Viper Energy Announces Pricing of Secondary Common Stock Offering by Diamondback Energy, Inc. and Certain Affiliates of EnCap Investments, L.P. and Oaktree Capital Management, L.P.
MWN-AI** Summary
On March 2, 2026, Viper Energy, Inc. (NASDAQ: VNOM) announced the pricing of a secondary public offering of 17,391,304 shares of its Class A common stock. The offering is being conducted by Diamondback Energy, Inc. along with affiliates of EnCap Investments, L.P. and Oaktree Capital Management, L.P., collectively referred to as the Selling Stockholders. The gross proceeds from this transaction are projected to be approximately $798 million. It's important to note that Viper will not receive any proceeds from this sale.
The offering is expected to close on March 4, 2026, subject to customary closing conditions, and includes a 30-day option for underwriters to purchase an additional 2,608,696 shares to cover over-allotments. Concurrently, Viper will also acquire 1,000,000 units in its operating company, VNOM Holding Company LLC, at a price equivalent to that received by the Selling Stockholders. Although the secondary offering is not contingent on the completion of this unit purchase, the latter hinges on the successful closure of the former.
J.P. Morgan and Goldman Sachs & Co. LLC are serving as the joint book-running managers for the offering. The company has filed a registration statement and a prospectus with the SEC regarding this offering. Investors are encouraged to review these documents for comprehensive information.
Viper Energy focuses primarily on acquiring mineral and royalty interests in oil and gas properties, mainly in the Permian Basin. As with any forward-looking statement made in their releases, Viper cautions that actual outcomes could differ due to various risks and uncertainties, including commodity price volatility.
MWN-AI** Analysis
Viper Energy, Inc. (NASDAQ: VNOM) recently announced a significant underwritten secondary offering of 17,391,304 shares priced around $798 million, initiated by Diamondback Energy and affiliates of EnCap Investments and Oaktree Capital Management. This substantial capital raise, while not directly benefiting Viper, could have broader implications for both the company's stock performance and investor sentiment.
Initially, one must recognize the potential dilution impact on Viper's existing shareholders due to the secondary offering. Consequently, this could create downward pressure on the stock price in the short term, as the market adjusts to the increased share supply. Investors should closely monitor the price trends and volume in the aftermath of the offering's completion, expected on March 4, 2026.
Moreover, the concurrent purchase agreement—where Viper will acquire 1,000,000 units from Oaktree’s affiliate—demonstrates the company's strategic focus on reinforcing its operational framework in the Permian Basin. This move is likely aimed at strengthening its resource base, which could position Viper favorably for long-term growth as oil prices stabilize or increase.
However, potential investors should be cautious. The accompanying risk factors emphasize market volatility, commodity price fluctuations, and operational risks, which could hinder Viper's projected benefits from this offering. The company acknowledges these uncertainties in their filings, which should be carefully evaluated by investors considering a position.
In conclusion, while Viper Energy’s secondary offering can be seen as a strategic opportunity for future growth, the immediate stock market response could be unfavorable due to dilution. Therefore, it is advisable for investors to adopt a wait-and-see approach, reassessing Viper's market performance post-offering while considering its long-term potential within the robust Permian basin landscape.
**MWN-AI Summary and Analysis is based on asking OpenAI to summarize and analyze this news release.
MIDLAND, Texas, March 02, 2026 (GLOBE NEWSWIRE) -- Viper Energy, Inc. (NASDAQ: VNOM) (“Viper”) announced today the pricing of an underwritten public offering of 17,391,304 shares of its Class A common stock, par value $0.000001 per share (“Class A Common Stock”) (the “Secondary Offering”), by Diamondback Energy, Inc. and certain affiliates of EnCap Investments, L.P. and Oaktree Capital Management, L.P. (the “Selling Stockholders”). The gross proceeds from the sale of the shares by the Selling Stockholders will be approximately $798 million. Viper will not receive any proceeds from the sale of the shares by the Selling Stockholders. The Secondary Offering is expected to close on March 4, 2026, subject to customary closing conditions.
Certain Selling Stockholders have also granted the underwriters a 30-day option to purchase up to an additional 2,608,696 shares of Class A Common Stock, solely to cover over-allotments.
