Access Holdings Plc has secured shareholder approval to raise up to N40 billion in fresh equity capital through a private placement.
The lender disclosed this in a corporate filing on the Nigerian Exchange (NGX) on Thursday.
The filing, signed by the company secretary and a director, disclosed that the approval was granted at the company’s Extraordinary General Meeting (EGM) held virtually.
At the virtual EGM, members endorsed a sweeping set of resolutions authorising the board to execute the capital raise, restructure the company’s share capital, and engage selected investors.
At the heart of shareholders’ resolutions is the authorisation for Access Holdings to raise up to N40 billion, or its foreign currency equivalent, via a private placement.
The board was granted broad discretion to determine the final size, structure, timing, and investor mix for the transaction, subject to regulatory approvals.
Under the approved terms, the board is empowered to allot newly created ordinary shares at a price of N20.25 per share, or such other price as it may determine, to one or more investors in tranches.
This pricing framework provides flexibility to align the transaction with prevailing market conditions and strategic investor appetite.
To accommodate the private placement, shareholders approved an increase in the company’s issued share capital from N26.66 billion to N27.65 billion, through the creation of 1.98 billion new ordinary shares of 50 kobo each.
Following the increase, Access Holdings’ total issued shares will rise from about 53.32 billion to 55.29 billion ordinary shares.
The new shares will rank pari passu with existing shares, implying that current shareholders could face dilution, depending on the final size and structure of the capital raise.
However, the board was also authorised to cancel any unallotted shares or further increase the share capital if required to complete the capital-raising programme.
Beyond approving the capital raise itself, shareholders handed the board extensive powers to negotiate with potential investors, determine valuation and modalities, appoint professional advisers, and execute all necessary agreements and documentation.
The board was also mandated to secure approvals from key regulators, including the Central Bank of Nigeria (CBN), the Securities and Exchange Commission (SEC), and Nigerian Exchange Limited (NGX), reflecting Access Holdings’ status as a licensed financial holding company.
In addition, the company secretary was authorised to file the necessary changes at the Corporate Affairs Commission (CAC), including amendments to the company’s Memorandum and Articles of Association.