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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of report (Date of earliest event reported): February 18, 2025
Magnolia Oil & Gas Corporation
(Exact name of registrant as specified in its charter)
Delaware001-3808381-5365682
(State or other jurisdiction
of incorporation)		(Commission
File Number)		(I.R.S. Employer
Identification Number)
Nine Greenway Plaza, Suite 1300
Houston, Texas 77046
(Address of principal executive offices, including zip code)
(713) 842-9050
Registrant’s telephone number, including area code
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Securities registered pursuant to section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Class A Common Stock, par value $0.0001 Per ShareMGYNew York Stock Exchange


Item 2.02    Results of Operations and Financial Condition.

On February 18, 2025, Magnolia Oil & Gas Corporation (the “Company”) issued a press release, a copy of which is attached hereto as Exhibit 99.1 and incorporated by reference herein, announcing its financial and operational results for the fourth quarter and full-year ended December 31, 2024.
The information furnished pursuant to this Item 2.02 (including Exhibit 99.1) shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise be subject to the liabilities of that section, nor shall it be deemed to be incorporated by reference into any filing under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act.

Item 7.01    Regulation FD Disclosure

On February 18, 2025, the Company provided information in an earnings presentation on its website, www.magnoliaoilgas.com, regarding its financial and operational results for the fourth quarter and full-year ended December 31, 2024.
The earnings presentation, which is attached hereto as Exhibit 99.2, is being furnished and shall not be deemed to be “filed” for purposes of Section 18 of the Exchange Act, or otherwise be subject to the liabilities of that section, nor shall it be deemed to be incorporated by reference into any filing under the Securities Act or the Exchange Act.

Item 9.01    Financial Statements and Exhibits.
(d)    Exhibits.
Exhibit
NumberDescription
99.1
99.2
104Cover Page Interactive Data File (formatted as inline XBRL)





SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
MAGNOLIA OIL & GAS CORPORATION
Date: February 18, 2025
By:       /s/ Timothy D. Yang
Name:  Timothy D. Yang
Title:    Executive Vice President,
             General Counsel, Corporate Secretary and Land

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Exhibit 99.1
Magnolia Oil & Gas Corporation Announces 2024 Fourth Quarter and Year End Results

HOUSTON, TX, February 18, 2025 - Magnolia Oil & Gas Corporation (“Magnolia,” “we,” “our,” or the “Company”) (NYSE: MGY) today announced its financial and operational results for the fourth quarter and full year 2024.

Fourth Quarter 2024 Summary Financial Results:
(In millions, except per share data)
For the
Quarter Ended
December 31, 2024
For the
Quarter Ended
December 31, 2023
Percentage increase (decrease)
Net income$88.7 $113.9 (22)%
Adjusted net income (1)
95.4 107.7 (11)%
Earnings per share - diluted0.44 0.53 (17)%
Adjusted EBITDAX (1)
235.8 240.0 (2)%
Capital expenditures - D&C131.6 91.5 44 %
Average daily production (Mboe/d)93.1 85.4 9 %
Cash balance as of period end$260.0 $401.1 (35)%
Diluted weighted average total shares outstanding (2)
196.2 206.5 (5)%

Full Year 2024 Summary Financial Results:
(In millions, except per share data)
For the
Year Ended
December 31, 2024
For the
Year Ended
December 31, 2023
Percentage increase (decrease)
Net income$397.3 $442.6 (10)%
Adjusted net income (1)
400.9 441.7 (9)%
Earnings per share - diluted1.94 2.04 (5)%
Adjusted EBITDAX (1)
953.3 899.2 6 %
Capital expenditures - D&C477.0 421.6 13 %
Average daily production (Mboe/d)89.7 82.3 9 %
Cash balance as of period end$260.0 $401.1 (35)%
Diluted weighted average total shares outstanding (2)
200.0 210.2 (5)%

Fourth Quarter and Full Year 2024 Highlights:

•Magnolia reported fourth quarter and full year 2024 net income attributable to Class A Common Stock of $85.6 million, or $0.44 per diluted share, and $366.0 million or $1.94 per diluted share, respectively. Fourth quarter and full year 2024 total net income was $88.7 million and $397.3 million, and total adjusted net income(1) was $95.4 million and $400.9 million, respectively. The diluted weighted average share count(2) for the fourth quarter and full year 2024 was 196.2 million and 200.0 million, a year-over-year decline of 5% for both periods.

•Adjusted EBITDAX(1) was $235.8 million during the fourth quarter of 2024, with drilling and completions (“D&C”) capital of $131.6 million, which included the drilling of an additional four well pad in Giddings. Adjusted EBITDAX for the full year 2024 was $953.3 million with total D&C capital of $477.0 million, representing a reinvestment rate of 50% of adjusted EBITDAX.

•Net cash provided by operating activities was $222.6 million during the fourth quarter of 2024 and $920.9 million during full year 2024. The Company generated free cash flow(1) of $90.3 million during the fourth quarter of 2024 and $430.2 million during full year 2024.

•Total production in the fourth quarter of 2024 grew 9% from fourth quarter 2023 levels to 93.1 thousand barrels of oil equivalent per day (“Mboe/d”). Production for full year 2024 averaged 89.7 Mboe/d representing year-over-year volume growth of more than 9% with oil growth of 11% exceeding our original expectations.

•Production at Giddings grew 14% compared to the prior year fourth quarter to 71.8 Mboe/d including oil production growth of 17% and supported by strong overall well performance.

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•Magnolia added 44.3 million barrels of oil equivalent (“MMboe”) of proved developed reserves in 2024, representing reserve additions from the Company’s drilling program, which excluded acquisitions and price-related revisions. These organic proved developed additions represent a replacement ratio of 135% of production and provide an organic proved developed Finding and Development (“F&D”) cost of $10.77 per boe for 2024.

•Magnolia repurchased 2.2 million Class A Common shares during the fourth quarter for $55.8 million. Total share repurchases during 2024 amounted to 11.0 million shares, including 7.5 million Class A Common shares and 3.5 million Class B shares, leading to a 5% reduction in the Company’s diluted weighted average share count(3) compared to the prior year. Magnolia’s Board of Directors increased the existing share repurchase authorization by an additional 10 million shares, bringing the total remaining authorization to 11.7 million Class A Common shares, which are specifically designated toward open market share repurchases.

•As previously announced, the Board of Directors declared a cash dividend of $0.15 per share of Class A common stock, and a cash distribution of $0.15 per Class B unit, payable on March 3, 2025, to shareholders of record as of February 14, 2025. The quarterly dividend represents a 15% increase and provides an annualized dividend rate of $0.60 per share. This is the fourth consecutive year that Magnolia has increased its dividend rate after initiating a dividend payment in 2021. The Company’s ongoing efforts toward reducing the outstanding shares and delivering moderate annual production growth support strong dividend growth.

•Magnolia returned 90%(4) and 88%(5) of the free cash flow generated during the fourth quarter and full year 2024, respectively, to the Company’s shareholders through a combination of share repurchases and dividends. Together with the significant return of cash to shareholders, Magnolia ended the year with $260.0 million of cash on its balance sheet and an undrawn $450 million revolving credit facility.


“Steady, reliable, and consistent, are some of the words used to describe what was an exceptional period for Magnolia’s operational and financial execution in 2024,” said President and CEO Chris Stavros. “Our high-quality assets and continued low reinvestment rate of 50 percent of adjusted EBITDAX delivered 9 percent total company production growth and 11 percent oil growth year over year, providing more than $430 million of free cash flow in 2024. These strong results were further supported by our team’s success in achieving a 10 percent per boe reduction in our field-level cash operating expenses which provided higher operating margins and additional free cash flow. Our disciplined capital program, further D&C efficiencies and continued strong well performance provided healthy reserve additions at very low proved developed finding and development costs.

“Our strong balance sheet, low cost structure, and consistent free cash flow generation, enabled us to return 88 percent of our free cash flow, or nearly $380 million to shareholders during 2024 through our dividend and share repurchase program. Recent measures taken by Magnolia’s Board include the approval of a 15 percent increase to our quarterly dividend which was supported by last year’s 9 percent production growth combined with a 5 percent reduction in our total outstanding shares. In addition, the Board raised our existing share repurchase authorization by 10 million shares. These actions are part of Magnolia’s ongoing investment proposition of improving our dividend per share payout capacity and underpinned by the ongoing confidence in our business model and the durability of our assets.

“We enter 2025 on solid footing after a strong year of operating performance and with an improved cost structure. Magnolia’s core principles of disciplined capital spending, low leverage and high operating margins, will continue to guide us while delivering moderate production growth and consistent free cash flow during this year. Through our consistent strategy and operating plan we are confident in our ability to achieve similarly strong results this year and to continue to compound value for our shareholders.”

