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Diamondback Energy, Inc. Announces Pricing of Tender Offers for Any and All of its Outstanding 4.400% Senior Notes due 2051 and 4.250% Senior Notes due 2052

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Diamondback Energy (NASDAQ: FANG) priced tender offers to purchase any and all of its outstanding 4.400% Senior Notes due 2051 and 4.250% Senior Notes due 2052 on April 10, 2026. The Consideration per $1,000 is $825.60 (2051) and $802.42 (2052) using a settlement date of April 13, 2026.

Aggregate outstanding amounts are $386,412,000 (2051) and $605,258,000 (2052); Reference Yield is 4.921% with an 80 bps fixed spread. Offers expire April 10, 2026; guaranteed delivery deadlines and payment timings extend into April 14–15, 2026.

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Positive

  • 2051 notes tendered up to $386,412,000 principal
  • 2052 notes tendered up to $605,258,000 principal
  • Certainty of price with Consideration fixed per $1,000 principal

Negative

  • Company to pay Consideration plus Accrued Interest on April 13, 2026
  • Offers could require near-term cash outflow equal to accepted tenders

News Market Reaction – FANG

+1.02%
+1.02% Session close to close

In the Apr 10 session, FANG gained 1.02%, reflecting a mild positive market reaction.

Data tracked by StockTitan Argus on the day of publication.

Market Context

This announcement finalizes pricing for Diamondback’s cash tender offers targeting its 4.400% 2051 a...
Analysis

This announcement finalizes pricing for Diamondback’s cash tender offers targeting its 4.400% 2051 and 4.250% 2052 senior notes, using a U.S. Treasury-based reference yield of 4.921% plus an 80 bps spread to set consideration of $825.60 and $802.42 per $1,000 principal. It operationalizes the tender framework launched on Apr 6. Investors may monitor how much of the $386,412,000 and $605,258,000 outstanding is retired and how this interacts with upcoming earnings and cash-flow updates.

Key Figures

2051 Notes coupon: 4.400% 2052 Notes coupon: 4.250% 2051 Notes outstanding: $386,412,000 +5 more
8 metrics
2051 Notes coupon 4.400% Coupon on Senior Notes due 2051 targeted by tender
2052 Notes coupon 4.250% Coupon on Senior Notes due 2052 targeted by tender
2051 Notes outstanding $386,412,000 Aggregate principal amount of 4.400% Senior Notes due 2051
2052 Notes outstanding $605,258,000 Aggregate principal amount of 4.250% Senior Notes due 2052
Reference yield 4.921% Yield used to calculate consideration for both note tenders
Fixed spread 80 bps Spread over U.S. Treasury reference security for pricing the tenders
2051 Notes consideration $825.60 Cash consideration per $1,000 principal for 2051 Notes
2052 Notes consideration $802.42 Cash consideration per $1,000 principal for 2052 Notes

Historical Context

5 past events · Latest: Apr 06 (Neutral)
Pattern 5 events
Date Event Sentiment 24h Move Catalyst
Apr 06 Debt tender launch Neutral +0.2% Announced launch of cash tender offers for 2051 and 2052 senior notes.
Apr 01 Earnings schedule Neutral +1.7% Set dates for Q1 2026 results release and conference call.
Mar 10 Secondary offering priced Negative -1.0% Pricing of 11,000,000-share secondary common stock offering by shareholder.
Mar 10 Secondary offering launch Negative -1.0% Launch of 11,000,000-share secondary offering with 30-day over-allotment option.
Feb 23 Stockholder letter Positive -0.8% Reported strong 2025 production, cash flow and capital returns to shareholders.

24h Move is the share-price change in the day after each event; other market factors may also have contributed.

Pattern Detected

Recent news reactions mostly aligned with headline tone, with one divergence on a strong 2025 performance update.

Recent Company History

Over recent months, Diamondback’s news flow featured balance sheet and capital-market actions plus operational strength. On Feb 23, it highlighted robust 2025 cash generation and buybacks yet shares fell modestly. In March, a large secondary stock offering by an existing holder on Mar 10 coincided with a roughly 0.97% drop. On Apr 1, scheduling the Q1 2026 earnings call saw a 1.71% gain. The Apr 6 launch of the same bond tenders being priced today produced a small positive move, suggesting investors had already digested the transaction framework.

