SEC approves Elumelu, Heirs Holdings’ quest to beef up equities in Transcorp to 35.94%

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The Board of Directors of shares of Transnational Corporation (Transcorp) Plc says the Securities and Exchange Commission has approved a bid by Tony Elumelu, Dr. (Mrs.) Awele Vivien Elumelu and Heirs Holdings Limited to increase their combined holdings in the company to 35.94 percent through direct and indirect shareholdings.

Tony Elumelu is the chairman of the company, his wife Dr. Awele Elumelu is a director, while both of them have the largest shares in Heirs Holding Limited which is the major shareholder of Transcorp Plc.

Transcorp Plc Group Company Secretary, Atinuke Kolade, in a statement to the Nigerian Exchange Limited, on Monday, said the announcement is in fulfillment of the board’s disclosure obligations in line with relevant regulatory guidelines and corporate responsibility to stakeholders.

According to the notification, the parties on April 20, 2023 purchased 1,493,477,786 shares of Transcorp Plc to consolidate their holdings in the company and increase their equities holdings to 35.94 percent.

However, as required by regulatory provisions they have to seek the approval of the SEC to validate the action.

The notice reads in part, “On April 28, 2023, HH Capital Limited (“HH Capital” or “Offeror”) purchased 1,493,477,786 (One Billion, Four Hundred and Ninety-Three Million, Four Hundred and Seventy-Seven Thousand, Seven Hundred and Eighty-Six) ordinary shares of Transnational Corporation Plc (“Transcorp”) at a weighted average price of ₦3.12 (Three Naira, Twelve Kobo) per share.

“This transaction increased the direct and indirect cumulative shareholdings of HH Capital (including shares held by Related Parties – Tony O. Elumelu CFR, Dr. (Mrs.) Awele Vivien Elumelu OFR and Heirs Holdings Limited) to 35.94% (Thirty-Five point Ninety-Four percent) of the share capital of Transcorp, hence triggering the mandatory tender offer provisions of the Investment and Securities Act, 2007 (as amended) and the Rules and Regulations of the Securities and Exchange Commission, 2013 (as amended).

“Following this development, we wish to announce to the Nigerian Exchange Limited and the general public that HH Capital has obtained the necessary approvals from the Securities and Exchange Commission to make the tender offer of up to 2,032,399 fully paid and issued ordinary shares equivalent to 0.02% of the issued and fully paid ordinary shares in Transcorp to other shareholders at 0.25% premium to the opening price of the ordinary shares of Transcorp as of the opening date, for each unit of ordinary shares tendered.”