First HoldCo Shares Hit 52-Week High Amid Major Off-Market Transactions

First HoldCo Plc saw its share price soar to a 52-week high of ₦36.45 per unit last week, following significant off-market transactions involving major shareholders. This development has renewed investor interest and raised expectations of strategic changes within the group.

According to data from the Nigerian Exchange Limited (NGX), the share price surge was triggered by the divestment of approximately 10.43 billion shares by entities linked to Oba Otudeko, founder of Barbican Capital Limited, and Tunde Hassan-Odukale, a former chairman of FirstBank.

The large block of shares was traded in 17 off-market deals at ₦31 per share, with a total value of ₦323.33 billion, according to CardinalStone’s daily market report. These transactions significantly impacted market activity on the NGX, with total volume traded on Wednesday rising by 807.03% to 11.67 billion units, and total value traded surging by 1,028.44% to ₦363.41 billion.

By Thursday, First HoldCo shares closed at ₦35.40 per unit, marking a 9.90% appreciation in 24 hours and the highest price recorded in a year. The stock ended the week at ₦33.95, reflecting a 16.46% week-on-week gain.

Major Shareholders and Market Implications

First HoldCo’s 2024 financial report, filed with the NGX, lists Femi Otedola, the current Chairman, as the company’s largest shareholder with a combined direct and indirect stake of 11.8%. He is followed by Barbican Capital Limited, which held an 8.65% stake.

Market analysts described the trades as indicative of strong institutional interest in the holding company, hinting at potential board restructuring, strategic partnerships, or long-term investment realignment.

These off-market deals come roughly two years after Barbican Capital Limited, linked to Otudeko, acquired the single largest individual equity stake in FBN Holdings Plc. In that July 2023 deal, Barbican acquired 4.77 billion ordinary shares, representing 13.3% of FBN Holdings’ 35.9 billion issued shares, in a record transaction valued at ₦87.8 billion.

The shares were consolidated from 26 nominee and trustee accounts into Barbican Capital, a move that triggered a battle for control of the holding company. Otudeko previously served as the group chairman from 1997 to 2021.

CBN Governance Guidelines and Shareholding Restrictions

In response to power tussles and increased activity in the financial holding sector, the Central Bank of Nigeria (CBN) issued new Corporate Governance Guidelines in 2023, aimed at regulating shareholding in financial holding companies (FHCs).

The guidelines—contained in a circular signed by Chibuzo Efobi, Director of Financial Policy and Regulation—require prior written approval from the CBN before any investor can acquire or increase equity holding to 5% or more in an FHC.

Specifically, Section 19 of the guidelines stipulates:

“Except with prior written approval of the CBN, no individual, group of individuals, their proxies or corporate entities shall own a controlling interest in more than one FHC.”

It further provides that:

“CBN’s prior approval and No Objection shall be sought and obtained before any acquisition of shares of an FHC that would result in equity holding of 5% and above; or any action that results in a change in control, business transfer, or restructuring of the FHC.”

These regulations are designed to enhance transparency, protect shareholders, and stabilize ownership structures in Nigeria’s financial services sector.