UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported)
(Exact name of registrant as specified in its charter)
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including
area code: (
Not Applicable
(Former name or former address, if changed since last report)
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)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading symbol(s) | Name of each exchange on which registered | ||
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. ¨
| Item 1.01 | Entry Into a Material Definitive Agreement. |
On December 9, 2025, MRC Energy Company (“MRC Energy”), a wholly-owned subsidiary of Matador Resources Company (“Matador”), entered into a Seventh Amendment to Fourth Amended and Restated Credit Agreement (the “Amendment”), which amended Matador’s existing secured revolving credit facility (the “Credit Agreement”) to, among other things: (i) remove the 0.10% per annum credit spread adjustment that was previously included in the calculation of the Adjusted Daily Simple SOFR and Adjusted Term SOFR Rate (each as defined in the Credit Agreement) applicable to all interest periods under the Credit Agreement, (ii) reaffirm the borrowing base at $3.25 billion and (iii) maintain the elected borrowing commitments at $2.25 billion. This reaffirmation of the borrowing base pursuant to the Amendment constituted the regularly scheduled November 1 redetermination.
The foregoing description of the Amendment does not purport to be complete and is subject to, and qualified in its entirety by, the full text of the Amendment, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K (this “Current Report”) and is incorporated herein by reference.
| Item 2.03 | Creation of a Direct Financial Obligation or an Obligation Under an Off-Balance Sheet Arrangement of a Registrant. |
The disclosures under Item 1.01 of this Current Report are also responsive to Item 2.03 of this Current Report and are incorporated herein by reference.
| Item 7.01 | Regulation FD Disclosure. |
On December 11, 2025, Matador issued a press release (the “Press Release”) announcing the Amendment. A copy of the Press Release is attached hereto as Exhibit 99.1 and incorporated into this Item 7.01 by reference.
The information furnished pursuant to this Item 7.01, including Exhibit 99.1, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and will not be incorporated by reference into any filing under the Securities Act of 1933, as amended, unless specifically identified therein as being incorporated therein by reference.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits
| Exhibit No. | Description of Exhibit | |
| 10.1 | Seventh Amendment to Fourth Amended and Restated Credit Agreement, dated as of December 9, 2025, by and among MRC Energy Company, as Borrower, the Lenders party thereto and PNC Bank, National Association, as Administrative Agent for the Lenders. | |
| 99.1 | Press Release, dated December 11, 2025. | |
| 104 | Cover Page Interactive Data File, formatted in Inline XBRL (included as Exhibit 101). |
SIGNATURE
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.
| MATADOR RESOURCES COMPANY | ||
| Date: December 11, 2025 | By: | /s/ Bryan A. Erman |
| Name: | Bryan A. Erman | |
| Title: | Co-President | |
Exhibit 10.1
Execution Version
SEVENTH AMENDMENT TO FOURTH
AMENDED AND RESTATED CREDIT AGREEMENT
This SEVENTH AMENDMENT TO FOURTH AMENDED AND RESTATED CREDIT AGREEMENT (this “Amendment”) is entered into as of December 9, 2025 (the “Seventh Amendment Effective Date”), by and among MRC ENERGY COMPANY, a Texas corporation (the “Borrower”), the LENDERS party hereto and PNC BANK, NATIONAL ASSOCIATION, as administrative agent for the Lenders (in such capacity, “Administrative Agent”). Unless otherwise expressly defined herein, capitalized terms used but not defined in this Amendment have the meanings assigned to such terms in the Credit Agreement (as defined below).
WITNESSETH:
WHEREAS, the Borrower, Administrative Agent and the Lenders have entered into that certain Fourth Amended and Restated Credit Agreement, dated as of November 18, 2021 (as amended, restated, amended and restated, supplemented or otherwise modified and in effect prior to the Seventh Amendment Effective Date, the “Existing Credit Agreement”, and the Existing Credit Agreement, as amended by this Amendment, the “Credit Agreement”);
WHEREAS, subject to the terms and conditions set forth herein, the Borrower has requested that Administrative Agent and the Lenders amend the Existing Credit Agreement in certain respects, subject to the terms and conditions set forth herein, and Administrative Agent and the Lenders have agreed to such request on the terms and conditions hereinafter set forth.