Operational Update

Fourth quarter and full-year 2024 total company production averaged 93.1 and 89.7 Mboe/d, representing a 9 percent year over year increase for both periods. Fourth quarter and full-year 2024 production from Giddings increased by 14 and 16 percent, respectively, compared to the prior year periods with Giddings oil production growing by 17 percent compared to fourth quarter 2023. Last year’s total company volume growth and oil growth benefited from continued strong well performance and the integration of acquisitions completed in late 2023. Giddings production represented 76 percent of total company volumes during 2024.

Magnolia’s fourth quarter and full year 2024 capital spending on drilling, completions and associated facilities was $131.6 million and $477.0 million, respectively. Our operations team continued to generate moderate efficiency improvements in Giddings during 2024 including a 7 percent increase in drilling feet per day. Lease operating expenses declined by 10 percent to $5.36 per boe during the fourth quarter and compared to first quarter levels, and as part of a broader cost reduction initiative across our
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assets. Cost improvements were realized in most expense categories including surface repair and maintenance, contract labor, equipment rentals, and fluid hauling.

Magnolia plans to operate two drilling rigs and one completion crew during 2025 and expects to maintain this level of activity throughout the year. While this activity level is similar to the 2024 operating plan, lower overall well costs combined with improved operating efficiencies is expected to allow for more wells to be drilled, completed and turned in line helping to support Magnolia’s overall high-margin growth. Approximately 75 to 80 percent of the 2025 activity will consist of multi-well development pads in the Giddings area combined with some appraisal wells intended to test some concepts and extend the boundaries of the play within our sizable acreage position. Modest development will continue in the Karnes area in addition to some ongoing appraisal activity. The overall characteristics and quality of our 2025 program is expected to be very similar to what we experienced last year.

2024 Oil and Gas Reserves

Total 2024 proved reserves increased 13 percent to 191.7 MMboe from 169.8 MMboe at year end 2023 replacing 167 percent(6) of our 2024 production. Magnolia books only one year of proved undeveloped reserves and as a result 78 percent of its 2024 proved reserves were developed. The proved undeveloped reserves represent what we plan to convert to the proved developed category during 2025.

Magnolia’s total proved developed reserves at year end 2024 were 149.3 MMboe. Excluding acquisitions, sales, and price-related revisions, the Company added 44.3 MMboe of proved developed reserves during the year. Total costs incurred excluding property acquisition costs, exploration expenses and asset retirement obligations were $477.0 million in 2024 resulting in organic proved developed F&D costs of $10.77 per boe. During the three-year period from 2022 to 2024, Magnolia’s organic proved developed F&D costs averaged $11.66 per boe.

Additional Guidance

Magnolia expects its total 2025 D&C capital spending to be in the range of $460 to $490 million. As the majority of our OFS and materials costs are under contract through at least mid-2025, we expect our D&C capital to be roughly flat compared to last year’s levels. This also includes an estimate of non-operated capital that is similar to 2024 levels. We currently expect this year’s capital spending program and activity to deliver full-year total production growth in the range of 5 to 7 percent for 2025. First quarter 2025 D&C capital spending is estimated to be approximately $135 million and we expect this to be the highest quarterly rate of spending for the year. Total production for the first quarter is estimated to be approximately 94 Mboe/d.

Oil price differentials are anticipated to be approximately a $3 per barrel discount to Magellan East Houston and Magnolia remains completely unhedged for all its oil and natural gas production. The fully diluted share count for the first quarter of 2025 is expected to be approximately 195 million shares, which is 5 percent lower than first quarter 2024 levels.

Annual Report on Form 10-K

Magnolia's financial statements and related footnotes will be available in its Annual Report on Form 10-K for the year ended December 31, 2024, which is expected to be filed with the U.S. Securities and Exchange Commission (“SEC”) on February 19, 2025.







(1) Adjusted net income, adjusted EBITDAX and free cash flow are non-GAAP financial measures. For reconciliations to the most comparable GAAP measures, please see “Non-GAAP Financial Measures” at the end of this press release.
(2) Weighted average total shares outstanding include diluted weighted average shares of Class A Common Stock outstanding during the period and shares of Class B Common Stock, which are anti-dilutive in the calculation of weighted average number of common shares outstanding.
(3) Weighted average total shares outstanding include diluted weighted average shares of Class A Common Stock outstanding during the period and shares of Class B Common Stock, which are anti-dilutive in the calculation of weighted average number of common shares outstanding.
(4) Fourth quarter 2024 return to shareholders includes $55.8 million of share repurchases, $25.1 million of dividends to Class A shareholders, and $0.7 million of distributions to Class B shareholders, divided by the quarterly free cash flow (reconciled on page 13).
(5) Full year 2024 return to shareholders includes $272.5 million of share repurchases, $97.6 million of dividends to Class A shareholders, and $7.8 million of distributions to Class B shareholders, divided by the annual free cash flow (reconciled on page 13).
(6) Calculated as the sum of the 2024 change in total proved reserves of 21.9 MMboe and 2024 production of 32.8 MMboe divided by 2024 production.
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Conference Call and Webcast

Magnolia will host an investor conference call on Wednesday, February 19, 2025 at 10:00 am Central (11:00 am Eastern) to discuss these operating and financial results. Interested parties may join the webcast by visiting Magnolia's website at www.magnoliaoilgas.com/investors/events-and-presentations and clicking on the webcast link or by dialing 1-844-701-1059. A replay of the webcast will be posted on Magnolia's website following completion of the call.


About Magnolia Oil & Gas Corporation

Magnolia (MGY) is a publicly traded oil and gas exploration and production company with operations primarily in South Texas in the core of the Eagle Ford Shale and Austin Chalk formations. Magnolia focuses on generating value for shareholders by delivering steady, moderate annual production growth resulting from its disciplined and efficient philosophy toward capital spending. The Company strives to generate high pre‐tax margins and consistent free cash flow allowing for strong cash returns to our shareholders. For more information, visit www.magnoliaoilgas.com.


Cautionary Note Regarding Forward-Looking Statements

The information in this press release includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements, other than statements of present or historical fact included in this press release, regarding Magnolia’s strategy, future operations, financial position, estimated revenues and losses, projected costs, prospects, plans and objectives of management are forward looking statements. When used in this press release, the words could, should, will, may, believe, anticipate, intend, estimate, expect, project, the negative of such terms and other similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain such identifying words. These forward-looking statements are based on management’s current expectations and assumptions about future events. Except as otherwise required by applicable law, Magnolia disclaims any duty to update any forward-looking statements, all of which are expressly qualified by the statements in this section, to reflect events or circumstances after the date of this press release. Magnolia cautions you that these forward-looking statements are subject to all of the risks and uncertainties, most of which are difficult to predict and many of which are beyond the control of Magnolia, incident to the development, production, gathering and sale of oil, natural gas and natural gas liquids. In addition, Magnolia cautions you that the forward looking statements contained in this press release are subject to the following factors: (i) the supply and demand for oil, natural gas, NGLs, and other products or services, including impacts of actions taken by OPEC and other state-controlled oil companies; (ii) the outcome of any legal proceedings that may be instituted against Magnolia; (iii) Magnolia’s ability to realize the anticipated benefits of its acquisitions, which may be affected by, among other things, competition and the ability of Magnolia to grow and manage growth profitably; (iv) changes in applicable laws or regulations; (v) geopolitical and business conditions in key regions of the world; and (vi) the possibility that Magnolia may be adversely affected by other economic, business, and/or competitive factors, including inflation. Should one or more of the risks or uncertainties described in this press release occur, or should underlying assumptions prove incorrect, actual results and plans could differ materially from those expressed in any forward-looking statements. Additional information concerning these and other factors that may impact the operations and projections discussed herein can be found in Magnolia’s filings with the SEC, including its Annual Report on Form 10-K for the fiscal year ended December 31, 2024, which is expected to be filed with the SEC on February 19, 2025. Magnolia’s SEC filings are available publicly on the SEC’s website at www.sec.gov.


