Explainer: What Really Changed in Geregu Power’s Ownership After Femi Otedola’s Exit

Recent disclosures by Geregu Power Plc have triggered widespread debate among investors over whether billionaire Femi Otedola sold his shares in the company.

A closer examination of regulatory filings and the company’s shareholding structure shows that the transaction was not a share sale on the Nigerian Exchange, but a change in ultimate beneficial ownership executed at the holding-company level.

This distinction is critical for understanding both the market impact and the governance changes that followed.

No Shares Were Sold on the NGX

As at September 30, 2025, Geregu Power had an issued share capital of 2.5 billion ordinary shares. Of this, about 1.91 billion shares, representing roughly 76.4%, were attributed to Mr. Otedola’s indirect holding through Calvados Global Services Limited and Amperion Power Distribution Company Limited. These shares were not directly owned by him personally but were held via corporate vehicles.

The December 29, 2025 disclosure to Nigerian Exchange Limited made it explicit that no shares of Geregu Power Plc were sold, transferred, or traded on the exchange. The company’s shareholding structure on the NGX therefore remains unchanged.

What Actually Happened

The transaction involved a restructuring of Amperion Power Distribution Company Limited, the entity that controlled Geregu Power. Under the completed deal, MA’AM Energy Limited acquired 95% of Amperion, thereby becoming the new controlling shareholder of that holding company.

Because Amperion owned the majority stake in Geregu Power, control of Geregu Power effectively shifted to MA’AM Energy. As a result, the ultimate beneficial ownership of about 77% of Geregu Power’s issued share capital changed hands, even though the shares themselves never moved.

In practical terms, Mr. Otedola exited economically and structurally, not through a market transaction.

Why the Shareholding Table Still Shows Otedola

The most recent published shareholding and free float table for Geregu Power covers the period ended September 30, 2025. At that time, Mr. Otedola was still the ultimate beneficial owner of the controlling stake. The restructuring occurred almost three months later, on December 29, 2025.

NGX shareholding tables are historical snapshots. They are updated in subsequent quarterly or annual filings after post-transaction documentation is processed. As such, Mr. Otedola’s name is expected to disappear from the ultimate beneficial ownership section in future disclosures, with MA’AM Energy taking its place.

Free Float and Market Liquidity Unchanged

Because no shares were sold into the market, Geregu Power’s free float remains unchanged. As at September 30, 2025, free float stood at approximately 18.5%, with the balance held by substantial shareholders.

This means:

• No increase in tradable shares

• No dilution

• No technical sell pressure linked to the transaction

• No immediate change to index eligibility or liquidity metrics

From a market-structure perspective, Geregu Power looks the same as it did before the transaction.

Why the Board Changed Immediately

While the shares did not move, control did, and governance had to follow ownership. Once MA’AM Energy became the ultimate beneficial owner, the existing board—aligned with the former controlling interest—stepped aside.

Mr. Otedola resigned as Chairman alongside other directors, and a new board was appointed on the same day the transaction was concluded. This is standard practice in change-of-control situations and reflects governance realignment rather than operational distress.

The Bottom Line for Investors

• Femi Otedola did not sell Geregu Power shares on the NGX

• Control changed through a holding-company restructuring

• Ultimate beneficial ownership of ~77% moved to MA’AM Energy Limited

• Free float, issued shares, and market liquidity remain unchanged

• Board changes reflect ownership transition, not a business setback

For investors, the key takeaway is clarity: this was a control transfer without a market transaction. The focus now shifts to the strategic intentions of the new controlling shareholder and how governance under the new ownership will shape Geregu Power’s long-term direction.