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Kepler Emerges from Stealth

Congrats to the Kepler team! NGP has been an investor in Kepler since 2020. We are very proud to see Kepler emerge from stealth and announce the great work they are doing to advance chip performance and efficiency.

https://www.wired.com/story/a-new-dollar400-million-startup-wants-to-fix-the-ai-memory-bottleneck/

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Cloverleaf Infrastructure Forms Strategic Partnership with NVIDIA to Accelerate Data Center Infrastructure Development

Cloverleaf Infrastructure LLC (“Cloverleaf”) today announced it has entered into a strategic partnership with NVIDIA to advance digital infrastructure development across the United States. As part of the partnership, NVIDIA made a minority investment in Cloverleaf to further support the build out of AI factories.

The investment will enable Cloverleaf to help its customers and utility partners meet increasing demand for accelerated computing. NVIDIA will work with Cloverleaf to advance the foundational infrastructure needed to support AI factory development. Since its founding in 2024, Cloverleaf has advanced a robust development pipeline and delivered multiple GW-scale projects to customers across North America.

“AI is accelerating demand for digital infrastructure at an unprecedented scale and driving strong economic development opportunities for American communities,” said David Berry, Co-Founder and CEO of Cloverleaf. “This partnership strengthens Cloverleaf’s ability to identify and develop high-quality sites that provide the compute power for our country’s growth and security. Together, we will help America’s businesses and workers gain a critical edge.”

“AI factories are the infrastructure of the intelligence age, and land, power and shell are their foundation,” said Nico Caprez, Vice President of Global AI Infrastructure Growth at NVIDIA. “Cloverleaf brings deep expertise in power and site development to create exceptional, long-lived sites for generations of accelerated computing. Together, we are accelerating the build out of AI infrastructure that will strengthen America’s energy infrastructure and power the next wave of innovation.”

As demand for computing continues to grow, access to powered, shovel-ready sites is critical to bringing new capacity online quickly and efficiently. Cloverleaf will apply the NVIDIA DSX™ Platform to bring site, power, cooling, computing and facility decisions together earlier in the design phase, helping customers evaluate infrastructure tradeoffs and build AI factories that deliver more useful AI output within available power, water and grid constraints. Once operational, NVIDIA DSX infrastructure and software will help customers optimize energy use and computing capacity.

Through the partnership, Cloverleaf customers will be able to engage with NVIDIA across the full AI factory stack, including accelerated computing, high-performance networking, infrastructure and platform software and NVIDIA DSX. This integrated approach brings compute, power, cooling and facility operations together so customers can deploy capacity faster, optimize every available megawatt and generate more useful AI output at scale.

J.P. Morgan Securities LLC served as exclusive financial advisor and Kirkland & Ellis LLP served as legal counsel to Cloverleaf.

About Cloverleaf Infrastructure
Cloverleaf Infrastructure is a real estate developer that partners with investors, energy innovators and utilities to deliver high-quality, clean-powered shovel-ready sites for technology companies that build and operate data centers, the facilities that power the internet, cloud services and everyday digital tools. Cloverleaf was formed in 2024 with an initial investment from Sandbrook Capital and NGP Energy Capital.

Guided by the Cloverleaf Standard, the Company develops critical infrastructure responsibly, transparently and in partnership with local communities. Cloverleaf believes essential infrastructure should deliver lasting value. Its projects create jobs, generate tax revenue, strengthen regional energy resilience and support long-term economic growth while carefully managing impacts on local infrastructure, natural resources and the surrounding landscape.

Learn more at https://www.cloverleafinfra.com/.

Cloverleaf Media Contact
Thomas Crosson
Joele Frank, Wilkinson Brimmer Katcher
tcrosson@joelefrank.com
212-355-4449

SOURCE Cloverleaf Infrastructure
Cloverleaf Infrastructure Forms Strategic Partnership with NVIDIA to Accelerate Data Center Infrastructure Development

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Another Voltus data center expansion — this time with Sunrun

Voltus is expanding its “bring your own capacity” portfolio for data centers yet again, through an agreement announced today with residential solar and storage provider Sunrun.

BYOC — a framework under which hyperscalers finance a virtual power plant program in a capacity-constrained region, then an aggregator delivers the megawatts to the local utility — is gaining momentum as the timelines for new firm generation, transmission upgrades, and conventional interconnection have continued to stretch.

Voltus launched the first formal BYOC product for data centers last fall, in partnership with data center infrastructure developer Cloverleaf Infrastructure. The portfolio has expanded several times since, including via a partnership with Octopus Energy U.S., which agreed to deliver residential consumer device aggregations in PJM, MISO, New York, and California.

PJM has emerged as the country’s primary testbed for the BYOC framework. The region has been grappling with how to connect a massive pipeline of data center load, and is at the outset of an experiment designed to encourage that load to bring its own generation. That includes encouraging data centers to sign bilateral agreements for new capacity, and eventually requiring those that don’t secure their own capacity to curtail when the grid is stressed. The framework, under consideration at FERC, is a significant win for emerging categories of capacity, including VPPs, experts told Latitude Media.

Voltus, for its part, was actively involved in the design process for the new framework, which could unlock more than 10 GW of flexible capacity and accelerate the employment of distributed storage in particular, co-founder and CEO Dana Guernsey told Latitude Media this spring.

Google is the first hyperscaler to commit to purchasing distributed flexible capacity for its data centers. The tech giant inked a deal with Voltus to add 100 MW of flexible capacity to its capacity stack in PJM.

For more on Voltus’ approach to VPPs, listen to CEO Dana Guernsey on the Catalyst podcast: 

Now Sunrun will provide capacity to Voltus in regions of Illinois covered by both PJM and MISO. It’s a multi-year agreement that commits “many megawatts of capacity” to Voltus’ BYOC programs, Sunrun’s SVP of public policy, Amy Heart, told Latitude Media. That capacity will come from thousands of existing solar and storage systems. By laddering up into Voltus’ existing BYOC product, Sunrun can get electrons to market more quickly, she added.

