UniBank Takes Over ADB

In an unexpected move that could be the beginning of a restructuring of the local banking space, a consortium of financial institutions that control majority shares in agric-focused bank, Agricultural Development Bank (ADB), have pledged their shares, proceeds, entitlement and voting rights to uniBank, a leading local bank.

The consortium, led by Belstar Capital–a turnkey project finance and implementation institution–also includes Starmount Development Company Limited, EDC Investments Limited and SIC-FSL.

These institutions took up a substantial stake in ADB’s Initial Public Offering (IPO) in 2016 that paved the way for the bank to go public.

A source close to the deal has confirmed to the B&FT that the shares pledged to uniBank, which totals 51 percent, means uniBank now holds a controlling stake in ADB and with the additional majority voting rights, can now determine the strategic direction of ADB.

Dr. Kwabena Duffuor II (Chief Executive Officer)

Despite the pledge of shares and voting rights, this does not constitute an outright sale, and therefore does not contravene any rules and regulations of industry regulators, including the Securities and Exchange Commission (SEC), Bank of Ghana (BoG) and the Ghana Stock Exchange (GSE).

“What this means is that the shares have been pledged to uniBank and are now under the bank’s [uniBank] control. ADB, by this, remains in local hands to help drive the growth of the Ghanaian economy,’’ the source said.

In December, 2017, the B&FT reported that uniBank had secured over GH¢600million in fresh capital injection from Belstar Capital to position itself as one of the earliest banks to meet the Central Bank’s increased stated capital requirement.

“The proceeds and entitlement attached to the shares includes, but is not limited to, the voting rights at any general or extraordinary meetings and any future dividends that may accrue to those shares,” the source told the paper

ADB has been on a path of recovery for the past two years since it went public. After recording losses of GH¢78million and GH¢70million in 2015 and 2016 respectively, ADB posted a healthy and very impressive after tax profit of GH¢50million for its third quarter 2017 results. “It would appear then that management and the board of ADB are working assiduously to unlock the huge potential of ADB,” the source noted.

What happens to ADB/NIB merger?

The Finance Minister, Ken Ofori-Atta, in November last year, confirmed that government is working to merge ADB and National Investment Bank (NIB) in the creation of a new National Development Bank that will focus on financing industrialisation and agriculture.

“The thinking process is clear that we need a strong and vibrant and well-capitalised enterprise development bank. This is to be able to support the Agriculture and industrialisation drive,” the Finance Minister said.

With uniBank’s control of the shareholding of ADB, this could bring an abrupt end to government’s plan for the merger.