FTN Cocoa Processors announces EGM for raising N1.4b capital

WorldStage Newsonline– FTN Cocoa Processors Plc which is into the processing of cocoa beans and palm kernel into Cocoa Cake, Liquor, Butter, Powder, Palm Kernel oil and Palm Kernel cake has issued a notice of an Extra-Ordinary General Meeting for Wednesday 11th August, 2021 to authorize the raising of capital of up to N1,400,000,000 on such terms and conditions and at such time, as the board may deem fit or determine.

In the notice at the Nigerian Exchange on Thursday, the company said the EGM will also consider, and if approved, to pass, with or without modification “That, the Board be and is hereby authorized to apply amounts outstanding under any convertible loan, shareholder loan or other loan facility due to any person, from the Company, as may be agreed between the person and the Company, towards payment for any shares to be subscribed for and allotted to such person under the rights issue or any other method approved by the relevant regulatory authorities for the offer to the shareholders;

“That, without prejudice to the foregoing, the Board be and is hereby authorised to, subject to obtaining all requisite regulatory approvals, allot by way of private  placement / debt to equity conversion, shares outstanding from the Capital Raise to the extent not taken up by the shareholders of the Company to OH Origins Global Commodities Inc. of No.1, Gateway Center, Newark New Jersey 07102, USA (“OH Origins”), at a price not below the price offered to the shareholders and on such terms and conditions and at such time, as the Board may deem fit or determine in consideration for liquidation of the debt owed by the Company to OH Origins;

“That, to the extent that the entire capital is not raised by the shareholders and by OH Origins, the Board be and is hereby authorized to raise the outstanding capital by way of public offering or any other method(s) or combination of methods, as the Board may deem fit including through the issuance of shares, convertible or nonconvertible securities, loan notes or such other instruments, in such tranches, series or other proportions and on such terms and conditions, including through a book building process (where required), as may be determined by the Board, subject to obtaining all required regulatory and/or contractual approvals; “That the Board be and is hereby authorised to do all such lawful things as is required to give effect to the above resolutions, including without limitation, the appointment of professional advisers, execution of agreements, deeds, notices and other transaction documents; and that, all acts carried out by the Board hitherto in connection with the above, be and are hereby ratified.”

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