Contacts for Magnolia Oil & Gas Corporation

Investors
Tom Fitter
(713) 331-4802
tfitter@mgyoil.com

Media
Art Pike
(713) 842-9057
apike@mgyoil.com


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Magnolia Oil & Gas Corporation
Operating Highlights
 
For the Quarters Ended
For the Years Ended
 December 31, 2024December 31, 2023December 31, 2024December 31, 2023
Production:
Oil (MBbls)3,572 3,263 14,019 12,608 
Natural gas (MMcf)15,371 14,246 58,746 55,085 
Natural gas liquids (MBbls)2,431 2,221 9,024 8,266 
Total (Mboe)8,565 7,858 32,834 30,054 
Average daily production:
Oil (Bbls/d)38,821 35,466 38,302 34,541 
Natural gas (Mcf/d)167,079 154,848 160,508 150,918 
Natural gas liquids (Bbls/d)26,428 24,140 24,655 22,645 
Total (boe/d)93,096 85,414 89,709 82,340 
Revenues (in thousands):
Oil revenues$246,480 $252,531 $1,046,675 $958,388 
Natural gas revenues28,406 26,367 90,277 102,054 
Natural gas liquids revenues51,723 43,730 178,934 166,537 
Total revenues$326,609 $322,628 $1,315,886 $1,226,979 
Average sales price:
Oil (per Bbl)$69.01 $77.39 $74.66 $76.02 
Natural gas (per Mcf)1.85 1.85 1.54 1.85 
Natural gas liquids (per Bbl)21.27 19.69 19.83 20.15 
Total (per boe)$38.13 $41.06 $40.08 $40.83 
NYMEX WTI (per Bbl)$70.28 $78.33 $75.72 $77.61 
NYMEX Henry Hub (per MMBtu)$2.80 $2.88 $2.27 $2.74 
Realization to benchmark:
Oil (% of WTI)98 %99 %99 %98 %
Natural gas (% of Henry Hub)66 %64 %68 %68 %
Operating expenses (in thousands):
Lease operating expenses$45,936 $40,431 $180,881 $155,491 
Gathering, transportation, and processing12,164 10,908 39,832 44,327 
Taxes other than income15,852 16,234 71,862 65,565 
Depreciation, depletion and amortization105,332 95,922 414,487 324,790 
Operating costs per boe:
Lease operating expenses$5.36 $5.15 $5.51 $5.17 
Gathering, transportation, and processing1.42 1.39 1.21 1.47 
Taxes other than income1.85 2.07 2.19 2.18 
Depreciation, depletion and amortization12.30 12.21 12.62 10.81 
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Magnolia Oil & Gas Corporation
Consolidated Statements of Operations
(In thousands, except per share data)
For the Quarters Ended
For the Years Ended
 December 31, 2024December 31, 2023December 31, 2024December 31, 2023
REVENUES 
Oil revenues$246,480 $252,531 $1,046,675 $958,388 
Natural gas revenues28,406 26,367 90,277 102,054 
Natural gas liquids revenues51,723 43,730 178,934 166,537 
Total revenues326,609 322,628 1,315,886 1,226,979 
OPERATING EXPENSES
Lease operating expenses45,936 40,431 180,881 155,491 
Gathering, transportation and processing12,164 10,908 39,832 44,327 
Taxes other than income15,852 16,234 71,862 65,565 
Exploration expenses456 306 1,374 5,445 
Asset retirement obligations accretion1,618 1,500 6,729 4,039 
Depreciation, depletion and amortization105,332 95,922 414,487 324,790 
Impairment of oil and natural gas properties— — — 15,735 
General and administrative expenses21,184 19,240 88,733 77,102 
Total operating costs and expenses202,542 184,541 803,898 692,494 
OPERATING INCOME124,067 138,087 511,988 534,485 
OTHER INCOME (EXPENSE)
Interest expense, net(4,688)(405)(14,371)(33)
Loss on extinguishment of debt(8,796)— (8,796)— 
Other income, net304 7,718 4,322 15,360 
Total other income (expense), net(13,180)7,313 (18,845)15,327 
INCOME BEFORE INCOME TAXES110,887 145,400 493,143 549,812 
INCOME TAX EXPENSE
Current income tax expense3,865 4,402 25,541 31,852 
Deferred income tax expense18,314 27,142 70,272 75,356 
Total income tax expense22,179 31,544 95,813 107,208 
NET INCOME88,708 113,856 397,330 442,604 
LESS: Net income attributable to noncontrolling interest3,110 15,411 31,303 54,303 
NET INCOME ATTRIBUTABLE TO CLASS A COMMON STOCK$85,598 $98,445 $366,027 $388,301 
NET INCOME PER SHARE OF CLASS A COMMON STOCK
Basic$0.44 $0.53 $1.94 $2.04 
Diluted$0.44 $0.53 $1.94 $2.04 
WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING
Basic190,635 184,511 186,465 188,174 
Diluted190,647 184,625 186,492 188,355 
WEIGHTED AVERAGE NUMBER OF CLASS B SHARES OUTSTANDING(1)
5,523 21,827 13,497 21,827 
(1) Shares of Class B Common Stock, and corresponding Magnolia LLC Units, are anti-dilutive in the calculation of weighted average number of common shares outstanding.
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Magnolia Oil & Gas Corporation
Summary Cash Flow Data
(In thousands)
For the Quarters Ended For the Years Ended
December 31, 2024December 31, 2023December 31, 2024December 31, 2023
CASH FLOWS FROM OPERATING ACTIVITIES
NET INCOME$88,708 $113,856 $397,330 $442,604 
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation, depletion and amortization105,332 95,922 414,487 324,790 
Impairment of oil and natural gas properties— — — 15,735 
Asset retirement obligations accretion1,618 1,500 6,729 4,039 
Amortization of deferred financing costs1,154 1,083 4,459 4,256 
Gain on sale of assets— — — (3,946)
Deferred income tax expense (benefit)18,314 27,142 70,272 75,356 
Gain on revaluation of contingent consideration(504)(7,643)(4,312)(7,643)
Stock based compensation4,502 4,106 18,663 16,166 
Loss on extinguishment of debt8,796 — 8,796 — 
Other— 265 2,922 274 
Net change in operating assets and liabilities(5,293)10,651 1,504 (15,842)
Net cash provided by operating activities222,627 246,882 920,850 855,789 
CASH FLOWS FROM INVESTING ACTIVITIES
Acquisitions(429)(279,184)(165,424)(355,499)
Additions to oil and natural gas properties(134,794)(92,835)(486,729)(424,890)
Changes in working capital associated with additions to oil and natural gas properties(2,840)(12,105)(2,385)(33,793)
Other investing(45)(128)(584)(718)
Net cash used in investing activities(138,108)(384,252)(655,122)(814,900)
CASH FLOW FROM FINANCING ACTIVITIES
Proceeds from issuance of long-term debt400,000 — 400,000 — 
Redemption of long-term debt(404,000)— (404,000)— 
Class A Common Stock repurchases(55,242)(53,624)(183,375)(205,320)
Class B Common Stock purchases and cancellations— — (89,670)— 
Dividends paid(25,096)(21,597)(97,620)(88,077)
Distributions to noncontrolling interest owners(943)(4,119)(9,133)(14,065)
Cash paid for debt issuance costs(12,713)— (12,713)— 
Other financing activities(2,615)(635)(10,289)(7,747)
Net cash used in financing activities(100,609)(79,975)(406,800)(315,209)
NET CHANGE IN CASH AND CASH EQUIVALENTS(16,090)(217,345)(141,072)(274,320)
Cash and cash equivalents – Beginning of period276,139 618,466 401,121 675,441 
Cash and cash equivalents – End of period$260,049 $401,121 $260,049 $401,121 

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Magnolia Oil & Gas Corporation
Summary Balance Sheet Data
(In thousands)
December 31, 2024December 31, 2023
Cash and cash equivalents$260,049 $401,121 
Other current assets150,775 190,152 
Property, plant and equipment, net2,306,034 2,052,021 
Other assets103,977 112,922 
Total assets$2,820,835 $2,756,216 
Current liabilities$290,261 $314,887 
Long-term debt, net392,513 392,839 
Other long-term liabilities170,735 165,822 
Common stock24 23 
Additional paid in capital1,880,243 1,743,930 
Treasury stock(721,279)(538,445)
Retained earnings754,591 486,162 
Noncontrolling interest53,747 190,998 
Total liabilities and equity$2,820,835 $2,756,216 



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Magnolia Oil & Gas Corporation
Costs Incurred, Proved Developed Reserves, Organic F&D Cost Per Boe, and Organic Reserve Replacement Ratio

The following tables summarize the Company's costs incurred in oil and gas property acquisition, exploration and development activities, reconciliation of changes in proved developed reserves, and calculation of organic proved developed F&D cost per boe and organic reserve replacement ratio for the years ended December 31, 2024, 2023, and 2022.

