STOCK TITAN

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

(Moderate)
(Neutral)
Tags

Diamondback Energy (NASDAQ: FANG) announced results of tender offers to buy outstanding 4.400% senior notes due 2051 and 4.250% senior notes due 2052.

The company received valid tenders totaling $776,763,000 aggregate principal (excluding $35,919,000 under guaranteed delivery). Consideration is $825.60 per $1,000 for 2051 notes and $802.42 per $1,000 for 2052 notes. Settlement is expected April 13, 2026, with guaranteed deliveries settling April 15, 2026.

Loading...
Loading translation...

Positive

  • Accepted tenders totaling $776,763,000 aggregate principal amount
  • High participation: 282,858,000 of 2051 notes tendered (~73% of outstanding)
  • Consideration paid: $825.60 per $1,000 for 2051 and $802.42 per $1,000 for 2052

Negative

  • Company must fund near-term cash payments on settlement (expected April 13, 2026)
  • Notes repurchased at cash prices below par ($825.60 and $802.42 per $1,000)
  • Guaranteed delivery obligations of $35,919,000 remain subject to timely transfer by April 14, 2026

News Market Reaction – FANG

+0.48%
+0.48% Session close to close

In the Apr 13 session, FANG gained 0.48%, reflecting a mild positive market reaction.

Data tracked by StockTitan Argus on the day of publication.

Market Context

This announcement details the completion mechanics of Diamondback’s cash tender offers for its 4.400...
Analysis

This announcement details the completion mechanics of Diamondback’s cash tender offers for its 4.400% 2051 and 4.250% 2052 senior notes, with $776,763,000 in principal already tendered and additional notes under guaranteed delivery. It follows the Apr 6, 2026 launch disclosure and sits alongside other recent capital-markets actions, including a March secondary offering. Investors may watch upcoming May 4–5, 2026 earnings, debt levels, and future financing steps to gauge the broader balance-sheet trajectory.

Key Figures

Notes tendered: $776,763,000 Guaranteed delivery notes: $35,919,000 2051 notes outstanding: $386,412,000 +5 more
8 metrics
Notes tendered $776,763,000 Aggregate principal amount validly tendered by Expiration Date
Guaranteed delivery notes $35,919,000 Principal amount in Notices of Guaranteed Delivery
2051 notes outstanding $386,412,000 Aggregate principal amount outstanding 4.400% Notes due 2051
2051 notes tendered $282,858,000 Principal amount tendered 4.400% Notes due 2051
2052 notes outstanding $605,258,000 Aggregate principal amount outstanding 4.250% Notes due 2052
2052 notes tendered $493,905,000 Principal amount tendered 4.250% Notes due 2052
Consideration 2051 notes $825.60 Cash paid per $1,000 principal for 2051 Notes
Consideration 2052 notes $802.42 Cash paid 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 cash tender offers for 2051 and 2052 senior notes.
Apr 01 Earnings call scheduled Neutral +1.7% Set dates for Q1 2026 results release and conference call.
Mar 10 Secondary offering priced Negative -1.0% Selling stockholder priced 11,000,000-share secondary offering.
Mar 10 Secondary offering launch Negative -1.0% Launched underwritten secondary offering by existing holder.
Feb 23 Stockholder letter Positive -0.8% Outlined strong 2025 operations, cash generation, and capital returns.

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

Pattern Detected

Recent corporate actions (debt tenders, secondary offerings, shareholder communications) have typically led to modest, generally aligned price moves, with one notable divergence on a positive stockholder letter.

Recent Company History

Over the last few months, Diamondback has focused on capital structure and shareholder communication. On Feb 23, 2026, it reported strong 2025 results and capital returns in a stockholder letter. On Mar 10, 2026, a selling holder launched and priced a secondary offering of 11,000,000 shares. On Apr 1, 2026, the company scheduled its Q1 2026 earnings call. On Apr 6, 2026, it launched cash tender offers for its 2051 and 2052 notes, which this announcement now brings to completion.

Key Terms

tender offers, senior notes, cusip, isin, +4 more
8 terms
tender offers financial
"announced the expiration and results 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
"4.400% Senior Notes due 2051 | CUSIP: 25278XAQ2 ISIN:"
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 | $386,412,000"
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
notice of guaranteed delivery financial
"its accompanying notice of guaranteed delivery (the “Notice of Guaranteed Delivery”)"
A notice of guaranteed delivery is a short, written promise used when investors want to sell shares in a tender offer but cannot deliver the physical or electronic share certificates by the offer deadline. It acts like a post-dated IOU: the seller guarantees they will provide the required documents within a short, specified window while still qualifying for the offer’s price and terms. For investors this preserves their right to participate in a deal while giving extra time to complete paperwork, but it also creates a reliance on timely follow-through to receive payment.
guaranteed delivery procedures financial
"subject to performance of the delivery requirements under the Guaranteed Delivery Procedures"
Guaranteed delivery procedures are a settlement arrangement that lets a buyer or seller complete a trade even when the actual shares or cash cannot be delivered immediately, by promising to provide them within a short, specified window. For investors this works like reserving and paying for an item that will be shipped later: it reduces the risk of a failed trade and allows participation in offerings or market trades despite paperwork or transfer delays, but it also means you should watch the final settlement date and counterparty obligations.
accrued interest financial
"will receive a cash payment representing the accrued and unpaid interest"
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.
settlement date financial
"on the Settlement Date, which is expected to be today, April 13, 2026"
The settlement date is the day when a securities trade is finalized: the buyer’s cash is delivered and the seller’s shares or bonds are transferred into the buyer’s account. Think of it like the closing day of a purchase, when ownership and payment officially change hands; until then the trade exists as an agreement but not as completed property transfer. Investors care because payment timing affects cash availability, record of ownership, dividends, and legal rights tied to the asset.
View in glossary

