GNI Notifies Its Shareholders on Its Voluntary Delisting From The Nigerian Stock Exchange

Proshare

Monday, December 24, 2018 04:06 PM / NSE

 

This public notice is issued pursuant to the Listing rules of the Nigerian Stock Exchange (”the NSE” or ”The Exchange”).

Further to the application made to The Exchange by Great Nigeria Insurance Plc (”GNI Plc” or the Company”) on the Voluntary Delisting of the Company from the Exchange as recommended by the Board of Directors (the ”Board”), The Exchange approved the delisting application subject to GNI Plc’s evidence of opening an escrow account in the registrar’s name and evidence that shareholders who have accepted to exit have been paid. 

Subsequently, GNI Plc has opened an escrow account with GTL Registrars and Data Solutions Limited and provided sufficient funds to shareholders who as at October 24, 2018 have accepted the Exit Consideration of NOSO per share (“Exit Consideration") based on the highest price of N0.50 at which GNI Plc. has traded in the last 6 months preceding the date of the AGM/EGM where the resolution to de-list was passed.

 

Transaction Rationale

Through the Voluntary Delisting of GNI Plc, the Directors of the Company would be exercising a regulatory provision that will shield the Company from any enforcement of action that the Exchange may effect, for example by way of a Regulatory Delisting in light of the outstanding Free Float deficiency. Furthermore, through the delisting process, the Company would be providing an Exit Opportunity to minority shareholders who do not want to remain in an unlisted company.

Over the last 5 years, there is little or no trading activity on the shares held by the minority shareholders. There has also been a considerable fall in trading volumes over the last twelve (12) months with an average daily volume of circa 1,200 units during the period March 2017 to March 2018. Shareholders are not benefiting from the continued listing as they are not getting any exit opportunity and their investments have been locked up and they find it difficult to dispose of their shareholding. Neither has the company benefitted from listing on the Exchange as the company's shares continue to trade at a significant discount to the intrinsic value. Moreover, the Company is bearing unnecessary cost in complying with its listing obligations.

 

Escrow Account and Procedure for Settlement

The consideration accruing to shareholders of GNI Plc that elect to accept the Exit Consideration have been computed as at October 24, 2018 (”the Collation Date”). The cash consideration will be settled by way of electronic transfer to the respective bank accounts of Shareholders and it’s expected to be completed on or before 31 December 2018.

 

Background on GNI Plc

GNI Plc is one of Nigeria's foremost Insurance firms with a composite license that allows it to underwrite Life and General insurance business. The Company started its operations in 1960, and has accumulated over 55 years of insurance underwriting, financial advisory and real estate investments. The Company’s registered office is 8, Omo-Osagie Street, off Awolowo Way, Ikoyi, Lagos State, Nigeria. The issued, subscribed and paid-up equity share capital of the Company is N1, 913,742,190, made up of 3,827,485,380 units’ ordinary shares.


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Proshare Nigeria Pvt. Ltd.


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