For the Years EndedThree Year Total
(In thousands)December 31, 2024December 31, 2023December 31, 2022
Costs incurred:
Proved property acquisition costs$68,761 $326,150 $53,781 $448,692 
Unproved properties acquisition costs101,791 68,177 37,994 207,962 
Total acquisition costs170,552 394,327 91,775 656,654 
Exploration and development costs490,564 471,238 477,995 1,439,797 
Total costs incurred661,116 865,565 569,770 2,096,451 
Less: Total acquisition costs(170,552)(394,327)(91,775)(656,654)
Less: Asset retirement obligations(2,461)(41,177)(1,824)(45,462)
Less: Exploration expenses(1,374)(5,171)(11,032)(17,577)
Less: Leasehold acquisition costs(9,729)(3,267)(5,302)(18,298)
Drilling and completions capital(A)$477,000 $421,623 $459,837 $1,358,460 


For the Years EndedThree Year Total
(In MMboe)December 31, 2024December 31, 2023December 31, 2022
Proved developed reserves:
Beginning of period135.2 125.6 109.8 109.8 
End of period149.3 135.2 125.6 149.3 
Increase in proved developed reserves14.1 9.6 15.8 39.5 
Production(B)32.8 30.1 27.5 90.4 
Increase in proved developed reserves plus production46.9 39.7 43.3 129.9 
Less: Purchases of reserves in place, net of sales(4.1)(10.9)(4.6)(19.6)
Increase in proved developed reserves, excluding acquisitions, net of sales42.8 28.8 38.7 110.3 
Plus (Less): Price-related revisions1.5 15.1 (10.4)6.2 
Increase in proved developed reserves, excluding acquisitions, sales, and price-related revisions
(C)44.3 43.9 28.3 116.5 

For the Years EndedThree Year Average
December 31, 2024December 31, 2023December 31, 2022
Organic proved developed F&D cost per boe(A)/(C)$10.77 $9.60 $16.25 $11.66 
Organic reserve replacement ratio(C)/(B)135 %146 %103 %129 %
9

Magnolia Oil & Gas Corporation
Non-GAAP Financial Measures


Reconciliation of net income to adjusted EBITDAX

In this press release, we refer to adjusted EBITDAX, a supplemental non-GAAP financial measure that is used by management and external users of our consolidated financial statements, such as industry analysts, investors, lenders, and rating agencies. We define adjusted EBITDAX as net income before interest expense, income taxes, depreciation, depletion and amortization, amortization of intangible assets, exploration expenses, and accretion of asset retirement obligations, adjusted to exclude the effect of certain items included in net income. Adjusted EBITDAX is not a measure of net income in accordance with GAAP.

Our management believes that adjusted EBITDAX is useful because it allows them to more effectively evaluate our operating performance and compare the results of our operations from period to period and against our peers without regard to our financing methods or capital structure. We also believe that securities analysts, investors, and other interested parties may use adjusted EBITDAX in the evaluation of our Company. We exclude the items listed above from net income in arriving at adjusted EBITDAX because these amounts can vary substantially from company to company within our industry depending upon accounting methods and book values of assets, capital structures and the method by which the assets were acquired. Adjusted EBITDAX should not be considered as an alternative to, or more meaningful than, net income as determined in accordance with GAAP or as an indicator of our operating performance or liquidity. Certain items excluded from adjusted EBITDAX are significant components in understanding and assessing a company’s financial performance, such as a company’s cost of capital and tax structure, as well as the historic costs of depreciable assets, none of which are components of adjusted EBITDAX. Our presentation of adjusted EBITDAX should not be construed as an inference that our results will be unaffected by unusual or non-recurring items. Our computations of adjusted EBITDAX may not be comparable to other similarly titled measures of other companies.

The following table presents a reconciliation of net income to adjusted EBITDAX, our most directly comparable financial measure, calculated and presented in accordance with GAAP:
For the Quarters Ended
For the Years Ended
(In thousands)December 31, 2024December 31, 2023December 31, 2024December 31, 2023
NET INCOME$88,708 $113,856 $397,330 $442,604 
Interest expense, net4,688 405 14,371 33 
Income tax expense22,179 31,544 95,813 107,208 
EBIT$115,575 $145,805 $507,514 $549,845 
Depreciation, depletion and amortization105,332 95,922 414,487 324,790 
Asset retirement obligations accretion1,618 1,500 6,729 4,039 
EBITDA$222,525 $243,227 $928,730 $878,674 
Exploration expenses456 306 1,374 5,445 
EBITDAX$222,981 $243,533 $930,104 $884,119 
Impairment of oil and natural gas properties— — — 15,735 
Gain on revaluation of contingent consideration(504)(7,643)(4,312)(7,643)
Loss on extinguishment of debt8,796 — 8,796 — 
Other income adjustment (1)
— — — (9,193)
Non-cash stock based compensation expense4,502 4,106 18,663 16,166 
Adjusted EBITDAX$235,775 $239,996 $953,251 $899,184 

(1) The other income adjustment for the year ended December 31, 2023, includes $5.3 million related to an earnout payment associated with the sale of the Company’s 35% membership interest in Ironwood Eagle Ford Midstream, LLC in 2020 and $3.9 million related to the gain on the sale of the Company’s 84.7% interest in Highlander Oil & Gas Holdings LLC in 2023.
10

Magnolia Oil & Gas Corporation
Non-GAAP Financial Measures

Reconciliation of net income to adjusted net income

Our presentation of adjusted net income is a non-GAAP measure because it excludes the effect of certain items included in net income. Management uses adjusted net income to evaluate our operating and financial performance because it eliminates the impact of certain items that management does not consider to be representative of the Company’s on-going business operations. As a performance measure, adjusted net income may be useful to investors in facilitating comparisons to others in the Company’s industry because certain items can vary substantially in the oil and gas industry from company to company depending upon accounting methods, book value of assets, and capital structure, among other factors. Management believes adjusting these items facilitates investors and analysts in evaluating and comparing the underlying operating and financial performance of our business from period to period by eliminating differences caused by the existence and timing of certain expense and income items that would not otherwise be apparent on a GAAP basis. However, our presentation of adjusted net income may not be comparable to similar measures of other companies in our industry.
For the Quarters Ended
For the Years Ended
(In thousands)December 31, 2024December 31, 2023December 31, 2024December 31, 2023
NET INCOME$88,708 $113,856 $397,330 $442,604 
Adjustments:
Impairment of oil and natural gas properties— — — 15,735 
Gain on revaluation of contingent consideration(504)(7,643)(4,312)(7,643)
Loss on extinguishment of debt8,796 — 8,796 — 
Other income adjustment (1)
— — — (9,193)
Change in estimated income tax (2)
(1,609)1,490 (870)215 
ADJUSTED NET INCOME$95,391 $107,703 $400,944 $441,718 
Diluted weighted average shares of Class A Common Stock outstanding during the period190,647 184,625 186,492 188,355 
Weighted average shares of Class B Common Stock outstanding during the period (3)
5,523 21,827 13,497 21,827 
Total weighted average shares of Class A and B Common Stock, including dilutive impact of other securities (3)
196,170 206,452 199,989 210,182 

(1) The other income adjustment for the year ended December 31, 2023, includes $5.3 million related to an earnout payment associated with the sale of the Company’s 35% membership interest in Ironwood Eagle Ford Midstream, LLC in 2020 and $3.9 million related to the gain on the sale of the Company’s 84.7% interest in Highlander Oil & Gas Holdings LLC in 2023.
(2) Represents corporate income taxes at an assumed annual effective tax rate of 19.4% and 19.5% for the quarters and years ended December 31, 2024 and 2023, respectively.
(3) Shares of Class B Common Stock, and corresponding Magnolia LLC Units, are anti-dilutive in the calculation of weighted average number of common shares outstanding.
11


Magnolia Oil & Gas Corporation
Non-GAAP Financial Measures

Reconciliation of revenue to adjusted cash operating margin and to operating income margin

Our presentation of adjusted cash operating margin and total adjusted cash operating costs are supplemental non-GAAP financial measures that are used by management. Total adjusted cash operating costs exclude the impact of non-cash activity. We define adjusted cash operating margin per boe as total revenues per boe less operating expenses per boe. Management believes that total adjusted cash operating costs per boe and adjusted cash operating margin per boe provide relevant and useful information, which is used by our management in assessing the Company’s profitability and comparability of results to our peers.

As a performance measure, total adjusted cash operating costs and adjusted cash operating margin may be useful to investors in facilitating comparisons to others in the Company’s industry because certain items can vary substantially in the oil and gas industry from company to company depending upon accounting methods, book value of assets, and capital structure, among other factors. Management believes excluding these items facilitates investors and analysts in evaluating and comparing the underlying operating and financial performance of our business from period to period by eliminating differences caused by the existence and timing of certain expense and income items that would not otherwise be apparent on a GAAP basis. However, our presentation of adjusted cash operating margin may not be comparable to similar measures of other companies in our industry.