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

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google
Add on Google

MIDLAND, Texas, April 13, 2026 (GLOBE NEWSWIRE) -- Diamondback Energy, Inc. (NASDAQ: FANG) (the “Company” or “Diamondback”) today announced the expiration and results of its tender offers to purchase for cash 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 tender offers (the “Offers”) were made under 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”). Capitalized terms used but not defined in this press release have the meanings given to them in the Offer to Purchase. The Offers expired at 5:00 p.m., New York City time, on April 10, 2026 (the “Expiration Date”).

According to information provided by D.F. King & Co., Inc., the Tender and Information Agent for the Offers, $776,763,000.00 aggregate principal amount of Notes were validly tendered by the Expiration Date and not validly withdrawn. This amount excludes $35,919,000.00 aggregate principal amount of Notes reflected in Notices of Guaranteed Delivery under the guaranteed delivery procedures specified in the Offer to Purchase (the “Guaranteed Delivery Procedures”) that were submitted by the Expiration Date, all of which remain subject to performance of the delivery requirements under the Guaranteed Delivery Procedures.

The table below includes information about the aggregate principal amount of Notes referred to above broken out between 2051 Notes and 2052 Notes.

Title of 
Security
CUSIP / ISIN(1)Aggregate Principal Amount OutstandingAggregate Principal Amount Tendered(2)Principal Amount Reflected in Notices of Guaranteed Delivery(3)
4.400% Senior Notes due 2051CUSIP: 25278XAQ2
ISIN: US25278XAQ25
$386,412,000$282,858,000.00$28,103,000.00
4.250% Senior Notes due 2052CUSIP: 25278XAT6
ISIN: US25278XAT63
$605,258,000$493,905,000.00$7,816,000.00

(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) These amounts exclude the principal amounts of Notes for which holders of Notes (“Holders”) have delivered Notices of Guaranteed Delivery that remain subject to compliance with the Guaranteed Delivery Procedures.

(3) To be accepted for purchase as of the time of this news release. Notes reflected in Notices of Guaranteed Delivery must be transferred to the Tender Agent’s account at Depository Trust Company by 5:00 p.m., New York City time, on April 14, 2026.

The consideration (the “Consideration”) for each $1,000 principal amount of Notes accepted for purchase in the Offer is $825.60 for the 2051 Notes and $802.42 for 2052 Notes. In addition to the Consideration, Holders whose Notes are accepted for purchase will receive a cash payment representing the accrued and unpaid interest (such interest as described below, the “Accrued Interest”) on such Notes from the last interest payment date up to, but not including, the Settlement Date (as defined below). Interest will cease to accrue on the Settlement Date for all Notes accepted for purchase, including those tendered pursuant to the Guaranteed Delivery Procedures.

Excluding Notes reflected in Notices of Guaranteed Delivery, the Company intends to accept for purchase the principal amount of all Notes specified in the table above and pay the applicable Consideration and Accrued Interest for such Notes on the Settlement Date, which is expected to be today, April 13, 2026, unless extended (the date on which such payment occurs is the “Settlement Date”). The Company expects to accept for purchase and pay the applicable Consideration and Accrued Interest for the principal amount of all Notes tendered in compliance with the Guaranteed Delivery Procedures on April 15, 2026, unless extended.

The description of the Offers in this press release is only a summary and is qualified in its entirety by reference to 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.

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 has been or will be made in any jurisdiction in which such an offer, solicitation or sale would be unlawful. The Offers were only made pursuant to the Offer to Purchase. Holders of the Notes are urged to carefully read the Offer to Purchase before making any decision with respect to the Offers.

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

How much of Diamondback's 4.400% notes due 2051 were tendered in the April 2026 offer (FANG)?

About $282,858,000 of 2051 notes were validly tendered, roughly 73% of the $386,412,000 outstanding. According to the company, this excludes $28,103,000 reflected in guaranteed delivery notices that remain subject to transfer requirements.

What consideration will Diamondback (FANG) pay for each $1,000 of 2052 notes accepted?

Diamondback will pay $802.42 per $1,000 principal for 2052 notes accepted for purchase. According to the company, accepted holders will also receive accrued and unpaid interest up to, but not including, the settlement date.

When will Diamondback (FANG) settle payments for the tendered 2051 and 2052 notes?

Settlement is expected on April 13, 2026 for notes tendered by the expiration date. According to the company, notes tendered under guaranteed delivery procedures are expected to be accepted and paid on April 15, 2026, unless extended.

How much aggregate principal was validly tendered across both series in Diamondback's April 2026 offers?

Holders validly tendered $776,763,000 aggregate principal amount of notes by the expiration date. According to the company, this total excludes $35,919,000 of principal reflected in notices of guaranteed delivery.

Who are the dealer managers and tender agent for Diamondback's (FANG) April 2026 tender offers?

The dealer managers are TD Securities, BofA Securities, Citigroup, and Wells Fargo Securities; D.F. King & Co. is the tender and information agent. According to the company, contact details were provided for holders and brokers seeking assistance.