Each one in plain English, with the numbers worked through for a shareholder.
30 Jan 2025capital raising announcement● NeutralMajor
On Jan 30, 2025 Viper agreed to buy Endeavor mineral and royalty subsidiaries (about 22,847 net royalty acres in the Permian, ~17,097 BO/d current oil production) from Endeavor Energy Resources, in a deal involving its parent Diamondback. Price is $1.0 billion cash plus 69,626,640 OpCo units and matching Class B shares, exchangeable into Class A stock. It needs approval of a majority of unaffiliated holders (excluding Diamondback) and of all holders, plus antitrust clearance, with closing expected in Q2 2025; the audit committee of independent directors negotiated and approved it. Viper also agreed to buy about 1,691 net royalty acres in Howard County, Texas from Morita Ranches Minerals for $211 million cash plus 2,400,297 OpCo units and matching Class B shares, expected to close in February 2025. The filing also announced Q4 2024 results and dividends, but the figures are not in the text provided.
On September 11, 2024 Viper agreed to buy Tumbleweed Royalty IV (about 3,727 net royalty acres, mainly Permian) for $461.0 million in cash plus 10,093,670 OpCo units, with an option for the seller to take matching Class B shares, and up to $41.0 million more in January 2026 depending on 2025 oil prices. Closing is expected October 1, 2024, funded by cash, revolver borrowings and possible capital markets deals. It also disclosed a September 3, 2024 purchase of two other Tumbleweed-related royalty companies (about 672 net royalty acres) for $113.4 million and $75.6 million in cash, plus up to $9.0 million of contingent cash; the units issued to the seller can be exchanged into Class A shares and dilute existing holders.
On September 4, 2023 the company agreed to buy mineral and royalty interests (about 7,300 net royalty acres, over 90% Permian by production and value) from affiliates of Warwick Capital Partners and GRP Energy Capital, for an agreed value of $1 billion: $750 million cash plus 9,018,760 new common units. Closing is expected mid-Q4 2023; the cash may come from cash on hand, revolver borrowings, up to $200 million of committed equity from Diamondback (up to 7,215,007 units), and possibly a bond offering. The new units dilute existing holders and the sellers get registration rights.
12 Aug 2021capital raising announcement● NeutralMajor
On August 6, 2021 the company agreed to buy 2,302 net royalty acres, mainly in the Northern Midland Basin and about 65% operated by Diamondback, from Swallowtail entities controlled by Blackstone. It will pay 15.25 million new common units plus $225 million in cash, funded from cash on hand and revolver borrowings. The effective date is August 1, 2021 and closing is expected by early Q4 2021, subject to diligence and conditions including antitrust clearance. The new units dilute existing holders, and the seller gets registration rights. Blackstone owns about 5.9% of Diamondback and sold Diamondback other Northern Midland assets in February 2021.
On September 9, 2019 the company agreed to buy about 1,358 net royalty acres in Glasscock and Martin counties (Midland Basin) from Santa Elena Minerals, LP, an unrelated seller, for $150 million paid entirely in new common units, about 5.2 million at $29.02 per unit. Closing is expected in Q4 2019 with an October 1 effective date; the seller waives Q4 2019 distributions on those units and is locked up for 180 days, so this issues new units (dilution for existing holders) rather than using cash or debt. Production from the assets was about 1,400 BOE/d in Q2 2019.
15 May 2018capital raising announcement● NeutralMajor
On May 9-10, 2018 the company completed its switch from a pass-through to a taxable entity, approved by the board on March 29, 2018. Diamondback swapped its 73,150,000 common units for 73,150,000 Class B units plus the same number of units in the operating company, which are exchangeable back into common units one-for-one. Diamondback exchanged 731,500 of these into common units on May 10 and still controls the company through the general partner. The company also signed a sixth credit agreement amendment letting the operating company pay distributions to other holders and issue nonvoting units. The filing says the steps are not expected to be taxable to the company and describes the structure as expected to give operational and tax benefits.
