Neither this
announcement, nor anything contained herein, shall form the basis
of, or be relied upon in connection with, any offer or commitment
whatsoever in any jurisdiction. Investors should not subscribe for
or purchase any shares referred to in this
announcement.
February
28th, 2025
Diversified Energy Company
PLC
End of Stabilisation
Notice
Further to the pre-stabilisation period
announcement dated February 20, 2025, Citigroup Global Markets Inc
(Contact: Gabriel Xia +1 212-723-3224) hereby gives notice that (i)
the Stabilising Manager named below and its affiliates undertook
stabilisation (within the meaning of Article 3.2(d) of the Market
Abuse Regulation (EU/596/2014), including as it forms part of
domestic law by virtue of the European Union (Withdrawal) Act
2018) in relation to the offer of the following securities,
as set out below; (ii) the stabilisation period ends with immediate
effect; and (iii) the over-allotment option for 850,000
ordinary shares was not exercised.
The
securities:
|
Issuer:
|
Diversified Energy Company PLC (the
"Company")
|
Securities:
|
Ordinary Shares with a par value of £0.20
each
|
ISIN:
|
GB00BQHP5P93
|
Offering size:
|
8,500,000 Ordinary
Shares (excluding the over-allotment option)
|
Description:
|
An underwritten public offering in the
United States of up to 8,500,000 ordinary shares
|
Offer price:
|
US$14.50
|
Stabilisation:
|
Stabilising manager:
|
Citigroup Global
Markets Inc, 388 Greenwich Street, New York, New York 10013, United
States of America
|
Stabilisation
transactions:
Trading Date
|
Quantity
|
Lowest price (USD)
|
Highest (USD)
|
Stabilisation Trading
venue
|
20-Feb-25
|
159,212
|
$14.25
|
$14.40
|
New York Stock Exchange
|
21-Feb-25
|
146,930
|
$13.91
|
$14.25
|
New York Stock Exchange
|
24-Feb-25
|
174,999
|
$13.8884
|
$14.00
|
New York Stock Exchange
|
25-Feb-25
|
219,890
|
$13.799
|
$14.00
|
New York Stock Exchange
|
26-Feb-25
|
148,696
|
$13.59
|
$13.98
|
New York Stock Exchange
|
27-Feb-25
|
273
|
$13.90
|
$13.90
|
New York Stock Exchange
|
Important
Notice to UK and EU Investors
The information contained in this announcement
is for background purposes only and does not purport to be full or
complete, and this announcement does not constitute or form part of
any invitation or inducement to engage in investment activity. No
reliance may be placed by any person for any purpose on the
information contained in this announcement or its accuracy,
fairness or completeness.
Members of the public are not eligible to take
part in the Company's previously announced underwritten public
offering. This announcement is only addressed to and directed
at specific addressees who: (A) if in member states of the European
Economic Area (the "EEA"),
are persons who are "qualified investors" within the meaning of
Article 2(e) of Regulation (EU) 2017/1129 (as amended)
("Qualified Investors");
and (B) if in the United Kingdom, are "qualified investors"
within the meaning of Article 2(e) of Regulation (EU) 2017/1129 (as
amended) as it forms part of retained EU law by virtue of the
European Union (Withdrawal) Act 2018 who are: (i) persons having
professional experience in matters relating to investments who fall
within the definition of "investment professionals" in Article
19(5) of the Financial Services and Markets Act 2000 (Financial
Promotion) Order 2005 (the "Order"); or (ii) high net worth
entities falling within Article 49(2)(a) to (d) of the Order; or
(C) are other persons to whom it may otherwise lawfully be
communicated (all such persons referred to in (B) and (C) together
being "Relevant Persons").
This announcement must not be acted or relied on (i) in
the United Kingdom, by persons who are not Relevant Persons
and (ii) in any member state of the EEA by persons who are not
Qualified Investors. Any investment activity to which this
announcement relates (i) in the United Kingdom, is available
only to, and may be engaged in only with, Relevant Persons; and
(ii) in any member state of the EEA, is available only to, and may
be engaged only with, Qualified Investors.
This announcement is not for publication or
distribution, directly or indirectly, in or into any jurisdiction
where to do so would constitute a violation of the relevant laws of
such jurisdiction. The distribution of this announcement may be
restricted by law in certain jurisdictions and persons into whose
possession any document or other information referred to herein
comes should inform themselves about and observe any such
restriction. Any failure to comply with these restrictions may
constitute a violation of the securities laws of any such
jurisdiction.
This announcement is not an offer or
solicitation to purchase or subscribe for, or otherwise invest in,
securities, to any person in any jurisdiction to whom or in which
such offer or solicitation is unlawful. No public offering of the
securities referred to herein is being made
in Australia, Japan or South Africa. Subject to
certain exceptions, the Shares may not be offered or sold
in Australia, Japan or South Africa or to, or for
the account or benefit of, any national, resident or citizen
of Australia, Japan or South
Africa.
Nothing contained herein constitutes or should
be construed as: (i) investment, tax, financial, accounting or
legal advice; (ii) a representation that any investment or strategy
is suitable or appropriate to your individual circumstances; or
(iii) a personal recommendation to you.