The boardroom crisis rocking Oando Plc may be drawing to a close as one of the aggrieved shareholders Dahiru Mangal and the company have signed a peace accord. The company revealed this in a press statement sent to the Nigerian Stock Exchange.
Details of the Peace Accord
The Peace Accord between both parties appears to have been brokered by the Emir of Kano Sanusi Lamido Sanusi on the 7th of January 2018.
As part of the settlement, Dahiru Mangal has formally written to Oando informing the company of his significant shareholding, and withdrawing his petition.
“Following the clarification I have received from Oando’s management team, I have withdrawn my petition to the SEC. I invested in Oando because I could see its potential. It is therefore with excitement that I concur to this Peace Accord signifying the renewal of our relationship; one that gives me more insight into the Company’s operations and aspirations and involves more dialogue.
Oando Plc in response, has acknowledged his significant shareholding and promised him representation on its board, subject to the approval of the Securities and Exchange Commission (SEC).
Not yet Uhuru
While Mangal, may have withdrawn his petition, Gabriel Volpi is yet to do likewise. If the matters pertaining to the petition have been addressed, what then happens to the forensic audit that was to be conducted by the Securities and Exchange Commission (SEC) ? SEC had based its decision to conduct the audit on breaches of its governance code.
If the petition in essence, was merely in a bid to secure adequate representation on the board, should Mangal not be sanctioned for raising spurious allegations?
The matter is also pending before the House of Representatives, which had asked aggrieved shareholders to send memoranda.
Is the SEC the loser ?
The Securities and Exchange Commission seems to have been left with proverbial egg on its face. Will the regulator continue with the investigation, despite the rapproachment between both parties ? Was the whole exercise then a waste of time ?
Oando Plc, had claimed that Dahiru Mangal had contravened certain provisions of the SEC Act, by not disclosing his shareholding. Will the SEC, decide to prosecute Mangal who will have a representative on the board
What happens to retail investors ?
While Dahiru Mangal gets representation on the board, Wale Tinubu and senior management of the firm will be allowed to continue their tenure unhindered. Retail investors however, got the sort end of the deal as the stock has been placed on technical suspension since October last year, in the midst of a market rally.
Does this then mean majority shareholders locked in board room tussles, can come up with allegations in a bid to gain influence and control? Has this set a precedence that will be repeated by major shareholders going forward? Did Dahiru Mangal’s petition have merit in the first place ?
What happens to Gwarzo vs Adeosun ?
Director General of the SEC when the petition was submitted, Munir Gwarzo had alleged that Minister of Finance, Kemi Adeosun had asked him to step down the investigation, and instead level a fine on the company. Adeosun in her response, had accused Gwarzo of attempting to blackmail her.
Gwarzo has since been suspended pending conclusion of investigations pertaining to a petition against him.
Here is a copy of the press release.
AXA Mansard insurance divests from AXA Mansard pension as new owner emerges
This disclosure was made in a notification that was sent to the Nigerian Stock Exchange.
AXA Mansard Insurance Plc has announced its divestment from its subsidiary, AXA Mansard Pension Limited, after agreeing to sell its stake to Eustacia Limited, a member of the Verod Group.
This is part of the insurance firm’s plan to focus on and grow its insurance businesses across all parts of the country.
This disclosure was made in a notification that was sent to the Nigerian Stock Exchange (NSE) on August 8, 2020, by AXA Mansard Insurance Plc and signed by its Company Secretary, Mrs Omowunmi Mabel Adewusi.
AXA Mansard Insurance disclosed that Eustacia Limited was selected as the preferred bidder, after the completion of a bid process. AXA Mansard along with the minority shareholder agreed to sell the entire issued ordinary share capital of AXA Mansard Pensions comprising of 60% shareholding (2,067,672,000 shares) held by AXA Mansard Insurance Plc and 40% shareholding (1,378,448,000 shares) held by the minority shareholder.
The statement from AXA Mansard Insurance reads, ‘’AXA Mansard Insurance Plc announces the divestment from its subsidiary, AXA Mansard Pensions Limited. After obtaining the Shareholder’s approval at the Company’s Extra-Ordinary General Meeting held on the 13th of February 2020, the Company commenced the process of divestment by appointing Messer Rand Merchant Bank as the Financial Advisers while Aluko & Oyebode acted as the Legal Advisers on the transaction.’’
‘’Upon completion of a bid process, Eustacia Limited (a member of the Verod Group) was selected as the preferred bidder. The Company along with the minority Shareholder entered into a sale and purchase agreement with Eustacia Limited to divest the entire issued ordinary share capital of AXA Mansard Pensions comprising of 60% shareholding (2,067,672,000 shares) held by AXA Mansard Insurance Plc and 40% shareholding (1,378,448,000 shares) held by the minority shareholder.’’
The insurance firm, also in its statement said that the divestment has received letters of no objection from the National Insurance Commission (NAICOM), National Pension Commission (PENCOM) and the Federal Competition & Consumer Protection Commission (FCCPC).
It should be noted that the completion of the divestment is, however, subject to the receipt of the final approval of the National Pension Commission.
