Coronation Insurance revives minority buyout, seeks SEC approval for delisting

Coronation Insurance Plc has renewed its application for regulatory approval of a scheme to buy out minority shareholders and delist its shares from the Nigerian Exchange Limited.

The insurer disclosed this in a notice dated October 23, 2026, filed with the NGX.

The proposed transaction, approved by shareholders in December 2023, would allow Coronation Capital (Mauritius) Limited and its related parties to acquire shares held by other investors.

Buyout price tracks six-month high

Coronation Insurance said the consideration payable under the scheme would reflect the highest trading price recorded for its shares during the six months preceding the notification.

Coronation is closed at N2.43 per share on Friday and is down 21% in the last one year.

The pricing remains subject to all required regulatory approvals, and the notice did not specify the amount payable per share.

The company said its core shareholders had reaffirmed their interest in proceeding with the acquisition following the resolution of matters that previously prevented SEC from reviewing the transaction.

• “The Core Shareholders … have confirmed their continued interest in, and intention to proceed with, the Scheme,” the company stated.
• It added that implementation must comply with “applicable laws, regulations, market rules and precedents.”

The insurer must still obtain SEC’s formal approval and a Federal High Court order sanctioning the scheme, followed by filing a certified true copy of the order with the Corporate Affairs Commission.

The remaining implementation steps also include paying minority shareholders, applying to the NGX for delisting and completing the removal of its shares from the exchange.

Delisting proposal dates to 2023

Nairametrics reported on July 4, 2023 that Coronation Insurance had received an offer from Coronation Capital (Mauritius) Limited to acquire shares at 65 kobo each and subsequently delist the company. That initial offer provides the background to the transaction now being pursued.

The latest notification introduces a six-month trading-high pricing formula, rather than stating the original 65-kobo offer as the consideration payable.

• Shareholders approved the scheme at a court-ordered meeting on December 22, 2023, and the company applied for SEC’s formal approval five days later.
• SEC could not proceed with its review because of certain pending matters, which the insurer now says have been resolved without disclosing their nature.
• Coronation notified SEC of the resolution on September 22, 2026, seeking approval to advance the transaction.
• Following SEC’s October 7 acknowledgement and request for an application with the required documents, the insurer submitted its application on October 16.

The renewed application therefore advances an existing proposal, although completion remains dependent on the outstanding regulatory and legal requirements.

Audited accounts show concentrated ownership

Coronation Insurance’s latest audited financial statements, covering the year ended December 31, 2025, identify three shareholders with holdings of at least 5%. Together, they held approximately 66.89% of the company’s 23.99 billion issued shares, based on calculations using the disclosed share counts.

The ownership figures below represent the year-end audited position and should be distinguished from the company’s subsequent shareholding composition.

• Coronation Capital (Mauritius) Limited: 9,794,561,952 shares, equivalent to approximately 40.82%.
• Reunion Energy Limited: 5,011,809,066 shares, representing approximately 20.89%.
• Coronation Asset Management: 1,242,456,657 shares, equivalent to approximately 5.18%.
• All remaining shareholders: approximately 7.94 billion shares, or 33.11%, including directors and other investors.

The three substantial shareholders collectively held 16.05 billion shares, according to the company’s published 2025 audited report.

However, Nairametrics reported in September 2026 that Coronation subsequently listed about 4.53 billion placement shares, increasing its issued shares to approximately 28.53 billion. Consequently, the audited ownership percentages should not be treated as the current post-placement stakes.

The latest scheme notice provides neither an updated ownership breakdown nor a confirmed payment date and advises investors to exercise caution pending further announcements.