|
Mergers/Acquisitions
Applications Since 1982 |
NO. |
Acquiring
Company |
TargetCompany |
Year
of Approval |
Outcome |
Terms
of Conversion |
Mode
of Settlement |
1 |
United
Nigeria Insurance Company limited (private company) |
United
Nigeria Life insurance Co. Ltd. Private company) |
1982 |
Unsuccessful |
- |
Exchange
of Shares was approved. |
2 |
A.G.
Leventis & Company (NIG.) Limited (public Quoted company) |
Leventis
Stores Ltd. (public Quoted company) |
1983 |
Successful |
A
price of 60k per 50k share of A.G. Leventis & Co. NIG. Ltd and
a par price of 50k each for the Shares of Leventis Stores Ltd.
Giving rise to an exchange ratio of 83% i.e. 100 ordinary Shares
of Leventis Stores for 83 ordinary shares of A.G. Leventis & Co.
NIG. Ltd. |
A.G.
Leventis had to increase its Authorized Capital to enable it issue
11,718,750 ordinary shares in exchange for 14,052,500 ordinary
shares of Leventis Stores- Exchange of shares |
3 |
Lever
Brothers Nig. Ltd. (public Quoted company) |
Lipton
Nig. Ltd. (Private company) |
1984 |
Successful |
A
price of 80k per 50k share for Lever Brothers Nig. Ltd. And N1.20
per 50k share for Lipton Nig. Ltd. Giving rise to an exchange
ratio of 150 for 100 i.e. 150 ordinary shares of LBN for 100 ordinary
shares of Lipton Nig. Ltd. |
LBN
had to increase its Authorized Capital to enable it issue 11,340,000
ordinary shares in exchange for 7,560,000 ordinary shares of Lipton
Nig. Ltd. |
4 |
Nig.
Bottling Company Ltd. (public Quoted company) |
Leventis
Technical Ltd. (public Quoted company) |
1984 |
Unsuccessful |
- |
Exchange
of Shares was approved. |
5 |
John
Holt Ltd. (public Quoted company) |
Bauchi
Bottling Co. Ltd. (Private company) |
1985 |
Successful |
Payment
of N5,185,000 to clear Bauchi Bottling Company’s outstanding debt
and N1,230,000 to pay off the shareholders of the company in respect
of their equity capital by JHL. |
Cash |
6 |
SCOA
Nig. Ltd. (public Quoted company) |
Nig.
Automotive Components Ltd. (Private company) |
1985 |
Successful |
The
entire shares of NIACO were offered for N1.00 and SCOA was to
manage NIACO so as to ensure the remittance to FIMM of N500,000
as full and final settlement of the debt of N1,716,343 due from
NIACO to FIMM. |
Cash |
7 |
Intra
motors (Nig.) Ltd (Public Quoted Company) |
West
coast Fisheries Ltd. (Private Company) |
1985 |
Successful |
A
price of N1.50 per share for West Coast Fisheries was approved.
This put the total value of West coast Fisheries Ltd. At N150,000
and it was settled by cash |
Cash |
8 |
ITI
(Nig.) Ltd (Private Company) |
Hanein
Spinning Mills Ltd. (Private Company) |
1985 |
Successful |
A
price of N6.50 per N2.00 share of Hanein Spinning Mills ltd. Was
approved for the entire 745,973 shares of N2.00 each acquired
by ITI Ltd. |
Cash |
9 |
Niger
Match Co. Ltd. (Now Associated Match industries Nig. Ltd.) –Private
Company. |
i.
United Match Co. of Nig. Ltd. |
1985 |
Successful |
A
par price of N1.00 per share of United Match Co. of Nig. Ltd,
Star Match Co. Ltd.& Safa Splints Ltd. Was approved by the commission. |
Exchange
of shares for the first three (30) companies |
10 |
SCOA
Nig. Ltd. (Public Quoted Company) |
Motor
Services Engineering Ltd. (MOSEL) – Private company |
1985 |
Successful |
A
price of N2.00 per N1.00 share was approved for the acquisition
of the entire 750,000 ordinary shares of MOSEL |
Cash |
11 |
John
Holt Ltd. (JHL) (Public Quoted Company) |
John
Holt Investment Ltd. (JHI) (Public Quoted Company) |
1987 |
Successful |
A
price of N1.70 per 50k share for JHL and N4.00 per 50k share for
JHI was approved. The approved prices thus gave an exchange ratio
of 235 ordinary shares of JHL for 100 ordinary shares of JHI-
Exchange of shares |
Exchange
of shares |
12 |
Nig.
Bottling Co. PLC (Public Quoted Company) |
Nig.
