Herbert Smith Freehills has advised the senior lenders, including ABSA Bank Limited, African Export-Import Bank and Standard Chartered Bank, on the US$450 million senior financing of the acquisition of an interest in OML 17, a Nigerian onshore asset.

The transaction, which concludes an acquisition process that began in 2017, sees the acquisition by TNOG Oil & Gas Limited , a related company of Heirs Holdings Limited and Transnational Corporation of Nigeria Plc, of a 45 percent participating interest in OML 17, purchased from Shell, Total and Nigerian Agip Oil Company.

The senior financing involved the provision of a secured term loan and revolving credit facilities to TNOG Oil & Gas Limited. The borrowers and sponsors were advised by Standard Chartered Plc as global co-ordinator of the financing. The financing of the transaction involved a multi-layered capital structure, which will set a benchmark for future EMEA financings.

Herbert Smith Freehills’ team was led by London-based finance partner William Breeze, who was assisted by senior associate Kerry Reid, associates Tom Papworth and Abraham Whitworth and trainee Joana Bourouphael. The team was supported by structured finance partner Nick May and senior associate Nick Rutter in London and Paris-based partner Rebecca Major, senior associate Jeremy Griffin and associate Nila Wilde. Nigerian legal advice was provided to the senior lenders by Banwo & Ighodalo, with a team led by managing partner Ken Etim.

Herbert Smith Freehills partner William Breeze said: “Completion of this deal is all the more impressive given the recent sustained pressure on oil prices, the international impact of Covid-19 and the complex capital structure of the acquisition itself. We are proud to have advised the senior lenders on what has been a long-running transaction and delighted to support an indigenous acquisition.”


For further information on this news article, please contact:

Mike Petrook
Mike Petrook
Communications Manager, London
+44 20 7466 3939


This brief addresses notable developments in competition law in South Africa and across the rest of Africa during the course of 2020. It includes the measures introduced by various competition law regulators in light of the COVID-19 pandemic and related cases and prosecutions.

Please click here for the detailed report.

For more information, please contact Jean Meijer, Nick Altini, Leana Engelbrecht, Sandhya Foster, Lesetja Morapi and Stewart Payne or your usual Herbert Smith Freehills contact:

Jean Meijer
Jean Meijer
Partner, Johannesburg
+27 10 500 2642
Nick Altini
Nick Altini
Partner, Johannesburg
+27 10 500 2679
Leana Engelbrecht
Leana Engelbrecht
Associate, Johannesburg
+27 10 500 2674
Sandhya Foster
Sandhya Foster
Associate, Johannesburg
+27 10 500 2643
Lesetja Morapi
Lesetja Morapi
Associate, Johannesburg
+27 10 500 2677
Stewart Payne
Stewart Payne
Associate, Johannesburg
+27 10 500 2649


Author: Ifeoluwa Ogunbufunmi, Banwo & Ighodalo 

As the world braces for a “new normal” in the face of the global pandemic – COVID-19 – financial technology companies (“FinTechs”) have proved that “digital” is the new look for the financial sector in Nigeria.

On March 30, 2020, Nigeria’s President Muhammadu Buhari issued a lockdown order directing the closure of all businesses (except for essential services providers) and the cessation of all movement in Lagos State, Ogun State and the Federal Capital Territory for an initial fourteen days (until April 13, 2020), followed by a further twenty-one-day extension until May 04, 2020 (the “Lockdown”). Following the recent announcement by President Buhari on April 27, 2020, there will be a phased and gradual easing of the Lockdown and a curfew from 8pm – 6am from May 04, 2020. Some states in the country (which are not covered by the Lockdown) have also implemented state-wide lockdowns, as precautions and in view of the rise in confirmed cases in some states.

Given the current situation, retail banking is now being run differently and the services which FinTechs offer have proved invaluable.

Simplified payment options availed to Nigerians by FinTechs, including mobile banking, Unstructured Supplementary Services Data (“USSD”) services and digital lending, have made these unprecedented times a little more bearable. The ability to perform banking transactions for personal and business activities through a mobile device or a computer (without physically being within the four walls of a bank) has also encouraged compliance with social distancing measures required during COVID-19. This also allays concerns on physical cash being a conduit for COVID-19. Already, online payment transaction volumes are witnessing surges, as consumers are confined to their homes during the Lockdown and turning to digital banking platforms.

These times have also shown that traditional banks and other financial institutions need to consider increased investment in middle and back-end operations to deliver a better customer experience, working with FinTechs to improve data retrieval and provide a more agile and reliable front-end experience.

