Offers them N105bn, as delisting follows
By Peter Egwuatu
Core investors in Flour
Mills of Nigeria (FMN) Plc, Excelsior Shipping Company, has concluded plans to buy out all other investors, offering them N105.2 billion exit package. At the end of the buy out, FMN would be delisted from the stock market.
The deal has already received the approval of the Securities and Exchange Commission (SEC).
The core investor holds 2.59 billion shares or 63 percent stake in FMN, worth N142.8 billion as of September 24, 2024.
Umolu Joseph, FMN Director of Legal Serrvices and Company Secretary, in a statement to the Nigerian Exchange Limited, NGX, disclosed that the offered N105.2 billion is in exchange for the 1.5 billion shares or 37 percent stake held by the minority shareholders, with each minority investor receiving N70 per share.
The letter to NGX reads in part: “Flour Mills of Nigeria Plc hereby notifies Nigerian Exchange Limited (NGX) and our esteemed stakeholders that the Company has received an offer from the majority shareholder Excelsior Shipping Company Limited to acquire all shares held by the minority shareholders in Flour Mills (the Transaction).
“The Transaction will be implemented by way of a Scheme of Arrangement (“the Scheme”) between the Company and the Company’s shareholders (“the Minority Shareholders”), in accordance with the provisions of Section 715 of the Companies and Allied Matters Act 2020 (as amended).
“Under the terms of the Scheme, the minority shares (being all the outstanding shares of Flour Mills not already held by Excelsior) will be acquired by Excelsior.
“The Company has received the Securities & Exchange Commission’s “No Objection” to the Scheme.”
However, the offer is subject to the approval of the shareholders of Flour Mills.
The FMN noted that an order has been obtained from the federal high court to convene a court-ordered meeting on November 5, at the Eko Hotel convention centre, for shareholders to consider the buyout offer.
“The Scheme is also subject to the approval of the shareholders of Flour Mills at the Court-Ordered Meeting as well as the sanction of the Federal High Court.
“The terms and conditions of the Scheme are as stated in the Scheme Document, which will be dispatched to all shareholders”.
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