FANG Diamondback Energy Inc

Diamondback Energy, Inc. (NASDAQ: FANG) (“Diamondback” or the “Company”) today announced financial and operating results for the third quarter ended September 30, 2024.

THIRD QUARTER 2024 HIGHLIGHTS

• As previously announced, closed merger with Endeavor Energy Resources, L.P. ("Endeavor") on September 10, 2024
• Average production of 321.1 MBO/d (571.1 MBOE/d)
• Net cash provided by operating activities of $1.2 billion; Operating Cash Flow Before Working Capital Changes (as defined and reconciled below) of $1.4 billion
• Cash capital expenditures of $688 million
• Free Cash Flow (as defined and reconciled below) of $708 million; Adjusted Free Cash Flow (as defined and reconciled below) of $1.0 billion
• Declared Q3 2024 base cash dividend of $0.90 per share payable on November 21, 2024; implies a 2.0% annualized yield based on November 1, 2024 closing share price of $175.81
• Repurchased 2,919,763 shares of common stock in Q3 2024 for $515 million, excluding excise tax (at a weighted average price of $176.40 per share); repurchased 1,029,191 shares of common stock to date in Q4 2024 for $185 million, excluding excise tax (at a weighted average price of $180.13 per share)
• Total Q3 2024 return of capital of $780 million; represents ~78% of Adjusted Free Cash Flow (as defined and reconciled below) from stock repurchases and the declared Q3 2024 base dividend
• As previously announced, Board approved a $2.0 billion increase to share repurchase authorization to $6.0 billion from $4.0 billion previously

TRP ENERGY (“TRP”) TRADE

• On November 3rd, Diamondback and TRP entered into a definitive agreement under which Diamondback will trade certain Delaware Basin assets and pay approximately $238 million in cash to TRP in exchange for TRP’s Midland Basin assets
• TRP’s Midland Basin assets are made up of ~15,000 net acres across Upton and Reagan counties and consist of 55 remaining undeveloped operated locations, the majority of which immediately compete for capital
• The asset also includes 18 Drilled Uncompleted Wells ("DUCs") which provide for additional capital allocation flexibility
• The trade is expected to be accretive to both Cash Flow and Free Cash Flow per share and enhances Diamondback's near-term oil production profile
• Expected to close in December 2024, subject to customary regulatory approvals and closing conditions
• Jefferies LLC is serving as financial advisor to Diamondback. Kirkland & Ellis LLP is serving as legal advisor to Diamondback. J.P. Morgan Securities LLC, Moelis & Company and RBC Capital Markets are acting as financial advisors to TRP. Clifford Chance US LLP is serving as legal advisor to TRP.

OPERATIONS UPDATE

The tables below provide a summary of operating activity for the third quarter of 2024.

	Total Activity (Gross Operated):
		Number of WellsDrilled		Number of WellsCompleted
	Midland Basin	71		87
	Delaware Basin	5		8
	Total	76		95

	Total Activity (Net Operated):
		Number of WellsDrilled(1)		Number of WellsCompleted(1)
	Midland Basin	67		95
	Delaware Basin	4		7
	Total	71		102
	(1) Includes two additional net wells drilled and nine additional net wells completed, respectively, from interests acquired in the Endeavor Acquisition during the first six months of 2024.

During the third quarter of 2024, Diamondback drilled 71 gross wells in the Midland Basin and five gross wells in the Delaware Basin. The Company turned 87 operated wells to production in the Midland Basin and eight gross wells in the Delaware Basin, with an average lateral length of 12,238 feet. Operated completions during the third quarter consisted of 22 Wolfcamp A wells, 21 Lower Spraberry wells, 15 Jo Mill wells, 14 Wolfcamp B wells, 12 Middle Spraberry wells, four Dean wells, four Third Bone Spring wells and three Upper Spraberry wells.

For the first nine months of 2024, Diamondback drilled 211 gross wells in the Midland Basin and 24 gross wells in the Delaware Basin. The Company turned 267 operated wells to production in the Midland Basin and 15 operated wells to production in the Delaware Basin. The average lateral length for wells completed during the first nine months of 2024 was 11,645 feet, and consisted of 72 Lower Spraberry wells, 61 Wolfcamp A wells, 45 Wolfcamp B wells, 40 Jo Mill wells, 34 Middle Spraberry wells, nine Wolfcamp D wells, nine Dean wells, six Upper Spraberry wells, four Third Bone Spring wells, one Second Bone Spring well and one Barnett well.

FINANCIAL UPDATE

Diamondback's third quarter 2024 net income was $659 million, or $3.19 per diluted share. Adjusted net income (as defined and reconciled below) for the third quarter was $698 million, or $3.38 per diluted share.

