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Vero Record

Reporting and documentary investigation from Nigeria. What the paper says, and what it does not.

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Ten shares for N5,250: the Dangote refinery prospectus opens the 700,000-barrel refinery to Nigerian savers, and fills small applications first

Dangote Petroleum Refinery is selling up to 4,100,000,000 shares to the public at N525 each until Tuesday, 13 October. Vero Record read the 195-page prospectus. The minimum is ten shares, N5,250. Nigerians at home and abroad can apply. Applications up to a threshold the company will set are filled in full before larger ones are shared out, and buyers who keep ten shares for two years can receive up to two more at no cost, once the required approvals are in place.

The crude distillation column of the Dangote refinery in Lekki, Lagos, during construction
Photo · The crude distillation column at the Dangote refinery, Lekki, June 2022. Photo: FrankvEck, via Wikimedia Commons, CC BY-SA 4.0

On Monday, 14 September 2026, Dangote Petroleum Refinery & Petrochemicals FZE opened its initial public offer: up to 4,100,000,000 ordinary shares at a fixed price of N525.00 each, payable in full on application. The application list closes on Tuesday, 13 October 2026. At that price the offer raises N2,152,500,000,000.00 gross. The prospectus states on its cover that it and the shares have been cleared and registered by the Securities and Exchange Commission, and that an application has been made to list the shares on the main board of the Nigerian Exchange.

Prospectus, Summary of the Offer: 4,100,000,000 ordinary shares now being offered, purpose to broaden public ownership, fixed price of N525.00 per share, gross proceeds of N2,152,500,000,000.00
Document · Dangote Petroleum Refinery IPO prospectus, Summary of the Offer, p.34

The entry ticket is small by design. The minimum subscription is 10 shares, then multiples of 10, so the smallest application costs N5,250. The prospectus defines a Retail Investor as an individual who is a Resident Nigerian or a Non-Resident Nigerian, which puts Nigerians in the diaspora inside the definition. Retail applications are made electronically, through the receiving agents listed on pages 188 to 189 or through electronic channels that include the NGX-Invest portal. A separate route, the African Distribution Channels, is open to eligible investors in other African countries, subject to the laws where they live.

The document gives its purpose in its own words: the offer "is intended to broaden public ownership of the Issuer". The allotment rule is where that purpose takes a concrete form. If more shares are requested than are on offer, the company sets a Full-Allotment Threshold, the largest application that can be filled in full from the shares reserved for that purpose, and "All valid Applications at or below the Full-Allotment Threshold shall be allotted in full." Only the shares left after that are divided among the larger applications, on a basis the SEC approves.

Prospectus, Allotment Methodology: all valid applications at or below the Full-Allotment Threshold shall be allotted in full
Document · Dangote Petroleum Refinery IPO prospectus, Summary of the Offer, item 26, p.37

There is also a reward for holding on. Under the Retail Investor Incentive Programme, a retail investor who is allotted at least the minimum and keeps at least 10 shares without interruption for 12 months from the allotment date becomes eligible for one Incentive Share at no additional cost. Keeping them for a further 12 months brings a second one. Two is the maximum per investor. The holding is checked against the records of the Central Securities Clearing System and the register of members, and the reward is reserved for people who bought in the offer itself: shares bought later on the market do not, on their own, make anyone eligible.

Prospectus, Retail Investor Incentive Programme: one Incentive Share after 12 months of continuous holding, a second after a further 12 months, two at most
Document · Dangote Petroleum Refinery IPO prospectus, Summary of the Offer, item 30, p.37

What the money buys into is already working. According to the prospectus, the refinery in the Lekki free zone in Lagos was completed and commissioned on 22 May 2023 and became commercially operational in January 2024. It finished performance testing at its original design capacity of 650,000 barrels a day in February 2026, moved to stable full-capacity production across all units from March, and in June 2026 reached test rates of up to 700,000 barrels a day, now its rerated nameplate capacity. The prospectus calls it one of the largest industrial infrastructure investments undertaken in Nigeria, at a capital cost of about US$19 billion.

The site is built to stand on its own. Its products are Euro V-compliant fuels and petrochemicals, including up to 830,000 tonnes a year of polypropylene in as many as 155 grades. A 570 MW power plant on site runs mainly on gas produced by the refining process itself. About 1,100 kilometres of subsea and onshore pipeline and five single-point moorings bring crude in and take products out, and the tanks hold about 4.7 billion litres. On land, products leave through 11 truck gantries with 96 loading bays and a fleet of 10,000 CNG-powered trucks.