Soft Drinks Co. |
1987 |
Successful |
|
|
13 |
Standard
breweries Nig. Ltd. (SBNL) - Private Company |
United
Beverages Nig. Ltd. (UBNL) -Private Company |
1988 |
Successful |
An
exchange ratio of 300 ordinary shares of UBNL for 100 ordinary
share of SBNL was approved. Under this arrangement, SBNL issued
3,333,334 ordinary shares of N2.00 each at N3.00 per share in
exchange for 10,000,000 ordinary shares of UBNL at par price of
N1.00 per share |
Exchange
of shares |
14 |
Lever
Brothers Nig. Ltd. (LBN) –Public Quoted Company |
Chesebrough
Products Investment Ltd (CPI) – Private company |
1988 |
Successful |
An
exchange ratio of 83 LBN ordinary shares for 100 ordinary shares
of CPI was approved. The new ordinary shares of LBN exchange was
at an approved price of N1.80 per share while a CPI share was
at N1.50 Per 50k share. |
LBN
was to increase its Authorized capital to enable it issue 7,529,360
ordinary shares in exchange for 9,072,000 ordinary shares of CPI-
Exchange of shares. |
15 |
Costain
(WA) –Public Quoted Company |
Foundation
Engineering Nig. Ltd. (Private company) |
1990 |
Successful |
A
price of N2.86 per N1.00 shares was Approved for the acquisition
of the entire 1,5050,210 ordinary shares of Foundation Eng. Nig.
Ltd. |
Cash |
16 |
Poly
Product Nig. PLC |
R.H.
Plastic Ltd. (Private Company) |
1990 |
Successful
|
A
price of N11.00 per share of N1.00 was Approved for the Acquisition
of the entire 400,000 ordinary share of R.H. plastics Ltd. |
Cash |
|
(Public Quoted company) |
|
|
|
|
|
17 |
Prudent
Merchant Bank - Private company |
Prudent
finance Ltd. Private company |
1990 |
Successful |
A
price of N1.45 per N1.00 ordinary shares was approved for the
acquisition of the entire 1,255,000 ordinary shares of Prudent
Finance Ltd. |
Cash |
18 |
Gas
producers Private company |
Gas
& Welding (Nig.) Ltd. |
1991 |
Successful |
An
exchange ratio of 100 ordinary shares of Gas & Welding for every
68 shares of Gas producers was approved. |
Cash |
19 |
Leventis
Technical PLC (Public Quoted company) |
Sanyo
Nig. Ltd. (Private Company) |
1991 |
Successful |
Exchange
ratio of 80 ordinary shares of Leventis Technical for 100 of Sanyo |
Exchange
of shares |
20 |
Eastern
Breweries plc Public Quoted company |
Continental
Breweries plc (Private Company) |
1992 |
Successful |
Exchange
ratio of one (1) ordinary share of Continental breweries Ltd.
For one (1) shares of Eastern Breweries plc |
Exchange
of shares |
21 |
Asra
Seafood Nig. (Private Company) |
Asra
Food Processing (Private Company) |
1992 |
Successful |
Exchange
of 100 ordinary shares of Asra Food processing Ltd. For 120 shares
of |Asra Seafood Ltd. |
Exchange
of shares |
22 |
Nig.
Embroidery Lace Manufacturing Co. plc. (NELM) (Private Company) |
Nig.
Synthetic Fabrics Ltd. (NSF) (Private Company) |
1992 |
Successful |
An
Exchange ratio of 100 ordinary shares of N.E.L.M. for 200 shares
of N.S.F. |
Exchange
of shares |
23 |
A.G.
Leventis & Company Nig. Plc (Public Quoted Company) |
i.