As load growth surges, the deal is designed to meet “critical short-term energy needs” while laying the groundwork for more long-term solutions, Heart said. Ultimately, wholesale market rules need to be updated “to allow and accurately credit injections of residential solar-plus-batteries to maximize the full capacity value.”

Voltus and Sunrun’s agreement itself is evidence of a paradigm shift for virtual power plants,  and a demonstration of one way to deploy distributed energy resources that already exist — fast enough to meet hyperscalers’ speed-to-power needs.

Sunrun, for its part, now uses the phrase “home-to-grid power plants” to describe its aggregated offerings. It’s a term that more accurately describes what the company does than the industry standard “virtual power plant,” Heart explained: Sunrun aims to “aggregate distributed generation and storage resources and then provide the grid with new electrons like a traditional power plant, for utilities and now the wholesale market to rely on.”

The term ‘virtual,’ she added, makes the product feel “futuristic or not tangible.” (Debate over what qualifies as a VPP, as well as whether the term is useful for policy and market design, has persisted in the industry for years.)

That’s partly the point of the Voltus agreement and Sunrun’s separate partnership with Tesla and Renew Home. Earlier this year the trio said they had a combined 16-plus GW of existing distributed capacity that data centers could tap into, and hoped to raise awareness about its availability.

Sunrun is also taking another approach to the data center energy bottleneck, via an edge computing pilot to install Nvidia chips in homes with Sunrun’s solar and storage systems.

Maeve Allsup is Latitude Media’s founding reporter. She was previously a tech reporter at Morning Brew, where she covered tech policy and regulation, as well as the EV industry.

Another Voltus data center expansion — this time with Sunrun | Latitude Media

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Mora Energy Completes Two Permian Basin Acquisitions and Enhances Capitalization

  • Acquisitions establish operating platform in the Midland Basin
  • Acquired assets include approximately 200 miles of natural gas gathering pipelines, four compressor stations, an amine treating facility and an acid gas injection well
  • Increased equity commitments and new revolving credit facility provide significant capital to support continued acquisitions and organic growth

DALLAS–(BUSINESS WIRE)–Mora Energy (“Mora Energy” or “Mora”), today announced the closing of two acquisitions in the Midland Basin and a significant expansion of its available capital through increased equity commitments from its financial sponsor and the closing of a new revolving credit facility.

Acquisitions

Mora recently closed the acquisition of Tejon Treating and Carbon Solutions LLC (“Tejon”) from funds managed by Bayswater Exploration & Production, LLC. Tejon is a natural gas gathering, compression, and sour gas treating business in the northeast Midland Basin.

Mora also recently closed the acquisition of West Texas Midstream Gas Services, LLC, commonly known as the “Quail” system (“Quail”), from Williams Companies, Inc. Quail consists of natural gas gathering and compression infrastructure in the northwest Midland Basin.

Together, Tejon and Quail establish a meaningful operating footprint for Mora in the Midland Basin, comprising approximately 200 miles of natural gas gathering pipelines, four compressor stations, an amine treating facility and an acid gas injection well. Mora’s operations now span Andrews, Martin, Howard, Borden, Scurry and Mitchell Counties, Texas. Mora intends to use the acquired infrastructure as a platform for continued organic expansion and additional acquisitions.

Enhanced Capitalization

In conjunction with the acquisitions, funds managed by NGP Energy Capital Management, LLC (“NGP”) have significantly increased equity commitments to Mora, providing additional capital to support the company’s growth.

Mora has also closed a new credit facility led by BOK Financial and Huntington Bank. Together with the increased equity commitments, the credit facility provides Mora with substantial liquidity to pursue additional expansion opportunities.

Management Perspective

“These acquisitions represent an important milestone for Mora and our team’s return to owning and operating midstream infrastructure in the Permian Basin,” said Elliot Gerson, Chief Executive Officer of Mora. “We are excited to be back in the market and intend to move quickly to pursue both organic development and acquisition opportunities. With the increased support from NGP and our new credit facility, we have the financial flexibility to aggressively grow our footprint.”

Drew Bredthauer, President of Mora, added, “We have spent most of our careers building midstream businesses in the Permian, and we are excited to establish a new operating platform with high-quality infrastructure anchored by several premier oil and gas operators. We believe Mora is exceptionally well positioned to build a large-scale midstream business in the Permian Basin.”

Moelis & Company LLC served as financial advisor on the Quail transaction and Kirkland & Ellis LLP served as legal counsel to Mora.

About Mora

Mora Energy is an energy infrastructure company based in Dallas, Texas. For more information visit www.MoraEnergy.com.

About NGP

NGP is a premier private equity firm that believes energy is essential to progress. Founded in 1988, NGP is moving energy forward by investing in innovation and empowering energy entrepreneurs in natural resources and energy transition. With over $25 billion of cumulative equity commitments, we back portfolio companies focused on responsibly solving and securing the energy needs of today and leading the way to a cleaner, more reliable, more affordable energy future. For more information, visit www.ngpenergy.com.

