ZEN Petroleum Holdings PLC has unveiled plans to raise GH¢640 million through an initial public offering, marking one of the largest listings by an indigenous downstream petroleum company on the Ghana Stock Exchange in recent years.

The IPO, which opened on March 25, 2026, and is scheduled to close on March 31, offers 128 million ordinary shares to the public at GH¢5.00 per share, representing 20 per cent of the company’s enlarged share capital. The offer is being conducted through a bookbuilding auction process, with proceeds intended to provide working capital to the group’s operating subsidiaries.

According to the prospectus dated March 17, 2026, and approved by the Securities and Exchange Commission, the offer has already received firm commitments from institutional investors covering the entire 128 million shares on offer. Committed investors include Bora Capital Advisors Pension Funds, which has taken up 75.33 per cent of the offer, Temple Impact VC Fund, and Stanbic Investment Management Services, among others.

Diversified downstream player

ZEN Petroleum Holdings was incorporated in December 2025 as a holding company for five operating subsidiaries spanning the downstream petroleum value chain. The group’s operations encompass the importation, storage, distribution, marketing, and retail of petroleum products, as well as logistics and haulage services.

Through its principal subsidiary, ZEN Petroleum Limited, the group ranks among the top four oil marketing companies in Ghana with an estimated 6 per cent market share. It holds a dominant position in the mining sector, supplying approximately 49 per cent of fuel consumed by major mining companies. The group also operates over 63 active retail stations across the country and maintains a significant bunkering business supplying marine gasoil to vessels at the ports of Tema and Takoradi.

The prospectus notes that the group’s integrated supply chain includes a 30,000-metric-tonne gasoil depot in New Takoradi, a fleet of 93 bulk road vehicles, and exclusive supply arrangements with international traders including BP, Repsol, and Trafigura. Over more than 15 years of operations, the group has recorded no fatalities, reflecting a strong safety culture across its operations.

Financial performance and projections

The group’s combined financial statements for the three years to March 2025 show a steady improvement in profitability. Revenue increased from GH¢5.11 billion in 2023 to GH¢6.34 billion in 2025, while gross profit rose from GH¢414 million to GH¢780 million over the same period. Operating profit grew from GH¢293 million in 2023 to GH¢560 million in 2025, with operating profit margins improving from 5.74 per cent to 8.83 per cent.

Projections prepared by the reporting accountant, PricewaterhouseCoopers, and included in the prospectus forecast continued growth. Revenue is projected to reach GH¢8.41 billion in 2026 and GH¢10.98 billion by 2030, with gross profit margins expected to stabilise at approximately 9 per cent annually. Profit after tax is forecast to increase from GH¢375 million in 2026 to GH¢469 million by 2030.

Governance structure

The board of ZEN Petroleum Holdings comprises six directors, including three independent non-executive directors. The independent directors are Frank Brako Adu, former Managing Director of CalBank and current Chairman of the National Investment Bank; Freda Yahan Duplan, former Chief Executive of Nestlé in Asia, Africa and Oceania; and Mansa Nettey, former Chief Executive of Standard Chartered Bank Ghana.

The company’s founding Managing Director, William Tewiah, a UK-trained management accountant with extensive investment banking experience, holds all existing shares in the company prior to the IPO.

Use of proceeds

The prospectus states that 96.32 per cent of the IPO proceeds, amounting to approximately GH¢616.5 million, will be deployed as working capital to the operating subsidiaries to fund trade payables. The remaining 3.68 per cent, approximately GH¢23.5 million, will cover costs and expenses related to the offer, including professional fees, regulatory fees, and capital duty.

If the offer raises only the minimum subscription amount of GH¢300 million, representing 46.9 per cent of the target, the proceeds will be allocated similarly, with 95.56 per cent directed to working capital and 4.44 per cent to offer costs.

Market context

The IPO comes at a time of renewed activity in Ghana’s capital market, following a period of subdued listings in the aftermath of the Domestic Debt Exchange Programme. The offer is being led by Temple Investments as Lead Arranger, with SBG Securities Ghana acting as Sponsoring Broker and Stanbic Bank Ghana serving as Escrow Agent.

The prospectus notes that following the IPO, the company’s shares will be listed on the Ghana Stock Exchange, with the ticker symbol ZEN. Trading is expected to commence after the settlement date of April 7, 2026.

The offer is restricted to Ghanaian investors in compliance with local content requirements applicable to the operating subsidiaries. The Central Securities Depository will provide post-trade monitoring to ensure compliance with this restriction.