Each Scheme shareholder of the Company, subject to the sanction of the Court and delivery of the sanction for registration at the Corporate Affairs Commission (“Effective Date”), shall receive ₦17.88k per Scheme share held by such Scheme shareholder.

Upon the Effective Date of the Scheme, Scheme shareholders of the Company will be able to realise their holdings in the Company at 28% premium to the Company’s share price of ₦13.90 on 30 November 2022, being the last traded price prior to the offer.

According to the proposed Scheme presented to shareholders, the transaction provides an avenue for the core shareholder to support the Company in raising the required capital to expand its business operations in order to improve profitability.

The Chairman for the Meeting, Mrs. Aniola Durosinmi-Etti, stated that, “In recent years, the macro-economic environment in Nigeria had been particularly difficult on the general operations of businesses in the country”.

She added that “over the past five years, the Company has recorded declining margins despite growth in its top-line”. She noted that operating costs had impacted the Company’s ability to pay decent returns as evidenced by its dividend payout history in the last five years.

She expressed that the management is committed to the long-term survival of the oldest and leading indigenous energy group in Nigeria.

The refinery which is situated on land spanning approximately 2,635 hectares is the World’s Largest Single Train 650,000 barrels per day Petroleum Refinery with a 9000 KTPA Polypropylene Plant ever built. It is gratifying to note that the Refinery can meet 100% of Nigeria’s requirement for all refined products (Gasoline, 57 million litres per day; Diesel, 27 million litres per day; Kerosene, 11 million litres per day and Aviation Jet, 9 million litres per day) and also have a surplus of each of these products for export. Therefore, the coming onboard of the Dangote Refinery promises to bring to pleasant end, the nightmare of long queues at petrol filling station and the disruption of social and economic activities that come with it.The Refinery when fully operational is expected to generate $10 Billion from the export of refined petroleum products and save Nigeria an estimated $10 Billion in foreign exchange. With State-of-the-art technology, the refinery is designed to produce with 100% Nigerian Crude with the flexibility to process other crudes from Africa, Middle East, and US Light Oil. It has a Self-sufficient Marine facility with the ability for freight optimization. With the Largest Single order of 5 SPMs anywhere in the world, Diesel & Gasoline Products from the refinery will conform to Euro V Specifications. The refinery design complies with the World Bank, US EPA, European emission standards, and the Department of Petroleum Resources (DPR) emission/effluent standards.

To cushion the potential impact of increase in mean sea level due to global warming, the company took appropriate measures using the world’s largest, 2nd and 10th largest dredgers to elevate the sea height by 1.5 metres. Dangote Group is one of the few companies in the world executing a Petroleum Refinery and a Petrochemical complex directly as an Engineering, Procurement, and Construction (EPC) Contractor. Globally, apart from three companies, no individual owner has done the complete EPC Contract for a Petroleum Refinery

On employment, the Refinery offers the highest number of employees by any private company, including 100,000 indirect employments at retail outlets; 26,716 filling stations and 129 depots in Nigeria. Quite interestingly, the16,000 trucks for transport will create additional jobs and, in the process, the company has trained over 400 artisans selected from host communities in the areas of Masonry, Carpentry, AC Electricians, Plumbing, Welders, Iron-benders and Auto Mechanics.

For all the determination and trail blazing zeal to bring this dream into reality, “we Congratulate the President/CEO of Dangote Group, Alhaji Aliko Dangote, GCON on the occasion of the official commissioning of this pride-of-Africa birthed-in-Nigeria project”, Segun Ajayi-Kadir, mni
Director General of the Manufacturers Association of Nigeria, MAN, said.

The minister congratulatory message follows the approval of his appointment as the Vice Chancellor of the Federal University of Transportation, Daura, Katsina State by President Muhammadu Buhari, GCFR

Congratulating Prof. Umar Adam Katsayal, mni, the Minister implored him to make the institution a university of national unit and wished him well on his new appointment.

