NYSE: MTDR Matador Resources Co 8-K

Matador acquires Paloma Permian for $1.275B, adds 16K acres and 11K BOE/d in New Mexico

Filed July 24, 2026 · Period ending July 22, 2026 · ~2 min read

Key Changes

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Matador agreed to acquire Paloma Permian LLC for $1.275 billion in cash, adding 16,235 net undeveloped acres in Eddy and Lea Counties, New Mexico, and approximately 11,100 BOE per day of production (57% oil), with over 156 net locations and 55 million BOE of proved reserves.

Item 1.01 — Entry into a Material Definitive Agreement verify on EDGAR →
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Matador also acquired primarily undeveloped Woodford acreage from Ridge Runner Resources, bringing its total Woodford position to approximately 50,000 contiguous net acres in the Delaware Basin at an average cost of $4,000 per acre, adding over 150 net operated locations.

Item 7.01 — Regulation FD Disclosure verify on EDGAR →
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The company's first exploratory Woodford well in Southeast Lea County (Rae's Creek) achieved initial production exceeding 2,200 BOE per day (72% oil) and is producing approximately 20% better than the average Woodford well in Texas on a 60-day cumulative oil production basis.

Item 7.01 — Regulation FD Disclosure verify on EDGAR →
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Item 7.01 — Regulation FD Disclosure verify on EDGAR →
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Both transactions are expected to close in early Q4 2026 with an effective date of June 1, 2026, bringing Matador's total Delaware Basin acreage position to approximately 240,000 net acres.

Item 1.01 — Entry into a Material Definitive Agreement verify on EDGAR →

Summary

Matador Resources announced two significant Delaware Basin acquisitions that substantially expand its acreage position and production base. The larger transaction is the $1.275 billion all-cash purchase of Paloma Permian LLC, adding 16,235 net undeveloped acres in New Mexico and approximately 11,100 BOE per day of production (57% oil).

The acquisition includes over 156 net drilling locations and 55 million BOE of proved reserves with $816 million of PV-10 value. Separately, Matador acquired primarily undeveloped Woodford acreage from Ridge Runner Resources, bringing its total Woodford position to approximately 50,000 contiguous net acres at an average cost of $4,000 per acre.

The timing is notable because Matador's first exploratory Woodford well (Rae's Creek) just validated the play's commercial viability, achieving initial production exceeding 2,200 BOE per day and outperforming the average Texas Woodford well by approximately 20% on a 60-day cumulative oil production basis. This de-risks the approximately 50,000 acres of Woodford acreage Matador is assembling. The company will fund both acquisitions through cash on hand and its recently repaid RBL facility, expecting to generate approximately $1 billion in adjusted free cash flow for full-year 2026 and return its leverage ratio closer to 1.0x within 12 to 18 months. The combined acquisitions bring Matador's total Delaware Basin acreage to approximately 240,000 net acres, significantly expanding its multi-year development inventory in a core operating area.

Section-by-Section Diff

Event · Item 1.01 — Entry into a Material Definitive Agreement

~1,100 words

Item 1.01 — Entry into a Material Definitive Agreement filed; see Key Changes for terms.

4 Added

Added Paloma Permian acquisition high

Added in current filing · verify on EDGAR →

Pursuant to the Paloma Purchase Agreement, Sellers have agreed to sell to Purchaser, and Purchaser has agreed to purchase from Sellers, all of the issued and outstanding membership interests (the “Subject Securities”) of the Target, upon the terms and subject to the conditions of the Paloma Purchase Agreement (such purchase and sale, together with the other transactions contemplated by the Paloma Purchase Agreement, the “Paloma Acquisition”). Target and its subsidiaries own certain proved undeveloped acreage and oil and natural gas producing properties located in Eddy and Lea Counties, New Mexico.

Matador Resources has entered into a definitive agreement to acquire all membership interests in Paloma Permian, LLC. The target company owns proved undeveloped acreage and producing oil and gas properties in Eddy and Lea Counties, New Mexico. This acquisition expands Matador's footprint in the Permian Basin.

Added Purchase price and terms high

Added in current filing · verify on EDGAR →

The consideration payable by Purchaser for the Subject Securities will be an amount in cash equal to $1,275,000,000 (the “Unadjusted Purchase Price”), of which $63,750,000 will be deposited into escrow in connection with the execution of the Paloma Purchase Agreement. The Unadjusted Purchase Price is subject to certain customary adjustments, including for working capital and for title defects and environmental defects.

