In a local industry where it is widely perceived that multi-million dollar deals are closed every day, the opposite is quite the reality. More people around the world want to purchase Bonny Light Crude Oil (BLCO) on OFF-OPEC terms since it is currently the most demanded crude oil in the world because of its low sulphur content, but settling with a crude oil seller causes most negotiations and efforts to go to waste.
Many things cause the crude oil negotiations/transactions to fail. At one point it could be the crude oil seller, and at another point, it could be the crude oil buyer, but a bulk of the time, a misunderstanding, despite both parties being real and not time wasters, can cause the crude oil transaction to fail.
With so many reasons that can thwart the success of an oil transaction or not, here are 15 of the most common reasons that cause OFF-OPEC crude oil marketing transactions between the crude oil buyer and the crude oil seller to fail in Nigeria:
1). Disagreements On Procedures:
This is perhaps the biggest hindrance to the completion of almost every crude oil marketing transaction in Nigeria. Most buyers who want to purchase crude oil on OFF-OPEC terms give procedures which make sense to them, but not to the seller.
The first problem is there’s a limit to what the seller can agree on because they’re buying the cargo 100% on FOB terms to resell to the buyer on CIF terms. And so, it means they can’t do so many things that can risk their investment.
Another thing is most buyer procedures require proofs of past performances and proofs of products before they commit to the transaction. Some also require that the seller proves he can post a performance bond before they even get to sign the contract.
The thing with making demands like these is that most sellers who sees them will walk away immediately.
Here’s the reality of how the industry works:
a). No vessel can be loaded until a financial instrument is in place. And by financial instrument, the preferred is an SBLC (Standby Letter of Credit), but a DLC (Documentary Letter of Credit), MT799 blocked fund, or a form of Bank Guarantee may also be accepted.
When the financial instrument has been placed, the crude oil seller would go on to secure Laycan and load a vessel, since there’s already a guarantee of payment and commitment from a buyer.
If a buyer wants to get Proof of Product before they place a financial instrument, then they’ll have to find an organisation who has already bought the product and is willing to resell at extremely low discounts of usually a maximum of $1 to $2 off per barrel. These individuals are never Nigerians, but foreigners who already purchased and are reselling through their oil tankers in various ports around the world.
To get the proof of product, you’d need to place a financial instrument or you may have to buy from a foreigner who’s reselling at an extremely low discount of maybe $1 or $2, or you may never get to purchase at all.
b). OFF-OPEC transactions do not officially exist, and so, the sellers can’t give a proof of past performance because they’re legally prohibited from doing so. Most importantly, very few will risk losing their positions as sellers because of any prospective buyer.
The only verifiable thing is a Laycan that has been issued, because it shows there is a loading schedule in place. The only thing now is no crude oil seller will go on to secure Laycan without a financial instrument in place.
c). Since the ATS from an already loaded vessel of a previous transaction is pretty much all the buyer can get, most buyers demand that it should be sent via bank to bank communications.
The first problem with this is while some Nigerian banks can send the document, global banks don’t send documents they cannot verify through their banking system. The only documents that can be sent bank to bank are the cargo documents for the already loaded cargo, which can only be gotten after the financial instrument has been placed. Any prior documents will be extremely difficult to be sent bank to bank.
If a crude oil seller is willing to send a Bill of Lading from a previous transaction for a crude oil buyer to verify, that would be a good place to start. But most crude oil sellers won’t since they purchased the crude oil on OFF-OPEC basis.
These are some of the problems that arise from disagreements on procedures between the crude oil buyer and the crude oil seller.
Most crude oil buyers try so hard to close a deal on their own terms, only to conclude everyone in the industry is a waste of time. If you don’t have an understanding of how things work, drafting a procedure that would be both reasonable for the crude oil seller and the crude oil buyer would be almost impossible.
2). Long Broker Chains:
If the broker is more than one step removed from the crude oil buyer or crude oil seller, there’s no point continuing with the transaction.
Most crude oil buyers talk to a broker with the impression that he’s representing the crude oil seller. These brokers go on to even assure the buyer that the crude oil seller either told them things directly, and so, are reverting to them the buyer. While this sounds interesting at first, when it’s time to request information, the SPA, or even a conference call session with the seller, the broker starts to tell stories.