In connection with the Secondary Offering, Viper has agreed to purchase an aggregate of 1,000,000 units in Viper’s operating company, VNOM Holding Company LLC, from certain affiliates of Oaktree Capital Management, L.P., at a price per unit equal to the price per share to be received by Selling Stockholders in the Secondary Offering (the “Concurrent OpCo Unit Purchase”). The Secondary Offering is not conditioned upon the completion of the Concurrent OpCo Unit Purchase, but the Concurrent OpCo Unit Purchase is conditioned upon the completion of the Secondary Offering.
Viper has filed a registration statement (including a prospectus) with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering.
J.P. Morgan and Goldman Sachs & Co. LLC are acting as joint book-running managers for the Secondary Offering. Copies of the prospectus and prospectus supplement for the Secondary Offering, when available, may be obtained from J.P. Morgan, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717 or by email at prospectus-eq_fi@jpmchase.com and postsalemanualrequests@broadridge.com and Goldman Sachs & Co. LLC, 200 West Street, New York, NY 10282, Attention: Prospectus Department, by telephone at (866) 471-2526 or by emailing prospectus_ny@ny.email.gs.com.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such state or jurisdiction.
About Viper Energy, Inc.
Viper is a publicly traded Delaware corporation that owns and acquires mineral and royalty interests in oil and natural gas properties primarily in the Permian Basin.
Cautionary Note Regarding Forward-Looking Statements
The information in this press release includes “forward-looking statements” within the meaning of Section 27A of the Securities Act and Section 21E of the Securities Exchange Act of 1934, as amended. All statements, other than statements of historical fact included in this press release, regarding the completion of the Secondary Offering and the Concurrent OpCo Unit Purchase, Viper’s strategy, future operations, financial position, estimated revenues and losses, projected costs, prospects, plans and objectives of management are forward-looking statements. When used in this press release, the words “could,” “may,” “believe,” “anticipate,” “intend,” “estimate,” “expect,” “project,” “goal,” “plan,” “target” and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain such identifying words. These forward-looking statements are based on management’s current expectations and assumptions about future events and are based on currently available information as to the outcome and timing of future events. Be cautioned that these forward-looking statements are subject to all of the risk and uncertainties, most of which are difficult to predict and many of which are beyond Viper’s control, incident to the development, production, gathering and sale of oil and natural gas. These risks include, but are not limited to, commodity price volatility, inflation, lack of availability of drilling and production equipment and services, risks relating to acquisitions, including its consummation or the realization of the anticipated benefits and synergies therefrom. Actual results could differ materially from those anticipated in these forward-looking statements as a result of certain factors, including, but not limited to, those set forth in Viper’s filings with the SEC, including the prospectus and prospectus supplement relating to the offering, the Registration Statement, its Annual Report on Form 10-K for the fiscal year ended December 31, 2025, under the caption “Risk Factors,” as may be updated from time to time in Viper’s periodic filings with the SEC. Any forward-looking statement in this press release speaks only as of the date of this release. Viper undertakes no obligation to publicly update or review any forward-looking statement, whether as a result of new information, future developments or otherwise, except as may be required by any applicable securities laws.
Investor Contacts:
Adam Lawlis
+1 432.221.7467
alawlis@diamondbackenergy.com
Chip Seale
+1 432.247.6218
cseale@viperenergy.com
Source: Viper Energy, Inc.
FAQ**
How will the pricing of the Secondary Offering by Viper Energy Partners LP VNOM affect the overall stock performance in the coming months, given the sale of 17,391,304 shares?
What implications does the Concurrent OpCo Unit Purchase by Viper Energy Partners LP VNOM have on the company’s financial stability and operational strategy following the Secondary Offering?
With Viper Energy Partners LP VNOM not receiving proceeds from the Secondary Offering, what impact might this have on future capital projects or investments?
How do the market conditions and commodity price volatility referenced in the press release influence the investor outlook for Viper Energy Partners LP VNOM after the Secondary Offering announcement?
**MWN-AI FAQ is based on asking OpenAI questions about Viper Energy Partners LP (NASDAQ: VNOM).
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