REG-Final Approval of The Scheme of Arrangement

Diversified Energy CoAnnouncement

21/11/2025 15:30

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New York Stock Exchange (“NYSE”) to be Primary Listing Venue of Shares and
Delaware Incorporation of Diversified Energy Company

Diversified Will Retain UK listing on the Equity Shares (International
Commercial Companies Secondary Listing) Category

BIRMINGHAM, Ala., Nov. 21, 2025 (GLOBE NEWSWIRE) -- Diversified Energy Company
plc (the “Company”) (NYSE:DEC, LSE: DEC) is pleased to announce that
following the approval received at the shareholder meetings on November 10,
2025, the High Court of Justice of England and Wales (the “Court”) has
today issued an order sanctioning the scheme of arrangement under Part 26 of
the Companies Act 2006 to introduce Diversified Energy Company, a new
Delaware-incorporated company (“Diversified”) as the parent holding
company of the Company (the “Scheme”). A copy of the Court order will be
delivered to the Registrar of Companies for England and Wales today, following
which the Scheme will become effective. This marks a significant milestone for
the Company.

In addition, on September 30, 2025, the Company announced its intention to
move its primary listing to the New York Stock Exchange while retaining a
secondary listing on the London Stock Exchange and the prospectus in relation
to the admission of Diversified’s common stock to listing on the equity
shares (international commercial companies secondary listing) category of the
Official List of the FCA and trading on the London Stock Exchange’s main
market for listed securities was approved by the FCA and with the prospectus
published on November 19, 2025. Following the Scheme becoming effective, it is
expected that the NYSE notification of the primary listing of Diversified
common stock will be released today and commencing on Monday, November 24,
2025, the Company’s common stock are expected to be primarily listed on the
NYSE and the LSE Admission is expected to become effective at 8.00am (London
time) on November 24, 2025.

Further, as a result of the Scheme becoming effective, the listing of the
ordinary shares of the Company on the equity shares (commercial companies)
category of the Official List of the FCA will be cancelled with effect from
7.00am (London time) on November 24, 2025 and the last day of dealings in the
Company’s shares will be today, November 21, 2025. Following the Scheme
becoming effective, Diversified will continue its share buyback program on the
same terms as was previously announced by the Company on 20 March 2025, as
updated on 11 August 2025. 

For further information, please contact:

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

About Diversified Energy Company

Diversified is a leading publicly traded energy company focused on acquiring,
operating, and optimizing cash generating energy assets. 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 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. No representation is made that any of these statements or
forecasts will come to pass or that any forecast results will be achieved.
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 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 United States Securities and
Exchange Commission and the risk factors described in the “Risk Factors”
section of the Prospectus published by Diversified and approved by the FCA.
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