Facts
Each Appellant took a loan from the Oceanic Bank Plc. (acquired by Ecobank Limited). In December 2006, the 1st Appellant obtained a loan of N450,000,000.00 (Four hundred and fifty million Naira). The 2nd Appellant, on its part, obtained a loan from the Respondent by way of an Underwriting commitment to the sum of N2,300,000,000.00 (Two billion, three hundred million Naira). By a letter dated 14th December 2011, this loan was later re-structured as a five-year term loan with a one-year moratorium. The 3rd Appellant borrowed the sum of $10,000,000 (Ten million USD) and N200,000,000.00 (Two hundred million Naira). The Appellants utilized the loans but failed to repay as and when due, despite repeated demands by the bank.
In view of the foregoing, a certain Dr. Oba Otudeko, the Chairman of Honeywell Group Limited, who was not a party to the loan contracts between the Appellants and the Respondent but who has an interest in each of the Appellant, promoted and facilitated a negotiation of their repayment obligations under their individual loan contract to secure a waiver by the Respondent of some of the amount of debt due from each of the Appellant. This meeting, which held on 22nd July 2013, resulted in an oral agreement that the Appellants pay a collective sum of N3,500,000,000.00 (Three billion, five hundred million Naira) as full and final satisfaction of the sum total of their accrued debt which was N5,500,000,000.00 (Five billion, five hundred million Naira). The negotiated sum was subject to the condition that the Appellants pay a collective sum of N500,000,000.00 (Five hundred million Naira) immediately on 22nd July 2013 and N3,000,000,000.00 (Three billion Naira) in lump sum “immediately thereafter”(before the then visiting Central Bank of Nigeria (CBN) examiners who were examining the Respondent’s records departed from the bank).
