Sterling Holdco to raise fresh $400 million through debt, equity instruments

The lender stated that the fundraising’s pricing and timing will be determined by its Board, and will be subject to the approval of relevant regulatory authorities.

Sterling Financial Holding Company Plc has announced plans to raise $400 million in fresh capital through a combination of debt and equity instruments, as part of resolutions to be considered at its Annual General Meeting (AGM).

The company disclosed the capital raise in a statement signed by its secretary, Sunny Kanabe, and posted on NGX Group on Monday, announcing its 3rd Annual General Meeting (AGM), scheduled for 9 June.

The proposed capital raise is being put forward without affecting the capital-raising approvals earlier granted at the company’s AGM held on 11 July, 2025, it said.

The company had disclosed in July 2025 plans to raise to $400 million through a mix of financing options, including debt instruments and equity offerings.

In the statement published on Monday, the lender said the fresh capital could also be raised through the issuance of debt instruments, including convertible or non-convertible bonds, preference shares, ordinary shares, global depositary receipts, or a combination.

According to Sterling Financial Holding Company, capital could also be raised through public offerings, private placements, rights issues, and other approved methods.

The lender stated that the fundraising’s pricing and timing will be determined by its Board, and subject to the approval of relevant regulatory authorities.

“Company be and is hereby authorized to raise up to US$400,000,000 (Four Hundred Million United States Dollars) or its equivalent in Naira or other currencies.

“The capital may be raised in tranches or otherwise through the issuance of debt instruments (including, but not limited to, bonds that may be convertible or non-convertible, preference shares, ordinary shares, global depositary receipts, or a combination thereof, in the Nigerian and/or international capital markets, whether by way of public offer, private placement, rights issue, or any other method, at such dates and upon such terms and conditions as may be determined by the Board of Directors of the Company (the “Board”), subject to the procurement of requisite approvals from the relevant regulatory authorities,” the statement read.

It added that where the capital raise involves equity issuance, the board will have authority to increase the company’s share capital and allot new shares as necessary to complete the transaction.

The resolutions also empower the board to amend the company’s ‘Memorandum and Articles of Association’ to reflect any changes in its share capital structure arising from the exercise.

In addition, shareholders are being asked to approve the Board’s authority to take all necessary steps, obtain regulatory approvals, and engage professional advisers required to execute the transaction.

The company also sought ratification of any prior steps already taken in relation to the capital raise process.

“That the Board be and is hereby authorised to take all such lawful steps, pass all requisite resolutions and do all such other lawful acts and/or things as may be necessary for and/or incidental to giving effect to the resolutions above; and all prior lawful steps taken by the Board in the above regard be and are hereby ratified.

“That the Company be and is hereby authorised to appoint such professional parties and advisers and perform all other acts as may be necessary to give effect to the above resolutions, including obtaining relevant regulatory approvals and, without limitation, complying with the directives of any relevant regulatory authority,” the statement read.