of participation by other working interest owners. A deferral of planned capital expenditures, particularly with respect to drilling and completing new wells, could result in a reduction in anticipated production and cash flows and reduce our cash available for distribution to unitholders.
Previous wording
Net cash provided by operating activities increased $51.3 million for the six-month period ended June 30, 2026, as compared to the six-month period ended June 30, 2025. The increase in net cash provided by operating activities is primarily a result of increases in production across all products and increases in the average selling price of oil. These increases were offset by a decrease in the average selling price of natural gas and a decrease in cash receipts (payments) on settlement of derivative contracts of $13.7 million.
Current wording
Net cash provided by operating activities increased $80.6 million for the nine-month period ended September 30, 2026, as compared to the nine-month period ended September 30, 2025. The increase in net cash provided by operating activities is primarily a result of an increase in production across all products and an increase in the average selling price of oil and NGLs, which was offset by a decrease in the average selling price of natural gas.
Previous wording
Net cash used in investing activities decreased $56.4 million for the six-month period ended June 30, 2026, as compared to the six-month period ended June 30, 2025. The decrease in net cash used in investing activities is primarily a result of decreases in cash used to acquire assets of $98.6 million in the six-month period ended June 30, 2026, as compared to the six-month period ended June 30, 2025. This was slightly offset by increases in capital expenditures on our oil and gas properties and on our other property and equipment of $35.7 million and $5.8 million, respectively, due to increased drilling and completion activities in the six-month period ended June 30, 2026, as compared to the six-month period ended June 30, 2025.
Current wording
Net cash used in investing activities decreased $548.7 million for the nine-month period ended September 30, 2026, as compared to the nine-month period ended September 30, 2025. The decrease in net cash used in investing activities is primarily a result of a decrease in cash used to acquire assets of $638.3 million and an increase in proceeds from the sale of oil and gas properties of $3.7 million in the nine-month period ended September 30, 2026, as compared to the nine-month period ended September 30, 2025. This was offset by increases in capital expenditures on oil and gas properties and our other property and equipment of $84.5 million and $8.5 million, respectively, in the nine-month period ended September 30, 2026, as compared to the nine-month period ended September 30, 2025.
Previous wording
On February 27, 2025, the Company entered into the New Credit Agreement, among the Company, the lenders and issuing banks party thereto from time to time and Truist Bank, as the administrative agent and collateral agent. The New Credit Agreement is secured by substantially all of our assets.
Current wording
On February 27, 2025, we entered into the New Credit Agreement, among us, the lenders and issuing banks party thereto from time to time and Truist Bank, as the administrative agent and collateral agent. The New Credit Agreement is secured by substantially all of our assets.
Previous wording
The New Credit Agreement has (i) an initial borrowing base and elected commitment amount of $750.0 million, with a maximum commitment amount of $2.0 billion subject to borrowing base availability, (ii) a maturity date of February 27, 2029 and (iii) an interest rate equal to, at the Company’s election, (a) term SOFR (subject to a 0.10% per annum adjustment) plus a margin ranging from 3.00-4.00% per annum or (b) a base rate plus a margin ranging from 2.00-3.00% per annum, with the margin dependent upon borrowing base utilization at the time of determination. The Company is also required to pay a commitment fee of 0.50% per annum on the daily unused portion of the current aggregate commitments under the New Credit Agreement.
Current wording
The New Credit Agreement has (i) an initial borrowing base and elected commitment amount of $750.0 million, with a maximum commitment amount of $2.0 billion subject to borrowing base availability, (ii) a maturity date of February 27, 2029 and (iii) an interest rate equal to, at the Company’s election, (a) term SOFR (subject to a 0.10% per annum adjustment) plus a margin ranging from 3.00-4.00% per annum or (b) a base rate plus a margin ranging from 2.00-3.00% per annum, with the margin dependent upon borrowing base utilization at the time of determination. We are also required to pay a commitment fee of 0.50% per annum on the daily unused portion of the current aggregate commitments under the New Credit Agreement.
Previous wording
The New Credit Agreement’s borrowing base is redetermined semi-annually, in April and October. The New Credit Agreement requires the Company to maintain as of the last day of each fiscal quarter (i) a consolidated total net leverage ratio of less than or equal to 3.00 to 1.00, and (ii) a current ratio of no less than 1.00 to 1.00.
Current wording
The New Credit Agreement’s borrowing base is redetermined semi-annually, in April and October. The New Credit Agreement requires us to maintain as of the last day of each fiscal quarter (i) a Consolidated Total Net Leverage Ratio of less than or equal to 3.00 to 1.00 and (ii) a Current Ratio of no less than 1.00 to 1.00, each as defined in the New Credit Agreement.
