Latham & Watkins Advises on Diamondback Energy’s Offering of Senior Notes

Diamondback Energy, Inc. (NASDAQ: FANG) (Diamondback), an independent oil and natural gas company, has announced that it has priced an offering of (i) US$850.0 million aggregate principal amount of 5.200% senior notes due 2027 at a price to the public of 99.956%, (ii) US$850.0 million aggregate principal amount of 5.150% senior notes due 2030 at a price to the public of 99.830%, (iii) US$1.3 billion aggregate principal amount of 5.400% senior notes due 2034 at a price to the public of 99.679%, (iv) US$1.5 billion aggregate principal amount of 5.750% senior notes due 2054 (the 2054 Notes) at a price to the public of 99.957%, and (v) US$1.0 billion aggregate principal amount of 5.900% senior notes due 2064 at a price to the public of 99.954%.

Diamondback intends to use the net proceeds from the offering together with cash on hand, and/or borrowings under its subsidiary guarantor’s revolving credit facility and/or term loan facility, for general corporate purposes, including without limitation, paying a portion of the cash consideration for the pending acquisition by Diamondback of 100% of the equity interests in Endeavor Parent, LLC (Endeavor and such transaction, the Endeavor merger), repaying certain debt of Endeavor if the Endeavor merger closes and/or paying related fees, costs, and expenses. If (x) the consummation of the Endeavor merger does not occur on or before the later of (i) the date that is five (5) business days after August 11, 2025 and (ii) the date that is five (5) business days after any later date to which Endeavor and Diamondback may agree to extend the “Outside Date” in the Endeavor merger agreement or (y) Diamondback notifies the trustee that Diamondback will not pursue the consummation of the Endeavor merger, Diamondback will be required to redeem each series of notes (other than the 2054 Notes) at a redemption price equal to 101% of the aggregate principal amount of such series of notes, plus accrued and unpaid interest, if any, to, but excluding the special mandatory redemption date.

Latham & Watkins LLP represents the underwriters in the offering with a corporate deal team led by Austin partners David Miller and Michael Chambers, and Houston partner Monica White, with associates Paul Robe, Connor Adams, Jeff Serfass, and Manu Vadlamudi. Advice was also provided on tax matters by Houston partner Jim Cole, with associate Dylan White; and on environmental matters by Los Angeles/Houston partner Josh Marnitz, with associate Nolan Fargo.