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Diamondback Energy, Inc. 8-K Report, Material Agreement (Mar 21, 2025)

Reports
Material Agreements·Financial Events·Exhibits & Filings
Filing Date
Filed March 21, 2025
Period End
March 21, 2025
Security
FANG
In the record · 2016–202610-K1210-Q328-K174

FANG filed 12 annual reports (10-K), 32 quarterly reports (10-Q) and 174 current reports (8-K) between 2016 and 2026.

  1. Leadership change8-K · Feb ’19Feb ’19
  2. Deal closed8-K · Mar ’21Mar ’21
  3. Material agreement8-K · Dec ’22Dec ’22
  4. Leadership change8-K · Sep ’26Sep ’26

Summary

Summary of the 8-K filed March 21, 2025. Cited figures are marked; the original filing is the authoritative source.

Diamondback Energy, Inc. (FANG) has filed an 8-K report detailing a new $1.5 billiona unsecured Term Loan Credit Agreement.

This facility is specifically designed to fund a portion of the cash consideration and associated costs for Diamondback's pending acquisition of subsidiaries from Double Eagle IV Midco, LLC. The term loan will be available on a single borrowing basis on the Closing Date and matures two years thereafter, bearing interest at rates tied to the alternate base rate or adjusted Term SOFR, plus an applicable margin based on the company's credit ratings. The agreement includes customary covenants and events of default.

In addition, Diamondback Energy entered into a fifteenth amendment to its existing Revolving Credit Agreement. This amendment aligns the representations and warranties required for future revolving borrowings with those of the new Term Loan Agreement, ensuring consistency in financial reporting and operational requirements.

The core terms, including interest rates, of the Revolving Credit Agreement remain unchanged. These financings are crucial for facilitating Diamondback's strategic acquisition, underscoring the company's proactive approach to managing its capital structure to support growth initiatives.

Key Highlights

  1. Execution of a $1.5 billion unsecured Term Loan Credit Agreement to finance the pending acquisition of DE Permian, LLC, DE IV Combo, LLC, and DE IV Operating, LLC.
  2. The Term Loan Agreement will be used to fund a portion of the cash consideration and related expenses for the Double Eagle IV Midco, LLC acquisition.
  3. The term loan will be funded in a single borrowing on the Closing Date and matures two years from the Closing Date.
  4. Borrowings under the Term Loan Agreement will bear interest at fluctuating rates (alternate base rate or adjusted Term SOFR) plus an applicable margin based on Diamondback's credit ratings.
  5. The Term Loan Agreement contains customary covenants, representations and warranties, and events of default, including provisions related to change of control.
  6. Fifteenth amendment to the Revolving Credit Agreement executed to align representations and warranties with the new Term Loan Agreement.
  7. Interest rates and other terms of the Revolving Credit Agreement remain unchanged after the amendment.

Frequently Asked Questions

  1. What is the purpose of the new Term Loan Credit Agreement?

    The $1.5 billion unsecured Term Loan Credit Agreement is intended to provide funding for a portion of the cash consideration and associated fees and expenses related to Diamondback Energy's pending acquisition of three subsidiaries from Double Eagle IV Midco, LLC.

  2. What are the key terms of the Term Loan Agreement?

    The term loan will be borrowed in a single installment on the Closing Date and matures two years from the Closing Date. Interest rates are variable, based on either the alternate base rate or adjusted Term SOFR, plus an applicable margin determined by Diamondback's senior unsecured long-term debt credit ratings. The loan is unsecured and carries customary covenants and events of default.

  3. How does the amendment to the Revolving Credit Agreement affect Diamondback?

    The fifteenth amendment to the Revolving Credit Agreement primarily ensures consistency by aligning the representations and warranties required for future revolving borrowings with those of the new Term Loan Agreement. The existing terms, including interest rates, of the Revolving Credit Agreement remain unchanged.

  4. When will the funds from the Term Loan Agreement be disbursed?

    The availability of the loans under the Term Loan Agreement is subject to the satisfaction or waiver of certain customary closing conditions. The funds will be borrowed in a single installment on the 'Closing Date', which is the date these conditions are met.