Diamondback Energy Enters Major Acquisition Deal

TL;DR

DBK just locked down the Endeavor Energy deal, big oil & gas consolidation incoming.

AI Summary

On April 9, 2024, Diamondback Energy, Inc. entered into a material definitive agreement related to its acquisition of Endeavor Energy Resources, LLC. The agreement outlines the terms and conditions for this significant transaction, which is expected to have a substantial impact on the company's operations and market position.

Why It Matters

This acquisition by Diamondback Energy is a significant move in the oil and gas sector, potentially reshaping its production capacity and market share.

Risk Assessment

Risk Level: medium — Acquisitions of this scale carry inherent integration risks, regulatory hurdles, and potential market volatility.

Key Players & Entities

• Diamondback Energy, Inc. (company) — Registrant
• Endeavor Energy Resources, LLC (company) — Acquisition Target
• April 9, 2024 (date) — Date of Material Definitive Agreement

FAQ

Key Financial Figures

• $0.01 — ich registered Common stock, par value $0.01 per share FANG The Nasdaq Stock Mar
• $850,000,000 — viding for the issuance and sale of (i) $850,000,000 aggregate principal amount of its 5.200
• $1,300,000,000 — otes due 2030 (the "2030 Notes"), (iii) $1,300,000,000 aggregate principal amount of its 5.400
• $1,500,000,000 — Notes due 2034 (the "2034 Notes"), (iv) $1,500,000,000 aggregate principal amount of its 5.750
• $1,000,000,000 — tes due 2054 (the "2054 Notes") and (v) $1,000,000,000 aggregate principal amount of its 5.900
• $5.4 b — sale of the Notes will be approximately $5.4 billion, after deducting the Underwriters

Filing Documents

• ny20021341x17_8k.htm (8-K) — 53KB
• ny20021341x17_ex1-1.htm (EX-1.1) — 263KB
• ny20021341x17_ex99-1.htm (EX-99.1) — 9KB
• dblogo.jpg (GRAPHIC) — 6KB
• 0001140361-24-019433.txt ( ) — 531KB
• fang-20240409.xsd (EX-101.SCH) — 4KB
• fang-20240409_lab.xml (EX-101.LAB) — 21KB
• fang-20240409_pre.xml (EX-101.PRE) — 16KB
• ny20021341x17_8k_htm.xml (XML) — 4KB

01. Entry into a Material Definitive Agreement

Item 1.01. Entry into a Material Definitive Agreement. Underwriting Agreement On April 9, 2024, Diamondback Energy, Inc. (the "Company" or "Diamondback"), entered into an Underwriting Agreement (the "Underwriting Agreement"), by and among the Company, as the issuer, Diamondback E&P LLC, as the subsidiary guarantor ("E&P"), and Citigroup Global Markets Inc., BofA Securities, Inc. and TD Securities (USA) LLC, as representatives of the several underwriters named therein (collectively, the "Underwriters"), providing for the issuance and sale of (i) $850,000,000 aggregate principal amount of its 5.200% Senior Notes due 2027 (the "2027 Notes"), (ii) $850,000,000 aggregate principal amount of its 5.150% Senior Notes due 2030 (the "2030 Notes"), (iii) $1,300,000,000 aggregate principal amount of its 5.400% Senior Notes due 2034 (the "2034 Notes"), (iv) $1,500,000,000 aggregate principal amount of its 5.750% Senior Notes due 2054 (the "2054 Notes") and (v) $1,000,000,000 aggregate principal amount of its 5.900% Senior Notes due 2064 (the "2064 Notes" and, together with the 2027 Notes, the 2030 Notes, the 2034 Notes and the 2054 Notes, each a "series of Notes" and collectively, the "Notes"). The price to the public was 99.956% of the principal amount for the 2027 Notes, 99.830% of the principal amount for the 2030 Notes, 99.679% of the principal amount for the 2034 Notes, 99.957% of the principal amount for the 2054 Notes and 99.954% of the principal amount for the 2064 Notes. Each series of Notes and E&P's guarantee thereof have been registered under the Securities Act of 1933, as amended (the "Act"), pursuant to a registration statement on Form S-3 (No. 333-268495), filed with the Securities and Exchange Commission (the "SEC") and automatically effective on November 21, 2022. The terms of the Notes are further described in the Company's prospectus supplement dated April 9, 2024, as filed with the SEC on April 11, 2024 (the "Prospectus"). The closing of the sale of the N

