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FANG > SEC Filings for FANG > Form 8-K on 21-Jul-2014All 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.

We entered into a definitive purchase agreement dated July 18, 2014 with unrelated third party sellers to acquire additional leasehold interests in Midland, Glasscock, Reagan and Upton Counties, Texas in the Permian Basin, for an aggregate purchase price of approximately $538.0 million, subject to certain adjustments. This transaction includes 16,773 gross (13,136 net) acres with a 78% working interest (approximately 75.1% net revenue interest). During May 2014, based on the information reported by the operator, net production attributable to the acreage we have under contract was approximately 2,173 BOE/d (approximately 64% oil) from 131 gross (94 net) producing vertical wells and net proved reserves as of June 1, 2014, based on our internal estimates, were approximately 5,202 MBOE. We will become the operator of approximately 88% of this acreage following the closing of the acquisition. The acquisition is scheduled to close in early September 2014, however the transaction remains subject to completion of due diligence and satisfaction of other closing conditions. There can be no assurance that we will acquire all or any portion of the acreage subject to the purchase agreement.

The preceding summary of the purchase agreement is qualified in its entirety by reference to the full text of such agreement, a copy of which is attached as Exhibit 2.1 hereto and incorporated herein by reference.

Item 7.01. Regulation FD Disclosure.

On July 21, 2014, we issued a press release announcing the signing of the purchase agreement. 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
2.1#     Purchase and Sale Agreement, dated as of July 18, 2014, by and among Rio
         Oil and Gas, LLC, Rio Oil and Gas (Permian) LLC, Rio Oil and Gas (OPCO),
         LLC, Bluestem Energy, LP, Bluestem Energy Partners, LP, Bluestem Energy
         Holdings, LLC, Bluestem Energy Assets, LLC, Bluestem Acquisitions, LLC,
         BC Operating, Inc., Crown Oil Partners V, LP and Crump Energy Partners
         II, LLC, as sellers, and Diamondback E&P LLC, as buyer.

99.1     Press release dated July 21, 2014 entitled "Diamondback Energy To
         Acquire Additional Acreage In Midland Basin-Increases 2014 Production
         Outlook and Provides Operations Update."

#       The schedules (or similar attachments) referenced in this agreement have

been omitted in accordance with Item 601(b)(2) of Regulation S-K. A copy of any omitted schedule (or similar attachment) will be furnished supplementally to the Securities and Exchange Commission upon request.

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