The move will bring one of Africa’s largest telecom infrastructure companies fully under MTN’s control and end its listing on the New York Stock Exchange, marking a major shift in ownership within the continent’s digital infrastructure sector.
The agreement follows weeks of negotiations and market speculation. Earlier this month, MTN had issued a cautionary notice confirming it was evaluating a potential buyout of minority shareholders in IHS, warning investors that a deal could materially affect its share price.
A cash exit for shareholders
Under the merger agreement, IHS shareholders will receive $8.50 per ordinary share in cash. The offer represents a 36% premium to the company’s 52-week volume-weighted average price as of 4 February 2026 and a modest 3% premium to its unaffected closing price of $8.23 on the same date, when reports of negotiations first emerged.
More notably, the offer stands at a 239% premium compared to IHS’s share price when it announced its strategic review in March 2024, a period marked by geopolitical and macroeconomic volatility across key operating markets.
The board of IHS Towers has unanimously approved the transaction and recommended it to shareholders.
MTN, which already owns roughly 24% of IHS on a fully diluted basis, has committed to vote its shares in favour of the deal. Long-term investor Wendel has also pledged support, meaning more than 40% of shareholders have already backed the proposal.
Once completed, IHS will become a wholly owned subsidiary of MTN and will no longer trade publicly.
Why MTN wants its towers back
The transaction signals a strategic rethink. Over the past decade, telecom operators across emerging markets sold their tower assets to specialist infrastructure firms to reduce debt and unlock capital. MTN was part of that trend.
Now, as data usage rises and digital infrastructure becomes central to economic growth, the company is moving to regain direct control of those assets.
Ralph Mupita, Group President and CEO of MTN, said: “This proposed transaction is a pivotal step in further strengthening MTN Group’s strategic and financial position for a future where digital infrastructure will become ever more essential to Africa’s growth and development. This transaction gives us a unique opportunity to buy back our towers and strengthen our ability to be partners for progress to the nation states in which we operate.”
He added:“For IHS customers and partners across the continent, we commit to continuing high standards of service and the right governance of what is the largest standalone and integrated tower company in Africa, enabled by the excellent people within IHS.”
Founded in 2001 by Sam Darwish with an initial focus on Nigeria, IHS Towers grew into one of the world’s largest independent owners and operators of shared telecommunications infrastructure.
The company manages more than 37,000 towers across seven African markets, including Nigeria, South Africa, Cameroon, Côte d’Ivoire and Zambia, as well as operations in Brazil and Colombia.
At its peak, its portfolio spanned approximately 40,000 towers across eleven countries.
MTN remains its largest customer.
Sam Darwish, Chairman and CEO of IHS Towers, described the agreement as a defining moment: “Today’s announcement creates a compelling opportunity that provides certainty and immediate returns for our shareholders, enabling them to crystallize the significant value generated during our strategic review.
“The proposed transaction deepens our long-standing partnership with MTN, as it combines Africa’s largest mobile network operator with one of its largest digital infrastructure platforms, and underscores the strong connection between IHS Towers and the African continent.”
He added:“I would like to take this opportunity to thank our colleagues, customers and partners for their support over the past 25 years, as IHS Towers has grown from a single tower in one market to an eleven-country portfolio of approximately 40,000 towers at its peak.”
How the deal will be funded
The acquisition is expected to close in 2026, subject to shareholder and regulatory approvals and other customary conditions.
It will be funded through a combination of MTN’s existing stake rollover, around $1.1 billion in cash from MTN, approximately $1.1 billion from IHS’s balance sheet, and the rollover of existing IHS debt.
IHS will also be required to maintain a minimum cash balance of $355 million at closing.
Completion is partly dependent on IHS successfully divesting its Latin American tower business and fibre operations, both announced in February 2026.
J.P. Morgan is acting as financial adviser to IHS Towers, with Latham & Watkins LLP and Walkers (Cayman) LLP serving as legal counsel. On MTN’s side, BofA Securities and Citigroup Global Markets Limited are advising financially, while Cravath, Swaine & Moore LLP is providing legal advice.
If finalised, the deal will reshape ownership in Africa’s tower industry and consolidate one of the continent’s largest digital infrastructure platforms under its biggest mobile network operator.