Leventis Technical plc ii. Leventis Motors Plc (Public Quoted
Companies) |
1993 |
Successful |
An
Exchange ratio of 180 ordinary shares of Leventis technical and
125 ordinary shares of Leventis Motors for 100 new ordinary shares
of A.G. Leventis. |
Exchange
of shares – a cash payment of 89k per shares for Leventis Technical
and 128k per shares for Leventis Motors was approved for any shareholder
not interested in participating in the merger scheme. |
24 |
Nigerian
Ropes Plc (Public quoted Company) |
WASCO
Ropes Ltd. (Private Company) |
1993 |
Successful |
An
Exchange ratio of 60 ordinary shares of 50k each of Nig. Ropes
for every 100 ordinary shares of 50k each of WASCO ltd. Was approved |
Exchange
of shares |
25 |
Ratcon
Engineering Ltd. |
All
motors Engineering services Co. ltd. (AMESCO) |
1993 |
Successful |
An
exchange ratio of one (1) new ordinary shares of Ratcon for every
one (1) ordinary share of (AMESCO) |
Exchange
of shares |
26 |
Limca
bottlers ltd. (Private company) |
Plateau
bottling company (Private company) |
1993 |
Successful |
A
par price of N1.00 per share was approved for the acquisition
of the entire 2,000,000 ordinary shares of plateau Bottling Company
ltd. |
Cash |
27 |
Nigerian
Breweries Plc (Public Quoted Company) |
Diamond
Breweries plc (Private Company) |
1993 |
Successful |
The
purchase of assets of Diamond breweries Ltd. By Nigerian Breweries
plc was approved by the Commission which was valued at N230, 000,000 |
Cash |
28 |
United
Nigeria Insurance co. Plc (UNIC) (Public quoted company) |
United
Nigeria Life Insurance Company (UNLIC). (Public Quoted Company) |
1994 |
Successful |
Share
exchange ratio of 100 ordinary shares of UNIC for every 125 ordinary
shares of UNLIC was approved. |
Exchange
of shares |
29 |
Lever
Brothers Nig. Plc (LBN) –Public Quoted Company |
Unilever
Nigeria Ltd. (Private Company) |
1995 |
Successful |
An
exchange ratio of nine (9) ordinary shares of LBN for every five
(5) UNL shares leading to 112.5 million shares of LBN issued to
the shareholders of UNL which was wholly owned by Foreigner |
Exchange
of shares |
30 |
Sona
Breweries Industries of Nigeria Ltd. |
International
Beer and Beverages Industries of Nigeria Ltd. |
1995 |
Successful |
Foreign
shareholders of Sona breweries acquired the entire 9.69 million
ordinary shares ofN1.00 or 64.65 of total share capital held by
seven (7) Nigerian associates. |
Exchange
of shares |
31 |
Multichem
Nig. Ltd. |
Wheonye
Int’l Enterprises Ltd. |
1995 |
Successful |
A
par price of N1.00 per share was approved for the acquisition
of the entire 20,000,000 Ordinary shares of Multichem Industries
ltd |
Cash |
32 |
Nestle
Foods Nig. Plc (NFN) |
Nestle
Nigeria Ltd. |
1996 |
Successful |
Acquisition
of 705 of paid-up share capital of NNL by exchange of one (1)
ordinary share of 50k each of NFN for four (4) ordinary shares
of N1.00 each of NNL. |
Exchange
of shares |
33 |
Smithlkline
Beecham Nig. Plc (SBN) |
Sterling
product (Nig) Plc (SPN) |
1996 |
Successful |
Exchange
of 7 ordinary share of N4.87 each of SPN for 4 ordinary shares
of N8.44 in SBN |
Exchange
of shares |
34 |
Nigerian
Bottling company Plc (NBC) |
Sapanda
Industries Ltd. (SIL) |
1996 |
Successful |
Exchange
of 5 ordinary shares of N2.00 each in SIL for 9 ordinary shares
of 50k each in NBC |
Exchange
of shares |
35 |
Paterzon
Zochonis Ind. Plc (PZI) |
Thermo
cool Eng. Co. Plc (TEC) |
1996 |
Successful |
Exchange
of 2 ordinary shares of N2.00 each in TEC for 7 Ordinary shares
of 50k each of PZI. |
Exchange
of shares |
36 |
Carnaud
Metal Box Nig. Plc. |
i. Canmakers Nig. Ltd. (CNL) ii. Crown Cork
& seal Co. Ltd. (CCSL) iii. Carnaud metal Box Nig.
Plc (CMB) |
1997 |
Successful |
An
exchange ratio of 4 CMB’s ordinary shares for CNL’s shares of
50k. While 0ne (1) ordinary share of 50k each of CMB would be
exchange for 3 shares of CCSL. |
Exchange
of shares |
37 |
Royal
Niger Insurance Co. Ltd. |
Destiny
Insurance co. Ltd. |
1998 |
Successful |
All
Assets acquired |
Cash |
38 |
International
Textile Industries Ltd. (ITI) |
Platinum
Textile Mill Ltd. (PTM) |
1999 |
Successful |
The
entire 60-million ordinary shares of 50k each of Platinum Textile
Mill Ltd. Were exchanged for the number of shares in ITI – PTM
was absorbed in to ITI. |
Exchange
of shares |
39 |
Delta
Glass plc |
Guinness
Glass Plc |
1999 |
Successful |
The
entire 102 million ordinary shares of N1.00 each of Guinness Glass
were exchange for 163.2 million ordinary shares of 50k each of
Delta Glass Plc. Delta Glass emerge as the new company. |
Exchange
of shares |
40 |
A.G.
Leventis Nig. Plc |
i.
