SUBSEQUENT EVENTS

12 Months Ended

Dec. 31, 2024

Subsequent Events [Abstract]

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS

Fourth Quarter 2024 Dividend Declaration

On February 21, 2025, the board of directors of the Company approved an increase in the Company’s annual base dividend to $4.00 per share of common stock and declared a cash base dividend for the fourth quarter of 2024 of $1.00 per share of common stock, payable on March 13, 2025 to its stockholders of record at the close of business on March 6, 2025. Future base and variable dividends are at the discretion of the board of directors of the Company.

Pending Double Eagle Acquisition

On February 14, 2025, the Company entered into a definitive securities purchase agreement with Double Eagle IV Midco, LCC (“Double Eagle”), to acquire all of the issued and outstanding interests of DE Permian, LLC, DE IV Combo, LLC, and DE IV Operating, LLC, each of which are wholly owned subsidiaries of Double Eagle (the “Double Eagle Acquisition”) for consideration of $3.0 billion in cash and approximately 6.9 million shares of the Company’s common stock, subject to customary adjustments. The pending Double Eagle Acquisition consists of approximately 67,700 gross (40,000 net) acres, which are primarily located in the Midland Basin, and approximately 407 gross (342 net) horizontal locations in primary development targets. The Company intends to fund the cash portion of the pending Double Eagle Acquisition through a combination of cash on hand, borrowings under the Company’s credit facility or proceeds from term loans and senior notes offerings. The pending Double Eagle Acquisition is expected to close in the second quarter of 2025, subject to the satisfaction of customary closing conditions and regulatory approval.

Viper 2025 Equity Offering

On February 3, 2025, Viper completed an underwritten public offering of approximately 28.34 million shares of Viper’s Class A common stock, which included 3.70 million shares issued pursuant to an option to purchase additional shares of Viper’s Class A common stock granted to the underwriters, at a price to the public of $44.50 per share for total net proceeds of approximately $1.2 billion, after the underwriters’ discount and transaction costs (the “Viper 2025 Equity Offering”). The net proceeds will be used to fund a portion of the cash consideration for the pending 2025 Drop Down (defined below), if it closes.

Pending 2025 Drop Down Transaction

On January 30, 2025, Endeavor Energy Resources, LP (“EER LP”) and 1979 Royalties, LP and 1979 Royalties GP, LLC (collectively, the “Endeavor Subsidiaries”), each of which is a subsidiary of the Company, entered into a definitive equity purchase agreement with Viper and Viper LLC to divest the Endeavor Subsidiaries from EER LP to Viper in exchange for consideration consisting of (i) $1.0 billion in cash and (ii) the issuance of 69.63 million Viper LLC units and an equivalent number of shares of Viper’s Class B common stock (collectively, the “Equity Issuance”), in each case subject to customary closing adjustments, including, among other things, for net title benefits (such transaction, the “2025 Drop Down”). The pending 2025 Drop Down is expected to close in the second quarter of 2025, subject to (i) the approval of the pending 2025 Drop Down by Viper’s stockholders at the special meeting of Viper’s stockholders during the second quarter of 2025, excluding the shares beneficially owned by the Company and its subsidiaries, (ii) regulatory clearance under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, and (iii) the satisfaction or waiver of certain customary closing conditions. Additionally, the Equity Issuance is subject to the approval by a majority of the total votes cast at the special meeting on such proposal, as required by the rules of the Nasdaq Stock Market LLC. Viper expects to fund the cash consideration for the pending 2025 Drop Down with the net proceeds from the Viper 2025 Equity Offering. The pending 2025 Drop Down will be accounted for as a transaction between entities under common control.

EER LP can exchange some or all of the Viper LLC units received together with one share of Viper’s Class B common stock for an equal number of shares of Viper’s Class A common stock. The mineral and royalty interests owned by Endeavor Subsidiaries being divested in the pending 2025 Drop Down represent approximately 22,847 net royalty acres in the Permian Basin, 69% of which are operated by the Company, and have an average net royalty interest of approximately 2.8% and current oil production of approximately 17,097 BO/d (the “Endeavor Mineral and Royalty Interests”). The Endeavor Mineral and Royalty Interests include interests in horizontal wells comprised of 6,055 gross proved developed production wells (of which approximately 29% are operated by the Company), 116 gross completed wells and 394 gross drilled but uncompleted wells, all of which are principally concentrated in the Midland Basin, with the balance located primarily in the Delaware and Williston Basins.