NOW, THEREFORE, for and in consideration of the mutual covenants and agreements herein contained and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged and confessed, the Borrower, Administrative Agent and the Lenders party hereto hereby agree as follows:
SECTION 1. Amendments to Existing Credit Agreement. Subject to the satisfaction or waiver in writing of each condition precedent set forth in Section 3 of this Amendment, and in reliance on the representations, warranties, covenants and agreements contained in this Amendment, the Existing Credit Agreement shall be amended in the manner provided in this Section 1.
1.1 Additional Definition. The following definition shall be and it hereby is added to Section 1.1 of the Existing Credit Agreement in alphabetical order:
“Seventh Amendment Effective Date” means December 9, 2025.
1.2 Amended Definitions. The following definitions in Section 1.1 of the Existing Credit Agreement shall be and they hereby are amended and restated in their entirety to read as follows:
“Applicable Interest Rate” means, with respect to each Advance, Term SOFR or the Alternate Base Rate, as selected by Borrower from time to time subject to the terms and conditions of this Agreement, plus, in each case, the Applicable Margin with respect thereto.
| MRC Energy Company | |
| Seventh Amendment | Page 1 |
“Floor” means the benchmark rate floor, if any, provided in this Agreement initially (as of the execution of this Agreement, the modification, amendment or renewal of this Agreement or otherwise) with respect to Term SOFR. For the avoidance of doubt, the initial Floor for Term SOFR shall be zero.
“SOFR Advance” means an Advance that bears interest at a rate based on Term SOFR, other than pursuant to clause (c) of the definition of “Alternate Base Rate”.
“SOFR Borrowing” means a Borrowing that bears interest at a rate based on Term SOFR, other than pursuant to clause (c) of the definition of “Alternate Base Rate”.
“Type”, when used in reference to any Advance or Borrowing, refers to whether the rate of interest on such Advance, or on the Advances comprising such Borrowing, is determined by reference to the Alternate Base Rate or Term SOFR.
1.3 Benchmark Replacement. Clause (a) of the definition of “Benchmark Replacement” in Section 1.1 of the Existing Credit Agreement shall be and it hereby is amended and restated in its entirety to read as follows:
(a) Daily Simple SOFR; or
1.4 Deleted Definitions. The definitions of “Adjusted Daily Simple SOFR” and “Adjusted Term SOFR Rate” in Section 1.1 of the Existing Credit Agreement shall be and they hereby are deleted in their entirety.
1.5 Interest Rates; Benchmark Notification. Section 1.6 of the Existing Credit Agreement shall be and it hereby is amended by deleting the reference to “Adjusted Term SOFR” therein.
1.6 Interest Payments. Section 2.6(b) of the Existing Credit Agreement shall be and it hereby is amended and restated in its entirety to read as follows:
(b) Interest on each SOFR Advance shall accrue at Term SOFR plus the Applicable Margin and shall be payable in immediately available funds on the last day of the Interest Period applicable thereto (and, if any Interest Period shall exceed three months, then on the last Business Day of the third month of such Interest Period, and at three month intervals thereafter). Interest accruing at Term SOFR shall be computed on the basis of a 360 day year and assessed for the actual number of days elapsed from the first day of the Interest Period applicable thereto to but not including the last day thereof.
1.7 Mandatory Prepayment of Advances. Section 2.10(f) of the Existing Credit Agreement shall be and it hereby is amended by replacing “the Adjusted Term SOFR Rate” in the first sentence therein with “Term SOFR”.
| MRC Energy Company | |
| Seventh Amendment | Page 2 |
1.8 Borrowing Base. Section 4.1 of the Existing Credit Agreement shall be and it hereby is amended by replacing “As of the Fifth Amendment Effective Date, the Borrowing Base shall be $2,500,000,000” in the last sentence therein with “As of the Seventh Amendment Effective Date, the Borrowing Base is $3,250,000,000”.
1.9 Limitation on Debt. Section 8.1(s) of the Existing Credit Agreement shall be and it hereby is amended and restated in its entirety to read as follows:
(s) Debt constituting Permitted Pari Passu Debt (including any refinancing, refundings and renewals thereof (without increasing the principal amount thereof)), in an aggregate amount not to exceed the least of (i) the Borrowing Base less the aggregate Revolving Credit Elected Commitments, (ii) the aggregate Revolving Credit Elected Commitments and (iii) one-third (1/3) of the aggregate Pari Passu Obligations, calculated on a pro forma basis after giving effect to each proposed incurrence of such Permitted Pari Passu Debt; and
1.10 Benchmark Replacement. Section 11.3 of the Existing Credit Agreement shall be and it hereby is amended by (i) deleting “the Adjusted Term SOFR Rate or” from clause (a)(i) thereof, and (ii) replacing each other instance of “the Adjusted Term SOFR Rate” with “Term SOFR” and replacing each instance of “Adjusted Daily Simple SOFR” with “Daily Simple SOFR”.
