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Nigeria’s Unity Bank, Providus advance merger as court orders shareholders vote

Banks’ merger heads to shareholder vote amid recapitalisation push
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The year-long merger process between Unity Bank Plc, one of Nigeria’s oldest lenders, and Providus Bank Limited, a fast-growing tech-driven institution, has entered a decisive stage after a Federal High Court ordered Unity Bank shareholders to convene and vote on the merger scheme.

In a statement dated July 17, 2025, solicitors Adepetun Caxton-Martins-Agbor & Segun, acting for Unity Bank, confirmed that Justice D.I. Dipeolu of the Lagos Federal High Court had approved the next phase of the merger.

The court directed that Unity Bank’s fully paid ordinary shareholders meet on September 26, 2025, at the OOPL Hotel in Abeokuta to deliberate on and vote on the proposed merger.

This development comes just a day after Union Bank of Nigeria completed its full absorption of Titan Trust Bank, a transaction that began in November 2021. The deal marks the second major banking merger in Nigeria since Access Bank’s takeover of Diamond Bank in 2019.

Terms of the merger

Under the scheme, Unity Bank shareholders will receive ₦3.18 ($0.0021) per share or be allotted 18 Providus Bank shares at ₦0.50 ($0.00033) each for every 17 Unity Bank shares held, once the deal is sanctioned.

Shareholders will vote on resolutions covering:

  • The transfer of all Unity Bank assets, liabilities, and undertakings to Providus Bank.
  • The continuation of all legal proceedings in Providus Bank’s name post-merger.
  • The cancellation of Unity Bank’s share capital led to its dissolution without winding up.
  • Providus Bank’s certificate of incorporation is becoming that of the enlarged entity.

Shareholders may attend the meeting in person or by proxy, with voting conducted by poll. Statutory approval requires a majority representing at least three-quarters in value of shareholders present and voting. Questions on the scheme must be submitted to the company secretary by September 23.

The Central Bank of Nigeria (CBN) first approved the merger between Unity Bank and Providus Bank in August 2024. The consolidation aims to help the enlarged entity meet the CBN’s ₦500 billion ($326.9 million) minimum capital requirement for national banks, announced in March 2024 with a 2026 compliance deadline.

According to reports, the paid-up share capital of the two merged banks could amount to N48.2 billion ($3.25 million), thus requiring the bank to raise N151.8 billion ($102.6 million) in recapitalization funds to maintain the national banking license.

Sector-wide recapitalisation push

Nigeria’s mid-tier banks—Stanbic IBTC Holdings, Sterling, FCMB, Fidelity, and Wema—are also moving aggressively to shore up capital ahead of the 2026 deadline.

According to a recent SBM Intelligence report, titled Capital, Competition, and Consolidation:

  • FCMB is targeting ₦397–₦400 billion ($259.5 million–$261.5 million) via public offers, subsidiary divestments, convertible notes, and private placements, with ₦144.6 billion ($94.5 million) already raised through an oversubscribed issue.
  • Fidelity has secured more than ₦270 billion ($176.5 million) from oversubscribed offers, created 20 billion new shares, and is on track to surpass the ₦500 billion ($326.9 million) target ahead of schedule.
  • Sterling Financial Holdings is combining rights issues and private placements with a planned $400 million public offer.
  • Wema completed a ₦40 billion ($26.1million) rights issue in 2023 and is preparing a ₦150 billion ($98.1 billion) public offer and a ₦50 billion ($32.7 million) private placement, targeting institutional and strategic investors.

Together, these efforts highlight a sector-wide race to strengthen capital bases, sustain investor confidence, and position banks for growth in an increasingly consolidated market.

Note: Figures originally reported in naira were converted using average official exchange rates of ₦1,478.9/$1 for 2024 and ₦1,529.73/$1 as of September 2, 2025.

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