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NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY by OR INDIRECTLY, IN OR INTO ANY JURISDICTION IN WHICH THE SAME WOULD BE UNLAWFUL

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This notice is issued in reliance on Rule 283 of the Rules & Regulations of the Securities & Exchange
Commission, Nigeria.
This notice does not constitute an offer to sell or the solicitation of an offer to buy any securities. Any offer, socitation
or offer to buy, or any sale of securites will be made only by a prospectus duly regstered by the Securities and
Exchange Commission, Ngera (SEC) n accordance with the provisions of the Investments and Securites Act, No. 29,
2007 (the Act) and the rues and regulatons of the SEC made pursuant to the Act (the SEC Rules).
NOTICE OF PROPOSED OFFERING
Guaranty Trust Holding Company Plc (GTCOPLC) has filed a preliminary “red herring” prospectus
(Red Herring Prospectus) with the SEC in connection with a proposed offering for subscription
of ordnary shares of 50 kobo each in its share capital (the Ordinary Shares) to raise gross
proceeds of up to N500 Billion (the Proposed Offering). The number of Ordinary Shares to be
offered and the price range for the Proposed Offering have not yet been determined.
The filing of the Red Herring Prospectus was undertaken with a concurrent filing of a preliminary
universal shelf registration statement. The universal shelf registration will permit GTCOPLC to
establish a muti-currency securities issuance programme (theProgramme) to issue various
types of securities, or any combination of such securities, in one or more offerings, from time to

PURPOSE
The net proceeds of the Proposed Offering will be used for (i) the
growth and expansion of the GTCOPLC Group’s businesses. Such
planned growth and expansion wil be effected through
nvestments in technology infrastructure to fortfy existng
operations, the establishment of new subsidiaries and selective
acquisitions of non-banking businesses; and (ii) the
recapitalisation of Guaranty Trust Bank Limited.

TARGET INVESTORS
The Proposed Offering is structured as an institutional offering
targeted at eligible investors and a retail offering within Nigeria (the
Nigerian Tranche) and a private placing to persons reasonably
believed to be quaified institutional buyers outside Nigeria (the
International Tranche).
LISTING AND ADMISSION
TO TRADING
An application will be filed for the approval of the Board of the
Nigerian Exchange Limited (NGX) with respect to the listing and
admission to trading of the Ordinary Shares on the NGX Official
List.
ANTICIPATED TIMING OF
THE PROPOSED OFFERING
The Proposed Offering is anticipated to open by July, 2024.
time, to raise proceeds in an aggregate amount of up to U.S.$750 million (or equivalent amount .

in Ngerian Naira) in the Nigerian/international capital markets during the validity period of the
Programme.
The Proposed Offering is expected to be the first issuance under the Programme.
This notice does not constitute an offer of securities for sale in the United States or to U.S. persons
(“U.S. persons”), as such term is defined in Regulation S promulgated under the United States
Securities Act of 1933, as amended, (the U.S. Securities Act). The Ordinary Shares being offered
have not been, nor will be, registered under the U.S. Securities Act or any state securities laws,
and may not be offered or sold in the United States or to U.S. persons absent registration or an
applicable exempton from such registration requirements.
About the Issuer
Guaranty Trust Holding Company Plc is the ultimate holding company of the GTCOPLC Group.
The GTCOPLC Group is one of the largest financial services organisations in Africa.
Headquartered in Lagos, Nigeria, the Issuer maintains direct and indirect investments in a network
of operating entities located in 10 countries across Africa and the United Kingdom. Within these
regions, the operating entities provide a comprehensive range of commercial banking and related
financial services to millions of retail, institutional, private banking and wealth management
customers, in addition to asset management, pension fund administration and payment
technology businesses.
For further information, please contact:

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HabariPay Launches Maiden “HabariPay Impact Report 2025”, Showcasing Its Journey, Business Evolution, and Contributions to Digital Payments

