ADNOC Distribution has signed a definitive agreement to acquire 100% of Shell Downstream South Africa (SDSA) for an implied enterprise value of around USD1bn, expanding its fuel retail footprint in Africa (ADNOC press release, 07/07/2026).
The transaction covers 580 fuel stations, as well as wholesale fuel, aviation and lubricants operations. Completion is expected in 2027, subject to regulatory approvals. Following closing, ADNOC plans to divest a 28% stake to a local empowerment partner and an employee stock ownership plan. Additionally, ADNOC plans to retain the Shell brand through a long-term licensing agreement for its retail and lubricants operations in South Africa.
The transaction would make of South Africa ADNOC Distribution’s fourth international market, following expansion into Saudi Arabia and Egypt. As of 2025, SDSA had fuel volumes of around 3.5 billion litres and operated 360 convenience stores.