June 27, 2011 by Goddy Egene
Nigerian minority shareholders of Nigerian Bottling Company (NBC) Plc are on the verge of losing their battle to stop majority shareholders from delisting the company from the Nigerian Stock Exchange (NSE) as a Federal High Court in Lagos last week ordered a meeting where all the shareholders will approve the scheme of arrangement.
THISDAY checks revealed that the court-ordered meeting would be held on Friday July 22, 2011 in Lagos. NBC had late last year informed the Nigerian Stock Exchange (NSE) that it would delist from the Exchange and become a wholly owned subsidiary of its majority shareholder, Coca-Cola Hellenic Bottling Company of South Africa and operate as a private business in Nigeria.
According to the company, the delisting is also part of an integral plan to invest N45 billion in Nigeria towards the modernisation of its infrastructure, enhancing its supply chain capabilities, strengthening its commercial platform and an expansion of its Corporate Social Responsibility (CSR) programme.
Based on the plan, NBC said initially that the Nigerian minority shareholders would be paid off at the rate of N43 per share, an amount that was later increased to N47 per share recently.
However, some shareholders had kicked against the delisting, saying they would not sell their shares. Also, stockbrokers had opposed the action of NBC, saying that apart from the fact the plan was not well intended, it would also set a bad precedent for other multinationals listed on the NSE . But the Federal Court last Monday ordered that all the shareholders should meet and consider the scheme and if thought, fit approve it.
According to the scheme, the share capital of NBC will be reduced from N654.366 million to N434.685 million by the cancellation of 439.364 million shares which apparently belong to the Nigerian shareholders. Shareholders of the company under the aegis of Independent Shareholders Association of Nigeria (ISAN) had recently said that it was opposed to the planned delisting of NBC.
The General Secretary of the association, Mr. Adebayo Adeleke, who spoke on behalf of other members, had said that they would not sell their shares. “We have made our position very clear. We are not going to sell our shares. We are not talking about whether or not the price is right.
Members of ISAN are opposed to the planned delisting because the reasons are not genuine. Besides, if NBC is allowed to delist because of such excuses, other companies would follow and it is not healthy for our economy and the capital market in particular,” he said. Despite the imminent delisting of the NBC, the company said that it remained committed to Nigeria.
“NBC remains committed to the socio-economic development of Nigeria, as evidenced by its significant investment plan, and firmly consider that such investment is required to ensure the sustainability of the company’s business” it said.