For the Quarters Ended
For the Years Ended
(In $/boe)December 31, 2024December 31, 2023December 31, 2024December 31, 2023
Revenue$38.13 $41.06 $40.08 $40.83 
Total cash operating costs:
Lease operating expenses (1)
(5.30)(5.09)(5.44)(5.11)
Gathering, transportation and processing(1.42)(1.39)(1.21)(1.47)
Taxes other than income(1.85)(2.07)(2.19)(2.18)
Exploration expenses (2)
(0.05)(0.01)(0.04)(0.17)
General and administrative expenses (3)
(2.00)(1.99)(2.20)(2.09)
Total adjusted cash operating costs(10.62)(10.55)(11.08)(11.02)
Adjusted cash operating margin$27.51 $30.51 $29.00 $29.81 
Margin (%)72 %74 %72 %73 %
Non-cash costs:
Depreciation, depletion and amortization$(12.30)$(12.21)$(12.62)$(10.81)
Impairment of oil and natural gas properties— — — (0.52)
Asset retirement obligations accretion(0.19)(0.19)(0.20)(0.13)
Non-cash stock based compensation(0.54)(0.52)(0.57)(0.54)
Exploration expenses, non-cash — (0.03)— (0.01)
Total non-cash costs(13.03)(12.95)(13.39)(12.01)
Operating income margin$14.48 $17.56 $15.61 $17.80 
Add back: impairment of oil and natural gas properties— — — 0.52 
Adjusted operating income margin$14.48 $17.56 $15.61 $18.32 
Margin (%)38 %43 %39 %45 %
(1) Lease operating expenses exclude non-cash stock based compensation of $0.5 million, or $0.06 per boe, and $0.5 million, or $0.06 per boe, for the quarters ended December 31, 2024 and 2023, respectively, and $2.3 million, or $0.07 per boe, and $1.9 million, or $0.06 per boe for the years ended December 31, 2024 and 2023, respectively.
(2) Exploration expenses exclude non-cash exploration activity of $0.3 million, or $0.03 per boe, for the quarter ended December 31, 2023, and $0.3 million, or $0.01 per boe, for the year ended December 31, 2023.
(3) General and administrative expenses exclude non-cash stock based compensation of $4.0 million, or $0.47 per boe, and $3.6 million, or $0.46 per boe, for the quarters ended December 31, 2024 and 2023, respectively, and $16.4 million, or $0.50 per boe, and $14.3 million, or $0.48 per boe, for the years ended December 31, 2024 and 2023, respectively.
12


Magnolia Oil & Gas Corporation
Non-GAAP Financial Measures

Reconciliation of net cash provided by operating activities to free cash flow

Free cash flow is a non-GAAP financial measure. Free cash flow is defined as cash flows from operations before net change in operating assets and liabilities less additions to oil and natural gas properties and changes in working capital associated with additions to oil and natural gas properties. Management believes free cash flow is useful for investors and widely accepted by those following the oil and gas industry as financial indicators of a company’s ability to generate cash to internally fund drilling and completion activities, fund acquisitions, and service debt. It is also used by research analysts to value and compare oil and gas exploration and production companies and is frequently included in published research when providing investment recommendations. Free cash flow is used by management as an additional measure of liquidity. Free cash flow is not a measure of financial performance under GAAP and should not be considered an alternative to cash flows from operating, investing, or financing activities.

For the Quarters EndedFor the Years Ended
(In thousands)December 31, 2024December 31, 2023December 31, 2024December 31, 2023
Net cash provided by operating activities$222,627 $246,882 $920,850 $855,789 
Add back: net change in operating assets and liabilities5,293 (10,651)(1,504)15,842 
Cash flows from operations before net change in operating assets and liabilities227,920 236,231 919,346 871,631 
Additions to oil and natural gas properties(134,794)(92,835)(486,729)(424,890)
Changes in working capital associated with additions to oil and natural gas properties(2,840)(12,105)(2,385)(33,793)
Free cash flow$90,286 $131,291 $430,232 $412,948 
13
Fourth Quarter & Full Year 2024 Earnings Presentation February 18, 2025 Christopher Stavros – President & CEO Brian Corales – Senior Vice President & CFO Tom Fitter – Director, Investor Relations

 
Disclaimer 2 12% FORWARD LOOKING STATEMENTS The information in this press release includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements, other than statements of present or historical fact included in this press release, regarding Magnolia’s strategy, future operations, financial position, estimated revenues and losses, projected costs, prospects, plans and objectives of management are forward looking statements. When used in this press release, the words could, should, will, may, believe, anticipate, intend, estimate, expect, project, the negative of such terms and other similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain such identifying words. These forward-looking statements are based on management’s current expectations and assumptions about future events. Except as otherwise required by applicable law, Magnolia disclaims any duty to update any forward-looking statements, all of which are expressly qualified by the statements in this section, to reflect events or circumstances after the date of this press release. Magnolia cautions you that these forward-looking statements are subject to all of the risks and uncertainties, most of which are difficult to predict and many of which are beyond the control of Magnolia, incident to the development, production, gathering and sale of oil, natural gas and natural gas liquids. In addition, Magnolia cautions you that the forward looking statements contained in this press release are subject to the following factors: (i) the supply and demand for oil, natural gas, NGLs, and other products or services, including impacts of actions taken by OPEC and other state-controlled oil companies; (ii) the outcome of any legal proceedings that may be instituted against Magnolia; (iii) Magnolia’s ability to realize the anticipated benefits of its acquisitions, which may be affected by, among other things, competition and the ability of Magnolia to grow and manage growth profitably; (iv) changes in applicable laws or regulations; (v) geopolitical and business conditions in key regions of the world; and (vi) the possibility that Magnolia may be adversely affected by other economic, business, and/or competitive factors, including inflation. Should one or more of the risks or uncertainties described in this press release occur, or should underlying assumptions prove incorrect, actual results and plans could differ materially from those expressed in any forward-looking statements. Additional information concerning these and other factors that may impact the operations and projections discussed herein can be found in Magnolia’s filings with the SEC, including its Annual Report on Form 10-K for the fiscal year ended December 31, 2024, which is expected to be filed with the SEC on February 19, 2025. Magnolia’s SEC filings are available publicly on the SEC’s website at www.sec.gov. NON-GAAP FINANCIAL MEASURES This presentation includes non-GAAP financial measures, including adjusted net income, free cash flow, adjusted EBITDAX, adjusted cash operating costs, adjusted cash operating margin and return on capital employed. Magnolia believes these metrics are useful because they allow Magnolia to more effectively evaluate its operating performance and compare the results of its operations from period to period and against its peers without regard to accounting methods or capital structure. Magnolia does not consider these non-GAAP measures in isolation or as an alternative to similar financial measures determined in accordance with GAAP. The computations of these non-GAAP measures may not be comparable to other similarly titled measures of other companies. Adjusted net income and adjusted EBITDAX should not be considered an alternative to, or more meaningful than, net income as determined in accordance with GAAP. Certain items excluded from free cash flow, adjusted net income, adjusted EBITDAX, adjusted cash operating costs, adjusted cash operating margin, adjusted operating margin and return on capital employed are significant components in understanding and assessing a company’s financial performance and should not be construed as an inference that its results will be unaffected by unusual or non-recurring terms. As performance measures, adjusted net income, adjusted EBITDAX, adjusted cash operating costs, adjusted cash operating margin and return on capital employed may be useful to investors in facilitating comparisons to others in the Company’s industry because certain items can vary substantially in the oil and gas industry from company to company depending upon accounting methods, book value of assets, and capital structure, among other factors. Management believes excluding these items facilitates investors and analysts in evaluating and comparing the underlying operating and financial performance of our business from period to period by eliminating differences caused by the existence and timing of certain expense and income items that would not otherwise be apparent on a GAAP basis. As a liquidity measure, management believes free cash flow is useful for investors and widely accepted by those following the oil and gas industry as financial indicators of a company’s ability to generate cash to internally fund drilling and completion activities, fund acquisitions, and service debt. Our presentation of adjusted net income, adjusted EBITDAX, free cash flow, adjusted cash operating costs, adjusted cash operating margin and return on capital employed may not be comparable to similar measures of other companies in our industry. A free cash flow reconciliation is shown on page 21, adjusted EBITDAX reconciliation is shown on page 22 of the presentation, adjusted net income is shown on page 23, adjusted cash operating costs and adjusted cash operating margin reconciliations are shown on page 15 and ROCE is shown on page 25. INDUSTRY AND MARKET DATA This presentation has been prepared by Magnolia and includes market data and other statistical information from sources believed by Magnolia to be reliable, including independent industry publications, governmental publications or other published independent sources. Some data is also based on the good faith estimates of Magnolia, which are derived from its review of internal sources as well as the independent sources described above. Although Magnolia believes these sources are reliable, it has not independently verified the information and cannot guarantee its accuracy and completeness. Fourth Quarter & Full Year 2024 Earnings Presentation

