Nigerian, Consolidated Breweries’ Shareholders Approve Merger

The shareholders of Nigerian Breweries Plc and Consolidated Breweries Plc have approved the proposal of the two companies to merge the two firms.

The shareholders’ approvals were obtained at two separate Court ordered meetings held separately  in Lagos recently.

Managing Director/CEO of Nigerian Breweries Plc, Mr. Nico Vervelde and Managing Director of Consolidated Breweries Plc, Mr. Boudewijn Haarsma, in a joint statement, thanked all shareholders for their active support for the proposal by their overwhelming vote of approval.

The statement also confirmed that the name of the enlarged company arising from the merger will be Nigerian Breweries Plc. Following this shareholder endorsement, the companies will proceed to the final stage of the regulatory process with the aim of perfecting the scheme by the end of 2014.

The merger of Nigerian Breweries Plc and Consolidated Breweries Plc is expected to create value for all key stakeholders, drive benefits from increased economies of scale and enhance operating and administrative efficiencies.
In line with the Companies & Allied Matters Act, the Scheme of Merger document was presented to shareholders at the separate meetings.

As a major shareholder in the two companies, Heineken NV, which is in favour of the merger, had the right to vote in the separate court-ordered meetings. But the company decided not to exercise its voting right, avoiding any possible doubts on its integrity/conflicts of interest in the deal.

Heineken’s decision was taken to give the minority shareholders of both companies sole discretion as to whether to approve the proposed merger. With the approvals of the shareholders for the merger, for every five ordinary shares held in Consolidated Breweries the shareholders of the company will receive four ordinary shares in Nigerian Breweries or a cash consideration of N120 per share of Consolidated Breweries held.

Analysts are of the opinion that the merger will make the new enlarged company have easier access to debt and equity capital at favourable terms. This will ensure the company has adequate capital to fund all investments required to operate competitively.

Source: ThisDay