EL7.AI
Mergers & AcquisitionsMedium•9 November 2026•
4 min read

DNO’s Offer for Capricorn Ends on November 9 as Genel Deal Gains Favor

Key Facts

1DNO and DNO Bidco confirmed on November 9, 2026 that their cash offer for the entire issued and to-be-issued share capital of Capricorn had lapsed.
2More than 99% of shares voted backed Genel’s acquisition at the meetings on August 18, 2026.
3Genel’s improved offer represented a premium of about 10% to the acquisition value under DNO’s offer, according to Capricorn’s announcement on September 25, 2026.
4Shareholder undertakings in favor of Genel’s offer covered 27,903,950 shares, about 39.1% of Capricorn’s issued share capital as of September 24, 2026.

DNO and DNO Bidco confirmed on November 9 that their cash offer for the entire issued and to-be-issued share capital of Capricorn Energy had lapsed, according to an announcement by DNO. The announcement brings DNO’s offer process to an end; the offer had been amended in September to become entirely cash-based for Capricorn shareholders. The development came after Capricorn’s management withdrew its previous recommendation of the offer and instead recommended Genel Energy’s improved offer. The company had announced on October 16 that it was postponing indefinitely the court and general meetings required to implement DNO’s offer. The contest for Capricorn has therefore shifted from DNO’s offer to the alternative offer recommended by the company’s board.

The announcement that the offer had lapsed did not give a detailed reason for its lapse, while Capricorn’s October announcement had linked the postponement of the meetings to the board’s changed position on the two offers. The company said its directors withdrew their recommendation of DNO’s offer after backing Genel’s improved offer. This change in recommendation preceded the final announcement that DNO’s offer had lapsed and effectively halted the process, which required the two meetings to proceed with the deal. The postponement of the meetings alone was not an announcement that the offer had lapsed; confirmation came later in DNO’s November 9 announcement. In this sequence, the offer moved from meetings postponed without a new date to one officially announced as having lapsed.

The boards of DNO and DNO Bidco and Capricorn’s board agreed on September 17 to amend DNO’s offer so that Capricorn shareholders would receive the entire acquisition value in cash. DNO said implementation of the amended offer did not depend on Capricorn’s board being able to declare and pay the full permitted dividend before the deal’s effective date. DNO then announced on September 28 that the terms of its amended offer were final and that it would not increase the offer value. This gave the offer a final cash-based framework before Capricorn’s board shifted its position to support Genel’s offer. The November 9 announcement confirmed that DNO’s offer had lapsed, without giving any additional reason or details about next steps in the available quotation.

Genel had increased its offer for Capricorn, and the company said in its September 25 announcement that the improved offer represented a premium of about 10% to the acquisition value under DNO’s offer. This financial difference places the two offers in the context of the contest that preceded Capricorn’s board withdrawing its recommendation of the Norwegian offer. At the two voting meetings held on August 18, Genel’s acquisition was backed by more than 99% of the shares voted, according to Capricorn’s announcement on the competing offer. The vote shows the level of support among shares that took part in the meetings, while the subsequent offer increase came in September, after that vote. The announcement also reported shareholder undertakings in favor of Genel’s offer covering 27,903,950 shares, or about 39.1% of Capricorn’s issued share capital as of September 24.

Following the announcement that DNO’s offer had lapsed, attention turns to the Genel deal, which Capricorn’s board backed after withdrawing its recommendation of the competing offer. The company said the meetings to implement DNO’s offer had been postponed indefinitely on October 16, while DNO’s November 9 announcement confirmed that its cash offer had lapsed. This does not in itself confirm that the Genel deal has been completed; the improved-offer announcement establishes the vote, undertakings and the board’s position, but the available facts do not state that the acquisition was completed. The latest date shown in Capricorn’s regulatory news list was November 6, for an announcement about share ownership, with no visible announcement there that DNO’s offer had lapsed. DNO’s announcement dated November 9 remains the available official confirmation that its offer had lapsed.