The Nigerian Upstream Petroleum Regulatory Commission (NUPRC) yesterday 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 approval comes just days after NUPRC withdrew an earlier consent to a separate TotalEnergies–Chappal Energies transaction over poor consummation of terms, despite its initial ministerial approval granted in October 2024.
In a statement signed by Eniola Akinkuotu, NUPRC’s Head of Media and Strategic Communications, the Commission explained that under the Sales and Purchase Agreement (SPA), TotalEnergies will transfer 10 per cent interest to SNEPCo for $408 million, while NAE will acquire 2.5 per cent for $102 million.
The transaction is still subject to ministerial consent, as required by the Petroleum Industry Act (PIA) 2021.
NUPRC said it conducted due diligence in line with Section 95 of the PIA to verify the financial capacity and technical competence of both assignees.
It concluded that SNEPCo and NAE possess the expertise and resources to sustain exploration, development, and production in OML 118, where they already hold participatory interests.
The Commission noted that SNEPCo and NAE will take on TotalEnergies’ decommissioning, abandonment, and host community obligations for the divested stake, thereby shielding the Federal Government from residual liabilities.
As part of the approval conditions, SNEPCo and NAE are required to pay 5 per cent and 2 per cent respectively of the transaction value as ministerial consent premiums and processing fees.
This development underscores the ongoing restructuring of Nigeria’s upstream sector, as International Oil Companies (IOCs) continue divesting from onshore and shallow-water assets to streamline portfolios, while regulators tighten oversight on decommissioning and community engagement obligations.