Guaranty Trust Holding Company Plc has announced plans to raise up to ₦10 billion through a private placement of ordinary shares. The bank has secured approvals from the Central Bank of Nigeria (CBN) and the Securities and Exchange Commission (SEC).
According to a formal notice issued by the Group, the private placement will involve the allotment of up to 125 million ordinary shares priced at ₦80 per share, on a best-efforts basis, with gross proceeds capped at ₦10 billion. The offer is scheduled to close on December 31, 2025, subject to the fulfilment of all regulatory and procedural conditions.
The capital raise follows GTCO’s earlier disclosure that its banking subsidiary, Guaranty Trust Bank Limited, had fully met and exceeded the CBN’s revised minimum capital requirement for international commercial banks, with shareholders’ funds already standing at ₦540.04 billion. As a result, the Group clarified that the ₦10 billion placement is not a recapitalisation exercise but a limited capital raise undertaken in line with existing regulatory guidelines.
GTCO said the transaction is being executed pursuant to Section 7.1 of the Guidelines for Licensing and Regulation of Financial Holding Companies in Nigeria, and under a broader capital-raising mandate approved by shareholders at the Company’s Annual General Meeting held on May 9, 2024. That resolution authorised the Board to raise up to US$750 million (or its equivalent) through a combination of equity and debt instruments over time.
The Group disclosed that the private placement is not underwritten, with professional advisers tasked to use reasonable endeavours to place the shares with eligible investors.
Market analysts note that the modest size of the offer, relative to GTCO’s balance sheet, suggests a balance-sheet optimisation and capital flexibility strategy, rather than distress funding. The move also comes amid heightened scrutiny of bank capital positions following Nigeria’s banking sector reforms and renewed regulatory emphasis on resilience and loss-absorption capacity.
GTCO did not specify the intended use of proceeds but said the placement forms part of its broader capital-management strategy within the holding-company structure.
