UNDERSTANDING THE MANDATORY TAKEOVER OF INTERNATIONAL ENERGY INSURANCE (IEI)

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Olori Uwem

Member
Mar 18, 2024
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UNDERSTANDING THE MANDATORY TAKEOVER OF INTERNATIONAL ENERGY INSURANCE (IEI)

Good morning, everyone! Yesterday, there was an announcement of the manadatory takeover of International Energy Insurance by Norrenberger Advisory Partners Limited which has left many wondering the implication of this. Let's simplify it:

1. Approval and Acquisition:
- NAPL secured the green light from the National Insurance Commission (NAICOM) to acquire 100% equity in IEI.
- This strategic move grants NAPL full control over IEI's operations and management.

2. Legal Basis:
- IEI shareholders gave the nod to NAPL's acquisition of up to 634,212,476 Ordinary Shares representing 50.61% of the Company's shareholding.
- The legal basis? Section 131, Part XII of the Investment & Securities Act (as amended) and Rule 4 of the SEC Rules & Regulations on Mergers, Takeover, and Acquisition (August 2021).

3. Amendments:
- IEI's directors now have the authority to tweak the Memorandum of Association to reflect the revised share capital.
- The acquisition process unfolds through a Mandatory Takeover, with an enticing offer price of N1.60k per share—all meticulously guided by the Securities and Exchange Commission.

IMPLICATIONS FOR SHAREHOLDERS

1. Change in Ownership:
- Existing shareholders should prepare for a significant shift in ownership as NAPL takes over.
- NAPL will now be in charge, influencing company decisions and direction.

2. Price Impact:
- The offer price of N1.60k will affect the value of your shares.
- Shareholders who accept the offer will be paid based on this price.

3. Legal Adjustments:
- IEI's Memorandum of Association will be updated.
- Your rights and responsibilities might change slightly.

4. Regulatory Compliance:
- The takeover is being monitored to ensure it complies with SEC regulations and legal standards.

IN SUMMARY:
- NAPL's takeover includes acquisition and legal updates. Also, the Mandatory Takeover ensures everything is done correctly and legally.

Shareholders, get ready for an exciting new phase for IEI!