NBET Finance Company Plc, a special-purpose vehicle sponsored by the state-owned Nigerian Bulk Electricity Trading Plc, has opened subscriptions for its Series 1 bond issuance, targeting up to ₦590 billion in the first tranche of a ₦4 trillion multi-instrument programme. Proceeds will be used primarily to settle verified legacy debts owed by NBET to power generation companies (GenCos) for invoices dating from February 2015 to March 2025.
The issuance is split into two tranches:
-Tranche A: Up to ₦300 billion in cash bonds offered to qualified institutional investors and high-net-worth individuals.
- Tranche B: Up to ₦290 billion in non-cash bonds allocated directly to participating GenCos on the same terms.
The 7-year fixed-rate bonds, fully guaranteed by the Federal Government of Nigeria (FGN), form part of the Presidential Power Sector Debt Reduction Programme (PPSDRP), approved by President Bola Ahmed Tinubu and endorsed by the Federal Executive Council in August 2025.
The bonds carry an indicative coupon range of 16.75%–17.00%, with interest paid semi-annually in arrears and principal repaid on an amortising schedule. The minimum subscription amount is ₦5 million, in multiples of ₦1 million thereafter. Key attractions include classification as liquid assets by the Central Bank of Nigeria, eligibility for pension fund investments under PenCom regulations, qualification under the Trustee Investments Act, and full tax exemption.
Subscriptions opened on December 19 and will close on December 30, with settlement expected on January 8, 2026. The bonds will be listed on the Nigerian Exchange Group (NGX Group) and FMDQ Securities Exchange.
NBET Finance Company PLC is the SPV incorporated to facilitate issuance of Instruments under the Debt Reduction Program in line with the overall transaction design and statutory requirements for public issuances. orporated with a minimum issued share capital of ₦25 billion with ₦24.9 billion held by Sankore Securities Limited and 1 unit of ordinary share at ₦1 held by Olufemi Akinwale, held in trust for the beneficial interest of NBET.
Receivables due to NBET from the DisCos areassigned to the SPV. In return, the SPV assumes NBET’s existing payment obligations to the GenCos through the novation of liabilities under the Power Purchase Agreements (PPAs). This arrangement allows creation of corresponding assets in the SPV from which it expects to generate future benefits that are applicable towards the settlement of debt obligations under the Programme.
In line with the agreed terms of a substantive settlement agreement negotiated between NBET, the SPV and the respective GenCos, settlement of outstanding liabilities will be made to GenCos through a combination of cash payments and Instruments issued under the Programme. This settlement agreement forms the basis for the use of proceeds and ensures that the transaction is distinct from the general obligation bond of the Government.
CardinalStone Partners Limited is acting as lead issuing house and financial adviser, supported by a syndicate that includes Comercio Partners, Cordros Advisory, Coronation Merchant Bank, Emerging Africa Capital, FSDH Capital, Iron Global Markets, Meristem Capital, Renaissance Securities, and United Capital.
Legal counsel to the transaction includes ENR Advisory Limited (Solicitors to the Issuer) and Olaniwun Ajayi LP (Solicitors to the Issue).
Other professional parties include:
- Securities Broker: Futureview Securities Limited
- Registrars: Coronation Registrars Limited
- Receiving Banks: Access Bank PLC and Wema Bank PLC
- Bond Trustee: Afrinvest Trustees Limited
- Share Trustee: Sankore Securities Limited
Repayments will be supported primarily by budgeted FGN contributions to a CBN-managed sinking fund, supplemented by structured payments from distribution companies (DisCos) and other approved sources.
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