Unity Bank Plc has called a Court-Ordered Meeting for Friday, September 26, 2025 (9:00 a.m.) at OOPL Hotel, Abeokuta, Ogun State, to seek shareholder approval for a Scheme of Merger with ProvidusBank Limited.

The meeting follows an Order of the Federal High Court, Lagos Judicial Division, issued on July 17, 2025 by Hon. Justice D. I. Dipeolu under Section 711 of the Companies and Allied Matters Act (CAMA) 2020, in Suit No. FHC/L/MISC/734/2025.

The Scheme proposes the combination of all assets, liabilities, undertakings, real properties and intellectual property rights of Unity Bank with those of ProvidusBank. If sanctioned, ProvidusBank Limited will become the surviving entity, and Unity Bank’s entire share capital will be cancelled with the Bank dissolved without winding up.

The certificate of incorporation of ProvidusBank will stand as that of the enlarged institution.

Shareholders are to vote on the Scheme as set out in the Scheme Document dated June 25, 2025. The Scheme Consideration provides two alternatives for Unity Bank investors:

Cash: ₦3.18 per Unity Bank share; or

Share Swap: 18 ordinary shares of ₦0.50 each in ProvidusBank for every 17 ordinary shares of ₦0.50 each held in Unity Bank.

Approval of the Scheme at the meeting requires the statutory majority: not less than three-quarters in value of the ordinary shares of members present and voting by poll, in person or by proxy.

The Court has appointed Mr. Hafiz Mohammed Bashir, Chairman of the Board, to preside; failing him, Mr. Ebenezer A. Kolawole, Managing Director, or any other director chosen by shareholders present will chair the proceedings.

Shareholders may submit questions on the Scheme to the Company Secretary on or before 5:00 p.m., Tuesday, September 23, 2025.

Eligibility to attend and vote will be determined by the register of members as of Friday, September 19, 2025, after which the register will be closed for purposes of the meeting.

Proxy Forms have been circulated; duly executed and stamped forms (with any required Power of Attorney or notarized authority) should be lodged with the Registrar not less than 24 hours before the meeting.

In the event a member attends and votes in person, the proxy for that member will not be entitled to vote.

The Court’s Order also authorizes Unity Bank’s directors to consent to any modifications that the Securities and Exchange Commission (SEC), the Central Bank of Nigeria (CBN) and/or the Court may require.

Upon shareholder approval, Unity Bank’s solicitors—Adelepetun Caxton-Martins-Agbor & Segun (ACAS-Law)—will seek final Court sanction and any consequential orders necessary to give full effect to the Scheme, including the continuation of all pending or contemplated legal proceedings by or against ProvidusBank post-sanction.

Shareholders who have not received the Scheme Document within 14 days of the notice may obtain copies from Unity Bank Registrars Limited, 25 Ogunlana Drive, Surulere, Lagos. The Applicants to the proceedings are ProvidusBank Limited (RC 198892) and Unity Bank Plc (RC 94524).

Investors are advised to review the Scheme Document in detail and decide between the cash payout and the share-swap option, bearing in mind the approval thresholds, regulatory conditions, and the proposed corporate structure of the enlarged bank.

• ·To become second Urea producer in Sub-Saharan Africa

The Dangote Group yesterday signed an agreement to develop, construct, and operate a world-class urea fertiliser production complex in Gode, Ethiopia. Once consummated, Ethiopia will become the second in Sub-Saharan Africa to own a Urea Plant, with a capacity of three million metric tonnes.

The agreement underscores the position of the President of Dangote Group, Aliko Dangote, who firmly believes that “it is only Africans who can develop Africa.”

“Both Tanzania and Mozambique, in the past decade, have not been able to build a Urea Plant, despite having a large deposit of Gas in their respective countries. They have both depended on imports, as no foreign investor was willing to stake their funds into the project.”

