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REG - Seplat Energy PLC - Notification of Major Holdings

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RNS Number : 8723N  Seplat Energy PLC  06 January 2026

 

 

Seplat Energy Plc ("Seplat Energy" or the "Company")

 

Notification of Major Holdings

Lagos and London, 6 January 2026: The Company has received formal
notification of the sale of 120,400,000 ordinary shares by major shareholder -
Etablissements Maurel & Prom S.A. ("M&P"). The shares were acquired as
follows:

·    86,639,377 ordinary shares by Heirs Energies Limited.

·    33,760,623 ordinary shares by Heirs Holdings Limited.

Following this transaction, M&P no longer holds any shares in the Company
while Heirs Energies Limited and Heirs Holdings Limited now jointly hold
120,400,000 ordinary shares, representing 20.07% of the Company's issued share
capital.

M&P was a founding investor in Seplat Energy and remained one of the
Company's largest shareholders until now. The Company recognises and
appreciates the significant role M&P has played in supporting Seplat
Energy's growth and development into a leading independent Nigerian energy
company and wishes M&P every success in its future endeavours.

Seplat Energy is pleased to welcome Heirs Energies Limited and Heirs Holdings
Limited as shareholders and looks forward to working together to continue
advancing Seplat's strategic objectives and long-term ambition of becoming a
leading African energy champion.

Further details of the transaction are set out in the attached TR-1 Standard
Form for Notification of Major Holdings by M&P and the new shareholders -
Heirs Energies Limited and Heirs Holdings Limited.

 

For: Seplat Energy Plc

 

 

 

 

Eleanor Adaralegbe

Chief Financial Officer

 

TR-1: Standard form for notification of major holdings

1. Issuer Details

ISIN

NGSEPLAT0008

Issuer Name

SEPLAT ENERGY PLC

UK or Non-UK Issuer

Non-UK

2. Reason for Notification

An acquisition or disposal of voting rights

3. Details of person subject to the notification obligation

Name

Etablissements Maurel & Prom S.A.

City of registered office (if applicable)

Paris

Country of registered office (if applicable)

France

4. Details of the shareholder

Full name of shareholder(s) if different from the person(s) subject to the
notification obligation, above

 

City of registered office (if applicable)

 

Country of registered office (if applicable)

 

5. Date on which the threshold was crossed or reached

30-Dec-2025

6. Date on which Issuer notified

02-Jan-2026

7. Total positions of person(s) subject to the notification obligation

                                                                            % of voting rights attached to shares (total of 8.A)  % of voting rights through financial instruments (total of 8.B 1 + 8.B 2)  Total of both in % (8.A + 8.B)  Total number of voting rights held in issuer
 Resulting situation on the date on which threshold was crossed or reached  0.000000                                              0.000000                                                                   0.000000                        0
 Position of previous notification (if applicable)

8. Notified details of the resulting situation on the date on which the
threshold was crossed or reached

8A. Voting rights attached to shares

 Class/Type of shares ISIN code(if possible)  Number of direct voting rights (DTR5.1)  Number of indirect voting rights (DTR5.2.1)  % of direct voting rights (DTR5.1)  % of indirect voting rights (DTR5.2.1)
 NGSEPLAT0008                                 0                                        0                                            0.000000                            0.000000
 Sub Total 8.A                                0                                                                                     0.000000%

8B1. Financial Instruments according to (DTR5.3.1R.(1) (a))

 Type of financial instrument  Expiration date  Exercise/conversion period  Number of voting rights that may be acquired if the instrument is  % of voting rights
                                                                            exercised/converted

 Sub Total 8.B1

8B2. Financial Instruments with similar economic effect according to
(DTR5.3.1R.(1) (b))

 Type of financial instrument  Expiration date  Exercise/conversion period  Physical or cash settlement  Number of voting rights  % of voting rights

 Sub Total 8.B2

9. Information in relation to the person subject to the notification
obligation

1. Person subject to the notification obligation is not controlled by any
natural person or legal entity and does not control any other undertaking(s)
holding directly or indirectly an interest in the (underlying) issuer.

