The new core investor of Premier Paints, Xenergi Limited, has launched a tender offer for 2 million ordinary shares (representing a 1.6 per cent equity interest) in the company, the paint manufacturer stated in a regulatory filing on Tuesday.
AIICO Capital is the financial adviser to Xenergi in respect of the offer.
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“As you may be aware, Xenergi recently acquired 61,003,350 ordinary shares of Premier Paints Plc and consequently now holds 49.60 per cent of the issued and paid-up share capital of Premier Paints,” the company said.
“It is our understanding that in accordance with the provisions of the Investments & Securities Act of 2025 (“ISA”), Xenergi Plc is required to make a tender offer (the “Tender Offer” or “Offer”) to all the minority shareholders of Premier Paints on at least the same terms and conditions or more as agreed with the selling shareholders of Premier Paints,” it added.
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The offer opens on 22 June and closes on 17 July.
Last December, Premier Paints announced that Xenergi was in talks with its then-largest shareholders, Clover Global Resources Limited and TGHL Capital Limited, which held 39 per cent and 15.2 per cent stakes in the company, respectively, regarding the acquisition of their equity interests.
According to the paint-maker, the deal, if successful, would result in Xenergi holding a 51 per cent stake or 63 million shares in Premier Paints. The transaction was anticipated to close in January 2026.
Eligible shareholders who accept the tender offer will receive a cash consideration of N38 per share, net of any applicable tax, from Xenergi. That compares to the firm’s current share price of N33.75.
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Premier Paints said its board has assessed the offer and its benefits to all shareholders and found them to be fair, adding that the directors have unanimously recommended the offer.
The directors also confirmed that, in respect of the offer, no employee of the company was paid any compensation for the loss of his office or any office related to the management of the company, or as consideration for, or in connection with, their retirement from any office.
“Xenergi shall not be entitled to receive dividends or distributions declared, if any, in respect of any tendered Offer Shares for the financial year ended December 31, 2025,” Xenergi Limited’s CEO, Emeka Ene, said in the mandatory tender offer document.
“Qualifying Shareholders may withdraw some or all the offer shares they tendered pursuant to the tender offer at any time until 03 07 2026, which is the withdrawal period, i.e., 10 days after the opening date of the tender offer,” he added.