1.11 Changes in Law. Section 11.5(a)(i) of the Existing Credit Agreement shall be and it hereby is amended and restated in its entirety to read as follows:
(i) impose, modify or deem applicable any reserve, special deposit, liquidity or similar requirement (including any compulsory loan requirements, insurance charge or other assessment) against assets of, deposits with or for the account of, or credit extended by, any Lender (except any such reserve requirement reflected in Term SOFR) or any Issuing Lender;
SECTION 2. Reaffirmation of Borrowing Base; Elected Commitments. This Amendment shall constitute notice of a redetermination of the Borrowing Base pursuant to Section 4.2 of the Credit Agreement, and Administrative Agent, the Lenders constituting at least the Supermajority Lenders and the Borrower hereby acknowledge that, effective as of the Seventh Amendment Effective Date, (i) the Borrowing Base shall be reaffirmed at $3,250,000,000 and (ii) the Revolving Credit Aggregate Commitment shall be $2,250,000,000, and such reaffirmed Borrowing Base shall remain in effect until the date the Borrowing Base is otherwise adjusted pursuant to the terms of the Credit Agreement. The reaffirmation of the Borrowing Base contained in this Section 2 shall constitute the Determination Date to occur on or about November 1, 2025.
SECTION 3. Conditions. The amendments to the Credit Agreement contained in Section 1 of this Amendment and the reaffirmation of the Borrowing Base and Revolving Credit Aggregate Commitment contained in Section 2 of this Amendment, in each case, shall be effective upon the satisfaction of each of the conditions set forth in this Section 3.
3.1 Execution and Delivery. The Administrative Agent shall have received a duly executed counterpart of (a) this Amendment signed by the Borrower, the Lenders, and the Administrative Agent and (b) the Consent and Reaffirmation attached hereto signed by each Guarantor.
| MRC Energy Company | |
| Seventh Amendment | Page 3 |
3.2 Fees. Administrative Agent shall have received evidence reasonably satisfactory to it that all fees due and payable on or before the Seventh Amendment Effective Date as separately agreed upon by the Borrower and the applicable recipients thereof in connection with this Amendment, if any, have been paid by the Borrower.
3.3 Notes. Administrative Agent shall have received Notes duly executed by the Borrower for each Lender that requests a Note in accordance with Section 2.2(e) of the Credit Agreement.
3.4 No Default. No Default or Event of Default shall have occurred and be continuing.
3.5 Other Documents. The Administrative Agent shall have received such other instruments and documents incidental and appropriate to the transactions provided for herein as the Administrative Agent or its special counsel may reasonably request, and all such documents shall be in form and substance reasonably satisfactory to the Administrative Agent.
SECTION 4. Representations and Warranties. To induce the Lenders to enter into this Amendment, the Borrower hereby represents and warrants to the Lenders as follows:
4.1 Reaffirmation of Representations and Warranties. After giving effect to the amendments herein, each representation and warranty of the Borrower, the Parent and each other Credit Party contained in the Credit Agreement and in each of the other Loan Documents to which it is a party is true and correct in all material respects as of the date hereof (without duplication of any materiality qualifier contained therein), except to the extent any such representations and warranties are expressly limited to an earlier date, in which case, such representations and warranties shall continue to be true and correct in all material respects (without duplication of any materiality qualifier contained therein) as of such specified earlier date.
4.2 Corporate Authority; No Conflicts. The execution, delivery and performance by the Borrower, the Parent and each other Credit Party of this Amendment and all documents, instruments and agreements contemplated herein are within such Credit Party’s corporate, limited liability company or limited partnership, as applicable, powers, have been duly authorized by necessary corporate action by such Credit Party, require no action by or in respect of, or filing with, any court or agency of government (except for the recording and filing of Collateral Documents and financing statements) and (a) do not violate in any material respect any Requirement of Law, (b) are not in contravention of the terms of any material Contractual Obligation, indenture, agreement or undertaking to which such Credit Party is a party or by which it or its properties are bound where such violation could reasonably be expected to have a Material Adverse Effect, and (c) do not result in the creation or imposition of any Lien upon any of the assets of such Credit Party except for Liens permitted by Section 8.2 of the Credit Agreement and otherwise as permitted in the Credit Agreement.
