The Company Secretary, CCNN, Ahmed Aliyu, in a statement on Friday, said under the terms and conditions of the proposed scheme of merger, all the assets, liabilities, licences and undertakings of Kalambaina Cement, including employees, real properties and intellectual property rights, would be assumed by the CCNN upon completion of the proposed merger.
He added that the consideration to shareholders of Kalambaina Cement would be ordinary shares of the CCNN.
According to the statement, the share exchange ratio of 19,811,273 new ordinary shares of the CCNN for every 100,000 Kalambaina Cement shares as well as other terms and conditions of the proposed merger are provided in the scheme of merger document.
The CCNN said the scheme of the merger document would only be dispatched to all its shareholders and that of Kalambaina Cement upon receipt of an order from the Federal High Court to convene separate court-ordered meetings of the two firms.
The statement read in part, “The respective board of directors of CCNN and Kalambaina Cement recommend the proposed merger to shareholders and will be seeking their support and approval at the respective court-ordered meetings.
“The completion of the proposed merger is subject to the approval of the respective shareholders of the CCNN and Kalambaina Cement and the final regulatory approvals from SEC, the NSE, Federal Inland Revenue Service, as well as the sanction by the FHC.”
The statement added that further developments would be communicated to shareholders and other stakeholders in due course.