Udo Udoma & Belo-Osagie

Udo Udoma & Belo-Osagie congratulates Seplat Energy Plc on successfully completing its acquisition of the entire share capital of Mobil Producing Nigeria Unlimited, encompassing ExxonMobil Corporation’s offshore shallow water business in Nigeria. #UUBO is pleased to have advised on the Nigerian elements of this landmark transaction. The deal positions Seplat Energy Plc, dual listed on both the The Nigerian Stock Exchange and the London Stock Exchange, as the largest indigenous independent energy company by reserves in Nigeria. The acquisition includes a 40% operated interest in oil mining leases 67, 68, 70, and 104, together with associated infrastructure and assets, including the Qua Iboe Terminal, 51% interest in the Bonny River Terminal NGL Recovery Plant and interests in the Yoho FSO and the Aneman-Kpono Field.  Seplat Energy's press release is available to read here: https://lnkd.in/e-dhyeCV The transaction exemplifies UUBO’s multi-disciplinary expertise and market-leading role in facilitating strategic and transformative transactions that redefine diverse industries and sectors.  The transaction completion team was led by Oil & Gas and M&A partner Folake Elias Adebowale, with valuable support from managing associate, Mesuabari Mene-Josiah, senior associates, Elo Adhekpukoli and Damilola Adedoyin, and associates, Iwuozo Godson, Solomon Adegboyo, Noble Chinwendu, Precious David, Anjolaoluwa Shittu, Ifunanya C., and TITILOLA ODI. Specialist expertise was also provided by partner, Jumoke Lambo and senior associate Victoria Agomuo (employment matters); partner Festus Onyia and senior associates Chisom Ndubuisi, Titilola Olatunde-Fasogbon, and Michael Ugah (dispute resolution matters); partner Joseph Odianosen Eimunjeze and associate Solomon Adegboyo (tax advisory matters); government relations partner, Amina Ibrahim (regulatory engagement matters); and Alsec Nominees Limited CEO, Oyindamola Ehiwere and associate, Ayomikun Ola-kenny (company secretarial matters). For more information about UUBO’s diverse practice area offerings, please email us at [email protected] or visit www.uubo.org. #LandmarkTransactions #Deals #MergersAndAcquisitions #Energy #Oil #Gas #Petroleum #EnergySector #DueDiligence #Business #Sustainability #Innovation #TransactionAdvisory #Regulatory #Financing #DisputeResolution #EmploymentLaw #Tax #AcquisitionFinance #CompanySecretarial #Divestment #Investment #SeplatEnergy #UUBO

Udo Udoma & Belo-Osagie contributed the Nigeria chapter to the Debevoise & Plimpton publication "The Impact of the UNGPs on Courts and Judicial Mechanisms: 2024 Africa Update". The report provides an overview of the application of the United Nations Guiding Principles on Business and Human Rights (UNGPs) by judicial and quasi-judicial mechanisms across African countries, including Nigeria, between January 2021 and July 2024. Authored by our distinguished team, including Partners Ozofu Olatunde Ogiemudia and Festus Onyia, Senior Associate Titilola Olatunde-Fasogbon and Associate Aniekan U., the Nigerian chapter highlights groundbreaking developments in Nigeria's approach to Business and Human Rights, focusing on the recently published National Action Plan (NAP) 2024-2028. Our contribution underscores the Nigerian government's stated objectives towards strengthening human rights protections with the National Action Plan for the Promotion and Protection of Human Rights (2024 - 2028) that outlines a framework for reinforcing the three pillars of the UN Guiding Principles: the State's duty to protect human rights, corporate responsibility to respect human rights, and ensuring access to remedy. As part of our ongoing commitment to pro bono work and advancing human rights, our team conducted this research as a voluntary contribution to the critical discourse on business and human rights in Nigeria. To read the full publication, please click here: https://lnkd.in/erBeaGZQ For more information on our comprehensive legal and pro bono offerings, please visit our website at www.uubo.org or email us at [email protected] and [email protected].