On Thursday, Ethiopian Investment Holdings (EIH), the strategic investment arm of the Government of Ethiopia, and Dangote Group announced the signing of a comprehensive shareholders’ agreement to develop, construct, and operate a world-class urea fertiliser production complex in Gode, Ethiopia.

Under the partnership structure, EIH will hold a 40 per cent equity stake, while the Dangote Group will maintain a 60 per cent ownership of the transformative project, representing one of the largest industrial investments in Ethiopian history.

The ambitious project will establish one of the world’s largest single-site urea fertiliser production complexes, with production facilities boasting a combined capacity of up to three million metric tonnes per annum. The facility will rank among the top five largest urea production complexes globally.

Under the agreement, the two companies will jointly develop, own, construct, operate, maintain, insure, and finance the state-of-the-art urea fertiliser plants and associated infrastructure. The comprehensive development includes advanced gas transport pipelines to evacuate natural gas from Ethiopia’s Hilal and Calub reserves, storage facilities, logistics infrastructure, and export capabilities designed to serve both domestic and regional markets.

The agreement also provides for potential expansions, upgrades, and similar fertiliser production initiatives in ammonia-based fertilisers, including ammonium nitrate, ammonium sulfate, and calcium ammonium nitrate, further cementing Ethiopia’s position as a regional fertiliser production hub.

The Project Development Costs are estimated not to exceed $2.5 billion USD, with completion targeted within 40 months from commencement. A significant component of this investment includes the construction of a dedicated pipeline infrastructure to transport natural gas from Ethiopia’s proven Hilal and Calub gas reserves to the Gode production facility, ensuring a reliable and cost-effective feedstock supply for the fertiliser complex.

This substantial investment underscores both companies’ commitment to transforming Ethiopia’s agricultural sector and enhancing food security across the region. The project is expected to significantly reduce Ethiopia’s dependence on fertiliser imports while creating thousands of direct and indirect employment opportunities in the Somali Regional State and beyond.

Aliko Dangote commented: “This partnership with the Ethiopian Investment Holdings represents a pivotal moment in our shared vision to industrialise Africa and achieve food security across the continent. The strategic location of Gode, combined with Ethiopia’s abundant natural gas resources from the Hilal and Calub reserves, makes this an ideal location for what will become one of the world’s largest fertiliser complexes.

“We are committed to bringing our decades of experience in large-scale industrial projects to ensure this venture becomes a cornerstone of Ethiopia’s industrial transformation and a catalyst for agricultural productivity throughout the region. The 60-40 partnership structure reflects our commitment to this transformative project while ensuring strong Ethiopian participation.”

The Chief Executive Officer of Ethiopian Investment Holdings, Dr. Brook Taye, stated: “This landmark agreement with Dangote Group marks a significant milestone in Ethiopia’s journey toward industrial self-sufficiency and agricultural modernisation. As the strategic investment arm of the Government of Ethiopia, EIH is proud to secure a 40 per cent stake in what will be one of the world’s largest urea production facilities. The project aligns perfectly with our national development priorities and will substantially enhance our agricultural productivity while positioning Ethiopia as a regional hub for fertiliser production.

“The utilisation of our domestic Hilal and Calub gas reserves through dedicated pipeline infrastructure ensures energy security and cost competitiveness for decades to come. We are confident that this partnership will deliver tremendous value to Ethiopian farmers, contribute to food security, and generate substantial economic benefits for our nation.”

The Gode fertiliser complex will play a crucial role in supporting Ethiopia’s agricultural sector, which employs over 70 per cent of the country’s population.

By ensuring reliable access to high-quality fertilisers at competitive prices, the project is expected to boost crop yields, improve farmer incomes, and contribute to national food security objectives. With its three million metric tonne annual capacity, the facility will rank among the world’s top fertiliser production complexes, while significantly exceeding the capacity of most existing facilities worldwide.

