Fortis Global Insurance Plc has announced the commencement of its share capital reconstruction exercise following regulatory approvals and shareholder authorization, as part of efforts to reposition the company and streamline its capital structure.

The development was disclosed in a corporate disclosure to the investing public signed by the Company’s Secretary and Legal Adviser, Halima Jimada.

According to the company, the reconstruction will reduce its issued share capital from N6.46 billion comprising 12.91 billion ordinary shares of 50 kobo each to N1.61 billion comprising 3.23 billion ordinary shares of 50 kobo each, on the basis of one new ordinary share for every four existing ordinary shares held.

What the underwriter is saying:

The company stated that the share reconstruction follows approvals granted by shareholders at the Extraordinary General Meeting (EGM) held on April 4, 2025, as well as subsequent regulatory clearances.

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  • “Following the approval of the shareholders of Fortis Global Insurance Plc at the Extraordinary General Meeting held on 4th April 2025, the company has obtained regulatory approvals to reconstruct its issued share capital,” the notice stated.

To facilitate the exercise, Fortis Global Insurance disclosed that trading in its shares will be temporarily suspended.

  • “Suspension of trading will be placed on the shares of the Company for up to two weeks beginning from Wednesday, 17th June 2026,” the company said.

The insurer also announced the temporary closure of its register of shareholders during the reconstruction process.

  • “That the Register of shareholders shall be closed for this period to enable the Central Securities Clearing System (CSCS) Plc and PAC Registrars & Investors Services Limited, the Registrars to the Company, to finalize the reconstruction of the shares and produce a new Register for the Company,” it added.

Under the approved reconstruction arrangement, shareholders will receive one new ordinary share for every four existing shares held, effectively reducing the total number of issued shares by 75%.

The exercise is expected to result in a leaner share capital structure while maintaining shareholders’ proportional ownership interests in the company.

The temporary suspension of trading and closure of the shareholders’ register will allow the company’s registrars and the Central Securities Clearing System to complete the technical aspects of the reconstruction and update shareholder records accordingly.

More insights:

Share capital reconstruction is a corporate action that reduces the number of shares in issue by consolidating existing shares into fewer units. While the number of shares held by investors decreases, their percentage ownership in the company remains unchanged.

  • Companies typically undertake such exercises to improve capital efficiency, enhance market perception, or comply with strategic restructuring plans.
  • Fortis Global Insurance’s reconstruction comes after shareholder approval obtained at its Extraordinary General Meeting in April 2025 and subsequent regulatory approvals from relevant authorities.
  • The company has scheduled a trading suspension period of up to two weeks, which started on June 17, 2026, to enable the completion of the reconstruction process.

During this period, the company’s registrars, PAC Registrars & Investors Services Limited, working alongside CSCS, will finalize the consolidation exercise and produce an updated shareholder register reflecting the new shareholding structure.

Upon completion, Fortis Global Insurance’s issued share capital will stand at N1.61 billion represented by 3.23 billion ordinary shares of 50 kobo each.

What you should know:

Fortis Global Insurance has faced significant financial challenges in recent periods, with the company reporting a net loss of N1.69 billion and a negative earnings per share of 13 kobo.

  • The insurer also recorded a first-quarter 2026 loss of N576.5 million, representing a deterioration from the corresponding period of the previous year, while accumulated losses stood at N18.87 billion.
  • Despite the weak fundamentals, the company’s stock attracted substantial retail investor interest, rallying by as much as 515% earlier in the year before surrendering part of those gains. By June, the stock had lost about N775 million in market value, reducing its year-to-date gain to approximately 370%.

Trading activity in the stock has remained elevated, with about 1.25 billion shares exchanging hands within a three-month period, although the total value traded amounted to only N1.53 billion, reflecting its status as a low-priced stock.

Market analysts have noted that investors may continue to monitor the company’s financial performance and restructuring efforts closely as it seeks to improve profitability and strengthen its balance sheet.