Shareholders of MTN Nigeria Communications Plc are set to vote on a proposed restructuring that will separate its financial technology operations from its core telecommunications business at its Annual General Meeting scheduled for April 30. The decision, disclosed in a regulatory filing on the Nigerian Exchange, centres on a related party transaction involving the transfer of its fintech subsidiaries into a new holding structure backed by its parent company.
Under the proposal, control of MoMo Payment Service Bank Limited and Y’ello Digital Financial Services Limited will be moved into a newly established entity regulated by the Central Bank of Nigeria. MTN Group, through its fintech investment arm, is expected to inject about ₦152.06 billion in exchange for a 60 per cent stake, while MTN Nigeria will retain the remaining 40 per cent, creating a shared ownership structure aimed at accelerating growth in digital financial services.
The company said the restructuring is necessary to attract external capital required to scale its payments, remittances, and agent network operations, while also easing the funding burden on its balance sheet.
By bringing in the parent company as a majority investor, MTN Nigeria expects to strengthen its financial position, improve efficiency ratios, and redirect investments towards enhancing its core network infrastructure and service delivery. An independent valuation by KPMG placed the fintech business at ₦95.5 billion on a debt and cash free basis, representing a premium over its carrying value as of December 2025.
MTN Nigeria further indicated that the transaction would have a positive long term impact on shareholders, despite being largely neutral in the short term. While investors will retain their existing shareholdings, they will continue to benefit from the fintech business through the company’s retained stake.
The separation is also expected to improve reported earnings, as losses from the fintech subsidiaries will no longer be consolidated, thereby enhancing key performance indicators such as EBITDA margins and free cash flow.
In addition, regulatory oversight will be streamlined, with the telecom business remaining under the Nigerian Communications Commission, while the fintech entities operate within banking regulations. Subject to shareholder and regulatory approvals, the company targets completion of the restructuring by the end of 2026.
