Reaffirms Capital Discipline, Strategic Focus and Preserved Flexibility for Long-Term Growth
GeoPark, a leading independent energy company with over 20 years of successful operations across Latin America, today announced that it has declined to raise its offer for Frontera Energy’s Colombian E&P assets.
After careful evaluation, GeoPark’s Board of Directors determined that increasing its offer would not be consistent with the Company’s disciplined capital allocation framework or long-term value maximization objectives. At the revised valuation, the transaction base case would likely deteriorate portfolio-level return expectations, reduce resilience under lower oil price scenarios, and compare unfavorably against alternative capital deployment opportunities across its existing portfolio and emerging prospects. The Board concluded that preserving financial flexibility and allocating capital only to opportunities that are best positioned to maximize long-term shareholder value remains a core principle to the Company’s strategy.
Reinforced Platform and Clear Execution Roadmap
GeoPark pursued the Frontera transaction following nearly a year of detailed technical, financial and strategic analysis. The Company had conviction in the operational fit and long-term potential of the assets at the agreed price.
Frontera subsequently notified GeoPark that its Board of Directors had determined Parex Resources Inc.’s proposal constituted a “Superior Proposal” under the terms of the existing arrangement agreement, thereby initiating the contractual matching period. GeoPark carefully evaluated its rights and obligations during that period, including a reassessment of the transaction economics under the revised terms.
However, at the revised offer level, the Board concluded that an increased price would not meet GeoPark’s expected risk-adjusted return thresholds.
GeoPark emerges from this process stronger, preserving the balance sheet resilience and portfolio flexibility that underpin its strategy, more focused and well capitalized for its next phase of growth.
Over the past year, the Company has:
- Increased scale and diversified its portfolio;
- Delivered production above guidance;
- Reduced breakevens;
- Strengthened its balance sheet; and
- Secured long-term aligned institutional backing through strategic investment by Grupo Gilinski.
GeoPark’s strategy remains intact:
Protecting and Maximizing Core Production and Cash Generation in Colombia
The Company continues to optimize and enhance performance at its flagship Llanos 34 block and across its operated and non-operated portfolio. Recent developments have accelerated the inflection point in Colombian production earlier than expected. A recently certified 22% increase in 2P Original Oil in Place in Llanos 34 confirms a significantly larger resource base, strengthening the long-term production and economic outlook of the asset. Colombia will continue to generate sustainable free cash flow, underpin balance sheet strength, and support disciplined growth.
Scaling Growth in Vaca Muerta, Argentina
Following the successful integration of Loma Jarillosa Este and Puesto Silva Oeste, GeoPark is advancing its unconventional platform in the Neuquén Basin. The Company is focused on accelerating drilling activity to deliver a step-change in production and cash flow. Vaca Muerta is expected to become a core growth engine by 2028. At expected peak production of approximately 20,000 boepd gross in 2028, these assets are projected to contribute approximately US$300–350 million of gross Adjusted EBITDA at a US$70/bbl Brent oil price, providing scalable, long-life production supported by disciplined capital deployment.1
Strategic Optionality Preserved
By choosing not to increase its offer, GeoPark preserves capital flexibility to pursue alternative value-accretive opportunities across Colombia, Argentina, Venezuela and the broader region.
The Company remains committed to becoming the leading independent oil and gas platform in Latin America through disciplined organic and inorganic growth, supported by scale, resilience, technical excellence and strong governance.
GeoPark will continue to evaluate opportunities that align with its strategy, meet return criteria and enhance long-term shareholder value.
CEO Commentary
Felipe Bayon, Chief Executive Officer of GeoPark, said: “GeoPark’s Board of Directors takes seriously its responsibility to be good stewards of shareholder value, and our decision not to increase our offer for Frontera’s assets reflects our commitment to a highly disciplined approach to capital allocation. GeoPark evaluates every investment opportunity against strict financial, strategic and risk-adjusted criteria. At the revised terms, increasing our offer would not represent the best use of capital relative to the opportunities within our existing portfolio and pipeline. We remain fully committed to executing our two-fold strategy: maximizing our Colombian platform and scaling Vaca Muerta as a core growth engine. With a strengthened balance sheet, aligned long-term capital and preserved flexibility, GeoPark is well positioned to pursue disciplined growth and deliver sustainable long-term value.”
Transaction Settlement
Under the terms of its agreement with Frontera, GeoPark will receive the return of $75 million previously placed in escrow plus interest and will be entitled to a $25 million breakup fee.
Advisors
BTG Pactual acted as exclusive M&A financial advisor to GeoPark in the transaction, while Cleary Gottlieb Steen & Hamilton, Bennett Jones, and CMS Rodríguez-Azuero served as legal counsels and FGS Global served as strategic communications advisor.
