Vår Energi has agreed to acquire rival Norwegian oil and gas company BlueNord in a cash and stock deal worth Nkr12.84bn ($1.33bn).

Both companies are listed on the Oslo Stock Exchange in Norway.

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The deal, which has been approved by the boards of both companies, is expected to create the largest independent oil and gas producer in Europe.

The merger structure will see Vår Energi establish a new subsidiary that will merge with BlueNord.

Under the terms of the deal, BlueNord shareholders will receive 248.4 million newly issued Vår Energi shares and Nkr1.96bn in cash. The consideration equates to nearly 9.72 Vår Energi shares and Nkr76.83 in cash for each BlueNord share.

Once finalised, BlueNord shareholders are expected to hold nearly 9.05% of the enlarged Vår Energi. Existing Vår Energi shareholders will retain 90.95%.

Eni will continue to maintain a majority position in Vår Energi, holding around 57.33% of the expanded company after the completion of the deal.

The merger would add BlueNord’s Danish Continental Shelf (DCS) interests to Vår Energi’s existing Norwegian Continental Shelf (NCS) and North Sea operations. These include producing assets in the Tyra, Halfdan, Dan and Gorm hubs, which are part of the Danish Underground Consortium operated by TotalEnergies.

Vår Energi CEO Nick Walker said: “This transaction marks a significant milestone in Vår Energi’s growth journey, creating the largest independent producer of oil and gas in Europe with a long-term production target of approximately 450,000 barrels per day and reinforcing our role as a reliable and secure supplier of energy to Europe.

“As Vår Energi continues to grow it is a natural evolution of our strategy to step outside of Norway, and Denmark offers a low-risk, stable operating and fiscal regime, with similar characteristics to the NCS.”

BlueNord’s portfolio is expected to add net production of around 45,000 barrels of oil equivalent per day (boepd) to the combined entity from 2026. The company also holds approximately 195 million barrels of oil equivalent in net proved plus probable reserves plus additional near-term contingent resources, extending forecast production beyond 2040.

The production mix of the combined entity is expected to remain around 65% oil and 35% gas, with continued access to two major European gas delivery points, Nybro and Den Helder.

Completion is expected around the end of 2026, subject to approval by BlueNord shareholders, regulatory clearance and other customary closing conditions.

BlueNord CEO Euan Shirlaw said: “The combination with Vår Energi creates a North Sea company of real scale and resilience – one that continues what BlueNord has always stood for: reliable supply of energy to Europe and meaningful returns to shareholders. 

“Since 2019, our shareholders have supported BlueNord through the delivery of the Tyra redevelopment and benefitted from a period of outsized distributions of close to $800m.

“This transaction is the natural next phase: it gives our shareholders ownership in an investment-grade company with greater scale and diversification, and the balance sheet to sustain long-term returns.”

SB1 Markets and Barclays are the financial advisers to Vår Energi for the deal, while Schjødt is providing legal advice and KPMG is handling finance and tax matters.

For BlueNord, the advisers include Jefferies International, BAHR and Gorrissen Federspiel, while Standard Chartered Bank has issued a fairness opinion to the company’s board.

Separately, Vår Energi reported its financial results for the second quarter of 2026, with post-tax cash flow from operations of $2.1bn.

The company reported net debt of $3.4bn and a leverage ratio of 0.4x, alongside available liquidity of $5.3bn.

Last month, Vår Energi made a final investment decision for the Balder Next New Wells project in the Norwegian North Sea.