Key Terms

tender offers, senior notes, CUSIP, ISIN, +4 more
8 terms
tender offers financial
"announced the pricing of its tender offers to purchase for cash"
A tender offer is a proposal by one company or individual to buy shares from existing owners of a company at a specified price within a certain time frame. It matters to investors because it can lead to changes in company ownership or control, potentially affecting the value of their investments. Essentially, it’s a way for someone to try to purchase a large portion of a company’s stock directly from shareholders.
senior notes financial
"any and all of its outstanding 4.400% Senior Notes due 2051"
Senior notes are a type of loan that a company borrows from investors, promising to pay it back with interest. They are called "senior" because in case the company faces financial trouble, these lenders are paid back before others. This makes senior notes safer for investors compared to other types of loans or bonds.
CUSIP financial
"CUSIP: 25278XAQ2 ISIN: US25278XAQ25"
A CUSIP is a nine-character alphanumeric code that uniquely identifies a U.S. or Canadian financial security—such as a stock, bond, or fund share—like a Social Security number for an investment. It matters to investors because brokers, exchanges and record-keepers use the CUSIP to match trades, track ownership, settle transactions and pull accurate records, reducing errors and ensuring money and securities go to the right place.
View in glossary
ISIN financial
"CUSIP: 25278XAQ2 ISIN: US25278XAQ25"
A 12-character International Securities Identification Number (ISIN) is a unique code that acts like a passport for a specific stock, bond or other tradable security so it can be identified worldwide. Investors and systems use it to ensure they are buying, selling and tracking the exact same instrument across exchanges and data feeds, which prevents costly mix-ups and makes portfolio reporting, settlement and regulatory checks simpler and more reliable.
View in glossary
U.S. Treasury Reference Security financial
"U.S. Treasury Reference Security | Reference Yield"
A U.S. Treasury reference security is a specific U.S. government bond or note chosen as the benchmark that other Treasury instruments use to set yields, prices, or interest payments. Think of it as the labeled item on a store shelf that other similar products are compared to; investors use it as a common yardstick to judge value, gauge interest-rate expectations, and price trades, so changes in that reference can move returns and market behavior.
Bloomberg Reference Page financial
"Bloomberg Reference Page | Fixed Spread"
A Bloomberg Reference Page is a single, centralized online summary that gathers key financial data, recent news, analyst ratings and basic company facts for a specific stock or security. Investors use it like a dashboard or one-page fact sheet to quickly gauge a company’s health, recent developments and market sentiment, helping them decide whether to research further, buy, hold or sell.
fixed spread financial
"Reference Yield | Bloomberg Reference Page | Fixed Spread | Consideration"
A fixed spread is a set difference between the buying and selling prices of a financial instrument that remains constant regardless of market conditions. For investors, this means the cost to trade stays predictable, making it easier to understand potential expenses and plan accordingly—similar to a fixed fee in a service that doesn’t change, no matter how busy or slow the market becomes.
Accrued Interest financial
"The Consideration does not include Accrued Interest (as defined below)"
Accrued interest is the amount of interest that has built up on a loan, bond, or similar investment since the last payment date but has not yet been paid. For investors this matters because when you buy or sell a fixed‑income security between payment dates you compensate the other party for that earned interest—think of it like buying a house mid‑month and reimbursing the seller for days of heating already used—so it affects the actual cash you pay, the yield you receive, and short‑term returns.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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MIDLAND, Texas, April 10, 2026 (GLOBE NEWSWIRE) -- Diamondback Energy, Inc. (NASDAQ: FANG) (the “Company” or “Diamondback”) today announced the pricing of its tender offers to purchase for cash (the “Offers”) any and all of its outstanding 4.400% Senior Notes due 2051 (the “2051 Notes”) and 4.250% Senior Notes due 2052 (the “2052 Notes” and, together with the 2051 Notes, the “Notes”). The table below shows the applicable Reference Yield and Consideration (as defined below) for the Notes, calculated as of 2:00 p.m., New York City time, today, April 10, 2026, in accordance with the Offer to Purchase, dated April 6, 2026 (as may be amended or supplemented from time to time, the “Offer to Purchase”), and its accompanying notice of guaranteed delivery (the “Notice of Guaranteed Delivery”).

