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PBT Land & Minerals Registers $71.2 Million Rights Offering

PBT Land & Minerals, Inc. has filed to offer subscription rights to purchase Class A Common Stock, with estimated net proceeds of approximately $118.0 million. The offering is part of a business combination involving Blackbeard Holdings and Greybeard Energy.

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About This Offering

PBT Land & Minerals, Inc., incorporated in Texas on June 18, 2026, is registering a rights offering of subscription rights to purchase Class A Common Stock, par value $0.01 per share. The total offering amount is $71.2 million. The company was created as a wholly owned subsidiary of SoftVest, L.P. to facilitate a business combination and related filings. PBT Land & Minerals is structured as a special purpose entity with three subsidiaries: PBT Sub, Inc., formed June 25, 2026, and PBT Land & Minerals OpCo, LLC, also formed June 25, 2026. Both subsidiaries were created solely to complete the business combination and have not engaged in other business activities. The company’s principal executive offices are located at 400 Pine Street, Suite 1010, Abilene, Texas 79601.

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The Business Combination Structure

The business combination involves three principal parties: Blackbeard Holdings, LLC, a privately held energy company headquartered in Fort Worth, Texas; Greybeard Energy; and the Trust. Blackbeard Holdings focuses on acquisition, optimization, and development of low-risk, producing energy properties. The combination includes a pre-closing restructuring of Blackbeard’s operations. Blackbeard Operating will form two wholly owned subsidiaries, MineralCo and Blackbeard RetainCo, LLC, and will redomicile to Texas. MineralCo will own certain burdened mineral interests. USLG Legacy will form USLG ExCo and redomicile to Texas. USLG ExCo will own certain royalties and surface interests with an aggregate value of approximately $450 million and related assets and liabilities. The parties currently expect closing to occur in the second half of calendar year 2026, subject to receipt of required regulatory clearances and satisfaction of other conditions.

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Use of Net Proceeds

Estimated net proceeds from the rights offering, the Blackbeard and Greybeard subscription, and the backstop commitment are approximately $118.0 million, after deducting estimated fees and offering expenses. The company intends to use net proceeds for general corporate purposes, including payment of fees relating to the business combination and repayment of indebtedness related to assets to be transferred as part of the combination. The indebtedness to be repaid consists of $102.0 million of borrowings under a secured revolving credit facility entered into on June 1, 2026, bearing interest at 6.12% per annum and maturing on May 30, 2031. These borrowings were incurred in part to repay $17.1 million of indebtedness previously outstanding under a term loan facility entered into on May 30, 2025, which bore interest at 6.5% and was set to mature on May 30, 2030.

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Important Considerations and Risks

Closing of the business combination is subject to receipt of required regulatory clearances and satisfaction or waiver of other conditions. Factors outside the control of the parties could result in closing being completed at a later time or not at all. In connection with closing, the secured revolving credit facility is expected to be amended or replaced to provide that a subsidiary of New PBT will be the new borrower, subject to obtaining required lender consents. No assurance can be made regarding whether such consents will be obtained. If consents are not obtained, the indebtedness will instead be paid off in full at closing. The representations and warranties in the combination agreement were negotiated primarily to allocate risk between parties and establish circumstances for non-consummation, rather than to establish matters as facts. Information concerning representations and warranties may have changed since the date of the combination agreement. Investors are not third-party beneficiaries under the combination agreement.

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References

  1. PBT Land & Minerals, Inc. — Form S-1 filing index — SEC EDGAR (July 29, 2026)
  2. Filing archive (all documents for this accession) — SEC EDGAR

Important Disclosures — Sample Page

SAMPLE PAID ADVERTISEMENT. This page is a design and copy sample prepared by Richport Media Inc. to illustrate what a sponsored campaign page on Global Securities News would look like. It is a mockup: it has never been published or distributed as advertising, no company has paid for it, and no advertising relationship exists. It is not independent journalism and has not been reviewed by the Global Securities News editorial team.

NO COMPANY INVOLVEMENT. PBT Land & Minerals, Inc. has not paid for, commissioned, sponsored, or endorsed this page, and had no involvement in its creation, review, or approval. References to PBT Land & Minerals, Inc., its business, or its securities are illustrative and do not imply any relationship with, endorsement by, or authorization from PBT Land & Minerals, Inc. The imagery, newsletter form, and brokerage listings on this page are placeholders shown to demonstrate the layout.

NOT INVESTMENT ADVICE. Nothing here is investment advice, a recommendation, or an offer or solicitation to buy or sell any security. The contents of this sample have not been vetted for accuracy or completeness and may include illustrative or outdated information. No investment decision should be made on the basis of this document. Securities of newly registered issuers are speculative and involve substantial risk, including total loss of principal.

SOURCES. Factual statements are drawn from PBT Land & Minerals, Inc.'s public SEC filings and the cited sources listed above, each retrieved on July 30, 2026. Filing data may be superseded by later amendments.