Inside the N323bn First HoldCo Deal: SEC Clears Path Amid Share Sale Controversies

Inside the N323bn First HoldCo Deal: SEC Clears Path Amid Share Sale Controversies

  • The Securities and Exchange Commission (SEC) cleared the controversial N323 billion share deal at First HoldCo
  • The deal, which involved 10.4 billion shares, was offloaded by Oba Otudeko’s Barbican Capital and was acquired by RC Investments
  • RC Investment Management was identified as a trustee entity acting under a coordination plan by the Central Bank of Nigeria (CBN)

Legit.ng’s Pascal Oparada has reported on tech, energy, stocks, investment and the economy for over a decade.

The Securities and Exchange Commission (SEC) has granted a “no objection” to the landmark N323.45 billion off-market transaction involving First Bank Holdings, bringing regulatory clarity to what has become the largest single trade in the history of the Nigerian Exchange (NGX).

The approval, announced on Thursday, July 18, 2025, follows weeks of speculation over the deal’s legality and the roles played by key market institutions.

First HoldCo's share sale deal controversy is resolved
Femi Otedola remains First HoldCo chairman as the largest shareholder. Credit: First Bank
Source: Getty Images

10.4 Billion shares changed hands

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The massive transaction, which occurred on July 16, involved the sale of over 10.4 billion shares of First Bank Holdings.

The shares were offloaded by parties linked to former First Bank chairmen Oba Otudeko and Tunde Hassan-Odukale, two influential figures who had long vied for control of the bank.

BusinessDay reports that the buyer, RC Investment Management, has since been identified as a trustee entity acting under a coordination plan by the Central Bank of Nigeria (CBN) and the First HoldCo board.

SEC responds to speculation, clears air

The SEC, in a statement, clarified that it had conducted a comprehensive review of the transaction in line with existing regulations.

The Commission insisted that it made no further requests for information and that no query was issued, contrary to media reports suggesting regulatory friction.

It added that its communication with transaction parties was part of an automated system used to ensure transparency in big stock market deals.

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Controversies surrounding the deal

Despite the SEC’s green light, the deal remains clouded by controversy. Here are some of the key issues:

Ownership power tussle

The sale followed a prolonged leadership struggle involving Oba Otudeko, Tunde Hassan-Odukale, and billionaire investor Femi Otedola.

The internal battle for control of First Bank Holdings escalated in 2021, drawing in regulators and shaking investor confidence.

Litigation battle

Otudeko, via Barbican Capital, filed a lawsuit against the CBN and First HoldCo, contesting the rejection of his claimed majority stake.

The legal action added tension to an already complex boardroom chess game.

Regulatory ambiguity

Initial media reports speculated that the SEC and CBN were not fully informed before the deal was concluded.

Although now clarified, the confusion fueled market jitters and raised concerns about transparency in Nigeria’s financial system.

Role of RC Investment:

The identity of RC Investment Management and its relationship with the CBN sparked intrigue.

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The new share sale deal: Otedola maintains position as First Bank Chairman.
First Otedola remains First Bank's Chairman amid a 10.4 billion share deal. Credit: Bloomberg/Contributor
Source: Instagram

While now known to be a trustee setup, which sparked public speculation, though no wrongdoing has been confirmed.

Market eyes long-term impact

Analysts say the SEC’s approval may stabilise investor sentiment in the short term. However, questions linger about long-term governance at First HoldCo and the influence of regulatory actors in board-level matters.

With Femi Otedola now chairing the board and rival interests sidelined, observers are keenly watching whether this will usher in lasting calm or set the stage for more drama in Nigeria’s banking space.

FG reacts to N323 billion First HoldCo share deal

Legit.ng earlier reported that First HoldCo Plc clarified widespread speculation surrounding a major N323 billion block share acquisition, distancing both its chairman, Femi Otedola, and the Nigerian government from the high-stakes transaction.

In a statement to the Nigerian Exchange Limited (NGX) and the public, the bank's holding company disclosed that RC Investment Management Limited, not any government agency or insider investor, was the buyer of the over 10 billion shares traded earlier in the week.

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The deal had sparked widespread rumours, with some outlets suggesting that the federal government had taken control of a significant stake in the company as part of an alleged effort to assert influence in Nigeria’s oldest bank.

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Proofreading by Funmilayo Aremu, copy editor at Legit.ng.

Source: Legit.ng

Authors:
Pascal Oparada avatar

Pascal Oparada (Business editor) For over a decade, Pascal Oparada has reported on tech, energy, stocks, investment, and the economy. He has worked in many media organizations such as Daily Independent, TheNiche newspaper, and the Nigerian Xpress. He is a 2018 PwC Media Excellence Award winner. Email:pascal.oparada@corp.legit.ng