The Senate has endorsed the proposed $1 billion acquisition of Lafarge Africa Plc by Chinese investor Hainan Huaxin Pan-African Investment Company Plc, clearing a major hurdle in one of Nigeria’s largest recent corporate transactions.
Lawmakers on Thursday adopted the report of an ad hoc committee that investigated the planned divestment by Swiss cement giant Holcim AG, concluding that the transaction poses no legal, regulatory or national security concerns and would not affect the 16.19 per cent equity stake held by Nigerian investors.
The approval provides legislative backing for Huaxin’s acquisition of Holcim’s controlling interest in Lafarge Africa, a deal that has attracted significant public and regulatory attention since it was announced.
Presenting the committee’s report, Senate Minority Leader and Chairman of the Ad Hoc Committee, Abba Moro, said investigations involving key stakeholders found no impediment to the transaction.
“The Senate allowed the transaction process concerning the sale of Lafarge Cement Company Plc to Huaxin to scale through,” Moro said.
He, however, stressed that all regulatory requirements and applicable Nigerian laws must be fully complied with to ensure a smooth transition.
Nigerian Shareholding Remains Unchanged
A key outcome of the Senate’s review was the confirmation that Nigerian shareholders would retain their stakes in the cement manufacturer.
According to the committee, concerns that a strategic Nigerian asset was being sold to foreign investors were based on misconceptions about the company’s ownership structure.
The report noted that Holcim, a foreign investor and majority shareholder in Lafarge Africa, is transferring its stake to another foreign investor. As a result, the transaction amounts to a transfer of ownership between foreign entities rather than the sale of a wholly Nigerian-owned company.
The committee said Nigerian investors, including institutional and retail shareholders, would continue to hold their combined 16.19 per cent equity stake in the company after the transaction is completed.
The Senate also urged regulators, including the Securities and Exchange Commission, Corporate Affairs Commission, Federal Competition and Consumer Protection Commission, Nigerian Investment Promotion Commission and Bureau of Public Enterprises, to maintain strict oversight throughout the transaction process.
Lawmakers further recommended that the incoming investors strengthen corporate social responsibility programmes in communities where Lafarge operates.
The committee said reviews by regulatory agencies found no evidence that the acquisition breached Nigerian laws or posed immediate risks to national interests.
Beyond the ownership change, the Senate said Huaxin has committed to injecting fresh capital into Lafarge’s Nigerian and African operations.
The committee noted that the planned investment could strengthen Lafarge’s operational capacity, support industrial expansion and contribute to foreign direct investment inflows into Nigeria.
The report also stated that Lafarge controls approximately 18 per cent of Nigeria’s cement market and that the acquisition is unlikely to significantly alter competition within the sector.
In addition, the FCCPC received assurances from Huaxin that there would be no staff layoffs during the transition period.
Despite broad support for the transaction, some lawmakers raised concerns about the ownership details presented in the committee’s report.
Senator Abdul Ningi questioned the breakdown of Lafarge Africa’s shareholding structure, arguing that the report did not adequately account for all shares in the company.
According to him, while the report indicated that Nigerian interests hold about 16 per cent and Holcim owns 83.81 per cent, greater clarity was needed on the composition of the ownership structure and the legal basis for the transfer.
However, lawmakers including Senator Osita Izunaso, Chairman of the Senate Committee on Capital Market, and Senator Shuaib Salisu backed the committee’s recommendations, paving the way for the report’s adoption.