4.3 Enforceability. This Amendment constitutes the valid and binding obligation of the Borrower enforceable in accordance with its terms, except as the enforceability thereof may be limited by (i) bankruptcy, insolvency or similar laws affecting creditor’s rights generally, and (ii) equitable principles of general application.
| MRC Energy Company | |
| Seventh Amendment | Page 4 |
4.4 No Default. No Default or Event of Default has occurred and is continuing.
SECTION 5. Miscellaneous.
5.1 Reaffirmation of Loan Documents and Liens. Any and all of the terms and provisions of the Credit Agreement and the Loan Documents shall, except as amended and modified hereby, remain in full force and effect and are hereby in all respects ratified and confirmed by the Borrower. The Borrower hereby agrees that the amendments and modifications herein contained shall in no manner affect or impair the liabilities, duties and obligations of the Borrower, the Parent or any other Credit Party under the Credit Agreement and the other Loan Documents or the Liens securing the payment and performance thereof, except as amended and modified hereby.
5.2 Parties in Interest. All of the terms and provisions of this Amendment shall bind and inure to the benefit of the parties hereto and their respective successors and assigns.
5.3 Further Assurances. The Borrower covenants and agrees from time to time, as and when reasonably requested by Administrative Agent or the Lenders, to execute and deliver or cause to be executed or delivered, all such documents, instruments and agreements and to take or cause to be taken such further or other action as Administrative Agent or the Lenders may reasonably deem necessary or desirable in order to carry out the intent and purposes of this Amendment.
5.4 Legal Expenses. The Borrower hereby agrees to pay all reasonable and documented out-of-pocket fees and expenses of special counsel to Administrative Agent incurred by Administrative Agent in connection with the preparation, negotiation and execution of this Amendment and all related documents.
5.5 Counterparts. This Amendment may be executed in one or more counterparts and by different parties hereto in separate counterparts each of which when so executed and delivered shall be deemed an original, but all such counterparts together shall constitute but one and the same instrument; signature pages may be detached from multiple separate counterparts and attached to a single counterpart so that all signature pages are physically attached to the same document. Delivery of photocopies of the signature pages to this Amendment by facsimile or electronic mail shall be effective as delivery of manually executed counterparts of this Amendment.
5.6 Complete Agreement. THIS AMENDMENT, THE CREDIT AGREEMENT, AND THE OTHER LOAN DOCUMENTS REPRESENT THE FINAL AGREEMENT BETWEEN THE PARTIES AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS OR ORAL AGREEMENTS OF THE PARTIES. THERE ARE NO UNWRITTEN ORAL AGREEMENTS BETWEEN THE PARTIES.
5.7 Headings. The headings, captions and arrangements used in this Amendment are, unless specified otherwise, for convenience only and shall not be deemed to limit, amplify or modify the terms of this Amendment, nor affect the meaning thereof.
| MRC Energy Company | |
| Seventh Amendment | Page 5 |
5.8 Governing Law. This Amendment shall be construed in accordance with and governed by the laws of the State of Texas.
5.9 Severability. Any provision of this Amendment held to be invalid, illegal or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such invalidity, illegality or unenforceability without affecting the validity, legality and enforceability of the remaining provisions hereof; and the invalidity of a particular provision in a particular jurisdiction shall not invalidate such provision in any other jurisdiction.
5.10 Reference to and Effect on the Loan Documents.
(a) This Amendment shall be deemed to constitute a Loan Document for all purposes and in all respects. Each reference in the Credit Agreement to “this Agreement,” “hereunder,” “hereof,” “herein” or words of like import, and each reference in the Credit Agreement or in any other Loan Document, or other agreements, documents or other instruments executed and delivered pursuant to the Credit Agreement to the “Credit Agreement”, shall mean and be a reference to the Credit Agreement as amended by this Amendment.
(b) The execution, delivery and effectiveness of this Amendment shall not operate as a waiver of any right, power or remedy of any Lender or Administrative Agent under any of the Loan Documents, nor, except as expressly provided herein, constitute a waiver of any provision of any of the Loan Documents.
