TEMPLARS Transcripts: Energy & Natural Resources Digest | November 2025

Vitol Upstream Ghana Limited, ENI Ghana Exploration and Production Limited and the Ghana National Petroleum Corporation (GNPC) ("Parties"), Partners of the Offshore Cape Three Points (OCTP) in Ghana have signed a $1.5 Billion Memorandum of Intent ("MoI") with the Government of Ghana to increase OCTP gas production, development of the Eban-Akoma field in the Offshore Cape Three Points Block 4 and the assessment of new exploration and appraisal opportunities.

The Parties, having previously invested over $10 million in social programs supporting education, clean water access, health, and hygiene, have committed to investing $1.5billion to support micro, small, and medium-sized enterprises through a second phase of investment.

The Ghanaian Ministry of Energy has announced that Ghana will receive over $3.5 billion in upstream petroleum sector investments, marking the industry's first major inflow since 2019. The funds will be earmarked towards supporting offshore drilling and extend field life.

The Ministry noted that the first tranche, valued at $2 billion, arises from an agreement signed between Tullow Oil, Kosmos Energy and the Ghana National Petroleum Corporation (GNPC). The purpose of the funds under the agreement is to finance 20 new wells and upgrades at the Jubilee and TEN offshore fields, which are reaching maturity. The second tranche, valued at $1.5 billion, is from the agreement signed between the project partners of the Offshore Cape Three Points (OCTP) reported above.

The new capital inflows aim to slow a steep decline in national production. National output has fallen from 71.4 million barrels in 2019 to 48.2 million in 2024, averaging a 7.7% drop per year.

The Nigeria Upstream Petroleum Regulatory Commission ("NUPRC") has officially approved the proposed divestment by TotalEnergies EP Nigeria Limited (TEPNG) of its entire 12.5% contractor interest in Oil Mining Lease (OML) 118 PSC to Shell Nigeria Exploration and Production Company (SNEPCO) and Nigerian Agip Exploration Limited (NAE).

OML 118 PSC is currently operated by SNEPCO (55%), in partnership with Esso Exploration and Production Nigeria (20%), TEPNG (12.5%), and NAE (12.5%).

Further to the deal, TEPNG will assign 10% of its interest to SNEPCO for $408 million, and the remaining 2.5% to NAE for $102 million, totaling a transaction value of $510 million.

OML 118 contains the Bonga field, which started production in 2005, as well as the Bonga North field, the development of which started in 2024.

TEMPLARS advised TEPNG on the divestment and regulatory approval process.

The Nigerian National Petroleum Company Limited ("NNPCL") and the TotalEnergies–Sapetro Consortium (TotalEnergies – holding 80% interest and Sapetro – holding 20% interest) have signed a Production Sharing Contract (PSC) in respect of Petroleum Prospecting Licences (PPLs) 2000 and 2001 awarded in the 2024 licensing bid round.

The execution of the PSC represents the first under the Petroleum Industry Act, 2021 (PIA) as well as the first to cover the exploration and production of crude oil and natural gas.

The NUPRC revealed that it has surpassed revenue targets by 84.2% in 2024 and approved nearly $40 billion in upstream investments. It also reported a surge in rig activity, revealing that the rig count rose geometrically from 8 in 2021 to 69 as of October 2, 2025. The latest rig count of 69, which comprises 40 active rigs, 8 on standby, 5 on warm stack, 4 on cold stack and 12 on the move, represents a 76.5% increase between 2021 and October 2025.

The NUPRC also confirmed the approval of 79 Field Development Plans between 2024 and 2025, with a potential investment of $39.98 billion, a move expected to boost production and attract further investments.

Other achievements reported by the NUPRC include:

• Approval of billion-dollar divestments by multinationals including Shell, Mobil, and Equinor.
• Publishing in the official Gazzette of 19 new regulations to drive transparency and investor confidence.
• A 90% cut in crude oil theft, from 102,900 barrels per day in 2021 to 9,600 in September 2025.
• The successful award of gas flare permits under the Nigerian Gas Flare Commercialization Programme, which is projected to attract at least $2.5bn in investments.

The NUPRC has reported that the Host Community Development Trust (HCDT) fund has grown to ₦373 billion (approximately $247 million) as of October 13, 2025.

The fund comprises ₦125 billion and $168.9 million, with at least 536 ongoing community development projects. The fund's growth and project execution are mandated under Section 235 of the PIA, which requires oil companies to deposit 3% of their previous year's operating expenditures into a trust dedicated to the development of projects, which benefit their host communities.

These projects address critical social and economic needs and contribute to peace and stability by giving the host communities ownership over infrastructure benefits. As such, operators and investors see enhanced social licence to operate, while host communities gain direct dividends from petroleum activities through infrastructure, health, education, and employment opportunities.

