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Diamond Bank, Access Bank Merger and the Big Obstacle

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By Dipo Olowookere

One news item that has dominated the capital market space in Nigeria at the moment is the merger between Diamond Bank and Access Bank.

The merger between both parties was confirmed yesterday after initial denials by both banks, while the deal is expected to be finalised before the end of June 30, 2019.

It is important to note that both financial institutions are trading their equities on the floor of the Nigerian Stock Exchange (NSE).

In a release on Monday by Diamond Bank, its board said, “Based on the agreement reached by the boards of the two financial institutions, Diamond Bank shareholders will receive a consideration of N3.13 per share, comprising of N1.00 per share in cash and the allotment of 2 new Access Bank ordinary shares for every 7 Diamond Bank ordinary shares held as at the Implementation Date.

“The offer represents a premium of 260 percent to the closing market price of N0.87 per share of Diamond Bank on the Nigerian Stock Exchange as of December 13, 2018, the date of the final binding offer.”

This deal, according to the Chief Executive Officer of Diamond Bank, Mr Uzoma Dozie, “will create one of Africa’s leading financial institutions.”

Mr Dozie said, “There is clear strategic rationale for the proposed merger and strong complementarities between the two institutions,” noting that, “While Diamond Bank has pioneered Nigeria’s largest technology-led retail banking platform, Access Bank is one of Nigeria’s leading full-service commercial banks.”

He further said, “The board of Diamond Bank believes that the proposed combination of the two operations provides an exciting prospect for all stakeholders in both businesses and will create a financial institution with the scale, strength and expertise to capitalise on the significant opportunities in Nigeria and sub-Saharan Africa more broadly.”

For the CEO of Access Bank, Mr Herbert Wigwe, “Access Bank has a strong track record of acquisition and integration and has a clear growth strategy.

“Access Bank and Diamond Bank have complementary operations and similar values, and a merger with Diamond Bank, with its leadership in digital and mobile-led retail banking, could accelerate our strategy as a significant corporate and retail bank in Nigeria and a Pan-African financial services champion.

“Access Bank has a strong financial profile with attractive returns and a robust capital position with 20.1 percent CAR as at September 30, 2018.

“We believe that this platform, together with the two banks’ shared focus on innovation, financial inclusion and sustainability, can bring benefits to Access Bank and Diamond Bank customers, staff and shareholders.”

While the Central Bank of Nigeria (CBN) is believed to have midwifed this transaction, both shareholders of Access Bank and Diamond Bank will still have to approve the merger, which some have described as acquisition in reality.

However, Business Post analysts are of the view that shareholders of Diamond Bank will want to create a big obstacle to this merger, especially Carlyle Group, an American equity firm, which in 2014 became the leading individual shareholder in the bank with the acquisition of 17.7 percent of the company’s shares. At that time, the US-based company acquired 4.16 billion shares of Diamond Bank at N5.80k each.

While some minority shareholders may not reject the offering because of what Access Bank is putting forward, Carlyle Group, which has been speculated to have called for the resignation of Mr Dozie, may become the biggest hurdle to cross in making the merger see the light of the day.

In our November 27, 2018 article, we highlighted how Carlyle Group may have lost over N20 billion of their investment in Diamond Bank since they joined the lender.

As it has been reported in some sections of the media, the Pascal Dozie family, founder of Diamond Bank, had allegedly first obtained a loan from GTBank Plc, which was later allegedly taken over by Access Bank Plc.

The loan was said to have been used to chase foreign investors out of the bank, especially, Actis, in 2014, which allegedly sold their shares to the Dozie family at N7.50k per unit, receiving over $125 million from the deal.

Business Post gathered from a statement released then that the Dozie family, through Kunoch Holdings, had acquired the 14.8 percent stake of Actis DB Holdings Limited in Diamond Bank. Actis had invested heavily in Diamond Bank in 2007, when it bought the bank’s shares.

