Eterna Plc has notified The Exchange and investing public that the SEC has granted Preline Limited, the Authority to Proceed with the acquisition of 1,300,000 units of ordinary shares, equivalent to 0.10% stake in Eterna Plc.
This comes after Eterna plc, in November 2021, released a press statement on the acquisition of over 700 million units of ordinary shares by Preline Limited, to become the largest and majority shareholder of Eterna plc.
Preline Limited acquired a total of 794,969,774 ordinary shares, representing 60.98% stake in Eterna Plc in November 2021.
Backstory
The acquisition of over 700 million units of Eterna Plc shares by Preline Limited, triggered a mandatory tender offer (MTO) provisions of the Investment and Securities Act and Securities Exchanage Commission (SEC) Regulations.
The Mandatory Tender Offer (MTO) provisions by the SEC states in Rule 19.2.5. “If any acquisition that would result in ownership of over fifty percent (50%) of the total outstanding equity securities of a public company, the acquirer shall be required to make a tender offer under this Rule for all the outstanding equity securities to all remaining stockholders of the said company at a price supported by a fairness opinion provided by an independent financial advisor or equivalent third party. The acquirer in such a tender offer shall be required to accept all securities tendered”.
Hence, the SEC has granted Preline Limited the authority to proceed with the takeover bid to acquire 1,300,000 units from other shareholders at the price of N13.50 per share.
The disclosure stated that, “We wish to announce to Nigerian Exchange Limited and the general public; that following the granting of the ‘‘Authority to proceed’’ by SEC, Preline Limited has notified the Company of its intention to proceed with the Takeover bid to acquire 1,300,000 ordinary shares equivalent to 0.10% equity stake in Eterna Plc from other shareholders at a price of N13.50 per share. This notification is in fulfilment of our disclosure obligations in line with Regulatory guidelines and our corporate responsibility to our stakeholders”.
Please what is the fate of the minor shareholders after the take over transaction I.e “Takeover bid to acquire 1,300,000 ordinary shares equivalent to 0.10% equity stake in Eterna Plc from other shareholders at a price of N13.50 per share”