The Federal High Court, Lagos Judicial Division, sitting in Lagos has mandated a meeting of the ordinary shareholders of Portland Paints and Products Nigeria Plc (NSE: PORTLAND) for the “purpose of considering and if thought fit, approving a Scheme of Merger between Portland Paints and Chemical and Allied Products PLC (NSE – CAP) and matters connected therewith”
This was contained in a corporate action notification filed with the Nigerian Stock Exchange (NSE). The Meeting will be held at 12:00pm on Thursday, 18 February 2021 at Radisson Blu Hotel, 38/40 Isaac John Street, Ikeja, Lagos.
Registration of shareholders will commence at 10:00am before the scheduled time of the Meeting.
Recall that Investogist reported in October 2020 that UAC of Nigeria Plc subsidiaries Portland Paints and Products Nigeria Plc and CAP Plc (NSE: CAP) has agreed to merge their respective businesses, with CAP emerging as the resultant entity.
The Scheme will involve the transfer of all Portland Paints’ assets, liabilities and business undertakings including real property and intellectual property rights to CAP.
In consideration for the transfer, CAP is offering shareholders of Portland Paints a choice to;
- Receive 2.90 for every Portland Paints share held OR
- 1 new ordinary share of CAP, credited as fully-paid up for 8 Portland Paints shares held.
On Tuesday the equity price of PORTPAINT is up by 9.84% to N2.68 per share the maximum possible gain.
CAP closed at N20 per share on Monday, the share price has not changed on Tuesday at the time of this report.
The corporate action notification read in part “NOTICE IS HEREBY GIVEN that by the order of the Federal High Court, Lagos Judicial Division, sitting in Lagos (the “Court”) dated 07 January 2021 (the “Court Order”) made in the above matter the Court has directed that a meeting (the “Meeting”) of the holders of the fully paid ordinary shares of Portland Paints and Products Nigeria PLC (“Portland Paints” or the “Company”) be convened and held for the purpose of considering and if thought fit, approving (with or without modification) a Scheme of Merger (the “Scheme”) between Portland Paints and Chemical and Allied Products PLC (“CAP”) and matters connected therewith.
“The Meeting will be held at 12:00pm on Thursday, 18 February 2021 at Radisson Blu Hotel, 38/40 Isaac John Street, Ikeja, Lagos, at which place and time all the aforesaid shareholders are requested to attend.”
“Shareholders may submit questions on the Scheme to the Company prior to the date of the Meeting. All such questions must be submitted by email to the Company Secretary on or before Tuesday, 16 February 2021. Shareholders may send questions to this email address – email@example.com ahead of the Meeting”.
About CAP Plc
Chemical and Allied Products Plc (CAP Plc), a subsidiary of UAC of Nigeria Plc, is a technological licensee of Akzo Nobel Coatings International B.V. (“Akzo Nobel”).
CAP Plc evolved from the world-renowned British multinational Imperial Chemical Industries Plc (ICI), which formalized its Nigerian operations in 1957 under ICI Exports Limited.
In 1965, ICI Exports Limited changed its name to ICI Nigeria Limited and in 1968 it was subsumed by ICI Paints Limited. ICI was acquired in 2008 by Akzo Nobel. ICI changed its name to Chemical and Allied Products Limited (CAPL) in the spirit of indigenization and in1991, CAP Plc became a public company.
In 1992, ICI Nigeria Limited disposed-off its 40% shareholding in CAP PLC when it sold 35.7% of its equity to UAC of Nigeria PLC and the rest to the Nigerian public. Currently, UAC of Nigeria Plc holds 51.49% of the Company’s shares.
The Company is involved in the manufacturing and sale of paint. The address of the registered office is 2 Adeniyi Jones Avenue, Ikeja, Lagos.
CAP has 700,000,000 outstanding ordinary shares and a market capitalization of N12.950.
About Portland Paints and Products Nigeria Plc
Portland Paints and Products Nigeria Plc (“Portland Paints” or “the Company”), a subsidiary of UAC of Nigeria Plc, was incorporated as a private limited liability company on September 3, 1985.
The Company by a special resolution dated April 24, 2008 became a public limited liability company and thus changed its name to Portland Paints & Products Nigeria Plc.
Portland Paints is a leading paints manufacturer in Nigeria and is among the most diversified paints manufacturing companies with decades of experience in producing Decorative, Industrial and Marine/Protective coatings for the building/construction and oil and gas industries in Nigeria.
Portland Paints has 793,415,535 outstanding shares and a market capitalization of N1.626 billion.
Ifunanya Ikueze is an Engineer, Safety Professional, Writer, Investor, Entrepreneur and Educator.