With the above, it is anticipated that Carlyle Group might feel cheated in the Access Bank/Diamond Bank deal and might want to fight back by frustrating it, especially when it has been speculated that the Dozie family are favouring Access Bank to take over Diamond Bank allegedly as pay back for the loan they allegedly obtained some year ago to pursue Actis out of the company.

Also from a leaked letter purportedly written by a former Chairman of Diamond Bank, Mr Seyi Bickerstheth, which was later leaked to the media, Carlyle Group has not been in support of this transaction and the leadership of Mr Dozie.

Mr Bickerstheth, who resigned from the bank over a month ago alongside three other non-executive directors, claimed Carlyle Group had wanted a situation where fresh capital would be injected into Diamond Bank for recapitalisation instead of handing over the bank to Access Bank on a platter of gold.

According to letter, the group had insisted that for the cash injection to happen, Mr Dozie will first have to relinquish his position as the CEO.

“After several discussions, the CEO, of the bank who is also a representative of the second largest shareholder Kunoch Ltd, agreed to resign effective January 3, 2019 but would not tender his letter to confirm his verbal notification.

“In response, the representative of CSSAF DBN Holdings therefore at the board meeting held on October 18, 2018 put forward a motion for the removal of the CEO with immediate effect. This was despite continuous negotiations and attempts by members of the board, to provide an amicable solution to this impending shareholder fight and reaching several tentative agreements, which were frustrated by both parties.

“Nonetheless due to technical reasons and reluctance of board members regarding an immediate removal of the CEO, the vote for the removal of the CEO was postponed, pending legal clarifications, which could not be provided by the Company Secretary,” the letter had said.

It had said further that, “The CEO, at the October 18 2018 meeting, had a financial adviser appointed by the executive management without reference to the board to present to the board various strategic options for recapitalization either through an internal rights issue or possible merger with other Tier 1 banks.

“While the board stated that this was to have been presented to the board capital raising committee, it allowed the presentation to be made. The presentation, though based on 2017 financials was still very high level and, was well received by the board and the board directed that the recommendation be passed on to the capital raising committee of the bank to evaluate this along with all other options being considered – new injection of capital by the shareholders, merger with a local bank or position to partner with an international bank not currently operating in Nigeria

“On Friday October 19, 2018, due to the lack of clarity on the motion for immediate removal of the CEO, the representative of CSSAF DBN Holdings informed board members that as a majority shareholder CSSAF DBN Holdings would call for an Extraordinary General Meeting to remove the CEO since the board had not voted on the matter.

“The 4 NEDs then decided that it was becoming a shareholder fight, which they felt could have been averted either by the CEO tendering a letter indicating his resignation effective January 3, 2019 or by CSSAF DBN Holdings accepting to give the Board the responsibility of ensuring the issue is resolved amicably. Purely on this basis, the 4 NEDs wrote to resign their appointments immediately by emails to the Company Secretary to allow the 2 shareholders resolve the impasse.”

If you desire to read the full letter, kindly click HERE For now, what observers are not sure of is if Carlyle Group will approve the merger between Diamond Bank and Access Bank or would want to first force Access Bank to settle their over N20 billion loss before giving the deal its nod.

Dipo Olowookere is a journalist based in Nigeria that has passion for reporting business news stories. At his leisure time, he watches football and supports 3SC of Ibadan. Mr Olowookere can be reached via [email protected]

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Banking

Coronation Merchant Bank Targets Top-Tier African Status in Next Growth Phase

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By Adedapo Adesanya

Coronation Merchant Bank has set its sights on attaining top-tier status among African banks, leveraging a decade of operations and Nigeria’s ongoing economic reforms to drive its next phase of growth across key sectors.

Speaking at the Chairman’s Dinner held to commemorate the bank’s 10th anniversary in Lagos, the chief executive of the lender, Mr Paul Abiagam, said the institution had successfully carved out a distinct niche in Nigeria’s highly competitive financial services market despite a decade defined by economic volatility, policy shifts and macroeconomic uncertainty.