Third quarter 2024 net cash provided by operating activities was $1.2 billion. Through the first nine months of 2024, Diamondback's net cash provided by operating activities was $4.1 billion.

During the third quarter of 2024, Diamondback spent $633 million on operated and non-operated drilling and completions, $52 million on infrastructure and environmental and $3 million on midstream, for total cash capital expenditures of $688 million. Through the first nine months of 2024, Diamondback spent $1.8 billion on operated and non-operated drilling and completions, $128 million on infrastructure and environmental and $8 million on midstream, for total cash capital expenditures of $1.9 billion.

Third quarter 2024 Consolidated Adjusted EBITDA (as defined and reconciled below) was $1.8 billion. Adjusted EBITDA net of non-controlling interest (as defined and reconciled below) for the third quarter was $1.7 billion.

Diamondback's third quarter 2024 Free Cash Flow (as defined and reconciled below) was $708 million. Adjusted Free Cash Flow (as reconciled and defined below) for the third quarter was $1.0 billion. Through September 30, 2024, Diamondback's Free Cash Flow was $2.3 billion, with $2.7 billion of Adjusted Free Cash Flow over the same period.

Third quarter 2024 average unhedged realized prices were $73.13 per barrel of oil, $(0.26) per Mcf of natural gas and $17.70 per barrel of natural gas liquids ("NGLs"), resulting in a total equivalent unhedged realized price of $44.80 per BOE.

Diamondback's cash operating costs for the third quarter of 2024 were $11.49 per BOE, including lease operating expenses ("LOE") of $6.01 per BOE, cash general and administrative ("G&A") expenses of $0.63 per BOE, production and ad valorem taxes of $2.91 per BOE and gathering, processing and transportation expenses of $1.94 per BOE.

As of September 30, 2024, Diamondback had $201 million in standalone cash and $115 million in borrowings outstanding under its revolving credit facility, with approximately $2.4 billion available for future borrowings under the facility and approximately $2.6 billion of total liquidity. As of September 30, 2024, the Company had consolidated total debt of $13.1 billion and consolidated net debt (as defined and reconciled below) of $12.7 billion, up from consolidated total debt of $12.2 billion and up from consolidated net debt of $5.3 billion as of June 30, 2024. Effective in September 2024, the Company's borrowing base and elected commitment was increased to $2.5 billion from $1.6 billion previously.

DIVIDEND DECLARATIONS

Diamondback announced today that the Company's Board of Directors declared a base cash dividend of $0.90 per common share for the third quarter of 2024 payable on November 21, 2024 to stockholders of record at the close of business on November 14, 2024.

Future base and variable dividends remain subject to review and approval at the discretion of the Company's Board of Directors.

COMMON STOCK REPURCHASE PROGRAM

During the third quarter of 2024, Diamondback repurchased ~2.9 million shares of common stock at an average share price of $176.40 for a total cost of approximately $515 million, excluding excise tax. To date, Diamondback has repurchased ~23.3 million shares of common stock at an average share price of $133.48 for a total cost of approximately $3.1 billion and has approximately $2.9 billion remaining on its current share buyback authorization. Subject to factors discussed below, Diamondback intends to continue to purchase common stock under the common stock repurchase program opportunistically with cash on hand, free cash flow from operations and proceeds from potential liquidity events such as the sale of assets. This repurchase program has no time limit and may be suspended from time to time, modified, extended or discontinued by the Board at any time. Purchases under the repurchase program may be made from time to time in privately negotiated transactions, or in open market transactions in compliance with Rule 10b-18 under the Securities Exchange Act of 1934, as amended, and will be subject to market conditions, applicable regulatory and legal requirements and other factors. Any common stock purchased as part of this program will be retired.

UPDATED 2024 GUIDANCE

Below is Diamondback's guidance for the full year 2024, which includes fourth quarter production, unit costs and capital guidance. The Company's production and capital guidance for the full year 2024 has been updated to give effect to the Endeavor merger, which was completed on September 10, 2024.

