The Nigerian Upstream Petroleum Regulatory Commission (NUPRC) yesterday, in Abuja, approved a $510 million deal enabling TotalEnergies Exploration and Production Nigeria Limited to divest its 12.5 per cent contractor interest in Oil Mining Lease (OML) 118 to Shell Nigeria Exploration and Production Company (SNEPCo) and Nigerian Agip Exploration Limited (NAE).
The decision is coming days after withdrawing an initial approval over the poor consummation of the TotalEnergies and Chappal Energies deal, which first received a ministerial consent on October 28, 2024
NUPRC, in a release signed by its Head of Media and Strategic Communications, Eniola Akinkuotu, said under the terms of the Sales and Purchase Agreement (SPA), TotalEnergies will transfer a 10 per cent interest to SNEPCo for $408 million, while NAE will acquire the remaining 2.5 per cent for $102 million. The transaction, however, remains subject to ministerial consent in line with the provisions of the Petroleum Industry Act (PIA) 2021.
The Commission said it had conducted due diligence in line with Section 95 of the PIA to verify the financial capacity and technical competence of the assignees. It concluded that both SNEPCo and NAE already possess the expertise and resources to sustain exploration, development, and production in OML 118, where they maintain existing participatory interests.
Crucially, NUPRC emphasised that SNEPCo and NAE would assume TotalEnergies’ decommissioning, abandonment, and host community obligations on the divested stake, thereby insulating the Federal Government from residual liabilities. As part of the approval conditions, SNEPCo and NAE are expected to pay five per cent and two per cent, respectively, of the total transaction value as premiums for ministerial consent and processing fees.
The decision marks another step in the reshaping of Nigeria’s upstream sector, where International Oil Companies (IOCs) have been divesting onshore and shallow-water assets to streamline portfolios and manage risks, while regulators enforce stricter accountability on decommissioning and community responsibilities.
