Genel Energy has raised its cash offer for Capricorn Energy to about $436 million, overtaking rival Norway-based DNO in the latest stage of the takeover battle. Capricorn’s board has withdrawn its support for DNO’s offer and now recommends the revised Genel deal.
Genel Energy Raises Capricorn Offer to $436 Million
Genel Energy increased its recommended offer for Capricorn Energy on September 25, 2026, putting the total value of the proposed acquisition at approximately $436 million on a fully diluted basis.
Under the revised terms, Capricorn shareholders would receive $5.74 per share. This consists of $4.75 in cash from Genel and a $0.99 special dividend, assuming the dividend is declared and paid in full. The offer is worth about £330 million based on the exchange rate used in the announcement.
The new proposal gives Capricorn shareholders more value than DNO’s latest offer, which was valued at $5.214 per share. Genel’s revised offer is approximately 10% higher than DNO’s acquisition value.
Capricorn Board Switches Support Back to Genel
The revised bid changes the direction of the takeover contest once again. Capricorn’s board had previously recommended DNO’s proposal after the Norwegian company increased its offer.
Following Genel’s latest proposal, however, the Capricorn board withdrew its recommendation of the DNO offer and backed the increased Genel transaction.
Capricorn said its directors, having received independent financial advice from Canaccord Genuity, considered the terms of the increased Genel offer fair and reasonable. The company therefore intends to proceed with the revised Genel proposal rather than the DNO transaction.
The development is another major turn in a takeover contest that has involved competing offers for Capricorn in recent months.
How the DNO and Genel Offers Compare
The latest figures show why the bidding battle has changed again.
DNO’s revised proposal offered Capricorn shareholders an acquisition value of $5.214 per share. Genel’s new offer raises that figure to $5.74 per share, an increase of $0.53 per share.
Genel’s offer also includes the $0.99 special dividend, making the structure of the proposal different from a straightforward cash purchase price.
The revised deal represents a premium of around 63% to Capricorn’s closing share price of 266 pence on March 10, the day before the current offer period began. It also represents an approximately 80% premium to Capricorn’s three-month volume-weighted average share price at that date.
Capricorn Shares Rise After the New Offer
Investors reacted strongly to the latest development. Reuters reported that Capricorn shares were up 12.2% at 443 pence in early London trading on September 25, reaching a level not seen for more than 15 years.
Genel’s shares moved in the opposite direction, falling 2.1% at the time cited by Reuters.
The different market reactions reflect the immediate impact of the higher purchase price on the two companies involved. For Capricorn shareholders, the revised proposal increases the stated consideration, while Genel is committing more resources to complete the acquisition.
Major Capricorn Shareholders Back General Deal
Genel has also secured revised irrevocable undertakings from several significant Capricorn shareholders.
Palliser Capital, Newtyn Management, Kite Lake Capital Management and Madison Avenue Partners have provided commitments covering about 39.1% of Capricorn’s issued share capital. These commitments relate to approximately 27.9 million Capricorn shares.
The shareholder support is an important part of the revised transaction because it provides Genel with commitments from a substantial portion of Capricorn’s shareholder base.
The terms of those undertakings also include conditions covering circumstances in which a higher competing proposal could emerge.
What Happens Next for the Capricorn Takeover?
The transaction still requires the remaining regulatory steps before it can be completed.
Capricorn has already received the necessary shareholder approvals for the Genel acquisition, while the Egyptian Competition Authority has approved the relevant merger condition. According to the latest company announcement, the Egyptian Condition is the final outstanding regulatory condition to the acquisition.
Genel and Capricorn continue to expect the scheme to become effective during the fourth quarter of 2026, subject to the remaining requirements being satisfied. The existing DNO shareholder meetings scheduled for October 16 are also expected to be adjourned following Genel’s higher offer.
Why the Genel-Capricorn Deal Matters
The takeover gives Genel the opportunity to acquire Capricorn’s business and assets while ending a closely contested bidding process with DNO.
For Capricorn shareholders, the latest proposal provides a higher stated acquisition value than the rival DNO offer. For Genel, the higher price means committing to a more expensive transaction in order to regain Capricorn board support.
The next key development will be whether the remaining regulatory condition is satisfied and whether the revised Genel scheme proceeds as expected in the fourth quarter.
For now, the latest takeover terms leave Genel Energy’s $436 million offer as the recommended proposal for Capricorn Energy, replacing the board’s previous recommendation of DNO’s bid