Diversified Energy Company and Carlyle Global Credit Investment Management L.L.C. entered into an agreement to acquire Portfolio of Certain Oil and Natural Gas Properties of Camino Natural Resources, LLC for $1.2 billion.
Diversified Energy Company (NYSE:DEC) and Carlyle Global Credit Investment Management L.L.C. entered into an agreement to acquire Portfolio of Certain Oil and Natural Gas Properties of Camino Natural Resources, LLC for $1.2 billion on May 6, 2026. A cash consideration of $1.175 billion will be paid by Diversified Energy Company and Carlyle Global Credit Investment Management L.L.C. As part of consideration, $1.175 billion before customary purchase price adjustments is paid towards assets of Portfolio of Certain Oil and Natural Gas Properties of Camino Natural Resources, LLC. Diversified entered into an agreement with Carlyle in which Carlyle agreed to fund 60% of the purchase price for the producing properties in exchange for a 60% ownership interest in a newly formed special purpose vehicle, with Diversified retaining a 40% ownership interest in the SPV. It is anticipated that at Closing, the Developed Assets will be contributed to an indirect subsidiary of the SPV. As 60% owner, Carlyle is expected to control the ordinary course management decisions of the SPV, with the Company serving as operator of the SPV?s assets. Purchase price expected to be funded through an investment-grade rated bilaterally structured asset-backed securitization originated by Carlyle, cash from Carlyle related to its ownership percentage in the ABS SPV, and an estimated $210 million in borrowings under Diversified?s revolving credit facility. At the Closing, Diversified will also acquire and retain ownership of the Undeveloped Assets outside of the SPV. Camino Natural Resources will receive a $58.75 million termination fee if the transaction fails due to Diversified?s breach.
The transaction is expected to close in the third quarter of 2026, subject to customary closing conditions. The transaction is subject to extension in certain circumstances related to the HSR waiting period.
John Alexander Kaercher, Jonathan Paul Strom, Chad M. Smith, Alexandra David, Michael L. Urschel, Tad Bardenwerper, Lucas E. Spivey, James Andrew Bedotto, David Wheat, Joe Tobias, Paul D. Tanaka, and James Dolphin of Kirkland & Ellis LLP acted as legal advisor for Diversified Energy Company. Truist Securities, Inc. acted as financial advisor for Diversified Energy Company. Citigroup Inc. acted as financial advisor for Diversified Energy Company. The team of Latham & Watkins LLP led by Stelios Saffos, Peter Sluka, Chris Heasley, Cory Tull, Jim Fogart, Ian Conner, Peter Todaro, and Matthew Piehl acted as legal advisor for Carlyle Global Credit Investment Management L.L.C. Paul Hastings LLP acted as legal advisor for Carlyle Global Credit Investment Management L.L.C. Jefferies LLC acted as financial advisor for Camino Natural Resources, LLC. RBC Richardson Barr acted as financial advisor for Camino Natural Resources, LLC. The team of Vinson & Elkins LLP led by Bryan Loocke, Elena Sauber, Abby Branigan, Matthew Strock, David Peck and Brian Russell, Scott Rubinsky, Evan Miller, Becky Baker, Patricia Adams, Matt Dobbins, Caitlin Turner, Joyce Adetutu and Brian Howard acted as legal advisor for Camino Natural Resources, LLC.
Diversified Energy Company is an energy company focused on natural gas and liquids production, transport, marketing, and well retirement. It has onshore upstream and midstream assets. Its assets are primarily located within the Appalachian and Central regions of the United States. The Appalachian Region spans Pennsylvania, Virginia, West Virginia, Kentucky, Tennessee and Ohio and consists of two productive unconventional shale formations, along with numerous conventional formations. It operates within the Marcellus Shale and the slightly deeper Utica Shale, as well as many conventional formations. Its Central Region includes parts of Texas, Louisiana and Oklahoma, and is home to a number of asset rich natural gas and oil formations. It operates within the Haynesville, Bossier, Cotton Valley, Barnett and Mid Continent plays. It has a Permian asset base with multiple zones in the Northern Delaware Basin. Its subsidiary, Next LVL Energy LLC, is an asset retirement service provider.
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Diversified Energy Company and Carlyle Global Credit Investment Management L.L.C. entered into an agreement to acquire Portfolio of Certain Oil and Natural Gas Properties of Camino Natural Resources, LLC for $1.2 billion.
