By InvestAdvocate

Lagos (INVESTADVOCATE) – Oando Energy Resources (OER) on Thursday said Oando E&P Holdings Limited will acquire all minority shares of Oando Plc in OER, the company disclosed in an issuers notice to the Nigerian Stock Exchange (NSE).

OER said it has filed on SEDAR and is mailing a notice of meeting and management information circular in respect of a special meeting of shareholders scheduled to be held on Thursday, February 25, 2016 in Vancouver, British Columbia.

According to the firm, the documents present the reasons for the unanimous recommendation from OER’s board of directors that shareholders vote in favour of a special resolution to approve a proposed plan of arrangement with Oando Plc and Oando E&P Holdings Limited.

“As announced on December 22, 2015, pursuant to the arrangement, the purchaser will acquire all of the issued and outstanding common shares of OER (minority shares),” the notice said.

OER added that the record date for shareholders entitled to attend and vote at the meeting has been set at January 19, 2016. “The meeting will be held at the offices of Cassels Brock & Blackwell LLP, 885 W Georgia St., Suite 2200, Vancouver, British Columbia, V6C 3E8 at 10:00 (Vancouver Time) on Thursday, February 25, 2016,” the company added.

OER affirmed that as part of the transaction, the company has notified the TSX and applied for the delisting of the Common Shares upon completion of the arrangement. “In addition, in accordance with Section 720 of the TSX company manual, the company has applied to voluntarily delist the common share purchase warrants issued by the company from the facilities of the TSX upon completion of the arrangement and an exemption from the requirement for security holder approval of such delisting is available pursuant Section 604(f) of the TSX company manual because Oando Plc holds more than 90 percent of the common shares,” OER said.

The company further affirmed that other information on voting, including specific details of how to vote, can be found in the circular. “completion of the arrangement, including the delisting of the common shares  and warrants from the facilities of the TSX, will be subject to, among other things, approval by the syndicate of lenders in OER’s $450 million senior secured facility,” the company disclosed.

It said that copies of the arrangement agreement, the circular and certain related documents have been filed with Canadian securities regulators and are available under the company’s profile on the Canadian SEDAR website at www.sedar.com.

Shares of Oando at the close of today’s trading on the Nigerian bourse declined 2.26 percent to N3.90 per share from N3.99 traded the previous session.