By Dipo Olowookere
Yesterday, a deal was struck on the floor of the Nigerian Stock Exchange (NSE) in an off-market transaction, involving the transfer of about one percent equity stake in Union Bank of Nigeria (UBN) Plc valued at about N1.545 billion.
The deal was consummated through the negotiated cross deals window of the stock exchange.
The transaction price of N5.50 represents a discount of about 6.8 percent from the bank’s closing share price of N5.90 per share. UBN’s share price appreciated by 5.0 kobo yesterday, despite average marginal decline of 0.01 percent recorded by the equities market.
The transaction volume represents 0.96 percent of UBN’s outstanding shares of 29.121 billion ordinary shares of 50 kobo each.
Transaction report obtained by The Nation indicated that 280.956 million ordinary shares of 50 kobo each of Union Bank were traded in a cross deal at N5.50 per share.
As an off-market, negotiated cross deal, it means that the deal was not subjected to the dynamics of price discovery for the particular period. Off-market trade implied that the deal was sealed outside the floor of the NSE.
The negotiated cross deal platform of the Exchange is a special-purpose trading platform that is meant for voluminous transaction. By the cross deal, it implies that the buyer and the seller had been prearranged and the transfer at the stock market was a mere perfection of the agreement between the two. The negotiated cross deal allows the parties to the deal to close the deal at reduced cost.
Most shares of UBN are in the hands of core investors and related. The majority core investors and related party hold more than 85 per cent equity stake in UBN, leaving the bank with a free float of 14.94 per cent.
The Asset Management Corporation of Nigeria (AMCON) had in 2014 sold a 20.9 per cent equity stake in UBN in a deal worth more than N25 billion. The deal involved transfer of about 3.538 billion ordinary shares of 50 kobo each at indicative market price of N7.16 per share, totaling N25 billion.
The NSE had recently extended its deadline for UBN to dilute its concentrated bloc shareholding and free more shares for minority retail investors. UBN was given extended deadline of May 18, 2020 to achieve the 20 per cent minimum free float required for its listing on the main board of the NSE.
Companies listed on the Exchange are required to maintain a minimum free float for the set standards under which they are listed in order to ensure that there is an orderly and liquid market in their securities. The free float requirement for companies on the main board is 20 percent of market capitalisation while companies on the premium board are required to have free float of 20 percent or above N40 billion on the date the Exchange receives the company’s application to list. Companies on the third tier board, otherwise known as Alternative Securities Market (ASEM) are required to have 15 percent free float.
Free float, otherwise known as public float, refers to the number of shares of a quoted company held by ordinary shareholders other than those directly or indirectly held by its parent, subsidiary or associate companies or any subsidiaries or associates of its parent company; its directors who are holding office as directors of the entity and their close family members and any single individual or institutional shareholder holding a statutorily significant stake, which is 5.0 percent and above in Nigeria.
Thus, free float’s shares do not include shares held directly or indirectly by any officer, director, controlling shareholder or other concentrated, affiliated or family holdings.
Stock markets maintain minimum public float to prevent undue concentration of securities in the hands of the core investors and related interests, a situation that can make the stock to be susceptible to price manipulation. Besides, it provides the general investing public with opportunity to reasonably partake in the wealth creation by private enterprises.
Modupe Gbadeyanka 
Aduragbemi Omiyale