
Titan Trust Bank Limited has completed the purchase of a 93.4 per sent stake in Nigeria’s second-oldest lender, Union Bank of Nigeria. Union Bank made this known recently in a regulatory filing, almost half a year after an agreement was reached by both parties.
“With the completion of the transaction, TGI Group, parent of TTB, now becomes the majority shareholder and core investor in Union Bank,” the document said.
According to a report by Premium Times, the ownership transfer excludes Union Bank UK, a subsidiary of Union Bank of Nigeria, which also has been sold off, with the proceeds of divestment to all the shareholders of the latter as of March 4, 2022.
In the spirit of the change of ownership, ten of the thirteen members of Union Bank’s board have exited the bank including CEO Emeka Okonkwo, who has spent barely a year at the helms and the chair, Beatrice Hamza Bassey.
The three persons that survived the shake-up are Omolola Cardoso and Joseph Mbulu (both of them executive directors) as well as Aisha Abubakar, an independent non-executive director.
“Earlier today we reached a significant milestone with the Completion, after regulatory approvals, of the epoch-making transaction announced in December 2021 between the Bank’s core shareholders and Titan Trust Bank,” Ms Bassey said.
“As is normal for transactions such as this, the current board and CEO Mr. Emeka Okonkwo retired and handed over reins of the Bank to a new Board and to Mr. Mudassir Amray as CEO,” she added.
Union Bank set foot in Nigeria in 1917 as the local unit of British-owned Barclays Bank, with the first branches in Lagos, Jos and Port Harcourt. It went by the moniker Barclays Bank of Nigeria for long until local investors purchased a 40 per cent stake, changing the name to Union Bank.
Titan Trust Bank, which has positioned itself for long as a challenger bank, agreed in principle in December to acquire roughly nine-tenths of Union Bank’s shares, a shock reverse takeover that would become probably the biggest acquisition deal in the Nigerian M&A market for the year.
The lender has disclosed a grand ambition to mature to a Tier 1 bank in the next five years and is banking on its vast strength digital banking, to disrupt a space where the big five banks commonly known by their initials FUGAZ hold sway.
The acquisition eases the path for Titan Trust Bank to become Nigeria’s sixth biggest lender, with Union Bank’s asset climbing in valuation to N2.6 trillion at the end of 2021 and Titan’s standing at N136 billion as of December 2020.
Titan Trust Bank’s CEO Mudassir Amray told Bloomberg in an interview last month his bank is setting sights first on big and promising industries like agriculture, while firming up plan to veer to into new markets within Africa. It is looking to branch out into general financial services also in order to stimulate growth.
“I need to make more clarifications on the ownership structure of Titan. The bank is 85% owned by Vink Corporation – a foreign company,” Tunde Lemo, chair of Titan Trust said after the share purchase was announced in December.
“The local shareholders own the balance, and shareholding is dispersed. My shareholding is therefore very tiny and insignificant. I am only providing leadership,” he added.
The investment firm Tropical General Investments Limited (TGI), the parent company Titan Trust Bank is based in Lagos with offices in Dublin, Ireland, and has interests in pharmaceuticals, FMCG, agricultural inputs, homecare products and industrial chemicals.
Formed approximately three and a half years ago, Titan Trust got a national banking license to operate in Nigeria and got off to a quiet start although it was positioning itself as a challenger bank.
A subsidiary of TGI, Dubai-based Vink Corporation serves as the trading unit of the group, and is named after Cornelius G Vink, the chairman, founder and owner of TGI.
After the takeover of Union Bank, the bank appointed new directors to its board and a new chief executive officer. The new CEO is Titan Trust Bank’s managing director, Mudassir Amray, while the directors are Farouk Gumel, Andrew Ojei, Abubakar Mohammed and Lawrence Mackombo. Mr Gumel is the chairman.
Among TGI’s top shareholders, the new owners of Union Bank, are Cornelius G. Vink, Aminu Yaro, Babatunde Lemo and Andrew Ojei.
A citizen of the Netherlands, Cornelius Vink has been operating in Nigeria as far back as the 1980s and was conferred with the national honour of Member of the Federal Republic (MFR) by late President Umaru Yar’Adua.
He established TGI in 1991 with a small and obscure company, Comart Nigeria Limited, in a corner of Lagos, dealing in importation of chemicals into the country.
An organic growth within a decade and a year extended the firm’s subsidiaries to 15, with some of the companies including Chi Limited, West Africa Cotton Company (WACOT), Chi Farms, TGI Distri Limited, Chi Pharma, ORC Fishing, Kaizen Properties, Master Marine, WACOT Rice, Fludor Benin S.A, Fludor Ghana and West Africa Soy Industries Limited. TGI owns more than one hundred brands in different sectors.
Mr Vink sold a minority interest equivalent to 40 per cent shareholding of Chi Limited, maker of popular brands like CapriSun and Chivita, for $240 million to Coca Cola in 2016, and later the remaining 60 per cent stake to the same acquirer, with the entire transaction rising to $1 billion.
Aminu Yaro, a northern business mogul, owns 9.07 per cent of Titan Trust’s 58.4 million ordinary shares.
Babatunde Lemo, a former deputy governor of operations and director of the Central Bank of Nigeria, chairs Titan’s Trust Bank’s board. He is also currently the chairman of fintech powerhouse Flutterwave.
Mr Lemo, born in 1959, gained a First Class Honours degree in Accounting in 1984 from University of Nigeria Nsukka. He started off at Arthur Anderson & Co in 1985 and would years later become the chairman of the Federal Road Maintenance Agency.
A fellow of the Institute of Chartered Accountant of Nigeria and Chartered Institute of Bankers, Lemo took office in 2004 as director and chairman of the Abuja Securities and Commodities Exchange Plc. He was a former managing director of Wema Bank.
Mr Lemo holds a 0.9 per cent interest in Titan Trust Bank, translating to 529,970 shares.
Andrew Chukwudi Ojei is a non-executive director of the bank and a former executive director of Zenith Bank. He helped Zenith Bank establish its first foreign subsidiary in Ghana, later becoming the managing director of the Ghanaian operation.
He is a graduate of accounting from University of Lagos. A Fellow and Council Member of The Institute of Credit Administration of Nigeria, Ojei’s interests span IT and real estate. Ojei has attended courses at Harvard Business School, Wharton Philadelphia and San Francisco as well as Advanced Management Programme at INSEAD France.
Mr Ojei owns a 0.9 per cent stake in Titan Trust Bank.