Continental Reinsurance Plc has reverted to a private limited liability company after two decades of operating as a public limited liability company. The company also got delisted from the Nigerian Stock Exchange (NSE).
Due to review of its business strategy and restructuring, Continental Reinsurance had backtracked to its early years of private operation after shareholders’ investments were acquired by CRe Investments, the foreign majority investor of the company. It was reported that CRe Investments offered to buy back all outstanding ordinary shares of Continental Reinsurance’s shareholders.
CRe Investments offered to make the purchase by cash payment or shares exchange. The complete acquisition of the shareholders’ shares transformed Continental Reinsurance into a private-owned subsidiary of CRe African Investments Limited. It is believed that this step will position the company in the global market.
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How the acquisition was made: The acquisition was executed through a Scheme of Arrangement under Section 539 of the Companies & Allied Matters Act Cap C20 Laws of the Federation of Nigeria 2004 and other applicable rules and regulations.
Initially, CRe Investments had offered N2.04 per share for the 10,372,744,314 ordinary shares of 50 kobo each or one ordinary shares of $1 each in the capital of CRe Investments for every 176 ordinary share of 50 kobo each held in Continental Reinsurance.
But it was reviewed upward from N2.04 to N2.10 per share, with the new price representing 51.08% premium on the share price of Continental Reinsurance as at the close of trading on October 5, 2018, which was the last business day prior to the date on which the proposal was received from CRe African Investments Limited.
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What you need to know: After 13 years of trading on the NSE, Continental Reinsurance’s stocks will no longer be available on the stock market for share purchase. Any dealings will now be done privately as a private limited liability company.
Note that in 1985, Continental Reinsurance was incorporated in Nigeria, but began operating as a general reinsurer in 1987 and as a composite reinsurer in January 1990. During this period, the company started offering both treaty and facultative life and non-life reinsurance. But in 2000, in order to penetrate further in the African market, Continental Reinsurance converted to a public limited liability company.
In 2007, after it recapitalised to the tune of N10 billion, Continental Reinsurance went public, listing its shares on the NSE. The company now has five client service centres in Nigeria, Cameroon, Cote d’Ivoire, Kenya and Tunisia with Nigeria as headquarters, with a diversified portfolio across some 43 countries.
