21 August 2007

Nigeria: IBTC Chartered Shareholders Endorse Merger With Stanbic

Abuja — Shareholders of IBTC Chartered Bank Plc and Stanbic Bank (Nigeria) Limited, at their separate court-ordered meetings in Abuja and Lagos respectively yesterday, unanimously endorsed the merger of both organisations.

Stanbic African Holding Limited (SAHL), a 100 per cent subsidiary of Standard Bank of Africa, is seeking to acquire through a "tender offer", which ended yesterday, 3,143,750,000 ordinary shares of 50 kobo each in IBTC at N16 per share to have 50.1 per cent controlling stake in the bank.

With Standard Bank's interest in IBTC currently standing at about 33 per cent, if it succeeds in getting 17.1 per cent additional stake through its tender offer, the former would automatically secure 51 per cent controlling stake. And if otherwise, Stanbic will have to renegotiate and enter into a management agreement with IBTC Chartered whose Managing Director, Atedo Peterside, seemed very optimistic when THISDAY spoke with him last night.

About 6.25 billion ordinary shares of IBTC Chartered currently priced at N11 per share on the stock exchange (now on technical suspension) are being offered at N16 per share by way of "tender offer" to Stanbic Bank, as a result of the merger deal.

Out of the shareholders' holding of 6,530,958,957 ordinary shares in the bank that voted yesterday, those with 6,526,958,957 ordinary shares voted in favour of the merger, representing 99.94 per cent.

Announcing the result of voting by shareholders, Chairman of IBTC Chartered Bank, Chief Olu Akinkugbe, said, a report on the result would be filed at the Central Bank of Nigeria (CBN) and the Securities and Exchange Commission for approval.

He added that "once the approval is received on the scheme, a copy of the result would be submitted to the Federal High Court and if all the conditions are met, we expected the Federal High Court to sanction the merger for it to become effective."

Earlier while fielding questions from shareholders, Peterside allayed fears of staff of lay-off when the merger is fully consummated.

He said the decision to lay-off any staff would be taken by the Board of Directors, adding that, that may also happen if there is an overlap of responsibility.

He however assured that there would be limited overlap. According to him, "that is a board matter. If there is staff lay-off, that means they have responsibilities that overlap. For IBTC, we have 56 branches, Stanbic, five branches and the five branches are not located near our 56 branches, so there is a very limited overlap."

Peterside also revealed that the bank had proposed to pay a dividend of 30 kobo to its shareholders at end of the current financial year December 31, 2007), representing an increase by 10 kobo over the amount paid in the last accounting year.

Earlier, comments and questions were entertained from shareholders notably among who were Chief Sunny Nwosu, National Coordinator, Indepen-dent Shareholders Association of Nigeria (ISAN) and Alhaji Farouk Umar, Chairman, Asso-ciation for the Advancement of the Rights of Nigerian Shareholders (AARNS).

Nwosu who said he did not have any doubt that the merger would succeed, noting that "the success of this merger is a boost to our pocket. I prefer to have quality 10,000 shares than to have just any 100,000 shares."

In his own contribution, Umar said, "I want to be assured that the staff of IBTC will not be adversely affected in any way by this merger."

If finally consummated, the IBTC Chartered Bank/Stanbic Bank merger would reduce the number of banks in the country to 24 and also boost foreign investment with the injection of another $375 million (N50.3billion) into the economy by Standard Bank of Africa.

The enlarged shareholders' fund of the new entity, which will still be called IBTC Chartered Bank, is expected to be close to N70 billion.

The first leg of the merger of the two institutions had commenced September 22 last year when Standard Bank Africa signed a Memorandum of Understanding (MoU) with IBTC Chartered Bank.

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