The board of Continental Reinsurance Plc (CRe Nigeria), on Thursday, said it is seeking the final approval of the Securities & Exchange Commission (SEC Nigeria) for the bid by its majority shareholder- Continental Re African Investment Limited to buy out the minority shareholders.
In a notice to the Nigerian Stock Exchange (NSE), Continental Re said “the Scheme Consideration was revised upwards from N2.04 (two Naira and four Kobo) to N2.10 (two Naira and ten kobo) per share.”
The revised Scheme Consideration, it noted, “represents a 51.08% premium on the share price of CRe Nigeria as at the close of trading on October 5, 2018 which is
N1.39, being the last business day prior to the date on which the proposal was received from CRe African Investments Limited.”
According to the notice by Patricia Ifewulu (Ms.), the Acting Company Secretary, Continental Re convened and duly held a Court-Ordered Meeting (COM) on December 20, 2018 as directed by the Federal High Court, Lagos, to enable minority shareholders of the Company consider the proposal by CRe African Investments Limited to acquire all the outstanding and issued shares of CRe for cash or shares.
Voting at the meeting, the company explained, was by way of a poll (where a vote represents the number of ordinary shares of the company held by the voter. For example, if shareholder ‘A’ holds two million votes and another five held a cumulative 1.2m votes, a vote by shareholder ‘A’ on an issue during a poll overrides that of the five other shareholders).
At the conclusion of the poll voting, Ms. Ifewulu added, “92.66% of the votes cast were in favour of the Resolution approving the Scheme.”
She said an application will be submitted to the Federal High Court for the sanction of the Scheme, based on the meeting’s outcome, adding that “the effective date of the Scheme is the date on which the Court Sanction is filed at the Corporate Affairs Commission; which, as stated in the Scheme Document, is scheduled to occur on January 4, 2019.