[Signature pages follow.]
| MRC Energy Company | |
| Seventh Amendment | Page 6 |
IN WITNESS WHEREOF, the parties have caused this Amendment to be duly executed by their respective authorized officers to be effective as of the date first above written.
| BORROWER: | |
| MRC ENERGY COMPANY, | |
| as Borrower |
| By: | /s/ Bryan A. Erman | |
| Name: | Bryan A. Erman | |
| Title: | Co-President, Chief Legal Officer and Head of M&A |
| MRC Energy Company | |
| Seventh Amendment | Signature Page |
| ADMINISTRATIVE AGENT: | |
| PNC BANK, NATIONAL ASSOCIATION, | |
| as Administrative Agent, a Lender and an Issuing Lender |
| By: | /s/ Denise Davis | |
| Name: | Denise Davis | |
| Title: | Managing Director |
| MRC Energy Company | |
| Seventh Amendment | Signature Page |
| LENDERS: | |
| BANK OF AMERICA, N.A., | |
| as a Lender and an Issuing Lender |
| By: | /s/ Christopher Baethge | |
| Name: | Christopher Baethge | |
| Title: | Vice President |
| MRC Energy Company | |
| Seventh Amendment | Signature Page |
| KEYBANK NATIONAL ASSOCIATION, | |
| as a Lender and an Issuing Lender |
| By: | /s/ Eric Appel | |
| Name: | Eric Appel | |
| Title: | Senior Vice President |
| MRC Energy Company | |
| Seventh Amendment | Signature Page |
| JPMORGAN CHASE BANK, N.A., | |
| as a Lender and an Issuing Lender |
| By: | /s/ Kyle Gruen | |
| Name: | Kyle Gruen | |
| Title: | Authorized Officer |
| MRC Energy Company | |
| Seventh Amendment | Signature Page |
| TRUIST BANK, | |
| as a Lender and an Issuing Lender |
| By: | /s/ FARHAN IQBAL | |
| Name: | FARHAN IQBAL | |
| Title: | Director |
| MRC Energy Company | |
| Seventh Amendment | Signature Page |
| WELLS FARGO BANK, NATIONAL ASSOCIATION, | |
| as a Lender and an Issuing Lender |
| By: | /s/ Michael Real | |
| Name: | Michael Real | |
| Title: | Managing Director |
| MRC Energy Company | |
| Seventh Amendment | Signature Page |
| CAPITAL ONE, N.A., | |
| as a Lender |
| By: | /s/ Lyle Levy | |
| Name: | Lyle Levy | |
| Title: | Director |
| MRC Energy Company | |
| Seventh Amendment | Signature Page |
| CITIZENS BANK, N.A., | |
| as a Lender |
| By: | /s/ Cameron Spence | |
| Name: | Cameron Spence | |
| Title: | Vice President |
| MRC Energy Company | |
| Seventh Amendment | Signature Page |
| MIZUHO BANK, LTD., | |
| as a Lender |
| By: | /s/ Edward Sacks | |
| Name: | Edward Sacks | |
| Title: | Managing Director |
| MRC Energy Company | |
| Seventh Amendment | Signature Page |
| MUFG BANK, LTD., | |
| as a Lender |
| By: | /s/ Traci Bankston | |
| Name: | Traci Bankston | |
| Title: | Authorized Signatory |
| MRC Energy Company | |
| Seventh Amendment | Signature Page |
| ROYAL BANK OF CANADA, | |
| as a Lender |
| By: | /s/ Michael Sharp | |
| Name: | Michael Sharp | |
| Title: | Authorized Signatory |
| MRC Energy Company | |
| Seventh Amendment | Signature Page |
| THE BANK OF NOVA SCOTIA, HOUSTON BRANCH, | |
| as a Lender |
| By: | /s/ Sam Cutler | |
| Name: | Sam Cutler | |
| Title: | Director |
| MRC Energy Company | |
| Seventh Amendment | Signature Page |
| THE TORONTO-DOMINION BANK, NEW YORK BRANCH, | |
| as a Lender |
| By: | /s/ Evans Swann | |
| Name: | Evans Swann | |
| Title: | Authorized Signatory |
| MRC Energy Company | |
| Seventh Amendment | Signature Page |
| U.S. BANK NATIONAL ASSOCIATION, | |
| as a Lender |
| By: | /s/ Elizabeth Johnson | |
| Name: | Beth Johnson | |
| Title: | Senior Vice President |
| MRC Energy Company | |
| Seventh Amendment | Signature Page |
| COMERICA BANK, | |
| as a Lender |
| By: | /s/ Daniel Voigt | |
| Name: | Daniel Voigt | |
| Title: | Vice President |
| MRC Energy Company | |
| Seventh Amendment | Signature Page |
| BOKF, NA dba Bank of Texas, | |
| as a Lender |
| By: | /s/ Drew Krittenbrink | |
