GeoPark, via Bloomberg Línea (company operations photo; crop).
GeoPark said Monday, November 2, that its 25-year production contract for Venezuela’s Bare Block has taken effect and the related share transaction with Grupo Gilinski has closed, making the Colombian group its controlling shareholder.
The New York-listed energy company issued 42,135,872 common shares to Panamerican Energy Holdings, a Grupo Gilinski entity, in exchange for the remaining 95% interest in the company holding the contract. GeoPark said the deal was paid entirely in shares, with no cash acquisition payment, in its closing announcement.
After the issuance, Grupo Gilinski holds approximately 56.3% of GeoPark’s outstanding shares, the company said. That changes control of the listed producer as it adds a long-term Venezuelan redevelopment project to its existing operations in Colombia and Argentina.
Under the Bare Block agreement with PDVSA Petróleo, GeoPark will act as operator, finance all capital spending under approved work programs and hold a 65% net participating interest. The company said the arrangement includes direct commercialization rights and access to infrastructure.
The contract is effective, but operational takeover is still in preparation. GeoPark said it aims to complete that takeover before the end of 2026 and will begin consolidating the block in its financial statements once it gains operational control.
Operational takeover and tender offer still ahead
Approximately 300 to 400 wells have been assessed for reactivation, according to the company. The initial redevelopment phase is to focus on stabilizing production, bringing wells back into use, workovers and repairing infrastructure. These are planned operating steps, not a report that all those wells are already producing.
The agreement also calls for Grupo Gilinski to initiate a tender offer within 90 days of closing for shares it and its affiliates do not already own. The announced price is $12.22 per share, with total consideration of up to $100 million. GeoPark stressed that the offer has not yet begun and that formal terms and timing will be announced at launch.
Grupo Gilinski may receive up to 5,421,589 additional shares if specified milestones are achieved, which could raise its ownership to approximately 58.4%. The parties extended the deadline for those milestones to December 1, GeoPark said.
While the group owns at least half of GeoPark, it is entitled to nominate at least five directors, including at least two qualifying independent directors. GeoPark said it will remain listed on the New York Stock Exchange, with its existing governance safeguards.
Chief Executive Felipe Bayon said the company’s focus now shifts to operational execution. The closing completes the transaction announced in September; the next milestones are the field takeover and the still-to-be-launched shareholder tender offer.
JBizNews Desk | New York
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