Diamondback Energy Enters Material Definitive Agreement

TL;DR

DBK inked a big deal, expect financial moves.

AI Summary

On February 29, 2024, Diamondback Energy, Inc. entered into a Material Definitive Agreement related to financial obligations. The company, incorporated in Delaware, is involved in crude petroleum and natural gas extraction.

Why It Matters

This filing indicates a significant financial commitment or obligation for Diamondback Energy, Inc., which could impact its financial standing and future operations.

Risk Assessment

Risk Level: medium — Entering into material definitive agreements can introduce new financial obligations or strategic shifts that carry inherent risks.

Key Numbers

• 001-35700 — SEC File Number (Identifies the company's filing history with the SEC.)

Key Players & Entities

• Diamondback Energy, Inc. (company) — Registrant
• February 29, 2024 (date) — Date of Report
• Delaware (jurisdiction) — State of Incorporation
• CRUDE PETROLEUM & NATURAL GAS (industry) — Standard Industrial Classification

FAQ

Key Financial Figures

• $0.01 — ich registered Common Stock, par value $0.01 per share FANG The Nasdaq Stock Mar
• $1.5 billion — rrower with the ability to borrow up to $1.5 billion (comprised of $1 billion of "Tranche A
• $1 billion — borrow up to $1.5 billion (comprised of $1 billion of "Tranche A Loans" and $500 million o
• $500 million — of $1 billion of "Tranche A Loans" and $500 million of "Tranche B Loans") on an unsecured b
• $1.6 billion — der the Revolving Credit Agreement from $1.6 billion to $2.5 billion (such increased amount,
• $2.5 billion — g Credit Agreement from $1.6 billion to $2.5 billion (such increased amount, the "Increased
• $100 million — der the Revolving Credit Agreement from $100 million to $50 million and (iii) made certain a
• $50 million — g Credit Agreement from $100 million to $50 million and (iii) made certain amendments to th

Filing Documents

• ny20021341x9_8k.htm (8-K) — 35KB
• ny20021341x9_ex10-1.htm (EX-10.1) — 1177KB
• ny20021341x9_ex10-2.htm (EX-10.2) — 1111KB
• 0001140361-24-011751.txt ( ) — 2830KB
• fang-20240229.xsd (EX-101.SCH) — 4KB
• fang-20240229_lab.xml (EX-101.LAB) — 21KB
• fang-20240229_pre.xml (EX-101.PRE) — 16KB
• ny20021341x9_8k_htm.xml (XML) — 4KB

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement. Term Loan Agreement On February 29, 2024 (the "Term Loan Effective Date"), Diamondback Energy, Inc., as guarantor (the "Company"), entered into a Term Loan Credit Agreement with Diamondback E&P LLC, as borrower (the "Borrower"), the lenders named therein and Citibank, N.A., as administrative agent (the "Term Loan Agreement"). The Term Loan Agreement was entered into in connection with the Company's pending acquisition (the "Acquisition") of Endeavor Parent, LLC ("Endeavor") pursuant to the Agreement and Plan of Merger, dated as of February 11, 2024, by and among the Company, Eclipse Merger Sub I, LLC, Eclipse Merger Sub II, LLC, Endeavor Manager, LLC and Endeavor. The Term Loan Agreement provides the Borrower with the ability to borrow up to $1.5 billion (comprised of $1 billion of "Tranche A Loans" and $500 million of "Tranche B Loans") on an unsecured basis to pay a portion of the cash consideration for the Acquisition, repay certain debt of Endeavor and/or pay fees, costs and expenses related thereto. The availability of the loans under the Term Loan Agreement, which have not yet been funded, is subject to the satisfaction (or waiver) of certain limited customary acquisition-financing conditions set forth therein. The date on which such conditions are satisfied (or waived) is the "Closing Date". The loans under the Term Loan Agreement will be made in a single borrowing on the Closing Date and will mature and be payable in full, in the case of the Tranche A Loans, on the first anniversary of the Closing Date and, in the case of the Tranche B Loans, on the second anniversary of the Closing Date. Borrowings under the Term Loan Agreement will bear interest at a fluctuating rate per annum equal to, at the Borrower's option, the alternate base rate or the adjusted Term SOFR rate, in each case, plus an applicable margin calculated based on the credit ratings of the Company's senior, unsecured, long-term debt. T

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 10.1 Term Loan Credit Agreement, dated as of February 29, 2024, by and among the Company, the Borrower, the lenders party thereto, and Citibank, N.A., as Administrative Agent. 10.2 Fourteenth Amendment to Second Amended and Restated Credit Agreement, dated as of March 6, 2024, by and among the Company, the Borrower, the lenders and other parties party thereto, and Wells Fargo Bank, National Association, as Administrative Agent. 104 Cover Page Interactive Data File—the cover page XBRL tags are embedded within the Inline XBRL document - 3 - No Offer or Solicitation This Current Report on Form 8-K does not constitute an offer to sell or the solicitation of an offer to buy any securities, or a solicitation of any vote or approval, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. Additional Information about the Merger and Where to Find It In connection with the potential transaction between Diamondback and Endeavor, Diamondback expects to file relevant materials with the U.S. Securities and Exchange Commission ( " SEC " ) including a proxy statement on Schedule 14A. Promptly after filing its definitive proxy statement with the SEC, Diamondback will mail the definitive proxy statement to each stockholder entitled to vote at the meeting relating to the proposed transaction. This Current Report on Form 8-K is not a substitute for the proxy statement or for any other document that Diamondback may file with the SEC and send to its stockholders in connection with the proposed transaction. INVESTORS AND STOCKHOLDERS ARE URGED TO CAREFULLY READ THE PROXY STATEMENT (INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO AND ANY DOCUMENTS INCORPORATED BY REFERENCE THEREIN) AND ANY OTHER RELEVANT DOCUMENTS IN CONNECTION WITH TH

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View this 8-K filing on SEC EDGAR