AMCON
ASSET MANAGEMENT CORPORATION OF NIGERIA
417, TIGRIS CRESCENT, OFF AGUIYI IRONSI STREET, MAITAMA, ABUJA, NIGERIA
INVITATION FOR EXPRESSIONS OF INTEREST FOR THE ACQUISITION OF AMCON’S SHAREHOLDING IN CONSOLIDATED DISCOUNTS LIMITED
ASSET MANAGEMENT CORPORATION OF NIGERIA
417, TIGRIS CRESCENT, OFF AGUIYI IRONSI STREET, MAITAMA, ABUJA, NIGERIA
INVITATION FOR EXPRESSIONS OF INTEREST FOR THE ACQUISITION OF AMCON’S SHAREHOLDING IN CONSOLIDATED DISCOUNTS LIMITED
(1) The Asset Management Corporation of Nigeria (“AMCON“) owns 93% of the share capital in Consolidated Discounts Limited “CDL” or the “Company“) which is licensed by the Central Bank of Nigeria to carry out the functions of a Discount house. (CDL and all its subsidiaries are collectively referred to as the “Group“).
(2) CDL has two subsidiaries, CDL Asset Management Limited (“CAM“) and CDL Capital Markets Limited (“CCAP“). CAM offers wealth management and issuing house services while CCAP is licensed to provide stockbroking services in Nigeria.
(3) The Group has a current staff strength of 25.
(4) In furtherance of its strategic objectives, AMCON has decided to divest its shareholding in CDL and has appointed Cardinal Stone Partners Limited (“CardinalStone“) as its Financial Adviser and Crosswrock Law (“Crosswrock“) as its Legal Adviser for the proposed divestment (the “Transaction“).
(5) AMCON hereby invites interested buyers to express interest in acquiring up to 93% AMCON’s shareholding in the Group.
(6) Method of Application. Interested buyers (eligible entities or consortia) should indicate their interest by submitting an Expression of Interest (“EOI“) with the following documentation and information, as applicable, under the subject headings specified below (in the case of a consortium, please provide the relevant information for each consortium member):
(i) Description of acquiring entity or vehicle with evidence of registration or incorporation;
(ii) Ownership of the acquiring entity or vehicle, identifying all shareholders with an equity stake of 5% or more;
(iii) Strategic rationale for the acquisition of Consolidated Discounts Limited and its subsidiaries;
(iv) Relevant experience in financial services and/or demonstrable evidence of ability to manage a company of this nature;
(v) Evidence of financial capacity;
(vi) Adviser’s Letter of Appointment (if an EOI is being submitted on behalf of an interested bidder);
(vii) In the case of a consortium, kindly provide evidence of alliance/ partnership/joint venture between the members of the consortium, clearly indicating the lead member authorized to submit the EOI;
(viii) Full name(s) of contact person(s), email addresses and telephone numbers; and
(ix) Any relevant information that demonstrates credibility and eligibility of the buyer to participate in the Transaction
(i) Description of acquiring entity or vehicle with evidence of registration or incorporation;
(ii) Ownership of the acquiring entity or vehicle, identifying all shareholders with an equity stake of 5% or more;
(iii) Strategic rationale for the acquisition of Consolidated Discounts Limited and its subsidiaries;
(iv) Relevant experience in financial services and/or demonstrable evidence of ability to manage a company of this nature;
(v) Evidence of financial capacity;
(vi) Adviser’s Letter of Appointment (if an EOI is being submitted on behalf of an interested bidder);
(vii) In the case of a consortium, kindly provide evidence of alliance/ partnership/joint venture between the members of the consortium, clearly indicating the lead member authorized to submit the EOI;
(viii) Full name(s) of contact person(s), email addresses and telephone numbers; and
(ix) Any relevant information that demonstrates credibility and eligibility of the buyer to participate in the Transaction
(7.) Submission of Expression of Interest. Prospective buyers are required to submit their EOIs in English and titled “Expression of Interest for the Acquisition of Consolidated Discounts Limited“. The EOI should be sent not later than 5.00pm (Nigerian time) on 29th September, 2017
(i) Electronically to projecttiger@cardinalstone.com; and
(ii) 2 sets of hard copies should also be delivered to the address below:
CardinalStone Partners Limited
5, Okotie Eboh Street,
Ikoyi, Lagos State
Nigeria
Attention: Michael Nzewi
(i) Electronically to projecttiger@cardinalstone.com; and
(ii) 2 sets of hard copies should also be delivered to the address below:
CardinalStone Partners Limited
5, Okotie Eboh Street,
Ikoyi, Lagos State
Nigeria
Attention: Michael Nzewi
(8) Upon receipt and evaluation of the EOIs, a shortlist of buyers, whom, in AMCON’s sole discretion, are deemed to be suitable, will be prepared and will proceed to the first phase of the Transaction. Only shortlisted buyers will be contacted and advised on next steps.
(9) For clarification or enquiries, prospective buyers may contact the following individuals at CardinalStone:
(9) For clarification or enquiries, prospective buyers may contact the following individuals at CardinalStone:
Michael Nzewi
Email: projecttiger@cardinalstone.com
Tel no:+234(1)7100433
Email: projecttiger@cardinalstone.com
Tel no:+234(1)7100433
Onyebuchim Obiyemi
Email: projecttiger@cardinalstone.com
Tel no: +234(1)7100433
Email: projecttiger@cardinalstone.com
Tel no: +234(1)7100433
(10) Legal Notices: This invitation does not constitute an invitation to tender or an offer to sell or a solicitation of an offer to subscribe for or purchase any securities by any person in any jurisdiction or under any circumstance where it is unlawful to make such an invitation, offer or solicitation.
The distribution of this invitation in certain jurisdictions may be restricted by law, and recipients should inform themselves about, and observe any applicable legal or regulatory requirements in relation to, the distribution or possession of this invitation. Neither AMCON, CDL, CardinalStone, and Crosswrock nor any of their respective affiliates, directors, officers, employees, advisers or agents (“Related Parties”) accept any liability to any person in relation to the distribution or possession of this invitation in any jurisdiction, nor any responsibility for the cost of any submission of an EOI or any loss suffered by such submission, which will solely be at the cost of any interested party.
By submitting an EOI, an interested buyer confirms that it is a person able to receive the information provided to it (or which may be provided to it in any subsequent phase) without contravention of any unfulfilled registration requirements or other applicable legal or regulatory restrictions in the jurisdictions in which it resides or conducts business.
AMCON reserves the right to accept or reject any submission, and to amend or discontinue the Transaction at any time, without any obligation to provide reasons for its decision. CardinalStone and Crosswrock are acting exclusively for AMCON and no one else in connection with the Transaction and CardinalStone and Crosswrock will not be responsible to anyone other than AMCON.
Each of AMCON, CardinalStone and Crosswrock and their respective Related Parties expressly state that no representation or warranty is made by this invitation and expressly disclaim any and all liability for representations, warranties deemed to be made or statements contained in this invitation to any prospective purchaser.
CROSSWROCK Barristers & Solicitors
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