	2024 Guidance	2024 Guidance
	Diamondback Energy, Inc.	Viper Energy, Inc.
2024 Net production - MBOE/d	587 - 590 (from 462 - 470)	48.75 - 49.25
2024 Oil production - MBO/d	335 - 337 (from 273 - 276)	27.00 - 27.25
Q4 2024 Oil production - MBO/d (total - MBOE/d)	470 - 475 (840 - 850)	29.25 - 29.75 (52.50 - 53.00)
Q4 2024 Unit costs ($/BOE)
Lease operating expenses, including workovers	$5.90 - $6.20
G&A
Cash G&A	$0.55 - $0.65
Non-cash equity-based compensation	$0.25 - $0.40
DD&A	$14.00 - $15.00
Interest expense (net of interest income)	$0.25 - $0.50
Gathering, processing and transportation	$1.60 - $1.80
Production and ad valorem taxes (% of revenue)	~7%
Corporate tax rate (% of pre-tax income)	23%
Cash tax rate (% of pre-tax income)	15% - 18%
Cash taxes ($ - million)	$240 - $300	$13 - $18
Capital Budget ($ - million)
2024 Total capital expenditures	$2,875 - $3,000 (from $2,350 - $2,450)
Q4 2024 Capital expenditures	$950 - $1,050
Q4 2024 Gross horizontal wells drilled (net)	105 - 125 (100 - 118)
Q4 2024 Gross horizontal wells completed (net)	110 - 130 (102 - 120)

CONFERENCE CALL

Diamondback will host a conference call and webcast for investors and analysts to discuss its results for the third quarter of 2024 on Tuesday, November 5, 2024 at 8:00 a.m. CT. Access to the webcast, and replay which will be available following the call, may be found here. The live webcast of the earnings conference call will also be available via Diamondback’s website at www.diamondbackenergy.com under the “Investor Relations” section of the site.

About Diamondback Energy, Inc.

Diamondback is an independent oil and natural gas company headquartered in Midland, Texas focused on the acquisition, development, exploration and exploitation of unconventional, onshore oil and natural gas reserves primarily in the Permian Basin in West Texas. For more information, please visit www.diamondbackenergy.com.

Forward-Looking Statements

This news release contains “forward-looking statements” within the meaning of Section 27A of the Securities Act and Section 21E of the Exchange Act, which involve risks, uncertainties, and assumptions. All statements, other than statements of historical fact, including statements regarding Diamondback’s: future performance; business strategy; future operations (including drilling plans and capital plans); estimates and projections of revenues, losses, costs, expenses, returns, cash flow, and financial position; reserve estimates and its ability to replace or increase reserves; anticipated benefits or other effects of strategic transactions (including the recently completed Endeavor merger and other acquisitions or divestitures); and plans and objectives of management (including plans for future cash flow from operations and for executing environmental strategies) are forward-looking statements. When used in this news release, the words “aim,” “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “forecast,” “future,” “guidance,” “intend,” “may,” “model,” “outlook,” “plan,” “positioned,” “potential,” “predict,” “project,” “seek,” “should,” “target,” “will,” “would,” and similar expressions (including the negative of such terms) as they relate to Diamondback are intended to identify forward-looking statements, although not all forward-looking statements contain such identifying words. Although Diamondback believes that the expectations and assumptions reflected in its forward-looking statements are reasonable as and when made, they involve risks and uncertainties that are difficult to predict and, in many cases, beyond Diamondback’s control. Accordingly, forward-looking statements are not guarantees of future performance and Diamondback’s actual outcomes could differ materially from what Diamondback has expressed in its forward-looking statements.

Factors that could cause the outcomes to differ materially include (but are not limited to) the following: changes in supply and demand levels for oil, natural gas, and natural gas liquids, and the resulting impact on the price for those commodities; the impact of public health crises, including epidemic or pandemic diseases and any related company or government policies or actions; actions taken by the members of OPEC and Russia affecting the production and pricing of oil, as well as other domestic and global political, economic, or diplomatic developments, including any impact of the ongoing war in Ukraine and the Israel-Hamas war on the global energy markets and geopolitical stability; instability in the financial markets; inflationary pressures; higher interest rates and their impact on the cost of capital; regional supply and demand factors, including delays, curtailment delays or interruptions of production, or governmental orders, rules or regulations that impose production limits; federal and state legislative and regulatory initiatives relating to hydraulic fracturing, including the effect of existing and future laws and governmental regulations; physical and transition risks relating to climate change; those risks described in Item 1A of Diamondback’s Annual Report on Form 10-K, filed with the SEC on February 22, 2024, and those risks disclosed in its subsequent filings on Forms 10-Q and 8-K, which can be obtained free of charge on the SEC’s website at http://www.sec.gov and Diamondback’s website at www.diamondbackenergy.com/investors.

In light of these factors, the events anticipated by Diamondback’s forward-looking statements may not occur at the time anticipated or at all. Moreover, Diamondback operates in a very competitive and rapidly changing environment and new risks emerge from time to time. Diamondback cannot predict all risks, nor can it assess the impact of all factors on its business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those anticipated by any forward-looking statements it may make. Accordingly, you should not place undue reliance on any forward-looking statements. All forward-looking statements speak only as of the date of this letter or, if earlier, as of the date they were made. Diamondback does not intend to, and disclaims any obligation to, update or revise any forward-looking statements unless required by applicable law.

