Seplat Energy Plc has signed a binding Heads of Agreement to sell a 10% working interest in the NNPCL/SEPNU Joint Venture to the Nigerian National Petroleum Company Limited for $281.6 million, a transaction the dual-listed energy company says will strengthen its balance sheet and reward shareholders with one of its largest-ever dividend payouts, while NNPC consolidates a majority position in one of Nigeria's most productive upstream assets.

The agreement was executed through Seplat's subsidiaries, Seplat Energy Offshore Limited and Seplat Energy Producing Nigeria Unlimited, with an effective date of April 1, 2026, and completion expected in the second half of the year, subject to regulatory approvals and other customary conditions.

Upon completion, SEPNU will retain a 30% working interest in the joint venture and continue as operator, while NNPC's interest will increase from 60% to 70%, giving the national oil company a commanding stake in assets Seplat's CEO Roger Brown described as one of Nigeria's most strategic.

The transaction value of $281.6 million represents approximately 25% of the gross consideration Seplat paid to acquire SEPNU, and the company has been direct about how the proceeds will be deployed. Approximately $140 million, or 23.3 US cents per share, will be paid as a transaction dividend to shareholders, while the balance of approximately $141.6 million will be directed to debt reduction, with $200 million of the Advanced Payment Facility already repaid in Q2 2026 and the remaining $100 million due for repayment post-completion.

The combined effect of the transaction dividend and the company's planned full-year core dividend of 45 US cents per share would push total expected dividends for 2026 to 68.3 US cents per share, or approximately $410 million in aggregate, a payout that would represent one of the largest annual dividend distributions in Seplat's history.

The deal comes packaged alongside Seplat's H1 2026 results, which showed profit after tax surging 498% to $164 million, with revenue reaching $1.82 billion. Seplat confirmed 2026 production guidance is unchanged at between 135,000 and 155,000 barrels of oil equivalent per day, with production tracking toward the midpoint of that range, though SEPNU's contribution to group output will reduce from approximately 80,000 boepd to 65,000 boepd once the transaction completes.

The longer-term production impact is more material. Seplat's 2030 production target will be revised downward from 200,000 boepd to 170,000 boepd, while group 2P reserves will decline by approximately 13% to 872.9 million barrels of oil equivalent upon completion.

The transaction resolves what had been a structural tension in Seplat's portfolio since its acquisition of SEPNU: the company carried a JV interest it had partly debt-financed, in assets operated alongside a partner that controls the majority working interest. By selling 10% back to NNPC at a price that recovers 25% of acquisition cost, Seplat crystallises value, reduces leverage, distributes cash and simplifies the governance dynamic, all while retaining operatorship of assets it is confident will deliver production growth into the next decade. Whether NNPC will be a more active or more passive majority partner at 70% than it was at 60% is the operational question that will determine how cleanly this deal delivers on its strategic logic.

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