CEM REPORT, MARKET | GlaxoSmithKline Consumer Nigeria Plc (GSK) has proposed a ₦17.42 per share for every share held in the Company as it intensifies its plans to exit the Nigerian market.
The company said it has received the Securities & Exchange Commission’s (“SEC’s”) ‘’No Objection’’ to propose a Scheme of Arrangement to shareholders for the dissolution of GSK’s business.
GSK made the announcement via a notification to the Nigerian Exchange Limited (NGX), shareholders, and other stakeholders obtained by CEM.
GSK explained that the Scheme which is still subject to approval by the Federal High Court will be implemented by way of a Scheme of Arrangement between the Company and the Company’s shareholders, in accordance with the provisions of Section 715 of the Companies and Allied Matters Act 2020 (as amended).
“Under the terms of the Scheme, the Scheme shares – being all of GSK’s outstanding shares – will subsequently be cancelled. All the Company’s shareholders – except GSK UK (whose shares are held through its wholly owned subsidiaries, Setfirst Limited and SmithKline Beecham Limited) – will receive a total cash distribution of ₦17.42 per share for every share held in the Company.
“The terms and conditions of the Scheme are stated in the Scheme Document which will be despatched to all shareholders, following receipt of an order from the Federal High Court to convene a Court-Ordered Meeting of the Company’s shareholders.”
Earlier in August GSK UK Group informed GlaxoSmithKline Consumer Nigeria PLC of its intent to transition to a third-party direct distribution model for its pharmaceutical products and cease commercialization of its prescription medicines and vaccines in Nigeria.
The company said the decision was informed by Haleon Group’s intent to terminate its distribution agreement in the coming months and to appoint a third-party distributor in Nigeria for the supply of its consumer healthcare products.
“For the above reasons, and having, together with GSK UK, evaluated various other options, the Board of GlaxoSmithKline Consumer Nigeria Plc has concluded that there is no alternative but to cease operations,” it added.
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It is worth noting that GSK UK owns 555,081,925 Ordinary Shares of GSK, which are held by Setfirst Limited and SmithKline Beecham Limited but has opted to relinquish their portion of the cash distribution, amongst other support that is being provided.
