8-KMaterial AgreementsFinancial EventsShareholder Matters+2

Diamondback Energy, Inc. 8-K Report, Material Agreement (Nov 2, 2016)

Filed November 2, 2016For Securities:FANG

Summary

Diamondback Energy, Inc. (FANG) has filed an 8-K detailing significant financing activities. On October 28, 2016, the company successfully issued $500 million in aggregate principal amount of 4.750% Senior Notes due 2024. These notes were offered to qualified institutional buyers and certain non-U.S. persons. The issuance of these new notes is part of a broader capital management strategy that also includes the redemption of its 7.625% Senior Notes Due 2021. The redemption of the 7.625% Senior Notes Due 2021 was initiated on October 28, 2016, with funds deposited for any remaining outstanding principal. This move effectively retires older, higher-interest debt and refinances it with newer, lower-cost debt. The company has also entered into a Registration Rights Agreement related to the new notes, obligating them to file for an exchange offer to register the notes under the Securities Act, with provisions for additional interest payments should they fail to meet these obligations.

Key Highlights

  • 1Issued $500 million in 4.750% Senior Notes due 2024 on October 28, 2016.
  • 2The new notes are senior unsecured obligations, ranking equally with other senior indebtedness.
  • 3The issuance was conducted under Rule 144A and Regulation S.
  • 4Diamondback is redeeming its outstanding 7.625% Senior Notes Due 2021.
  • 5Funds have been deposited to cover the redemption of the 7.625% Senior Notes, with the indenture for these notes being satisfied and discharged.
  • 6A Registration Rights Agreement was entered into, requiring an exchange offer to register the new notes and potentially incurring penalties for non-compliance.
  • 7Covenants in the new indenture limit future indebtedness, investments, dividend payments, asset sales, and other corporate actions.

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