Title of 
Security
CUSIP / ISIN(1)Aggregate Principal Amount OutstandingU.S. Treasury Reference SecurityReference YieldBloomberg
Reference Page
Fixed
Spread
Consideration(2)
4.400% Senior Notes due 2051CUSIP: 25278XAQ2
ISIN: US25278XAQ25
$386,412,0004.625% UST due November 15, 20554.921%FIT180 bps$825.60
4.250% Senior Notes due 2052CUSIP: 25278XAT6
ISIN: US25278XAT63
$605,258,0004.625% UST due November 15, 20554.921%FIT180 bps$802.42

_____________________________

(1) No representation is made as to the correctness or accuracy of the CUSIP numbers and ISINs listed herein. Such information is provided solely for the convenience of the Holders (as defined below) of the Notes.
   
(2) This is the applicable consideration (the “Consideration”) that will be payable per $1,000 principal amount of Notes accepted for purchase, including through the Guaranteed Delivery Procedures (as defined below). The calculation of the Consideration uses a Settlement Date (as defined below) of April 13, 2026 and the applicable maturity date. The Consideration does not include Accrued Interest (as defined below), which will be paid on Notes accepted for purchase.
   

The Offers are being made solely pursuant to the terms and conditions set forth in the Offer to Purchase. Holders of Notes (“Holders”) are urged to carefully read the Offer to Purchase before making any decision with respect to the Offers. The Offers are not conditioned on any minimum amount of Notes being tendered. The Company may amend, extend or terminate either or both of the Offers in its sole discretion, subject to applicable law.

The Offers will expire at 5:00 p.m., New York City time, today, April 10, 2026, unless extended or terminated by the Company (such time and date, as the same may be extended by the Company in its sole discretion, subject to applicable law, the “Expiration Date”). Tendered Notes may be withdrawn at or prior to the Expiration Date by following the procedures in the Offer to Purchase, but may not thereafter be validly withdrawn, unless otherwise required by applicable law.

Holders of the Notes must validly tender and not validly withdraw their Notes, or submit the Notice of Guaranteed Delivery substantially in the form attached to the Offer to Purchase and comply with the related procedures specified in the Offer to Purchase (the “Guaranteed Delivery Procedures”), prior to the Expiration Date to be eligible to receive the Consideration. Accrued and unpaid interest (such interest as described below, the “Accrued Interest”) will be paid on all Notes validly tendered and accepted for purchase pursuant to the Offers, including Notes accepted pursuant to the Guaranteed Delivery Procedures, from the last interest payment date up to, but not including, the Settlement Date. The Company expects to pay the Consideration plus Accrued Interest for all Notes validly tendered and accepted for purchase (other than Notes tendered pursuant to the Guaranteed Delivery Procedures) on April 13, 2026 unless extended. The date on which payment of the Consideration and Accrued Interest occurs is referred to as the “Settlement Date”.

For Holders who deliver a Notice of Guaranteed Delivery and all other required documentation at or prior to the Expiration Date, upon the terms and subject to the conditions set forth in the Offer to Purchase, the deadline to validly tender their Notes using the Guaranteed Delivery Procedures will be the second business day after the Expiration Date and is expected to be 5:00 p.m., New York City time, on April 14, 2026. The Company expects to pay the Consideration plus Accrued Interest for all Notes validly tendered and accepted for purchase pursuant to the Guaranteed Delivery Procedures on or about April 15, 2026, the third business day after the Expiration Date.

The description of the Offers above is only a summary and is qualified in its entirety by the Offer to Purchase.

TD Securities, BofA Securities, Citigroup, and Wells Fargo Securities are the dealer managers for the Offers. Investors with questions regarding the Offers may contact the dealer managers at the following telephone numbers: (i) TD Securities at (866) 584-2096 (toll-free) or (212) 827-2842 (collect), (ii) BofA Securities at (888) 292-0070 (toll-free) or (980) 388-0539 (collect), (iii) Citigroup at (800) 558-3745 (toll-free) or +1 (212) 723-6106 (collect) and (iv) Wells Fargo Securities at (866) 309-6316 (toll-free) or (704) 410-4235 (collect). D.F. King & Co., Inc. is the tender and information agent for the Offers and can be contacted at (888) 541-9895 (toll-free) (bankers and brokers can call collect at (646) 677-2522) or by email at diamondback@dfking.com.

None of the Company or its affiliates, their respective boards of directors, the dealer managers, the tender and information agent, and the trustee with respect to any Notes is making any recommendation as to whether Holders should tender any Notes in response to the Offers, and neither the Company nor any such other person has authorized any person to make any such recommendation. Holders must make their own decision as to whether to tender any of their Notes, and, if so, the principal amount of Notes to tender.

