Strategic Capital acquires 100 equity in Polaris Bank

• Shareholders kick, seek compensation

Strategic Capital Investment Limited (SCIL) has completed the acquisition of Polaris Bank Limited on an upfront payment of N50 billion to acquire 100 per cent of its equity. The bank also agreed to repay N1.305 trillion injected into it by the Central Bank of Nigeria (CBN) and the Asset Management Company of Nigeria (AMCON).

After weeks of speculation, AMCON and CBN formally announced the completion of a share purchase agreement (SPA) yesterday.

The announcement came even as the House of Representatives, on Wednesday, okayed the sale of the acquired bank, noting that the acquisition followed the laid down procedure and the relevant presidential approval.

A statement issued by the Director of the Corporate Communications Department at the Central Bank of Nigeria (CBN), Osita Nwanisobi, on behalf of the CBN and AMCON, disclosed that SCIL had paid an upfront consideration of N50 billion to acquire 100 per cent of the bank’s equity and had also accepted the terms of the agreements, which include the full repayment of the sum of N1.305 trillion, being the consideration bonds injected.

The statement read: “The CBN thus received an immediate return for the value it has created in Polaris Bank during the stabilisation period, as well as ensuring that all funds originally provided to support the intervention are recovered.

“The sale was coordinated by a Divestment Committee comprising representatives of the CBN and AMCON and advised by legal and financial consultants. The Committee conducted a sale process by ‘private treaty, as provided in Section 34(5) of the AMCON Act to avoid negative speculations, retain value and preserve financial system stability.

“In the process, parties who had formally expressed an interest in acquiring Polaris Bank, subsequent to the CBN intervention in 2018, were invited to submit financial and technical proposals. Invitations to submit proposals were sent to 25 pre-qualified interested parties, out of which three parties eventually submitted final purchase proposals following technical evaluation.

“All submissions were subject to a rigorous transaction process from which SCIL emerged as the preferred bidder having presented the most comprehensive technical/financial purchase proposal as well as the highest rated growth plans for Polaris Bank.”

The CBN Governor, Godwin Emefiele, was quoted as saying that the sale of the bank “marks the completion of a landmark intervention in a strategic institution in the Nigerian banking sector by the CBN and AMCON.”

Recall that Polaris had operated as a bridge bank since 2018 when the apex bank revoked the licence of the defunct Skye Bank Plc and set up Polaris to take over its assets and liabilities.

A consideration bond with a face value of N898 billion (future value of N1.305 trillion) was injected into the bridge bank through AMCON, to be repaid over 25 years. CBN had argued that the actions were taken to prevent the collapse of the bank, protect depositors’ funds and prevent the systemic risk of its possible failing.

Meanwhile, shareholders’ groups have kicked against the sale. The President of NewDimension Shareholders Association, Patrick Ajudua, expressed surprise, saying: “They made shareholders believe that their intervention was aimed at saving the bank from failure to protect depositor funds. But, the managers appointed by the CBN were worse.

“The takeover of the bank did not protect minority shareholders.”

The President of Issuers and Investors Alternative Dispute Resolution Initiative (IIADRI), Moses Igbrude, berated the Federal Government on the sale of the bank without any plan to compensate shareholders.

He urged the government to reconsider its stance to ensure that local investors are not discouraged from participating in the capital market.