Africa’s Biggest IPO Draws Closer as Dangote Refinery Files with SEC

Dangote Petroleum Refinery has formally approached Nigeria’s Securities and Exchange Commission (SEC) to commence the regulatory process for its initial public offering, setting the stage for what is projected to become Africa’s largest stock market listing.

The refinery’s advisers are working with company officials and the SEC to process the application, Emomotimi Agama, the SEC director-general, said in an interview, adding that the regulator does not foresee any delays that could derail the planned share sale.

“If any issue arises, SEC will resolve it. That is why the SEC exists,” Agama told BusinessDay.

No date has been formally approved for the transaction, though the company continues to target a September listing, consistent with plans previously reported by BusinessDay.

The IPO would rank among the continent’s biggest equity offerings and represent the most significant addition to Nigeria’s capital market in years, following repeated calls by regulators for large private companies to deepen the country’s equity market through public listings.

The application follows months of preparatory work between Dangote Refinery, its advisers and the SEC. Agama said early engagement with the regulator has helped streamline the process, a practice he said the commission intends to encourage for future listings.

The SEC has also concluded investigations into the premature promotion of the refinery’s planned offering by some market participants before regulatory approval had been obtained. Agama said sanctions are being imposed on entities found culpable, without identifying those affected.

The progress comes days after Dangote Refinery completed a $2.5 billion private placement that was 3.7 times oversubscribed, providing another indication of strong investor appetite ahead of the planned public offering.

The fundraising is expected to strengthen the company’s balance sheet as it ramps up operations at the 650,000-barrel-a-day refinery, the largest single-train refinery in Africa.

BusinessDay first reported earlier this year that Dangote Group was preparing to list the refinery on the Nigerian Exchange as part of commitments made by billionaire industrialist and Africa’s richest man, Aliko Dangote, to broaden public ownership of the business.

The growing anticipation around Dangote Refinery IPO is reshaping investor behaviour across Nigeria’s financial markets, with many retail and institutional investors reportedly setting aside liquidity ahead of the expected offer.

“With a potential IPO of this scale, investors are trying to optimise liquidity without sacrificing returns,” Gbemisola Adelokiki, investment analyst at Lagos-based Coronation Group, had noted ahead of this development, adding that investors’ ability to redeem quickly from a money market fund became their strategic advantage.

Speaking at the refinery in July, Dangote said the company planned to launch the IPO in September 2026, describing the listing as an opportunity for Nigerians and institutional investors to participate in the refinery’s future growth.

The listing is expected to reshape Nigeria’s equity market, potentially becoming one of the largest companies by market capitalisation on the Nigerian Exchange and significantly increasing the market’s depth and liquidity.

For regulators, the transaction would also represent a milestone in efforts to attract large privately held companies to the public market, broaden investment opportunities and expand domestic capital formation.

With the formal application now before the SEC, attention is turning to the completion of regulatory approvals and publication of the prospectus ahead of the expected September launch. Agama said the commission sees no regulatory obstacles that should prevent the transaction from proceeding as planned.

Standard Bank Group, Africa’s largest financial institution, had reaffirmed its commitment to supporting the growth of Dangote Industries Limited, pledging backing for the planned listing of the Dangote Petroleum Refinery while expressing readiness to finance future expansion projects across the continent.

“As Dangote lists, there is an IPO coming up, and we are a leading player in that process,” Sim Tshabalala, Standard Bank Group Chief Executive, said during a recent strategic visit to the Dangote Petroleum Refinery and Dangote Fertiliser complex in Lagos. “As the group continues to expand in Nigeria and across Africa, there will be opportunities for financial advisory services and balance sheet support, and we stand ready to provide both,” Tshabalala added.

Recently, the National Pension Commission (PenCom) had granted Pension Fund Administrators (PFAs) regulatory forbearance to invest in the Initial Public Offering (IPO) of Dangote Petroleum Refinery & Petrochemicals FZE.

PenCom told licensed PFAs in a circular that it had carefully evaluated the strategic investment opportunity presented by the proposed IPO and its potential impact on both the pension industry and the broader Nigerian economy. The commission noted that the decision followed a review of requests seeking special dispensation that would allow PFAs to invest pension fund assets in the offering.