RIGHT OF REPLY 2

PRESS STATEMENT FROM GENERAL HYDROCARBONS LIMITED

How First Bank’s Recklessness Almost Killed 93 Souls on Rig

It is not our intention to respond to every misinformation or inaccurate information put out by First Bank on the matter with GHL. We will respond to 3 points for clarity.

1.Diversion: First Bank keeps talking about diversion of funds by GHL without providing any evidence. Here are the facts. As we said before and will repeat now, all GHL contracts and invoices were vetted and paid by FBN through their Credit and Risk teams directly to ALL service providers. FBN’s repeated failures to pay on time within the contractual framework of 5 days which became up to 70 days or not at all, in a clear breach of its Tripartite Agreement obligations as captured below:The Bank shall, where GHL has satisfied all conditions precedent to disbursement under the Facility Agreement, disburse all of or part of the Facility Amount to GHL not later than 5 (five) Business Days aЯer GHL makes autilisation request in accordance with theterms of the Facility Agreement.This failure to pay GHL pending request as per above terms led to an international incident on October 7, 2023, when the drilling rig, Blackford Dolphin, ran out of fuel, food, water and other critical supplies with 93 souls on board, and the Rig was on the verge of declaring MAYDAY.The Managing Director and Executive Director of FBN were abroad and the current Managing Director, Olusegun Alebiousu, who was then the Chief Risk Officer (CRO), was acting for the Managing Director and GHL brought this matter to his urgent attention. He then worked the phone, calling Suppliers and Service Providers one after the other and promised payment within a 3 days. Based on FBN’s assurances, the Service Providers made emergency supplies, but the payment never came.To ensure safety of life and continuing security at 75KM Offshore Nigeria, GHL had to enter an Irrevocable Third-Party Payment Order with one of the Ofhakers to pay the suppliers directly, which stabilised the operation. FBN was later given evidence of the payments made.That is what FBN calls Diversion.We will meet FBN in court with Daily Reports and log details to debunk this continuing misinformation of diversion.GHL acted to save 93 souls, most of them foreign nationals, who had begun contacting their embassies and home governments, and to save Nigeria from an international incident offshore Nigeria.We are ready, willing and able to present the body of evidence to any court, including the continuing non-payment to Century FPSO and other service providers by FBN despite repeated demands in line with signed agreements.Indeed, we had to cough out our own cash as reflected in our audited financial statements to keep the project afloat or go to court to seek protective reliefs.

2. On abusing the Court process and failure to comply with a valid court order, FBN claimed they went to court on a different matter with regards to the Facility Agreement. But Justice Ambrose L. Allagoa, had given his judgement after hearing both sides on the Facility Agreement, amongst other issues on December 12, 2024. “That an order is granted, restraining the Respondent (FBN) either by itself, or acting through its servants, agents, assigns, privies, affiliates howsoever described, including any persons claiming under its authority from making any calls or demands, or taking any steps whatsoever to enforce any security, receivables, instrument, finance documents or assets of the Applicant (GHL) which have been charged as security for the facility agreements in respect of the Applicant’s operation of OML 120, including but not limited to the side letter, and the amended and restated agreements between the Applicant and the Respondent pending the hearing and determination of the arbitration proceedings between the Applicant and the Respondent brought pursuant to Clause 12(c) of the Agreement between the Applicant and the Respondent dated 29th May 2021.”FBN then went to Justice D Dipeolu of the same Federal High Court on December 30, 2024, with same lawyers, without disclosing this relevant judgment to the Learned Justice, to obtain a Mareva injunction Exparte freezing order against GHL and individual directors who never signed personal guarantees and thus not personally liable. Is this how a 130-year old blue chip financial institution committed to good governance and rule of law, should behave? Why the hurry to score cheap points to use on social media?If FBN was so sure of its facts why not put GHL on notice? Why an Exparte? We leave this to the Justices of the Federal High Court to decide on this matter and we will not make any further comment to avoid being subjudice.

3.Contrary to FBN’s claims, it sought to appoint an Independent Asset Manager to promote corporate governance. What it sought to do was to appoint a company that it can fire at any time to “take over GHL’s business, offices and operations within 90 days” of further disbursement. GHL refused and counter-offered a Joint Operating Committee with FBN and they refused, resulting in current impasse which they weaponised and made a public spectacle with their publication of their Exparte Mareva Freezing Orders. GHL had to stand its ground against such bullying.This 2nd Right of Reply has become necessary, again, in view of FBN’s continued misstatement but they have failed to debunk or deny the foundational material facts and seeking to eating their cake and having it. Luckily, FBN has not denied the Subrogation MOU and the benefits it got upfront from GHL’s intervention. They should meet their obligations and all will be well.

Thank you.

MANAGEMENT

…cements capital raise with full regulatory approval

Lagos, Nigeria: Sterling Financial Holdings Company PLC has achieved another
milestone with the approval of the Central Bank of Nigeria (CBN) recognising an
additional ₦75 billion in its capital raise.

This approval represents the final leg of the
capital injection that was achieved through a private placement in September 2024.

