Pharos Energy board withdraws its recommendation of Ratio Petroleum's scheme and backs a higher all-cash offer from Serica Energy, with the 17 August shareholder meetings to be adjourned

Pharos Energy, whose shares trade on the London Stock Exchange's Main Market, published its formal Scheme Document for the recommended all-cash acquisition by Ratio Petroleum Energy LP and convened shareholder court and general meetings for 17 August 2026. On 26 July 2026 the Pharos board withdrew that recommendation and unanimously recommended a higher competing all-cash offer from Serica Energy plc, and it intends to adjourn the Ratio meetings until further notice. Both offers are structured as schemes of arrangement under English law. Under the terms of the offer, Pharos shareholders are entitled to receive a total value of up to 28 pence per share, comprising a 23.0683 pence cash consideration from Ratio, a 4.0 pence special dividend, and a 0.9317 pence final dividend already paid in July. Serica's offer is worth 32.6683 pence per share, comprising 28.6683 pence in cash and a 4.0 pence special dividend, which values Pharos's equity at approximately £145.7 million and represents a premium of about 20.7 percent to the equivalent value of the Ratio terms. Irrevocable undertakings covering approximately 41.76 percent of Pharos's share capital had been secured for the Ratio offer, which did not prevent a higher rival offer from displacing it. Pharos has told shareholders to take no action in relation to the Ratio offer, and Serica expects its own acquisition to become effective in the first half of 2027. Pharos's mid-July trading update showed group production of 5,650 boepd (barrels of oil equivalent per day) net, in line with full-year guidance, group revenue of $82 million, and cash balances of as of 30 June 2026. The Egypt receivable balance also fell materially, strengthening the balance sheet ahead of the vote.