Contacts

Business Development Contact:
Ryan Godfrey
Mora Energy
(469) 501-2579
rsg@moraenergy.com

Media Contact:
Meggan Morrison
Redbird Communications Group
meggan@redbirdpr.com

Mora Energy Completes Two Permian Basin Acquisitions and Enhances Capitalization

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SoftVest and Blackbeard Sign Definitive Agreement for $2.2 Billion Combination of Permian Basin Royalty Trust and US Land Guild

Proposed combination creates PBT Land and Minerals, Inc. (“New PBT”), a premier land and minerals platform differentiated by unique operator alignment

New PBT Highlights

  • Scaled, largely contiguous surface and underlying minerals position comprised of 111,000 net royalty acres (“NRAs”)1 and 68,000 surface acres located in the prolific Central Basin Platform (“CBP”) region of the Permian Basin
  • Affiliation with Blackbeard Operating (“BBO”), the largest producer2 in the CBP with a history of unlocking resources across legacy fields via modern drilling and completion techniques
  • Affiliation with Nile Midstream (“Nile”), which serves BBO and other third party operators with an expansive network of oil, gas and water gathering pipelines and associated infrastructure
  • New PBT’s cost-free ~15% effective royalty interest3 across the prolific Waddell Ranch asset is well-positioned for growth, leveraging BBO, Nile and other operators’ capital spend
  • Surface ownership offers diverse, largely fee-based revenue streams and positions New PBT to benefit from increased infrastructure demands in the region, including for produced water disposal and digital asset expansion
  • Led by members of Blackbeard’s management team, who bring deep asset-level knowledge and a demonstrated track record of execution, with oversight from a majority-independent board of directors
  • Board of directors to be chaired by Eric Oliver, current PBT unitholder and President of SoftVest Advisors, who brings significant oil and gas investing experience, and a track record of reorganizing publicly traded trusts
  • Pro forma ownership: ~59% PBT unitholders / ~41% Blackbeard and affiliates

ABILENE, Texas & FORT WORTH, Texas–(BUSINESS WIRE)–SoftVest, L.P. (“SoftVest”), a significant unitholder of the Permian Basin Royalty Trust (NYSE: PBT) (“PBT” or “the Trust”), and Blackbeard Holdings, LLC (“Blackbeard”), today announced the execution of a definitive agreement (the “Combination Agreement”) to combine PBT and certain oil and natural gas mineral interests and land operations owned by Blackbeard and its affiliates (“US Land Guild” or “USLG”). The proposed combination is valued at approximately $2.24 billion.

As part of the proposed transaction (the “Transaction”), affiliates of Blackbeard will contribute USLG and other leased minerals representing in total 80,000 net royalty acres1 and 68,000 surface acres to New PBT. The Trust’s existing Net Profits Interest (“NPI”) in the Waddell Ranch assets operated by BBO will be converted into a new cost-free ~15% effective royalty interest (representing 31,000 net royalty acres) and contributed to New PBT. The Trust’s cost-bearing interest in the Waddell Ranch assets, which currently underlies the NPI structure, will be transferred to BBO in exchange for certain BBO royalty interests. After giving effect to the transaction, PBT’s existing unitholders are expected to own approximately 59% of the combined company, and Blackbeard and its affiliate equity holders are expected to own approximately 41% of the combined company.

New PBT will be led by members of Blackbeard’s management team with support from the broader Blackbeard organization via a Master Services Agreement (“MSA”) to be entered into at the closing of the Transaction. Collectively, the Blackbeard team has grown its upstream business from a single lease to become the largest producer2 in the CBP, while maintaining a healthy balance sheet and delivering capital-efficient growth through the commodity cycles.

Blackbeard (including Nile and USLG) are core portfolio assets of NGP Energy Capital Management (“NGP”), premier investors in the energy space with over $25 billion in cumulative capital commitments. NGP has partnered alongside pioneers in energy for more than 37 years, helping build several well-known Permian focused publicly traded companies (e.g., Centennial Resources, Energy Transfer, Parsley Energy, Permian Resources, Pioneer Natural Resources and RSP Permian).

New PBT’s board of directors will be chaired by Eric Oliver, Founder and President of SoftVest Advisors, a registered investment adviser that acts as an investment manager for private fund clients. Eric has over 25 years of experience investing in minerals and royalties in the Permian Basin. He has experience reorganizing publicly traded trusts, including the acquisition of Santa Fe Energy Trust in 2008 and Texas Pacific Land Trust’s (“TPL”) conversion from a Business Trust to a C-Corp in 2021. Mr. Oliver served on the conversion exploration committee for TPL from 2019 until the trust converted to a C-Corp in 2021, and thereafter served on the board, including the audit committee, for five years.

New PBT is expected to have a JPMorgan-led $500 million Senior Secured Revolving Credit Facility with a $100 million accordion. The facility is already in place at USLG and is expected to be transferred and upsized in connection with the Transaction. New PBT will have leverage of less than 0.4x pro forma first quarter 2026 annualized Adjusted EBITDA5, based on New PBT’s pro forma March 31, 2026 balance sheet.

New PBT’s transformed corporate structure and asset profile is expected to enhance free cash flow margins, balance sheet strength and governance. New PBT will prioritize maximizing total shareholder return, with sufficient free cash flow to make distributions and share repurchases while executing on its attractive acquisition pipeline.

Commentary

“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. Even though the Ranch has produced for over 100 years, it still holds significant undeveloped resource potential. New PBT will offer shareholders a uniquely operator-aligned, capital-light structure that we believe will drive long-term value. Access to surface resources — including water, sand, and grid connectivity — is increasingly critical for energy and infrastructure development in this region, and we see a compelling opportunity to partner with operators like Blackbeard to facilitate that development. In addition, we appreciate SoftVest’s significant track record as both investors and leaders in this asset class and their vision to transform the Trust into what will become PBT Land & Minerals. We look forward to partnering with all PBT unitholders to build this business.” — 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 and are excited to partner with them in this win-win combination that aligns economic interests. We will be happy to invest additional capital in New PBT as it begins the next chapter in its life as a public corporation.” — Eric Oliver, President of SoftVest Advisors and future Chairman of the board of directors of New PBT

Transaction Details and Governance

Under the terms of the Combination Agreement, New PBT will be structured as an “Up-C,” with all of its assets indirectly held by an operating subsidiary (“OpCo”) of New PBT. New PBT Class A Shares, which PBT unitholders will receive on a 1:1 basis, are expected to be listed for trading on the New York Stock Exchange (the “NYSE”) and NYSE Texas under the symbol “PBT”. Blackbeard and its affiliates will receive a combination of limited liability company units in OpCo and a corresponding number of New PBT Class B Shares in the business combination and will purchase additional New PBT Class A Shares in a private placement. New PBT Class A Shares will have both voting and economic rights with respect to New PBT, and New PBT Class B Shares will have voting but no economic rights with respect to New PBT. Each New PBT Class A Share and New PBT Class B Share will have one vote per share. OpCo limited liability company units held by Blackbeard will have an economic interest in OpCo, but no voting rights.

