PARIS, January 14, 2026 — TotalEnergies has signed a sale and purchase agreement with Vaaris to divest its 10 per cent non-operated stake in the Renaissance joint venture, formerly known as the Shell Petroleum Development Company (SPDC) joint venture, in Nigeria’s oil-rich Niger Delta.
The transaction, announced on Wednesday, covers interests held by TotalEnergies EP Nigeria across 18 licences and forms part of the French energy major’s efforts to reshape its Nigerian asset portfolio.
Under the agreement, TotalEnergies will transfer its 10 per cent participating interest, including associated rights and obligations, in 15 licences primarily producing crude oil.
These assets contributed approximately 16,000 barrels of oil equivalent per day to TotalEnergies’ share of production in 2025.
The company will also transfer its participating interests in three predominantly gas-producing licences — OML 23, OML 28 and OML 77 — while retaining their full economic benefits.
The arrangement will allow TotalEnergies to withdraw from direct participation in the joint venture while maintaining exposure to gas assets that are strategically important to Nigeria’s liquefied natural gas exports.
The three gas licences currently account for approximately 50 per cent of the gas supplied to Nigeria LNG, according to TotalEnergies.
The financial terms of the agreement were not disclosed, and completion remains subject to customary conditions, including regulatory approvals.
Restructuring Nigeria’s oil sector
The transaction represents another shift in the ownership structure of Nigeria’s onshore oil and gas industry, where international energy companies have increasingly reassessed their exposure to mature assets.
The Renaissance joint venture comprises Nigerian National Petroleum Company Limited, which holds a 55 per cent interest; Renaissance Africa Energy Company, the operator, with 30 per cent; TotalEnergies EP Nigeria, with 10 per cent; and Agip Energy and Natural Resources Nigeria, with 5 per cent.
The venture operates 18 licences across the Niger Delta, one of Africa’s most established hydrocarbon-producing regions.
Renaissance Africa Energy assumed operatorship of the former SPDC assets following Shell’s divestment, marking a significant transition towards greater Nigerian ownership and management of domestic petroleum resources.
TotalEnergies’ proposed sale would further alter the venture’s ownership structure, although the company has not disclosed how the transfer of its gas interests will be structured to preserve its economic rights.
The agreement also reflects the distinction between ownership of upstream assets and continued commercial participation in gas production, particularly where supplies are linked to long-term LNG operations.
Gas remains central to TotalEnergies’ Nigerian strategy
Despite the planned divestment, Nigeria remains an important production base for TotalEnergies, which has operated in the country for more than six decades.
The company produced approximately 209,000 barrels of oil equivalent per day in Nigeria in 2024, making the country one of the leading contributors to its global hydrocarbon output.
Its decision to retain the economic benefits of the three gas licences underscores the continued importance of natural gas to its Nigerian operations.
Nigeria LNG plays a central role in the country’s gas export industry, supplying international markets and generating foreign exchange earnings.
By maintaining economic exposure to licences that account for half of the gas supplied to the LNG venture, TotalEnergies is seeking to preserve a significant commercial interest even as it reduces its direct participation in the Renaissance joint venture.
The French company also maintains a substantial downstream presence in Nigeria, operating approximately 540 service stations and employing more than 1,800 people across its businesses.
Transaction awaits regulatory approval
The proposed sale will require clearance from the relevant Nigerian regulatory authorities before it can be completed.
Neither TotalEnergies nor Vaaris disclosed the transaction’s valuation or an expected completion date in the announcement.
The agreement comes as Nigeria continues efforts to attract investment into its petroleum industry while encouraging greater domestic participation in oil and gas production.
For TotalEnergies, the transaction would reduce its exposure to oil-producing licences in the Niger Delta without severing its economic links to strategically important gas resources.
The deal’s completion will depend on regulatory approval and the fulfilment of other contractual conditions.
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