 Ultimate controlling person  Name of controlled undertaking  % of voting rights if it equals or is higher than the notifiable threshold  % of voting rights through financial instruments if it equals or is higher  Total of both if it equals or is higher than the notifiable threshold
                                                                                                                                          than the notifiable threshold

10. In case of proxy voting

Name of the proxy holder

 

The number and % of voting rights held

 

The date until which the voting rights will be held

 

11. Additional Information

 

12. Date of Completion

 

13. Place Of Completion

Paris, France

 

 

 

TR-1: Standard form for notification of major holdings

 

 1a. Identity of the issuer or the underlying issuer of existing shares to                                                                                    Seplat Energy Plc
 which voting rights are attached (ii):
 1b. Please indicate if the issuer is a non-UK issuer  (please mark with an
 "X" if appropriate)
 Non-UK issuer                                                                                                                                                                                                                                             X
 2. Reason for the notification (please mark the appropriate box or boxes with
 an "X")
 An acquisition or disposal of voting rights                                                                                                                                                                                                               X
 An acquisition or disposal of financial instruments
 An event changing the breakdown of voting rights
 Other (please specify) (iii):
 3. Details of person subject to the notification obligation (iv)
 Name                                                                                                                                                         Heirs Energies Limited
 City and country of registered office (if applicable)                                                                                                        Lagos, Nigeria
 4. Full name of shareholder(s) (if different from 3.) (v)
 Name
 City and country of registered office (if applicable)
 5. Date on which the threshold was crossed or reached (vi):                                                                                                  31/12/2025
 6. Date on which issuer notified (DD/MM/YYYY):                                                                                                               05/01/2026
 7. Total positions of person(s) subject to the notification obligation
                                                                            % of voting rights attached to shares (total of 8. A)  % of voting rights through financial instruments      Total of both in % (8.A + 8.B)  Total number of voting rights held in issuer (8.A + 8.B) (vii)

(total of 8.B 1 + 8.B 2)
 Resulting situation on the date on which threshold was crossed or reached  14.44%                                                                                                                                       14.44%
 Position of previous notification (if

 applicable)

 

 8. Notified details of the resulting situation on the date on which the
 threshold was crossed or reached (viii)
 A: Voting rights attached to shares
 Class/type of                                  Number of voting rights (ix)                                              % of voting rights

shares

 ISIN code (if possible)
                                                Direct                    Indirect                                        Direct                                           Indirect

                                                (DTR5.1)                   (DTR5.2.1)                                     (DTR5.1)                                         (DTR5.2.1)
 Ordinary Shares                                86,639,377                                                                14.44%

 SUBTOTAL 8. A                                  86,639,377                                                                14.44%

 B 1: Financial Instruments according to DTR5.3.1R (1) (a)
 Type of financial instrument                   Expiration  Exercise/                             Number of voting rights that may be acquired if the instrument is        % of voting rights

date (x)
Conversion Period (xi)

                                                                                                  exercised/converted.

                                                            SUBTOTAL 8. B 1

 B 2: Financial Instruments with similar economic effect according to DTR5.3.1R
 (1) (b)
 Type of financial instrument  Expiration                   Exercise/                   Physical or cash                                          Number of voting rights  % of voting rights

date (x)
Conversion Period (xi)

                                                                                        Settlement (xii)

                                                                                        SUBTOTAL 8.B.2

 

 9. Information in relation to the person subject to the notification
 obligation (please mark the

 applicable box with an "X")
 Person subject to the notification obligation is not controlled by any natural
 person or legal entity and does not control any other undertaking(s) holding
 directly or indirectly an interest in the (underlying) issuer (xiii)
 Full chain of controlled undertakings through which the voting rights and/or                                                                                                                                             X
 the

financial instruments are effectively held starting with the ultimate
 controlling natural person or legal entity (please add additional rows as
 necessary) (xiv)
 Name (xv)                   % of voting rights if it equals or is higher than the notifiable threshold  % of voting rights through financial instruments if it equals or is higher  Total of both if it equals or is higher than the notifiable threshold
                                                                                                         than the notifiable threshold
 Heirs Alliance Limited      60% in Heirs Holdings Limited                                                                                                                           60%
 Heirs Holdings Limited      99% in TNOG Limited                                                                                                                                     99%
 TNOG Limited                49% in Heirs Energies                                                                                                                                   49%
 HHOG Limited                51% in Heirs Energies                                                                                                                                   51%

 10. In case of proxy voting, please identify:
 Name of the proxy holder
 The number and % of voting rights held
 The date until which the voting rights will be held

