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Minority shareholders win battle against Oando as court orders oil firm to buy them out

Oando oil company in Abuja, Nigeria. Picture, File.

Oando oil company in Abuja, Nigeria. Picture, File.

Published Jun 24, 2022


Oando has resolved a shareholder dispute after the Federal High Court in Lagos has ordered the Nigerian oil firm to buy out all the minority shareholders' shares within 30 days.

Oando has said it will delist from the Nigerian Exchange if minority investors agree to the buyout.

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This follows a petition filed by Venus Construction Company on behalf of minority shareholders, Ocean and Oil Development Partners (OODP).

The petitioners have requested that the court order the buyout of their entire shareholding either by OODP or Oando, as the petitioners believe this will be in their best interests, as well as that of the company.

OODP has a shareholding of 57.37 percent in Oando, which is listed on the Nigerian and Johannesburg Stock Exchange, while the minority shareholders have a 42.63 percent stake.

The court has granted an order that Oando has to prepare a Scheme Document for the purchase of all the minority shareholders' shares in Oando within 30 days and submit it to the Securities and Exchange Commission (SEC), and/or the Nigerian Exchange (NGX).

"An order directing Oando to convene within 120 days a meeting of the holders of its fully paid ordinary shares or their duly authorised proxies/personal representatives (where it becomes impracticable for any of the holders to attend or vote at a meeting) to consider, and if thought appropriate, approve (with or without modifications) a proposed Scheme of Arrangement by OODP Nigeria for the purchase of all the minority shareholders' shares in Oando,” the company said.

“This action precipitated by the petition from certain Oando minority shareholders, if approved by all the minority shareholders at the court-ordered meeting will result in a voluntary delisting of the company’s shareholding on the NGX under its guidelines for delisting of securities,” Oando said.

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After resolving the shareholder dispute, the company also announced its unaudited results for the first quarter to the fourth quarter of 2020.

It reported a 13 percent increase in traded crude oil volumes of 16.1 million compared to the previous year, which totalled 14.2 million.

It said there was a 53 percent increase in traded refined petroleum products. The company said it saw a 15 percent decrease, N490 billion (about R20 billion) compared to N576.6 billion compared to 2019.

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Oanda also flagged a 16 percent increase in total group borrowings, which were N419.6 billion.

Group Chief executive Wale Tinubu said: "2020 proved to be an unprecedented year for the global economy due to the impact of the novel Covid-19 pandemic.

He said the oil and gas industry was no exception as the year turned out to be one of the most challenging years in its history as the company witnessed the lowest oil prices since its sojourn into Nigeria's upstream sector in 2008, negatively impacting its revenue during the period.

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“This resulted in us having to impair a portion of the goodwill on our balance sheet to ensure the carrying value of our assets was a true reflection of the environment we were operating in. Furthermore, the second tranche of funding for the settlement of a protracted and disruptive shareholder issue resulted in us taking a further impairment on a category of our financial and non-financial assets.

“Despite these challenges, our hedging policy and long-term offtake contracts ensured our cash flows were not severely stressed during this period,” he said.