Holders are urged to evaluate carefully all information in this press release, including the documents referred to herein, consult their own investment and tax advisors and make their own decisions whether to tender some or all of their Notes. If a Holder holds Notes through a custodian bank, broker, dealer, commercial bank, trust company or other nominee, it should contact such custodian or nominee if it wishes to tender its Notes.

The Offer to Purchase and Notice of Guaranteed Delivery may be obtained from D.F. King & Co., Inc., free of charge, by calling (888) 541-9895 (toll-free) (bankers and brokers can call collect at (646) 677-2522) or by email at diamondback@dfking.com. Additionally, copies of the Offer to Purchase and Notice of Guaranteed Delivery are available at the following webpage: https://www.dfking.com/fang/.

This press release is for informational purposes only and does not constitute an offer to sell, or a solicitation of an offer to buy, any security. No offer, solicitation or sale will be made in any jurisdiction in which such an offer, solicitation or sale would be unlawful. The Offers are only being made pursuant to the Offer to Purchase.

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 primarily in the Permian Basin in West Texas.

Cautionary Note Regarding Forward-Looking Statements

This news release contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, which involve risks, uncertainties, and assumptions. All statements, other than statements of historical fact, including statements regarding the completion of the Offers, Diamondback’s future performance; business strategy; future operations (including drilling plans and capital plans); estimates and projections of revenues, losses, costs, expenses, returns, cash flow, and financial position; reserve estimates and its ability to replace or increase reserves; anticipated benefits of strategic transactions (including acquisitions and divestitures); and plans and objectives of management (including plans for future cash flow from operations and for executing environmental strategies) are forward-looking statements. When used in this news release or otherwise by Diamondback, the words “aim,” “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “forecast,” “future,” “guidance,” “intend,” “may,” “model,” “outlook,” “plan,” “positioned,” “potential,” “predict,” “project,” “seek,” “should,” “target,” “will,” “would,” and similar expressions (including the negative of such terms) as they relate to Diamondback are intended to identify forward-looking statements, although not all forward-looking statements contain such identifying words. Although Diamondback believes that the expectations and assumptions reflected in its forward-looking statements are reasonable as and when made, they involve risks and uncertainties that are difficult to predict and, in many cases, beyond Diamondback’s control. Accordingly, forward-looking statements are not guarantees of future performance and Diamondback’s actual outcomes could differ materially from what Diamondback has expressed in its forward-looking statements. Information concerning these risks and uncertainties and other factors can be found in the Offer to Purchase and in Diamondback’s filings with the U.S. Securities and Exchange Commission (“SEC”), including its reports on Forms 10-K, 10-Q and 8-K, each of which can be obtained free of charge on the SEC’s web site at http://www.sec.gov. Diamondback undertakes no obligation to update or revise any forward-looking statement unless required by applicable law.

Company Contact:

Adam Lawlis
+1 432.221.7467
alawlis@diamondbackenergy.com


FAQ

What Consideration did Diamondback (FANG) set for the 4.400% notes due 2051 on April 10, 2026?

The Consideration is $825.60 per $1,000 principal. According to the company, this calculation used an April 13, 2026 settlement date and includes the specified Reference Yield and fixed spread.

What Consideration did Diamondback (FANG) set for the 4.250% notes due 2052 on April 10, 2026?

The Consideration is $802.42 per $1,000 principal. According to the company, this value was calculated as of 2:00 p.m. New York time on April 10, 2026, using the stated Treasury reference.

When do Diamondback (FANG) tender offers for the 2051 and 2052 notes expire and when is payment expected?

The Offers expire at 5:00 p.m. ET on April 10, 2026. According to the company, payment is expected April 13, 2026, with guaranteed-delivery tenders paid on or about April 15, 2026.

How much principal is outstanding for Diamondback's (FANG) 4.400% 2051 and 4.250% 2052 notes?

Aggregate principal outstanding is $386,412,000 for 2051 and $605,258,000 for 2052. According to the company, those amounts represent the maximum principal subject to the Offers.

What yield and spread did Diamondback (FANG) use to price the April 10, 2026 tender offers?

The Reference Yield used was 4.921% with a fixed spread of 80 basis points. According to the company, both Notes used the 4.625% UST due November 15, 2055 as the reference security.