Diamondback Energy Launches Tender Offer for Any and All of its 7.625% Senior Notes Due 2021
21 October 2016 - 11:49PM
Diamondback Energy, Inc. (NASDAQ:FANG) (“Diamondback” or “the
Company”) today announced that it has commenced a cash tender offer
to purchase any and all of its 7.625% Senior Notes due 2021. As of
October 20, 2016, Diamondback had $450 million aggregate principal
amount of the notes outstanding. The tender offer is being made
pursuant to an offer to purchase and a related letter of
transmittal, each dated as of October 21, 2016, and a notice of
guaranteed delivery. The tender offer will expire at 5:00 p.m., New
York City time, on October 27, 2016, unless extended
(the “Expiration Time”). Tendered notes may be withdrawn at
any time before the Expiration Time unless extended.
Holders of notes that are validly tendered and accepted at or
prior to the Expiration Time, or who deliver to the depositary and
information agent a properly completed and duly executed Notice of
Guaranteed Delivery and subsequently deliver such notes, each in
accordance with the instructions described in the Offer to
Purchase, will receive total cash consideration of $1,059.69 per
$1,000 principal amount of notes, plus any accrued and unpaid
interest up to, but not including, the settlement date, which is
expected to occur on October 28, 2016.
The tender offer is contingent upon, among other things,
Diamondback’s successful completion of a proposed debt financing
transaction, the proceeds of which will be sufficient to fund the
purchase of all outstanding notes and to pay all fees and expenses
associated with such financing and the tender offer. The tender
offer is not conditioned on any minimum amount of notes being
tendered. Diamondback may amend, extend or terminate the tender
offer in its sole discretion. The Company currently intends to
redeem any and all notes that are not validly tendered and
purchased by the Company in the tender offer and that remain
outstanding.
The tender offer is being made pursuant to the terms and
conditions contained in the Offer to Purchase, related Letter of
Transmittal and Notice of Guaranteed Delivery, copies of which may
be obtained from D.F. King & Co., Inc., the information agent
for the offer, by telephone at (800) 864-1460 (toll-free) or for
banks and brokers, at (212) 269-5550 (Banks and Brokers only), at
the following web address: www.dfking.com/fang.
Persons with questions regarding the tender offer should contact
the following dealer manager: J.P. Morgan Securities LLC, by
telephone at (866) 834-4666 (U.S. toll-free) or (212) 834-4811
(call collect).
This announcement is neither an offer to sell nor a solicitation
of an offer to buy any of these securities and shall not constitute
an offer, solicitation or sale in any jurisdiction in which such
offer, solicitation or sale is unlawful.
About Diamondback Energy, Inc.
Diamondback is an independent oil and natural gas company
headquartered in Midland, Texas focused on the acquisition,
development, exploration and exploitation of unconventional,
onshore oil and natural gas reserves in the Permian Basin in West
Texas. Diamondback’s activities are primarily focused on the
horizontal exploitation of multiple intervals within the Wolfcamp,
Spraberry, Bone Spring, Clearfork and Cline formations.
Forward Looking Statements
Certain statements included in this press release are intended
as “forward-looking statements.” These statements include
assumptions, expectations, predictions, intentions or beliefs about
future events, particularly the consummation of the proposed
transactions described above. Diamondback cautions that actual
future results may vary materially from those expressed or implied
in any forward-looking statements. Specifically, Diamondback cannot
assure you that the proposed transactions (including the proposed
debt financing) described above will be consummated on the terms
Diamondback currently contemplates, if at all. Information
concerning these and other factors can be found in Diamondback’s
filings with the SEC, including its Forms 10-K, 10-Q and 8-K, which
can be obtained free of charge on the SEC’s web site at
http://www.sec.gov.
Any forward-looking statements made in this press release speak
only as of the date of this release and, except as required by law,
Diamondback undertakes no obligation to update any forward-looking
statement contained in this press release, even if Diamondback’s
expectations or any related events, conditions or circumstances
change. Diamondback is not responsible for any changes made to this
release by wire or Internet services.
Investor Contact:
Adam Lawlis
+1 432.221.7467
alawlis@diamondbackenergy.com
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