Oando Plc has notified the investing public, through a notice to the Nigerian Exchange Group (NGX), of the receipt of an offer from its core shareholder, Ocean and Oil Development Partners Limited, to acquire all the shares held by minority shareholders in the company.
According to the downstream company, the offer will be executed through a Scheme of Arrangement in line with Section 715 of the Companies and Allied Matters Act 2020, and other applicable laws, rules, and regulations, Oando announced through a statement authorised by Ayotola Jagun, company secretary, and Alero Balogun, general manager, business support group.
Investors today traded 10.46 million shares of Oando Plc worth N56.4 million on the Nigeria Exchange Group. Its share price recorded a daily appreciation to the tune of 9.99 percent to close at N5.40 per share, which amounted to a year-to-date gain of 37.8 percent.
Ocean and Oil Development Partners Limited (OODP) is the single largest shareholder, with a 57.37 percent stake in Oando Plc.
Jubril Adewale Tinubu, Oando Plc’s group chief executive, owns 66.67 percent of OODP while Omamofe Boyo, deputy chief executive officer, controls 33.33 percent of OODP, based on the information disclosed in the company’s latest audited financial statements.
Another shareholder with a significant stake in the company is Alhaji Dahiru Bara’u Mangal, who as of December 2020, controlled 15.92 percent of Oando Plc’s outstanding shares.
In Nigeria, a minority shareholder is anyone whose shareholding in a company is less than 5 percent. According to Oando’s latest audited financial statement of 2020, about 3.416 billion shares will be on offer by minority shareholders, about 27.5 percent of Oando’s shares outstanding, which at the offer price, will amount to N24.15 billion.
“Under the Scheme, each Scheme 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.
“The proposed Scheme Consideration represents a 58% 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.
“Consequently, we confirm that Oando has applied for the SEC’s ‘No Objection’ to the Scheme. 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. If the conditions of the Transaction are satisfied and same is sanctioned by the Federal High Court, the Company will be delisted from NGX and JSE and re-registered as a private company,” the company stated.
“The company will subsequently be delisted from NGX and JSE and re-registered as a private company”, the notice further added.
Oando realized N722.44 billion as revenue in 2021, according to its latest fourth quarter report, a significant improvement over N477.07 billion made in 2020. The firm returned to profitability in 2021 with a profit after tax of N34.73 billion whereas in 2020, the firm recorded a loss after tax of N140.7 billion.
