Dr. Ayodele Oni has released new books – “Understanding Petroleum (Oil & Gas) Transactions and the Nigerian Market” and “the Nigerian Electricity Market: Understanding the Transactional Legal and Policy Issues”.
The two books bring to fore Dr. Ayodele Oni’s over 15 years of experience, advising on both big tickets and small-cap deals.
The two books thoroughly avails the readers; Investors, Business, researchers executives, lawyers etc , practical and hands-on insights about tropical issues such as deals structuring, due diligence, sub-franchising, financing models, acquisition and resolutions of energy related disputes. See below more details on both books-
The Nigerian Electricity Market: Understanding the Transactional Legal and Policy Issues”.
The book details practical insights from my over fifteen (15) years, advising on both big ticket and smaller cap transactions. The book also highlights my experience advising Development Financial Institutions (including the World Bank), other financiers, Regulators, Project Promoters, State Governments and investors. Further, it covers key practical issues on conducting due diligence exercises and writing related reports which, together, form a germane part of any significant acquisition or divestment transaction.
The book also covers transactional and regulatory issues in acquisitions. Further, it reviews financing methods for the power sector and analyzes issues such as sovereign immunity and highlights issues in the Azura independent power project. Additionally, the book reviews issues related to the most recent rules, regulations and policies connected with the electric power sector. Some of these are service reflectivity, remittance obligations, sub-franchising, capped invoicing and billing, new payment methods and the roles played by the Central Bank of Nigeria, to improve liquidity in the sector.
Disputes are a part of any economic activity, especially where same is undergoing reforms. It does, then make sense to plan for and resolve same timeously, fairly and efficiently, as efficient and fair dispute resolution is key to investors and in this regard, the book takes a look at how to plan for and resolve energy sector disputes and thoroughly analyzes Bilateral Investment Treaties and Section 26 of the NIPC Act & 12 of the Constitution. With concerns around municipal dispute resolution mechanisms and insufficient confidence in Nigerian courts, the book reviews international law principles and concepts such as the umbrella clause in dispute management and how to internationalize power sector related contracts/ documentation and transactions. This is especially where it involves international investors.
For the lawyer, negotiator, commercial person or advisor, the book covers several practical and other issues they would find useful in practice, negotiations and transactions. The electric power sector being a regulated one, the book highlights the legal and regulatory regime. There is also, indeed, a chapter that provides insights on negotiating and or reviewing and drafting power sector transactional documents. As mentioned above, the book covers the latest developments in law and policy relating to electricity. Importantly, the book analyzes the use of new technology, espailly blockchain, in the electric power sector, especially as regards billing and electricity trading and reviews the retrofitting required in the electricity market arrangement in Nigeria, for blockchain to work. Furthermore, for the discerning business person, the book gives an insight into the business opportunities in the power sector and how to take advantage and or invest by providing an investors’ guide. Finally, the book provides practical insights to policy makers, the regulators, researchers and students, on how to improve the different segments of the electric power sector.
Understanding Petroleum (Oil & Gas) Transactions and the Nigerian Market- About the Book
This book is founded, largely, upon the author’s over fifteen (15) years of experience, advising on both big ticket and smaller cap deals in the oil and gas industry. The oil and gas industry in Nigeria has been busy in the last two (2) decades, especially with the advent of democratic rule in the year 1999 which substantially improved investor confidence. Between the year 1999 and now, a number of the international oil companies, such as shell petroleum development company and Chevron, have divested some of their interests, particularly in onshore acreages. Many of the new owners of these acreages are local juniors who are now in joint venture with national oil company of Nigeria- Nigerian National Petroleum Corporation (“NNPC”), under a new construct- Asset Management Teams. There have also been marginal fields bid rounds, last of which took place in the year 2020. Luckily, the author of this book has actively advised on different aspects of the above-mentioned divestment and marginal fields transactions. He has, thus, highlighted in this book, some of the key issues and take-aways from those.