In his reaction, the CEO of AXA Mansard Insurance Plc, Kunle Ahmed, said that this transaction marks a new step in the insurance firm’s broader strategy to focus on and grow their life, property & casualty and health businesses across all its geographies. He said that the AXA Group sees great potential in the Nigerian insurance market and believes they are ideally placed to capture these opportunities due to its market leadership position.
On his part, the CEO of AXA Mansard Pension Limited said that they are confident about Verod’s strong commitment to providing the company with the requisite support to actualize their promise to its clients and stakeholders.
A partner at Verod Group, the new owners, Eric Idiahi, said, ‘’We strongly believe that this is the ideal time to enter the market and that AXA Mansard Pensions provides an excellent beachhead from which to establish a consolidated position and gain market share.’’
Nairametrics reported early this year that AXA Mansard Insurance Plc announced that its shareholders have approved the company’s plan to sell its pension management subsidiary, AXA Mansard Pensions Ltd and some undisclosed real estate investments.
Africa’s largest telecoms firm, MTN, to divest from its Middle East operations
The MTN Group is in advanced talks to sell its stake in MTN Syria to the minority shareholder.
Africa’s largest telecoms firm, the MTN Group, has announced its plans to exit the Middle East. This is part of the wireless carrier’s strategic plan to shift focus entirely to its home continent, Africa.
The mobile operator said that as part of its medium-term strategy, it will be leaving the Middle East, starting with the sales of its 75% stake in MTN Syria. Overly reduced revenue from war-torn Syria and the complex nature of the operating environment in the country are part of the reasons MTN is divesting.
MTN’s Chief Executive Officer, Rob Shuter, noted during a conference call with reporters, that “the Middle East environment is becoming increasingly complex and it contributes less to the group’s earnings.’’
Shuter disclosed that the disposals in the Middle East region will be done in a phased manner, with its 3 consolidated subsidiaries in Yemen, Afghanistan, and Syria earmarked to be sold first. These markets only contribute about 4% to the group’s earnings before interest, depreciation, taxation, and amortization.
The MTN Group is in advanced talks to sell its stake in MTN Syria to the minority shareholder, TeleInvest, who has 25% stake in the firm, according to the CEO. He believes that the telecoms firm is better served to focus on its Pan-African strategy and simplify its portfolio by leaving the Middle East region in an orderly manner.
In the medium term, the group will also dispose of its 49% stake in MTN Irancell, one of its largest markets.
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The South African firm plans to exit the entire portfolio in time, which will then leave it with 17 subsidiaries in Africa.
Just yesterday, Nairametrics reported about MTN’s plan to sell its stake in Jumia Technologies. MTN will also be divesting from telecommunications infrastructure firm, IHS Towers. The divestments from Jumia and IHS Towers were informed by the decision to raise funds in order to reduce MTN’s debts. It will also help the company to refocus its operations.
Airtel and Telkom discontinue merger plans
The disclosure was made in a notification that was sent to the Nigerian Stock Exchange.
Telecoms giant Airtel Africa Plc and Telkom Kenya Ltd have decided to discontinue the completion of their merger plans due to the lengthy process of the transaction which has been on since February 2019.
The two telecom firms resolved not to complete the business combination despite their respective efforts to reach a successful closure and having it drag on for a while.
The disclosure was made in a notification that was sent to the Nigerian Stock Exchange (NSE) by Airtel Africa and signed by its Group Company Secretary, Simon O’Hara, on Wednesday, August 5, 2020.
A subsidiary of Airtel Africa Plc, Airtel Networks Kenya Limited and Telkom Kenya Limited, in collaboration with other parties, had entered into an agreement on February 2019 to combine their businesses in Kenya, so as to create an integrated telecommunications platform with mobile, enterprise and wholesale divisions.
Airtel Africa Plc in its statement said, ‘’Airtel Networks Kenya Limited (Airtel Kenya), an Airtel Africa Plc subsidiary, and Telkom Kenya Limited (Telkom) amongst other parties, had entered into an agreement dated 8th February, 2019 to combine their businesses in Kenya, so as to create an integrated telecommunications platform with mobile, enterprise, and wholesale divisions.’’
‘’The completion of the business combination was subject to the satisfaction of various conditions precedent, including regulatory approvals.
“Despite Airtel Africa Plc and Telkom respective endeavours to reach a successful closure, the transaction has gone through a very lengthy process which has led the parties to reconsider their stance. Accordingly, Airtel Africa Plc and Telkom have decided to no longer pursue completion of the Transaction.’’
In his own reaction, the Chief Executive Officer of Airtel Africa Plc, Raghunath Mandava, said that Kenya was a large and growing market and stressed on the commitment of Airtel Africa to build a growing profitable business.
He disclosed that the telecoms giant currently serves over 14 million Kenyan customers, a number that is growing every month. He pointed out that the revenue numbers were up double-digit in constant currency in Kenya in the last quarter.
The Airtel boss reiterated the strategy of the firm is to focus on winning more customers, invest in a best in class voice and data network and progressively expand their mobile money business, will continue to build on these results in order to deliver against the opportunities the Kenyan market has to offer.
Airtel Africa is a leading provider of telecommunications and mobile money services with a presence in 14 countries in Africa primarily in East Africa and Central and West Africa.