Magnolia Oil & Gas : May Investor Presentation about Latest Presentation (may 2024 investor presentation v2)

May 2024 Investor Presentation

Disclaimer

FORWARD LOOKING STATEMENTS

The information in this press release includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements, other than statements of present or historical fact included in this press release, regarding Magnolia's strategy, future operations, financial position, estimated revenues and losses, projected costs, prospects, plans and objectives of management are forward looking statements. When used in this press release, the words could, should, will, may, believe, anticipate, intend, estimate, expect, project, the negative of such terms and other similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain such identifying words. These forward-looking statements are based on management's current expectations and assumptions about future events. Except as otherwise required by applicable law, Magnolia disclaims any duty to update any forward-looking statements, all of which are expressly qualified by the statements in this section, to reflect events or circumstances after the date of this press release. Magnolia cautions you that these forward-looking statements are subject to all of the risks and uncertainties, most of which are difficult to predict and many of which are beyond the control of Magnolia, incident to the development, production, gathering and sale of oil, natural gas and natural gas liquids. In addition, Magnolia cautions you that the forward looking statements contained in this press release are subject to the following factors: (i) the supply and demand for oil, natural gas, NGLs, and other products or services, including impacts of actions taken by OPEC and other state-controlled oil companies; (ii) the outcome of any legal proceedings that may be instituted against Magnolia; (iii) Magnolia's ability to realize the anticipated benefits of its acquisitions, which may be affected by, among other things, competition and the ability of Magnolia to grow and manage growth profitably; (iv) changes in applicable laws or regulations; (v) geopolitical and business conditions in key regions of the world; and (vi) the possibility that Magnolia may be adversely affected by other economic, business, and/or competitive factors, including inflation. Should one or more of the risks or uncertainties described in this press release occur, or should underlying assumptions prove incorrect, actual results and plans could differ materially from those expressed in any forward-looking statements. Additional information concerning these and other factors that may impact the operations and projections discussed herein can be found in Magnolia's filings with the SEC, including its Annual Report on Form 10-K for the fiscal year ended December 31, 2023. Magnolia's SEC filings are available publicly on the SEC's website at www.sec.gov.

NON-GAAP FINANCIAL MEASURES

This presentation includes non-GAAP financial measures, including adjusted net income, free cash flow, adjusted EBITDAX, adjusted cash operating costs, adjusted cash operating margin and adjusted operating income margin. Magnolia believes these metrics are useful because they allow Magnolia to more effectively evaluate its operating performance and compare the results of its operations from period to period and against its peers without regard to accounting methods or capital structure. Magnolia does not consider these non-GAAP measures in isolation or as an alternative to similar financial measures determined in accordance with GAAP. The computations of these non-GAAP measures may not be comparable to other similarly titled measures of other companies.

Adjusted net income and adjusted EBITDAX should not be considered an alternative to, or more meaningful than, net income as determined in accordance with GAAP. Certain items excluded from free cash flow, adjusted net income, adjusted EBITDAX, adjusted cash operating costs, adjusted cash operating margin and adjusted operating margin are significant components in understanding and assessing a company's financial performance and should not be construed as an inference that its results will be unaffected by unusual or non-recurring terms.

As performance measures, adjusted net income, adjusted EBITDAX, adjusted cash operating costs, adjusted cash operating margin and adjusted operating income margin may be useful to investors in facilitating comparisons to others in the Company's industry because certain items can vary substantially in the oil and gas industry from company to company depending upon accounting methods, book value of assets, and capital structure, among other factors. Management believes excluding these items facilitates investors and analysts in evaluating and comparing the underlying operating and financial performance of our business from period to period by eliminating differences caused by the existence and timing of certain expense and income items that would not otherwise be apparent on a GAAP basis. As a liquidity measure, management believes free cash flow is useful for investors and widely accepted by those following the oil and gas industry as financial indicators of a company's ability to generate cash to internally fund drilling and completion activities, fund acquisitions, and service debt. Our presentation of adjusted net income, adjusted EBITDAX, free cash flow, adjusted cash operating costs, adjusted cash operating margin and adjusted operating income margin may not be comparable to similar measures of other companies in our industry. A free cash flow reconciliation is shown on page 27, adjusted EBITDAX reconciliation is shown on page 28 of the presentation, adjusted net income is shown on page 29, and adjusted cash operating costs, adjusted cash operating margin and adjusted operating income margin reconciliations are shown on page 25.

INDUSTRY AND MARKET DATA

This presentation has been prepared by Magnolia and includes market data and other statistical information from sources believed by Magnolia to be reliable, including independent industry publications, governmental publications or other published independent sources. Some data is also based on the good faith estimates of Magnolia, which are derived from its review of internal sources as well as the independent sources described above. Although Magnolia believes these sources are reliable, it has not independently verified the information and cannot guarantee its accuracy and completeness.