In a letter signed by the Permanent Secretary, Federal Ministry of Transportation, Dr Magdalene Ajani, she conveyed the President’s approval, for a five-year tenure, effective from whenever the Vice-Chancellor assumes duty, in line with the Federal University of Transportation (Establishment) Act 2022, Part 1 Section 3(6).

Professor Umar Adam Katsayal is a professor of Pharmacognosy and Drug Development at the Ahmadu Bello University, Zaria, with teaching and research experiences in Nigerian Universities spanning over two decades. He is an experienced Professor with a demonstrated history of working in the education management industry. Skilled in Lecturing, Public Speaking, Management, and Strategic Planning. He is the consultant on the establishment of the University as well as the Chairman Interim Management Committee of the University.

The Transportation University would, among other things, pave the way for the domestication of railway engineering and general transportation sciences in Nigeria, thereby bridging the technology and skill gap in the railway and ultimately the transportation sector. It is believed that the University can reach the target of training people, technology transfer and developing the railway industry which is in huge demand in Nigeria and the West African region as a whole.

The STEP initiative launched in 2022 seeks to promote teacher’s creative thinking, allow for higher student engagement, and offer a well-rounded education for recipients of the programme. The programme empowers teachers by providing them with resources to support their delivery of quality teaching in Seplat Energy’s host states, Edo and Delta State.

The official kick off of this year’s edition was preceded by a four-day residential workshop which provided leadership, self-improvement introduction to Science, Technology, Engineering, the Arts and Mathematics (STEAM) training and its application to teaching.

This year, 905 teachers wrote the online qualifying test, and 300 teachers qualified from both states for the 4 day-long residential training. The training which was a huge success, will continue online for a further 3 months.

In her opening remarks, Seplat Energy’s Director, External Affairs and Sustainability, Dr. Chioma Nwachuku, represented by Joseph Ofili, Business Relations Manager, stated that Seplat Energy in conjunction with its JV partners, Ministry of Education and Ministry of Science and Technology, decided to embark on this initiative to empower teachers towards providing a better education platform for students who are the future leaders.

“The initiative is designed to foster creative thinking; problem solving abilities; teacher – student engagement and produce well rounded educated students” she said, adding that this year’s edition features the empowerment of 300 teachers from 90 qualifying schools across Edo and Delta States as well as Chief Inspectors of Education in the states and key personnel of the ministry of education to ensure an impactful delivery of the programme.

She further stated that the participant were split 75% public sector, 25% private sector, explaining that all participants had been issued electronic devices and internet data to continue the online training for the next 3 months.

Dr. Nwachuku noted that the success of the programme was largely attributed to the support received from the Ministry of Education and Ministry of Science and Technology as well as Seplat Energy’s JV partner- Nigerian Exploration and Production Ltd (NEPL) formally Nigerian Petroleum Development Company Ltd.

Responding to the opening remarks, the Edo State Commissioner for Education, Mrs. Joan Osa Oviawe commended Seplat Energy for STEP Initiative which she branded as a transformative training programme. She also commended the quality and robustness of courses being offered and urged the teachers to share the learnings from the programme with their colleagues who were unable to be part of it. She also encouraged the teachers to ensure their schools and students benefit from the additional knowledge received from the STEP initiative.

Enumerating some of the immediate positive impacts of the STEP Initiative, Mrs. Oviawe stated that the commission will engage the STEP beneficiaries as Master Trainers to facilitate the planned digital learning training programme for Edo State teachers, being set up by the Edo State government under its Education reform programme- “Edo Best 2.0”

Mrs. Oviawe further reinstated the commitment of the Edo State Ministry of Education to continue the partnership with Seplat Energy and other agencies in delivering the transformative CSR initiative.

Also speaking at the event, the Delta State Commissioner for Secondary Education, Mrs. Rose Ezewu, represented by Mrs. Clementina Ojuma, Director of Schools Department, Delta State Ministry of Education, commended the efforts of Seplat Energy and NPDC “for the determination to continually uphold it corporate social responsibilities to its host states, which has sustained quality education in Edo and Delta States over time.”