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HabariPay Limited, the fintech subsidiary of Guaranty Trust Holding Company Plc (“GTCO” or the “Group”), has unveiled its maiden HabariPay Impact Report 2025, providing stakeholders with a comprehensive account of the company’s evolution, innovation journey, business performance, and impact on the digital payments landscape.The report captures HabariPay’s transformation from a newly established fintech venture into one of Nigeria’s leading payment infrastructure providers, highlighting the milestones, strategic decisions, and investments that have shaped its growth. It showcases the company’s contributions to enabling digital commerce, supporting businesses, strengthening payment infrastructure, and expanding financial access through technology-driven solutions.The HabariPay Impact Report 2025 also highlights the company’s strong financial and operational performance, the growth of the Squad platform, and the development of infrastructure that powers payment acceptance, switching, transfers, merchant services, and value-added solutions. The publication further explores the role of innovation, talent development, and ecosystem partnerships in driving the company’s success.Speaking on the launch of the report, the Managing Director of HabariPay, Eduofon Japhet, said: “As a technology-driven company, we believe that impact extends beyond financial performance. It is reflected in the businesses we enable, the merchants we support, the infrastructure we build, and the opportunities we create for the next generation of innovators. The HabariPay Impact Report 2025 captures this journey and demonstrates our commitment to creating sustainable value for customers, partners, and the broader economy.”She further added: “The HabariPay Impact Report 2025 represents more than a reflection on our achievements; it is a testament to the deliberate investments we have made in building sustainable payment infrastructure, empowering businesses, fostering innovation, and creating long-term value for our stakeholders. As we look ahead, we remain committed to expanding our capabilities, deepening our impact, and shaping the future of digital payments through technology-driven solutions that are secure, scalable, and inclusive.”The report also showcases HabariPay’s investments in innovation through initiatives such as the Take on Squad Hackathon and the Squad Hackademy, both of which are helping to develop future technology talent and accelerate the creation of practical solutions to real-world challenges.Looking ahead, the publication outlines HabariPay’s vision for the future, including continued investment in payment infrastructure, merchant solutions, digital innovation, and intelligent technologies that will shape the future of financial services.
To access the HabariPay Impact Report 2025, please click the below: https://squadco.com/impact-report/About HabariPayHabariPay Ltd is the fintech subsidiary of Guaranty Trust Holding Company Plc (GTCO), one of the largest financial services institutions in Africa with direct and indirect investments in a network of operating entities located in 10 countries across Africa and the United Kingdom.Licensed by the Central Bank of Nigeria (CBN), our goal is to support SMEs, micro merchants, large corporations, and other fintechs (Tech Stars) with the tools they need to thrive in an evolving digital economy and expand beyond their current market reach. HabariPay’s solutions include Squad, a full-scale digital payments toolkit to make in-person and online payments simpler, HabariPay Storefront, an e-commerce website to facilitate online purchases, Value-Added Services to help merchants access cost-effective and flexible airtime and data bundles to run their businesses, as well as a switching infrastructure that enables tech-focused businesses to optimise cost and make transactions more efficient.HabariPay’s contributions to Accelerating Digital Acceptance in Africa have not gone unnoticed–it received Mastercard’s Innovative Mobile Payment Solution Award at TIA 2022 for its innovative payment solution, SquadPOS.

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ZENITHBANKPARTNERSLAWMA,LASWATOCOMMEMORATEWORLDENVIRONMENT DAY 2026 WITH TWO-PHASE LAGOS CLEAN-UP

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Inlinewithitscommitmenttoenvironmentalsustainabilityandresponsiblebusinesspractices,
ZenithBankPlchascommemoratedthe2026WorldEnvironmentDaywithatwo-phase
environmental clean-up initiative in LagosState, held under theglobal theme “Inspired by Nature.
For Climate. For Our Future.”
The first phase was a morning clean-upconducted by staff of the Bank on Wednesday,3 June
2026, along Ajose Adeogun Street, Victoria Island, Lagos. The exercise mobilised employees to
clear waste, sensitise residents on proper disposal practices, and reinforce the Bank’s culture of
community service and environmental stewardship.
Thesecondphase,onThursday,4June2026,featuredawaterwaysclean-upattheFalomo
Waterways, Ikoyi, Lagos, executed in collaboration with the Lagos Waste Management Authority
(LAWMA)andtheLagosStateWaterwaysAuthority(LASWA).Thejointeffortfocusedon
removingmarinedebris,promotingcleanerwaterways,andsupportingtheState’sbroader
climate-resilience agenda.
Speakingontheinitiative,DameDr.AdaoraUmeoji,OON,GroupManagingDirector/CEOof
Zenith Bank Plc, said: “At Zenith Bank, sustainability is integral to how we operate. Clearing our
streetsandourwaterwaysisapracticalreminderthatprotectingtheenvironmentisashared
responsibility – and one we are proud to take up alongside LAWMA and LASWA. Through these
exercises, we aretaking deliberate action topreserve our communities,support climate action,
andinspireotherstoact.Ouroperationswillcontinuetoalignwithglobalenvironmental
standards as we build a more sustainable future for Nigeria and Africa.”
ZenithBankremainscommittedtoembeddingEnvironmental,SocialandGovernance(ESG)
principles across its operations, investing in green initiatives, energy efficiency, and community-
focused programmes. These efforts advance the United Nations Sustainable Development Goals
–particularlySDG7(AffordableandCleanEnergy),SDG11(SustainableCitiesand
Communities)andSDG13(ClimateAction).Sustainabilityremainsanoperationalimperative
across the Bank’s Nigerian base and its broader African, UK and European footprints
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ZENITH BANK RENEWS COMMITMENT TO CHILDREN WITH EDUCATION, INCLUSION & OPPORTUNITY AT THE CORE