2

Magnolia Oil & Gas Overview

• High-quality,low-riskpure-play South Texas operator with core Eagle Ford and Austin Chalk positions acquired at attractive entry costs
• Significant scale and PDP base generates material free cash flow, reduces development risk, and increases optionality

Market Statistics

Trading Symbol (NYSE)	MGY
Share Price as of 5/9/2024	$26.50
Common Shares Outstanding (1)	203 million
Market Capitalization	$5.4 billion
Long-term Debt - Principal	$400 million
Cash as of 3/31/2024	$399 million
Total Enterprise Value	$5.4 billion
Operating Statistics
Net Acreage as of 3/31/2024	578,435
Q1 2024 Net Production (Mboe/d)	84.8

Texas

Giddings

Karnes

(1) Common Stock outstanding includes Class A and Class B stock as of 5/6/2024.

3

Magnolia's Business Model & Strategy

High Quality Assets Drive Low Capital

Reinvestment Rate that Provides Growth to the

Business

Limit Capital Spending to 55% of

Annual Adjusted EBITDAX1

Return Substantial Portion of Our Free Cash Flow to Shareholders and Allocate Some Excess Cash Toward Small, Bolt-on Acquisitions that Improve the Business

Long-term dividend per share compound annual

growth rate of ~10% and share repurchases of at least

1% per quarter

Deliver Mid-Single Digit Long-Term

Production Growth with Significant Free

Cash Flow1

2024E BOE and Oil Growth of High Single-Digits

Maintain Conservative Financial Leverage to Provide Financial Flexibility Through Cycle

Strong balance sheet with zero net debt at YE 2023 provides ability for counter cyclical investing to increase per share value

(1) Adjusted EBITDAX and Free Cash Flow are non-GAAP measures. For a reconciliation of the most comparable GAAP measure see slides 28 and 27.

4

Asset Overview

Giddings Area Assets

Asset Overview

Texas

 ~746,000 gross acres (~555,000 net acres) with high working interest (~98% operated)

• ~150,000 net acres in development with additional appraisal activity outside of development area
• 2023 production averaged 58.3 Mboe/d (36% oil, 66% liquids), or ~71% of total Company production
• • Q1 2024 production averaged 61.4 Mboe/d (38% oil, 67% liquids, or ~72% of total Company production
• Shallower production declines allow for more stable cash flows and beneficial with higher future commodity prices

With significant scale and almost all acreage held by production, Giddings offers a unique opportunity to develop and grow a top-tier asset while still generating free cash flow.

6

Giddings Bolt-On Acquisition

April Acquisition Highlights

• Acquired >27,000 net acres in Giddings (>80,000 gross) from a private operator for ~$125 million; closed on April 30th
• • Includes ~1,000 BOEPD (~35% oil, ~68% liquids)
  • Primarily in Fayette, Washington and Lee counties
• Low PDP assets are within our existing acreage footprint; in a highly productive area we know well
• Significantly increases Magnolia's development opportunities through:
• • Increased working interest in future high-return development locations (adds on average ~13% WI to existing overlapping leases)
  • New locations with high working interest added to already deep inventory (~70% of net acreage are new leases)
  • Additional royalty interest

Existing Acreage

Acquired Acreage

Increased WI

7

Core Karnes Assets

Texas

(1) Includes acreage in Karnes, Gonzales and Dewitt counties.

Asset Overview

• Mature asset offers significant free cash flow through low base production decline
• 2024 production levels expected to be relatively flat Q4 2023 to Q4 2024
• Acreage located in the core of the Eagle Ford offering strong economics and high returns in Karnes, Gonzales and Dewitt counties
• • ~22,000 net acres producing 23.8 Mboe/d (57% oil, 78% liquids)1 in 2023

Significant free cash flow generation supports low reinvestment rate and strong return of capital.

8

Financial, Capital Allocation & Risk Management Overview

Strong Balance Sheet, Ample Liquidity & Simple Capital Structure

Capital Structure Overview

• Maintaining low financial leverage profile
• • Net debt(1) position of $1 million as of 3/31/24
  • Net Debt(1) / Q1 annualized adjusted EBITDAX of 0.0x
• Current Liquidity of $849 million, including fully undrawn credit facility (2)
• No debt maturities until senior unsecured notes mature in 2026

Debt Maturity Schedule ($ million)

Capitalization & Liquidity ($ million)

Capitalization Summary	As of 3/31/2024
Cash and Cash Equivalents	$399
Revolving Credit Facility	$0
6.00% Senior Notes Due 2026	$400
Total Principal Debt Outstanding	$400
Total Equity (3)	$1,898

Credit Facility

Borrowings

(as of 3/31/24)

Borrowing Base

$450

$0

Net Debt / Q1 Annualized Adjusted EBITDAX	0.0x
Net Debt / Total Book Capitalization	0%
Liquidity Summary	As of 3/31/2024

6.00% Senior

Unsecured Notes

$400

2024

2025

2026

Cash and Cash Equivalents	$399
Credit Facility Availability	$450
Liquidity (2)	$849

(1)	Net cash and net debt are calculated as the difference between cash and total long-term debt, excluding unamortized deferred financing cost.
(2)	Liquidity defined as cash plus availability under revolving credit facility.	10
(3)	Total Equity includes noncontrolling interest.