Banco BPI Leaves Angola After 24 Years, Selling Its Last Third of BFA to an Angolan Food Group for 388.5 Million Euros
The CMVM filing sets a fixed 345 million euros at closing, 43.5 million deferred to May 2027 and half of BFA's 2026 dividend on top. The buyer is the Carrinho family's Congolian Financial. Three approvals still stand between the agreement and the money.
Banco BPI told the Portuguese securities regulator on Thursday that it has agreed to sell the last of its stake in Banco de Fomento de Angola. The buyer is an Angolan family food group. The price is 388.5 million euros in fixed money, plus a slice of a dividend that has not been declared yet. When it closes, a Portuguese bank will have finished withdrawing from a bank it founded in Luanda in 2002.
The filing sent to the Comissão do Mercado de Valores Mobiliários (Securities Market Commission, CMVM) sets out the mechanics precisely. BPI and Congolian Financial (CFSA) have agreed the acquisition by CFSA of BPI's shareholding in BFA, "corresponding to 5,002,500 shares representing 33.35 percent of BFA's capital."
The price, and how it is paid
The consideration comes in three parts:
- A fixed tranche of 345 million euros, due on the transaction date once the conditions are met.
- A deferred fixed tranche of about 43.5 million euros.
- A deferred variable tranche equal to half of whatever BFA's 2026 dividend attributes to those shares.
Both deferred amounts fall due in May 2027. The two fixed tranches together are the 388.5 million euros in the headline; the third is unquantified because the dividend does not exist yet.
At 30 June 2026 BPI carried the BFA shares on its balance sheet at 379 million euros, under financial assets at fair value through other comprehensive income, revalued quarterly against an estimate of fair value. On a proforma basis against that June position, counting only the two fixed tranches and excluding the variable one, the bank calculates the transaction would add about 9 million euros to its accounting equity.
That is a modest number, and it is the honest measure of what this deal is. It is not a windfall. BPI has been marking the stake close to what it has now agreed to sell it for.
Three things still have to happen
The agreement is conditional, and the conditions are not formalities:
- The Banco Nacional de Angola (National Bank of Angola) must not oppose it.
- The Comissão do Mercado de Capitais (Angolan Capital Markets Commission) must confirm that no obligation to launch a mandatory takeover bid arises.
- Unitel, BFA's largest shareholder, must not exercise the pre-emption right it holds over the shares.
The takeover-bid question is the awkward one, and it has a history. Congolian Financial has been a BFA shareholder before. In January this year it was announced that the Axios group had acquired CFSA's holding, leaving Axios with 9.85 percent of BFA. Jornal de Negócios reported in June that the transaction had in fact been a transfer rather than a sale, undertaken to gather into a single entity positions that had been held by several owners. If that reading holds, buying BPI's third would take Congolian's position from something small back to something decisive, which is exactly the situation takeover rules exist to catch. The regulator's confirmation is the point on which the deal turns.
Who the Carrinho group is
Congolian Financial's ultimate beneficiaries are Nelson Carrinho and his brother Rui, the president and vice-president of Angola's largest agrifood group.
The group's origin story is well told in Angola: Leonor Carrinho ran a bar in the yard of her house in Lobito to support three children, and an informal arrangement with the state oil company Sonangol, under which its technicians visiting Lobito would take their meals there, was the beginning of the business.
What it is now is a vertically integrated food company headquartered in Benguela. It runs around 60 outlets across retail, cash-and-carry and wholesale under the Eskebras and Bem Barato brands. It is present in Malanje, Benguela, Bié, Huambo, Huíla and Kwanza-Sul, reaching 107 municipalities and 221 communes. Its industrial park holds 19 factories processing rice, wheat and maize and refining oil, alongside more than twenty consumer goods lines. It employs more than 2,000 people.
It is also, already, a banker. The group owns Banco de Comércio e Indústria, bought in 2021 for 30 million dollars, and Banco Keve. BFA would be its third and by far its largest.
The interest is not new. When BPI put its entire BFA holding up for sale in 2024, the Carrinho family's company was one of the parties interested. That process collapsed on the sharp depreciation of the kwanza. When BFA listed on Luanda's Bodiva exchange last year, with the Angolan state through Unitel and BPI together selling about 30 percent of the capital for more than 200 million euros, more than 8,000 investors took part, and Congolian Financial was among them. It bought 1.13 million shares in the offering and added more than seven thousand on the secondary market, reaching 7.61 percent of BFA, worth roughly 109 million euros at market prices at the time.
A twenty-four-year retreat
BPI created BFA in 2002 and held a majority of it until 2017, with 50.1 percent against Unitel's 49.9 percent. In 2017 Unitel bought 2 percent from BPI, and the Angolan telecoms operator became the largest shareholder. It has stayed there through last year's listing, though now with less than half: Unitel holds 36.9 percent today.
BPI's remaining 33.35 percent was purely financial. The bank had no role in BFA's decision-making, and it had been working to reduce its Angolan exposure since 2017 on a recommendation from the European Central Bank. Last year's public offering took 14.75 percent off the position for 103 million euros. Thursday's agreement takes the rest.
BPI is itself owned by Spain's CaixaBank, and is led by João Pedro Oliveira e Costa. Its first-half profit this year fell 13 percent, to 239 million euros, on extraordinary effects rather than operating weakness. Set against that, a stake sale that adds 9 million euros to equity is not about the numbers. It is about finishing something the supervisor asked for nine years ago.
What this means for expats
- If you bank with BPI: nothing changes. This is the disposal of a minority shareholding in a separate Angolan bank, not a change to BPI's Portuguese retail operation, its ownership or its licence. Your account, your IBAN and your mortgage are unaffected. If you are still choosing a bank, our guide to opening a Portuguese bank account compares the main options on documents and fees.
- If you move money between Portugal and Angola: BFA remains BFA. Its ownership is changing, not its operations, and the deal has not closed. But a bank moving from partly Portuguese to wholly Angolan ownership is worth noting if you rely on it for remittances, and the Angolan supervisor's decision is the one to watch.
- If you hold Portuguese bank shares: the accounting effect here is small and already largely reflected in the carrying value. The strategic signal is larger. Portuguese banks have spent a decade retreating from lusophone Africa under supervisory pressure, and this closes one of the last big files. Our read of the big-five banking tape sets out where BPI sits against its peers.
- If you follow the Portugal to Angola relationship: the direction of capital has been reversing for some time. Angolan investment in Portugal is now nearly double the reverse, and an Angolan food group buying out a Portuguese bank's Luanda position fits that pattern rather than breaking it. Our longer read on the relationship sets out the background.
The transaction is signed but not done. Three separate approvals stand between the agreement and the money, one of which turns on whether an Angolan regulator considers a takeover bid to have been triggered. Until those are settled, BPI still owns a third of a bank in Luanda, and has done for twenty-four years.