Skip to content

MTN gets Nigerian approval for IHS deal with 30% sell-down condition

MTN gets Nigerian approval for IHS deal with 30% sell-down condition

MTN Group has cleared one of the last major obstacles standing between it and full control of IHS Towers, after Nigerian regulators gave the green light to its $2.2 billion acquisition on the condition that the operator gives up a slice of the local business to Nigerian investors.

The approval, disclosed alongside MTN’s first-half 2026 earnings, came from both the Nigerian Communications Commission and the Federal Competition and Consumer Protection Commission. Rather than a straightforward sign-off, the regulators attached a firm condition: MTN must sell down 30% of IHS Nigeria to domestic investors on an arm’s length, market-based basis. It’s the kind of compromise that lets a deal move forward while addressing the anxiety it stirred up in the first place.

That anxiety was never really about the money. It was about control. IHS Towers isn’t just another company MTN wanted to buy. It’s the backbone that a huge chunk of Nigeria’s mobile network runs on, with over 16,000 of its nearly 29,000 towers across Africa sitting inside Nigeria alone. Airtel Nigeria, T2 (formerly 9mobile) and other operators lease space on those towers to keep their own networks running. Hand all of that infrastructure to their biggest rival, and you’ve effectively made MTN the landlord of its own competitors. Regulators weren’t wrong to pause on that.

MTN gets Nigerian approval for IHS deal with 30% sell-down condition
MTN gets Nigerian approval for IHS deal with 30% sell-down condition

 

When MTN and IHS first announced the deal back in February, Nigeria’s Minister of Communications, Innovation and Digital Economy, Dr. Bosun Tijani, made it clear the government wasn’t going to wave it through as routine business. He wanted a full look at what it would mean for competition, for investor confidence, and for the long-term health of an industry that Nigeria has increasingly treated as critical national infrastructure. That review dragged on for months, with industry voices warning that letting one operator own the towers everyone else depends on could tilt the playing field in ways that are hard to undo.

The 30% local sell-down is the regulators’ answer to that concern. It doesn’t block MTN from taking IHS private, but it does make sure Nigerian investors get a real stake in one of the country’s most valuable pieces of telecom infrastructure, and it puts a check, at least on paper, against MTN treating IHS Nigeria purely as an extension of its own network. The companies haven’t yet said which investors might buy in, and the timeline for that sell-down process is still open, since it’s meant to happen at a fair market price rather than on a fixed schedule.

Zooming out, this whole transaction has been a long time coming. MTN already owned roughly 24.7% of IHS Towers, a stake that traces back to the years when the operator sold off its own tower assets to IHS as part of a broader industry shift toward independent infrastructure companies. That was the fashion a decade ago: operators sold their towers, freed up capital, and let specialist tower companies manage the physical infrastructure while multiple carriers leased space on the same sites. It made balance sheets look cleaner, but it also meant operators like MTN gave up direct control over assets that are fundamental to running a network.

MTN’s move to buy back the rest of IHS Towers, announced in February 2026 at $8.50 per share, marks a reversal of that strategy. The deal values IHS at roughly $6.2 billion on an enterprise basis, with MTN paying about $2.2 billion in cash for the approximately 75% of shares it didn’t already hold. IHS shareholders approved the transaction at an extraordinary general meeting on August 4, clearing it with the required two-thirds majority, and the company is set to delist from the New York Stock Exchange once everything closes.

MTN Group CEO Ralph Mupita has framed the acquisition as central to the company’s Ambition 2030 strategy, which leans heavily on digital infrastructure as Africa’s demand for broadband, cloud services and AI-driven applications keeps climbing. Owning towers outright instead of leasing them means MTN keeps more of the margin it currently pays to IHS, and it captures more of the revenue that flows in when rival operators colocate on the same sites. For a group that operates across currency-volatile markets, bringing that infrastructure back in-house is also a hedge against relying on an external provider for something so operationally critical.

Nigeria isn’t the only market where this deal touches sensitive nerves, but it’s by far the most consequential one given the scale of IHS’s footprint there. The company was actually founded in Nigeria back in 2001 and grew by acquiring towers that MTN Nigeria and other local operators had built and then sold off. In a sense, this deal brings things full circle, with MTN reclaiming infrastructure it once gave up.

There’s also a wider pattern playing out across African telecoms right now, where tower and fibre ownership is increasingly seen as too strategically important to leave in outside hands. Elsewhere on the continent, MTN has been working through similar regulatory scrutiny, and IHS itself has been shedding non-African assets, including its stake in a Brazilian fibre venture and its Latin American tower business, to focus purely on the African markets that matter most to this deal.

MTN is acquiring the remaining roughly 75% of IHS Towers that it does not already own as part of a deal with an enterprise value of about $6.2 billion. Selling part of its Nigerian stake at market value would allow MTN to recycle some of the capital tied up in the acquisition and potentially reduce the pressure on its balance sheet.

MTN said its service revenue growth moderated in the first half of 2026 but expects growth to accelerate in the second half, supported by the normalisation of airtime lending in Nigeria, the annualisation of last year’s Nigerian price adjustments and a recovery in MTN South Africa’s prepaid business.

It also expects continued momentum from Ghana and its operations across Southeast Asia and Francophone Africa.

Even with the Nigerian approval secured, the transaction isn’t fully done. MTN still needs sign-off from regulators in the other African markets where IHS operates, including South Africa, Cameroon, Côte d’Ivoire and Zambia, before the deal can close. But Nigeria was always going to be the toughest regulatory test given the size of the market and the sensitivity around infrastructure monopolies, so clearing this hurdle with a workable compromise attached is a meaningful signal that the rest of the process should move faster.

For everyday Nigerian mobile users, the practical effects of this deal probably won’t show up overnight. Tower ownership changes don’t usually translate into visible network changes immediately. But over time, how MTN manages colocation pricing and access for rival operators on towers it now owns outright will say a lot about whether this deal ends up strengthening Nigeria’s telecom sector or concentrating too much power in one company’s hands. The 30% local ownership requirement gives regulators, and Nigerian investors, at least some leverage to keep an eye on that.

Leave a Comment