Corporate M and A 2026

NIGERIA Trends and Developments Contributed by: Chinyerugo Ugoji, Tiwalola Osazuwa, Onyinyechi Chima and Edidiong Antai, ǼLEX

ǼLEX 4th Floor, Union Marble House 1 Kingsway Road, Falomo Ikoyi Lagos Nigeria

Tel: +234 1 279 3367 8 Email: lagos@aelex.com Web: www.aelex.com

Introduction Mergers and acquisitions in Nigeria have long been a key driver of corporate growth, portfolio optimisa - tion and sectoral consolidation. Over the years, inves - tors and companies have leveraged M&A not only to acquire scale and market share, but also to access new technologies, diversify operations and achieve strategic repositioning. Common trends have included consolidation among domestic players, cross-border expansions, regulatory-driven transactions, and the integration of technology-enabled platforms into tra - ditional business models. In 2025, these longstanding patterns continued to shape deal activity, influenced further by evolving regulatory requirements, capitali - sation directives and changing investor expectations. Simultaneously, a series of legislative and regulatory reforms reshaped the legal, compliance and opera - tional frameworks that underpin corporate transac - tions. These included the Investments and Securities Act 2025, modernising capital market regulation; the Nigeria Tax Act 2025, consolidating tax legislation and introducing material changes to corporate and capital transactions; sector-specific recapitalisation require - ments in banking, insurance and pensions; data pro - tection rules under the Nigeria Data Protection Act 2023; and digital finance and consumer lending regu - lations. Within this context, M&A practitioners and inves - tors must navigate both evolving deal dynamics and a heightened regulatory landscape. Understand - ing sector-specific trends and integrating legal and compliance considerations into strategic planning

has become essential for successful deal execution and value creation. Below, we provide an overview of key sector trends and regulatory developments that shaped Nigeria’s M&A market in 2025, highlighting practical implications for businesses and investors. Sector Trends Oil and gas M&A activity in Nigeria’s oil and gas sector during 2025 reflected portfolio optimisation by international operators and consolidation among indigenous play - ers. Deepwater assets and gas infrastructure con - tinued to attract sustained interest, particularly in transactions that strengthened operational control or increased exposure to stable production assets. • Shell Nigeria Exploration and Production Com - pany (SNEPCo) and Nigerian Agip Exploration (NAE) ‘ s acquisition of TotalEnergies’ Bonga (OML 118) interest: In May 2025, TotalEnergies sold its non-operated 12.5% interest in OML 118, which includes the Bonga deepwater oilfield, to SNEPCo for USD510 million. NAE exercised pre-emption rights to acquire 2.5% for USD102 million, reduc - ing SNEPCo’s final acquisition to 10% at a cost of USD408 million. The transaction strengthened Shell’s exposure to competitive deepwater assets and supported sustained upstream production. • Aradel Holdings’ Aacquisition of additional equity in ND Western Limited: In December 2025, Aradel Holdings, through its subsidiary Aradel Energy Limited, acquired an additional 40% equity in ND Western Limited from Petrolin Trading Ltd, increas - ing its total shareholding from 41.67% to 81.67%

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