8-KMaterial AgreementsOther Events

Diamondback Energy, Inc. 8-K Report, Material Agreement (May 21, 2020)

Filed May 21, 2020For Securities:FANG

Summary

Diamondback Energy, Inc. (FANG) announced on May 18, 2020, the pricing of a $500 million offering of 4.750% Senior Notes due 2025. The net proceeds, estimated at $494 million after expenses, are intended for strategic financial actions, including funding a tender offer for Energen Corporation's 4.625% Senior Notes due 2021, repaying a portion of its subsidiary's revolving credit facility borrowings, and for general corporate purposes. This move reflects a proactive approach to managing its debt structure and optimizing its capital allocation in the prevailing market conditions. The offering, which is registered under a previously filed Form S-3, is expected to close on May 26, 2020. The new notes will be unsecured senior obligations of Diamondback Energy, Inc., fully and unconditionally guaranteed by its subsidiary, Diamondback O&G LLC. This issuance and the subsequent use of proceeds signal an effort to refinance existing debt and potentially reduce future interest expenses, while also maintaining financial flexibility for ongoing operations and strategic initiatives.

Key Highlights

  • 1Pricing of $500 million aggregate principal amount of 4.750% Senior Notes due 2025.
  • 2Estimated net proceeds of approximately $494 million after deducting underwriting discounts and expenses.
  • 3Proceeds earmarked for funding a tender offer for Energen Corporation's 4.625% Senior Notes due 2021.
  • 4Funds will also be used to repay a portion of outstanding borrowings under O&G LLC's revolving credit facility.
  • 5The offering includes customary representations, warranties, covenants, and indemnification provisions.
  • 6The New Notes will rank equally with existing senior indebtedness and are guaranteed by Diamondback O&G LLC.
  • 7The closing of the note sale is anticipated to occur on May 26, 2020.

Frequently Asked Questions

The primary purpose is to raise capital to fund a tender offer for Diamondback Energy's subsidiary, Energen Corporation's, 4.625% Senior Notes due 2021. Additionally, proceeds will be used to repay a portion of borrowings under Diamondback O&G LLC's revolving credit facility and for general corporate purposes.

Diamondback Energy is issuing $500 million in aggregate principal amount of 4.750% Senior Notes due 2025. These notes will be general unsecured senior obligations of the company, and they will be fully and unconditionally guaranteed on a senior unsecured basis by Diamondback O&G LLC.

The closing of the sale of the New Notes is expected to occur on May 26, 2020, subject to customary closing conditions.

The company expects to receive approximately $494 million in net proceeds from the sale of the New Notes, after deducting underwriting discounts and estimated offering expenses.