FBN Holdings Plc, parent company of First Bank of Nigeria Limited, has indicated its intention to raise fresh capital by way of a rights issue.
The move, the organization said in a filing with the Nigerian Exchange Limited to announce its 11th annual general meeting, is subject to the approval of shareholders at the group’s annual general meeting on August 15, 2023.
The capital raise transaction shall be on such terms and conditions and on such dates as may be determined by the Directors, subject to obtaining the approvals of the relevant regulatory authorities.
Specifically, the fund raising would come through the creation of 8.974 billion Ordinary shares at 50 kobo each.
Part of the notice said that shareholders would consider and approve:
- That the Rights Issue referred to in Resolution may be underwritten on such terms as may be determined by the Directors, subject to obtaining the approvals of the relevant regulatory authorities. That the shareholders, under Resolution, will waive their preemptive rights to any unsubscribed shares under the Rights Issue in the event of an under-subscription.
- That the Directors be authorized to appoint such professional parties and advisers and to perform all such other acts and do all such other things as may be necessary to give effect to the above resolutions, including without limitation, complying with the directives of any regulatory authority.
- That Clause 6 of the Memorandum of Association of the Company be amended to reflect the newly issued share capital of 22.435 billion by the creation of 8.974 billion Ordinary shares of 50 Kobo each”.
- That the Company’s Issued Share Capital be increased from N17.948 billion made up of 35.895 billion Ordinary shares of 50 Kobo each to N22.434 billion by the creation of 8.974 billion Ordinary shares of 50 Kobo each”.
The group also announced the appointment of billionaire investor, Mr. Femi Otedola as non-executive director subject to the approval of its shareholders at the AGM. Otedola was appointed on July 9, 2023.
Also subject to shareholders for approval is the appointment of Samson Ariyibi, who was appointed the executive director, Finance, Investment, Management and Oversight of the group on October 21, 2022.
A resolution would also be presented “That the Directors’ fees for the financial year ending December 31, 2023, and for succeeding years, until reviewed by the Annual General Meeting, be fixed at N50 million for each Director and N63.7 million for the Board Chairman.”