Another thing about most crude oil brokers is at the point of getting the SPA, you the buyer realises that there are so many banking coordinates for various people on the same contract, with even the so-called brokers tapping directly into the buyer’s side commissions.
The moment you get such a contract, THROW IT INTO THE DUSTBIN!
Long broker chains make the passing of information very difficult, and sometimes, the crude oil seller is never aware that any such transaction is even taking place.
But while the seller’s side broker chains experience issues, the buyer’s side representatives can also be very ridiculous.
Some people would speak to the crude oil buyers for a long time, only to realise that they’re just brokers trying to close a deal from either end. They’d claim they’re either the buyers or are talking to the buyer directly, and when the time comes for the transaction to literally fly, they begin to demand commissions on the crude oil seller’s side.
So I always emphasize one thing: Before you commence any conversation with anyone, first ask how many steps they are away from either the crude oil buyer or the crude oil seller. If they’re not at least speaking directly to the crude oil seller’s mandate, walk away from the transaction, else, you are almost certainly going to waste your time.
3). Using Unintelligent Or Inexperienced Brokers As Representatives:
Just as long broker chains kill transactions, inexperienced representatives also kill the transactions. Most crude oil sellers have just one official mandate. But many other people have direct access to the sellers, and so, like to flaunt themselves as the seller’s mandate. The same applies to the buyers.
Most brokers who speak directly to the sellers always either ruin the transaction with flimsy mistakes or never know what they’re saying to the buyer. They make up preposterous assumptions and greater than life images of the seller to the buyer or the buyer’s representatives so that the crude oil buyer would stray from asking some types of questions.
When the buyer even requests to speak on the phone with the seller via a conference call, they start to say the buyer is trying to circumvent them, when in basic reality, a buyer can’t even see the phone number of the seller since the call is literally a conference call.
Some other seller representatives even go further to make the buyer or his representative highly suspicious of them by always making statements that imply they are very religious, and so, would never want to cheat anyone.
First, a statement like that is UTTER BULLSHIT! And any buyer is advised to walk away immediately. Such individuals may be genuine but are also very naive to think that tying a religious image or inclination to a transaction validates its genuineness.
But ultimately, most of the seller’s representatives ruin everything because they don’t have a real understanding of how things work, but simply keep reassuring the buyer. They can’t answer some basic questions, and when it seems like they appear to look completely ignorant, they start to accuse the buyer of being a scam and a complete time waster.
While the seller’s representatives have their own perks and issues, buyer’s representatives also have theirs. Not knowing the way the system works in Nigeria and continually trying to force the brokers to get their sellers to change to your unreasonable terms will either get you scammed or worse.
To be safe, first learn what works in the country, then plan your strategy around having a safe and secure transaction.
4). The Choice Of Bank:
It is demanded and completely non-negotiable that the buyer’s bank placing the financial instrument must be a top 50 bank. Any buyer who can’t comply would never buy any product from Nigeria.
But while the buyer’s banks must be a top 50 global bank, most sellers who keep reinforcing this go on to provide banks that are non-top 50 to post their performance bonds.
Some buyers understand their banks must be top 50, and so, request the same from the seller. If the seller can’t provide the same class ranking as the buyer’s bank, the transaction collapses.
Now here’s the thing, some sellers using non-top 50 banks can deliver, but in reality, is a no-brainer. No buyer should agree to work with a seller who uses a non-top 50 bank to post the performance bond. If something goes wrong with the transaction, the buyer may find it difficult to retrieve the 2% penalty amount of the performance bond.
Many brokers will argue this because their sellers use non-top 50 banks. But a level playing ground would be to work with a seller who uses a top 50 bank to post the performance bond also, as it ensures that the guarantee of the performance bond being retrieved in a default on the crude oil seller’s part is fully secured and guaranteed.
5). Bank Account Details:
Upon receipt of the SPAs sent by a seller to the buyer, the buyers mostly realise that the bank account name on the document is not the seller’s name, and so, refuse to deal.
If every buyer rejects this on this basis, then you may almost never close a deal.
Crude oil sellers use fiduciary accounts owned by their financiers. The fiduciary account’s only job is to receive the financial instrument and post a performance bond. Sometimes, the account also handles the collection of final payment after QnQ and transfer of the cargo to the buyer’s tanks. But an account int he crude oil seller’s name will likely receive the final payment.