The NUPRC, in partnership with the World Bank Group and other multilateral institutions, has launched a capacity-building programme aimed at enhancing methane emissions measurement, monitoring, reporting, and verification (MMRV) in Nigeria's upstream oil and gas sector. This initiative aligns with Nigeria's commitment to achieving zero routine gas flaring by 2030 and reducing fugitive methane emissions by 60% by 2031, as outlined in the country's Energy Transition Plan and Updated Nationally Determined Contributions (NDC 3.0).

The programme involved extensive training on greenhouse gas measurement techniques, leak detection, and data management, incorporating international best practices guided by the TACCC principles: Transparency, Accuracy, Comparability, Consistency and Completeness. It also emphasised the importance of an accurate and verifiable emissions data system as essential for regulatory enforcement, participation in carbon finance markets, and enhancing Nigeria's competitiveness in the global energy transition.

The NUPRC has released a list of commercial banks that meet the minimum "BBB" credit rating threshold prescribed by the PIA for deposit of funds in respect of Host Community Development Trusts ("HCDT").

This publication is intended to guide stakeholders in selecting eligible banks for depositing the mandatory 3% annual operational expenditure (OPEX) contributions designated for the HCDT and related financing.

In line with the PIA and the Nigerian Upstream Petroleum Host Communities Development Regulations, 2022 (the "Regulations"), operators in the upstream sector are required to incorporate a HCDT for the benefit of surrounding host communities impacted by their upstream petroleum operations.¹

The Regulations mandate that the HCDT funds must be deposited in designated accounts at commercial banks, which are duly licensed by the Central Bank of Nigeria (CBN) and meet a minimum credit rating requirement of "BBB."² By the Regulations, the rating must be issued by at least two rating agencies, one of which must be a Nigerian rating agency registered with the Securities Exchange Commission (SEC).

The Midstream and Downstream Gas Infrastructure Fund (MDGIF) and the African Export-Import Bank ("Afrexim") have signed a strategic Memorandum of Understanding ("MoU") to accelerate the development of gas infrastructure in Nigeria.

The MoU establishes a collaborative framework that prioritises private sector-led delivery models consistent with the shared objectives of MDGIF and Afrexim. Through this partnership, both institutions aim to unlock new investment opportunities, strengthen Nigeria's gas infrastructure, and drive broader economic growth across Nigeria and West Africa.

Some key themes of the MoU include:

• Mobilization of up to US$500 million over four years to support midstream and downstream gas infrastructure projects in Nigeria.
• Combination of Afrexim's senior debt financing and credit risk guarantees with MDGIF's equity contributions to fully structure capital for eligible projects.
• Provision of project preparatory support by Afrexim either through funding or support for feasibility studies, legal structuring, environmental assessments, and capacity building.

President Bola Tinubu has approved a ₦4 trillion (approximately $2.65 billion) bond to offset verified debts owed to power generation companies (GenCos) and gas suppliers, as part of efforts to stabilise Nigeria's electricity market and restore investor confidence. The bond intervention is part of a broader federal financial stabilisation plan to achieve a sustainable, commercially viable power sector.

When the bonds are issued, it is expected to ease liquidity pressures on GenCos and gas suppliers, thereby improving their operational capacity.

The Lagos State Electricity Regulatory Commission ("LASERC") has issued distribution licences to Excel Distribution Company Limited (a subsidiary of Eko Disco) and IE Energy Lagos Limited (a subsidiary of Ikeja Electric Plc).

This development marks a major step in implementing the Lagos State Electricity Policy and establishing a competitive, state-regulated electricity market.

NERC has through the Order of Transfer of Regulatory Oversight of the Electricity Market in Anambra State from NERC to ASERC dated 16 October 2025 (effective 17 October 2025) (the "Order") transferred regulatory autonomy of the Anambra state electricity market to ASERC.

After the transfer, the Enugu Electricity Distribution Company Plc (EEDC) is required to establish a subsidiary within sixty (60) days from the effective date of the Order. This subsidiary will be licensed by ASERC and will take over responsibilities for intrastate electricity supply and distribution in Anambra State.

Following the enactment of the Akwa Ibom State Electricity Law, the Akwa Ibom State Government announced plans to accelerate its transition to autonomous regulation of its electricity market. This will be achieved through the establishment of the Akwa Ibom State Electricity Regulation Commission (AKSERC) and the Akwa Ibom State Electrification Agency (AISEA), and the licensing of Ibom Power Company, the new Akwa Ibom State Electricity Distribution Company.

When implemented, Akwa Ibom would join many states like Bayelsa, Lagos, Ogun, and Enugu that now regulate their own electricity markets, a shift expected to attract investments and improve electricity access in these states.