Sitio Royalties to be acquired by Viper Energy in all-stock merger; Sitio holders get 0.4855 shares per STR share

Sitio Royalties Corp.

Exchange ratio: 0.4855 New Parent shares per Sitio Class A share; Sitio stockholders to own ~20% of combined company.
Sitio board unanimously recommends deal; ~48% of Sitio shares committed to vote in favor via support agreements.
Termination fee of $89.6M payable by Sitio in certain circumstances, reduced to $44.8M for Excluded Party proposals.
Closing subject to HSR, SEC registration effectiveness, Nasdaq listing, and stockholder approvals from both companies.
Post-closing, New Parent will operate as 'Viper Energy, Inc.' with Viper's board and management.

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