Oando Plc is embarking on one of the most consequential financial restructurings in Nigeria’s recent corporate history as it grapples with capital erosion from the 2024 fiscal year and simultaneously prepares to raise up to ₦500 billion in fresh capital.

The twin initiatives aimed at stabilising the company’s capital structure and charting a sustainable growth trajectory will dominate proceedings at two pivotal shareholder meetings scheduled for August 11, 2025.

According to a statement signed by Ayotola Jagun, the company’s Chief Compliance Officer and Company Secretary, Oando will hold an Extraordinary General Meeting (EGM) at 2:00 p.m. to deliberate exclusively on addressing the capital erosion for the year ended December 31, 2024. The EGM will be preceded by the company’s 46th Annual General Meeting (AGM), where shareholders will vote on a sweeping capital raise and corporate restructuring agenda.

At the core of the plan is a proposal to raise up to ₦500 billion or its foreign currency equivalent through the issuance of up to 10 billion ordinary shares. The fundraising may be executed via public offerings, private placements, rights issues, or debt-to-equity conversions. Oando is seeking approval to execute the transactions both locally and in international capital markets.

Additionally, the company plans to convert up to $300 million of its existing Reserves-Based Lending (RBL) facility into equity, a strategic move designed to deleverage its balance sheet and bolster financial resilience.

Shareholder approval is also being sought to establish a $1.5 billion multi-instrument issuance programme comprising bonds, structured certificates, and other hybrid financial instruments to support long-term expansion.

“The Board is hereby authorised to enter into capital restructuring agreements with key stakeholders and lenders,” the notice read, underscoring the urgency and scope of the recapitalisation effort.

The EGM is being convened under Section 119 of the Companies and Allied Matters Act (CAMA) 2020, while both meetings will be held virtually in accordance with the 2023 Business Facilitation Act, allowing for remote shareholder participation and proxy voting.

While the full extent of the capital erosion has not been publicly disclosed, it has drawn increased scrutiny over the company’s financial health. However, analysts suggest that if the proposed funding strategy is approved and effectively implemented, it could serve as a catalyst for recovery and restore investor confidence.

The capital raise, which ranks among the largest by a Nigerian non-bank corporate entity in recent years, is expected to address legacy liabilities and position Oando to take advantage of ongoing reforms in Nigeria’s oil and gas sector, as well as the global energy transition.

As the company seeks to reconcile past financial challenges with future ambitions, the August meetings could mark a defining moment in Oando’s transformation from a debt-laden operator into a restructured, growth-focused energy powerhouse.