Adnoc Distribution has signed a definitive agreement to acquire 100 per cent of the share capital of Shell Downstream South Africa (SDSA) from Shell South Africa Holdings, in a deal valued at an implied enterprise value of approximately $1 billion before adjustments for net debt and working capital. 

The acquisition is expected to close in 2027, subject to regulatory approvals and other closing conditions. 

Following completion, Adnoc Distribution plans to sell a 28 per cent stake in SDSA to a local empowerment partner and Employee Stock Option Plan (ESOP).

The company will also enter a long-term brand licensing agreement to retain the Shell brand across South Africa’s retail service stations and lubricants businesses, ensuring continuity for customers under Adnoc Distribution’s ownership.