“Over the last 10 years, we have found our own space in a very tight market and built credible footprints in the specific markets we chose to serve,” Mr Abiagam said.

Describing the bank’s journey as “valiant” amid the changing economic landscape, he said the anniversary represents both a moment of gratitude to the bank’s founder, shareholders, board and partners, and a recommitment to scale new heights in the decade ahead.

Mr Abiagam attributed the bank’s resilience and steady growth to strong shareholder and board support, as well as a clear and disciplined corporate strategy.

He noted that Coronation Merchant Bank’s focus on defined target markets had enabled it to expand its footprint across key sectors of the economy while maintaining operational clarity.

Looking ahead, the CEO said ongoing reforms and the Federal Government’s ambition to build a $1 trillion economy present significant opportunities for financial institutions with the right expertise and positioning.

He identified infrastructure, construction, real estate, oil and gas, and manufacturing as priority sectors where the bank is already aligning its strategy.

“Volatility often comes with opportunity, What we see clearly is opportunity, and our strategy is to ensure we are well positioned to take advantage of it.” Mr Abiagam said.

Among the bank’s notable milestones, Mr Abiagam highlighted its international credit ratings, placing Coronation among a small group of internationally rated merchant banks in Nigeria.

He also pointed to human capital as a core strength, describing the bank’s people and talent as its greatest asset.

In his remarks, the Chairman of Coronation Merchant Bank, Mr Babatunde Folawiyo, reflected on the challenges of operating in Nigeria’s banking sector over the past decade, noting that the true measure of success lies in an institution’s ability to grow through uncertainty and emerge stronger.

“Anyone who has operated in Nigeria’s banking space over the last 10 years knows how challenging it has been,” Mr Folawiyo said, citing policy changes, macroeconomic shifts and leadership transitions. “The real test is whether you can grow through those challenges—and we have.”

Mr Folawiyo said recent reforms have introduced greater certainty into the economy, particularly in the foreign exchange market, which is critical for business planning and sustainable growth. While acknowledging that the adjustment period has been difficult, he stressed that predictability, even at higher exchange rates, is far more beneficial than extreme volatility.

“No business thrives without some level of stability. What hurts the economy most is wild and sudden swings. Predictability allows businesses to plan, adjust and grow,” he said.

On the outlook for the sector, Mr Folawiyo said Nigeria remains significantly underbanked, creating room for diverse players within the financial system. While technology and fintechs are expanding access to financial services, he emphasized the enduring role of specialized institutions such as merchant banks in serving corporate and structured finance needs.

“A corporate client structuring commercial papers or complex funding solutions needs more than a fintech app. It needs a bespoke, one-stop financial partner. That is where merchant banks like ours play a critical role,” the Chairman said.

He added that Coronation Merchant Bank’s strategy is anchored on long-term economic fundamentals rather than political cycles, noting that the current policy direction of the Central Bank and the Federal Government, though initially painful, aligns with sound economic principles.

“These are textbook reforms. There is no gain without pain, and we are already beginning to see the gains, not just in the financial sector but across the broader economy,” he added.

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Banking

S&P Forecasts 25% Credit Growth for Nigerian Banks in 2026

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Nigerian Banks

By Adedapo Adesanya

Nigerian banks are expected to post stronger credit growth of up to 25 per cent in 2026 while retaining positive profitability, according to a new outlook by S&P Global Ratings.

In its Nigerian Banking Outlook 2026, S&P said improved lending to key sectors of the economy alongside resilient non-interest income would help banks absorb the impact of regulatory headwinds and easing interest rates.

The ratings agency projected credit growth of between 20 and 25 per cent in 2026, driven largely by increased investments in oil and gas, agriculture and manufacturing.