Nigerian FinTechs are also implementing community-based initiatives in these times – from free advice, to cancellation or waivers of transaction fees, to donations to non-profit organisations, communities and hospitals and even the creation of customer-centered products. Digital lending platforms in Nigeria such as Carbon, Branch and Kiakia have communicated loan rescheduling options to their eligible customers (typically those with a history of prompt loan service), given that many of these customers are small and medium scale enterprises who have arguably been the worst hit in these times.

PalmPay, one of Nigeria’s fast-growing mobile payments companies, has suspended all transfer charges from its e-wallet to other PalmPay users and Nigerian banks. This FinTech has also established a ₦100,000,000 COVID-19 Support Fund (the “Support Fund”), to provide support to relief organisations in combatting the pandemic in the country. In addition, the Support Fund also qualifies every PalmPay customer for a ₦100,000 payout should they be diagnosed with COVID-19. Kuda, a Nigerian digital bank, has also launched a COVID-19 Fund in partnership with the Lagos Food Bank, a non-governmental charity, to distribute free food and other essentials across Lagos State. Some FinTechs are also in partnership with state governments to drive social investment programmes for the elderly and vulnerable in society.

COVID-19 has opened the door to a world of new possibilities and it has become evident that companies that survive this season will take hold of new opportunities and might become market leaders of the future. FinTechs in Nigeria seem to be leading this march.

For more information, please contact Ifeoluwa Ogunbufunmi or your usual Banwo & Ighodalo contact:


Author: Ifeoluwa Ogunbufunmi, Banwo & Ighodalo

On a daily basis, we all see the “breaking news” stirred by the global pandemic, COVID-19 (Coronavirus) and its catastrophic ripple effect on world economies. The leadership of many countries, including Nigeria, are grappling with this unprecedented challenge, all eager to do their best to manage the unforeseen downturns in several economic activities.

Most sectors have been affected by the impact of COVID-19 — Tourism, Oil & Gas, Financial Services, Manufacturing, Trade, Sports, Entertainment, Health; the list seems endless. Pro-active and strategic leadership has to be the order of the day.

In the past week, notable policies, restrictions and changes have impacted Nigeria’s economy as result of COVID-19. As at Wednesday 25 March 2020, the Nigeria Centre for Disease Control confirmed 46 current cases and one confirmed death from COVID-19.

The Central Bank of Nigeria (CBN) recently issued new policy measures and set up some intervention funds to cater to heavily affected sectors of the economy. The new policy provides a one-year moratorium extension on principal repayments for all CBN intervention facilities. Participating financial institutions have been directed to provide new amortisation schedules to all beneficiaries of the intervention facilities. Accordingly, interest rates on all applicable CBN intervention facilities have been reduced from 9 percent to 5 percent per annum. The moratorium extension and interest rate reduction both have a back-dated effective date of 1 March 2020.

The CBN also established a N50 Billion Naira (~$135 Million United States Dollars) targeted credit facility through the Nigeria Incentive-Based Risk Sharing System for Agricultural Lending (NIRSAL) Microfinance Bank applicable to households and small and medium-scale enterprises (SMEs). The credit facility will be extended to hoteliers, airline service providers, health care merchants, and other businesses adversely affected by COVID-19 in Nigeria.

More credit has also been extended by the CBN to pharmaceutical companies intending to expand and/or open drug manufacturing plants in Nigeria as well as healthcare practitioners intending to expand and/or build first-class standard health centres in the country.

The CBN has also granted Nigerian banks the requisite leave to consider temporary and time-limited restructuring of the tenor and other terms of subsisting loans to businesses and households, particularly in the Oil & Gas, Agriculture and Manufacturing sectors of the economy.

In addition, the CBN’s Loan-to-Deposit Ratio (LDR) policy, which has proved successful in improving availability of credit facilities and reducing interest rates, has laid the foundation for the CBN’s further support to specific industries and the extension of additional incentives to maintain the capacity of banks to direct credit to individuals, households and businesses.

In furtherance of the above policies, the CBN has also issued guidelines for the implementation of the N50 Billion Naira targeted credit facility and provides for eligible participants, activities covered, funding, participating financial institutions, loan limit and tenor, interest rate, collateral requirement and repayment modalities.

On Friday 20 March, the CBN also adjusted the price of the official exchange rate by 15 percent from N307/$1 to N360/$1. This adjustment was necessitated by the global crash in oil prices. Depreciation at the “market determined” Importers & Exporters (I&E) window (the official market where foreign exchange is traded between banks, the CBN, foreign investors and businesses) is now at 5 percent, having moved from N360/$1 to N380/$1.

