FCMB Group Plc has announced the successful completion of its public offer, marking a critical step toward achieving the N500 billion capital benchmark mandated by the Central Bank of Nigeria (CBN) for commercial banks operating under a holding company structure. The development places the financial group in a strong position ahead of the March 2026 recapitalisation deadline, a regulatory milestone designed to strengthen the banking sector and support economic stability.
The announcement was disclosed through a notice to the Nigerian Exchange (NGX), reinforcing confidence among investors and stakeholders who have closely tracked the progress of Nigerian banks in their efforts to meet the new capital thresholds. The conclusion of the offer represents one of the most strategic milestones in FCMB’s multi-phase recapitalisation plan initiated in 2024.
Strategic Capital Raise Reaches Critical Phase
According to the Group, the public offer process has now been completed and will be followed by the planned sale of a minority stake in one of its subsidiaries—an additional capital mobilisation strategy expected to further consolidate FCMB’s balance sheet. The Group stated that the subsidiary stake sale is expected to be finalised before the end of December, subject to regulatory clearances.
In its statement, FCMB highlighted that it is working closely with regulators to complete the mandatory capital verification process now ongoing at the CBN. This verification will be followed by a shareholder vote at the Extraordinary General Meeting (EGM) and the final round of regulatory approvals. The Group expressed confidence in concluding the required processes well ahead of the CBN’s deadline, saying:
“We have successfully concluded our public offer and are on track to complete the minority subsidiary sale by the end of December. Subject to CBN capital verification, shareholder approval at the EGM, and the required regulatory consents, we are positioned to deliver the N500bn capital target ahead of the March 2026 deadline for our banking subsidiary, FCMB Limited.”
Momentum Builds After N160 Billion Public Offer
FCMB’s latest capital-raising move began in October 2025, when the Group launched a N160 billion public offer involving the issuance of 16 billion ordinary shares at N10 per share. The subscription window closed on November 6, marking the end of one of the bank’s most extensive public fundraising exercises to date.
The transaction represents the second phase of FCMB’s strategy to reinforce its capital position. The first phase took place in 2024, when the Group raised N147.5 billion through an equity sale that was oversubscribed by 33%. According to FCMB, over 42,800 investors participated in that round, with 92% of subscriptions completed digitally, highlighting both strong investor confidence and the increasing penetration of digital investment platforms in the Nigerian capital market.
In its latest update, the Group noted that the public offer reflects its expanding operational performance, driven by strong margins, higher customer activity, and rapid digital growth. FCMB added that it expects to maintain “healthy profitability and a strong capital position going into 2026.”
Capital Raising Milestones Over 18 Months
The Group’s recapitalisation journey has been built on a series of well-sequenced financing activities, including:
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N144.56 billion raised from the oversubscribed 2024 offer
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Expansion of its capital issuance ceiling from N150 billion to N340 billion
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Subsequent increase of the issuance ceiling to N370 billion disclosed in November 2025
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A US$15 million mandatory convertible loan converted fully into equity
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The just-concluded N160 billion 2025 public offer
These moves have collectively put FCMB in a strong position to meet regulatory expectations. At the moment, the Group is awaiting CBN capital verification and the completion of final compliance steps.
Capital Ceiling Increase Driven by Regulatory Requirement
In its latest clarification to shareholders, FCMB explained that the decision to raise its capital-raising authority from N340 billion to N400 billion is not a new fundraising initiative. Rather, it is a technical compliance adjustment to meet the latest regulatory framework issued by the CBN. The announcement was included in an addendum to its EGM notice published on November 21, 2025, amending the resolutions earlier issued on November 15.
With the recapitalisation process advancing rapidly, FCMB appears poised to meet the CBN’s capital adequacy timeline, positioning the bank for stronger growth, enhanced liquidity, and greater resilience in the face of evolving macroeconomic pressures. The completion of its public offer marks not only a regulatory milestone but also a demonstration of confidence in the Group’s long-term strategy and operational performance.
Emmanuel Bassey is a Financial Expert that has worked in the Banking and Finance Industry for over 15+ years across different banks in Nigeria
