Genel Energy plc raised its cash offer for Capricorn Energy plc to $5.74 per share, comprising $4.75 in cash and a special dividend of $0.99, valuing the Edinburgh-based company at approximately $436 million on a fully diluted basis.
The revised bid carries a 63% premium to Capricorn's closing price of 266 pence on March 10, 2026, the day before the offer period began, and a 10% premium over a competing offer from DNO Bidco AS. DNO Bidco announced its revised bid of $5.214 per share on September 17.
Capricorn's board of directors withdrew its recommendation of the DNO offer in favor of Genel's increased proposal, following an advisory opinion from Canaccord Genuity, which advised the board that the revised terms are fair and reasonable.
Genel said it has secured irrevocable undertakings from shareholders holding approximately 39.1% of Capricorn's issued share capital to vote against competing offers, with the undertakings remaining binding unless a rival bid exceeds the increased offer by 10% or more. Support for Genel's original acquisition exceeded 99% of votes cast at shareholder meetings on August 18.
Genel plans to finance the acquisition using existing cash resources and new debt financing. The Egyptian Competition Authority approved the transaction on September 7, leaving Egyptian government approval as the final outstanding regulatory condition.
Capricorn intends to adjourn shareholder meetings originally scheduled for October 16 in connection with the DNO transaction. Genel stated the scheme is expected to become effective in the fourth quarter of 2026.
The combined entity would bring together Capricorn's onshore development and production assets in Egypt's Western Desert with Genel's oil production operations in the Kurdistan Region of Iraq and exploration licenses in Oman and Somaliland.
