By Peter Egwuatu

Shareholders of Tantalizers Plc have endorsed its Board of Directors proposals to raise N2.5 billion via hybrid offers and also to increase its share capital to N5 billion from N2.5 billion.

A statement obtained from the Nigerian Exchange Limited, NGX on Tuesday after the resolutions passed at the Tantalizers Plc’s combined 26th and 27th Annual General Meeting, AGM held in Lagos on April 23 revealed that Tantalizers shareholders authorised the Board to raise the capital through private placement, public offering, or Rights Issue, allowing flexibility in pricing and structure, subject to regulatory approval.

The statement said: “An ordinary resolution that (i) consequent upon the increase of the Issued Share Capital of the Company from N2,500,000,000 (Two Billion, Five Hundred Million Naira) to N5,000,000,000.00 (Five Billion Naira) by the creation of additional 5,000,000,000 (Five Billion) Ordinary Shares of 50 kobo in the capital of the Company.

“Subject the Articles of Association of the Company, the Board of Directors of the Company be and is hereby authorised to establish a capital raising exercise to raise an additional capital of up to @N2,500,000,000.00 (Two Billion, Five Hundred Naira only) through the issuance and allotment of up to 5,000,000,000 (Five Billion) ordinary shares of 50 kobo each in the Capital of the Company.”

Tantalizers also said the shareholders passed a resolution waiving their pre-emptive rights, giving the board the green light to offer shares to third parties under terms deemed commercially beneficial.

“The board was also authorised to absorb any oversubscription from the offer by allotting additional shares and to amend the company’s Memorandum and Articles of Association to reflect the expanded capital base.”

Tantalizers Board also received approval to explore a strategic restructuring, including the possibility of becoming a holding company and merging with other entities in the industry” the statement added.

Continuing the statement said : “We are looking to undertake mergers, acquisitions and business combinations as may be considered expedient upon terms and conditions as the directors may deem fit for that purpose, and whether for cash, for shares or such other consideration as may be considered commercially beneficial to the objectives of the company, and may allot such quantum of shares as may be required from the capital of the Company as consideration for any such acquisition or business combination subject to requisite statutory and regulatory approvals,” the company said.

“That the directors be and are hereby authorised, pursuant to any strategic restructuring of the company, to spin off any division or arm of the company into a separate entity, whether as a subsidiary or as an associated company, on a going concern basis upon terms and conditions which the directors deem commercially beneficial to the company, subject to relevant statutory and regulatory approvals.

“Whatever structure we adopt, the goal is to unlock more value for shareholders and establish Tantalizers as a dominant player in the industry”.

The directors were further empowered to appoint advisers and take all necessary steps to implement the resolutions.

Also considered at the EGM was the remuneration of auditors and directors, “That the Directors of the Company be and are hereby authorised to fix their fees for the year ending December 31, 2025” the statement noted.