REG-Diversified Energy Announces Proposed Move of Primary Listing to the New York Stock Exchange

Diversified EnergyAnnouncement

01/10/2025 07:00

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Diversified Energy Announces Proposed Move of Primary Listing to the New York
Stock Exchange

Diversified Will Retain UK Listing on the International Secondary Listing
Category

Move Expected to Enhance Trading Liquidity, Increase Visibility with
Investors, and Provide Strategic Capital Markets Benefits to Accelerate Growth

BIRMINGHAM, Ala., Oct. 01, 2025 (GLOBE NEWSWIRE) -- Diversified Energy Company
PLC (the “Company”) (LSE:DEC, NYSE:DEC) announced today that its Board of
Directors, having evaluated the Company’s optimal public company listing
venue, intends to move the Company’s primary listing to the New York Stock
Exchange (“NYSE”) while retaining a secondary listing on the London Stock
Exchange (“LSE”).

Today, the Company is substantially a US business, reporting in US dollars,
with all the Company’s operating profit derived from its US operations,
which is also the sole growth market for the business. The Company’s
executive management team and operational headquarters are based in the US,
all of its employees reside in the US and all its assets are located in the
US.

Additionally, as of June 30, 2025, over 65% of the Company’s outstanding
shares were held by US resident investors. The Company will start filing
customary SEC financial statements and periodic reports as a US domestic filer
with its year-end 2025 financial results.

The Board has been evaluating the optimal primary listing venue for the
Company in the context of its business strategy for the benefit of all its
stakeholders. In December 2023, the Company undertook an additional listing of
its shares on the NYSE to complement its existing LSE listing. At this time,
the Board has concluded that the US market is the natural long-term primary
listing venue for the Company and that moving to a US primary listing, while
retaining a secondary UK listing on the ESICC Category, is in the best
interests of its shareholders.

In arriving at this conclusion, the Board considered several factors and
potential benefits, including:
* alignment of the primary listing venue with the Company’s business
activity, leadership team, and employee base
* increased overall liquidity in the Company’s shares, given access to
deeper US capital markets
* increased exposure to US investors through a primary US listing, including
additional access to passive investment pools of capital
* expanded Company profile and access to high-quality equity investors
* simplified share ownership for the wider employee base of the Company and
expanded access to the recruitment and retention of top US talent
* optimized positioning of the Company for inclusion in premier US equity
indices and Exchange Traded Funds
* retention of a secondary listing on the LSE to facilitate trading liquidity
for non-US shareholder base
The proposed venue change will be implemented by way of a UK scheme of
arrangement which will require a formal vote by shareholders of the Company at
a general meeting (“General Meeting”) to be approved by a majority in
number of the registered shareholders voting in person or by proxy,
representing 75% in value of the shares voted. It is currently expected that a
shareholder circular containing details of the proposals will be published and
that the General Meeting will take place in the coming weeks. Subject to
shareholders voting in favor of the proposals at the General Meeting, the
Board expects that the scheme of arrangement will take effect during the
fourth quarter of 2025, after which the shares are expected to trade on the
NYSE and on the equity shares (commercial companies) category of the Official
List of the FCA (the “ESICC Category”) and the Main Market of the LSE.

Further announcements will be made in due course as the process advances.

For further information, please contact:

 Diversified Energy Company PLC                                          +1 973 856 2757        
 Doug Kris                                                               dkris@dgoc.com         
 Senior Vice President, Investor Relations & Corporate Communications    www.div.energy         
                                                                                                
 FTI Consulting                                                          dec@fticonsulting.com  
 U.S. & UK Financial Public Relations                                                           
                                                                                                

About Diversified Energy Company PLC

Diversified is a leading publicly traded energy company focused on natural gas
and liquids production, transport, marketing, and well retirement. Through our
unique differentiated strategy, we acquire existing, long-life assets and
invest in them to improve environmental and operational performance until
retiring those assets in a safe and environmentally secure manner. Recognized
by ratings agencies and organizations for our sustainability leadership, this
solutions-oriented, stewardship approach makes Diversified the Right Company
at the Right Time to responsibly produce energy, deliver reliable free cash
flow, and generate shareholder value.

Forward-Looking Statements

This announcement contains forward-looking statements (within the meaning of
the U.S. Private Securities Litigation Reform Act of 1995). These
forward-looking statements, which may contain the words "anticipate",
"believe", "intend", "estimate", "expect", "may", "will", "seek", "continue",
"aim", "target", "projected", "plan", "goal", "achieve", “opportunity” and
words of similar meaning, reflect the Company's beliefs and expectations and
are based on numerous assumptions regarding the Company's present and future
business strategies and the environment the Company will operate in and are
subject to risks and uncertainties that may cause actual results to differ
materially. These forward-looking statements include all matters that are not
historical facts. They appear in a number of places throughout this
announcement and include statements regarding the intentions, beliefs or
current expectations of management or the Company concerning, among other
things, statements regarding the reorganization, our transition to reporting
as a US domestic filer, the General Meeting and the move of our primary
listing to the NYSE and the retention of a secondary listing on the LSE,
including the timing for such events, future communications regarding such
events, their benefits and impact, descriptions of anticipated future
liquidity and access to capital, and the inclusion of our equity securities in
certain US equity indices or exchange traded funds. No representation is made
that any of these statements or forecasts will be achieved. The reorganization
and move to a primary listing may not be realized on the terms described in
this release or at all. Forward-looking statements involve inherent known and
unknown risks, uncertainties and contingencies because they relate to events
and depend on circumstances that may or may not occur in the future and may
cause the actual results, performance or achievements of the Company to be
materially different from those expressed or implied by such forward-looking
statements. Many of these risks and uncertainties relate to factors that are
beyond the Company's ability to control or estimate precisely, including risks
relating to the proposed reorganization, including the requirements for
shareholder and court approvals, the move to a US primary listing, the
Company’s transition to reporting as a US domestic filer, the potential that
anticipated benefits such as enhanced liquidity, index eligibility and broader
investor access may not be realized, as well as the risk factors described in
the "Risk Factors" section in the Company's Annual Report and Form 20-F for
the year ended December 31, 2024, filed with the SEC, and also including other
important factors that could cause actual results to differ materially from
those projected. Forward-looking statements speak only as of their date and
neither the Company nor any of its directors, officers, employees, agents,
affiliates or advisers expressly disclaim any obligation to supplement, amend,
update or revise any of the forward-looking statements made herein, except
where it would be required to do so under applicable law. As a result, you are
cautioned not to place undue reliance on such forward-looking statements