Dangote Flour Mills board approves 99.90% equity acquisition by Olam
BY OUR REPORTERS
Barring any last minute change in the scheme of things, the board of directors of Dangote Flour Mills Plc is currently concluding plans convene an Extra Ordinary General Meeting EGM, where it would recommend to the shareholders a proposal by to Olam International Limited to acquire 99.90 per cent stake in the company.
This is sequel to an earlier consideration and approval and decision to recommend to its shareholders, Olam International Limited’s offer for the acquisition of 99.90 per cent of the Issued Share Capital of the company through its subsidiary, Crown Flour Mills.
Dangote Flour Mills had last week notified the Nigerian Stock Exchange NSE, of the intention of Olam International Limited, a Singaporean agro-allied company, to acquire five billion shares of the DFM plc. at the cost of N130billion.
Meanwhile, in a fresh notice dated April 26, 2019, the DFM announced the consideration and approval of its board of directors for the acquisition and plans to recommend same to the shareholders for their final approval.
The notice signed by the Company Secretary, Mrs. Aisha Ladi Isa Company Secretary, said that the principal terms of the offer will be set out in the scheme document that will be circulated to the shareholders at the relevant time.
It reads in part: “Today, the board of directors of Dangote Flour Mills Plc announces that it has considered and, subject to obtaining regulatory approvals, will recommend the binding offer received from Olam International Limited to its shareholders for consideration at a court ordered meeting to be convened for that purpose. As previously communicated, Olam has submitted an offer to acquire all the outstanding and issued shares of DFM that are not currently owned by Olam through its subsidiary, Crown Flour Mills.
“Further details will be communicated to the market upon obtaining relevant approvals from shareholders and regulators Shareholders and potential investors are advised to exercise caution when dealing in DFM’s shares until a further announcement is made”.
Investigations however showed that this acquisition translates to a payment of N26.00 per share, subject to adjustments for net working capital and net debt as at March 31, 2019, even as the offer comes at a premium of N15.30 per share based on its closing price of N10.70 as at April 18, 2019.
It was further gathered that the transaction is to be executed through a Scheme of Arrangement and is subject to the approval of the Federal High Court, in addition to those of the shareholders and regulators, among others.
DFM is a public limited liability company incorporated in the Federal Republic of Nigeria with its shares listed on the NSE. The principal activities of DFM are the milling of wheat and production of wheat products. It produces bread flour, confectionary flour, semolina and wheat meal.
Dangote Pasta Limited and Dangote Noodles Limited are subsidiaries of the company.
On its part, Olam is a leading food and agri-business supplying food, ingredients, feed and fibre to over 19,800 customers worldwide. Its value chain spans over 60 countries and includes farming, processing and distribution operations, as well as a sourcing network of an estimated 4.8 million farmers.
Through its purpose to ‘Re-imagine Global Agriculture and Food Systems’, Olam aims to address the many challenges involved in meeting the needs of a growing global population, while achieving positive impact for farming communities, the planet and all its stakeholders.
Headquartered and listed in Singapore, Olam currently ranks among the top 30 largest primary listed companies in terms of market capitalisation on SGX-ST.