But most buyers would argue then that since the seller’s bank account details are different, their banks will refuse to place the financial instrument.
If this is the case, then you may be better off purchasing from an already loaded cargo a foreign buyer has previously purchased, because the way things work with fresh lifts are different.
One thing the crude oil buyer can do is to ensure the bank verbiage of the SBLC is negotiated upfront to prevent the crude oil seller from even discounting the SBLC to get a loan for a different project. But since a fiduciary receives the SBLC and not the seller, it is highly unlikely because they will not want to lose their investment since the crude oil seller is buying the cargo 100% upfront on FOB terms from the NNPC. But still, the bank verbiage should be structured to protect the financial interests of the buyer.
6). Performance Bond Issues:
As earlier stated, every crude oil buyer must ensure that the fiduciary account a crude oil seller is using to post the performance bond must come from a top 50 globally ranked bank!
One thing the crude oil buyer can do is to ensure that a bank pre-advice procedure is inserted before the SBLC is placed. So that both the buyer and seller’s banks would prove financial capability to each other before the buyer goes on to place a financial instrument.
Another thing to ensure is that the bank verbiage for the bank pre-advice communication irrevocably compels the seller’s bank to post the performance bond after the buyer has placed the SBLC. This way, it would be impossible for the seller to try and play a smart one by refusing to post a performance bond, since the power to post the performance bond has been removed from his or her hands, and has instead been transferred to the bank, whose sole obligation at this point is to act as stated on the verbiage.
Any affirmative response from the crude oil seller’s fiduciary account to the pre-advice would irrevocably ensure that after you have placed a financial instrument, the seller’s bank will have absolutely no choice but to post a 2% performance bond. Even the seller at this point would be unable to stop it from happening.
Making the SBLC to only become operative after the seller has posted a performance bond will ensure that if you place the financial instrument and for whatever reason, the seller won’t post a performance bond, they won’t be able to discount or use the SBLC for anything.
Some other sellers who offer upfront performance bonds will mention that the bond becomes null and void as soon as they send the cargo documents via a bank to bank communication. If you get such an offer, MOVE ON AND DON’T LOOK BACK!
What this means for you the buyer is that the moment the documents are sent, anything that goes wrong on the seller’s part cannot be penalised. So if the cargo never arrives, you don’t get to claim the performance bond, and if any other thing happens, you’ve lost out.
With the bank charges for an SBLC of a $100 million dollar transaction costing anywhere from $150,000, you must always ensure that the performance bond remains valid till after a successful QnQ at the Port of Discharge.
7). Commission Issues:
In every transaction, the parties involved must all get paid. In the terms of payment, it could either be the buyer who pays all parties, the seller who pays all parties, or the buyers and sellers who independently pay their representatives.
Problems now arise when some brokers feel they’ve been cheated in the transaction, and so, refuse to pass on the SPA to the next party in line.
A typical scenario that usually plays off is if a seller’s representative, for instance, wants to only give the broker speaking to the buyer’s representative only 5 cents per barrel as payment, while they keep the lump sum.
When the brokers see this, they simply just destroy the whole transaction and everyone’s time gets immediately wasted.
Commissions should always be reasonably distributed. Basing everything on greed will keep transactions unclosed almost every time.
The same applies to the buyer’s side. If you use a local representative to source a seller, a pre-agreed fee is the first step to moving forward, so that commission issues don’t arise later on.
The reason most people choose to purchase OFF-OPEC is that it gives them a better price discount than direct OPEC purchases which follows a very long and due process. OFF-OPEC crude oil sales are literally excess crude oil sales, and anything that’s excess is always sold at a discount. But now, the discount poses a lot of problems to the actual closing of the deals.
Most buyers usually want ridiculously high discounts, and so, spend months and even years searching in vain for a seller that will give that to them. When they find one, they get excited to proceed, only to end up losing money one way or the other in the end.
If you seek ridiculously high discounts, you’re definitely setting up yourself to be matched with a con-man, since the value of their game lies in successfully scamming people who want to get everything at the cost of nothing.
First find out the most realistic discount sellers give. Speak to about three or four sellers, find out what the average is, and better position yourself with a plan to proceed and eventually succeed.
