This disclosure was contained in a statement issued by both companies on the Nigeria Stock Exchange (NSE) on Monday.
“This agreement marks the beginning of a partnership between Custodian and UAC that will achieve both companies’ respective objectives in the real estate industry.”
The statement disclosed that a total of 9,465,584,668 UPDC ordinary shares (“sale shares”) held by UAC, representing 51 percent of UPDC’s issued share capital, would be sold to Custodian.
The shares will be sold in two tranches: Initial sale of 946,558,467 shares, representing 5.10% of the issued share capital of UPDC, on execution of binding transaction agreements, and subsequent sale of 8,519,026,201 shares, representing 45.90% of the issued share capital of UPDC upon receipt of requisite approvals.
“Completion of the sale is subject to regulatory approvals from The Nigerian Stock Exchange (NSE) and the Federal Competition and Consumer Protection Commission (FCCPC),” it read.
According to Wole Oshin of Custodian Investment, “We at Custodian are excited about the possibilities arising from this partnership with UAC which provides multiple levers for value creation. The rationale for the transaction is that Custodian and UAC share the view that their ambitions for capturing opportunity in the real estate industry will be better achieved working in partnership.”
Custodian Investment Plc. is an investment company with significant holding in companies and brands including Custodian and Allied Insurance Limited, Custodian Life Assurance Limited, Custodian Trustees and Crusader Sterling Pensions Limited
According to Folasope Aiyesimoju, group managing director of UAC, “The transaction is a significant step in achieving our objectives for UPDC. In 2018, the board and management of UAC embarked on a strategic review to evaluate the performance of the company and its subsidiaries.
UPDC operated first as a Department, then as a Division of UAC of Nigeria Plc until 1997, when the business was incorporated as a public limited liability company and listed on the Nigerian Stock Exchange.
“The objective was to achieve sustainable positive financial performance from our existing operations and enable management focus on businesses that align with our strategy. In reviewing UPDC, the board weighed the long-term opportunities in the Nigerian real estate sector against the fundamental differences between the cash flow profile and capital needs of UPDC and those of the other entities in UAC’s portfolio.”
With this development, UAC will no longer be pursuing its deconsolidation strategy for UPDC and it will still retain part ownership of the company but will cease to have it as a subsidiary of UAC operating as a standalone. UPDC will now be a subsidiary of Custodian Investment.
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