Diamondback Energy, Inc.
Condensed Consolidated Balance Sheets
(unaudited, in millions, except share amounts)
	September 30,				December 31,
		2024				2023
Assets
Current assets:
Cash and cash equivalents ($169 million and $26 million related to Viper)	$	370			$	582
Restricted cash		3				3
Accounts receivable:
Joint interest and other, net		233				192
Oil and natural gas sales, net ($109 million and $109 million related to Viper)		1,197				654
Inventories		126				63
Derivative instruments		42				17
Prepaid expenses and other current assets		51				110
Total current assets		2,022				1,621
Property and equipment:
Oil and natural gas properties, full cost method of accounting ($21,971 million and $8,659 million excluded from amortization at September 30, 2024 and December 31, 2023, respectively) ($4,771 million and $4,629 million related to Viper and $1,623 million and $1,769 million excluded from amortization related to Viper)		79,718				42,430
Other property, equipment and land		1,417				673
Accumulated depletion, depreciation, amortization and impairment ($1,016 million and $866 million related to Viper)		(18,082	)			(16,429	)
Property and equipment, net		63,053				26,674
Funds held in escrow		43				—
Equity method investments		377				529
Derivative instruments		38				1
Deferred income taxes, net		62				45
Investment in real estate, net		81				84
Other assets		71				47
Total assets	$	65,747			$	29,001
Liabilities and Stockholders’ Equity
Current liabilities:
Accounts payable - trade	$	198			$	261
Accrued capital expenditures		641				493
Current maturities of long-term debt		1,000				—
Other accrued liabilities		857				475
Revenues and royalties payable		1,444				764
Derivative instruments		34				86
Income taxes payable		289				29
Total current liabilities		4,463				2,108
Long-term debt ($822 million and $1,083 million related to Viper)		11,923				6,641
Derivative instruments		79				122
Asset retirement obligations		493				239
Deferred income taxes		9,952				2,449
Other long-term liabilities		18				12
Total liabilities		26,928				11,571
Stockholders’ equity:
Common stock, $0.01 par value; 800,000,000 shares authorized; 292,742,664 and 178,723,871 shares issued and outstanding at September 30, 2024 and December 31, 2023, respectively		3				2
Additional paid-in capital		34,007				14,142
Retained earnings (accumulated deficit)		3,427				2,489
Accumulated other comprehensive income (loss)		(8	)			(8	)
Total Diamondback Energy, Inc. stockholders’ equity		37,429				16,625
Non-controlling interest		1,390				805
Total equity		38,819				17,430
Total liabilities and stockholders' equity	$	65,747			$	29,001

Diamondback Energy, Inc.
Condensed Consolidated Statements of Operations
(unaudited, $ in millions except per share data, shares in thousands)
	Three Months Ended September 30,								Nine Months Ended September 30,
		2024				2023				2024				2023
Revenues:
Oil, natural gas and natural gas liquid sales	$	2,354			$	2,265			$	6,629			$	6,063
Sales of purchased oil		282				59				698				59
Other operating income		9				16				28				62
Total revenues		2,645				2,340				7,355				6,184
Costs and expenses:
Lease operating expenses		316				226				825				618
Production and ad valorem taxes		153				118				413				421
Gathering, processing and transportation		102				73				261				209
Purchased oil expense		280				59				696				59
Depreciation, depletion, amortization and accretion		742				442				1,694				1,277
General and administrative expenses		49				34				141				111
Merger and integration expense		258				1				273				11
Other operating expenses		35				47				68				113
Total costs and expenses		1,935				1,000				4,371				2,819
Income (loss) from operations		710				1,340				2,984				3,365
Other income (expense):
Interest expense, net		(18	)			(37	)			(101	)			(130	)
Other income (expense), net		89				33				87				61
Gain (loss) on derivative instruments, net		131				(76	)			101				(358	)
Gain (loss) on extinguishment of debt		—				—				2				(4	)
Income (loss) from equity investments, net		6				9				23				39
Total other income (expense), net		208				(71	)			112				(392	)
Income (loss) before income taxes		918				1,269				3,096				2,973
Provision for (benefit from) income taxes		210				276				685				648
Net income (loss)		708				993				2,411				2,325
Net income (loss) attributable to non-controlling interest		49				78				147				142
Net income (loss) attributable to Diamondback Energy, Inc.	$	659			$	915			$	2,264			$	2,183
Earnings (loss) per common share:
Basic	$	3.19			$	5.07			$	12.00			$	12.01
Diluted	$	3.19			$	5.07			$	12.00			$	12.01
Weighted average common shares outstanding:
Basic		204,730				178,872				187,253				180,400
Diluted		204,730				178,872				187,253				180,400