If you cloud your price judgement with greed, not getting a high discount would be the least of your troubles when you eventually lose your money.
Remember this: “A fool and his money are soon parted”.
9). Refusal To Have A Table Top Meeting:
I’m sorry to say this, but most crude oil sellers in Nigeria are some of the proudest and most arrogant sects of individuals you’d ever meet. Want a tabletop meeting? You’d always be directed to meet with a representative.
Pushing for a meeting with the sellers sometimes is always very difficult. But then, there are exceptions to this.
It is also logical for a seller to only want to meet after he or she is certain a transaction can happen. And this means the buyer may need to send a Letter of Intent and also provide a corporate profile proving he or she is for real.
Most transaction inquiries are a total waste of time to the seller, and so, he or she would expect the mandate to have done a complete due diligence on the buyer before any type of meeting is set up.
But since an LOI is a critical part of ensuring a seller agrees to a meeting, it is important that a clause is put in the LOI that does not bind the buyer to the seller, else, the buyer may be unable to use any other crude oil seller for the transaction.
A sample clause crude oil buyers should add to every Letter of Intent they send out to a crude oil seller is this:
“We understand that this letter of intent is a starting point for further negotiations and operates as a framework under which the transaction can proceed, but does not represent a final commitment to purchase BLCO until the terms of the final contract have been mutually accepted by both we the buyers and you the seller.”
Most crude oil sellers work with lawyers, and so, the crude oil buyers must protect themselves every single step of the way.
10). Buyers With No Money:
99% of the buyers who make inquiries have no money to purchase the product. They try to get as much information as possible, so they can return at a later time in the future, possibly months or years, to try to make a transaction happen.
This alone is frustrating to the brokers and to the sellers, and so, causes them to always want to force the buyer to prove himself.
Making broad-based inquiries across different sellers with a known knowledge to waste their time will cause them to ignore anything from you in the future. And when word spreads that you’re a time waster, even making basic inquiries when you’re now for real would become very difficult.
11). Sellers With No Product:
This applies to sellers who claim to have bought the cargo for resale to any buyer that now comes along. When they do this, they make themselves look stupid when they still ask the buyer to place a financial instrument before they release the cargo documents.
If you already own a cargo, receiving an LOI and an RWA is fine before the release of the cargo documents. But when they insist on an SBLC, then you can be rest assured you’re talking to a broker and not the owner of the product.
The problem is most brokers facilitate for so-called sellers like this and never know it’s another broker they’re dealing with.
But you must know that purchasing from an already pre-owned cargo will only come at a maximum of a $2 NET discount. It is mostly never higher, and the seller here is mostly a foreigner who already bought through the normal process.
12). Trying To Force A Buyer To Sign An SPA Immediately:
Anyone who tries to force you (the buyer) to sign an SPA without doing your due diligence should be ignored immediately. They’re desperate people who don’t have an understanding of how things work.
To close a multi-million dollar transaction, both parties need to do their due diligence on each other, and if possible, have a physical meeting before they settle.
While some people may be comfortable sending a $100 million Dollars SBLC over a deal closed on the internet, much more are not, and in all reasoning, having a personal and physical relationship with the seller should be of importance to any buyer.
But ultimately, most buyers leave a transaction the moment they realised they’re been forced to sign an SPA even before a Table Top Meeting.
If you’re a seller’s representative or a broker, it’s important to note that patience and a willingness to take the buyer along every step of the way is key to closing a successful transaction.
13). Brokers And Sellers Hiding Themselves:
Have you tried speaking to a broker but realised you still don’t know what he or she looks like? This is the reality most buyers face, and the smart ones walk away from brokers like that.
When a person keeps hiding, they’re literally trying to create a safe haven that can enable he or she disappear in the event that something goes wrong with the transaction.
The brokers mostly don’t trust the sellers, and in all truth, they shouldn’t. But they then go on to hide even their own identities from the buyers.
Most reasonable buyers won’t want to deal with brokers like this.
What are you hiding? Why stay in the shadows?
If the seller refuses to be known, that’s understandable. But when the broker hides and expects a buyer to trust a shadow, then they’re mistaken.