 
Highlights & Announcements OperationsFinancial Corporate 2024 total adjusted net income of $401 million and operating income margin of 39% 2024 adjusted EBITDAX of $953 million with a 50% reinvestment rate D&C capital of $477 million and free cash flow of $430 million 2024 Return on Capital Employed (ROCE) of 22% Returned ~$378 million to shareholders (88% of free cash flow) during 2024, including: ~$273 million of share repurchases and dividends of ~$105 million Increased dividend 15% to $0.60 annualized per share Increased open market share repurchase authorization in February 2025 by 10 million shares 2024 production of 89.7 Mboe/d (9% annual growth) and oil production of 38.3 Mbbls/d (11% annual growth) Giddings annual production growth of 16% and annual oil production growth of 21% YoY Successful 2024 field-level optimization & cost reduction program – Q424 LOE of $5.36 per boe, down 10% vs. Q124 3 Continuing to execute a differentiated business model focused on enhancing per share value Fourth Quarter & Full Year 2024 Earnings Presentation

 
Return Substantial Portion of Our Free Cash Flow to Shareholders and Allocate Some Excess Cash Toward Small, Bolt-on Acquisitions that Improve the Business Long-term dividend per share compound annual growth rate of ~10% and share repurchases of at least 1% per quarter High Quality Assets Drive Low Capital Reinvestment Rate that Grows the Business Limit Capital Spending to 55% of Annual Adjusted EBITDAX Maintain Conservative Financial Leverage to Provide Financial Flexibility Through Cycle Strong balance sheet, with minimal net debt, provides ability for counter cyclical investing to increase per share value Deliver Mid-Single Digit Long-Term Production Growth with Significant Free Cash Flow 2025 BOE Growth of 5%-7% Magnolia’s Consistent Business Model 4 Fourth Quarter & Full Year 2024 Earnings Presentation

 
25% 16% 13% 12% 8% 8% 8% 8% 5% 3% 3% 1% 1% 1% 1% 0% -1% -3% -7% Low Reinvestment Rate with Strong Production Growth 5 (1) Source: FactSet (2021 – 2024E) as of 2/6/2025. Reinvestment Rate is exploration and development capital divided by operating cash flow. Production growth per share is calculated as the 4-year growth rate of annual production divided by weighted average diluted shares outstanding in each respective year. Peers include: APA, AR, CHRD, CIVI, COP, CTRA, DVN, EOG, EQT, FANG, HES, MTDR, MUR, OVV, OXY, PR, RRC, and SM. Production Growth Per Share1 (4-Year CAGR)4-Year Average Reinvestment Rate1 Magnolia’s Giddings Focused Development has Provided a More Capital Efficient Program Compared to Peers 40% 41% 42% 45% 45% 45% 46% 47% 50% 51% 52% 52% 56% 56% 58% 60% 62% 63% 80% Fourth Quarter & Full Year 2024 Earnings Presentation

 
High Pre-tax Operating Margins 6 Operating Margin (1) (4-Year Average)  Magnolia has consistently delivered one of the highest operating margins relative to peers  High-quality asset base and focus on maintaining low costs support top-tier operating margins  High-margin production supports free cash flow generation and strong return of capital to shareholders (1) Source: FactSet (2021 – 2024E) as of 2/6/2025. Operating margin is EBIT divided by revenue by year. Peers include: APA, AR, CHRD, CIVI, COP, CTRA, DVN, EOG, EQT, EXE, FANG, HES, MTDR, MUR, OVV, OXY, PR, RRC, and SM. 55% 51% 49% 46% 45% 42% 40% 40% 40% 39% 37% 35% 34% 33% 31% 29% 29% 29% 27% 26% Fourth Quarter & Full Year 2024 Earnings Presentation

 
-0.2 0.1 0.3 0.4 0.4 0.8 0.9 1.0 1.1 1.1 1.1 1.1 1.2 1.2 1.3 1.3 1.4 1.5 1.5 1.7 2.6 Low Leverage Drives Financial Flexibility 7 Net Debt / EBITDA (2025E) (1) (1) Source: FactSet (2025E) as of 2/6/2025. Net debt is calculated as the difference between cash and total principal long-term debt. Peers include: APA, AR, CHRD, CIVI, COP, CRGY, CTRA, DVN, EOG, EQT, EXE, FANG, HES, MTDR, MUR, OVV, OXY, PR, RRC, and SM. Magnolia has one of the strongest balance sheets in the industry Fourth Quarter & Full Year 2024 Earnings Presentation

 
History of Top-Tier Return on Capital Employed 8  Low reinvestment rate and continued business model execution - low leverage, disciplined capital spending and high pre-tax margins are critical to sustaining high returns  Focus on cost reductions and ongoing share repurchases has had a tangible beneficial impact on Magnolia’s corporate returns 26% 22% 2019 - 2024 2024 6-Year Average Annual Historical ROCE Fourth Quarter & Full Year 2024 Earnings Presentation

 
2018 2019 2020 2021 2022 2023 2024 Consistent & Sizable Cash Return to Shareholders 9 Inception Cumulative Return of Capital ($MM) $79 $108 $467 $908 $1,213 ~$1.6 Billion Returned to Shareholders  Magnolia has a strong track record of returning capital to shareholders  Returned ~35% of current market cap over prior six years  Focus on compounding per share value through share count reduction and safe, sustainable dividend growth Share Repurchases Dividends $1,591 Fourth Quarter & Full Year 2024 Earnings Presentation

 
Key Fourth Quarter & Full Year 2024 Financial Metrics (1) Q4 2024 ROCE annualized; 2024 represents full year actual ROCE. (2) Weighted average total shares outstanding include diluted weighted average shares of Class A Common Stock outstanding during the period and shares of Class B Common Stock, which are anti-dilutive in the calculation of weighted average number of common shares outstanding. 10 Metric Q4 2024 YoY % Change 2024 YoY % Change Total Production (Mboe/d) 93.1 9% 89.7 9% Oil Production (Mbbls/d) 38.8 9% 38.3 11% Giddings Production as a % of total 77% 3% 76% 5% Revenue ($ MM) $327 1% $1,316 7% Adjusted EBITDAX ($ MM) $236 (2%) $953 6% Adjusted Net Income ($ MM) $95 (11%) $401 (9%) D&C Capex ($ MM) $132 44% $477 13% D&C Capital % of Adjusted EBITDAX 56% 18% 50% 3% Return on Capital Employed (ROCE) (1) 21% (3%) 22% (3%) Free Cash Flow ($ MM) $90 (31%) $430 4% Cash Balance ($ MM) $260 (35%) $260 (35%) Diluted weighted average shares outstanding (MM) (2) 196.2 (5%) 200.0 (5%) Fourth Quarter & Full Year 2024 Earnings Presentation

 
401 919 11 17 107 165 273 487 260 0 200 400 600 800 1,000 1,200 1,400 Cash 12/31/2023 Cash Flow from Operations Changes in Working Capital and Other Debt Refinancing Dividends and Distributions Acquisitions Share Repurchases DC&F Capital & Leasehold Cash 12/31/2024 (1) (5)(2) (6)(3) (4) 2024 Cash Flow Reconciliation 11 $ In M ill io ns (1) Cash flow from operations before changes in working capital. (2) Comprised of other investing and financing activities. (3) Includes $400 million related to issuance of new debt, offset by $404 million paid in redemption of the old debt and $13 million in debt issuance costs. (4) Includes $98 million of dividends paid to Class A shareholders and $9 million of distributions to noncontrolling interest holders. (5) Comprised of $183 million Class A Common Stock Repurchases and $90 million of Class B Common Stock Repurchase and cancellation. (6) Incurred D&C and Leasehold Capital of $487 million. Fourth Quarter & Full Year 2024 Earnings Presentation

 
7.0 4.5 25.3 15.5 9.6 11.0 (72.9) 2019 2020 2021 2022 2023 2024 Total 0 10 20 30 40 50 60 70 History of Significant & Consistent Share Repurchases (1) Class A share reduction includes 3.6 million non-compete shares that were paid in lieu of stock in 2021. Includes both Class A and Class B share repurchases. 12 Magnolia has reduced its diluted share count by approximately 23% Magnolia’s Consistent Share Repurchases (1) (million shares repurchased) Fourth Quarter & Full Year 2024 Earnings Presentation