Diamondback Energy, Inc.
Condensed Consolidated Statements of Cash Flows
(unaudited, in millions)
	Three Months Ended September 30,								Nine Months Ended September 30,
		2024				2023				2024				2023
Cash flows from operating activities:
Net income (loss)	$	708			$	993			$	2,411			$	2,325
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Provision for (benefit from) deferred income taxes		51				10				180				185
Depreciation, depletion, amortization and accretion		742				442				1,694				1,277
(Gain) loss on extinguishment of debt		—				—				(2	)			4
(Gain) loss on derivative instruments, net		(131	)			76				(101	)			358
Cash received (paid) on settlement of derivative instruments		(4	)			(24	)			(36	)			(62	)
(Income) loss from equity investment, net		(6	)			(9	)			(23	)			(39	)
Equity-based compensation expense		16				13				49				40
Other		20				3				77				(23	)
Changes in operating assets and liabilities:
Accounts receivable		106				(256	)			61				(218	)
Income tax receivable		—				103				12				267
Prepaid expenses and other current assets		(11	)			(8	)			78				5
Accounts payable and accrued liabilities		(395	)			(28	)			(490	)			46
Income taxes payable		(36	)			23				(51	)			4
Revenues and royalties payable		95				53				109				139
Other		54				(33	)			104				(12	)
Net cash provided by (used in) operating activities		1,209				1,358				4,072				4,296
Cash flows from investing activities:
Drilling, completions, infrastructure and midstream additions to oil and natural gas properties		(688	)			(684	)			(1,934	)			(2,052	)
Property acquisitions		(7,791	)			(168	)			(7,994	)			(1,193	)
Proceeds from sale of assets		207				868				459				1,400
Other		106				(1	)			103				(14	)
Net cash provided by (used in) investing activities		(8,166	)			15				(9,366	)			(1,859	)
Cash flows from financing activities:
Proceeds under term loan agreement		1,000				—				1,000				—
Proceeds from borrowings under credit facilities		1,011				1,015				1,185				4,466
Repayments under credit facilities		(1,073	)			(1,332	)			(1,333	)			(4,368	)
Proceeds from senior notes		—				—				5,500				—
Repayment of senior notes		—				—				(25	)			(134	)
Repurchased shares under buyback program		(515	)			(56	)			(557	)			(709	)
Repurchased shares/units under Viper's buyback program		—				(10	)			—				(67	)
Proceeds from partial sale of investment in Viper Energy, Inc.		—				—				451				—
Net proceeds from Viper's issuance of common stock		476				—				476				—
Dividends paid to stockholders		(416	)			(149	)			(1,316	)			(841	)
Dividends/distributions to non-controlling interest		(59	)			(25	)			(157	)			(84	)
Other		(5	)			(7	)			(142	)			(34	)
Net cash provided by (used in) financing activities		419				(564	)			5,082				(1,771	)
Net increase (decrease) in cash and cash equivalents		(6,538	)			809				(212	)			666
Cash, cash equivalents and restricted cash at beginning of period		6,911				21				585				164
Cash, cash equivalents and restricted cash at end of period	$	373			$	830			$	373			$	830

Diamondback Energy, Inc.
Selected Operating Data
(unaudited)
	Three Months Ended
	September 30, 2024				June 30, 2024				September 30, 2023
Production Data:
Oil (MBbls)		29,537				25,129				24,482
Natural gas (MMcf)		66,519				51,310				49,423
Natural gas liquids (MBbls)		11,918				9,514				8,943
Combined volumes (MBOE)(1)		52,541				43,195				41,662
Daily oil volumes (BO/d)		321,054				276,143				266,109
Daily combined volumes (BOE/d)		571,098				474,670				452,848
Average Prices:
Oil ($ per Bbl)	$	73.13			$	79.51			$	81.57
Natural gas ($ per Mcf)	$	(0.26	)		$	0.10			$	1.62
Natural gas liquids ($ per Bbl)	$	17.70			$	17.97			$	21.02
Combined ($ per BOE)	$	44.80			$	50.33			$	54.37
Oil, hedged ($ per Bbl)(2)	$	72.32			$	78.55			$	80.51
Natural gas, hedged ($ per Mcf)(2)	$	0.60			$	1.03			$	1.62
Natural gas liquids, hedged ($ per Bbl)(2)	$	17.70			$	17.97			$	21.02
Average price, hedged ($ per BOE)(2)	$	45.43			$	50.89			$	53.74
Average Costs per BOE:
Lease operating expenses	$	6.01			$	5.88			$	5.42
Production and ad valorem taxes		2.91				3.26				2.83
Gathering, processing and transportation expense		1.94				1.90				1.75
General and administrative - cash component		0.63				0.63				0.51
Total operating expense - cash	$	11.49			$	11.67			$	10.51
General and administrative - non-cash component	$	0.30			$	0.44			$	0.31
Depreciation, depletion, amortization and accretion per BOE	$	14.12			$	11.18			$	10.61
Interest expense, net	$	0.34			$	1.02			$	0.89

(1)   Bbl equivalents are calculated using a conversion rate of six Mcf per one Bbl.(2)   Hedged prices reflect the effect of our commodity derivative transactions on our average sales prices and include gains and losses on cash settlements for matured commodity derivatives, which we do not designate for hedge accounting. Hedged prices exclude gains or losses resulting from the early settlement of commodity derivative contracts.