The Central Bank of Nigeria (“CBN”) has consistently been expressing its policy drive to deepen the Nigerian autonomous foreign exchange market (“FX Market”) and to promote transparency and the efficient functioning of the FX Market. In this regard, the CBN released two circulars on 2 October 2024, announcing policy changes aimed at strengthening and providing guidance for participants in the FX Market. The CBN issued a circular titled “Introduction of the Electronic Foreign Exchange Matching System (“EFEMS”) in the Interbank Foreign Exchange Market” (the “EFEMS Circular”) to introduce an electronic matching system, which will serve as the platform for conducting all FX transactions in the FX Market. In addition, The CBN, through the circular titled “Nigeria Foreign Exchange Code Book: Draft Exposure” (“FX Code Circular”), released a draft of the Nigeria Foreign Exchange Code (the “FX Code”). Although the FX Code is still indicated to be a draft, it appears the CBN has commenced its implementation. This is because the CBN has, in its subsequent guidelines regarding the operations of the FX Market, mandated participants in the FX Market to comply with the FX Code in conducting transactions in the FX Market. This publication provides insights on the measures introduced by the CBN in the EFEMS Circular and the FX Code, their potential impact on FX Market activities, and the broader implications for the Nigerian economy. To read the publication, please click: https://lnkd.in/eyBztErV For more information about our Banking & Finance practice, please visit uubo.org or email us at [email protected].

Seplat Energy Plc (listed on the NGX and LSE) has completed the acquisition of Mobil Producing Nigeria Unlimited ("MPNU") from ExxonMobil Corporation. The transaction, which was announced in February 2022, finally received regulatory approval in October 2024, and closed on December 12, 2024. Transaction Highlights • Final cash consideration payable to ExxonMobil at closing is $672 million; -$128 million deposit paid in 2022 at first SPA signing -Total consideration at closing $800 million - All fully funded from available cash and debt facilities, with no new equity issuance required. • Further $257.5 million deferred to December 2025, related to Decommissioning and Abandonment and certain Joint Venture (‘JV’) costs that will be partially offset by JV cash calls. The after-tax impact of this component on MPNU expected to be $25-35 million. --------------------------------- 𝗦𝗦&𝗖 𝗜𝗻𝘁𝗿𝗮𝗹𝗶𝗻𝗸𝘀 powers your strategic financial deals with unmatched security and efficiency – from M&A virtual data rooms and syndicated lending to fundraising, investor onboarding, fund reporting and more. Learn more: https://lnkd.in/dbVHxEra --------------------------------- The acquisition of the entire issued share capital of MPNU adds the following assets to the Seplat Group • 40% operated interest in OML 67, 68, 70 and 104 • 40% operated interest in the Qua Iboe export terminal and the Yoho FSO • 51% operated interest in the Bonny River Terminal (‘BRT’) NGL recovery plant • 9.6% participating interest in the Aneman-Kpono field. • Approximately 1,000 staff and 500 contractors will transition to the Seplat group. White & Case LLP , Olaniwun Ajayi , and Udo Udoma & Belo-Osagie advised Seplat in connection with the acquisition. TEMPLARS and Latham & Watkins, advised Exxonmobil, on the Nigerian and international side of the transaction respectively, in connection with its divestment.

Udo Udoma & Belo-Osagie has advised on the Nigerian elements of Saint-Gobain S.A.’s proposed acquisition of Dubai-based global construction chemicals player, the Fosroc Group, for a sum of $1.025 billion. The transaction remains subject to customary conditions including regulatory approvals and is expected to complete in the first-half of 2025. Fosroc has an extensive global footprint, offering diverse solutions for the construction industry, including admixtures and additives for concrete and cement, sealants and adhesives, concrete repair solutions and flooring and waterproofing solutions. Saint-Gobain’s proposed acquisition will create a €6.2 billion construction chemicals business across 73 countries following the acquisition. The UUBO transaction team was led by Mergers and Acquisitions, Private Equity and Oil & Gas teams partner, Folake Elias Adebowale with valuable support from senior associates, Damilola Adedoyin and Mosobalaje Shakirudeen Kayode and associates Precious David, Omeiza Alao, Dumebi Anike-Nweze, Anjolaoluwa Shittu and Josephine Ukpong. Specialist finance advice was provided by UUBO Banking & Finance team partner, Joseph Odianosen Eimunjeze leading a team that included Chisom Okolie and love olayemi . For more information about our practice area offerings, please contact us at [email protected] and visit www.uubo.org. #UUBO #deals #M&A #Nigeria #duediligence #transactionadvisory #construction #chemicals #sustainability #finance #crossborder #law #lawfirm #InvestinAfrica

