Reports

Court hears suit against DPI, Verod in Pan African Towers buy-out dispute

A shareholder dispute has erupted over the 2023 acquisition of Pan African Towers (PAT), with former Chief Executive Officer Azeez Amida dragging private equity firms Development Partners International (DPI), Verod Capital, and their limited partners before the Federal High Court in Lagos.

At the center of the case—Suit No. FHC/L/MISC/608/2025—is Amida’s allegation that the investors reneged on a binding agreement to allocate him a 5% equity stake under a management buy-out (MBO) deal that facilitated their takeover of PAT.

Presiding judge, Justice Aluko, ordered all parties to maintain the status quo and respect pending applications, including an interlocutory injunction seeking to block any sale or transfer of DPI and Verod’s stake in PAT until the matter is determined.

At the latest hearing, Amida’s legal counsel, Prof. ’Kemi Pinheiro, SAN, told the court there was a “deliberate plan” by the defendants to offload equity in PAT Holding Limited, the special-purpose vehicle used for the acquisition.

The defendants—DPI, Verod Capital Management Limited, Verod Capital Growth Fund III LP, African Development Partners III LP, and PAT Holding Limited—were absent and unrepresented in court.

While Amida is pressing for interim orders to protect his alleged stake, the defendants have filed a preliminary objection questioning the competence of the suit. Justice Aluko, however, declined to freeze the company’s shareholding structure preemptively, ruling that such relief would be considered when the injunction motion is argued.

The case has been adjourned to January 15, 2026, for consolidation and hearing of all pending applications.

Court filings show that Amida, appointed PAT CEO in 2022 when the company was under severe financial strain, spearheaded a turnaround that grew revenues from ₦10 billion to ₦15 billion and EBITDA from ₦4 billion to ₦6.5 billion within a year. Liabilities were reduced, and key telco contracts renewed.

When original shareholders sought an exit, Amida proposed a local MBO to preserve Nigerian ownership. He brought in DPI and Verod as financing partners, leading to the full acquisition of PAT.

According to Amida, a term sheet—now before the court—explicitly documented his entitlement to 5% equity under the MBO. But despite several post-closing meetings, the allocation was never finalized. In November 2024, he was removed as CEO, even though PAT’s financial performance had reportedly quadrupled under his leadership.

Amida insists that the investors are unjustly withholding the equity promised to him, breaching both shareholder and contractual rights.

The suit resumes in January 2026.