The last twenty (20) years have also ushered in changes, in the oil and gas industry with new policies such as those related to local content and domestic gas supply obligations. The predominant structure of financing by NNPC has changed to the forward sale type financing structure, first utilized in the financing of the Oso Condensate Project and since then there have been other significant financing modes including NNPC/Chevron Project Cheetah and the big ticket Ajaokuta Kaduna Kano Pipeline Project. Luckily, the author has been involved in many of these financings and has had first-hand experience advising either the NNPC or its counterparty on issues such as the World Bank Negative Pledge, federation account, waiver of sovereign immunity and the controversies surrounding same.
For a long time too, there have been discussions around changing the legal and regulatory regime of the oil and gas industry, from the Petroleum Act which is a 1969 legislation, to another, via the introduction of the Petroleum Industry Bill (the “PIB”) nearly fifteen (15) years ago. This book highlights some key provisions of the latest version of the PIB. Further, the book contains a thorough analysis of transactional issues such as the why and how of due diligence exercises and reports. Due diligence exercises and reports are very important aspect of any significant transaction. Hence, this book, being one that traverses transactional issues, does a great job by providing insights into the topic of due diligence, from a more practical, than theoretical, point of view. It also highlights the latest legal and regulatory developments, such as the newly issued Nigerian Gas Transportation Network Code, which the author also played a meaningful role in bringing to life. Other recent changes highlighted include the enactment of the Deep Offshore and Inland Basin Production Sharing Contracts (Amendment) Act which changes the fiscal regime of Production Sharing Contracts and the Finance Act, which now makes dividends payable by upstream companies subject to taxation with the repeal of section 6 of the Petroleum Profits Tax Act. Regarding financing, a creative mode of financing was also developed for the financing of Nigerian LNG Train-7. This book does highlight that creative financing mode.
Apart from the foregoing, the book analyses host government contracts, transactional and regulatory issues in upstream acquisition-type deals, takes a comprehensive look at the downstream petroleum sector and highlights the issues, looks at the marginal fields regime and practical issues faced by the holders of marginal fields. The book also takes a critical look at refineries and refining and looks at the role of modular refineries and why modular refineries may not necessarily improve the availability of premium motor spirit/ gasoline, colloquially referred to as ‘petrol’.
The book recognizes that, as far the oil and gas sector is concerned, foreign investors will always play a role and consequently looks at how to give such investors comfort that they are able to go to international arbitration or in some cases, rely on bilateral investment treaties, their home countries may have signed with Nigeria. It is, in fact, not just the case that they can go to international arbitration, arbitral awards are enforceable in Nigeria and this is crucial because as Frank Alexander, an international energy law veteran, put it succinctly, “enforceable international arbitration is one of the pillars of the three pillars of security of investment under PSCs and other host government contracts”. Finally, the book looks at energy transition, especially from a Nigerian perspective.
Payments are to be made to: Ayodele oni – stanbic Ibtc bank – 0022124770
Foreign orders – PayPal (ayodele. Oni@bloomfield-law.com)
For further enquiries contact: +2348052362430 ( WhatsApp only)
The author, Ayodele is currently a partner at Bloomfield Law Practice who specializes in the provision of commercial legal solutions across several different fields and industries throughout West Africa. He has a deep intuition and unwavering flair for navigating the rudiments of complicated negotiations and multi-layered transactions, and is able to bring his practical knowledge and insight of experience in providing practical and contemporary solutions to these legal conundrums, taking into consideration the need for speed, efficiency, excellence and practical 21st century commercial realities.
His experience includes financial services, fintech, energy and natural resources, mining and minerals, oil and gas, power and renewables, real estate and telecommunications. Ayodele has been instrumental to the development of ingenious and effective strategies for ensuring the success of transactions in which he is involved. He is an active leading voice and thought leader in the development of many transformative policy changes in Nigeria, especially in the Nigerian electric power sector and played a role in developing some of the template documents used in the electric power sector.