The Dangote Petroleum Refinery on Monday has opened its ₦2.15trillion initial public offering (IPO), in what is being positioned as the largest share sale in Africa and one of the biggest capital market transactions in Nigeria.
The offer, which opened at the Nigerian Exchange (NGX), involves 4.1 billion new ordinary shares of Dangote Petroleum Refinery Plc at ₦525 per share.
The subscription will run from September 14 to October 13, 2026, with trading of the shares expected to commence on the NGX in November.
Investors can subscribe for a minimum of 10 shares at ₦5,250.
The offer was formally opened by the President of Dangote Industries Limited, Aliko Dangote, who sounded the closing gong at the NGX trading floor during the launch ceremony.
Dangote said the transaction marked the first time a refinery had been offered for public subscription in the 66-year history of the Nigerian Exchange.
Lagos State Governor, Babajide Sanwo-Olu, was among dignitaries at the ceremony.
At ₦525 per share, the offer implies a valuation of about ₦65.22 trillion for the enlarged company, equivalent to roughly $48 billion, depending on the exchange rate used.
The company is seeking about ₦2.15 trillion in gross proceeds from the offer. After estimated transaction fees of about ₦41.5 billion, net proceeds are expected to be approximately ₦2.11 trillion.
The refinery has also provided for an over-allotment option of up to 30 per cent of the offer in the event of excess demand.
Despite the size of the transaction, the new shares represent only about 3.3 per cent of the enlarged company, leaving Dangote with overwhelming control of the refinery after the listing.
The Securities and Exchange Commission (SEC) has registered 120.13 billion existing shares of the company alongside the new issue.
Part of the funds raised through the IPO is expected to support the refinery’s expansion programme, including plans to increase its capacity from 650,000 barrels per day to 1.4 million barrels per day.
The refinery reached its full nameplate capacity of 650,000 barrels per day in February 2026 and subsequently conducted tests at production levels of up to 700,000 barrels per day in June.
Its average utilisation rate stood at 83.6 per cent in the first half of 2026, compared with about 45 per cent earlier in the year.
The expansion is expected to strengthen the refinery’s position in the domestic and international petroleum products market while increasing its capacity to process crude oil.
The IPO comes as the refinery’s financial performance has improved sharply after recording a loss in 2025.
The prospectus shows that the company recorded revenue of about ₦19.1 trillion in the first half of 2026, representing an increase of about 121 per cent from the ₦8.64 trillion recorded in the corresponding period of 2025.
Gross profit stood at about ₦3.43 trillion, while profit after tax was approximately ₦2.5 trillion.
The refinery’s earnings before interest, taxes, depreciation and amortisation (EBITDA) stood at about $2.6 billion, with an EBITDA margin of 18.7 per cent.
This compares with a full-year loss of $476 million recorded in 2025.
The improvement was also reflected in the refinery’s gross refining margin, which increased from $10.70 per barrel in 2024 to $13.70 per barrel in 2025 and $24.50 per barrel in the first half of 2026.
The margin briefly climbed to $33.70 per barrel in the first quarter of 2026 amid disruptions linked to the Strait of Hormuz and the Iran conflict before easing.
The performance therefore presents investors with both a strong earnings recovery and the question of whether the current level of refining margins can be sustained when geopolitical disruptions ease.
The refinery’s improving profitability has come alongside a substantial debt burden.
Total debt stood at about $6.24 billion at the end of 2025, including approximately $3.99 billion in unsecured related-party borrowing from Dangote Industries.
The related-party borrowing was repaid by June 2026, while total debt had fallen to about $5.67 billion by June 30.
Long-term borrowings, however, increased significantly, rising from about $590 million to approximately $4.1 billion during the period.
The company’s accounts also record an inflow of about $4 billion associated with a project identified as “Project Coreshift”, although details of the project are not fully disclosed in the information available to investors.
In July, the refinery raised $750 million through a bond carrying a 7.5 per cent coupon and maturing in 2031.
The company had about $4.27 billion in cash as of June 30, 2026.
The IPO also places a number of issues before investors, particularly around valuation and the sustainability of earnings.
The implied valuation of about $48 billion is significantly higher than the roughly $40 billion-$41.7 billion valuation indicated by the refinery’s July 2026 private placement, in which a six per cent stake was reportedly sold for $2.5 billion after the transaction was oversubscribed 3.7 times.
Investors will also have to consider the refinery’s access to crude, the cost and availability of feedstock, exchange-rate movements and the continued operation of the government’s naira-for-crude arrangement.
The company’s free-trade-zone tax status and an FX-related investigation or contingent liability referenced in due-diligence disclosures are also among the issues requiring attention.
The concentration of ownership in Dangote also means that minority investors will have limited influence over the company despite its public listing.
Another issue is the prospect of dividends. Although the refinery is expected to generate substantial earnings, any dollar-denominated dividend has not been formally approved, while the shares being offered to investors remain denominated in naira.
The scale of the transaction could also have a significant impact on the Nigerian equities market. Once listed, Dangote Refinery could account for an estimated 30 to 35 per cent of the NGX’s market capitalisation, giving its share-price movements considerable influence over the broader index.
The SEC had earlier warned investors about fraudulent solicitations using the Dangote name, making the use of approved subscription channels particularly important during the offer period.
With the subscription window now open, the refinery’s IPO will put Nigeria’s capital market under close scrutiny as investors weigh the company’s rapid earnings growth and expansion ambitions against its valuation, debt obligations and exposure to the volatile global refining business.