Iddo Investment Ltd. ii. London Africa & overseas Ltd. (LAFRO)
iii. Victoria Beach Hotel Plc (VBH) |
1999 |
Successful |
69
million ordinary shares of 50k each of A.G. Leventis were to be
issued to the shareholders of Iddo, LAFRO and VBH in exchange
for 21.6 million, 2.4 million and 9.6 million ordinary shares
of 50k respectively. |
Exchange
of shares |
41 |
Nig.
Westminster Dredging & marine Ltd. (NWDML) |
i.
Nig. Dredging & Marine Ltd. (NDM) ii. Westminster Dredging Nig.
Ltd. (WDN) |
1999 |
Successful |
The
shareholders of NDM and WDN were to exchange their shareholding
in exchange for shares of NWDML. |
Exchange
of shares |
42 |
British
American Tobacco Limited (BATL) |
Nigerian
Tobacco Co. Plc (NTC) |
2000 |
Successful |
The
entire 400 million ordinary shares of NTC was surrendered for
cancellation by the holders, NTC shareholders received N3.00 per
share as consideration |
BATL
increases its shares capital from N10m to N2b so as to accommodate
the incoming shares of the NTC. All the entire assets, liabilities
and undertakings of NTC were merged with those of BATL |
43 |
Stanbic
Merchant Bank Nig. Ltd. (SMBN) |
Financial
Equities Ltd. (FEL) |
2000 |
Successful |
SMBL
acquired 90% equity interest in FEL |
The
acquisition was effected partly through 75% debt/equity swap involving
15million ordinary shares of N1.00 each and 15% cash payment involving
3 million ordinary shares of N1.00 each |
44 |
Total
Nigeria Plc |
i.
Elf Nig. Ltd. |
2001 |
Successful |
The
shareholders Surrender their share for an appropriate number in
Total Nig. Plc |
Exchange
of 100 ordinary share of 50k each in Total for 82 ordinary share
of 50k each in Elf oil Nig. Ltd |
45 |
PZ
Industries |
PZ
Nig. Limited Ekopak Nig. Limited Groove Properties Nig. Ltd. |
2001 |
Successful |
All
assets, liabilities & undertakings of PZN, EN, and GPN be transferred
to PZI, who in turn paid monetary value of shares to respective
shareholders |
Cash
was paid for the entire shares of the companies by PZI as PZI
– 33,918,600 ordinary share at 50 kobo EN – 10,000,000 ordinary
share of N1.00 each GPN – 1250 ordinary share of N2.00 each |
46 |
United
Nig. Textile Ltd. (UNTL) |
Nichemtex
Industries Plc |
2001 |
Successful |
All
the assets, liabilities & undertakings of Nichemtex be transferred
to UNTL, the entire share capital of Nichemtex be cancelled and
dissolved without winding up. |
13
ordinary shares of 50 kobo each of UNTL be exchanged for 5 ordinary
shares of N2.00 each of Nichemtex Industries Plc |
47 |
Edo
Cement Company Ltd. |
Bendel
Cement Company Ltd. |
2002 |
Successful |
All
the assets, undertaking of Bendel Cement was transferred to Edo
Cement, while Edo state Government assume liabilities of Bendel
Cement |
Edo
cement was newly created company, while major shareholders SCANCEMENT
pay the naira value equivalent of 4 & 4 million to Edo State Government
in consideration, to transfer all assets & undertakings of Bendel
cement and transferred of all liabilities to Edo State Government. |
48 |
Unipetrol
Nig. Plc |
Agip
Nig. Plc |
2002 |
Successful |
All
the assets, liabilities, and undertakings including real properties
and intellectual property & right of Agip are transferred to Unipetrol. |
Unipetrol
share price of N47.00 per share & Agip share price of N23.00 per
share was exchanged, and every one ordinary share of 50 kobo in
Elf for two ordinary shares of 50 kobo each in Agip. |
49 |
Lexington
International Company Ltd |
Express
Insurance Safeway Insurance |
2004 |
merger |
One
ordinary share of enlarged Lexington Insurance Company was issued
in exchange for one ordinary share of Safeway Insurance Company
and one ordinary share of Express Insurance Company Ltd. |
Cash |
50 |
UBA
Plc |
STB
Plc |
2005 |
merger |
All
assets, liabilities and undertakings including real property and
intellectual property right of STB be transferred to UBA and the
entire share capital of 8,000,000,000 ordinary share of 50 kobo
each of STB be cancelled and dissolved without winding up in consideration
for transfer; holders of STB receive 1 ordinary share of 50 kobo
each in UBA in exchange for every 2 STB ordinary share of 50 kobo
each. |
Share
exchange ratio |
