Universal Insurance Plc has announced plans to raise N15 billion in fresh capital, as the insurer moves to strengthen its balance sheet and comply with minimum capital requirements in Nigeria’s insurance industry.
The company disclosed this in a notice of an Extraordinary General Meeting (EGM) scheduled to hold in February. The EGM will consider and, if thought fit, pass several special resolutions relating to the proposed capital raising exercise.
According to the notice signed by the Company Secretary, Chinedu Onyilimba, the Board of Directors is seeking shareholders’ authorisation to raise additional capital of up to N15 billion through one or a combination of funding options.
These include public offerings, private placements, rights issues or other acceptable methods, either within the Nigerian or international capital markets.
Pricing is expected to be determined through book-building or other valuation mechanisms approved by regulators.
The proposed capital raise is primarily aimed at meeting regulatory minimum capital requirements under Nigeria’s insurance laws, amid heightened regulatory scrutiny and ongoing sector-wide recapitalisation efforts.
In addition, shareholders will be asked to approve the revalidation, regularisation and issuance of up to 14 billion authorised but unissued legacy ordinary shares of the company for the purpose of capital raising, subject to regulatory approvals.
Where the existing unissued shares are insufficient, the Board is also seeking authority to increase the company’s share capital by the exact number of ordinary shares required to complete the exercise.
The resolutions further empower the directors to take all necessary steps to secure the listing and admission to trading of any securities issued pursuant to the capital raise on the Official List of the Nigerian Exchange Limited or any other securities exchange or market, as may be applicable.
The Universal Insurance Board is also requesting approval to appoint professional advisers and other parties required for the transaction, and to undertake all related actions, negotiations and filings with regulators.
Any prior actions already taken by the Board, its committees or officers in connection with the capital raising and related regulatory engagements are to be ratified and approved.
The notice also authorises the Company Secretary to register any increases in share capital with the Corporate Affairs Commission and, where necessary, amend the company’s Memorandum and Articles of Association to reflect the new share capital structure following the exercise.
A proxy statement attached to the notice advises shareholders who are unable to attend the meeting in person to appoint a proxy, with completed proxy forms to be deposited at the company’s registered office not later than 48 hours before the meeting.
