Investment Banker, Mahama Iddrisu has cited ADB’s quest to meet the new minimum capital requirement of 400
million cedis as a possible reason for the pledge by some shareholders of ADB to Unibank.
The move Citi Business News also understands is to grow the base of Unibank to undertake huge transactions.
Four shareholders of ADB comprising Belstar Capital, Starmount Development company, EDC as well as SIC Financial Services Limited, have pledged their shares, proceeds, entitlement and voting rights to Unibank.
The shares held by the consortium, altogether is about 51 percent.
The development therefore makes Unibank assume controlling interest in ADB.
Mahama Iddrisu believes this could have been triggered by the need to inject additional capital into ADB.
“…Having done that, that means that the pledgee will not have certain rights to those shares because those have been pledged with the provider of a debt. If it is not a debt, it means that there is a general agreement between the pledgee and the pledgor to make sure that they have the needed consideration which in this case may not be money to be able to run the other institution,” he explained.
Mr. Iddrisu further clarified that the action taken by the shareholders and Unibank subsequently, does not constitute a takeover.
He maintains that any such decision will mean that Unibank brings in majority capital which will equally allow it to change most things in the new entity; ADB bank.
“If this is done, it means that the two banks are actually looking at will be a merger; for a takeover means that you are bringing a larger percentage to be able to take over and change everything that the pledgee probably we have been looking at. But in this case we haven’t heard or a merger neither have we heard of a takeover,” he stated.
BoG, Government must approve of merger
Meanwhile the investment banker has told Citi Business News that any planned merger must be subject to approval of the Bank of Ghana and the government since they both own shares in the bank.
“Definitely they need an approval from the Central bank to be able to go on with a merger or takeover, they also need the blessing of the Finance Minister because the government is a shareholder. Even if they are unable to get that, because of the majority shareholding of the group that have pledged the shares, which is probably at least 51 percent, it gives the majority the power to convince the rest of the shareholders to agree which strategy they are taking on for the new entity,” he added.