| Name: | Drew Krittenbrink | |
| Title: | Vice President |
| MRC Energy Company | |
| Seventh Amendment | Signature Page |
| FIRST HORIZON BANK, a Tennessee State Bank, as a Lender |
| By: | /s/ Stacy Goldstein Cartier | |
| Name: | Stacy Goldstein Cartier | |
| Title: | Senior Vice President |
| MRC Energy Company | |
| Seventh Amendment | Signature Page |
| ZIONS BANCORPORATION, N.A. dba Amegy Bank, | |
| as a Lender |
| By: | /s/ Jill McSorley | |
| Name: | Jill McSorley | |
| Title: | Senior Vice President – Amegy Bank Division |
| MRC Energy Company | |
| Seventh Amendment | Signature Page |
| CATHAY BANK, | |
| as a Lender |
| By: | /s/ Dale T. Wilson | |
| Name: | Dale T. Wilson | |
| Title: | Senior Vice President |
| MRC Energy Company | |
| Seventh Amendment | Signature Page |
Exhibit 99.1

NEWS RELEASE
MATADOR RESOURCES ANNOUNCES SUCCESSFUL RBL REDETERMINATION AND INCREASE IN SAN MATEO BANK COMMITMENTS
DALLAS, Texas, December 11, 2025 – Matador Resources Company (NYSE: MTDR) (“Matador”) is pleased to announce (i) the successful, unanimous redetermination of the borrowing base under Matador’s reserves-based loan credit facility (the “RBL”) at $3.25 billion by the nineteen members of Matador’s bank group and (ii) that the sixteen lenders under San Mateo Midstream, LLC’s (“San Mateo”) revolving credit facility have unanimously agreed to not only renew their commitment but also to increase their commitments by $250 million from $850 million to $1.10 billion.
Unanimous Lender Support for Borrowing Base Redetermination
Matador is pleased to formally announce that as part of the fall 2025 redetermination process, Matador’s nineteen commercial lenders unanimously reaffirmed the Company’s borrowing base under its RBL at $3.25 billion. Matador’s ‘elected commitment’ remained constant at $2.25 billion, but Matador did achieve a slight reduction in its borrowing costs under the RBL.
Joseph Wm. Foran, Matador’s Founder, Chairman and CEO, commented, “We are very pleased to receive the unanimous support from our bank group for Matador’s RBL borrowing base redetermination as well as the increased commitments in the San Mateo credit facility. This support reflects our ongoing commitment to repaying debt, improving capital efficiency, increasing the growth of our production profile and continuing to strengthen and improve our operational execution. In total, Matador has now paid down $311 million in borrowings under the RBL during the first nine months of 2025 to a balance of $285 million as of September 30, 2025. In addition, Matador has reduced its debt-to-EBITDA leverage ratio to less than 1.0x. Accordingly, Matador has approximately $2 billion in available liquidity as of September 30, 2025. We express our appreciation to each of our nineteen banks for their continued support and especially to PNC Bank for their administrative efficiency as our lead bank under the RBL.”
Lender Commitments Increased Under San Mateo’s Revolving Credit Facility
Matador is also pleased to announce that the lender commitments under San Mateo’s revolving credit facility have been increased by 29% from $850 million to $1.10 billion. San Mateo, which is Matador’s midstream joint venture owned 51% by Matador and 49% by Five Point Infrastructure LLC, consists of 650 miles of three-stream pipelines, 720 million cubic feet per day of natural gas processing capacity and 475,000 barrels per day of water disposal capacity in Southeast New Mexico and West Texas. This system provides essential flow assurance for Matador and other producers in the Delaware Basin through oil gathering and transportation, natural gas gathering, treating and processing and water gathering and disposal services across the northern Delaware Basin.
