TotalEnergies closed its $800 million sale of a 10% stake in Nigeria’s Renaissance joint venture oil licenses to Vaaris on October 27, a day after Eni completed the sale of its unit AENR, which holds 5%, to Sterling-owned Apex.
Published in Brief No. 5 · · Also on LinkedIn ↗
Reviewed by Georges C. Nama, Esq., licensed by the Supreme Court of Texas.
On October 27, 2026, TotalEnergies EP Nigeria completed the sale of its 10% non-operated interest in the oil licenses of the Renaissance joint venture (formerly the Shell-operated SPDC JV) to Vaaris for an aggregate $800 million. The agreement was announced on January 14, 2026, and covered 15 licenses, mainly oil-producing. It replaced a 2024 deal with Chappal Energies at $860 million that was not completed; NUPRC withdrew its approval of that deal in September 2025. TotalEnergies kept its full economic interest in gas licenses OML 23, OML 28 and OML 77, which the company says supply about half of Nigeria LNG’s feed gas. On October 26, Eni said it had completed the sale of Agip Energy and Natural Resources (Nigeria) Ltd, which holds 5% of the same JV, to Apex Global Energy, a unit of Sterling Oil; terms were not disclosed, and the deal received approval from all relevant authorities, according to Africa Oil+Gas Report.
With these two closings, the international partners have left the oil side of Nigeria’s largest onshore joint venture, which is now held by NNPC (55%) and Nigerian-owned or locally based companies. The failed Chappal deal is a reminder that in Nigeria, regulatory consent under the Petroleum Industry Act and the buyer’s ability to fund the deal decide whether it closes. Signing the deal is not enough. The TotalEnergies structure, which sells the oil interests but keeps the economics of the gas licenses, shows how sellers can carve out an asset to protect LNG supply positions. Contract drafting has to keep pace with that kind of split.
What it means for U.S. companies
U.S. lenders, oilfield-service firms and offtakers that deal with the former SPDC assets now face new Nigerian counterparties. That is a reason to refresh know-your-customer (KYC) checks, credit support and assignment or change-of-control clauses in existing contracts. U.S. buyers looking at Nigerian onshore assets should budget time and conditions precedent for NUPRC consent and proof of financing, since an earlier buyer of this same stake failed at that stage. Split structures, in which oil and gas interests in one JV are held separately, need clear cost-allocation and gas-supply terms in any joint operating or service agreement.
Related reading
Our oil, gas and energy practice page explains how we draft and review joint operating agreements, farmouts, drilling and gas sales contracts, and host government agreements for U.S. companies and investors. Our Africa–U.S. transactions page covers deal structuring, due diligence and cross-border compliance, including the U.S. Foreign Corrupt Practices Act. For company registration, investment approvals, foreign exchange and local-content rules, see our Nigeria business page. Before you sign, read 5 Mistakes That Sink Africa–U.S. Deals (and How to Avoid Them), and find every item of that edition in the Oil & Gas Intelligence Brief.
Sources: World Oil ↗ · Nairametrics ↗ · BusinessDay ↗ · Reuters via CNBC Africa ↗ · Africa Oil+Gas Report ↗
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The Oil & Gas Intelligence Brief summarizes publicly available information and links to its sources. It is general information, not legal advice, and reading it does not create an attorney-client relationship. Facts can change after publication; always check the official source.