In the light of the speed at which COVID-19 is spreading, the Nigerian Civil Aviation Authority (NCAA) has also placed immediate restrictions on all international flights into Nigeria, with the exception of emergency and essential flights. All airlines are required to submit passenger manifests to the Port Health Authorities prior to the arrival of essential and emergency flights into the country. The Federal Government of Nigeria has also temporarily suspended the issuance of visas-on-arrival.

Without a doubt, the current impact and aftermath of COVID-19 across the world will be unprecedented. The comfort is that there is a commitment to have all hands on deck to manage the outcomes.


Banwo & Ighodalo is a leading Nigerian law firm situated in the prime commercial district of Ikoyi, Lagos Nigeria; with regional offices in Nigeria’s capital city, Abuja. The firm is structured as a partnership, currently comprising over 90 lawyers; with the following five core practice groups: Corporate, Securities & Finance; Energy & Natural Resources; Litigation, Arbitration & Alternative Dispute Resolution; Shipping, Aviation & International Trade; and Intellectual Property & Information Technology. The firm undertakes work for public and private companies, governments, Nigerian and foreign investors, financial institutions, foreign law firms and international consultancy firms.

For more information, please contact Ifeoluwa Ogunbufunmi or your usual Banwo & Ighodalo contact:

Ifeoluwa Ogunbufunmi



Author: Peter Leon 

SA, Nigeria and Egypt have not signed up to crucial aspects of the African Continental Free Trade Area.

A significant milestone has been reached in the economic integration of Africa with the creation of the African Continental Free Trade Area (AfCFTA).

Opened for adoption at the AU summit in Kigali in March 2018, the agreement establishing the AfCFTA has been signed by 54 of the 55 AU member states and ratified by 28, including major economies such as Egypt, Ghana, Kenya and SA. It entered into force in May 2019.

The AfCFTA is the culmination of an ambitious project announced in the 1980 Lagos Plan of Action, to enhance Africa’s economic self-reliance and reduce its dependence on trade and aid from overseas. The AfCFTA aims progressively to remove barriers to the free movement of people, capital, goods and services throughout Africa, creating a common market akin to that in the EU’s foundational 1957 Treaty of Rome, which is based on the sanctity of these four freedoms.

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Authors: Paula Hodges QC, Nina Bowyer, Martin Kavanagh and William Breeze

What to do about the economy, corruption and oil are just some of the issues dividing Nigerian politicians and splitting voters in the presidential and national assembly elections this year. Will it be more of the same for Nigeria in 2019, or will it be the year that offers the electorate a real policy choice?


Nigeria’s Great Divide: The February 2019 Elections

For the first time in decades, the leading candidates for the presidency in the February 2019 national elections offer competing views of how Nigeria and its economy should be run. Our recent event with Menas Associates saw discussions focussing on the importance of these elections, the key policy differences between the two leading candidates and their parties, the election issues and likely scenarios during the campaign, the prospects for the current and post-election investment climate, and key opportunities for Nigeria’s oil and gas sector and other industries.

Nigeria has the biggest economy in Africa – 60-70% of its revenues come from oil and gas – and with 200 million people, it is the continent’s most populous country. “But,” says Patrick Smith, long-time editor of Africa Confidential and one of the most respected journalists on Africa, “Nigeria is punching below its weight on the international stage. It has a semi-detached relationship with the International Monetary Fund [IMF] and the World Bank, and is hobbled by security issues. Whoever wins the election has a lot of work to do to bring Nigeria up to where it should be.”


In one political corner is incumbent President Muhammadu Buhari, representing the All Progressives Congress (APC). In line with his big anti-corruption mantra, his campaign is expected to be a low-key, low-cost affair. Economic diversification away from oil and gas, and a focus on education, training, jobs and infrastructure, are his priorities. He intends to back his presidency with a well-run government, with at least 35% of senior posts for women, and a robust legal system.

Buhari’s support is strong among voters in the North and North West of Nigeria. “He is seen as a ‘Mr Integrity figure’,” says Smith, “for bringing sanity back to Nigeria’s finances and overthrowing the corrupt regime in the 1980s.” He is showing his mettle against Boko Haram and the Islamic State, but his first presidential term also saw the country enter and climb out of recession and the poor get poorer, while alleged corruption in the APC seat of Kano has been, some say, ignored.

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