NON-GAAP FINANCIAL MEASURES

ADJUSTED EBITDA

Adjusted EBITDA is a supplemental non-GAAP financial measure that is used by management and external users of our financial statements, such as industry analysts, investors, lenders and rating agencies. The Company defines Adjusted EBITDA as net income (loss) attributable to Diamondback Energy, Inc., plus net income (loss) attributable to non-controlling interest ("net income (loss)") before non-cash (gain) loss on derivative instruments, net, interest expense, net, depreciation, depletion, amortization and accretion, depreciation and interest expense related to equity method investments, (gain) loss on extinguishment of debt, if any, non-cash equity-based compensation expense, capitalized equity-based compensation expense, merger and integration expenses, other non-cash transactions and provision for (benefit from) income taxes, if any. Adjusted EBITDA is not a measure of net income as determined by United States generally accepted accounting principles ("GAAP"). Management believes Adjusted EBITDA is useful because the measure allows it to more effectively evaluate the Company’s operating performance and compare the results of its operations from period to period without regard to its financing methods or capital structure. The Company adds the items listed above to net income (loss) to determine Adjusted EBITDA because these amounts can vary substantially from company to company within its industry depending upon accounting methods and book values of assets, capital structures and the method by which the assets were acquired. Further, the Company excludes the effects of significant transactions that may affect earnings but are unpredictable in nature, timing and amount, although they may recur in different reporting periods. Adjusted EBITDA should not be considered as an alternative to, or more meaningful than, net income as determined in accordance with GAAP or as an indicator of the Company’s operating performance or liquidity. Certain items excluded from Adjusted EBITDA are significant components in understanding and assessing a company’s financial performance, such as a company’s cost of capital and tax structure, as well as the historic costs of depreciable assets. The Company’s computation of Adjusted EBITDA may not be comparable to other similarly titled measures of other companies or to such measure in our credit facility or any of our other contracts.

The following tables present a reconciliation of the GAAP financial measure of net income (loss) attributable to Diamondback Energy, Inc. to the non-GAAP financial measure of Adjusted EBITDA:

Diamondback Energy, Inc.
Reconciliation of Net Income (Loss) to Adjusted EBITDA
(unaudited, in millions)
	Three Months Ended
	September 30, 2024				June 30, 2024				September 30, 2023
Net income (loss) attributable to Diamondback Energy, Inc.	$	659			$	837			$	915
Net income (loss) attributable to non-controlling interest		49				57				78
Net income (loss)		708				894				993
Non-cash (gain) loss on derivative instruments, net		(135	)			(46	)			52
Interest expense, net		18				44				37
Depreciation, depletion, amortization and accretion		742				483				442
Depreciation and interest expense related to equity method investments		15				23				18
Non-cash equity-based compensation expense		24				26				21
Capitalized equity-based compensation expense		(8	)			(7	)			(8	)
Merger and integration expenses		258				3				1
Other non-cash transactions		(72	)			6				(12	)
Provision for (benefit from) income taxes		210				252				276
Consolidated Adjusted EBITDA		1,760				1,678				1,820
Less: Adjustment for non-controlling interest		104				103				78
Adjusted EBITDA attributable to Diamondback Energy, Inc.	$	1,656			$	1,575			$	1,742

ADJUSTED NET INCOME

Adjusted net income is a non-GAAP financial measure equal to net income (loss) attributable to Diamondback Energy, Inc. plus net income (loss) attributable to non-controlling interest ("net income (loss)") adjusted for non-cash (gain) loss on derivative instruments, net, (gain) loss on extinguishment of debt, if any, merger and integration expense, other non-cash transactions and related income tax adjustments, if any. The Company’s computation of adjusted net income may not be comparable to other similarly titled measures of other companies or to such measure in our credit facility or any of our other contracts. Management believes adjusted net income helps investors in the oil and natural gas industry to measure and compare the Company's performance to other oil and natural gas companies by excluding from the calculation items that can vary significantly from company to company depending upon accounting methods, the book value of assets and other non-operational factors. Further, in order to allow investors to compare the Company's performance across periods, the Company excludes the effects of significant transactions that may affect earnings but are unpredictable in nature, timing and amount, although they may recur in different reporting periods.

