MTN Group is awaiting three regulatory approvals to complete its $2.2 billion acquisition of telecommunications tower operator IHS Holdings, despite securing clearance from Nigerian regulators and other authorities.
Recall that the deal first came to light in early February when MTN disclosed its plan to acquire the remaining 75% stake in IHS that it did not currently own.
In its 9M 2026 results filed on the Johannesburg Stock Exchange (JSE) on Monday, MTN said it awaits regional regulatory approvals from the Economic Community of West African States (ECOWAS) and the Economic and Monetary Community of Central Africa (CEMAC).
In addition to regional organisations, the South African Competition Tribunal is also reviewing the deal’s impact on competition in South Africa.
Also read: MTN begins process to raise up to $1.1bn from 30% IHS Nigeria stake sale.
In the push to fully control the infrastructure that powers connectivity for its 323 million users, MTN had already secured regulatory approval in Nigeria through the Nigerian Communications Commission (NCC) and the Federal Competition and Consumer Protection Commission (FCCPC).
The group has also secured approval from IHS Shareholders, the Common Market for Eastern and Southern Africa (COMESA), and the South African Competition Commission.
Despite regional organisation vetting under review, MTN is still confident that the deal will be completed before the end of 2026.
MTN-IHS faces critical considerations
For MTN and the African telecoms industry, the country-based and regional regulatory approvals are necessary as telecom and tower infrastructure operations directly impact national security, market competition, and digital infrastructure within each country MTN operates in.
While IHS Holdings hosts multiple telecom operators on the same towers, most local regulators mandate strict rules to guarantee fair, non-discriminatory pricing and access for all operators. Regulators also want to ensure that MTN does not get unfair advantages, lower pricing, or preferential access to towers compared to rivals like Vodacom or Airtel.
The proposed deal remains one of the leading acquisitions in African history for several reasons. A key reason is that MTN operates in 16 African markets, and some of its competitors in these markets have their tower infrastructure managed by IHS Holdings. To prevent monopoly control and manipulation of competitors’ connectivity reach, regulators want to ensure active competition and understand how MTN plans to ensure a fair playing field.
The strict approval process is evident in South Africa.
While the South African Competition Commission recommended the approval on September 30, it has now advanced the deal to the Competition Tribunal for final clearance.
However, MTN faces several regulatory requirements. The South African competition bodies are demanding fair, equitable, and non-discriminatory access to tower infrastructure for competing mobile network operators and non-MNO customers. The operator must implement safeguards to prevent preferential treatment for MTN South Africa and protect sensitive rival data.
Importantly, measures to protect jobs, historically disadvantaged persons (HDP) ownership, and ensure fair renewals of existing lease agreements must be in place before it can get approval.
Regional organisations
MTN and IHS Holdings operate across borders, making their transaction trigger the jurisdiction of regional economic communities like ECOWAS (West Africa: Nigeria, Ghana, Benin, and Côte d’Ivoire) and CEMAC (Central Africa: Cameroon, Republic of Congo, Guinea-Bissau, and others).
Regional regulators want to ensure cross-border market power by assessing whether the consolidation of towers under a telecom operator impacts cross-border trade, regional roaming agreements, or telecommunications harmonisation across member states.
They are also obligated to assess treaty obligations. Within this, multinational corporations are legally bound by regional treaties that mandate clearance for mergers and acquisitions in consideration of certain financial or market-share thresholds within that trade bloc.
MTN is confident of meeting regulatory demands, but the bone of contention surrounds how cell towers are classified as critical national infrastructure. Regional organisations and national governments are primarily cautious about who owns, operates, or controls the infrastructure that powers national communication, financial transactions, and emergency services.
With this, data transmission, tower placement, and security protocols must comply with laid-down national and regional telecom laws. MTN and IHS are in the process of meeting these provisions, and only when they are met can the acquisition get the go-ahead.
Evidence in Nigeria
Recall that, as part of the approval in Nigeria, the MTN Group is expected to sell a 30% stake in IHS Nigeria to local Nigerian investors at a fair market price. This is pivotal to the deal, as IHS Nigeria, which operates about 18,000 telecom towers, is the largest asset of IHS Towers.
Nigerian regulators imposed the clause to protect local competitors such as Airtel and T2mobile (9mobile) and avoid a single foreign giant having total control over critical infrastructure. This significantly allows local businesses and investors to hold equity in essential national infrastructure like telecom towers and fibre optic cables.
According to Bloomberg, the sale of a 30% stake in IHS Nigeria to local investors could raise between $900 million and $1.1 billion for MTN Group.
Similar read: MultiChoice, IHS, Mono: What employees gained from Africa’s top 5 acquisitions?
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