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Diversified Energy Company (NYSE: DEC) weighs early-stage Birch Resources deal talks

(High)
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Diversified Energy Company reported that it is in preliminary discussions regarding a possible acquisition of Birch Resources. The company stated that discussions are ongoing and at an early stage, no agreement has been reached, and there is no certainty any transaction will occur or on what terms.

Diversified highlighted that acquisitions are a core part of its strategy and that since its IPO in 2017 it has completed 35 acquisitions totaling over $7 billion of value. The announcement is designated as containing inside information under UK MAR.

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Item 7.01 Regulation FD Disclosure Disclosure
Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Number of acquisitions since IPO 35 acquisitions Total transactions completed since the IPO in 2017
Aggregate value of acquisitions over $7 billion Cumulative value of 35 acquisitions since the IPO in 2017
Year of IPO 2017 Reference point for acquisitions track record
inside information regulatory
"This announcement contains inside information for the purposes of Article 7"
Information not available to the public that, if known, would likely cause a company’s stock or bonds to rise or fall—for example, undisclosed earnings, deals, product results, or management plans. It matters because trading on that information gives an unfair advantage, can distort market prices, and is typically illegal or subject to strict rules, so investors watch for proper disclosure and compliance to protect fair, transparent markets.
UK MAR regulatory
"for the purposes of Article 7 of the UK version of Regulation (EU) No. 596/2014 on Market Abuse (“UK MAR”)"
UK MAR is the UK Market Abuse Regulation, a set of laws designed to prevent insider trading, market manipulation and other dishonest practices in financial markets while setting rules for how companies must disclose important information. It matters to investors because it helps ensure a fair playing field and timely, reliable disclosures so price changes reflect real news rather than secret deals—think of it as the rulebook that keeps the market honest and predictable.
preliminary discussions financial
"The Company confirms that it has had preliminary discussions concerning a possible acquisition of Birch Resources."
acquisition strategy financial
"Diversified has an acquisition strategy driven by discipline, focus, skill, and precision."
cash generating energy assets financial
"focused on acquiring, operating, and optimizing cash generating energy assets."

FAQ

What did Diversified Energy Company (DEC) disclose about a potential Birch Resources transaction?

Diversified Energy Company confirmed preliminary discussions about a possible acquisition of Birch Resources. The company emphasized talks are at an early stage, with no agreement reached and no certainty that any transaction will occur or what terms might apply.

How does the potential Birch Resources deal fit DEC’s acquisition strategy?

Diversified Energy stated that acquisitions are a core aspect of its strategy. Since its 2017 IPO, it has executed 35 acquisitions totaling over $7 billion in value, focusing on acquiring, operating, and optimizing long-life, cash-generating energy assets.

Is there any certainty that Diversified Energy (DEC) will acquire Birch Resources?

No. Diversified Energy explicitly said there is no certainty that any transaction will occur with Birch Resources, or regarding the terms of any potential deal. Discussions remain preliminary and ongoing, and no agreement has been reached between the parties.

What regulatory classification applies to DEC’s Birch Resources announcement?

The company stated the announcement contains inside information for purposes of Article 7 of the UK MAR. UK MAR is the UK version of the Market Abuse Regulation incorporated into domestic law via the European Union (Withdrawal) Act 2018.

What kind of assets does Diversified Energy Company (DEC) focus on?

Diversified Energy describes itself as a leading publicly traded energy company focused on acquiring, operating, and optimizing cash generating energy assets. It targets existing, long-life assets, investing to improve environmental and operational performance and retiring them safely and securely over time.

How does DEC characterize its broader strategic approach beyond the Birch discussions?

DEC highlights a differentiated strategy centered on disciplined acquisitions and stewardship of existing assets. It aims to produce energy responsibly, generate reliable free cash flow, and deliver shareholder value, while improving environmental and operational performance and ultimately retiring assets safely.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Learn about SEC filing dates
FALSE000192244600019224462026-08-142026-08-14

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section13 or 15(d)
of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): August 14, 2026

Diversified Energy Company
(Exact name of registrant as specified in its charter)
Delaware
001-41870
41-2283606
(State or Other Jurisdiction of Incorporation)
(Commission File Number)
(IRS Employer Identification No.)
1600 Corporate Drive Birmingham, Alabama
35242
(Address of Principal Executive Office)
(Zip Code)
Registrant’s Telephone Number, Including Area Code: (205) 408-0909
(Former Name or Former Address, if Changed Since Last Report): Not Applicable

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered, pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common Stock, par value $0.01 per share
DEC
New York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter)
Emerging Growth Company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐



Item 7.01    Regulation FD Disclosure

On August 14, 2026, Diversified Energy Company (the “Company”) issued an RNS announcement, a copy of which is furnished as Exhibit 99.1 hereto and is incorporated into this Item 7.01 by reference. The information in this Item 7.01, including Exhibit 99.1, is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any filing made by the Company under the Securities Act of 1933, as amended, regardless of any general incorporation language in such filings, except as shall be expressly set forth by specific reference in such a filing.
Item 9.01
Financial Statements and Exhibits
(d)    Exhibits

Exhibit No.
Description
99.1
RNS Announcement Dated August 14, 2026.
104
Cover Page Interactive Data File (embedded within Inline XBRL document)
   

SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Diversified Energy Company
August 14, 2026
By:
/s/ Benjamin M. Sullivan
Date
Benjamin M. Sullivan
Senior Executive Vice President, Chief Legal and Risk Officer and Corporate Secretary

Exhibit 99.1
Diversified Energy Response to Media Speculation
Diversified Energy Company (NYSE: DEC, LSE: DEC) (the “Company” or “Diversified”) notes recent media speculation regarding a potential transaction involving the Company.
Diversified has an acquisition strategy driven by discipline, focus, skill, and precision. The Company has made 35 acquisitions totaling over $7 billion of value since its IPO in 2017. Acquisitions are a core aspect of the Company’s strategy, and the Company regularly engages in preliminary discussions with potential counterparties in this regard.
The Company confirms that it has had preliminary discussions concerning a possible acquisition of Birch Resources. Discussions are ongoing and remain at an early stage. No agreement has been reached, and there is no certainty that any transaction will occur, nor as to the terms on which any transaction might proceed.
This announcement contains inside information for the purposes of Article 7 of the UK version of Regulation (EU) No. 596/2014 on Market Abuse (“UK MAR”), as it forms part of the UK domestic law by virtue of the European Union (Withdrawal) Act 2018.
For further information, please contact:
Diversified Energy Company
Investor Relations
ir@dgoc.com
FTI Consulting
dec@fticonsulting.com
U.S. & UK Financial Public 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.


Filing Exhibits & Attachments

4 documents