Maha Capital moves fast on PetroUrdaneta as OFAC authorises US-entity transactions with PdVSA under GL 52

Maha Capital AB (Nasdaq Stockholm: MAHA-A), the Stockholm-listed investment company with oil and gas holdings across Latin America and the United States, has formally exercised a call option to acquire a 24% indirect equity stake in PetroUrdaneta, a Venezuelan joint venture operating fields in the Maracaibo Basin, at a cost of EUR 4.6 million. The decision was triggered directly by the United States Treasury’s Office of Foreign Assets Control publishing General License 52 on 18 March 2026, a broad authorisation that permits established US entities to transact with Petróleos de Venezuela, S.A. (PdVSA) and its majority-owned subsidiaries across the full range of upstream oil and gas activities. Maha Capital intends to hold its PetroUrdaneta interest through its existing US subsidiaries, structuring the position to sit squarely within the conditions GL 52 sets out. The timing is deliberate: exercising the option the same day the licence was published signals that Maha Capital had been watching for precisely this regulatory unlock.

How does OFAC General License 52 change the legal landscape for foreign oil investment in Venezuela?

GL 52 represents one of the more expansive authorisations that OFAC has issued under the Venezuela sanctions programme in recent years, and its scope matters greatly for how Maha Capital can operate PetroUrdaneta’s fields going forward. The licence permits the lifting, exportation, re-exportation, sale, storage, and transportation of Venezuelan-origin oil and petroleum products. It also authorises the supply of diluent and services necessary for upstream activity, the entry into new investment contracts, and the formation of new joint ventures related to oil, gas, and petrochemical production. Critically for Maha Capital’s redevelopment ambitions, it covers all transactions ordinarily incident and necessary to those activities, including legal, technical, safety, and environmental due diligence. There are important boundaries: GL 52 does not authorise transactions involving PdVSA debt or equity securities, the transfer of equity interests in PDV Holding or CITGO entities, or dealings with individuals on the Specially Designated Nationals list. Those carve-outs do not appear to constrain what Maha Capital needs to do operationally, but they narrow the field of downstream financing structures the company can employ.

GL 52 is the latest in a sequence of Venezuela-related authorisations that OFAC has issued since late 2025, including General License 51 covering Venezuelan-origin gold, and various updates to port, airport, and bond-related licences. The pattern suggests a measured but accelerating reopening of the Venezuelan energy sector to US-connected capital, consistent with broader diplomatic repositioning. For Maha Capital, which has been carrying the EUR 4.6 million option payment on its books since March 2024 without the legal clarity to activate it, the publication of GL 52 converts a dormant strategic option into an actionable asset.

Why does the Maracaibo Basin matter strategically and what does PetroUrdaneta bring to Maha Capital’s portfolio?

The Maracaibo Basin is one of the most prolific conventional oil-producing regions in the western hemisphere, responsible for roughly half of Venezuela’s crude export capacity and an estimated 15% of the country’s proven reserves. Unlike the extra-heavy crudes of the Orinoco Belt, which require specialised refineries and extensive upgrading, the Maracaibo Basin yields medium and light oil grades that carry higher per-barrel realisations and attract a broader pool of refiners. This is precisely the product mix that PetroUrdaneta sits on: CEO Roberto Marchiori referenced medium and light oil reserves in his commentary on the transaction, grades that are commercially more accessible and operationally simpler to bring to market than the country’s signature heavy crude. The basin has produced more than 30 billion barrels of conventional oil over its history, and estimates of remaining recoverable resources remain substantial, though infrastructure degradation under years of underinvestment has compressed actual production well below theoretical capacity.

PetroUrdaneta is structured as a joint venture in which PdVSA holds 60% and Novonor’s subsidiary Odebrecht Energia e Participacoes (OE&P) holds 40%. Novonor, the Brazilian construction and engineering group that emerged from the restructuring of the scandal-hit Odebrecht conglomerate, has been systematically divesting non-core energy assets as part of its financial rehabilitation. Maha Capital’s option was secured with Novonor in March 2024, giving it the exclusive right to acquire between 60% and 100% of Novonor’s Spanish holding vehicle, which carries the 40% PetroUrdaneta interest. Exercising the call option at the minimum level locks in a 24% indirect stake; Maha Capital retains the contractual ability to go further, up to the full 40% indirect position, if conditions and capital allocation permit. That optionality on the upper end is meaningful: a 24% interest is a foothold and a proof of concept, while a 40% interest would make Maha Capital a genuine operational partner rather than a minority observer.