 
Track Record of a Safe, Sustainable and Growing Dividend 13 $0.28 $0.40 $0.46 $0.52 $0.60 2021 2022 2023 2024 2025E Dividend Payout Per Share CAGR Has Exceeded 16%  Magnolia’s dividend has grown at a double-digit rate over the past 4 years  Sustainable dividend growth supported even at lower product prices  Dividend per share payout capacity is enhanced by moderate production growth and ongoing share repurchases, leading to higher than peer average dividend growth  Long-term average annual dividend growth of ~10% through commodity cycles Fourth Quarter & Full Year 2024 Earnings Presentation

 
Summary Balance Sheet 14 (in thousands) December 31, 2024 December 31, 2023 Cash and cash equivalents $260,049 $401,121 Other current assets 150,775 190,152 Property, plant and equipment, net 2,306,034 2,052,021 Other assets 103,977 112,922 Total assets $2,820,835 $2,756,216 Current liabilities $290,261 $314,887 Long-term debt, net 392,513 392,839 Other long-term liabilities 170,735 165,822 Total equity 1,967,326 1,882,668 Total liabilities and equity $2,820,835 $2,756,216 Fourth Quarter & Full Year 2024 Earnings Presentation

 
Margins and Cost Structure 15 $ / Boe, unless otherwise noted For the Quarters Ended For the Years Ended December 31, 2024 December 31, 2023 December 31, 2024 December 31, 2023 Revenue $38.13 $41.06 $40.08 $40.83 Total Cash Operating Costs: Lease Operating Expenses (1) (5.30) (5.09) (5.44) (5.11) Gathering, Transportation & Processing (1.42) (1.39) (1.21) (1.47) Taxes Other Than Income (1.85) (2.07) (2.19) (2.18) Exploration Expenses (2) (0.05) (0.01) (0.04) (0.17) General & Administrative Expenses (3) (2.00) (1.99) (2.20) (2.09) Total Adjusted Cash Operating Costs (10.62) (10.55) (11.08) (11.02) Adjusted Cash Operating Margin $27.51 $30.51 $29.00 $29.81 Margin % 72% 74% 72% 73% Non-Cash Costs: Depreciation, Depletion, and Amortization (12.30) (12.21) (12.62) (10.81) Impairment of Oil and Natural Gas Properties - - - (0.52) Asset Retirement Obligations Accretion (0.19) (0.19) (0.20) (0.13) Non-cash Stock Based Compensation (0.54) (0.52) (0.57) (0.54) Exploration Expenses, non-cash - (0.03) - (0.01) Total non-cash costs (13.03) (12.95) (13.39) (12.01) Operating Income Margin $14.48 $17.56 $15.61 $17.80 Add back: Impairment of oil and natural gas properties - - - $0.52 Adjusted operating income margin $14.48 $17.56 $15.61 $18.32 Margin % 38% 43% 39% 45% (1) Lease operating expenses exclude non-cash stock based compensation of $0.5 million, or $0.06 per boe, and $0.5 million, or $0.06 per boe, for the quarters ended December 31, 2024 and 2023, respectively, and $2.3 million, or $0.07 per boe, and $1.9 million, or $0.06 per boe for the years ended December 31, 2024 and 2023, respectively. (2) Exploration expenses exclude non-cash exploration activity of $0.3 million, or $0.03 per boe, for the quarter ended December 31, 2023, and $0.3 million, or $0.01 per boe, for the year ended December 31, 2023. (3) General and administrative expenses exclude non-cash stock based compensation of $4.0 million, or $0.47 per boe, and $3.6 million, or $0.46 per boe, for the quarters ended December 31, 2024 and 2023, respectively, and $16.4 million, or $0.50 per boe, and $14.3 million, or $0.48 per boe, for the years ended December 31, 2024 and 2023, respectively. Fourth Quarter & Full Year 2024 Earnings Presentation

 
Oil & Gas Reserves Detail 16 (In thousands) For the Years Ended Three Year TotalDecember 31, 2024 December 31, 2023 December 31, 2022 Costs incurred: Proved property acquisition costs $68,761 $326,150 $53,781 $448,692 Unproved properties acquistions costs 101,791 68,177 37,994 207,962 Total acquisition costs $170,552 $394,327 $91,775 $656,654 Exploration and development costs 490,564 471,238 477,995 1,439,797 Total costs incurred $661,116 $865,565 $569,770 $2,096,451 Less: Total acquisition costs (170,552) (394,327) (91,775) (656,654) Less: Asset retirement obligations (2,461) (41,177) (1,824) (45,462) Less: Exploration expenses (1,374) (5,171) (11,032) (17,577) Less: Leasehold acquisition costs (9,729) (3,267) (5,302) (18,298) Drilling and completion capital (A) $477,000 $421,623 $459,837 $1,358,460 Proved developed reserves (MMboe): Beginning of period 135.2 125.6 109.8 109.8 End of period 149.3 135.2 125.6 149.3 Increase in proved developed reserves 14.1 9.6 15.8 39.5 Production (B) 32.8 30.1 27.5 90.4 Increase in proved developed reserves plus production 46.9 39.7 43.3 129.9 Less: Purchase of reserves in place, net of sales (4.1) (10.9) (4.6) (19.6) Increase in proved developed reserves, excluding acquisitions, net of sales 42.8 28.8 38.7 110.3 Plus (Less): Price-related revisions 1.5 15.1 (10.4) 6.2 Increase in proved developed reserves, excluding acquisitions, sales, and price- related revisions (C) 44.3 43.9 28.3 116.5 Organic proved developed F&D cost per boe (A)/(B) $10.77 $9.60 $16.25 $11.66 Organic reserve replacement ratio (C)/(B) 135% 146% 103% 129% Fourth Quarter & Full Year 2024 Earnings Presentation

 
2025 Operating Plan & Guidance 17 2025E Production & Capital Production Growth 5%-7% YoY Total Growth; Capital Budget Budget: $460 - $490 Million 2025 Operating Plan ~2 Rigs / ~1 Completion Crew 2025E Capital ~20-25% Karnes ~75-80% Giddings First Quarter 2025 Guidance Production ~94 Mboe/d D&C Capital Spending ~$135 Million Oil Differential (To Magellan East Houston) ($3) Bbl Fully Diluted Share Count ~195 million Fourth Quarter & Full Year 2024 Earnings Presentation

 
Summary Investment Highlights 18 High Quality Assets Positioned for Success  Leading position in the Giddings area with low breakevens and substantial running room  Coveted position in the Karnes area in the core of the Eagle Ford  Generated substantial annual free cash flow since inception of Magnolia  Strong margins through the commodity cycle Positive Free Cash Flow and Industry Leading Margins Multiple Levers of Growth Strong Balance Sheet & Conservative Financial Policy  Steady organic growth through proven drilling program while remaining well within cash flow  Clean balance sheet and strong free cash flow enables Magnolia to pursue accretive bolt-on acquisitions  Conservative leverage profile with only $400 million of total debt outstanding and $140 million of net debt  Substantial liquidity of $710 million1 Giddings Karnes (1) Liquidity defined as cash plus availability under revolving credit facility as of 12/31/2024. Fourth Quarter & Full Year 2024 Earnings Presentation

 
Appendix

 
Safeguarding the Environment Magnolia’s Commitment to Sustainability Review our 2024 Sustainability Report at https://www.magnoliaoilgas.com/sustainability. Hydrocarbon Spill Volume 2019 to 2023 REDUCTION 35% Flaring Intensity Rate 2019 to 2023 REDUCTION 86% GHG Intensity Rate 2019 to 2023 REDUCTION 12% Placed tenth among mid-sized companies TOP WORKPLACES 2024 Minimum received by all employees SHARES 1,000Supporting Employees and Communities Governing with Integrity Minority representation among all employees DIVERSITY 29% 7 of 8 Board members are independent INDEPENDENT 88% 2 of 8 Board members are women FEMALE 25% 2 of 8 Board members identify as minorities DIVERSITY 25% 4 of 8 Board members have 5 or less years of tenure REFRESHMENT 50% 20 Fourth Quarter & Full Year 2024 Earnings Presentation

 
Free Cash Flow Reconciliations 21 (in thousands) For the Quarters Ended For the Years Ended December 31, 2024 December 31, 2023 December 31, 2024 December 31, 2023 Net cash provided by operating activities $222,627 $246,882 $920,850 $855,789 Add back: net change in operating assets and liabilities 5,293 (10,651) (1,504) 15,842 Cash flows from operations before net change in operating assets and liabilities $227,920 $236,231 $919,346 $871,631 Additions to oil and natural gas properties (134,794) (92,835) (486,729) (424,890) Changes in working capital associated with additions to oil and natural gas properties (2,840) (12,105) (2,385) (33,793) Free cash flow $90,286 $131,291 $430,232 $412,948 Fourth Quarter & Full Year 2024 Earnings Presentation