We congratulate our female partners: Jumoke Lambo, Folake Elias Adebowale, Yinka Edu, Ozofu Olatunde Ogiemudia, Lolade Ososami, Adeola Sunmola, Onyinye Okafor and Amina Ibrahim as well as Oyindamola Ehiwere CEO of our company secretarial arm, Alsec Nominees Limited on being recognised by by Vanguard Media Limited in today's edition of The Vanguard newspaper as some of Nigeria’s most distinguished women of excellence. The prestigious recognition accorded by this carefully curated list celebrates women who embody integrity in leadership, demonstrate deep expertise in their chosen fields and have distinguished themselves in the course of their respective careers. At Udo Udoma & Belo-Osagie, we take pride in the remarkable achievements of these female trailblazers and their contributions. We wish them continued growth and brilliance in their endeavors. Learn more about their inspiring journeys in their interviews with The Vanguard newspaper at: https://uubo.org/vanguard/. Jumoke, Folake, Yinka, Ozofu, Lolade, Adeola, Onyinye, Amina, and Oyindamola, we are proud of you! #BusinessLaw #CorporateLaw #CommercialLaw #LegalServices #Nigeria #Africa #Leadership #UUBO #Rankings

We are pleased to share that Nicholas Okafor, who heads our Energy & Infrastructure team, will moderate an insightful panel today, 25 November 2024, at the Forum for Commissioners of Energy in Nigeria, which will take place at the Black Diamond Hotel, Victoria Island, Lagos. This event, which will be headlined by a special goodwill message from His Excellency Babajide Sanwo-Olu, Executive Governor of Lagos State, and a keynote address by the Honourable Minister of Power, Chief Adelabu Bayo, brings together industry leaders and policymakers to strengthen collaboration between federal and state governments in shaping Nigeria's electricity sector. Nicholas will lead a critical discussion on "The Electricity Act 2023 - The Role of the National Assembly in Addressing Potential Conflicts between the EA 2023 and State Electricity Laws to mitigate legal challenges to State Electricity Markets (SEM)." The distinguished panel features prominent figures, including Hon. Abaribe Eyinnaya, Chairman of the Senate Committee on Power; Hon. Akanbi sabur Oluwa, Chairman of the House Committee on Energy and Mineral Resources, Lagos State House of Assembly (LAHA); Engineer Sanusi Garba Chairman of the Nigerian Electricity Regulatory Commission (NERC); and Honourable Commissioners from Ekiti State and Taraba State. To connect with Nicholas and for more information about our Energy & Infrastructure practice group, please visit uubo.org or email us at [email protected].

Register to attend the 8th edition of the annual U-Law Black Friday event, organised by our subfirm, U-Law. Happening on Friday, 29 November 2024, under the theme "Pitch Perfect: Effective Storytelling for Business Growth," this event is a must-attend for individuals and entrepreneurs seeking to take their business to the next level. Register now: https://lnkd.in/e-5maes9

Our Oil & Gas, M&A, and Private Equity & Venture Capital teams Partner, Folake Elias-Adebowale, will be a speaker at Enterprise Singapore’s exclusive roundtable today, 21 November 2024, at 10:00 A.M. (WAT). The curated session, which will also feature John Swatson of Baker Hughes and Bernard Moïse KANE of MODEC Offshore Production Systems (Singapore) / Offshore Frontier Solutions is designed for Singaporean companies looking to tap into oil & gas opportunities in the West African region. The session will examine key markets including Nigeria, Ghana, Côte d'Ivoire, and Senegal and how organisations can leverage their global relationships with international oil companies and contractors to qualify for local opportunities in the region. Leading the discussion on upstream opportunities in Nigeria's oil and gas sector, Folake will provide perspectives on market dynamics, regulatory frameworks, and strategic opportunities in Africa's largest energy market, together with insights on emerging market trends. For more information about our Oil & Gas and other practice group offerings, please visit uubo.org or email us at [email protected].

Our Partner, Adeola Sunmola and Associate, Tomisin Badmus-Ladi, have contributed a feature article to Islamic Finance News, the world’s leading Islamic finance news provider. The article highlights Nigeria's emergence as a dominant force in African Islamic finance, currently holding an impressive 42% of the continent's Sukuk market. This leadership position reflects years of careful market development and regulatory support. The market reached a milestone in 2024 with the approval of Nigeria's first non-interest commercial paper program, expanding the range of Shariah-compliant financing options available to corporate entities. This development, coupled with supportive regulatory frameworks from the Central Bank of Nigeria and the Securities and Exchange Commission, Nigeria positions Nigeria for continued growth in the Islamic finance sector. To read the full article, click here: https://lnkd.in/euiFTKFs For more information on our comprehensive legal offering, please visit uubo.org or email us at [email protected]. Disclaimer: This article was first published in IFN Volume 21 Issue 45 dated the 6th November 2024.