She said: “You have been carefully selected for this training which is an uncommon opportunity for you to gain knowledge and become equipped with skills and tools in the field of Science, Technology, Engineering, Arts and Mathematics, generally known as STEAM”. She noted that Delta State had witnessed an increase in students participation in local and national Science and Technology competitions since the launch of the STEP initiative whilst encouraging the teachers to ensure that their schools and students benefit from their learnings.

Over the last two editions, Seplat Energy has empowered 363 persons (inclusive of 49 Chief Inspectors of Education). The Ministry of Education of both Delta and Edo States are very excited by the programme because of the multiplier effect it had had and will continue to have in secondary education. Both states, therefore, have continued to commend Seplat Energy for the feat whilst indicating their unwavering support for the programme.

In doing so, the company said it remained committed in making positive social impacts and contributing to Nigeria’s achievement of the United Nations’ Sustainable Development Goals (SDGs).

Mr. Effiong Okon, the Director, New Energy at Seplat said this while delivering a keynote at the 45th edition of the Society of Petroleum Engineers (SPE) Nigeria Annual International Conference and Exhibition (NAICE) themed: ‘Operationalising a Clean Energy Transition for Sustainable Development in Africa’ on Wednesday.

Okon, who represented Mr. Roger Brown, CEO Seplat Energy, said for a successful energy transition in Africa: “We must support the goals of the Paris Agreement and align with society’s objective to get the world to net zero carbon emissions by 2050, if not before.; as lower-emission hydrocarbons, particularly gas, have a role to play during energy transition by replacing diesel generators and biomass.

“Though hydrocarbon export will continue to be a mainstay of the Nigerian economy and will fund Nigeria’s growth as well as its energy transition, the Oil & Gas Industry has a role to play as a responsible steward of Nigeria’s oil and gas assets, including those that might be divested.”

According to him, in the longer term, the reality and threat of climate change requires the decarbonisation of energy systems in Nigeria, but sustainability and transparency must be at the heart of business operations and decision making.

Speaking on ‘just transition’ Okon noted that there is the need to balance decarbonisation with development, adding that: “Global warming and climate volatility are existential threats to humanity and nature. The world needs to accelerate efforts to achieve net-zero and mitigate warming effects. Africa’s climate, agriculture and people will suffer most in the coming decades. The problem has been caused by emissions from developed-world countries that have enjoyed their ‘carbon privilege’ and built strong economies on fossil fuels.

“However, we need to consider the reality in the continent. Poverty, hunger, unemployment, population growth abound here. Africa contributes just 3.3% of global emissions. Most Africans (600 million) lack access to reliable energy, which hampers development. Use of inefficient and costly diesel / petrol generators saps financial resources, drains foreign exchange and creates pollution.

“Biomass use for cooking causes deforestation, health problems and nearly 0.5 million premature deaths in Sub-Saharan Africa every year. The developed-world’s drive to impose decarbonisation on Africa will constrain development.”

Making the case for gas, the Seplat Director said the developed-world pressures to abandon fossil fuels are being pushed back by recognition of the need to drive development with reliable energy.

COP27, he explained, would focus on how best to achieve this balance for the benefit of tomorrow’s 2.5 billion Africans, of whom 500 million will be Nigerian, adding that given current low emission levels, Africa can achieve a disproportionate improvement in living stands through a globally small increase in emissions from cleaner gas for power and cooking.

He called on players in the continent to leverage oil and gas revenues to cash flow transition, but also tap international transition funding where available, hence the need for good corporate governance.

The Seplat Energy executive therefore urged industry operators to focus on quick wins first, which are: decarbonising the upstream and focus on producing ‘advantaged’ low-carbon barrels with low Scope ½; end routine flaring and redeploy gas to power operations and local communities; and deploy renewables to power operations where possible, and share with local communities.

He added: “We need to develop gas as transition fuel (Gas-to-power to replace diesel, move along value chain into power, e.g. business parks, large buildings; hybrid gas-to-power / solar offerings; and bottled gas products for domestic use. In addition, we can expand into renewables (hydro, wind, geothermal, blue/green hydrogen; and develop and monetise carbon capture and storage.”