What are the execution risks of redeveloping Venezuelan oil fields under a joint venture with PdVSA?

The strategic logic is coherent; the execution risk is formidable. Venezuela’s oil sector has been in structural decline since the late 1990s peak, driven by a combination of technical mismanagement, capital starvation, sanctions pressure, and the systematic exodus of experienced upstream personnel. PdVSA, the 60% partner in PetroUrdaneta, remains an entity in serious operational distress. Its capacity to fund its share of field rehabilitation, maintain operational discipline, and meet contractual obligations to a foreign minority partner has been questioned consistently by industry observers and former executives. The redevelopment of Maracaibo Basin fields that have been underinvested for a decade or more will require substantial capital expenditure on well workovers, water injection systems, and surface infrastructure before meaningful production uplift materialises.

The regulatory environment adds a further layer of complexity. GL 52 is an authorisation, not a guarantee of permanence: it is issued under executive authority and can be modified or revoked if US-Venezuela relations deteriorate or if political conditions in Washington shift. Companies that relied on earlier licences such as GL 44, which was revoked in 2024, have direct experience of how quickly the authorisation framework can change. Maha Capital is implicitly betting that the current trajectory of sanctions relief is durable for long enough to justify the capital and operational commitment required to bring PetroUrdaneta’s fields into meaningful production. That is a geopolitical as much as an operational bet. Additionally, negotiating operational and collaboration agreements with PdVSA and local Venezuelan authorities under even the most favourable sanctions framework is a process that has historically been slow, contentious, and subject to last-minute demands from the Venezuelan side.

How does the Venezuela move fit within Maha Capital’s broader portfolio strategy and the Keo asset repositioning?

Maha Capital rebranded from Maha Energy AB in August 2025, a signal of the company’s intent to evolve beyond its origins as a pure upstream operator into a capital allocation vehicle with a diversified energy and minerals mandate. Its current portfolio includes operated producing assets in the Illinois Basin in the United States, a 65% working interest in Block 70 in Oman, and a financial investment in Brava Energia, the publicly traded Brazilian oil company. The PetroUrdaneta position, if successfully developed, would add a medium and light oil producing asset in one of the Americas’ most resource-rich basins to that portfolio.

Marchiori’s comment about maintaining focus on “core business at Keo” is notable. Keo is a reference to the company’s Omani Block 70 operations, which appear to be absorbing significant management attention as a near-term production catalyst. The Venezuela announcement should be read as a parallel track rather than a strategic pivot: Maha Capital is betting on both a near-term operational ramp in Oman and a medium-to-long-term resource development story in Venezuela. That dual-track ambition is achievable for a company with capital discipline, but it creates competing claims on management bandwidth and financial resources, particularly if the Keo ramp encounters delays or the PetroUrdaneta negotiation process proves protracted. The EUR 4.6 million call option payment is relatively modest in absolute terms, but the downstream capital requirements for field redevelopment in Venezuela will be materially larger and harder to quantify at this stage.

What does MAHA-A’s recent market performance signal about investor appetite for the Venezuela re-entry thesis?

Maha Capital shares on Nasdaq Stockholm (MAHA-A) were trading at approximately 11.46 SEK at the time of writing, up around 3% on the day following the announcement. The stock has gained roughly 6.5% over the past week and is up over 100% year-on-year, having recovered sharply from an all-time low near 2.94 SEK recorded in April 2025. The 52-week high context and the year-on-year doubling suggest that investors have already been pricing in some form of Venezuela optionality alongside the Oman ramp story, making the actual announcement an acceleration of an existing thesis rather than a surprise catalyst. The market cap based on Inderes data stands at approximately 2.19 billion SEK, against revenue of around 93.6 million SEK and a negative EBIT margin, reflecting the investment and development phase nature of the company’s current operations.