This scale positions Ethiopia as a major player in the global fertiliser market and a key supplier for the African continent. The partnership leverages Dangote Group’s proven track record in large-scale industrial projects across Africa and Ethiopian Investment Holdings’ role as the government’s strategic investment vehicle with deep understanding of the local market and regulatory environment.

The pipeline connection to the Hilal and Calub gas reserves ensures long-term feedstock security and cost competitiveness in global markets. The project also supports broader regional integration objectives by creating a reliable supply of fertilisers for neighboring countries, potentially reducing import costs and improving agricultural productivity across East Africa and beyond.

The Group Chief Executive Officer (GCEO) of the Nigerian National Petroleum Company Limited (NNPCL), Bayo Ojulari, yesterday spoke on his findings on the state of the nation’s refineries when he received a delegation of the Petroleum and Natural Gas Senior Staff Association of Nigeria (PENGASSAN), led by its President, Comrade Festus Osifo, at the NNPCL headquarters in Abuja.

He said: “When I resumed, one of the first priorities I focused on was the refinery. To quickly have a quick review to see whether we could quickly fix it. What I found is that we were losing between $300million to $500 million on a monthly basis in the overall refinery. We were pumping about 50,000 barrels of crude to go into the refinery. What was coming out was less than 40 per cent equivalent of what was coming in

“The first thing we then said,” he continued, “was rather than continue to lose, let’s quickly stop and look for a way to put this refinery into a sustainably profitable venture.”

Ojulari, who assumed office on April 2, this year, said the NNPCL was working to revive the moribund refineries to operate at full capacity by adopting the Nigeria Liquefied Natural Gas (NLNG) model which PENGASSAN has also advocated, adding that talks were ongoing to find a viable solution to the refining crisis, ensuring the refineries became a sustainably profitable venture.

He said that the national oil company had concluded a technical review for the three refineries, pointing out that the long neglect and lack of maintenance of the refineries, were the major reasons behind the huge losses recorded from the refineries on a monthly basis, despite the huge investments to make them work

The NNPCL chief, in his conversation with the Senior Staff arm of the oil sector union, said that a lot of money has been spent on these refineries, but however admitted that it’s been very challenging to translate those money into profitability.

He went philosophical, saying part of the reason is – when you have an old car, and you park the car for some time without any greasing and oiling. He added that the Port Harcourt refinery has been difficult to put back because of years of neglect and it’s been difficult when you fix one thing, the other thing is still there.

Turning to PENGASSAN, Ojulari said: “The solution you are proposing (the NLNG model) is the solution we are working on. We’ve now completed technical review of the three refineries, but it’s not just about technical. It’s also about commercial viability, It has to make money. Maybe not a lot, but it should not be making a loss.

“We’ve now completed the commercial review for the Port Harcourt refinery and from that commercial review, we have come to that conclusion that the best way forward is for us to get a true professional refinery company to join us and co-operate with us.

“We’ve been having meetings with potential parties, but we need to find the pathway that will work. We’ve also realised that it was not in the best interest of Nigeria, not in the best interest of NNPCL, that we will continue to put money into a place where we do not have the full ability to fully operationalise. So, when we bring in a true refinery, we can work with them.”

Ojulari, who did not elaborate on the term- ‘a true refinery,’ appealed to Nigerians, contractors, traders and beneficiaries to be patient with the shutdown of the refineries.

In the course of the briefing, the NNPCL chief said his team was facing attacks, but said he will not be deterred. “We are under attack. We will not budge to short-term pressure, as it will not be in the best interest of Nigerians. You cannot drive change without a price, and the transformation is tough,” Ojulari he said, adding that patience will be required from the Nigerian people at large to get to the other side of change, which will benefit Nigeria and her citizens.

He restated his commitment to stay focused in driving the mandate given to the team by President Bola Ahmed Tinubu.

“Tinubu did not put pressure on me to go and do the wrong thing. The baseline was to go and ensure that whatever we’re doing, going forward, sustainably works. There’s no need for us to pretend, there was no negative political pressure for NNPC to just continue to run at a loss, so we decided to freeze on it, and we’ve been working astutely fine.