01. Other Events

Item 8.01. Other Events. Press Release On April 9, 2024 , the Company issued a press release announcing the pricing of the offering of the Notes. A copy of the press release is attached hereto as Exhibit 99.1 to this Current Report on Form 8-K and incorporated in this Item 8.01 by reference.

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits Exhibit Number Description 1.1 Underwriting Agreement, dated April 9, 2024 , among Diamondback Energy, Inc., Diamondback E&P LLC and Citigroup Global Markets Inc., BofA Securities, Inc. and TD Securities (USA) LLC , as representatives of the several underwriters named therein. 99.1 Press Release dated April 9, 2024 104 Cover Page Interactive Data File (formatted as Inline XBRL).

Forward Looking Statements

Forward Looking Statements This Current Report on Form 8-K contains "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Exchange Act of 1934, as amended, which involve risks, uncertainties, and assumptions. All statements, other than statements of historical fact, including statements regarding the timing of the closing of the sale of the Notes, the proposed business combination transaction between Diamondback and Endeavor; future performance; business strategy; future operations (including drilling plans and capital plans); estimates and projections of revenues, losses, costs, expenses, returns, cash flow, and financial position; reserve estimates and its ability to replace or increase reserves; anticipated benefits of strategic transactions (including acquisitions and divestitures), including the proposed transaction; the expected amount and timing of synergies from the proposed transaction; the anticipated timing of the proposed transaction; and plans and objectives of management (including plans for future cash flow from operations and for executing environmental strategies) are forward-looking statements. When used in this communication, the words "aim," "anticipate," "believe," "continue," "could," "estimate," "expect," "forecast," "future," "guidance," "intend," "may," "model," "outlook," "plan," "positioned," "potential," "predict," "project," "seek," "should," "target," "will," "would," and similar expressions (including the negative of such terms) are intended to identify forward-looking statements, although not all forward-looking statements contain such identifying words. Although Diamondback believes that the expectations and assumptions reflected in its forward-looking statements are reasonable as and when made, they involve risks and uncertainties that are difficult to predict and, in many cases, beyond Diamondback's control. Accordingly, forward-looking statements are not g

forward-looking statements unless required by applicable law

forward-looking statements unless required by applicable law. -3- Additional Information about the Acquisition and Where to Find It In connection with the potential transaction between Diamondback and Endeavor, Diamondback filed relevant materials with the SEC including a definitive proxy statement on Schedule 14A. Diamondback has mailed 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 definitive 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 THE TRANSACTION THAT DIAMONDBACK WILL FILE WITH THE SEC WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE TRANSACTION AND THE PARTIES TO THE TRANSACTION. The definitive proxy statement and other relevant materials in connection with the transaction (when they become available) and any other documents filed by Diamondback with the SEC, may be obtained free of charge at the SEC's website www.sec.gov. Copies of the documents filed with the SEC by Diamondback will be available free of charge on Diamondback's website at www.diamondbackenergy.com/investors/. Participants in the Solicitation Diamondback and its directors and executive officers may be deemed, under SEC rules, to be participants in the solicitation of proxies from Diamondback 's stockholders in connection with the transaction. Information about the directors and executive officers of Diamondback is set forth in (i) Diamondback's definitive proxy statement for the transaction, including under the headings "Voting by Diamondback's Directors and Executive Officers", "Reaso