The acquisition price is $1.275 billion in cash, with $63.75 million deposited into escrow at signing. The final purchase price will be adjusted for customary items including working capital, title defects, and environmental defects. This is an all-cash transaction requiring significant capital deployment.

Added Expected closing timeline medium

Added in current filing · verify on EDGAR →

Subject to the satisfaction of the conditions in the Paloma Purchase Agreement, the Closing is expected to occur early in the fourth quarter of 2026, with an effective date of June 1, 2026.

The transaction is expected to close in early Q4 2026, subject to customary closing conditions. The effective date is June 1, 2026, meaning Matador will receive economic benefits from that date forward once the deal closes.

Added Representation and warranty insurance medium

Added in current filing · verify on EDGAR →

Purchaser has obtained a representation and warranty insurance policy, under which the issuer of such policy will insure Purchaser against certain claims, damages or other losses arising from breaches by the Sellers or the Target of their representations and warranties in the Paloma Purchase Agreement, subject to certain limitations and exclusions and other customary terms and conditions.

Matador has purchased representation and warranty insurance to protect against potential breaches of seller representations and warranties. Most seller representations and warranties will not survive closing, with the insurance policy providing the primary recourse mechanism for post-closing claims.

Event · Item 7.01 — Regulation FD Disclosure

~1,000 words

Matador announces acquisition of oil and gas properties in New Mexico and Texas, expected to close in Q4 2026.

3 Added

Added Ridge Runner Acquisition Agreement high

Added in current filing · verify on EDGAR →

On July 22, 2026, MRC Permian Company, a wholly-owned subsidiary of Matador (“MRC Permian”), and, solely for the purposes of guaranteeing the obligations of Purchaser, MRC Energy entered into a Purchase and Sale Agreement (the “Ridge Runner Purchase Agreement” and, together with the Paloma Purchase Agreement, the “Purchase Agreements”) with Ridge Runner Resources II, LLC (“Ridge Runner”), pursuant to which Ridge Runner has agreed to cause certain of its subsidiaries to sell to MRC Permian, and MRC Permian has agreed to purchase from such subsidiaries, certain primarily undeveloped acreage and certain oil and natural gas producing properties located in Lea County, New Mexico and Winkler and Ward Counties, Texas (the “Ridge Runner Acquisition” and, together with the Paloma Acquisition, the “Acquisitions”).

Matador's subsidiary MRC Permian entered into an agreement to acquire primarily undeveloped acreage and producing oil and gas properties in New Mexico and Texas from Ridge Runner Resources II. This is part of a broader set of acquisitions that includes a separate Paloma Acquisition. The properties are located in Lea County, New Mexico and Winkler and Ward Counties, Texas.

Added Transaction timing and effective date medium

Added in current filing · verify on EDGAR →

The consummation of the Ridge Runner Acquisition is subject to the satisfaction or waiver of a number of customary conditions set forth in the Ridge Runner Purchase Agreement and is expected to occur early in the fourth quarter of 2026, with an effective date of June 1, 2026.

The Ridge Runner Acquisition is expected to close in early Q4 2026, subject to customary closing conditions. The transaction has an effective date of June 1, 2026, meaning economic benefits and burdens transfer retroactively to that date. This timing allows Matador to capture production and revenues from the acquired properties starting June 1.

Show 1 minor / wording change

Added Press release and investor presentation low

Added in current filing · verify on EDGAR →

On July 23, 2026, Matador issued a press release (the “Press Release”) announcing the execution of the Purchase Agreements. A copy of the Press Release is furnished as Exhibit 99.1 to this Current Report. In connection with the Press Release, Matador released a presentation summarizing the Acquisitions, which presentation is available on Matador’s website, www.matadorresources.com, on the Events and Presentations page under the Investor Relations tab.

Matador publicly announced the acquisitions through a press release on July 23, 2026 and made available an investor presentation with additional details. The press release is attached as an exhibit to this filing, and the presentation can be accessed on the company's investor relations website.

Event · Exhibit 99.1

~3,100 words View exhibit on EDGAR ↗

Matador announces $1.275B Delaware Basin acquisition, adds ~50K Woodford acres, and reports successful exploratory well results.

1 Added

Added Total acreage position medium

Added in current filing · view on EDGAR →

These additional contiguous net acres, together with the Paloma Acquisition, will bring Matador’s corporate acreage total to approximately 240,000 net acres in the Delaware Basin.

The combined Paloma and Ridge Runner acquisitions will bring Matador's total Delaware Basin acreage position to approximately 240,000 net acres, significantly expanding the company's development inventory and operational footprint in the region.