 
Adjusted EBITDAX Reconciliations 22 (in thousands) For the Quarters Ended For the Years Ended December 31, 2024 December 31, 2023 December 31, 2024 December 31, 2023 Net income $88,708 $113,856 $397,330 $442,604 Interest expense, net 4,688 405 14,371 33 Income tax expense 22,179 31,544 95,813 107,208 EBIT $115,575 $145,805 $507,514 $549,845 Depreciation, depletion and amortization 105,332 95,922 414,487 324,790 Asset retirement obligations accretion 1,618 1,500 6,729 4,039 EBITDA $222,525 $243,227 $928,730 $878,674 Exploration expenses 456 306 1,374 5,445 EBITDAX $222,981 $243,533 $930,104 $884,119 Impairment of oil and natural gas properties - - - 15,735 Gain on revaluation of contingent consideration (504) (7,643) (4,312) (7,643) Loss on extinguishment of debt 8,796 - 8,796 - Other income adjustment (1) - - - (9,193) Non-cash stock based compensation expense 4,502 4,106 18,663 16,166 Adjusted EBITDAX $235,775 $239,996 $953,251 $899,184 (1) The other income adjustment for the year ended December 31, 2023, includes $5.3 million related to an earnout payment associated with the sale of the Company’s 35% membership interest in Ironwood Eagle Ford Midstream, LLC in 2020 and $3.9 million related to the gain on the sale of the Company’s 84.7% interest in Highlander Oil & Gas Holdings LLC in 2023. Fourth Quarter & Full Year 2024 Earnings Presentation

 
Adjusted Net Income Reconciliation 23 (in thousands) For the Quarters Ended For the Years Ended December 31, 2024 December 31, 2023 December 31, 2024 December 31, 2023 Net income $88,708 $113,856 $397,330 $442,604 Adjustments: Impairment of oil and natural gas properties - - - 15,735 Gain on revaluation of contingent consideration (504) (7,643) (4,312) (7,643) Loss on extinguishment of debt 8,796 - 8,796 - Other income adjustment (1) - - - (9,193) Change in estimated income tax (2) (1,609) 1,490 (870) 215 Adjusted Net Income $95,391 $107,703 $400,944 $441,718 (in thousands) For the Quarters Ended For the Years Ended Total Share Count December 31, 2024 December 31, 2023 December 31, 2024 December 31, 2023 Diluted weighted average shares of Class A Common Stock outstanding during the period 190,647 184,625 186,492 188,355 Weighted average shares of Class B Common Stock outstanding during the period (3) 5,523 21,827 13,497 21,827 Total weighted average shares of Class A and B Common Stock, including dilutive impact of other securities (3) 196,170 206,452 199,989 210,182 (1) The other income adjustment for the year ended December 31, 2023, includes $5.3 million related to an earnout payment associated with the sale of the Company’s 35% membership interest in Ironwood Eagle Ford Midstream, LLC in 2020 and $3.9 million related to the gain on the sale of the Company’s 84.7% interest in Highlander Oil & Gas Holdings LLC in 2023. (2) Represents corporate income taxes at an assumed annual effective tax rate of 19.4% and 19.5% for the quarters and years ended December 31, 2024 and 2023, respectively. (3) Shares of Class B Common Stock, and corresponding Magnolia LLC Units, are anti-dilutive in the calculation of weighted average number of common shares outstanding. Fourth Quarter & Full Year 2024 Earnings Presentation

 
$400 $450 2025 2026 2027 2028 2029 2030 2031 2032 Fourth Quarter 2024 Capital Structure & Liquidity Overview 24 Capitalization & Liquidity ($MM) Debt Maturity Schedule ($MM) Credit Facility (Undrawn as of 12/31/24) 6.875% Senior Unsecured Notes (1) Net debt is calculated as the difference between cash and total long-term debt, excluding unamortized deferred financing cost. (2) Liquidity defined as cash plus availability under revolving credit facility. (3) Total Equity includes noncontrolling interest. Capital Structure Overview  Maintaining low financial leverage profile ‒ Currently have a net debt(1) position of $140 MM ‒ Net debt(1) / Q4 annualized adjusted EBITDAX of 0.1x  Current Liquidity of $710 million, including fully undrawn credit facility (2)  No debt maturities until senior unsecured notes mature in 2032 Capitalization Summary As of 12/31/2024 Cash and Cash Equivalents $260 Revolving Credit Facility $0 6.875% Senior Notes Due 2032 $400 Total Principal Debt Outstanding $400 Total Equity (3) $1,967 Net Debt / Q4 Annualized Adjusted EBITDAX 0.1x Net Debt / Total Book Capitalization 6% Liquidity Summary As of 12/31/2024 Cash and Cash Equivalents $260 Credit Facility Availability $450 Liquidity (2) $710 Fourth Quarter & Full Year 2024 Earnings Presentation

 
Return on Capital Employed 25 (1) Costs incurred during the transition period related to the termination of the Services Agreement with EnerVest Operating L.L.C. included within “General and administrative expenses” on the Company’s consolidated statements of operations. (in thousands) For the Quarter Ended For the Years Ended December 31, 2024 December 31, 2024 December 31, 2023 December 31, 2022 December 31, 2021 December 31, 2020 December 31, 2019 Operating income (loss) $124,067 $511,988 $534,485 $1,073,786 $602,594 ($1,925,666) $127,502 Less: Impairment of oil and natural gas properties - - 15,735 - - 1,945,257 - Service agreement transition costs (1) - - - - 11,189 - - Transaction costs - - - - - - 438 Adjusted operating income (A) $124,067 $511,988 $550,220 $1,073,786 $613,783 $19,591 $127,940 Debt - beginning of period 394,793 392,839 390,383 388,087 391,115 389,835 388,635 Stockholders' equity - beginning of period 1,960,572 1,882,668 1,740,191 1,045,249 839,422 2,728,529 2,707,955 Capital employed - beginning of period 2,355,365 2,275,507 2,130,574 1,433,336 1,230,537 3,118,364 3,096,590 Debt - end of period 392,513 392,513 392,839 390,383 388,087 391,115 389,835 Stockholders' equity - end of period 1,967,326 1,967,326 1,882,668 1,740,191 1,045,249 839,422 2,728,529 Capital employed - end of period 2,359,839 2,359,839 2,275,507 2,130,574 1,433,336 1,230,537 3,118,364 Average capital employed (B) $2,357,602 $2,317,673 $2,203,041 $1,781,955 $1,331,937 $2,174,451 $3,107,477 Return on average capital employed (A/B) 5.3% 22.1% 25.0% 60.3% 46.1% 0.9% 4.1% Fourth Quarter & Full Year 2024 Earnings Presentation

 
Oil & Gas Production Results 26 Combined Karnes Giddings Combined Karnes Giddings For the Quarter Ended December 31, 2024 For the Quarter Ended December 31, 2023 Production: Oil (MBbls) 3,572 1,163 2,409 3,263 1,213 2,050 Natural gas (MMcf) 15,371 2,418 12,953 14,246 2,650 11,596 Natural gas liquids (MBbls) 2,431 394 2,037 2,221 408 1,813 Total (Mboe) 8,565 1,961 6,604 7,858 2,062 5,796 Average Daily Production Volume: Oil (MBbls/d) 38.8 12.6 26.2 35.5 13.2 22.3 Natural gas (MMcf/d) 167.1 26.3 140.8 154.8 28.8 126.0 Natural gas liquids (MBbls/d) 26.4 4.3 22.1 24.1 4.4 19.7 Total (MBoe/d) 93.1 21.3 71.8 85.4 22.4 63.0 Fourth Quarter & Full Year 2024 Earnings Presentation

 
v3.25.0.1
Cover
Feb. 18, 2025
Cover [Abstract]  
Document Type 8-K
Document Period End Date Feb. 18, 2025
Entity Registrant Name Magnolia Oil & Gas Corporation
Entity Incorporation, State or Country Code DE
Entity File Number 001-38083
Entity Tax Identification Number 81-5365682
Entity Address, Postal Zip Code 77046
Entity Address, State or Province TX
Entity Address, City or Town Houston
Entity Address, Address Line One Nine Greenway Plaza, Suite 1300
Local Phone Number 842-9050
City Area Code 713
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Entity Emerging Growth Company false
Title of 12(b) Security Class A Common Stock, par value $0.0001 Per Share
Trading Symbol MGY
Security Exchange Name NYSE
Entity Central Index Key 0001698990
Amendment Flag false
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