It added that the outlook for lending was supported by expectations of moderating inflation and gradual monetary easing, following recent interest rate cuts by the Central Bank of Nigeria (CBN).

“We expect credit growth of about 20-25 per cent supported by investments in the oil and gas, agriculture, and manufacturing sectors. Although interest rates have started to decrease, profitability should stay resilient in 2026, supported by growth in non-interest income (NII) and lower provisions.

“We expect Nigerian banks to prove resilient and capable of preserving their profitability in 2026,” S&P said, noting that earnings would be supported by transaction driven fees, commissions and a still elevated cost of risk, even as margins come under pressure.

The ratings agency noted further that it expects nominal lending growth to remain high at about 25 per cent, supported largely by investments in the oil and gas sector, agriculture and manufacturing.

S&P said Nigerian banks would continue to benefit from rates that remain high relative to peers, supporting net interest margins while interest rates are expected to decline further in 2026.

“Although interest rates have started to decline, we expect rates to remain high relative to peers, which will continue to support banks’ net interest margins through 2026.

“We forecast the average return on equity (ROE) will normalise at 20-23 per cent in 2026 compared to 25 per cent estimated for 2025, while return on assets will decline marginally to 3.0-3.1 per cent from an estimated 3.3 per cent in 2025. Profitability will be supported by still high interest margins, growing NII, and slightly lower provisions, while capital issuance will increase the equity base leading to a lower ROE.

“Although interest rates have started to decline, we expect rates to be high relative to peers, which will continue to support the banks’ net interest margins through 2026. We forecast an average margin drop of about 50bps to 100bps in 2026, as banks’ margins will continue to benefit from higher yields on government securities and large recourse to low-cost customer deposits.”

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CBN Targets Reforms to Ease Compliance Burdens on Fintech Firms

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By Aduragbemi Omiyale

To ease regulatory compliance burdens on financial technology (fintech) companies, the Central Bank of Nigeria (CBN) is considering some strategic reforms through a policy known as the Single Regulatory Window.

In its 2025 Fintech Report, the central bank said this scheme will significantly reduce time-to-market for new digital financial products by streamlining licensing and supervisory processes across multiple agencies.

The CBN said there would be a shared regulatory infrastructure in form of a Compliance-as-a-Service model to cut down duplicative reporting, ease the burden on regulated fintechs, and enhance supervisory visibility.

The apex bank said it came up with this idea after being aware of some challenges stakeholders, especially operators, go through in the ecosystem.

The bank said fintech firms remain a critical leg in its financial inclusion drive in Nigeria and must be supported to expand their operations to achieve the goal.

The CBN report showed that 62.5 per cent of fintech firms lamented how regulatory timelines materially affect product rollouts, while over one-third noted that it takes more than 12 months to bring a new product to market, largely due to compliance bottlenecks.

“Stakeholders cited delays in approvals and ambiguity in regulatory guidelines as their most pressing concerns,” a part of the report disclosed.

The report recommended “exploring models for a Single Regulatory Window to simplify multi-agency compliance processes and reduce time-to-market.”

It was also suggested that to address the issues, the bank must review “approval timelines and operational guidelines.”

In addition, the central bank was advised to either review the PSB framework or introduce a dedicated digital banking licence that would enable inclusive lending under stronger prudential oversight.

“A dedicated digital bank licence may be a more effective pathway for inclusive lending than expanding the PSB mandate,” the respondents suggested.

As for digital assets, the CBN signalled a shift towards a more nuanced regulatory framework for cryptocurrency, balancing innovation with financial integrity rather than imposing blanket restrictions, as fintechs acknowledged crypto’s potential to drive cost-effective cross-border transactions and strengthen remittance channels, while also warning of risks linked to illicit flows and consumer protection.

“There was broad agreement on the need for a risk-based, activity-focused regulatory framework,” the report stated, adding that regulators must avoid equating all crypto activity with criminality, especially as many scams originate offshore.

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