WhiteHawk Income Corp

S-1 filed

WhiteHawk Income Corp. is conducting an initial public offering (IPO) of its Class A common stock, aiming to transition to a holding company structure under an umbrella partnership-C-corporation (Up-C) model. The company plans to rename itself WhiteHawk Minerals Corp. post-offering and will operate through its subsidiary, WhiteHawk OpCo, which holds significant mineral and royalty interests in natural gas assets. The IPO includes a potential over-allotment option for underwriters and introduces a dual-class share structure with Class A (voting + economic) and Class B (voting + no economic) shares.

DRS/A amended

WhiteHawk Income Corp. filed a DRS/A registration statement on April 2, 2026, disclosing an initial public offering of Class A common stock. The filing outlines the company's transition to an umbrella partnership-C-corporation (Up-C) structure, with plans to list on the NYSE under 'WHK.' The company intends to change its name to WhiteHawk Minerals Corp. following the offering. The filing includes details about the offering price range, underwriter options, and capital structure with Class A and Class B shares.

DRS filed

WhiteHawk Income Corp is conducting an initial public offering (IPO) of its common stock, registering under Form S-1. The company focuses on natural gas mineral and royalty interests in the Marcellus and Haynesville Shales, aiming to deliver cash flow and returns through disciplined asset management. The IPO includes underwriters Raymond James and Stifel, with shares expected to be listed on an unspecified exchange. The filing indicates the company's emergence as a leading publicly traded natural gas mineral portfolio in the U.S.

425 supplemental

WhiteHawk Income Corp filed a 425 communication on December 12, 2024, regarding its proposal for a combination with PHX Minerals Inc. The filing reiterates WhiteHawk's ongoing efforts to pursue a transaction with PHX, emphasizing potential future regulatory filings (e.g., proxy statements, registration statements) if negotiations progress. It warns that the transaction's outcome remains uncertain, including risks of PHX rejecting the proposal or operational challenges arising from the announcement.

425 supplemental

WhiteHawk Income Corp issued a press release urging PHX Minerals Inc.'s board to engage in discussions regarding a $4.00 per share all-cash acquisition proposal. The filing includes direct calls for shareholder pressure on PHX's board, contact details for PHX investors and corporate representatives, and mentions WhiteHawk's financial readiness for the transaction. Advisors Stephens Inc. and Weil, Gotshal & Manges LLP are noted for their role.

425 supplemental

WhiteHawk Income Corp is advancing a $4.00 per share all-cash acquisition proposal for PHX Minerals Inc., urging the PHX board to engage in discussions and shareholders to demand transparency. The filing emphasizes potential regulatory filings and highlights risks associated with the transaction's completion, including PHX's potential rejection of the offer and market uncertainties.

425 supplemental

WhiteHawk Income Corp filed a 425 form to communicate a proposal for a combination with PHX Minerals Inc. The filing emphasizes that the communication does not constitute an offer for securities but outlines potential future actions, including registration statements or proxy filings if the transaction progresses. It highlights risks related to the transaction's outcome, regulatory approvals, and market conditions.

425 supplemental

WhiteHawk Income Corp reiterates its proposal to acquire PHX Minerals Inc. for $4.00 per share in an all-cash transaction, highlighting a 19% premium to PHX's 90-day volume-weighted average price and 17% premium to its 30-day price. The proposal criticizes PHX's management for excessive G&A expenses, dilutive acquisitions, and low dividends, which have led to persistent stock price underperformance. WhiteHawk, now owning 2.5% of PHX's shares, urges PHX's board to engage in good faith after 18 months of unsuccessful negotiations.

425 supplemental

WhiteHawk Income Corp reiterates its proposal to acquire PHX Minerals Inc. for $4.00 per share in an all-cash transaction, emphasizing a 19% premium over PHX's 90-day volume-weighted average price. The filing highlights WhiteHawk's 2.5% ownership of PHX shares and criticism of PHX's management for excessive G&A expenses, dilutive acquisitions, and poor stock performance. The company urges PHX's board to engage in good faith, citing 18 months of failed negotiations. The proposal includes a cash offer and potential stock exchange for PHX shareholders.

425 supplemental

WhiteHawk Income Corp filed a Form 425 disclosing a communication from Chairman and CEO Daniel Herz regarding a proposed combination with PHX Minerals Inc. The filing emphasizes that this communication is not an offer or solicitation but part of potential future SEC filings related to the transaction. It includes forward-looking statements and risks associated with the proposed deal.

425 supplemental

WhiteHawk Income Corp. disclosed a non-binding proposal to combine with PHX Minerals, Inc. via a stock-for-stock transaction, forming WhiteHawk Minerals Corporation. PHX shareholders would own 61% of the combined entity and receive a $0.20 per share cash dividend. The proposal aims to consolidate WhiteHawk's 850,000 gross unit acres in the Marcellus and Haynesville Shales with PHX's assets, creating a larger, more liquid public company with enhanced shareholder returns. WhiteHawk criticized PHX's lack of engagement and disclosed the proposal to inform shareholders directly.

425 supplemental

WhiteHawk Income Corp disclosed a public communication regarding its proposed stock-for-stock merger with PHX Minerals, Inc. The proposal would create WhiteHawk Minerals Corporation, with PHX shareholders owning 61% of the combined entity and receiving a $0.20 per share cash dividend. The filing highlights WhiteHawk's repeated attempts to engage PHX's board without success, leading to public disclosure of the terms. The communication emphasizes potential benefits including enhanced asset base, cost synergies, and improved shareholder returns, while noting PHX's rejection of prior proposals.

425 supplemental

WhiteHawk Income Corp filed a 425 communication regarding its proposal for a combination with PHX Minerals, Inc. The filing includes an explanatory note referencing a LinkedIn post by CEO Daniel Herz, emphasizing the potential transaction and advising investors to review future SEC filings for detailed information.