The sharp recovery from last year’s lows and the positive one-month and year-on-year trajectory suggest that retail and institutional investors focused on frontier energy recovery plays have been accumulating MAHA-A in anticipation of a Venezuela sanctions reopening. The 3% intraday move on the GL 52 announcement is measured rather than euphoric, which is consistent with a market that had already priced in a meaningful probability of this outcome. Whether the stock can sustain its trajectory will depend on how quickly Maha Capital can translate the GL 52 authorisation into signed operational agreements with PdVSA and, ultimately, into first production from PetroUrdaneta’s fields.

What competitive and industry signals does Maha Capital’s Venezuela re-entry send to peers and sector watchers?

Maha Capital is not the only international upstream company watching the Venezuela sanctions landscape with interest. Chevron Corporation has maintained a presence in Venezuela through its legacy joint ventures under separate OFAC authorisations, and a range of European and Asian independents have historically maintained exposure to Venezuelan assets through various structures. The publication of GL 52 specifically targeting established US entities suggests that OFAC is deliberately encouraging US-connected capital to participate in Venezuelan upstream development, likely as part of a broader economic and diplomatic framework designed to deepen Venezuela’s commercial ties with the United States and reduce its dependence on alternative buyers.

For small and mid-cap international upstream companies with legacy exposure to Venezuelan assets or JV positions that have been held in abeyance under sanctions, GL 52 is a meaningful signal that the path to reactivation is now legally viable if they can structure their ownership through US entities. That structural requirement is a filter: not every international operator has a US subsidiary infrastructure that meets OFAC’s definition of an “established US entity,” and building or acquiring one is not a trivial exercise. Maha Capital’s decision to route ownership through existing US subsidiaries rather than seeking a new specific licence suggests the company had prepared this corporate structure in advance of the authorisation, which is itself a signal of strategic seriousness and legal diligence.

Key takeaways: What Maha Capital’s PetroUrdaneta move means for investors, competitors, and Venezuela’s energy sector

• Maha Capital has exercised a EUR 4.6 million call option for a 24% indirect stake in PetroUrdaneta on the same day OFAC published General License 52, reflecting pre-positioned corporate and legal readiness rather than opportunistic speed.
• GL 52 is one of OFAC’s most expansive Venezuela-related authorisations in recent years, covering oil lifting, export, investment contracts, new joint ventures, and all ordinarily incident upstream transactions, but it does not authorise dealings with PdVSA debt or equity securities.
• PetroUrdaneta sits in the Maracaibo Basin, home to medium and light crude grades that carry higher commercial value than Venezuela’s signature Orinoco heavy oil and that serve a broader international buyer base.
• Maha Capital retains the option to acquire up to 40% indirect ownership in PetroUrdaneta, above the 24% exercised today, providing meaningful upside flexibility if early operational progress justifies additional capital commitment.
• The 60% PdVSA ownership stake in PetroUrdaneta is both a structural requirement of Venezuelan law and the primary execution risk: PdVSA’s operational capacity and financial reliability as a joint venture partner remain substantially impaired after years of underinvestment and sanctions pressure.
• MAHA-A has more than doubled year-on-year from its April 2025 all-time low, suggesting markets had been pricing in the Venezuela optionality ahead of the GL 52 trigger; the 3% intraday move on the announcement is incremental rather than a step change in valuation.
• GL 52 is issued under executive authority and carries revocation risk if US-Venezuela diplomatic conditions shift; Maha Capital is making an implicit geopolitical durability bet alongside its operational bet on Maracaibo Basin redevelopment.
• The routing of PetroUrdaneta ownership through existing US subsidiaries is a structural signal of legal preparation and differentiates Maha Capital from international peers that lack established US entity infrastructure.
• The Venezuela move runs in parallel with Maha Capital’s near-term Oman focus through Block 70’s Keo operations, creating a dual-track execution challenge for a company that still operates at a net loss; capital discipline between the two programmes will be a key performance variable.
• Broader sector implication: GL 52 opens a commercially viable path for US-connected capital to participate in Venezuelan upstream development, and Maha Capital’s swift action may signal the start of a wider, cautious reentry by mid-cap international operators into Venezuela’s still-significant but deeply underinvested resource base.