Diversified Energy Company filed a Form 8-K on November 2, 2026, disclosing that its subsidiary DP RBL Co LLC entered into the Fourth Amendment to its revolving credit agreement on October 27, 2026, increasing the borrowing base and expanding the facility's maximum credit capacity.

Key Highlights

  • Borrowing base increased: The Amendment raises the borrowing base from $900 million to $1 billion and establishes aggregate elected commitments of $1 billion.
  • Maximum credit capacity expanded: Aggregate maximum credit amounts increase from $1.5 billion to $2.5 billion.
  • Administrative agent replaced: Truist Bank succeeds KeyBank National Association as administrative agent and swing line lender; KeyBank is no longer a lender under the Credit Agreement.
  • Maturity date extended: The facility's maturity date moves to October 27, 2030, subject to a potential earlier date of January 8, 2029 if the Nordic bonds remain outstanding.
  • Interest margins reduced: The Amendment reduces interest margins by 25 basis points, with borrowings bearing interest at SOFR plus 2.50% to 3.50% or an alternate base rate plus 1.50% to 2.50%.
  • ABS IX Notes redeemed: On October 26, 2026, DP Mustang Holdco LLC redeemed in full its outstanding Class A and Class B asset-backed notes with an aggregate outstanding principal amount of $62 million.

Diversified Energy's Fourth Credit Agreement Amendment: Key Terms and Changes

According to the filing, DP RBL Co LLC, a wholly owned subsidiary of Diversified Energy Company (NYSE:DEC), entered into the Fourth Amendment to the Second Amended and Restated Revolving Credit Agreement on October 27, 2026. The original Credit Agreement was dated March 14, 2025. The Amendment was executed with guarantors and lenders party thereto, with Truist Bank replacing KeyBank National Association as administrative agent. The filing states that KeyBank is no longer a lender under the Credit Agreement following the Amendment.

The Amendment modifies several covenant terms, according to the filing. Restricted payments are permitted to the extent the pro forma trailing four quarter Net Debt to EBITDAX ratio is less than 1.75 to 1.00 and liquidity is greater than 20% of the borrowing base then in effect. The cap on specified transaction-cost add-backs is raised from 5% to 10% of EBITDAX for any four-quarter period. The filing also discloses that interest margins are automatically reduced by a further 25 basis points per annum upon the issuance or incurrence of permitted unsecured debt exceeding $500 million in aggregate principal amount after the Amendment's effective date.

The filing notes that the facility's new maturity date is the earlier of October 27, 2030 and the date 91 days before the stated maturity of the 9.75% senior secured bonds due 2029 issued by Diversified Gas and Oil Corporation, if those bonds remain outstanding. The Nordic bonds mature on April 9, 2029; accordingly, the filing states that if they remain outstanding, the facility would mature on January 8, 2029. Separately, the filing discloses that the $62 million redemption of the ABS IX Notes was funded with borrowings under the Credit Agreement prior to the Amendment's effectiveness, and that the liens securing those notes have been released.

What Was Disclosed

Diversified Energy Company disclosed the Fourth Amendment to its subsidiary's revolving credit agreement, covering an increased borrowing base, expanded maximum credit capacity, a change in administrative agent from KeyBank to Truist Bank, revised covenant terms, a new maturity date structure, and the full redemption of $62 million in asset-backed notes.