VFD Group Plc has announced its intention to raise up to N50bn in additional capital as part of its strategic growth initiatives.
The proposal is expected to be presented to shareholders for approval at the company’s 9th Annual General Meeting ,AGM, where several key resolutions will be tabled for consideration.
The planned capital raise, according to the notice released by the company, will be executed through a variety of instruments including rights issues, public offers, global depository receipts, commercial papers, bonds, loans, or a combination of convertible and non-convertible securities.
The capital may be raised in single or multiple tranches, series, or proportions, and may be offered either as standalone issuances or under structured programmes.
The Board of Directors will determine the terms and conditions of the capital raise, including interest or coupon rates, maturity periods, and other relevant terms, subject to the necessary regulatory approvals.
In addition to the capital raise, VFD Group is also seeking approval to capitalize the sum of ₦3.17bn from the balance of its share premium account as at December 31, 2024.
This capitalization will be used to issue bonus shares to existing shareholders. Specifically, the company intends to allot bonus shares worth ₦6.33bn, credited as fully paid at 50 Kobo each, to shareholders registered as of the close of business on Tuesday, April 22, 2025.
The bonus share issue will be on the basis of five new ordinary shares for every one ordinary share currently held. These bonus shares will rank equally in all respects with the existing ordinary shares of the company.
If shareholders approve the proposed resolutions, the company’s issued share capital will increase from ₦633.42m, divided into 1,266,849,100 ordinary shares of 50 Kobo each, to ₦3.8bn, divided into 7,601,094,600 ordinary shares of 50 Kobo each.
This increase will be effected through the creation of an additional 6,334,245,500 ordinary shares.
In line with the proposed increase in share capital, the company also seeks to amend Clause 6 of its Memorandum of Association to reflect the updated share capital structure.
The amendment will grant the company the flexibility to manage its capital in accordance with the provisions of its Articles of Association, including the power to vary, modify, or abrogate any rights attached to the shares.
The Board will further request authorization to deal with any fractional shares resulting from the bonus share issuance in a manner it deems fit, pursuant to applicable laws.
Additionally, the directors are seeking approval to enter into any agreements, execute necessary documents, appoint professional parties, and perform all actions required to implement the resolutions effectively. All actions will be subject to the approval and guidance of relevant regulatory authorities.
The AGM is expected to serve as a crucial platform for aligning shareholder interests with the company’s long-term growth plans and strategic objectives.
These proposals, if approved, will strengthen the Group’s capital base and enhance its capacity to pursue expansion opportunities across its investment portfolio.