Upon closing of the Transaction, members of the existing Blackbeard management team who are currently leading USLG will assume executive positions at New PBT. Jordan Barrett, current Chief Financial Officer of Blackbeard, will be appointed CEO and a director of New PBT. Alyssa Stephens and Ricky Torlincasi, both current executives of Blackbeard, will serve as Chief Financial Officer and General Counsel of New PBT, respectively.

In addition, New PBT will have a seven-member, majority-independent, board of directors. The board of directors will consist of the following members: Eric Oliver, Jordan Barrett, Ricky Burnett, Brian Ferguson, Peter Ray, Kaleb Smith, and an additional independent director to be named at a later date. Eric Oliver will serve as Chairman of the New PBT board of directors.

Rights Offering & Private Placement

Concurrently with the combination, New PBT expects to conduct a $120 million rights offering and private placement. The rights offering is fully backstopped by SoftVest and Horizon Kinetics. Blackbeard and its affiliates have agreed to purchase New PBT Class A Shares through a private placement, maintaining its ~41% interest in New PBT.

Timing, Voting & Approvals

PBT unitholders are expected to vote on the Transaction at a special meeting. Transaction approval requires a simple majority of unitholders constituting a quorum at the meeting. A voting and support agreement has been signed by SoftVest, pursuant to which SoftVest has agreed to vote in favor of the Transaction at the PBT unitholders’ meeting, subject to certain specified exceptions.

The Transaction is expected to close in the second half of calendar year 2026, subject to the approval of PBT unitholders, certain regulatory approvals and the satisfaction of other customary closing conditions.

Supplemental slides have been posted to the SEC website and USLG’s website at uslandguild.com.

Advisors

Stephens Inc. is serving as financial advisor and Paul Hastings LLP is serving as legal advisor to SoftVest in connection with the Transaction.

RBC Capital Markets, LLC and J.P. Morgan Securities LLC are serving as financial advisors and Vinson & Elkins LLP is serving as legal advisor to Blackbeard in connection with the Transaction.

____
(1) NRAs are normalized to 1/8th or 12.5% royalty interest.
(2) Based on gross oil and gas production for March 2026, per Enverus.
(3) Represents a combined ~7% NRI across ~143,000 gross acres in the Waddell Ranch.
(4) Based on PBT’s unit price as of 7/27/26 close.
(5) Adjusted EBITDA is a non-GAAP financial measure. See “Comparison of Non-GAAP Financial Measures” included in this press release for related disclosures and reconciliations to the most directly comparable financial measure calculated and presented in accordance with GAAP.

Important Additional Information

The Combination Agreement and Proposed Business Combination Were Not Negotiated by the Trust or the Trustee. Given the limited powers of the Trust and the Trustee under the Trust Indenture, neither the Trust nor the Trustee participated in the negotiations of the Combination Agreement or Transaction. The negotiations were instead conducted by SoftVest, a PBT unitholder that beneficially owns in the aggregate approximately 13.3% of the outstanding Trust Units, at SoftVest’s initiative. Neither SoftVest nor any of its affiliates has the power or authority to bind the Trust or the Trustee, or act on behalf of either of them or other Trust unitholders. For that reason, the Transaction can only occur if the PBT unitholders approve the Transaction at the special meeting of PBT unitholders.

New PBT will file with the Securities and Exchange Commission (the “SEC”) a registration statement on Form S-4, which will include a proxy statement and a prospectus of New PBT. INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE REGISTRATION STATEMENT, PROXY STATEMENT/PROSPECTUS AND ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. These documents will be available through the website maintained by the SEC at www.sec.gov.

SoftVest, together with certain of its affiliates and their respective representatives, may be deemed to be participants in the solicitation of proxies from unitholders of the Trust in connection with the proposed Transaction. To the extent required, information regarding the identity of such persons and their direct or indirect interests in the proposed transaction, by security holdings or otherwise, will be included in the proxy statement/prospectus and other relevant materials filed with the SEC when they become available. In addition, information regarding the beneficial ownership of SoftVest and certain of its affiliates in the Trust is included in the Schedule 13D filed by SoftVest Advisors, LLC on May 18, 2026.

A registration statement on Form S-1 relating to the proposed rights offering will be filed with the SEC. The securities proposed to be offered in the rights offering may not be sold, nor may offers to buy be accepted, prior to the time such registration statement becomes effective. This press release shall not constitute an offer to sell or the solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or jurisdiction in which such an offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction. Any offers, solicitations or offers to buy, or any sales of securities will be made in accordance with the registration requirements of the Securities Act of 1933, as amended. A copy of the prospectus related to the rights offering, when available, may be obtained from New PBT: c/o SoftVest Advisors, LLC, 400 Pine Street, Suite 1010, Abilene, TX, 79601.

Cautionary Statement Regarding Forward-Looking Statements and Non-GAAP Financial Measures

Certain statements in this press release contain or are based on “forward-looking” information within the meaning of the Private Securities Litigation Reform Act of 1995. All statements other than statements of historical fact are statements that could be deemed forward-looking statements, including all statements regarding our intent, belief or current expectation or assumptions as to future events that may not prove to be accurate. The words “may,” “expect,” and similar expressions are intended to identify forward-looking statements. Forward-looking statements in this press release include, but are not limited to, statements regarding the proposed Transaction, pro forma descriptions of the combined company and its operations, integration and transition plans, synergies, opportunities and anticipated future performance.

