MTN can now buy IHS Towers — but must sell 30% to Nigerian investors

Nigeria's Federal Competition and Consumer Protection Commission (FCCPC) has cleared MTN Group's acquisition of IHS Towers, but the approval comes with a condition: MTN must sell down up to 30% of the Nigerian component of IHS to local Nigerian investors over time, at market prices and on an arm's-length commercial basis. The conditional approval was reported by TechAfrica News and Technext24, which cited regulatory sources describing the local-ownership divestment requirement.

The deal itself was announced on 17 February 2026, when MTN said it had agreed to acquire the remaining shares of IHS Holding Limited that it did not already own in an all-cash transaction. MTN's statement confirmed that "the board of IHS Towers has accepted an offer of US$8.50 a share" and described it as "a transaction that would see MTN increasing its shareholding to 100%." IHS Towers, one of the largest independent owners and operators of shared communications infrastructure in the world by tower count, said in its own press release that MTN already owned about 24% of the company. Bloomberg reported the transaction valued IHS Towers at an enterprise value of roughly US$6.2 billion, with MTN funding the deal through about US$1.1 billion in cash on IHS's balance sheet plus MTN liquidity and debt.

The path to approval unfolded over months. On 5 February 2026, IHS confirmed it had been approached by MTN and said discussions were ongoing and non-binding, according to an IHS Towers statement. On 4 August 2026, IHS shareholders approved the transaction at an extraordinary general meeting with a two-thirds majority. Nigerian reporting later indicated that both the FCCPC and the Nigerian Communications Commission (NCC) had signed off on the deal subject to the local divestment condition. Semafor reported that Nigeria's regulator called for a domestic stake in the MTN-IHS transaction, and the Federal Ministry of Communications, Innovation & Digital Economy issued a statement on the acquisition.

MTN Group said in a statement cited by secondary reporting that "the transaction has received approval from various regulators, including Nigeria's Federal Competition and Consumer Protection Commission." Secondary reporting summarising the regulator's terms said "MTN will sell-down 30% of IHS Nigeria to local Nigerian investors, on an arms-length commercial basis and subject to market conditions." No standalone FCCPC circular, directive, or framework document was identified in the gathered reporting.

The deal still requires shareholder approval at MTN level and regulatory clearance in other relevant markets, and it is tied to IHS's delisting from the New York Stock Exchange once completed. The two companies have deep existing ties: in August 2024, MTN Nigeria and IHS renewed and extended Nigerian tower master lease agreements until 31 December 2032. If completed, the acquisition would make IHS a wholly owned subsidiary of MTN without requiring new equity at MTN Group level.

The local-ownership condition positions the deal squarely within Nigeria's ongoing debates about domestic capital participation and control over critical telecom infrastructure. Whether the sell-down proves workable in practice — and over what timeline — remains an open question, as no formal implementation framework has been published.