Magnolia Oil & Gas Corporation Announces Proposed Public Offering of Class A Common Stock

About this update from Magnolia Oil & Gas Corporation

HOUSTON, July 20, 2026--(BUSINESS WIRE)--Magnolia Oil & Gas Corporation ("Magnolia") announced today that it has commenced an underwritten public offering (the "Offering") of $1,000,000,000 of shares of its Class A common stock ("Common Stock"). Additionally, Magnolia intends to grant the underwriters a 30-day option to purchase up to an additional $150,000,000 of shares of its Common Stock. The Offering is subject to market and other conditions, and there can be no assurance as to whether or when the Offering may be completed, or as to the actual size or terms of the Offering. Magnolia intends to use the net proceeds from the Offering, together with proceeds from a concurrent issuance by Magnolia Oil & Gas Operating LLC ("Magnolia Operating") and Magnolia Oil & Gas Finance Corp., each a wholly-owned subsidiary of Magnolia, of new senior notes, borrowings under Magnolia Operating's revolving credit facility and cash on hand, to fund the cash consideration payable by Magnolia Operating in its acquisition of 100% of the issued and outstanding limited liability company interests of WildFire Intermediate Holdings, LLC from WildFire Energy I LLC (the "Pending Acquisition"). J.P. Morgan and Goldman Sachs & Co. LLC are acting as the joint book-running managers for the Offering. Citigroup, Wells Fargo Securities, BofA Securities, Capital One Securities, Fifth Third Securities, KeyBanc Capital Markets, MUFG, PNC Capital Markets LLC, Regions Securities LLC, Scotiabank, and Truist Securities are also acting as joint book-running managers. The Offering is being made pursuant to an effective shelf registration statement on Form S-3, which became effective upon filing with the Securities and Exchange Commission (the "SEC") on July 20, 2026. The Offering will be made only by means of a preliminary prospectus supplement and the accompanying base prospectus, copies of which may be obtained on the SEC's website at www.sec.gov. Alternatively, the joint book-running managers will arrange to send you the preliminary prospectus supplement and related base prospectus if you request them by contacting: This press release is neither an offer to sell nor a solicitation of an offer to buy any securities, nor shall there be any sale of any such securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or...

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