Actual performance and results may differ materially from those results anticipated by forward-looking statements made in this release depending on a variety of factors, including, but not limited to: the timing, receipt and terms and conditions of any required governmental or regulatory approvals of the Transaction that could reduce the anticipated benefits of, or cause the parties to abandon, the Transaction; the parties’ ability to successfully integrate their respective businesses; the possibility that the unitholders of PBT may not approve the Transaction; the risk that the parties to the Transaction may not be able to satisfy the conditions to the Transaction in a timely manner or at all; the risk that announcements relating to the Transaction may have adverse effects on the market price of PBT’s equity interests; the risk that the parties incur substantial costs as a result of the Transaction; the risk that the combined company may be unable to achieve synergies or it may take longer than expected to achieve those synergies; deterioration of economic conditions or weakening in credit or capital markets; uncertainty in the consequences of current and future geopolitical events; inflationary pressures and fluctuations in interest rates; energy sector trends, including trends relating to capital expenditures, drilling activity, development activities, production efforts and volumes, actual oil and gas prices and the recoverability of reserves, alternative energy investments in the energy sector, actions and policies of petroleum-producing nations and other changes in the domestic and international energy markets; the effects of an epidemic, pandemic or similar outbreak may have on the businesses to the parties in the Transaction; resolution of legal and other disputes or legal or regulatory compliance issues of the parties to the Transaction; compliance with international, federal, state and local laws and regulations of the parties to the Transaction; the damage and disruption to the business of the parties to the Transaction resulting from natural disasters and the effects of climate change; and the ability of the parties to the Transaction to execute their business plans and long-term initiatives effectively and to overcome these and other known and unknown risks.

All forward-looking statements are based on information currently available to us and we assume no obligation and disclaim any intent to update any such forward-looking statements. Forward-looking statements are not guarantees of future performance and actual events may be materially different from those expressed or implied in the forward-looking statements. The forward-looking statements in this press release speak as of the date of this press release.

This press release references certain non-GAAP financial measures, including Adjusted EBITDA and Adjusted EBITDA Margin. These measures have limitations, are not defined uniformly across companies, and should not be considered substitutes for measures prepared in accordance with GAAP. Pro forma and projected figures are preliminary, illustrative and unaudited, and remain subject to confirmation in the definitive proxy statement / prospectus. See the Comparison of Non-GAAP Financial Measures included in this press release for related disclosure and reconciliations to the most directly comparable financial measure calculated and presented in accordance with GAAP.

Comparison of Non-GAAP Financial Measures

Adjusted EBITDA and Adjusted EBITDA Margin are used by our management and by external users of our financial statements, such as investors, research analysts and others, to assess the financial performance of our assets over the long term to generate sufficient cash to return capital to stockholders or service indebtedness. We define Adjusted EBITDA as net income before interest; income taxes; depreciation, depletion and amortization; change in fair value of digital assets; non-cash consideration of digital assets, other gain and transaction costs. We define Adjusted EBITDA Margin as Adjusted EBITDA divided by total revenues.

Management believes Adjusted EBITDA and Adjusted EBITDA Margin are useful because they allow us 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 exclude the items listed above from net income in arriving at Adjusted EBITDA and Adjusted EBITDA Margin because these amounts can vary substantially from company to company within our industry depending upon accounting methods, book values of assets, capital structures and the method by which the assets were acquired.

The following table sets forth a reconciliation of pro forma net income as determined in accordance with Article 11 of Regulation S-X to pro forma Adjusted EBITDA and pro forma Adjusted EBITDA Margin for the periods indicated.

Contacts
Krystal Scrudato
krystal.scrudato@dfking.com

SoftVest and Blackbeard Sign Definitive Agreement for $2.2 Billion Combination of Permian Basin Royalty Trust and US Land Guild

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Nasdaq Texas Convenes Inaugural Advisory Board to Strengthen Support for Texas Business Community

Published

DALLAS, June 25, 2026 (GLOBE NEWSWIRE) — Following the official launch of its dual-listing venue, Nasdaq Texas today announced the formation of its inaugural Advisory Board. Composed of prominent business leaders, policy experts, entrepreneurs and community leaders in Texas, the board will help guide the exchange’s regional approach and help shape capital formation, governance, and economic growth in Texas.

Building the Institutional Foundation for Texas’ Next Chapter

The Nasdaq Texas Advisory Board is convened to help elevate Nasdaq Texas’ ability to serve its clients in Texas with the full range of Nasdaq’s capabilities and to shape how capital markets in Texas continue to develop. The board functions as a forum for candid, substantive dialogue on the forces shaping the Texas economy: how companies access capital, how governance standards evolve, how policy choices affect growth, and how Texas can sustain its leadership as the competitive landscape for talent, investment, and innovation continues to shift.

Serving in an advisory capacity, members will work alongside recently appointed Nasdaq Texas President Rachel Racz and Board Chairman Ed Knight to bring perspective from across the Texas economy — from banking and energy to law, real estate, and public company operations — strengthening the exchange’s foundation as Texas continues to attract the world’s most consequential companies.

“Texas has become a global hub for entrepreneurship, industrial scale, and innovation leadership — and the momentum we are seeing at Nasdaq Texas reflects that directly. The Advisory Board we are announcing today is how we ensure this exchange continues to rise to meet the moment. Each member was selected intentionally for their leadership and deep engagement in this state, and I’m excited to work alongside them. Together, we’ll shape our approach to capital formation, governance, and the long-term growth of Texas capital markets.” — Rachel Racz, President, Nasdaq Texas.

