Africa’s largest mobile operator has taken a significant step closer to owning the thousands of towers it currently rents.

MTN Group has spent most of 2026 chasing full control of IHS Towers, and a crucial regulator just weighed in with a conditional recommendation.

Those conditions could reshape how MTN competes against rival carriers that also depend heavily on IHS infrastructure across the continent.

For investors tracking two of the continent’s most-watched telecom names, the implications touch pricing, capital spending, and the pace of 5G rollout.

Competition Commission recommends approval of MTN’s $2.2 billion IHS tower deal

South Africa’s Competition Commission recommended conditional approval of MTN’s $2.2 billion acquisition of IHS Holdings on September 30, attaching binding conditions.

The Competition Tribunal, which holds final authority over large mergers under the Competition Act, has not yet made its determination on the transaction.

The Commission flagged worries that MTN could favor its own MTN SA retail unit when allocating future tower sites and capacity.

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Caricature image of Competition Commission Building Facade

The deal raises competition and public interest concerns that require binding behavioral remedies before any recommendation could proceed, the agency confirmed.

Those remedies enforce fair, equitable, and non-discriminatory access to IHS tower infrastructure for every mobile operator currently using the sites, the regulator noted.

The recommendation also curbs preferential treatment of MTN SA and shields competitively sensitive customer data from reaching the group’s retail arm.

The agency added that IHS must remain operationally independent inside the group for as long as it owns towers in South Africa.

What the Competition Commission conditions mean for rival operators

The conditions address the deal’s central tension because MTN will own tower infrastructure while competing with carriers that lease space.

Existing lease agreements must now be renewed fairly, with no customer placed at a disadvantage relative to MTN SA, according to the Commission.

The approval package also carries safeguards on jobs, historically disadvantaged persons’ ownership, and participation by small and medium enterprises in tower builds.

Those public interest provisions sit alongside the competition remedies and reflect how South Africa typically layers social criteria onto major mergers under its Act.

Shared tower infrastructure functions as a bottleneck when one owner also competes in retail mobile, which is why regulators scrutinize such ownership structures carefully.

The Commission’s remedies try to limit that imbalance without blocking a transaction MTN says will deepen its investment in continental digital infrastructure.

Inside MTN’s path to full IHS ownership across Africa

MTN first announced the IHS buyout on February 17, 2026, offering $8.50 per share for the roughly 75% stake it did not already hold.

That price marked a 9.7% premium to IHS’s 30-day volume-weighted average share price as of February 4, 2026, MTN disclosed in merger filings. Funding splits almost evenly between $1.1 billion of available cash on IHS’s balance sheet and $1.1 billion drawn from MTN’s facilities.

The move completes MTN’s reversal of its earlier sale-and-leaseback strategy, which handed thousands of towers to IHS between 2013 and 2022.

Rival Bharti Airtel is pushing differently, routing its Airtel Money unit toward a London listing to unlock standalone fintech value.

IHS shareholders approved the merger by the required two-thirds majority at an extraordinary general meeting held on August 4, 2026, MTN confirmed.

Why MTN’s tower consolidation matters for African telecom investors

Nompilo Morafo, MTN Group’s Group Chief Sustainability and Corporate Affairs Officer, said the parties believe the deal benefits the wider telecoms industry across Africa.

“The parties believe the transaction will be beneficial to the entire industry,” Morafo told TechCabal in an interview after the announcement.

She added that the parties offered conditions they consider sufficient to fully address any competition and public interest concerns raised during the review.

Caricature image of Nompilo Morafo speaking

Owning rather than leasing nearly 29,000 towers lets MTN cut recurring lease costs, which is expected to boost pro-forma group EBITDA by 9%, MTN said.

The deal lands as African capital markets watch another wave of large-ticket consolidation moves across infrastructure, fintech, and consumer industries.

For investors tracking Nigerian equities, where MTN Nigeria anchors benchmark weightings, the deal signals renewed capital commitment to African infrastructure buildouts.

What comes next for MTN and IHS

The Commission’s recommendation keeps MTN’s path to completing the deal before year-end largely on track, with the Tribunal’s ruling and remaining approvals pending.

MTN plans to delist IHS from the New York Stock Exchange once all approvals land, taking its tower partner fully private, the group confirmed.

Key terms of the Competition Commission recommendation

  • MTN’s merger filings value the deal at roughly $6.2 billion total enterprise value, including net debt.
  • Approval requires fair, equitable and non-discriminatory access to IHS towers for every mobile operator and non-MNO customer currently using the sites, the Commission confirmed.
  • MTN SA cannot receive preferential allocation when IHS rolls out new tower sites under the attached conditions, according to the regulator.
  • Competitively sensitive customer information held by IHS must be ring-fenced from MTN’s retail unit, the Commission’s September 30 recommendation noted.
  • IHS must remain operationally independent from MTN’s wider commercial structure, with public-interest safeguards for jobs and SME participation, the agency recommended.