HH Capital Limited has announced the acquisition of 1,493,477,786 ordinary shares in Transnational Corporation Plc (Transcorp), representing 35.94% of the company’s total shareholding. The acquisition, completed on April 28, 2023, marks a significant increase in HH Capital’s holdings, both directly and through related entities such as Tony Elumelu, Awele Elumelu, and Heirs Holdings Limited.
This development, disclosed in a corporate filing by Transcorp’s Group Company Secretary, Atinuke Kolade, to the Nigerian Exchange Limited, reflects a weighted average purchase price of N3.12 per share for the transaction.
Details of the Transaction
The acquisition consolidates HH Capital’s influence in Transcorp, a conglomerate with interests spanning various sectors, including hospitality, power, and energy. The transaction has triggered the mandatory offer provisions stipulated by the Investment and Securities Act, 2007, and the Securities and Exchange Commission (SEC) rules.
Following the acquisition, HH Capital received SEC approval to make a tender offer for up to 2,032,399 fully paid ordinary shares of Transcorp, representing 0.02% of the company’s issued and fully paid share capital. The tender offer is set to include a 0.25% premium over the opening price of Transcorp shares on the offer’s commencement date.
Tony Elumelu’s Strategic Position
The chairman of Transcorp Plc, Tony Elumelu, has been instrumental in consolidating the company’s ownership structure. In 2023, Elumelu further solidified his position by acquiring an additional 9,697,189,979 shares in Transcorp through HH Capital Limited, where he serves as a director. This move underscores Elumelu’s commitment to driving Transcorp’s strategic vision and operational growth.
Implications for Transcorp and Shareholders
The acquisition by HH Capital and the subsequent tender offer align with regulatory requirements while offering existing shareholders an opportunity to evaluate their positions. The premium pricing of the tender offer indicates confidence in Transcorp’s valuation and growth potential.
For Transcorp, this development signals enhanced stability and focus on long-term strategic goals, particularly as Elumelu’s leadership continues to shape the company’s trajectory in key sectors. The transaction also reflects a broader trend of consolidations within Nigeria’s corporate landscape, emphasizing investor confidence in well-established conglomerates.
Regulatory and Market Impact
The mandatory offer provisions triggered by the acquisition demonstrate adherence to SEC regulations, ensuring transparency and compliance in corporate governance. The SEC’s approval for the tender offer further emphasizes the regulatory body’s commitment to maintaining a fair and orderly market environment.
Conclusion
HH Capital’s acquisition of a significant stake in Transcorp Plc represents a pivotal moment in the company’s history. By strengthening its ownership structure and meeting regulatory obligations, the transaction is poised to enhance shareholder value and reinforce Transcorp’s position as a leading conglomerate in Nigeria’s corporate sector.
With Tony Elumelu’s continued involvement and the strategic backing of HH Capital, Transcorp is well-positioned to leverage opportunities across its key industries, delivering sustainable growth and profitability.
