Diversified Energy Company has announced the closing of its previously announced, accretive acquisition of Canvas Energy, which adds complementary operated producing properties and acreage positions in Oklahoma. In conjunction, the Company closed on a $400mm asset backed securitization ('ABS') to fund the Acquisition.
Acquisition Highlights
- Current net production of ~147 MMcfepd (24 Mboepd)(a)
- ~13% increase to stand alone Diversified(a)
- Significant operational overlap in Central Oklahoma, with a combined ~1.6 million net acres
- Purchase price of ~$550 million with a purchase price multiple of ~3.5x on NTM EBITDA(b)
- Estimated NTM EBITDA of ~$155 million(b), before anticipated synergies
- Proved PV-10 of ~$690 million(c), and ~200 MMBoe of Total Reserves(d)
- Anticipate meaningful annual run rate synergies
- Acquisition includes commercially attractive undeveloped acreage with meaningful development locations, providing optionality for portfolio optimization activities
ABS Financing Highlights
- $400 million ABS XI note structured as a master trust
- Privately rated & bi-laterally structured that was provided by Carlyle managed funds and a select group of co-investors.
- “A” tranche notes priced at blended coupon of 5.97%, benefited by an investment grade rating
Issue of shares
In connection with the Acquisition, the Company has issued 3,720,125 new shares of common stock, par value $0.01 each, in the capital of the Company (the “Consideration Shares”) to the former holders of all of the issued and outstanding equity interests in Canvas. The Consideration Shares will be listed on the New York Stock Exchange and will rank pari passu in all respects with Diversified's existing shares of common stock.
Applications have been made to (i) the Financial Conduct Authority (the “FCA”) for admission of the Consideration Shares to listing on the equity shares (international commercial companies secondary listing) category of the Official List; and (ii) London Stock Exchange plc for admission of the Consideration Shares to trading on its main market for listed securities (together, "Admission"). It is expected that Admission will occur at 8.00 a.m. (London time) on November 25, 2025.
Total voting rights
For the purposes of the FCA's Disclosure Guidance and Transparency Rules, the total number of shares of common stock, par value $0.01 each in the capital of the Company in issue as of November 24, 2025, is 80,445,793 with each share of common stock carrying the right to one vote. There are no shares of common stock held in treasury and therefore the total number of voting rights in the Company as of November 24, 2025, is 80,445,793.
The above figure may be used by stockholders in the Company as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, the share capital of the Company under the FCA's Disclosure Guidance and Transparency Rules.
Legado Capital Advisors, LLC and TCG Capital Markets are serving as joint structuring agents and advisors for the ABS.
Source: Diversified Energy
