Abuja Court Restrains ExxonMobil From Divesting Nigerian Assets To Seplat

Seplat Energy, on Tuesday, called the attention of stakeholders, including the Nigerian Exchange Limited and shareholders to an ex-parte order of interim injunction of the Federal Capital Territory in Abuja, restraining Mobil Development Nigeria Inc. and Mobil Exploration Nigeria Inc., from completing the sale of their entire shares in Mobil Producing Nigeria Unlimited for $1.28bn.

Seplat in an interim corporate announcement filed on the NGX platform said it has become aware of a July 5, 2022 court action instituted by state-owned Nigerian National Petroleum Company Limited in relation to the proposed acquisition which the government had earlier declined assent.

The statement noted that on July 6, 2022, the court granted the order stopping any divestment in MPNU, including the Share Sale and Purchase Agreement signed with Seplat Energy Offshore Limited.

Defendants in the suit include Mobil Development Nigeria Inc.; Mobil Exploration Nigeria Inc., and the Nigerian Upstream Petroleum Regulatory Commission (NUPRC), in which the NNPC wants the court to declare that a dispute has occurred between itself and MPNU concerning the interpretation of preemption rights under their Joint Operating Agreement (JOA).

The plaintiff also wants the court to order the NNPC and MPNU to arbitration as required by the JOA.

The statement added that “neither Seplat Energy Plc nor Seplat Energy Offshore Limited is a party in the suit,” and cannot “provide further comments, as the matter is awaiting resolution by the State High Court and, is therefore, sub judice.

Seplat Energy Plc, however, reiterated its earlier claim “that the SPA is still valid and subsisting,” expressing confidence that the matter will be brought to a proper conclusion in accordance with the law.

Recall that it was widely reported before now that the Federal Government declined its consent to the proposed acquisition of oil and gas assets belonging to MPNU by Seplat Energy, in the overriding national interest, among others, as announced by the Chief Executive Officer of the NUPRC, Engr. Gbenga Komolafe.

In two separate letters dated May 13, 2022, addressed to Richard Laing, the Chairman/Managing Director, MPNU, as well as the immediate past Chairman of Seplat Energy, Dr. ABC Orjiako, Komolafe announced that “the Minister of Petroleum Resources has declined his consent to the transaction.”

In the letter, he maintained, therefore, that regardless of the mode of the transaction, Mobil Oil still remains the assignor of the asset under Nigerian law, as according to him, “MPNU failed to follow the procedure for assignments laid down in the guidelines by not providing the requisite notices to the Commission at all relevant stages of the transaction.

“Even if the transaction has been between Seplat Energy Offshore Limited and the MPNU shareholders, responsibility to ensure compliance with Nigerian laws, rules and regulations always remain that of MPNU, the entity that was awarded the assets,” he noted.

Despite the government’s objection, Seplat has continued to assure shareholders that the terms of the Sale and Purchase Agreement (SPA), announced on 25 February 2022, remain valid and subsisting, announcing plans to “further its engagement with all relevant stakeholders.

“Seplat Energy is confident that the process to obtain all approvals on the acquisition of MPNU’s entire share capital is being followed and will be achieved,” the company noted in a May 19 update by Emeka Onwuka, its Chief Financial Officer.

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