Energy and Infrastructure M&A_2025

NIGERIA Trends and Developments Contributed by: Tosin Ajose, Izuchukwu Ubadinma, Deborah Leshi and Precious Omope, DealHQ Partners

DealHQ Partners DealHQ Partners 3B, Dr. Omon Ebhomenye Street Off Admiralty Road Lekki Phase 1 Lagos Nigeria

1st Floor, Merit House 22 Aguiyi Ironsi Way Maitama Abuja FCT Nigeria Tel: +234 (1) 453 6427, +234 (0) 809 093 8104

Email: info@dealhqpartners.com Web: www.dealhqpartners.com

An Introduction to Energy M&A in Nigeria The Nigerian energy and infrastructure market wit- nessed a steady increase in transactional activity in the first three quarters of 2025, shaped significantly by divestments of key upstream oil and gas assets, heightened public–private collaboration in infrastruc- ture financing, and a significant upturn in investor confidence driven by regulatory stability under the Petroleum Industry Act (PIA) and the Infrastructure Concession Regulatory Commission (ICRC) frame- work. The market remains largely defined by port- folio rebalancing activity amongst the international oil companies (IOCs) and increased participation by indigenous oil and gas companies seeking to con- solidate upstream, midstream and power assets for operational control and value integration. In the energy sector, M&A activities in 2025 have been dominated by strategic exits and asset realignments, with the most notable being TotalEnergies’ divestment of its 12.5% non-operating interest in Bonga OML 118 to Shell plc for approximately USD510 million. This deal reinforced the continuing trend of IOCs divesting mature offshore assets to focus on a lower-emission portfolio. Chevron also completed a USD250 million disposal of non-core onshore assets in the Niger Del- ta, transferring operatorship to a Nigerian consortium backed by local financiers. In the gas and midstream segment of the market, the Midstream and Down-

stream Gas Infrastructure Fund (MDGIF) executed circa NGN165 billion equity-linked project funding, strengthening local participation and incentivising PIA-compliant gas infrastructure expansion. The infrastructure market has also recorded mod- est yet strategic deal momentum, reflecting Nigeria’s ongoing pivot towards blended-finance models and increased public-private partnership activities, espe- cially at sub-national level. Major infrastructure deals in 2025 include BUA Group’s USD65 million conces- sion-led investment in Rivers Port Terminal B, and the USD200 million distributed mini-grid programme between WeLight and the Rural Electrification Agen- cy (REA). These deals underscore investor appetite for commercially viable infrastructure projects with a clear pathway to revenue and a sustainable govern- ance framework. Taken together, these M&A and project finance trends demonstrate a maturing market where transaction value is increasingly tied to regulatory transparency, credit enhancement and the localisation of asset own- ership – factors that will likely define Nigeria’s energy and infrastructure investment landscape way beyond 2025.

315 CHAMBERS.COM

Powered by