OPay Limited has secured board and shareholder approval to pursue a secondary listing on the Nigerian Exchange Limited (NGX) after its proposed initial public offering (IPO) on the New York Stock Exchange (NYSE).
Stanbic Africa Holdings Limited has agreed to invest up to $200 million in the fintech firm.
The development was disclosed in OPay’s preliminary Form F-1 registration statement filed with the United States Securities and Exchange Commission (SEC).
The filing also outlined plans to expand its lending business and explore a wider financial services partnership with Standard Bank Group.
According to the filing, OPay intends to list its shares on the NGX after completing its primary listing in the United States. However, no timeline has been provided for the proposed Nigerian debut.
“We have obtained the approval of our board and shareholders to pursue a secondary listing on the Nigerian Exchange Limited (NGX) following the completion of our primary listing on the NYSE,” the company stated.
The proposed NGX listing remains subject to market conditions, regulatory approvals and compliance with Nigerian laws.
These include the Investments and Securities Act 2025, Securities and Exchange Commission rules and the NGX Rulebook.
OPay also cautioned that its US offering remains at a preliminary stage.
It noted that details in the registration statement could change and that the securities cannot be sold until the registration statement becomes effective.
Stanbic Commits Up to $200m
In a separate private placement arrangement, Stanbic Africa Holdings, a member of Standard Bank Group, has agreed to purchase OPay ordinary shares alongside the proposed US public offering.
The transaction is subject to the successful completion of the IPO and receipt of the necessary regulatory approvals.
Although the investment has been announced at up to $200 million, the final amount will be determined by the lowest of three thresholds.
These are $200 million, the US dollar equivalent of 0.98% of Standard Bank Group’s qualifying regulatory capital, or the amount required to acquire 4.99% of OPay’s issued and outstanding shares after the offering and private placement.
The arrangement means Stanbic’s final investment could be below $200 million, depending on the applicable limits.
“Concurrently with, and subject to, the completion of this offering and the receipt of applicable regulatory approvals, Stanbic Africa Holdings Limited has agreed to purchase ordinary shares from us,” OPay disclosed.
The investor will also be restricted from selling, transferring or otherwise disposing of the shares acquired under the private placement for a specified period.
The restriction will run from the closing date of the share subscription agreement until 12 months after the date of the prospectus.
OPay, Standard Bank Explore Wider Partnership
Beyond the proposed equity investment, OPay is exploring a wider commercial partnership with Standard Bank Group.
The goal is to expand the financial services available through its digital platform and distribution network.
The company disclosed that its wholly owned subsidiary, OPay Digital Services, signed a memorandum of understanding with Stanbic Africa Holdings on August 14, 2026.
The agreement explores cooperation in financial services and technology across African markets.
“The parties intend to evaluate opportunities in African markets involving digital banking and the distribution of selected Standard Bank Group products and services through OPay’s consumer and merchant platform,” the filing stated.
Potential areas of collaboration include merchant acquiring, payments, lending, remittances and the development of new financial products.
OPay said the proposed partnership could widen its product offerings, strengthen engagement with consumers and merchants, and create additional revenue opportunities across its ecosystem.
However, the memorandum of understanding is non-binding and does not require either party to implement any specific initiative.
Any projects arising from the proposed partnership will require separate definitive agreements, as well as the necessary internal and regulatory approvals.
