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FANG > SEC Filings for FANG > Form 8-K on 13-Nov-2013All Recent SEC Filings

Show all filings for DIAMONDBACK ENERGY, INC.



Entry into a Material Definitive Agreement, Regulation FD Disclosure, Fi

Item 1.01. Entry into a Material Definitive Agreement.

On November 6, 2013, Diamondback Energy, Inc. ("Diamondback Energy") entered into an Underwriting Agreement (the "Underwriting Agreement") with Gulfport Energy Corporation, as the selling stockholder ("Gulfport"), and Credit Suisse Securities (USA) LLC, as representative of the several underwriters named therein (the "Underwriters"). The Underwriting Agreement relates to a public offering by Gulfport of 2,000,000 shares of Diamondback Energy's common stock at a public offering price of $53.46 per share (less the underwriting discount) (the "Firm Shares Offering"). The Firm Shares Offering closed on November 13, 2013. Pursuant to the Underwriting Agreement, Gulfport granted the Underwriters a 30-day option to purchase up to 300,000 additional shares of Diamondback Energy's common stock at the public offering price (less the underwriting discount) (the "Optional Shares Offering" and, together with the Firm Shares Offering, the "Offering"), which option was exercised by the underwriters in full on November 13, 2013, with the anticipated closing date of November 18, 2013. Diamondback Energy will not receive any proceeds from the sale of shares in the Offering. The Underwriting Agreement contains customary representations, warranties and agreements of Diamondback Energy and Gulfport and other customary obligations of the parties and termination provisions. The Underwriting Agreement also provides for the indemnification by Diamondback Energy of the Underwriters against certain liabilities, including liabilities under the Securities Act of 1933, as amended (the "Securities Act").

The Offering was made pursuant to Diamondback Energy's effective automatic shelf registration statement on Form S-3 (File No. 333-192099), filed with the Securities and Exchange Commission (the "SEC") on November 5, 2013, and a prospectus, which consists of a base prospectus, filed with the SEC on November 5, 2013, a preliminary prospectus supplement, filed with the SEC on November 5, 2013, and a final prospectus supplement, filed with the SEC on November 8, 2013.

Certain of the Underwriters and their respective affiliates have from time to time performed, and may in the future perform, various financial advisory, commercial banking and investment banking services for Diamondback Energy and its affiliates in the ordinary course of business for which they have received and would receive customary compensation.

The preceding summary of the Underwriting Agreement is qualified in its entirety by reference to the full text of such agreement, a copy of which is attached as Exhibit 1.1 hereto and incorporated herein by reference.

Item 7.01. Regulation FD Disclosure.

On November 6, 2013, Diamondback Energy issued a press release announcing the pricing of the Offering. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Number   Exhibit
 1.1     Underwriting Agreement, dated November 6, 2013, by and among Diamondback
         Energy, Inc., Gulfport Energy Corporation, as the selling stockholder,
         and Credit Suisse Securities (USA) LLC, as representative of the several

 99.1    Press release dated November 6, 2013 entitled "Diamondback Energy
         Announces Pricing of Secondary Common Stock Offering."

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