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  • Much more than commemorating the annual Children’s Day marked every May 27, Zenith Bank Plc is championing the
    narrativethatchildrenarethetrueleadersoftomorrow.TheBankhasdeepeneditsinvestmentincarefullycurated
    initiativesthatelevatechildrenacrosseducation,financialliteracy,health,digitalinclusion,andsocialprotection,
    building a generation equipped to thrive and lead. For Zenith Bank, every child matters, and the Bank’s footprint reflects
    a deliberate, pan-African strategy to nurture potential from the earliest age.
    Zenith Bank has been the financial institution partner to Kiddies Corner on Inspiration 92.3FM Lagos for over three
    years, anchoring the Tuesday edition and Zenith Financial Literacy Friday show. The programme blends spelling bee
    contestswithfinancialliteracyquestions,creatingawarenessandonboardingchildrenintotheZenithChildren’s
    Account (ZECA). This partnership came alive at the Inspiration FM Children’s Day Carnival on Saturday, May 23, 2026,
    whereZenithBankhostedover1,000childrenandtheirparents,celebratingZECAwinnerswithgames,skits,and
    Zenith Bank branded gifts.
    The Bank’s Zenith Financial Literacy Week, held quarterly, takes this mission into select schools across all 36 states
    andtheFCT.Studentsaretrainedonsavings,budgeting,basicinvestments,anditsretailproducts,withthetop
    performer in each school awarded N50,000. Complementing this is the Bank’s nationwide Financial Literacy Program
    undertheCBN-mandatedGlobalMoneyWeek,whichin2025alonereached3,622studentsacross22LGAs,
    deploying 137 bank employee volunteers as educators.
    In alignment with the United Nation’s (UN) Sustainable Development Goal (SDG) 4 on Quality Education, Zenith Bank
    hasdonatedstate-of-the-artICTcentresandcomputersystemstoschoolsanduniversitiesnationwide,includinga
    ComputerCentretoBamainaAcademy,Dutse,JigawaState.Itstransformativeinterventionsincludefullyequipped
    libraries,vocationalfacilities,andlarge-scaleschoolrenovations,fromOjotaSecondarySchoolandVictoriaIsland
    Secondary School in Lagos to Hugallawa Primary School in Jigawa. Targeted financial support further breaks barriers
    with N1 million cash donation to Louisville Girls High School, Ijebu-Itele, supporting girl-child education; infrastructure
    upgrades at Maryland Comprehensive Secondary School; a N1 million scholarship endowment for St. Francis Catholic
    Secondary School; and support for the North-East Children’s Fund to aid education in conflict-affected communities.
    Through its Primary Healthcare Centre Initiative across all 774 LGAs, Zenith Bank educates parents on early childhood
    savings during routine visits, linking health and financial well-being. The “PAD-A-QUEEN” Initiative commemorates the
    International Day of the Girl Child, reaching5,000 girls in 10 schools withsanitary pads, hygiene kits, and menstrual
    health education to keep girls in school and promote SDGs 3, 4, and 5.
    The Bank’s compassion extends to the most vulnerable. At Bethesda Home and School for the Blind, Idi Oro, Lagos,
    Zenith donatedbraille materials,food, and toiletries.For the2026 InternationalDay forStreet Children,it partneredwith
    Bosco Child Protection Centre on medical check-ups, food, clothing, and counseling. Annual Christmas Charity Visits to
    orphanagesdelivercash,toys,andessentialsupplies,whilesupportfortheSmileandShineChildrenFoundation’s
    Strive Conference empowers over 2,000 adolescents with life skills and leadership training.
    Commenting on the Bank’s intentionality towards the development of children, Dame Dr. Adaora Umeoji, OON, Group
    Managing Director/CEO, ZenithBank Plc, said, “AtZenith Bank, weare deliberate about initiativesthat elevate children
    becausetheyarenotjustourfuture,theyareourpresentresponsibility.AsWhitneyHoustonsopoignantlysang,‘I
    believethechildrenarethefuture,teachthemwellandletthemleadtheway.’Thatisthephilosophydrivingour
    investmentsineducation,financialliteracy,health,anddigitalinclusion.FromKiddiesCornertoICTcentres,from
    PHCs to orphanages, we are teaching them well, equipping them early, and giving them the tools to lead. Zenith Bank
    renews its commitment to every Nigerian child, to nurture their dreams, protect their dignity, and secure their tomorrow.”
    Championing youth expression, the Zenith Annual Youth Parade, hosted by the Bank for 19 years, stands as a flagship
    Corporate Social Responsibilityinitiative. Bringing togetherthousands of childrenand teenagers in avibrant showcase
    of unity and discipline, the parade has remained dedicated since inception to the vital mission of supporting, nurturing,
  • andempoweringtheNigerianchild,reinforcingtheBank’sbeliefthatleadershipislearnedearlythroughteamwork,
    confidence, and celebration of young Nigerian identity.
    ForZenithBank,Children’sDayismorethanadateonthecalendar.Itisadailypledgetoempower,protect,and
    prepareNigeria’schildrenforleadership.Fromclassroomstocommunities, the Bank’s initiatives are teaching them well
    and letting them lead the way because the future belongs to children who are equipped today.
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