Nasdaq Texas Advisory Board Members

The Advisory Board is chaired by Ed Knight, Executive Vice Chairman of Nasdaq. Ed Knight served as Nasdaq’s General Counsel from 2001 to 2019, where he championed proxy reform, corporate governance modernization, and passage of the JOBS Act. A Texas native, graduate of the University of Texas Undergraduate and Law Schools, and former General Counsel of the U.S. Department of the Treasury, he brings decades of experience in market structure, regulation, and public policy.

Members of the inaugural advisory board include:

  • Danny David, Managing Partner of Baker Botts, is a securities and shareholder litigation attorney advising companies, their directors and officers, and private equity on transactions and disputes, governance and activism, and strategy.

Danny David is Managing Partner of Baker Botts L.L.P., a leading global law firm with more than 750 attorneys. Danny chairs the firm’s Executive Committee, developing and implementing the strategic direction and growth of the firm. In addition to leading the firm, Danny maintains an active practice, representing companies, their directors and officers in securities class actions, fiduciary duty lawsuits, M&A litigation, and special situations. Danny serves on the executive committee of the Greater Houston Partnership and the board of visitors of the University of Texas M.D. Anderson Cancer Center and is a life member of the Council on Foreign Relations.

  • Danny Wesson, Executive Vice President and Chief Operating Officer of Diamondback Energy, is a public company operator with significant experience in scaling businesses, executing capital markets strategy, and engaging with investors.

Danny Wesson is Executive Vice President and Chief Operating Officer of Diamondback Energy, where he has led the company’s operations since February 2022. He joined Diamondback in 2012 and has held a range of leadership roles across operations, growing alongside the company as it scaled its development program. Danny is a graduate of Louisiana State University, where he earned a Bachelor of Science degree in Mechanical Engineering. He currently serves on several industry and nonprofit boards, including the API Upstream Committee and the Permian Strategic Partnership.

  • Jay Brown, Chief Executive Officer of David Weekley Homes, is an executive officer with extensive experience in corporate strategy, governance, and large-scale organizational growth in public and private companies.

Jay Brown leads one of the nation’s largest privately held homebuilders, known for its award-winning culture and commitment to charitable giving. He previously served as President and CEO of Crown Castle Inc. and earlier as its Chief Financial Officer. He serves on the Board of Regents for Baylor University.

  • Jill Lampert, Chief Financial and Administrative Officer of NGP Energy Capital Management, is an experienced financial executive with deep expertise in energy investing, capital allocation, and public and private company governance.

Jill Lampert is the Chief Financial and Administrative Officer of NGP, a premier energy private equity firm founded in 1988 with over $25 billion of cumulative equity commitments across natural resources and the energy transition. She serves on NGP’s Executive and Investment Committees and chairs its Responsible Investment Committee, bringing deep experience in capital allocation, financial oversight, and governance in private capital. A Certified Public Accountant and graduate of The University of Texas at Austin, she is involved across the University — including the Kay Bailey Hutchison Energy Center Executive Council and the McCombs School of Business Dean’s Advisory Council — and founded NGP Connects to advance women’s leadership across the energy sector. 

  • Pat Frost, Former President of Frost Bank, is a fifth-generation Texas banking leader with decades of experience supporting public and private company growth and capital access.

Pat Frost is the former President of Frost Bank, where he played a key role in growing the bank’s assets to $54 billion, alongside four decades of leadership in financial services and a deep commitment to community service, having chaired more than 40 nonprofit boards. He holds a degree in Economics from Vanderbilt University and an MBA from the University of Texas, and currently serves as President of the San Antonio Rodeo and Chair of the Texas Cultural Trust. His civic contributions have earned him honors including induction into the San Antonio Sports Hall of Fame and the Alamo Heights ISD Hall of Fame.

Executive Quotes

“Texas has earned its place at the center of American capital markets — and the companies choosing this state deserve an exchange and an advisory structure that takes that seriously. I am proud to chair this board and to help Nasdaq Texas continue to build on the momentum this state has created.” – Ed Knight, Chairman, Nasdaq Texas Advisory Board and Executive Vice Chairman, Nasdaq

“Texas remains the place where the future of energy is being built, and the companies leading that work want to scale here. I’m glad to help Nasdaq Texas strengthen the capital-formation infrastructure and relationships that let them grow at home.” – Jill Lampert, Chief Financial and Administrative Officer of NGP Energy Capital Management

“Texas is one of the strongest environments in the country for long-term growth – built on leadership, resilience, and a deep commitment to community. Having built across Texas for decades, I’ve seen how this market continues to evolve and strengths over time. I’m excited to support Nasdaq Texas and the role it will play in helping more companies grow and scale across the state.” – Jay Brown, Chief Executive Officer of David Weekley Homes

The announcement follows significant momentum for Nasdaq Texas, including most recently the dual listing of SpaceX, the largest IPO in history. As companies leading the future continue to choose Texas, Nasdaq Texas is investing in the leadership and expertise to strengthen the exchange’s ability to better service clients, unlock global investment pipelines, and enrich the business communities that call Texas home.

More information about Nasdaq Texas here: https://www.nasdaq.com/nasdaq-texas

About Nasdaq Nasdaq (Nasdaq: NDAQ) is a leading global technology company serving corporate clients, investment managers, banks, brokers, and exchange operators as they navigate and interact with the global capital markets and the broader financial system. We aspire to deliver world-leading platforms that improve the liquidity, transparency, and integrity of the global economy. Our diverse offering of data, analytics, software, exchange capabilities, and client-centric services enables clients to optimize and execute their business vision with confidence. To learn more about the company, technology solutions, and career opportunities, visit us on LinkedIn, on X @Nasdaq, or at www.nasdaq.com. 

Nasdaq Media Contact Michelle Mendiola michelle.mendiola@nasdaq.com  +1 646 634 8350

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Source: Nasdaq, Inc.

