GTCO's NOTICE OF PROPOSED OFFERING

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Olori Uwem

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Mar 18, 2024
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GTCO's NOTICE OF PROPOSED OFFERING

1. Notice of Proposed Offering:
- Guaranty Trust Holding Company Plc (GTCOPLC) issued a notice under Rule 283 of the Securities & Exchange Commission (SEC) regulations.

2. Preliminary Prospectus:
- GTCOPLC has filed a preliminary "red herring" prospectus with the SEC.
- The proposed offering involves the subscription of ordinary shares of 50 kobo each to raise up to N500 billion.
- The exact number of shares and price range have not yet been determined.

3. Purpose of the Offering:
- Net proceeds will be used for:
- Growth and expansion of the GTCOPLC Group's businesses, including investments in technology infrastructure, establishment of new subsidiaries, and acquisitions of non-banking businesses.
- Recapitalization of Guaranty Trust Bank Limited.

4. Target Investors:
- The offering is structured for:
- Eligible institutional investors and retail investors within Nigeria (the Nigerian Tranche).
- Qualified institutional buyers outside Nigeria (the International Tranche).

5. Listing and Trading:
- An application will be filed for the listing and admission of the ordinary shares on the Nigerian Exchange Limited (NGX) Official List.

6. Timing:
- The proposed offering is expected to open by July 2024.

7. Universal Shelf Registration:
- Concurrently, GTCOPLC filed a preliminary universal shelf registration statement to establish a multi-currency securities issuance program.
- This program allows GTCOPLC to issue various types of securities, raising up to $750 million (or equivalent in Naira) in the Nigerian and international capital markets during the program's validity period.
- The proposed offering is anticipated to be the first issuance under this program.

8. Legal Disclosures:
- The notice clarifies that it does not constitute an offer to sell or solicitation to buy any securities.
- The ordinary shares have not been registered under the U.S. Securities Act and cannot be offered or sold in the United States absent registration or an applicable exemption.

9. About GTCOPLC:
- GTCOPLC is a leading financial services organization in Africa with investments in 10 countries across Africa and the UK.
- It offers a comprehensive range of banking and financial services, including commercial banking, asset management, pension fund administration, and payment technology.

10. Contact Information:
- For further information, investors can contact Investor Relations at ir@gtcoplc.com or +234 2012714580.

This summary captures the key elements of GTCOPLC's proposed offering, including its purpose, target investors, and the broader context of its business and strategic goals.