The crude distillation unit of the Dangote refinery in Lekki under construction
Photo · The distilling unit of the Dangote refinery, Lekki, June 2022. Photo: FrankvEck, via Wikimedia Commons, CC BY-SA 4.0

It is also an employer. On 30 June 2026 the refinery had 4,778 people on its own payroll, 3,266 of them Nigerian nationals, plus about 400 more working through 16 independent contractors.

The audited figures in the offer summary show how quickly the business has grown. Revenue for the first half of 2026 was N19,134,942 million, already more than the N18,737,977 million reported for the whole of 2025. Profit after tax for those six months was N2,504,432 million.

The proceeds have one job: the expansion meant to double the refinery. After offer costs of N41,492,782,688.91, which the prospectus puts at 1.93 per cent of the gross, the net N2,111,007,217,311.09 goes to growth capital spending. The plan adds about 700,000 barrels a day through a second crude distillation unit and associated units, for a total of about 1.4 million barrels a day, targeted for 2029, at an estimated US$14.3 billion for the whole programme. The offer money is split three ways: N686.5 billion for refinery process units and major equipment, N841.0 billion for utilities, offsites and infrastructure, and N583.5 billion for construction, installation and other works. The three lines add to N2,111.0 billion, as the table states.

Prospectus, use of proceeds table: N686.5 billion process units, N841.0 billion utilities and infrastructure, N583.5 billion construction works, total N2,111.0 billion, completion 2029
Document · Dangote Petroleum Refinery IPO prospectus, Summary of the Offer, item 12, p.35

In size, the offer is a slice of a very large company. There are 120,128,915,901 shares in issue before the offer, so the 4,100,000,000 new shares would make up about 3.3 per cent of the enlarged total. At N525 a share, the prospectus gives a market capitalisation of N63,067,680,848,025.00 before listing and N65,220,180,848,025.00 at listing. One large buyer has already committed: Pan-African Refinery Investment SPV, incorporated in Mauritius, has undertaken to subscribe for up to the naira equivalent of US$400,000,000, about 25.34 per cent of the offer, under the same allotment principles as everyone else.

For a refinery that was built to make Nigeria less dependent on imported fuel, the design of this offer points the same way: a N5,250 door, a rule that serves the smallest applications first, and a bonus that rewards people who stay. The list closes on 13 October.

What this rests on

The prospectus for the initial public offer of Dangote Petroleum Refinery & Petrochemicals FZE (195 pages), downloaded from ipo.dangote.com on 3 October 2026 and read for this report: the Summary of the Offer (pages 34 to 38), the definitions (including "Retail Investor" and "Eligible African Investor"), the Retail Investor Incentive Programme (pages 65 to 66), and the description of the business, facilities and workforce. Every figure here is copied from the prospectus; the totals were re-added against their parts (4,100,000,000 x N525 = N2,152,500,000,000; gross minus costs = net; N686.5bn + N841.0bn + N583.5bn = N2,111.0bn; 10 x N525 = N5,250).

What this does not establish

Whether the shares will rise or fall after listing; Vero Record gives no investment advice, and the prospectus sets out its own risk factors on pages 134 to 155. The size of the Full-Allotment Threshold, which the company will set and publish in the allotment announcement. The listing date. The Incentive Shares still depend on corporate, shareholder and regulatory approvals, as the prospectus states.

What we did ourselves

Read the full prospectus rather than the press summaries. Took the retail terms from the definitions and the Summary of the Offer (minimum subscription, the Full-Allotment Threshold rule, the Retail Investor Incentive Programme and its exclusion of shares bought after listing), took the facilities, workforce and financial figures from the business sections, and re-added every total against its parts. Calculated the offer's share of the enlarged share capital (4,100,000,000 of 124,228,915,901 shares, about 3.3 per cent).

Sources for this report

(A) Prospectus, Initial Public Offering by way of an Offer for Subscription of up to 4,100,000,000 ordinary shares of US$0.000013 each at N525.00 per share, Dangote Petroleum Refinery & Petrochemicals FZE; Lead Issuing House Vetiva Advisory Services Limited; application list 14 September to 13 October 2026.

Confidence: high. This is our own assessment of whether the event occurred as described, separate from the grade, which describes what kind of thing the claim rests on.

Not obtained: where the underlying document is named above but not linked, we did not hold a copy at the time of publication. We purchase nothing and request nothing in our own name.

Corrections

None on this report. If you find an error, it will be published here, at the same length, with the date it was found, and the original wording will remain visible above it.