“My commitment is that when this refinery is reworking, everybody will be back to work but for now, we all need to cooperate and work together to ensure that whatever we put in place is sustainable.”

Ojulari also declared that he is not a politician, saying that he will have to learn a bit more about politics. “I’m not hiding from anybody. I’m not a politician. I will have to learn a bit more about politics, but for me, it is a development plan, and I’m ready to learn.”

The NNPCL boss also raised concerns over threats to his life and those of some members of the company’s management, saying his major “offence” was the reforms he introduced in the oil and gas sector in line with President Bola Tinubu’s directive to revive the country’s ailing refineries. He said some powerful interests were plotting to unseat him, but insisted that he remained focused on ensuring the success of the refinery rehabilitation plan.

Earlier, President of PENGASSAN, Comrade Festus Osifo said the pipelines have been working optimally since Ojulari became the GCEO, leading to an increase in production.

He commended the management of NNPCL for moving beyond addressing the welfare of members.

While seeking answers to the reasons behind the shutdown of the refineries, Osifo noted that PENGASSAN was committed to supporting the NNPCL to stabilise the system which has been bedeviled with so many challenges including non-producing fields, to boost production to 2.6 million barrels per day next year.

Osifo said: “Managing institutions like this and trying to bring about change, we know that there are always ups and downs, which is expected in life. But at PENGASSAN, we assure you that we are solidly behind you, that we will work with you, we will collaborate with you and your team to ensure the stability of the system, because for us, when the system is not stabilised, it has a way of trickling down to our members.

“We will work with you to ensure that the system is stabilised and to ensure that NNPC continuously remains vibrant, the way it has been, and even to take it a notch higher, because today we are doing approximately 1.8 million barrels of crude.

“We believe that with a lot of capacities and experience that will be brought in, we’ll be able to bring about an improvement in our production,” Osifo said.

The tale surrounding the new development with the nation’s refineries, as painted by Ojulari, somewhat runs counter to that of his predecessor, Mele Kyari, who described the reopening of the Port Harcourt Refinery Company in November 2024, as a monumental achievement for Nigeria which signifies a new era of energy independence and economic growth for the country.

In a press release, Kyari said: ” The Nigerian National Petroleum Company (NNPC) Ltd. has fulfilled its pledge of re-streaming the Port Harcourt Refining Company (PHRC), signaling the commencement of crude oil processing from the plant and delivery of petroleum products into the market.

On Tuesday, November 26, 2024, according the NNPCl statement, trucks began loading petroleum products which include Premium Motor Spirit (PMS), or petrol, Automotive Gas Oil (AGO), or diesel and Household Kerosene (HHK), or Kerosene, while other product slates will be dispatched as well.

Speaking during a brief ceremony to mark the commencement of products loading at the Refinery on that Tuesday in Port Harcourt, according the press statement, Kyari described the “commencement of the loadout activities as a monumental achievement for Nigeria which signifies a new era of energy independence and economic growth for the country.

Kyari also expressed deep appreciation to the NNPC Ltd Board of Directors and the entire staff for their support and commitment, which crystallized into the streaming of the refinery. He also commended the contractors for doing a great job in ensuring that the refinery is delivered despite all challenges.

Also, the Chief Executive of the Nigerian Midstream & Downstream Petroleum Regulatory Authority (NMDPRA), . Farouk Ahmed congratulated the NNPC Ltd for the milestone and assured of his agency’s continued support towards the completion of rehabilitation work at the other refineries.

The PHRC rehabilitation project, is an Engineering, Procurement, Construction, Installation & Commissioning (EPCIC) project that is aimed at restoring the refinery to full functionality and renewal. It has achieved over 16 million manhours with zero Loss Time Injury (LTI), the statement said.

Ojulari briefing yesterday is coming barely nine months after the Port Harcourt Refinery was adjudged fit for production by Kyari.