Energy and Infrastructure M&A_2025

UGANDA Law and Practice Contributed by: Onyango Owor, Miriam Babirye Kaggwa and Namugera Joel Peter, Onyango & Company Advocates

Onyango & Company Advocates Plot 182, House B Bunga Kampala Uganda Tel: +256 (0) 701 666 244 / +256 (0) 760 255 215

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

1. Market Trends 1.1 Energy and Infrastructure M&A Market Current Market Dynamics The energy and infrastructure M&A market in Uganda has experienced significant growth over the past 12 months, largely driven by the country’s preparations for oil and gas production, with the first oil expected to be produced in 2026 or 2027. A notable deal reflecting this heightened activity is UAE-based Alpha MBM Investments’ securing of a 60% stake in a planned 60,000 barrels-per-day (b/d) oil refinery, which it will be constructing. Additionally, the transition of national power distribu- tion from Umeme Limited at the end of its 20-year concession to the state-owned Uganda Electricity Distribution Company Limited (UEDCL) in March 2025 has reshaped the electricity sector. The government’s ambitious target to increase power generation from 2,048 MW to over 52,000 MW by 2040 has also spurred interest in renewable energy projects, particularly in solar and hydropower. Impact of Global Factors Global inflationary trends, financing market shifts, and geopolitical tensions, such as the wars in Ukraine and Gaza, have had a limited adverse impact on Uganda’s energy and infrastructure M&A market. The government has divested its financing sources, moving beyond traditional Euro-American partners to include countries like China, Turkey and the UAE. For instance, funding from Turkey will support the

Standard Gauge Railway project, with construction expected to kick off before the end of 2025. This stra- tegic shift has sustained deal activity despite global challenges, making Uganda’s energy and infrastruc- ture M&A market robust, irrespective of other external challenges. Comparison to Global Trends Uganda’s energy and infrastructure M&A activity is stronger than the global average, driven by the immi- nent oil and gas boom, and ambitions for renewable energy. A key example is TotalEnergies’ acquisition of a 28.3% stake in the Bujagali hydropower plant in July 2024, which signals strong investor confidence in Uganda’s renewable energy market despite global uncertainties. TotalEnergies is not a newcomer to Uganda’s energy and infrastructure M&A market; it holds the majority interest in the Lake Albert Tilenga Oil Project (Tilenga) at 56.67%, with the remainder being shared between the China National Offshore Oil Corporation (CNOOC) with 28.33% and the Uganda National Oil Company Limited (UNOC) with 15%. 1.2 Energy and Infrastructure Trends Over the last 12-plus months, the following key trends have been evident in Uganda’s energy and infrastruc- ture sector: • Transition of the national power distribution – On 31 March 2025, Umeme Limited officially handed over the national electricity distribution assets to the Uganda Electricity Distribution Company Limited (UEDCL), marking the end of Umeme’s 20-year concession and the return of the distri- bution infrastructure to government control. This restores full ownership and operational responsibil-

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