Dangote Sugar Refinery Plc (NGX: DANGSUGAR) has notified the Nigerian Exchange Limited and the investing public of the details of the merger scheme that will see it, NASCON Allied Industries Plc (NGX: NASCON) and Dangote Rice Limited (DRL) merged in an internal restructuring.
Also read; Stanbic IBTC Holdings Plc announces N1.50 interim dividend for half-year 2023
Investogist had on August 2, 2023, reported that the proposed merger of the three companies will be recommended to the shareholders of NASCON and DANGSUGAR for consideration and approval.
In a regulatory filling on Wednesday, Dangote Sugar Refinery Plc stated that the consideration that will be offered to shareholders of NASCON and DANGSUGAR will be as follows;
Scheme Consideration
- Eleven (11) ordinary shares of 50 Kobo each in DANGSUGAR, credited as fully paid-up shares, for every Twelve (12) NASCON shares of 50 Kobo each, which totals 2,428,651,847 new ordinary shares of DSR; and
- Fourteen (14) ordinary shares of 50 Kobo each in DANGSUGAR, credited as fully paid-up shares, for every One (1) ordinary shares of N1.00 Kobo each in DRL share, which totals 2,775,792,508 new ordinary shares of DSR.
The company went further to state that the Terms and Conditions of the Merger as agreed by the parties will be presented to the Securities and Exchange Commission (SEC) and subsequently the Company’s shareholders at the Court-Ordered Meeting.
Established in 1973, NASCON Allied Industries Plc (previously known as NASCON Plc), a registered company in Nigeria, was established as a salt refining establishment under the name National Salt Company (NASCON). The company has since evolved with additional business lines to include Vegetable Oil, Tomato Paste and Seasoning with production facilities in Lagos State (Apapa and Oregun), Ogun State (Ota), Rivers State (Port Harcourt).
In the half-year period ended 30 June 2023, NASCON reported a revenue of N38.16bn (H1 2022: N25.12bn) and a profit after tax of N5.82bn (H1 2022: N1.53bn).
Dangote Rice Limited was incorporated in 2014 and is a subsidiary of Dangote Industries Limited. It is in the business of creating rice processing facilities across the country, along various models to satisfy its paddy rice needs, customised to each catchment area’s situation.
Dangote Sugar Refinery Plc was incorporated as a Public Limited Liability company on 4 January 2005, commenced operation on 1 January 2006 and became quoted on the Nigerian Stock Exchange in March 2007. The principal activity of the Group is the refining of raw sugar into edible sugar and the selling of refined sugar. Its current shareholding is 68% by Dangote Industries Limited and 32% by the Nigerian public.
In the half-year period ended 30 June 2023, DANGSUGAR reported a revenue of N202.78bn (H1 2022: N185.45bn) and a loss after tax of N27.98bn (H1 2022: profit after tax N20.24bn).
In the regulatory filing signed by the Company Secretary/Legal Adviser Mrs. Temitope Hassan seen by Investogist, the company stated that it will now proceed to apply to the SEC for the approval of the Scheme, and subject to the approval of the SEC, will apply to the Federal High Court for an Order to convene a meeting of its Shareholders to consider the Scheme.
Shareholders of the Company are advised to exercise caution when dealing with the shares of the Company until a further announcement is made.
Nnamdi Maduakor is a Writer, Investor and Entrepreneur