The views and opinions expressed herein are the views and opinions of the author and do not necessarily reflect those of Nasdaq, Inc.

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Voltus is acquiring energy storage startup Brightfield AI

Virtual power plant operator Voltus is acquiring energy storage startup Brightfield AI, as it looks to double down on offering speed-to-power for data centers in the wake of a “bring your own capacity” deal with Google last week.

The acquisition brings Brightfield’s tools for cutting soft costs and speeding up battery deployments directly to Voltus’ portfolio expansion efforts, at a time when hyperscalers are scrambling to secure near-term capacity anywhere they can find it.

Voltus will leverage Brightfield’s software to deploy batteries across thousands of buildings in the next few years, Voltus CEO Dana Guernsey told Latitude Media. The pair will first comb through Voltus’ existing portfolio, identifying sites that are primed to host batteries that can participate in Voltus’ BYOC program, before moving on to new customers. That strategy will prioritize PJM, where capacity constraints are particularly acute, and where VPP providers are already gearing up to participate in the forthcoming emergency backstop procurement this fall.

The goal behind the acquisition, Guernsey explained, is to increase deployment in the places, and on the timeframes demanded by the AI boom. While many hyperscalers are turning to fossil gas, there has also been a push for more renewables, and faster.

“The question [the energy sector is] getting asked is ‘how much more capacity can you build, and how quickly?’” she said. “In many ways, the only thing we can do is try to figure out how to accelerate deployment of fast, flexible, distributed capacity, which is one of the only solutions to the speed-to-power problem that we have right now.”

That’s where Brightfield comes in. “We need to create a lot more capacity on the existing electric grid to serve loads over the next three to five years,” said founder Tim Hade, who formerly founded Scale Microgrids. “That basically means we need to put batteries in as many places as we can as quickly as possible.”

Brightfield’s core product is an AI-based development tool that reduces the amount of time it takes to move from first customer conversation to a full battery proposal at a commercial or industrial site; the status quo is six to eight weeks. The software can either ingest interval data if it’s available (which Voltus already holds for many of its demand response customers) or forecast the data where not available. That allows Brightfield to generate a load profile for a facility, size a battery, and determine project costs, creating a development proposal in minutes, Hade explained.

Founded last year, the company initially targeted commercial real estate companies, using a consulting model to help them identify strong candidates for storage projects within portfolios and evaluate financing options.

Now, Brightfield’s tool will effectively become a Voltus capability, integrated into its platform and partner network. While Brightfield will continue supporting its existing customers, Hade confirmed, all new customers will be channeled through the Voltus platform.

Supercharging BYOC
Voltus launched its BYOC program for data centers last fall, as concerns about national electricity prices, particularly in the Mid-Atlantic region, ramped up. As part of that program, hyperscalers commit to financing a VPP in a region where they’re building a data center; Voltus then procures a portfolio of resources, and brings those megawatts to utilities.

Last week, Voltus announced it is procuring up to 100 megawatts of capacity in PJM over the next three years for Google — its first named BYOC customer.

The framework leverages bilateral deals between hyperscalers and capacity providers. At the behest of the White House and all 13 governors in the region, PJM will host a one-time auction this fall designed specifically to procure capacity for data centers. The unique design of that auction will facilitate bilateral agreements between new generation and hyperscale offtakers.Voltus has been instrumental in the design process for that auction, which could incentivize the use of distributed capacity in the region.

The Brightfield acquisition and Voltus’ existing BYOC strategy are “yin and yang nesting strategies,” Guernsey explained. BYOC provides a long-term fixed price signal for projects, while leveraging Brightfield’s tools are designed to bring down soft costs and accelerate timelines so that more of those projects can be built quickly.

“It makes the math [of new storage projects] bank better…and brings more megawatts online in a timeline that we need to meet the moment that we’re in,” she added.

https://www.latitudemedia.com/news/voltus-is-acquiring-energy-storage-startup-brightfield-ai/

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PhysicsX Announces $300M Series C to Accelerate Physics AI for Industrial Engineering

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London, UK — 8 June 2026 — PhysicsX, the physics AI company for industrials, today announced an oversubscribed $300 million Series C financing at a valuation of approximately $2.4 billion. The round is led by Temasek, with participation from new investors M&G Investments and Intrepid Growth Partners, alongside existing investors including Applied Materials, Atomico, General Catalyst, July Fund, NGP, NVIDIA, Radius, and Siemens. Temasek first invested in PhysicsX in 2025, and has played an instrumental role in supporting the company’s international expansion and growth.

PhysicsX is developing and deploying its AI-native engineering platform to accelerate hardware innovation and drive engineering and manufacturing productivity in industrial organizations.

The sectors that build the world’s most critical hardware — aerospace & defense, energy, semiconductors, automotive, materials manufacturing, data centers — are under more pressure than ever to ship better products on tighter timelines. That pressure collides with a reality that every engineer knows well: the simulation workflows at the heart of hardware development are slow, expensive, and difficult to scale.

PhysicsX’s software stack is built to remove this bottleneck. Its AI models predict physical behavior in seconds rather than hours or days, enabling engineering teams to evaluate orders of magnitude more design variants and carry physics insight across the full product lifecycle: from early-stage design and manufacturing through to real-time digital twins in operation. Today, the PhysicsX platform is deployed across aerospace & defense, semiconductors, industrial machinery, automotive, energy, and materials. With model architectures and GPU economics now mature enough to support physics AI at production scale, the technology has reached an inflection point for industrial adoption — making this the moment to accelerate.

The financing comes amid rapid growth. PhysicsX has doubled year-over-year recognized revenue, tripled booked revenue, while more than doubling its customer count over the past year. The team has grown to more than 300 people, doubling in size in the last twelve months.

This round will accelerate the company’s global growth, the expansion of its platform capabilities, and frontier research, including the development of larger, more powerful pre-trained physics AI models, known as Large Physics Models.

