Diversified Energy Results of the Court Meeting and General Meeting
Diversified Energy Company PLC (LSE: DEC, NYSE:DEC) (“Diversified” or “the Company”) is pleased to announce Results of the Court Meeting and the General Meeting held on 10 November 2025
Results of the Court Meeting and the General Meeting held on 10 November 2025
On 10 November 2025, Diversified announced proposals to establish, by means of a UK scheme of arrangement under Part 26 of the Companies Act 2006, Diversified Energy Company, a new Delaware corporation ("NewCo") as the parent holding company of Diversified (the "Scheme"). A circular (the "Circular") was published to shareholders on 17 October 2025 containing, amongst other things, the terms of the Scheme, the formal notices convening the requisite shareholder meetings and the related voting instructions. Capitalized terms used in this announcement but not defined shall have the meaning given to them in the Circular.
Today, two meetings of Diversified's shareholders were held at the offices of FTI Consulting, 200 Aldersgate, Aldersgate Street, London, EC1A 4HD in connection with the Scheme and related matters. The first meeting was a meeting convened by an order of the High Court of Justice made on 10 November 2025 (the "Court Meeting") to approve the Scheme. The second meeting was a general meeting of Diversified (the " General Meeting") to approve certain matters related to the Scheme.
Results of the Court Meeting
Diversified is pleased to announce that, at the Court Meeting to approve the proposed Scheme, the resolution approving the Scheme was passed by the requisite majority on a poll.
The result of the poll taken at the Court Meeting of Diversified shareholders is set out as follows:
|
Number of Scheme Shareholders who voted* |
Percentage of shareholders represented who voted |
Number of Scheme Shares voted |
Number of Scheme Shares voted as a percentage of the issued ordinary share capital |
|
| For | 58 | 99.35% | 54,739,048 | 71.23% |
| Against | 2 | 0.65% | 359,311 | 0.46% |
| Total | 60 | 100% | 55,098,359 | 71.69% |
* The court meeting was attended by 58 registered shareholders (via proxy) but the total number of votes by number “For” (58), and “Against” (2) adds up to 60 because Cede & Co. (as nominee for The Depositary Trust Company) and GTU Ops Inc. (as nominee for the Company’s depositary receipt arrangement administered by Computershare Trust Company N.A.) are two Shareholders of Record, but the voting instructions and electronic votes submitted by the underlying banks and brokers included votes “For”, and “Against”. For the purposes of the table above, the votes “by number” in respect of Scheme Shares registered in the name of Cede & Co. and GTU Ops Inc. are represented as one vote “For”, and one vote “Against”.