As a broker, you should give your buyers all forms of assurances possible, and this involves being open and transparent with them. Your profile should show your photo and something reasonable about you. Else, the buyer is advised to find someone else.
I wouldn’t close a deal with a shadow, and I don’t expect any smart buyer to do the same.
This also applies to buyers who hide themselves.
14). Lies Keep Going Around:
This is one of the biggest problems that plague the industry. Everyone is always lying to each other all in a bid to close a deal. They make themselves appear very close to the terminals, the seller or even claim they have connections to the presidency.
The first thing is everyone is always claiming to be the seller’s mandate, but when asked simple important questions they start to stutter and begin to recommend other sellers.
If you had complete faith in one seller, why recommend another? Why not try to justify the seller?
Asides this, one broker will say one thing to a buyer just to appear smart, and two other brokers will say two other different things to the same buyer about the same seller, product, or oversight of how things work. When everyone says different things on the same subject, it wouldn’t be unwise for a buyer to simply back away from the entire transaction or industry.
It’s important that brokers are always very clear and reasonable with the buyers. Don’t say what you can’t verify. Always give a disclaimer that you’re not the seller and can never be too sure of the answer you’re requested to give, and never give a complete vote of confidence in a seller even if you’ve closed a deal with him or her before.
As a broker, the most important thing to focus on is ensuring the procedure is as secure as possible for both the buyer and the seller. The reason you must do this is if anything goes wrong in the transaction, you’d be in a lot of trouble.
Always ensure the trade process is secure, and even if you want to stand by your seller, remember the buyer’s financial security is far more important since nothing must go wrong with the transaction.
15). Unreasonable Contract Terms:
Asides just disagreeing on the transaction procedure, the terms of the contract can thwart a negotiation that appeared to be going fine.
Some sellers may put ridiculously indemnifying financial penalties that the buyer stands to pay if they do not completely adhere to the terms of the contract. They could further include an option stating that if for any reason they feel the contract has been violated or they are not comfortable with the transaction, they have a right to fine the buyer a certain amount of money.
As a buyer, if you see anything like this, negotiate to get it off the SPA or make it mutually exclusive. So that the seller is completely and irrevocably held to exactly the same terms with no form of preferential treatment, and the buyer can at his or her own discretion also fine the seller ridiculously if they feel there’s something wrong with the transaction.
Some SPAs also contain terms that say the risk of the cargo is transferred to the buyer as soon as it sails. If you opted for a CIF transaction, never agree to that, as that is only applicable in a FOB transaction. With a CIF transaction, the risk of the cargo remains with the seller until a successful delivery and completion of a successful QnQ test at the Port of Discharge.
Also get both banks to be in on the financial penalties, so that if either party defaults, the power to either lose or gain the penalty sum will strictly be in the hands of their banks. But if both parties don’t want their banks to handle it, then it should be completely off the SPA, because court litigations could lead you to nowhere after many years.
Some sellers cannot get products to supply, and so, use contracts to swindle buyers. Some buyers too cannot perform, and so use contracts to swindle sellers. While there are many other terms that ruin a contract before it takes off, carefully going through the SPA—preferably with the help of a highly experienced lawyer largely focused on the oil and gas industry—before committing to any transaction is extremely important.
If something in the contract makes you uncomfortable, negotiate a safer landing ground. If you’re not being unreasonable as a buyer and it appears the seller either doesn’t care about your opinion on the contract, is unwilling to shift to mutually safer grounds, or is outrightly malicious, walk away from the transaction immediately.
To Sum It Up
Buying crude oil from Nigeria on OFF-OPEC terms is an extremely difficult process. The second you think you’ve got the right crude oil seller, you realise there’s a problem somewhere, and you’re back to square one. The reality is no seller is truly guaranteed of a next shipment since anything can happen at any time, and so when planning, every buyer must always put that into consideration.
Your financial security as a buyer is more important than anything else. And using experienced hands to ensure the procedure—while being what is accepted in the industry—is also safe for you the buyer, is extremely important.
Many more reasons cause OFF-OPEC crude oil transactions to fail in Nigeria, but above all else, these are some of the most common reasons.
What are your thoughts on these 15 reasons OFF-OPEC crude oil transactions fail in Nigeria? Let me know by leaving a comment below.
This article has been updated for better clarity of content
An Important Point
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