The following table presents a reconciliation of the GAAP financial measure of net income (loss) attributable to Diamondback Energy, Inc. to the non-GAAP measure of adjusted net income:

Diamondback Energy, Inc.
Adjusted Net Income
(unaudited, $ in millions except per share data, shares in thousands)
	Three Months Ended September 30, 2024
	Amounts				Amounts PerDiluted Share
Net income (loss) attributable to Diamondback Energy, Inc.(1)	$	659			$	3.19
Net income (loss) attributable to non-controlling interest		49				0.24
Net income (loss)(1)		708				3.43
Non-cash (gain) loss on derivative instruments, net		(135	)			(0.66	)
Merger and integration expense		258				1.26
Other non-cash transactions		(72	)			(0.35	)
Adjusted net income excluding above items(1)		759				3.68
Income tax adjustment for above items		(12	)			(0.06	)
Adjusted net income(1)		747				3.62
Less: Adjusted net income attributable to non-controlling interest		49				0.24
Adjusted net income attributable to Diamondback Energy, Inc.(1)	$	698			$	3.38
Weighted average common shares outstanding:
Basic						204,730
Diluted						204,730

(1) The Company’s earnings (loss) per diluted share amount has been computed using the two-class method in accordance with GAAP. The two-class method is an earnings allocation which reflects the respective ownership among holders of common stock and participating securities. Diluted earnings per share using the two-class method is calculated as (i) net income attributable to Diamondback Energy, Inc, (ii) less the reallocation of $6 million in earnings attributable to participating securities, (iii) divided by diluted weighted average common shares outstanding.

OPERATING CASH FLOW BEFORE WORKING CAPITAL CHANGES AND FREE CASH FLOW

Operating cash flow before working capital changes, which is a non-GAAP financial measure, represents net cash provided by operating activities as determined under GAAP without regard to changes in operating assets and liabilities. The Company believes operating cash flow before working capital changes is a useful measure of an oil and natural gas company’s ability to generate cash used to fund exploration, development and acquisition activities and service debt or pay dividends. The Company also uses this measure because changes in operating assets and liabilities relate to the timing of cash receipts and disbursements that the Company may not control and may not relate to the period in which the operating activities occurred. This allows the Company to compare its operating performance with that of other companies without regard to financing methods and capital structure.

Free Cash Flow, which is a non-GAAP financial measure, is cash flow from operating activities before changes in working capital in excess of cash capital expenditures. The Company believes that Free Cash Flow is useful to investors as it provides measures to compare both cash flow from operating activities and additions to oil and natural gas properties across periods on a consistent basis as adjusted for non-recurring tax impacts from divestitures, merger and integration expenses, the early termination of derivative contracts and settlements of treasury locks. These measures should not be considered as an alternative to, or more meaningful than, net cash provided by operating activities as an indicator of operating performance. The Company's computation of Free Cash Flow may not be comparable to other similarly titled measures of other companies. The Company uses Free Cash Flow to reduce debt, as well as return capital to stockholders as determined by the Board of Directors.

The following tables present a reconciliation of the GAAP financial measure of net cash provided by operating activities to the non-GAAP measure of operating cash flow before working capital changes and to the non-GAAP measure of Free Cash Flow:

Diamondback Energy, Inc.
Operating Cash Flow Before Working Capital Changes and Free Cash Flow
(unaudited, in millions)
	Three Months Ended September 30,								Nine Months Ended September 30,
		2024				2023				2024				2023
Net cash provided by operating activities	$	1,209			$	1,358			$	4,072			$	4,296
Less: Changes in cash due to changes in operating assets and liabilities:
Accounts receivable		106				(256	)			61				(218	)
Income tax receivable		—				103				12				267
Prepaid expenses and other current assets		(11	)			(8	)			78				5
Accounts payable and accrued liabilities		(395	)			(28	)			(490	)			46
Income taxes payable		(36	)			23				(51	)			4
Revenues and royalties payable		95				53				109				139
Other		54				(33	)			104				(12	)
Total working capital changes		(187	)			(146	)			(177	)			231
Operating cash flow before working capital changes		1,396				1,504				4,249				4,065
Drilling, completions, infrastructure and midstream additions to oil and natural gas properties		(688	)			(684	)			(1,934	)			(2,052	)
Total Cash CAPEX		(688	)			(684	)			(1,934	)			(2,052	)
Free Cash Flow		708				820				2,315				2,013
Tax impact from divestitures(1)		—				64				—				64
Merger and integration expenses		258				—				273				—
Early termination of derivatives		37				—				37				—
Treasury locks		—				—				25				—
Adjusted Free Cash Flow	$	1,003			$	884			$	2,650			$	2,077

(1) Includes the tax impact for the disposal of certain Midland Basin water assets and Delaware Basin oil gathering assets.

