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RC Investment Management began selling 10,433,909,058 First HoldCo shares on the Nigerian Exchange this week at an indicative ₦110 apiece, about eight cents. It bought them thirteen months ago at ₦31.
The block is worth about ₦1.148 trillion, or $826 million, at the offer price. It cost ₦323.4 billion, roughly $233 million. The difference is around ₦825 billion, about $593 million.
First HoldCo will not receive any of it. The shares are existing stock, not a new issue, and the proceeds go to the seller. Proshare, a Lagos-based financial intelligence and market research firm whose analysis is widely followed by Nigerian institutional investors, described the transaction in a note published before the offer opened as a secondary ownership transfer rather than a fresh capital raise.
Several outlets have reported it otherwise. BusinessDay wrote that First HoldCo "has commenced a N1.4 trillion ($1 billion) share offering after securing approval from the Central Bank of Nigeria, in a move aimed at strengthening its banking capital base and funding expansion into new financial services businesses." Legit described the ₦1.4 trillion target as "one of the largest capital raises by a Nigerian financial institution in recent memory." Neither is accurate if no shares are issued and no proceeds reach the company. Ecofin Agency reported it correctly, noting the shares are not newly issued but the same block acquired thirteen months ago from two departing shareholders.
The confusion is understandable, because First HoldCo does have a recapitalisation programme running. The group raised ₦150 billion, about $108 million, through a rights issue in late 2024, pursued a ₦350 billion private placement worth roughly $252 million, and secured shareholder approval in May for a further ₦253 billion, about $182 million, toward a target of ₦1 trillion, or $719 million, in paid-in capital. The block sale is separate from all of it.
The ₦1.4 trillion valuation attached to the offer also does not follow from its terms. That figure implies a price near ₦134, which is roughly where the shares have been trading, rather than the ₦110 on offer. First HoldCo closed at ₦129.55 on July 31, putting the offer at a 15.09% discount.
The block represents 22.94% of the company's 45,475,027,677 issued shares.
Its origin is a single trading session. On July 16 last year, Barbican Capital and affiliates, the investment vehicle controlled by Oba Otudeko, and Leadway Group and affiliates, the insurance group associated with Tunde Hassan-Odukale, sold their entire combined holdings across 17 negotiated off-market trades. Both men left the register of Nigeria's oldest bank in one day, in one of the largest block transactions the exchange has recorded.
First HoldCo issued a statement three days later correcting speculation about who had bought. "The Chairman of First HoldCo, Mr. Femi Otedola, did not purchase any of the shares in question, nor did the Federal Government of Nigeria, nor any of its agencies acquire the shares in trust," it said, naming Barbican and Leadway as sellers and RC Investment Management as buyer.
RC Investment Management is a Nigerian company incorporated in 2023. BusinessDay reported that it is associated with Samuel Sule, chief executive of Renaissance Capital Africa, and that the Central Bank of Nigeria brokered the July 2025 transaction to resolve a leadership crisis that had obstructed the group's capital raising. The Office of the Attorney General of the Federation later confirmed awareness of a trustee arrangement and said the central bank had approved Renaissance Capital to oversee it as a third party.
The shares were held while regulatory approvals were obtained, with the intention of distributing them to the wider market afterwards. Neither RC Investment nor Renaissance Capital has disclosed the economic terms of that arrangement, who beneficially owns the vehicle, or who is entitled to the gain between the two prices.
Removing the position resolves a question that has sat over the stock since last July. A single unidentified holder owning close to a quarter of a systemically important bank represents an overhang, because the market cannot know when those shares will move. Distribution widens the free float and improves liquidity.
Femi Otedola holds 11,956,589,264 shares, or 25.87%, after buying a further 1.78 billion at ₦124.90 on July 30 for ₦222.21 billion, about $160 million. He told Nairametrics this week that his investment threshold is always above 51% and that he is on the same trajectory at First HoldCo. He has not said whether he intends to take any of the block.
Olusegun Alebiosu, chief executive of First Bank, said demand had already exceeded expectations. "The sale is starting today, the reality here is that I am not sure it will stay more than one week based on the pressure we are getting," he said.
Otudeko chaired First Bank from 2009 and First HoldCo from 2012 until April 2021, when the central bank dissolved both boards over corporate governance breaches. Otedola became chairman in January 2024.
In January 2025, Otudeko asked the board to remove Otedola and restore him to the chair. The Economic and Financial Crimes Commission charged him that same month with alleged fraud involving ₦12.3 billion, roughly $8.8 million. A week after he sold his shares, the commission withdrew the case and a court struck it out.
No evidence has established any connection between those events.
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