Previous wording
The Company used borrowings from the New Credit Agreement, together with cash on hand and proceeds from the February 2025 Offering, to repay the Term Loan Credit Agreement and the Revolving Credit Agreement in full.
Current wording
We used borrowings from the New Credit Agreement, together with cash on hand and proceeds from the February 2025 Offering, to repay the Term Loan Credit Agreement and the Revolving Credit Agreement in full.
Previous wording
On September 12, 2025, the Company entered into the First Amendment, together with certain of its subsidiaries party thereto, the lenders and issuing banks party thereto and Truist Bank, as administrative and collateral agent (the “First Amendment”). The First Amendment, among other things, (a) removes the 0.10% per annum credit spread adjustment otherwise applicable to the determination of Term SOFR (as defined in the New Credit Agreement), (b) excludes up to $750.0 million in principal amount of Borrowing Base Reduction Debt (as defined in the New Credit Agreement) issued prior to December 31, 2025 from the provisions otherwise requiring a borrowing base reduction as a result of the issuance of such indebtedness and (c) provides for (i) a $700.0 million aggregate increase in the borrowing base under the New Credit Agreement and (ii) the establishment of aggregate term loan commitments (prior to giving effect to any prior funding of term loans) in an amount of $450.0 million and the funding of any unfunded term loan commitments thereunder and increase the Aggregate Elected Revolving Commitment Amount (as defined in the New Credit Agreement) to $1.0 billion.
Current wording
On September 12, 2025, we entered into the First Amendment, together with certain of our subsidiaries party thereto, the lenders and issuing banks party thereto and Truist Bank, as administrative and collateral agent (the “First Amendment”). The First Amendment, among other things, (a) removes the 0.10% per annum credit spread adjustment otherwise applicable to the determination of Term SOFR (as defined in the New Credit Agreement), (b) excludes up to $750.0 million in principal amount of Borrowing Base Reduction Debt (as defined in the New Credit Agreement) issued prior to December 31, 2025 from the provisions otherwise requiring a borrowing base reduction as a result of the issuance of such indebtedness and (c) provides for (i) a $700.0 million aggregate increase in the borrowing base under the New Credit Agreement and (ii) the establishment of aggregate term loan commitments (prior to giving effect to any prior funding of term loans) in an amount of $450.0 million and the funding of any unfunded term loan commitments thereunder and increase the Aggregate Elected Revolving Commitment Amount (as defined in the New Credit Agreement) to $1.0 billion. The applicable margin for interest charged on the term loan increases by 0.25% every three months.
Previous wording
As part of the IKAV Acquisition, we are now party to a firm sales contract to deliver and sell a certain amount of natural gas at a fixed price of $1.72 per MMbtu through 2030. We expect to fulfill the delivery commitments primarily with production from proved developed reserves. Our production has been sufficient to satisfy the delivery commitments during the periods presented, and we expect our future production will continue to be the primary means of fulfilling the future commitments. However, if the Company’s production is not sufficient to satisfy its delivery commitments, it may be required to compensate the counterparty for the shortfall based on the difference between the market price and the fixed contract price. For further information on firm sales commitments, see Note 10 of our consolidated financial statements.
Current wording
As part of the IKAV Acquisition, we are now party to a firm sales contract to deliver and sell a certain amount of natural gas at a fixed price of $1.72 per MMBtu through 2030. We expect to fulfill the delivery commitments primarily with production from proved developed reserves. Our production has been sufficient to satisfy the delivery commitments during the periods presented, and we expect our future production will continue to be the primary means of fulfilling the future commitments. However, if our production is not sufficient to satisfy the delivery commitments, we may be required to compensate the counterparty for the shortfall based on the difference between the market price and the fixed contract price. For further information on firm sales commitments, see Note 10 of our consolidated financial statements.
Previous wording
Our operating lease obligations include long-term lease payments for office space, vehicles, equipment related to exploration, development and production activities. We paid approximately $4.9 million and $2.6 million in operating lease payments for the three and six month periods ended June 30, 2026, respectively, and expect to pay approximately $23.7 million in operating lease payments through 2031. For further information on our operating lease obligations, see Note 11 of our consolidated financial statements.
Current wording
Our operating lease obligations include long-term lease payments for office space, vehicles, equipment related to exploration, development and production activities. We paid approximately $3.2 million and $8.0 million in operating lease payments for the three and nine month periods ended September 30, 2026, respectively, and expect to pay approximately $24.0 million in operating lease payments through 2031. For further information on our operating lease obligations, see Note 11 of our consolidated financial statements.
