NASD targets N12bn Rights Issue for growth, infrastructure

NASD Plc has commenced a capital raising exercise to raise N12bn via a Rights Issue, aimed at strengthening its equity base, satisfying regulatory capital requirements, and funding its transition into a composite exchange structure.

Under the terms of the transaction, the securities exchange is offering 480 million ordinary shares of N1 each at N25 per share to existing shareholders based on four new ordinary shares for every five existing shares held as of the qualification date.

Net proceeds from the exercise are projected at N11.72bn after deducting estimated issue expenses of N275.88m, assuming complete subscription by eligible shareholders.

A breakdown of the deployment schedule detailed in the offer prospectus indicates that N3.25bn, representing 27.08 per cent of net proceeds, will be utilised as working capital over an 18-month timeline. Additionally, N300m, or 2.50 per cent, is allocated toward cloud trading systems and technological support over 12 months, while N8.17bn, representing 68.12 per cent, will be channelled into strategic portfolio investments to support future market-development initiatives.

Speaking at the signing ceremony signalling the commencement of the offer, NASD Chairman Kenechi Ezezika stated that the capital boost marks a decisive step toward enhancing operational capacity within the domestic capital ecosystem.

“This transaction is about building the capacity NASD needs for its next phase of growth. Capital markets are evolving rapidly, and issuers and investors increasingly expect markets that are efficient, transparent and supported by strong technology. This recapitalisation gives NASD greater capacity to respond to those opportunities,” Ezezika said.

Corroborating the chairman’s position, the Acting Managing Director and Chief Executive Officer, Arese Ugwu, emphasised that the offer extends beyond regulatory compliance to positioning the firm for market expansion.

“For me, recapitalisation is not simply about meeting a regulatory requirement. It is about building the institution we need for the market we want to create. Nigeria has no shortage of ambitious businesses or capital; the opportunity is to build stronger, more efficient markets that connect the two. This capital gives NASD greater capacity to invest in the infrastructure, technology and talent required to deepen market participation, develop new markets and make NASD a stronger platform for capital formation,” Ugwu noted.

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She added that the transition toward a composite exchange framework will broaden the institution’s scope and provide versatile financing avenues for a wider range of corporate issuers and investors.

Addressing the transaction dynamics, the Group Managing Director of Anchoria Capital Group, Sam Chidoka, who represents the Lead Issuing House, assured stakeholders that transaction advisers would work collaboratively to ensure seamless offer administration and robust shareholder participation.

The Managing Director of Anchoria Advisory, Damilola Titiladunola, noted that subject to formal regulatory clearance from the Securities and Exchange Commission, the acceptance list for the offer will open shortly.

Greenwich Capital Markets Limited, Capital Bancorp Plc, and Capital Assets Limited are serving as Joint Issuing Houses to the transaction.

Full subscription to the exercise will expand NASD’s issued share capital from 600 million to 1.08 billion ordinary shares, bringing the institution’s post-issue market capitalisation to N27bn at the offer price of N25 per share.