Shareholders of PZ Cussons Nigeria Plc have approved the sale of a portion of its Ikorodu Industrial Estate to FrieslandCampinaWamco Nigeria Plc. The portion housed NUTRICIMA factory.
At an extraordinary general meeting (EGM) in Lagos, shareholders approved resolutions authorising the Board of Directors of PZ Cussons Nigeria to conclude the sale and transfer of the land assets.
Chairman, PZ Cussons Nigeria Plc, Chief Kola Jamodu, explained that the operations of NUTRICIMA in some respects integrated with those of the PZ Cussons Nigeria as land assets used by NUTRICIMA for its operations is owned by PZ Cussons Nigeria.
He outlined that the sale of the immovable assets would bring many benefits to shareholders of PZ Cussons Nigeria including increase in the retained earnings of the company by unlocking value in the company’s real property assets.
NUTRICIMA Nigeria Limited, a manufacturer of dairy products, is owned by Milk Ventures Limited, a UK-registered limited liability company- owned by PZ Cussons Plc U.K. PZ Cussons UK is the parent company of PZ Cussons Nigeria Plc.
Shareholders okayed the role of PZ Cussons Nigeria as the property seller of the factory premises of Nutricima, in furtherance of the proposed sale of the business and assets of Nutricima Limited to FrieslandCampina Wamco Nigeria Plc and FrieslandCampina Nederland B.V.
The transaction includedthe sale and transfer to FrieslandCampina Wamco Nigeria Plc of all that portion of land measuring 67,733.235 square meters situate within Plot 20A Ikorodu Industrial Scheme in Ikorodu, Lagos State, Nigeria, carved out from the property covered by Certificate of Occupancy No. 6/6/1998E issued by the Lagos State Government on June 28, 1998 and has been registered as Number 6 at Page 6 in Volume 1998E in the Lands Registry of the Lagos State Government, alongside all rights and investment interests in the buildings and improvements.
Also, shareholders empowered the board of PZ Cussons in relation to all such other acts, arrangements and roles of by the company, contemplated and made in furtherance of the divestment transaction under the transaction documents, notably, the assets purchase agreement dated March 13, 2020 and the property transfer agreement, executed, amongst others, between the company, Nutricima, FrieslandCampina Wamco and FrieslandCampina Nederland B.V subject to the procurement of requisite regulatory approvals for the transaction.
The resolutions also included authorisation of the transfer to and vesting in the company of all rights and investment interests in the buildings and improvements within the factory premises as earlier approved.
Shareholders mandated the board of directors to enter into and execute on behalf of the company the asset purchase agreement, the property transfer agreements, all other designated transaction documents to which the company is a party and all such other documents as may be necessary or otherwise required of the company to give effect to the transaction, subject to the procurement of requisite regulatory approvals.