Gulf Keystone, ShaMaran Agree $601 Million Kurdistan Oil Merger

Summary

• ShaMaran merges into Gulf Keystone in a deal valuing its equity at $601 million.
• Combined group holds Shaikan, Atrush and Sarsang in the Kurdistan Region of Iraq.
• The enlarged producer plans to shift its primary listing from London to Oslo.

The latest

A merger agreement signed Tuesday will fold Oslo-listed ShaMaran Petroleum into London-listed Gulf Keystone Petroleum, valuing ShaMaran's equity at NOK 5.7 billion, or $601 million. The two companies said the combination creates a single Kurdistan-focused producer pumping around 53,000 barrels per day. Shareholders of each company would end up owning roughly half of the enlarged group.

Details

• The terms: ShaMaran shareholders receive 0.07533958 new Gulf Keystone shares for every share held, pricing ShaMaran at NOK 1.96 per share, according to both companies' statements. That splits ownership of the combined group almost evenly between the two shareholder bases, with each side holding about 50%.
• The premium: The agreed price represents a 22.9% premium to ShaMaran's closing price on 19 October 2026, the companies said. Adjusted for the special dividend Gulf Keystone will pay its own holders, the premium narrows to 13.5%.
• The sweetener: Existing Gulf Keystone shareholders will collect a $50 million special dividend at closing, worth roughly $0.23 per share, according to the statements. The payout is tied to completion rather than to signing.
• The assets: The merged company combines the Shaikan field, operated by Gulf Keystone with a 61.5% working interest, with ShaMaran's stakes in Atrush at 50% and Sarsang at 18%, all in the Kurdistan Region of Iraq.
• The scale: Pro-forma working-interest output is put at about 53,000 barrels per day, with proven and probable reserves of roughly 323 million barrels on a working-interest basis, the companies said. They also flagged up to $5 million a year in general and administrative savings.
• Beyond Kurdistan: ShaMaran is separately acquiring a 25% stake in HKN Hamrin Ltd., which holds the development and production contract for the Hamrin field in federal Iraq, according to the statements. The two companies did not attach a value to that transaction.
• The shareholder: The Lundin family becomes the single largest shareholder in the combined group with 12.8%, the companies said. No other individual holder was identified at that level.
• The listing shift: Gulf Keystone intends to move its primary listing to the main list of Euronext Oslo Børs and subsequently discontinue its London listing. ShaMaran shares will cease trading at completion, ending its separate presence on the Oslo market.
• The timetable: The merger information document is expected on or around 1 December 2026, with shareholder meetings at both companies around 22 December 2026, and completion targeted for mid-2027, according to the statements.
• The condition: Completion depends on approvals from the Kurdistan Regional Government, which the companies expect within 6 to 9 months. A long-stop date of 31 December 2027 applies if the approvals are not secured by then.

Background

Gulf Keystone operates Shaikan, one of the largest producing fields in the Kurdistan Region of Iraq, while ShaMaran holds non-operated interests in Atrush and Sarsang. Both have been listed separately, in London and Oslo respectively.

Between the lines

The structure concentrates the combined group's identity in Oslo: the primary listing moves to Euronext Oslo Børs, the London listing is set to end, and the Lundin family emerges as the largest shareholder at 12.8%. The $50 million special dividend compensates Gulf Keystone holders for accepting a near-even ownership split, which also explains why the headline 22.9% premium falls to 13.5% once the payout is counted.

What's next

Watch the merger information document expected around 1 December 2026, shareholder votes at both companies around 22 December 2026, and Kurdistan Regional Government approvals anticipated within 6 to 9 months.

Source: ShaMaran Petroleum, Gulf Keystone Petroleum