By Moses Patience Chat
Multinational oil company, Oando Plc, is to delist from Nigerian Exchange Limited 31 years after it was listed as a public company in February 1992.
By so doing, this will also automatically remove the firm from the Johannesburg Stock Exchange (JSE).
This follows plans by its core investor, Ocean and Oil Development Partners Limited (OODP), to acquire the shares of all minority shareholders as earlier hinted nine months ago.
The firm in a statement over the weekend, signed by its chief compliance officer/company secretary, Ayotola Jagun, said if the conditions of the transaction with OODP, its core investor, are satisfied, the Company will become a private company.
By the time the offer is completed, the oil firm will be subsequently delisted from NGX and Johannesburg Stock Exchange (JSE) and re-registered as a private company, according to the statement.
The organisation said the transaction will be executed through a scheme of arrangement, in accordance with section 715 of the Companies and Allied Matters Act (CAMA) 2020 and other applicable laws, and that OODP is proposing to acquire the minority shares at N7.07 per share.
“Under the scheme, each shareholder shall be entitled to receive the sum of N7.07 in cash or its equivalent in South African Rand (ZAR) for every ordinary share held by the qualified scheme shareholders at the effective date of the scheme (scheme consideration),” the statement read in part.
It further read that “the proposed scheme consideration represents a 58 percent premium to the last traded share price of Oando on 28 March 2023, being the day prior to the date of submission of the scheme application to the Securities and Exchange Commission (SEC).”
The firm further stated that it has applied to the Securities and Exchange Commission (SEC) for a “no objection” to the transaction, adding that it will seek approval of shareholders at a court-ordered meeting.
“Please note that the effectiveness of the scheme is subject to the approval of the shareholders of Oando at the court-ordered meeting of the company, as well as the sanction of the federal high court.
“The terms and conditions of the transaction will be provided in the scheme document which will be dispatched to all shareholders following the receipt of an order from the federal high court to convene a court-ordered meeting
“The petitioners requested that the court order the buyout of their entire shareholding either by OODP or Oando,” based on their belief that such would be in their best interest as well as that of the company.
“In its cross-petition, OODP had stated its willingness to buy out all the minority shareholders of Oando via a court-ordered Scheme of Arrangement (pursuant to Section 715 of the Companies and Allied Matters Act 2020) to be approved by Oando’s shareholders at a general meeting.”
According to the statement, OODP’s shareholding in Oando is at 57.37 per cent, while the minority shareholders own 42.63 per cent.