Brian J. Willey, Matador’s Executive Vice President – Midstream, commented, “The $250 million increase in lender commitments under San Mateo’s revolving credit facility provides San Mateo with greater operational and financial flexibility. In connection with this increase, we welcomed one new lender to join San Mateo’s sixteen-member bank group led by Truist Bank. We greatly value the strong banking relationships we enjoy with our lenders, which have been pivotal to the growth and success of San Mateo since its formation in 2017. We wish to express our sincere appreciation to each of our banks for their confidence and unanimous support, and we look forward to continuing to work together to grow San Mateo’s operations.”
About Matador Resources Company
Matador is an independent energy company founded in 1983 with $270,000, which now has over $10 billion in assets. It is engaged in the exploration, development, production and acquisition of oil and natural gas resources in the United States, with an emphasis on oil and natural gas shale and other unconventional plays. Its current operations are focused primarily on the oil and liquids-rich portion of the Wolfcamp and Bone Spring plays and in the gassier in the Delaware Basin in Southeast New Mexico and West Texas. Matador also operates in the Haynesville shale and Cotton Valley plays in Northwest Louisiana. In addition, Matador conducts midstream operations in support of its exploration, development and production operations and provides natural gas processing, oil transportation services, natural gas, oil and produced water gathering services and produced water disposal services to third parties.
For more information, visit Matador Resources Company at www.matadorresources.com.
Forward-Looking Statements
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. “Forward-looking statements” are statements related to future, not past, events. Forward-looking statements are based on current expectations and include any statement that does not directly relate to a current or historical fact. In this context, forward-looking statements often address expected future business and financial performance, and often contain words such as “could,” “believe,” “would,” “anticipate,” “intend,” “estimate,” “expect,” “may,” “should,” “continue,” “plan,” “predict,” “potential,” “project,” “hypothetical,” “forecasted” and similar expressions that are intended to identify forward-looking statements, although not all forward-looking statements contain such identifying words. Such forward-looking statements include, but are not limited to, statements about Matador’s financial and operational plans and results, the operational benefits of San Mateo’s midstream system and other statements that are not historical facts. Actual results and future events could differ materially from those anticipated in such statements, and such forward-looking statements may not prove to be accurate. These forward-looking statements involve certain risks and uncertainties, including, but not limited to, the timing for completion and placement into service of the Hugh Brinson Pipeline and related infrastructure; disruption from Matador’s acquisitions or dispositions making it more difficult to maintain business and operational relationships; significant transaction costs associated with Matador’s acquisitions or dispositions; the risk of litigation and/or regulatory actions related to Matador’s acquisitions or dispositions, as well as the following risks related to financial and operational performance: general economic conditions; Matador’s ability to execute its business plan, including whether its drilling program is successful; changes in oil, natural gas and natural gas liquids prices and the demand for oil, natural gas and natural gas liquids; its ability to replace reserves and efficiently develop current reserves; the operating results of Matador’s midstream oil, natural gas and water gathering and transportation systems, pipelines and facilities, the acquiring of third-party business and the drilling of any additional salt water disposal wells; costs of operations; delays and other difficulties related to producing oil, natural gas and natural gas liquids; delays and other difficulties related to regulatory and governmental approvals and restrictions; impact on Matador’s operations due to seismic events; its ability to make acquisitions on economically acceptable terms; its ability to integrate acquisitions; availability of sufficient capital to execute its business plan, including from future cash flows, capital markets, available borrowing capacity under its revolving credit facilities and otherwise; the operating results of and the availability of any potential distributions from our joint ventures; weather and environmental conditions; the impact of the One Big Beautiful Bill Act; and the other factors that could cause actual results to differ materially from those anticipated or implied in the forward-looking statements. For further discussions of risks and uncertainties, you should refer to Matador’s filings with the Securities and Exchange Commission (“SEC”), including the “Risk Factors” section of Matador’s most recent Annual Report on Form 10-K and any subsequent Quarterly Reports on Form 10-Q. Matador undertakes no obligation to update these forward-looking statements to reflect events or circumstances occurring after the date of this press release, except as required by law, including the securities laws of the United States and the rules and regulations of the SEC. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this press release. All forward-looking statements are qualified in their entirety by this cautionary statement.
Contact Information
Mac Schmitz
Senior Vice President - Investor Relations
(972) 371-5225