NET DEBT

The Company defines the non-GAAP measure of net debt as total debt (excluding debt issuance costs, discounts, premiums and unamortized basis adjustments) less cash and cash equivalents. Net debt should not be considered an alternative to, or more meaningful than, total debt, the most directly comparable GAAP measure. Management uses net debt to determine the Company's outstanding debt obligations that would not be readily satisfied by its cash and cash equivalents on hand. The Company believes this metric is useful to analysts and investors in determining the Company's leverage position because the Company has the ability to, and may decide to, use a portion of its cash and cash equivalents to reduce debt.

Diamondback Energy, Inc.
Net Debt
(unaudited, in millions)
	September 30,2024				Net Q3PrincipalBorrowings/(Repayments)				June 30,2024				March 31,2024				December 31,2023				September 30,2023
	(in millions)
Diamondback Energy, Inc.(1)	$	12,284			$	1,115			$	11,169			$	5,669			$	5,697			$	5,697
Viper Energy, Inc.(1)		830				(177	)			1,007				1,103				1,093				680
Total debt		13,114			$	938				12,176				6,772				6,790				6,377
Cash and cash equivalents		(370	)							(6,908	)			(896	)			(582	)			(827	)
Net debt	$	12,744							$	5,268			$	5,876			$	6,208			$	5,550

(1)  Excludes debt issuance costs, discounts, premiums and unamortized basis adjustments.

DERIVATIVES

As of November 1, 2024, the Company had the following outstanding consolidated derivative contracts, including derivative contracts at Viper Energy, Inc. The Company’s derivative contracts are based upon reported settlement prices on commodity exchanges, with crude oil derivative settlements based on New York Mercantile Exchange West Texas Intermediate pricing and Crude Oil Brent pricing and with natural gas derivative settlements based on the New York Mercantile Exchange Henry Hub pricing. When aggregating multiple contracts, the weighted average contract price is disclosed.

	Crude Oil (Bbls/day, $/Bbl)
	Q4 2024		Q1 2025		Q2 2025		Q3 2025		Q4 2025		FY2026
Long Puts - Crude Brent Oil	82,000		52,000		33,000		10,000		—		—
Long Put Price ($/Bbl)	$57.44		$60.00		$60.00		$60.00		—		—
Deferred Premium ($/Bbl)	$-1.52		$-1.48		$-1.50		$-1.63		—		—
Long Puts - WTI (Magellan East Houston)	35,000		58,000		46,000		22,000		—		—
Long Put Price ($/Bbl)	$57.57		$56.21		$55.22		$55.00		—		—
Deferred Premium ($/Bbl)	$-1.61		$-1.58		$-1.56		$-1.64		—		—
Long Puts - WTI (Cushing)	125,000		138,000		109,000		38,000		—		—
Long Put Price ($/Bbl)	$57.28		$56.63		$55.73		$55.00		—		—
Deferred Premium ($/Bbl)	$-1.61		$-1.58		$-1.56		$-1.50		—		—
Costless Collars - WTI (Cushing)	46,000		13,000		—		—		—		—
Long Put Price ($/Bbl)	$60.87		$60.00		—		—		—		—
Short Call Price ($/Bbl)	$89.91		$89.55		—		—		—		—
Basis Swaps - WTI (Midland)	43,000		58,000		45,000		45,000		45,000		—
	$1.18		$1.10		$1.08		$1.08		$1.08		—
Roll Swaps - WTI	40,000		—		—		—		—		—
	$0.82		—		—		—		—		—

	Natural Gas (Mmbtu/day, $/Mmbtu)
	Q4 2024		Q1 2025		Q2 2025		Q3 2025		Q4 2025		FY 2026
Costless Collars - Henry Hub	398,261		690,000		630,000		630,000		630,000		80,000
Long Put Price ($/Mmbtu)	$2.78		$2.53		$2.49		$2.49		$2.49		$2.50
Ceiling Price ($/Mmbtu)	$6.53		$5.41		$5.46		$5.46		$5.46		$5.95
Natural Gas Swaps - Henry Hub	13,370		—		—		—		—		—
	$3.23		—		—		—		—		—
Natural Gas Basis Swaps - Waha Hub	471,630		650,000		590,000		590,000		590,000		10,000
	$-1.11		$-0.80		$-0.83		$-0.83		$-0.83		$-1.25

Investor Contact:Adam Lawlis+1 432.221.7467alawlis@diamondbackenergy.com