SoftVest and Blackbeard Holdings announced the execution of a definitive agreement to combine Permian Basin Royalty Trust with oil and gas mineral interests and land operations owned by Blackbeard and its affiliates, known as US Land Guild. The proposed combination is valued at approximately $2.24 billion.
Under the transaction, affiliates of Blackbeard will contribute US Land Guild and other leased minerals representing 80,000 net royalty acres and 68,000 surface acres to New PBT. The Trust’s existing Net Profits Interest in the Waddell Ranch assets will be converted into a new cost-free approximately 15% effective royalty interest. After the transaction, PBT’s existing unitholders are expected to own approximately 59% of the combined company, with Blackbeard and its affiliates owning approximately 41%.
New PBT will be led by members of Blackbeard’s management team. Jordan Barrett, currently Blackbeard’s CFO, will be appointed CEO of New PBT, while Alyssa Stephens and Ricky Torlincasi will serve as CFO and General Counsel, respectively. Eric Oliver, Founder and President of SoftVest Advisors, will chair New PBT’s seven-member, majority-independent board.
New PBT is expected to have a JPMorgan-led $500 million senior secured revolving credit facility with a $100 million accordion, and leverage of less than 0.4 times pro forma first-quarter 2026 annualized adjusted EBITDA. New PBT Class A Shares are expected to be listed on the New York Stock Exchange and NYSE Texas under the symbol “PBT.”
Concurrently with the combination, New PBT expects to conduct a $120 million rights offering and private placement, fully backstopped by SoftVest and Horizon Kinetics. PBT unitholders are expected to vote on the transaction at a special meeting, with approval requiring a simple majority. The transaction is expected to close in the second half of 2026, subject to unitholder approval, regulatory approvals, and other customary closing conditions.
Support: Stephens is serving as financial advisor and Paul Hastings as legal advisor to SoftVest. RBC Capital Markets and J.P. Morgan Securities are serving as financial advisors and Vinson & Elkins as legal advisor to Blackbeard.
KEY QUOTES:
Through our proposed combination with PBT, we have the opportunity to reassemble most of the original surface and mineral footprint of the Waddell Ranch, a storied property that was among the first major discoveries in the Permian Basin. New PBT will offer shareholders a uniquely operator-aligned, capital-light structure that we believe will drive long-term value.
Jordan Barrett, Current CFO of Blackbeard and Future CEO of New PBT
We are excited about transitioning this 45-year-old trust, whose founders never envisioned the possibilities created by modern drilling technology, into a company that has married the minerals and surface to create a high margin cash flow business with many opportunities ahead. We have been impressed with the team at Blackbeard over the past five years as they grew Waddell Ranch oil production from 3,000 barrels per day to now over 35,000 barrels per day.
Eric Oliver, President of SoftVest Advisors and Future Chairman of the Board of New PBT
