EnCap Investments Completes $3.5 Billion Minerals Continuation Fund Transaction

EnCap Investments Closes $3.5 Billion Minerals Continuation Vehicle Backed by Strong Institutional Investor Demand

EnCap Investments L.P. has announced the successful closing of a continuation vehicle with approximately $3.5 billion in aggregate capital commitments, marking a significant development in its strategy for managing and expanding its exposure to mineral and royalty interests in the Permian Basin. The transaction was completed for EnCap Minerals, LLC and Rock River Minerals, LP, with the newly established continuation vehicle managed by EnCap and anchored by funds affiliated with Melange Capital Partners.

The transaction reflects substantial investor interest in the underlying portfolio, with demand significantly exceeding the commitments required to complete the closing. Both existing investors and new institutional investors participated, demonstrating continued interest in high-quality energy assets that can generate long-term cash flow.

EnCap believes the portfolio offers an attractive combination of leading development inventory, exposure to established operators and a durable cash flow profile. The assets are located in the core of the Permian Basin, one of the most important oil and natural gas producing regions in the United States. According to the firm, the portfolio is positioned to generate cash flow without requiring future capital expenditures at the asset level.

The continuation vehicle allows EnCap to maintain ownership of the portfolio while providing investors with an opportunity to participate in the long-term performance of the underlying mineral and royalty interests. The transaction also highlights the role of continuation vehicles in private investment markets, where sponsors may establish new investment structures to retain assets that they believe continue to offer attractive long-term potential.

EnCap Maintains Its Long-Term Conviction in the Permian Basin

Doug Swanson, Managing Partner at EnCap, highlighted the importance of continued investor support and the firm’s confidence in the future of the Permian Basin.

“We are grateful to our limited partners for their continued support and for the opportunity to keep owning this exceptional asset well into the future. We have long held strong conviction in the Permian Basin, and we believe it will remain a critical economic engine for many years to come, particularly as industry innovation continues,” Swanson said.

His comments reflect EnCap’s view that the Permian Basin will continue to play a central role in the United States energy sector. The region has attracted substantial investment because of its extensive hydrocarbon resources, established infrastructure and activity from major exploration and production companies.

For investors, mineral and royalty interests can provide exposure to production revenues without requiring the same direct operating responsibilities associated with owning and developing oil and gas wells. The value of these interests is linked to production activity, commodity prices, royalty terms and the development decisions of operators working across the acreage.

EnCap’s continuation vehicle is designed around a portfolio that the firm considers well positioned for long-term ownership. The assets have an established production base and exposure to leading operators, while the reported absence of future capital expenditure requirements provides an additional feature for investors evaluating the portfolio’s cash flow characteristics.

The investment structure also gives EnCap the opportunity to continue managing the asset base rather than exiting the investment entirely. This approach is consistent with the broader role continuation vehicles play in private markets, where sponsors may seek to extend the ownership period for assets they believe can continue creating value.

Portfolio Built Through Partnerships With Energy Companies

The mineral and royalty portfolio was developed through partnerships with Fortis Minerals, OGX Resources, Piedra Energy III and Pegasus Resources. Pegasus continues to manage the assets today.

These partnerships have played an important role in building the portfolio and developing its position in the Permian Basin. EnCap acknowledged the contributions of Pegasus and the other management teams involved in assembling the assets and creating value over time.

Swanson also emphasized the firm’s history of investing in upstream minerals and its continued commitment to the strategy.

“We also want to thank the Pegasus team and the other management teams who built this portfolio alongside EnCap and created tremendous value along the way. EnCap was an early mover in acquiring upstream minerals at scale, and we continue to execute that strategy today through our flagship institutional funds. We look forward to making this Continuation Vehicle a success for all investors,” he said.

EnCap’s approach to upstream minerals involves acquiring mineral and royalty interests across producing energy regions. These interests can provide participation in oil and gas production while leaving drilling and operating decisions to the companies that control the wells.

This distinction can be important for investors assessing the financial characteristics of mineral portfolios. Unlike conventional exploration and production investments, mineral and royalty ownership generally does not require the owner to fund drilling programs or bear the direct costs of operating wells under the relevant royalty arrangements. The actual economics, however, depend on the contractual terms of each interest and the activities undertaken by the operators.

The EnCap portfolio’s scale and location provide exposure to a substantial collection of mineral and royalty interests in one of the country’s most active energy-producing regions. The continuation vehicle gives investors an opportunity to maintain exposure to these assets under a structure managed by EnCap.

Portfolio Includes Approximately 134,000 Net Royalty Acres

The company owns approximately 134,000 net royalty acres of mineral and royalty interests located in the core of the Permian Basin. The portfolio generates net production of approximately 37,000 barrels of oil equivalent per day.

These figures illustrate the scale of the asset base and its existing production profile. Net royalty acreage represents an important measure for evaluating mineral ownership, although the financial contribution of individual interests can vary according to ownership percentages, lease arrangements, production volumes and other contractual factors.

The portfolio’s current production provides an established operating foundation for the continuation vehicle. Investors are therefore gaining exposure to an asset base that is already generating production-related revenue rather than relying solely on the potential development of undeveloped acreage.