“Almost every hard problem in the physical economy — better aircraft, better chips, better engines, better energy systems — comes down to how fast and how well engineers and machine operators can work through the underlying physics. For decades, that has been the binding constraint on hardware innovation. Physics AI removes it. We are giving engineers the ability to explore thousands of designs where they once managed a handful, in seconds rather than weeks, across the most demanding industries in the world. We are also enabling more reliable, more efficient, and altogether new ways of doing engineering, manufacturing, and production. This financing lets us put that capability in the hands of more engineers and push the frontier toward ever larger and more capable Large Physics Models,” said Jacomo Corbo, Co-Founder & CEO of PhysicsX.

“High-fidelity physics simulation has always been powerful, but it has also been slow, costly, and the preserve of a small group of specialists. Physics AI changes that in every dimension. It makes high-fidelity simulation dramatically more efficient, augments and improves on pure simulation results with ingestion of real-world data into our Large Physics Models, and opens it to applications that were never practical before. We believe in the democratization of this technology to broad technical profiles across an industrial organization — engineers, designers, and operators who previously couldn’t run these analyses themselves. As that capability spreads, its utility compounds across the business. That’s the change we’re driving,” said Robin Tuluie, Founder and Chairman of PhysicsX.

About PhysicsX

PhysicsX is the physics AI company for industrials. The company’s mission is to accelerate hardware innovation by overhauling what industrial engineering and manufacturing look like today. PhysicsX is building a new software stack to deliver deep physics AI enablement across the entire engineering lifecycle. The company partners with leading organizations in aerospace & defense, automotive, semiconductors, materials, and energy & renewables, supporting them on some of their most critical and complex challenges. PhysicsX is headquartered in the United Kingdom, with offices in London and New York, and an expanding presence in the Bay Area and Singapore.

For press inquiries, contact press@physicsx.ai

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Actuate Energy Announces Formation and Capital Commitment from NGP

NGP partners with Actuate Energy to Invest in Flexible Energy Infrastructure Across Europe

DALLAS–(BUSINESS WIRE)–Actuate Energy, L.P. (“Actuate”) today announced its formation as a battery energy storage system (“BESS”) investment and operating platform, together with a substantial equity commitment from a fund managed by NGP Energy Capital Management (“NGP”) and Actuate’s management team. Actuate is led by Founder and Chief Executive Officer Ben Skinner, a seasoned energy storage entrepreneur with over 15 years of experience in commodity origination, structuring, and the development and scaling of BESS portfolios across Europe.

Actuate is focused on European electricity markets, where the rapid build-out of renewable generation has created structural demand for flexible, dispatchable storage capacity. Across the continent, grid operators face growing challenges around frequency control, system inertia, and balancing — conditions that BESS is uniquely positioned to address.

Actuate’s strategy targets markets where BESS economics are supported by near-term revenue opportunities across energy arbitrage, ancillary services, and capacity mechanisms, with the potential to optimize commercial structures and access project-level financing as markets mature. Actuate acquires projects at the ready-to-build stage, then commercializes, constructs, and operates them, applying an operator’s mindset to the two decisions that matter most: which projects to buy, and how to build them.

“European grids are undergoing a fundamental transition, and storage is the asset class that will decide whether it goes smoothly. NGP’s support, market perspective, and experience investing in dynamic energy markets give Actuate the foundation to move decisively and build a portfolio that earns attractive returns. I am proud to be partnering with the NGP team and look forward to working with local developers, equipment and delivery partners, and route-to-market providers across our target markets to deliver high-quality projects,” said Ben Skinner, Founder and Chief Executive Officer of Actuate Energy.

“European BESS is at an inflection point and Actuate gives NGP a differentiated way to access it. Ben is one of the most knowledgeable and driven energy storage entrepreneurs we have encountered. He has built teams and commercialized portfolios at scale across Europe and pairs that track record with sharp commercial instincts and relentless attention to detail. That combination, against a backdrop of highly attractive market dynamics, is exactly what we look for when backing a founder to build a real asset platform. We are thrilled to partner with Ben and his team,” said Tanner Leland, Principal at NGP.

“Europe is in the early innings of a massive BESS buildout, and the supply of institutional-quality operators is nowhere near meeting the demand in what are highly dynamic global energy markets. That gap is exactly where NGP seeks to invest,” said Phil Deutch, Partner and Co-Head of Energy Transition at NGP.

About Actuate Energy

Actuate Energy is a flexible energy platform focused on European electricity markets. Founded in 2026 and backed by NGP, Actuate acquires and operates energy storage projects, applying an operator’s mindset, driving every investment and operating decision with the goal of maximizing our impact on grid stability and resiliency. Grids are rapidly evolving, enabled by flexibility. For more information, visit www.actuate.energy.

About NGP

NGP is a premier private equity firm that believes energy is essential to progress. Founded in 1988, NGP is moving energy forward by investing in innovation and empowering energy entrepreneurs in natural resources and energy transition. With over $25 billion of cumulative equity commitments, we back portfolio companies focused on responsibly solving and securing the energy needs of today and leading the way to a cleaner, more reliable, more affordable energy future. For more information, visit www.ngpenergy.com.

Contacts
Media Contact
Actuate Energy Communications | press@actuate.energy

https://www.businesswire.com/news/home/20260520808705/en/Actuate-Energy-Announces-Formation-and-Capital-Commitment-from-NGP

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X-energy Rings the Opening Bell

X-energy (Nasdaq: XE), a leader in advanced nuclear reactor and fuel technology, visits the Nasdaq MarketSite in Times Square to celebrate its IPO.

In honor of the occasion, Dr. Kam Ghaffarian, Founder & Chairman, rings the Opening Bell.

 

 

https://www.nasdaq.com/events/x-energy-rings-opening-bell