The Botswana Stock Exchange (BSE) is set to serve as the host market for a regional Depositary Receipt (DR) linked to shares in Dangote Petroleum Refinery and Petrochemicals FZE, in a proposed structure that would allow investors across Southern Africa to participate in the Nigerian refinery’s initial public offering.
The initiative is being developed by the Committee of SADC Stock Exchanges (CoSSE) and the BSE as part of a broader effort to connect Southern African capital markets and make securities listed in one market more accessible to investors in other member countries.
Under the proposed structure, the BSE would host the regional DR, while participating CoSSE member exchanges would provide domestic distribution and order-routing channels for investors in their respective markets.
The structure is designed to give investors access to the Dangote refinery through infrastructure in their home markets, while keeping trading liquidity concentrated on a single exchange rather than creating multiple separate listings.
The initiative comes as Dangote Petroleum Refinery proceeds with its IPO in Nigeria. The Nigerian Securities and Exchange Commission approved the offer to open on September 14, with the refinery seeking to raise capital to support an expansion of its processing capacity.
The regional initiative is expected to provide a mechanism for Southern African investors to participate in the offering without requiring separate listings of the underlying Dangote shares on multiple regional exchanges.
CoSSE and the BSE said the proposed framework would initially operate through approved interim arrangements, including secure file exchange, API-enabled connectivity and broker order-routing. Participating exchanges could subsequently migrate to the CoSSE interconnectivity infrastructure as it becomes operational.
Investors would continue to transact through approved institutions in their respective domestic markets. Brokers, nominees, custodians, central securities depositories and banking partners would handle functions including onboarding, subscriptions, settlement and subsequent secondary-market transactions.
The parties said the model could also establish a framework for future cross-border Depositary Receipts, securities distribution and other regional investment opportunities.
The BSE would provide the central listing and trading venue for the regional DR, along with the required depository, custody, settlement, and market-intermediary infrastructure. The proposed approach is intended to concentrate liquidity and provide a common regional reference price while avoiding duplication of listing and continuing-obligation requirements across multiple exchanges.
The initiative also comes as interest in Dangote’s IPO in Nigeria grows. Reuters reported this week that Dangote described investor demand for the offering as “enormous”, with the Nigerian offer seeking to raise about US$1.6 billion and potentially up to US$2.1 billion if oversubscribed.
The Southern African initiative is separate from the Nigerian subscription process and remains subject to regulatory and transaction approvals.
CoSSE and the BSE said the regional DR programme is still being finalised with the transaction parties. Implementation will depend on agreement with the issuer and its advisers, completion of transaction documentation, appointment of service providers and regulatory and market approvals in Botswana, Nigeria and participating CoSSE jurisdictions.
The exchanges cautioned that the announcement should not be interpreted as an offer or invitation to subscribe for or purchase securities. Details including the final structure, participating markets, investor eligibility, subscription procedures, timetable and approved distribution channels will be communicated once the necessary approvals have been obtained.
Earlier this month, Zimbabwe also joined discussions around the regional structure, with its Financial Securities Exchange subsequently appointed as a national coordinator and order-routing platform for Zimbabwean investors.