GNPC’s Acquisition of 7% Interest in Jubilee and TEN Fields Must Fulfill All Legal Righteousness


  • GNPC is acquiring 7% of Jubilee and TEN oil fields ceded to it by Kosmos Energy from a $750m acquisition of Oxy’s interest in October 2021.
  • The Corporation has not communicated how it intends to finance the $199 million acquisition, leading to speculations of illegality in breach of the PRMA.
  • The Corporation has set up an offshore company in the Cayman Islands to hold the 7% interest rather than owning it directly or through a subsidiary in Ghana. This raises the bar on opacity and worsening accountability associated with the Corporation.

    Background of Anadarko WCTP Assets Transfer

    Houston based Anadarko was part of the contractor group on the Jubilee and TEN fields from inception through a locally registered subsidiary, Anadarko WCTP Limited. In 2019, Anadarko sold its global assets to Occidental (Oxy). Shortly after, Oxy began the disposal of non-core assets worldwide to reduce its debt. In Africa, a portfolio of assets in Ghana, Algeria, Mozambique, and South Africa was affected.

    In 2020, Oxy negotiated the sale of the Africa assets to Total Energies (Total). However, the Ghana Revenue Authority (GRA), as part of the exit negotiations and approval process, demanded a capital gains tax of about $500 million. In Algeria, authorities demanded that the national oil company exercise its pre-emption rights over the assets, which blocked Total’s acquisition of the Algeria asset. Eventually, Total purchased the assets in Mozambique and South Africa, with Ghana and Algeria bogged down by tax claims and pre-emption rights challenges, respectively.

    Subsequently, Oxy decided to hold on to the Algeria assets and reengage the market for the Ghana assets. Kosmos Energy opted for the assets and concluded negotiations on a purchase price of $750 million for Oxy’s interest in Jubilee and TEN fields in April 2021. This time, GRA settled on investment gains tax after it became contractually untenable to exact capital gains tax. The ministerial approval for the transaction was delayed until early October 2021.