History
Phoenix Energy One opened its record in 2025 by raising preferred shares and borrowing heavily from Fortress, then added junior lien notes in July 2026 while needing repeated covenant waivers.
2025: Preferred shares and a bigger Fortress loan
The record begins in June 2025, when Phoenix Energy One and its lenders, led by Fortress Credit Corp., signed Amendment No. 5 to the senior credit agreement. It let the company issue Series A Cumulative Redeemable Preferred Shares and set rules for paying distributions on them and redeeming them. The company also said it had filed an offering statement for a possible public offering of those shares, and expected to adopt a new LLC agreement creating common and preferred shares and a board of directors.
On August 1, Amendment No. 6 added $100 million of new term loans, borrowed in full, plus a $6.5 million tranche payable only on events such as a payment default or bankruptcy. Both carried an 8.9201878% original issue discount (a cut to the cash actually received) and interest at Term SOFR plus 0.10% plus 7.00%. The repayment schedule now required $200.0 million due August 31, 2027. Proceeds were to fund development of the company's oil and gas properties.
On September 25 the exchange certified the company's securities for listing.
2025-2026: Listing, waivers and more borrowing
On October 27, Amendment No. 7 created $350 million of new term loan commitments: $50 million funded at once and up to $300 million available at the lenders' discretion later, with a 3.00% discount. Lenders waived a Current Ratio requirement (a test of short-term financial strength) for September 30, 2025, and capped Series A preferred redemptions at $5 million per quarter. By then the preferred shares traded on NYSE American as PHXE.P. Shares on issue stood at 100,000,000 at the end of 2025 and 2026.
In February 2026, Amendment No. 8 drew $75 million of the discretionary loans immediately, leaving $225 million available. Lenders also waived three more covenants: Total Secured Leverage Ratio and Asset Coverage Ratio for December 31, 2025, and the Current Ratio for November 30, 2025 through January 31, 2026. The filing did not say why they were not met.
On July 7, 2026, the company signed an indenture for up to $100 million of ten-year junior lien notes, paying 6.00% to 7.00%. They rank behind Fortress's first claim on the assets, and Fortress alone controls remedies on shared collateral until its debt is repaid. As of July 8, 2026, how many notes had been sold was not known, and the $225 million of discretionary borrowing and the August 2027 repayment remained ahead.
Written from the 6 story beats below (2025 to 8 July 2026), which come from the company's own announcements and filings.