Diamondback Energy, Inc. (Diamondback) and QEP Resources (QEP) have announced that they have entered into a definitive agreement under which Diamondback will acquire QEP in an all-stock transaction valued at approximately US$2.2 billion, including QEP’s net debt of US$1.6 billion as of September 30, 2020. The consideration will consist of 0.05 shares of Diamondback common stock for each share of QEP common stock, representing an implied value to each QEP stockholder of US$2.29 per share based on the closing price of Diamondback common stock on December 18, 2020. The transaction was unanimously approved by the Board of Directors of each company.
Latham & Watkins LLP represents QEP Resources in the transaction with a corporate deal team led by Houston partner John Greer, with Houston associates Kevin Richardson, Denny Lee, Erin Lee, Jacob Weiner and Daisy Clifton-Lee. Advice was also provided on tax matters by Houston partners Tim Fenn and Bryant Lee, with Houston associate Mike Rowe; on benefits and compensation matters by Washington, D.C. partner Adam Kestenbaum, with Washington, D.C. associate Kirk Porter; on environmental matters by Los Angeles counsel Joshua Marnitz; on debt-related matters by Houston partners David Miller and Trevor Lavelle; and on antitrust matters by Washington, D.C. partner Jason Cruise and Washington, D.C. counsel Peter Todaro.