The managing director of First HoldCo Plc, Wale Oyedeji has expressed that the company will divest N323.4 billion worth of shares currently held by RC Investment Management Ltd., a special purpose vehicle (SPV) involved in a recent stake transfer.
Oyedeji spoke during an investor call in Lagos, according to a report by Bloomberg on Monday.
The managing director said the shares will be sold in the open market, but did not provide a timeline.
“We will be disposing those shares and there are a range of options available to us,” Oyedeji said.
“Ultimately you will see that those shares will be disposed in the market.”
He noted that RC Investment is only holding the shares “temporarily”.
In July, Barbican Capital Limited, a firm linked to former First Bank chairman, Oba Otudeko, sold about 25 per cent of First HoldCo’s shares.
Otudeko, also the chairman of Honeywell Group, and Tunde Hassan-Odukale, group managing director of Leadway Assurance, major shareholders, had sold a combined total of over 10 billion shares in First HoldCo’s block deal.
The stake was transferred to RC Investment, but the identity of the beneficial owner was not disclosed, triggering concerns about a potential breach of disclosure regulations.
Barbican Capital Limited, Leadway Group, and their affiliates had sold approximately 10.43 billion ordinary shares in First HoldCo in a single off-market block transaction at N31.00 per share, worth N323.4 billion.
A report showed that Oba Otudeko, founder of Barbican Capital in offloaded a total of 7,786,641,500 shares at N31.00 per share valued at N241.3 billion, while Mr. Tunde Hassan-Odukale, the group managing director of Leadway Assurance, sold 2,288,798,807 shares worth N70.8 billion at a price of N31.00 per share.
The breakdown showed that Otudeko in an off-market deal offloaded: 5,875,980,151 units of shares in Barbican Capital, 1,517,746,454 units of shares in Peace Account GASL Nominee, and 392,914,895 units of shares in RAML/MEF9.
For Odukale’s, the shares were sold through a mix of corporate entities and pension fund accounts that include: 1,036,914,805 units of shares in Leadway Holdings Limited, 432,258,388 units of shares in Leadway Assurance Co. Ltd, and 392,345,513 units of shares in UBAPC/Leadway Pensure PFA Ltd-T.
Others are: 323,563,889 units of shares in ZPC/Leadway Assur. Premium Coll. & Inv. A/C-T (),39,941,304 units of shares in UBAPC/Leadway Pensure PFA Ltd FundIII-T, 24,033,333 units of shares in ZPC/Leadway/NNPC Staff Pen Inv A/C-TRA, 6,037,543 units of shares in UBAPC/Leadway Pensure PFA Ltd FD1-T and 30,701,032 shares units of share in Hassan-Odukale Tunde (direct).
The erstwhile Chairman of First Holdco, was forced to sell off over 20 per cent of shares linked to him.
But on July 24, the Securities and Exchange Commission (SEC) said it approved the transaction.
Further speaking during the call, Oyedeji said First HoldCo’s ongoing recapitalisation plan remains on track.
“Capital raising is progressing as planned and not impacted by the recent share divestment,” he said.
An obscure firm with the name RC Investment Management Ltd was the beneficial owner of the transaction that bids fair to warrant a mandatory takeover of ownership if only the investor wishes to up his stake to about 31per cent with regulatory approval.
The transaction, which involved the sale of approximately 25per cent of First HoldCo—the parent company of First Bank of Nigeria Ltd.—was executed on July 16. While the shares were transferred to RC Investment Management Ltd., a special purpose vehicle, the beneficial owner behind the acquisition remains undisclosed.
“This transaction must have been endorsed by the Central Bank of Nigeria,” said Kato Mukuru, founding partner at London-based Emerging & Frontier Capital LLP (EFC). “If that is the case, why have minority investors not been told who the beneficial owner of this controlling stake is?”
On the gap between the NGX and press numbers of the shares sold by Barbican Capital, EFC in its report said, “we believe that this can be explained by the NGX only quoting the shares that were directly held by Barbican Capital and verified/ validated by the Central Bank of Nigeria (CBN). Regarding the shares sold by the Leadway Group, we do not believe that they were mentioned by the NGX because the direct holdings of the Leadway Group were less than five per cent (4.4per cent, based on latest free float disclosure).
“The 6.2per cent stake sold also reflects the shares held by the group’s PFA (Pension Fund Administrator),” the firm said.
The development follows a series of high-stakes boardroom tussles that have shaped the bank’s recent history.
Previous power plays involved business magnates such as former Chairman, Hassan-Odukale, Oba Otudeko, and billionaire investor, Mr. Femi Otedola—who ultimately secured a controlling interest and assumed the chairmanship in 2024.
Related