In this era of divestments by the International Oil companies (IOCs) from Nigeria, indigenous energy companies with the right competences and wherewithal are natural partners to government in the quest to harness oil and gas assets, the Chief Executive Officer, Seplat Energy Plc, Mr. Roger Brown, has said.

The Seplat Energy CEO made this assertion at the Nigerian Association of Petroleum Explorationists (NAPE) Divestment Workshop themed, “The Big Sale: Opportunities in the Nigerian Oil & Gas Industry from Asset Divestments” held in Lagos on Thursday.

The event had industry players, regulators, government, financiers, oil servicing companies, sector analysts and the media, amongst others.

Mr. Brown, in his presentation dubbed “Our Divestment Opportunities Journey, Lessons Learned, Best Practices and the Success Stories … What’s Next Post Post-Divestment – Vision 2030”, said the IOCs will continue to exit onshore and shallow water terrain of the Niger Delta, noting that the move should be considered as an opportunity for indigenization, and not a negative for Nigeria.

He said indigenous energy companies have a Nigeria investment appetite, and are not looking to leave the country, adding that they understand the country risk well and have a more practical approach to macro events with long term investment horizon.

According to him, Nigeria accounts for 1% of world daily oil production, but the potential in the sector remains vast. “The sector players need to work together more collaboratively to ‘grow the pie’. It is a shared risk and shared prosperity scenario. We should work together to grow and monetise the nations resources, particularly when worldwide demand for liquids will fall – at some point,” he added.

Mr. Brown explained: “Capital will only travel to and stay in Nigeria when the investment landscape is transparent and stable. Given the uncertainties, investors struggle to value the future –there is always some event that impacts value

“Equities are extremely undervalued, foreign currency unavailability for exit is a barrier to inward investment. Debt lenders are uncomfortable if equity is scarce – don’t want to be the only solution, particularly if adverse events happen.”

The greatest business opportunity ahead, Mr. Brown noted, is to supply the right mix of energy to support Nigeria’s growth. In doing so, he said all energy companies must make a positive social impact and contribute to Nigeria’s achievement of the United Nations’ Sustainable Development Goals (SDGs).

Narrating the Seplat energy transition story, Mr. Brown said Seplat Energy is developing its upstream business by selectively expanding its asset base, optimising the gas/oil mix, increasing production, reducing costs and carbon intensity, and increasing revenue assurance by diversifying routes to market.

For midstream gas, he said the company is committed to the development of Nigeria’s gas resources to accelerate the replacement of diesel and biomass and support economic growth through the supply of reliable, low-cost energy. Gas-to-power provides baseload electricity to support renewables.

For new energy, Mr. Brown said Seplat Energy remains committed to achieving a world-class capability in renewable energies, through the development or acquisition of new skillsets that open up new and profitable markets.

In the quest for success leveraging the divestment opportunities in-country, Mr. Brown maintained that crude oil theft on export pipelines should be dramatically reduced/eliminated; cash call payment should be made in advance of spend; gas market should be fully market-driven – willing buyer and willing seller scenario; there should be clear position of government on divestment processes with a strong adherence to existing laws whilst embracing the spirit of the Petroleum Industry Act (PIA); and there should be currency stability with robust macroeconomic policy.

He said more financing institutions should be willing to lend to Nigerian businesses, adding that there is the need for expansion of African banks alongside African development banks.

Also present at the workshop were: Dr. James Edet, NAPE President; Engr. Gbenga Komolafe, Chief Executive Officer, Nigerian Upstream Petroleum Regulatory Commission (NUPRC) represented by Mr. Abel Nsa of the Commission; Austin Avuru, FNAPE, Executive Chairman, AA Holdings; Mr. George Osahon, FNAPE, Chairman Energia; Mr. Chike Nwosu, Chief Executive Office, Waltersmith Petroman Oil limited; Mrs. Ireti Samuel- Ogbu, Managing Director Citibank Nigeria Limited; Dr. Layi Fatona, FNAPE, former Managing Director ND Western; Dr. Ebi Omatsola, Non- Executive Director, Conoil Plc, among others.