PROPOSED ACQUISITION BY OAK AND SAFFRON LIMITED OF SHARES HELD IN PRESCO PLC BY FIMAVE NV, AN AFFILIATE OF SIAT NV GROUP

Case type: MRR Form 1 (Regular) Case Parties: OAK AND SAFFRON LIMITED/PRESCO PLC/FIMAVE NV Published: 04 Jan. 2024

The proposed transaction is an acquisition by Oak and Saffron Limited (the Acquirer) of the 60% ordinary shares (the Sale Shares) held by Fimave NV, an affiliate of Siat NV (the Seller) in the share capital of Presco plc (the Nigerian Target), (Proposed Transaction). The Nigerian Target is a company incorporated in Nigeria that specializes in industrial as well as smallholder plantations of cash crops, mainly oil palm and rubber. The Nigerian Target owns significant production interest in allied processing plants such as palm oil mills, palm oil refining/fractionation, soap making and crumb rubber factories. The Nigerian Target is 60% owned by the Seller. The strategic and economic rationale for the acquisition is as follows: the acquisition of the Nigerian Target would result in the Acquirer indirectly assuming ownership of about 50,000 hectares of oil palm plantation (under cultivation) which has the capacity to produce 100,000 metric tons of crude palm oil, palm kernel oil and thousands of metric tons of natural dry rubber annually. This will position the business to be a sustainable supplier in its markets, in the face of an increasing demand for palm oil and natural rubber; the acquisition will result in consolidation and increased efficiency in the processing of agro-allied products including palm oil, rubber, and its byproducts. This will result in a more sustainable supply chain for raw materials required for the production of high-quality outputs; and the resultant economies and scale efficiencies that will arise from this collaboration will reduce the industrial capital expenditure that would be required by both entities in the future.