The firm’s stated expectation that the portfolio requires no future capital expenditures is another significant element of the investment proposition. Capital expenditure requirements can affect the amount of cash generated by energy assets and the timing of distributions to investors. A portfolio that does not require additional capital spending from its owner may offer a different cash flow profile from investments that depend on ongoing development funding.

Nevertheless, production and cash flow remain subject to factors such as commodity prices, well performance, operator activity, production declines and applicable royalty agreements. The absence of anticipated future capital expenditure requirements does not eliminate the other risks associated with oil and gas investments.

EnCap’s position is that the portfolio combines established production with access to leading development inventory across the Permian Basin. This combination is intended to support continued cash generation while maintaining exposure to future development by the operators working on the acreage.

Major Permian Basin Operators Support the Asset Base

The mineral and royalty interests are operated by several prominent energy companies, including ExxonMobil, Diamondback, Occidental and ConocoPhillips.

Together, these operators account for approximately 48% of activity across the acreage, according to EnCap. Their involvement underscores the portfolio’s exposure to established participants in the Permian Basin energy market.

Operator quality and activity levels are important considerations in mineral and royalty investments because the owner of the mineral interest typically does not control the drilling schedule or directly manage well operations. Instead, the development of the acreage depends substantially on decisions made by the operating companies.

Companies with established operations and significant positions in the Permian Basin may contribute to ongoing development activity across mineral portfolios. However, the pace and scale of development remain subject to each operator’s capital allocation priorities, commodity-price expectations, operating plans and broader business conditions.

For EnCap, the presence of major operators across the acreage supports its assessment that the portfolio offers exposure to high-quality development opportunities. The combination of current production and future development inventory is central to the firm’s long-term investment thesis.

The portfolio’s location in the core of the Permian Basin is also an important consideration. The region has long been a major source of United States oil and natural gas production, attracting operators and investors seeking access to established energy infrastructure and extensive resource development opportunities.

EnCap’s continuation vehicle preserves exposure to these assets while allowing the firm to continue overseeing the investment alongside its institutional investors.

Strong Investor Demand Supports the Transaction

Investor demand for the continuation vehicle was significant and substantially exceeded the commitments required to complete the transaction. The closing received support from existing investors as well as new institutional investors.

This response indicates that the opportunity attracted interest from multiple investor groups. Existing investors were able to continue their participation in the portfolio, while new institutional investors gained access to the investment through the continuation structure.

Continuation vehicles have become an established mechanism in private investment markets for extending ownership of assets beyond an original investment period. Depending on the structure, they may provide existing investors with options to maintain or realize their exposure while enabling new investors to participate in assets selected for continued ownership.

In this transaction, EnCap is retaining its involvement with a minerals portfolio that it believes has the potential to continue generating durable cash flow. The substantial commitments raised demonstrate investor willingness to support the structure, although the long-term financial results will depend on the portfolio’s operating performance and broader market conditions.

The transaction also reflects the importance of institutional capital in financing long-term energy investments. Mineral and royalty portfolios can appeal to investors seeking exposure to producing assets, particularly when those assets are associated with established operators and do not require direct operating management by the investment owner.

EnCap said it looks forward to making the continuation vehicle successful for all investors. The firm will continue managing the vehicle, while the underlying assets remain supported by the operating companies active across the portfolio.

Financial and Legal Advisers Support the Closing

Evercore Group L.L.C. acted as EnCap’s exclusive financial adviser for the continuation vehicle transaction. Kirkland & Ellis LLP served as legal counsel to EnCap, while Latham & Watkins provided legal counsel to Melange Capital Partners.

The involvement of financial and legal advisers supported the transaction process and the establishment of the continuation vehicle. Financial advisers typically assist with transaction structuring, investor engagement and related financial considerations, while legal counsel advises on the documentation and legal arrangements required to complete a transaction. The specific scope of each adviser’s work was not detailed in the announcement.

Melange-affiliated funds anchored the continuation vehicle, while EnCap will continue to manage the investment. The structure brings together the existing sponsor, institutional capital and a portfolio of mineral and royalty interests concentrated in the Permian Basin.

EnCap Continues Its Upstream Minerals Investment Strategy

The closing of the approximately $3.5 billion continuation vehicle represents a major transaction for EnCap’s minerals investment platform. It enables the firm to retain exposure to a substantial producing asset base while securing commitments from existing and new institutional investors.

With approximately 134,000 net royalty acres and net production of around 37,000 barrels of oil equivalent per day, the portfolio offers significant exposure to the Permian Basin. Its relationships with major operators, established production and reported lack of future capital expenditure requirements are central to EnCap’s rationale for continuing to own the assets.

The transaction also reinforces the firm’s stated commitment to upstream minerals investing. EnCap has indicated that it continues to pursue this strategy through its flagship institutional funds, building on its earlier activity in acquiring mineral interests at scale.

Looking ahead, the continuation vehicle will remain focused on the long-term ownership and management of the portfolio. Its performance will depend on production, operator development decisions, commodity-market conditions and the economics of the underlying royalty interests.

For EnCap and the investors participating in the new structure, the closing establishes a framework for continued ownership of an asset base the firm considers strategically important. The transaction brings together substantial institutional commitments, experienced management and exposure to one of the United States’ leading oil and gas regions.

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