AT the close of business yesterday, Preline Limited said it is proposing a mandatory takeover of 1,300,000 ordinary shares equivalent to 0.10 percent equity stake in Eterna Plc. This leaves its total acquisition of the company at 61.08 per cent.
It would be recalled that the company in a public statement dated 1st November 2021 had notified the general public that Preline Limited has completed the acquisition of 794,969,774 (Seven Hundred and Ninety-Four Million, Nine Hundred and Sixty-Nine Thousand Seven Hundred and Seventy-Four) ordinary shares of the Company representing 60.98 percent in the Company.
This makes the company the largest and majority shareholder in the Company, thus triggering the mandatory tender offer (MTO) provisions of the Investment and Securities Act and Securities and Exchange Commission (SEC) Regulations.
According to the company in a letter signed by the secretary, Mandella Golkus, wishes to announce to Nigerian Exchange Limited and the general public; that following the granting of the ‘‘Authority to proceed’’ by SEC, Preline Limited has notified the Company of its intention to proceed with the takeover bid to acquire 1,300,000 ordinary shares equivalent to 0.10 percent equity stake in Eterna Plc from other shareholders at a price of N13.50 per share.
This notification is in fulfillment of the company’s disclosure obligations in line with regulatory guidelines and their corporate responsibility to our stakeholders.
However, in a letter dated April 15th 2022( which ought to be a public holiday) the company said that a meeting of the Board of Directors of Eterna Plc (the Company) will take place on Thursday 28th April 2022 at the Company’s Board Room located at 5a Oba Adeyinka Oyekan Avenue, Ikoyi, Lagos at 2:00pm prompt.
The agenda expected to be discussed includes the consideration of the Company’s 2022 First Quarter Unaudited Financial Statements for the period ended 31st March 2022 (2022 Q1 UFS).
In compliance with the Listing Rules of Nigerian Exchange Limited (NGX), the Company hereby announces to the Public that a Closed Period which has commenced since 1 April, 2022 by operation of the Rules of the NGX still subsists.
Consequently, no Director, employee, person discharging managerial responsibility, advisers and consultants of the Company and their connected persons may directly or indirectly deal in the shares of the Company until 24 hours after the Unaudited Financial Statements forQ1, 2022 is released to the public.
Also, the company said its MD/CEO resigned while an acting MD/CEO was appointed.
The company said it has appointed Mr. Benjamin Nwaezeigwe as the Acting Managing Director/Chief Executive Officer effective from Sunday 17th April 2022.
Mr. Benjamin is said to have succeeded Mr. Nnamdi Obiagwu who recently resigned from the Company. The Board appreciates Mr. Obiagwu for his immense contributions to the Company while he was Managing Director/Chief Executive Officer.
Mr. Nwaezeigwe is currently the Executive Director/Chief Operating Officer of the Company and brings almost two decades of experience from different sectors of the economy with a specific bias for Oil & Gas.
He worked at Rainoil Limited and rose to the position of Deputy General Manager in charge of the Group’s operations and overseeing trading and marine activities and the operation of 3 (three) petroleum products storage depots.
Prior to joining Eterna Plc as the Chief Operating Officer in December 2021, he founded BHR International Ventures Limited (BHR), a privately owned indigenous downstream company in Nigeria and was its former Chief Executive Officer.
He holds a Bachelor of Science degree in Industrial Chemistry from Ambrose Ali University, as well an MBA in Production and Operation Management from Lagos State University, Lagos. He has attended capacity building training programs offered by reputable institutions in and outside Nigeria.
In view of this new acquisition the company appointed Mr. Mandella Golkus as the Company Secretary effective 1st April 2022. Mr. Golkus replaces Ms Bunmi Agagu who has taken on other responsibilities within the Company Mr. Golkus holds a Bachelor of Laws [LL.B] (Second Class Honors Upper Division) from the University of Jos, was called to the Nigerian Bar in 2012, having passed the Council of Legal Education Qualifying Examinations with Second Class Honors Upper Division and is currently undergoing a Master of Laws programme at the University of Lagos.
He has extensive legal, corporate commercial, company secretarial, compliance and corporate governance experience spanning about (11) years. He is currently the Lead Company Secretariat & Investor Relations at Eterna Plc. Prior to joining Eterna, he worked at Rainoil Limited as Legal Officer assisting the Company Secretary & Legal Adviser in the secretariat, compliance, and legal advisory role. Prior to that, he was Legal & Compliance Officer at FBN General Insurance Ltd, responsible for regulatory compliance and advisory support, and before that, he worked in Total E&P Nigeria CPFA Limited assisting the Company Secretary/Legal Adviser in the advisory, compliance, legal risk management and governance function. He garnered core criminal and civil litigation, corporate commercial, and legal advisory expertise from serving in the Public Sector (Bauchi State Ministry of Justice) and working in corporate commercial law firms in his formative years in practice.
In the course of a career spanning over a decade, he has garnered invaluable knowledge and experience in the legal aspects of corporate finance, mergers and acquisitions, corporate restructurings, corporate governance and company secretarial practice. Mr. Golkus is married with two children. He is a published author, poet and a music enthusiast.
