Genel Energy Raises Capricorn Bid to $436 Million in Takeover Battle

Genel Energy has increased its bid for Capricorn Energy to roughly $436 million, escalating a takeover contest with Norwegian oil producer DNO for control of the Egypt-focused upstream company.

Under the revised proposal, Capricorn shareholders would receive $5.74 per share, comprising $4.75 in cash and a planned special dividend of $0.99 per share. The offer values Capricorn’s fully diluted share capital at approximately $436 million, or £330 million.

The new bid is around 10% higher than the $5.214-per-share value of DNO’s revised offer and represents a 63% premium to Capricorn’s closing share price on March 10, before the takeover process began.

Capricorn’s board has switched its recommendation back to Genel following the higher offer, withdrawing its support for DNO’s proposal. Meetings scheduled for October 16 in connection with the DNO transaction are expected to be adjourned.

The bidding contest follows Genel’s original recommended offer announced in July. That transaction had already secured approval from more than 99% of Capricorn shares voted at shareholder meetings in August before DNO entered the contest on September 1 and subsequently improved its own proposal on September 17.

Genel has also secured revised commitments covering about 39.1% of Capricorn’s issued share capital from investors including Palliser Capital, Newtyn Management, Kite Lake Capital Management and Madison Avenue Partners. Those undertakings generally remain binding unless a rival bid improves on Genel’s latest offer by at least 10%.

The acquisition would materially expand Genel beyond its existing producing operations in the Kurdistan Region of Iraq and exploration interests in Oman and Somaliland. Genel produced 17,520 barrels of oil per day on a working-interest basis in 2025 and reported EBITDAX of $43 million.

Capricorn, meanwhile, is increasingly concentrated on Egypt. Its core portfolio consists of onshore producing and development assets in the Western Desert, where the company agreed in 2025 to consolidate eight jointly owned concessions into a single integrated licence with improved commercial terms. The agreement received parliamentary ratification in March 2026.

Egypt remains the principal outstanding hurdle to completion. The Egyptian Competition Authority approved the transaction on September 7, leaving a separate Egyptian government condition as the final regulatory requirement. Genel and Capricorn said they continue to expect the acquisition to become effective during the fourth quarter of 2026.

Genel plans to fund the cash consideration using existing resources alongside new debt financing. Its bridge facility has been increased to $160 million from $125 million.

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