By Bamidele Famoofo
WorldStage— In a move to own 100 percent of the shares of Beta Glass Plc, Emerald HoldCo B.V., new investor in Beta Glass Plc, has offered about N6.94 billion its ordinary shareholders in a Mandatory Take-Over (MTO) move.
Emerald HoldCo, in February 2026, completed the acquisition of 100 percent of the shares of Emerald Nigeria Intermediate Holdings B.V. (formerly Frigoinvest Nigeria Holding B.V) who owns 76.03 percent of Packaging Industries Nigeria Limited (formerly Frigoglass Industries (Nigeria) Limited) from the Frigoglass Group (the “Acquisition”). As part of this transaction, Emerald HoldCo has assumed indirect ownership of 331,260,999 ordinary shares in the Company, previously held by the Frigoglass Group which represent approximately 55.22% of the issued share capital of the Company.
The proposed Mandatory Take-Over Offer by Emerald HoldCo B.V. will help it to acquire up to 11,741,509 ordinary shares from the other shareholders of Beta Glass Plc at ₦590.94 per share.
Further to the Acquisition and in accordance with Part XII of the Investments and Securities Act, 2025 (as amended), Rules 445-448 of the 2013 Consolidated Securities and Exchange Commission (the “SEC”) Rules and Regulations (as amended) and Rule 4 of the SEC Rules on Mergers, Take-overs and Acquisitions, August 2021 (“the Nigeria Takeover Rules”),
Emerald HoldCo is required to make a Take-over Offer to all other shareholders of Beta Glass.
Under the Nigeria Takeover Rules, the Offeror is permitted to make an offer for all or a portion of the shares held by the other shareholders of the Company.
Accordingly, the Offer is therefore being undertaken in accordance with the directives of the regulatory authorities and pursuant to the Nigeria Takeover Rules for a portion of the outstanding shares.
A notice issued to the authority of the Nigerian Exchange Limited on Monday indicated that the Board of Directors of Emerald HoldCo approved the Offer on February 5, 2026, authorizing a takeover offer to be made to other shareholders of the Company, other than Packaging Industries Nigeria Limited and Emerald Nigeria Intermediate Holdings B.V, for the acquisition of the Offer Shares representing 1.96 percen of total Issued and fully paid share capital of the Company .The Offer has also received the approval of the SEC.
The Qualification Date for the Offer is Thursday, 25 June 2026.
