SEC blocks British shareholder’s bid to acquire PZ Cussons Nigeria

The plan by the British majority owner of consumer goods company PZ Cussons Nigeria to fully acquire the organisation and take it private has suffered another setback as the Securities and Exchange Commission (SEC) a key regulator has withheld the required assent to take the transaction further.

In an update filed at the Nigerian Exchange (NGX) Limited, PZ Cussons said the SEC did not accept the N23 per share PZ Cussons (Holdings) Limited offered minority shareholders for the deal.

“The Securities and Exchange Commission (‘SEC’) has declined the company’s request for its No Objection to PZ Cussons (Holdings) Limited’s (‘the majority shareholder’) intention to acquire the shares held by all the other shareholders of PZCN at an offer price of N23 per share (the ‘Proposed Transaction’).

“The board will communicate further developments to shareholders in due course,” a statement signed by the company secretary, Ms Olubukola Olonade-Agaga, published on the Nigerian Exchange (NGX) on Wednesday said. This is the second time the offer price of PZ Cussons has been rejected.

In September 2023, PZ Cussons (Holdings) Limited put its offer price for the acquisition at N20 per unit, but the minority investors reportedly rejected this.

About two months later, this was raised by 15 per cent to N23 per share, representing “a premium of 35 percent to the company’s share price of N17 on August 17, 2023, being the last traded price prior to the offer date,” but this has been turned down by the regulator.

PZ Cussons wants to delist its shares from the local stock exchange, and its core investor is looking to be in total control of the company’s equities as the firm goes private.

For a start last September, it tabled an offer price of N21 per share at a premium 9.9 per cent higher than the then market price (N19.10) of the stock.

The board held talks with the core shareholder with a view to bucking the offer up, and announced on 9 November the price had been set at N23. PZ Cussons Nigeria’s shares finished that day trading at N21.05.

The stock has seen volatile price movements since the beginning of this year, and has been stuck at N40 per share since 8 March, a few weeks after the board said that its shareholders’ fund or net worth had turned negative after assets exceed liabilities by N23.2 billion.