FCMB Meets CBN’s N500 billion Recapitalization for International Banking Operations

FCMB Group Plc has informed the Nigerian Exchange Group (NGX) and the investing public that it has successfully completed its capital raise programme.

This pushed its capital base beyond the N500 billion threshold required for banks with international licences.

Released on March 9, 2026, the disclosure confirmed that the financial services holding company has met the minimum capital requirement set by the Central Bank of Nigeria (CBN) ahead of the March 31, 2026 deadline for the banking sector’s recapitalisation exercise.

The filing further revealed that the capital build-up was achieved through a mix of public offerings, debt-to-equity conversions and the sale of minority stakes in selected non-core subsidiaries.

The process brings to a close a 24-month capital raising effort that began after the CBN announced new minimum capital requirements for banks in early 2024.

A phased capital raising strategy

Rather than relying on a single fundraising exercise, FCMB adopted a multi-stage strategy led by Ladi Balogun, the group chief executive officer, aimed at raising funds while limiting dilution for existing shareholders.

The process began in May 2024 when shareholders approved plans to raise an initial N150 billion at the company’s Annual General Meeting.

By September 2024, the group had completed its first public offer, which was oversubscribed by about 33 percent and raised approximately N144.6 billion from investors.

As the recapitalisation plan progressed, the board expanded the target. In December 2024, approval was secured to increase the capital raise limit to N340 billion, creating an additional buffer for the bank’s international licence requirements.

A further increase came in September 2025 when a $15.5 million mandatory convertible loan, estimated at about N23.1 billion, was converted into equity. This strengthened the bank’s Tier-1 capital without requiring another market offer.

The final phase started in October 2025 with a second public offer involving 16 billion shares priced at N10 each. In early 2026, the group also sold minority stakes in some non-core subsidiaries, including its pensions business, to provide additional capital support for the banking arm.

With the latest disclosure, the group confirmed that its capital base has now crossed the N500 billion mark required for banks with international authorisation.

How FCMB approached recapitalisation

Nigeria’s banking recapitalisation window between 2024 and 2026 has seen lenders adopt different strategies to meet the new thresholds.

Major tier-one lenders such as Zenith Bank Plc and Guaranty Trust Holding Company Plc largely relied on rights issues, supported by relatively strong share prices.

In contrast, FCMB adopted a hybrid approach that combined equity offers, debt conversion and asset sales. Analysts say this approach helped the group manage shareholder dilution while still raising the capital required within the regulatory timeline.

Across the industry, the exercise has created different paths for banks. Some institutions have opted for lower licence categories, while others are exploring mergers or fresh capital injections to remain competitive.

What it means for investors

With the capital raise now completed, attention is expected to change direction to how FCMB deploys the new funds. The group has indicated that a significant portion will support technology upgrades, digital banking expansion and growth in corporate lending.

Market analysts say the removal of recapitalisation uncertainty could improve investor sentiment toward the bank’s shares, particularly as the strengthened capital base is expected to push its Capital Adequacy Ratio comfortably above regulatory minimum levels.

FCMB has also hinted that it may return to its progressive dividend policy after the two-year capital build-up period, a development that could be welcomed by shareholders who supported the recapitalisation process.

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