Building on the private placement’s success, Sterling launched a Rights Issue in October
2024, structured to provide existing shareholders the exclusive opportunity to deepen their stakes in the company and share in its growth story.

The Rights Issue received significant interest and participation, highlighting the confidence and trust the company has cultivated among its shareholders over the years. Regulatory approval for the process is currently underway, marking another significant step in the recapitalisation journey.

The public is eagerly awaiting Sterling’s Public Offer, which will present an exciting
opportunity for individuals to invest in the company. It is anticipated that the
recapitalisation process will be completed with a Public Offer early next year, allowing
wider participation from the public and further strengthening its commitment to shared value creation.

Group Chief Executive, Yemi Odubiyi described the capital injection and the approvalas a validation of the company’s strategic direction and operational excellence. “This milestone reflects the confidence of regulators and stakeholders in our vision to redefine financial services in Nigeria and beyond. Our enhanced capital base empowers us to pursue transformative opportunities, deliver sustainable value to all stakeholders and drive impact across critical sectors of the Nigerian economy,” he stated.

Odubiyi emphasised the company’s evolution from its origins as a merchant bank to its
current status as a diversified financial holdings company. Powered by cutting-edge
technology and a flexible operational model, the company has consistently demonstrated its ability to navigate market difficulties and seize growth opportunities.

Reflecting on Sterling’s accomplishments,
Odubiyi acknowledged the instrumental role
of stakeholders, including regulators, investors, and customers. “We are grateful for the unwavering support and trust in our strategy, which has been pivotal to our journey. This recapitalisation strengthens our ability to unlock new opportunities, create value, and drive economic growth,” he added.

The capital boost follows a year marked by robust financial performance and significant
strategic achievements for Sterling. As at the last week in December 2024, Sterling
witnessed a 19% surge in stock price, contributing to a remarkable three-year growth of 287.42%. In the first half of 2024, the company recorded a 51% increase in profit before tax compared to the same period in 2023 and achieved a 20% growth in total assets.

These results demonstrate Sterling’s resilience and ability to deliver superior outcomes despite the complexities of Nigeria’s economic landscape, marked by high inflation and currency volatility.

As Sterling looks ahead, its focus remains firmly on innovation, sustainability, and value
creation. With a fortified capital structure, the company is well-positioned to execute its
ambitious growth plans, deepen its impact across critical sectors, and set new
benchmarks for excellence in Nigeria’s financial services industry. This latest milestone marks a transformative chapter for Sterling Financial Holdings Company PLC as it
continues to redefine the future of financial services in Nigeria and beyond.

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Interswitch, one of Africa’s leading integrated payments and digital commerce companies, has reaffirmed its commitment to driving innovation and empowering young talent in Nigeria by sponsoring the Financial Services Innovators (FSI) Intensive Software Testing Programme.The recently concluded intensive 8-week online programme, trained 100 university students, emerging innovators, and tech enthusiasts. Participants were equipped with critical software testing skills, preparing them to play pivotal roles in maintaining the quality and security of software products.The programme was implemented through the Fintech Development and Advocacy Initiative arm of FSI, a platform dedicated to facilitating financial services innovation in Nigeria. The Software Testing Programme aims to bridge the gap between academia and the financial services industry by offering hands-on, practical training tailored to market demands.Speaking on the partnership and success of the programme, Muyiwa Asagba, Managing Director, Digital Commerce and Merchant Acquiring (Interswitch Inclusio) said:”Innovation thrives when young minds are given the tools to succeed, and Interswitch is proud to sponsor this initiative, which aligns with our vision of nurturing a digitally inclusive future. By investing in these talents and providing them with practical, industry-relevant skills in software testing, we are not just enhancing the software testing ecosystem but also nurturing a generation of innovators who will shape the future of financial services in Nigeria and beyond. Initiatives like this reaffirm our commitment to promoting a digitally inclusive society while positioning Interswitch as a catalyst for innovation across Africa.”Participants gained practical expertise in software quality assurance, addressing critical industry needs while bolstering their readiness for Nigeria’s burgeoning technology landscape. A standout feature of the programme was the recognition of top-performing participants, five of whom secured internship opportunities, giving them invaluable real-world experience and a head start in their careers.Aituaz Kola-Oladejo, Executive Director, Financial Services Innovators, highlighted the programme’s transformation impact. She said:“We are thrilled to announce the successful completion of our 8-week Fundamentals of Software Testing course, which empowered 100 youths, 90% of whom are students in tertiary institutions. This training underscores our unwavering commitment to youth empowerment through education and skills development. Our goal is to equip young people with the knowledge and tools they need to thrive in future technology-driven careers, enhancing their employability and positioning them as globally competitive professionals. We extend our heartfelt gratitude to Interswitch for sponsoring this 3rd Cohort. Their support reflects a strong commitment to advancing technology ecosystem initiatives that drive national progress and innovation.”By championing initiatives like the Intensive Software Testing Programme, Interswitch reinforces its position as a leader in driving technological advancement and empowering the next generation of African innovators. This collaboration not only strengthens the company’s reputation as a catalyst for innovation but also fosters goodwill and loyalty within the tech ecosystem, paving the way for sustainable growth in Nigeria’s financial services landscape.