 11. Additional information (xvi)

 

 Place of completion  Lagos, Nigeria
 Date of completion   31/12/2025

 

 

TR-1: Standard form for notification of major holdings

 

 1a. Identity of the issuer or the underlying issuer of existing shares to                                                                                    Seplat Energy Plc
 which voting rights are attached (ii):

 1b. Please indicate if the issuer is a non-UK issuer  (please mark with an
 "X" if appropriate)
 Non-UK issuer                                                                                                                                                                                                                                             X
 2. Reason for the notification (please mark the appropriate box or boxes with
 an "X")
 An acquisition or disposal of voting rights                                                                                                                                                                                                               X
 An acquisition or disposal of financial instruments
 An event changing the breakdown of voting rights
 Other (please specify) (iii):
 3. Details of person subject to the notification obligation (iv)
 Name                                                                                                                                                         Heirs Holdings Limited
 City and country of registered office (if applicable)                                                                                                        Lagos, Nigeria
 4. Full name of shareholder(s) (if different from 3.) (v)
 Name
 City and country of registered office (if applicable)
 5. Date on which the threshold was crossed or reached (vi):                                                                                                  31/12/2025
 6. Date on which issuer notified (DD/MM/YYYY):                                                                                                               05/01/2026
 7. Total positions of person(s) subject to the notification obligation
                                                                            % of voting rights attached to shares (total of 8. A)  % of voting rights through financial instruments      Total of both in % (8.A + 8.B)  Total number of voting rights held in issuer (8.A + 8.B) (vii)

(total of 8.B 1 + 8.B 2)
 Resulting situation on the date on which threshold was crossed or reached  5.63%                                                                                                                                        5.63%
 Position of previous notification (if

 applicable)

 

 8. Notified details of the resulting situation on the date on which the
 threshold was crossed or reached (viii)
 A: Voting rights attached to shares
 Class/type of                                  Number of voting rights (ix)                                              % of voting rights

shares

 ISIN code (if possible)
                                                Direct                    Indirect                                        Direct                                           Indirect

                                                (DTR5.1)                   (DTR5.2.1)                                     (DTR5.1)                                         (DTR5.2.1)
 Ordinary Shares                                33,760,623                                                                5.63%

 SUBTOTAL 8. A                                  33,760,623                                                                5.63%

 B 1: Financial Instruments according to DTR5.3.1R (1) (a)
 Type of financial instrument                   Expiration  Exercise/                             Number of voting rights that may be acquired if the instrument is        % of voting rights

date (x)
Conversion Period (xi)

                                                                                                  exercised/converted.

                                                            SUBTOTAL 8. B 1

 B 2: Financial Instruments with similar economic effect according to DTR5.3.1R
 (1) (b)
 Type of financial instrument  Expiration                   Exercise/                   Physical or cash                                          Number of voting rights  % of voting rights

date (x)
Conversion Period (xi)

                                                                                        Settlement (xii)

                                                                                        SUBTOTAL 8.B.2

 

 9. Information in relation to the person subject to the notification
 obligation (please mark the

 applicable box with an "X")
 Person subject to the notification obligation is not controlled by any natural
 person or legal entity and does not control any other undertaking(s) holding

 directly or indirectly an interest in the (underlying) issuer (xiii)
 Full chain of controlled undertakings through which the voting rights and/or                                                                                                                                             X
 the

financial instruments are effectively held starting with the ultimate
 controlling natural person or legal entity (please add additional rows as
 necessary) (xiv)
 Name (xv)                   % of voting rights if it equals or is higher than the notifiable threshold  % of voting rights through financial instruments if it equals or is higher  Total of both if it equals or is higher than the notifiable threshold
                                                                                                         than the notifiable threshold
 Heirs Alliance Limited      60% in Heirs Holdings                                                                                                                                   60%
 Tony Elumelu                30% in Heirs Holdings                                                                                                                                   30%
 Awele Elumelu               10% in Heirs Holdings                                                                                                                                   10%

 10. In case of proxy voting, please identify:
 Name of the proxy holder
 The number and % of voting rights held
 The date until which the voting rights will be held

 11. Additional information (xvi)

 

 Place of completion  Lagos, Nigeria
 Date of completion   31/12/2025

 

 

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