Previous wording
We include in this Quarterly Report the supplemental non-GAAP financial performance measure Adjusted EBITDA and provide our calculation of Adjusted EBITDA and a reconciliation of Adjusted EBITDA to net income, our most directly comparable financial measure calculated and presented in accordance with GAAP. We define Adjusted EBITDA as net income before (1) interest expense, net, (2) depreciation, depletion, amortization and accretion, (3) unrealized (gain) loss on derivative instruments, (4) loss on debt extinguishment, (5) equity-based compensation expense and (6) gain (loss) on sale of assets, net.
Current wording
We include in this Quarterly Report the supplemental non-GAAP financial performance measure Adjusted EBITDA and provide our calculation of Adjusted EBITDA and a reconciliation of Adjusted EBITDA to net income, our most directly comparable financial measure calculated and presented in accordance with GAAP. We define Adjusted EBITDA as net income before (1) interest expense, net, (2) depreciation, depletion, amortization and accretion, (3) unrealized loss (gain) on derivative instruments, (4) impairment on oil and gas properties, (5) loss on debt extinguishment, (6) equity-based compensation expense and (7) (gain) loss on sale of assets, net.
Previous wording
Cash available for distribution is not a measure of net income or net cash flow provided by or used in operating activities as determined by GAAP. Cash available for distribution is a supplemental non-GAAP financial performance measure used by our management and by external users of our financial statements, such as industry analysts, investors, lenders, rating agencies and others, to assess our ability to internally fund our exploration and development activities, pay distributions, and to service or incur additional debt. We define cash available for distribution as net income adjusted for (1) interest expense, net, (2) depreciation, depletion, amortization and accretion, (3) unrealized (gain) loss on derivative instruments, (4) loss on debt extinguishment, (5) equity-based compensation expense, (6) gain (loss) on sale of assets, net, (7) cash interest expense, net, (8) development costs and (9) change in accrued realized derivative settlements. Development costs include all of our capital expenditures, other than acquisitions. Cash available for distribution will not reflect changes in working capital balances. Cash available for distribution is not a measurement of our financial performance or liquidity under GAAP and should not be considered as an alternative to, or more meaningful than, net income or net cash provided by or used in operating activities as determined in accordance with GAAP or as indicators of our financial performance and liquidity. The GAAP measure most directly comparable to cash available for distribution is net income. Cash available for distribution should not be considered as an alternative to, or more meaningful than, net income.
Current wording
Cash available for distribution is not a measure of net income or net cash flow provided by or used in operating activities as determined by GAAP. Cash available for distribution is a supplemental non-GAAP financial performance measure used by our management and by external users of our financial statements, such as industry analysts, investors, lenders, rating agencies and others, to assess our ability to internally fund our exploration and development activities, pay distributions, and to service or incur additional debt. We define cash available for distribution as net income adjusted for (1) interest expense, net, (2) depreciation, depletion, amortization and accretion, (3) unrealized loss (gain) on derivative instruments, (4) impairment on oil and gas properties, (5) loss on debt extinguishment, (6) equity-based compensation expense, (7) (gain) loss on sale of assets, net, (8) cash interest expense, net, (9) development costs and (10) change in accrued realized derivative settlements. Development costs include all of our capital expenditures, other than acquisitions. Cash available for distribution will not reflect changes in working capital balances. Cash available for distribution is not a measurement of our financial performance or liquidity under GAAP and should not be considered as an alternative to, or more meaningful than, net income or net cash provided by or used in operating activities as determined in accordance with GAAP or as indicators of our financial performance and liquidity. The GAAP measure most directly comparable to cash available for distribution is net income. Cash available for distribution should not be considered as an alternative to, or more meaningful than, net income.
Previous wording
Our critical accounting policies and estimates are disclosed in Part II, Item 7. “Management’s Discussion and Analysis of Financial Condition and Results of Operations – Critical Accounting Policies and Estimates” in our Annual Report for the year ended December 31, 2025. No modifications have been made during the six months ended June 30, 2026.
Current wording
Our critical accounting policies and estimates are disclosed in Part II, Item 7. “Management’s Discussion and Analysis of Financial Condition and Results of Operations – Critical Accounting Policies and Estimates” in our Annual Report for the year ended December 31, 2025. No modifications have been made during the nine months ended September 30, 2026.
Rearranged previous paragraphs (2)
Previous report — wording carried elsewhere
Midstream operating expense increased $1.8 million, or 55% for the three-month period ended June 30, 2026, as compared to the three-month period ended June 30, 2025, due to the acquisition of additional midstream facilities in the IKAV Acquisition in September 2025.
Previous report — wording carried elsewhere
Lease operating expense increased $100.3 million, or 102% for the six-month period ended June 30, 2026, as compared to the six-month period ended June 30, 2025, primarily primarily due to the IKAV and Sabinal Acquisitions. Lease operating expenses per Boe increased by $0.56 primarily as a result of the oil-heavy production from the Sabinal Acquisition that added to our overall cost profile.