PHX Minerals (PHX) - 2025 Q2 - Quarterly Results

Exhibit 2.1 AGREEMENT AND PLAN OF MERGER by and among WHITEHAWK ACQUISITION, INC., a Delaware corporation, WHITEHAWK MERGER SUB, INC., a Delaware corporation, and PHX MINERALS INC., a Delaware corporation Dated as of May 8, 2025 TABLE OF CONTENTS | ARTICLE 1 THE OFFER | | 3 | | --- | --- | --- | | 1.1 | The Offer | 3 | | 1.2 | Company Actions | 8 | | | ARTICLE 2 THE MERGER | 9 | | 2.1 | The Merger | 9 | | 2.2 | Closing and Effective Time of the Merger | 10 | | 2.3 | Governance Matters | 11 | | | ARTICLE 3 C ...