BY NKECHI NAECHE-ESEZOBOR—Royal Exchange Plc has disclosed plans to acquire and recapitalise Royal Exchange Prudential Life as part of a broader strategy to strengthen its operations and enhance its capital position.
The proposed transaction forms part of resolutions to be presented to shareholders at an Extraordinary General Meeting (EGM) scheduled for July 15, 2026.
According to a notice filed with the Nigerian Exchange Limited (NGX), shareholders will be asked to note the directors’ intention to acquire and recapitalise Royal Exchange Prudential Life, a move expected to support the group’s growth ambitions and reinforce its presence in Nigeria’s insurance market.
In addition to the proposed acquisition and recapitalisation, the company is seeking shareholders’ approval to raise up to ₦2.7 billion through a public offer of 2.08 billion ordinary shares of 50 kobo each at ₦1.30 per share, subject to regulatory approvals.
The board is requesting authority to determine the terms and conditions of the offer, appoint professional advisers, execute transaction documents and obtain all necessary regulatory clearances required to complete the capital raise.
To facilitate the fundraising exercise, Royal Exchange is also proposing an increase in its share capital from ₦4.63 billion to ₦5.17 billion through the creation of an additional 1.08 billion ordinary shares of 50 kobo each.
The newly created shares will rank pari passu with the company’s existing ordinary shares, while the board is seeking authority to cancel any unallotted shares or further increase the company’s share capital where necessary to accommodate future capital-raising initiatives.
Shareholders will further consider a resolution authorising the board to allot the new shares created under the public offer to investors at ₦1.30 per share, or at such price as may be determined by the directors.
The company is also proposing amendments to its Memorandum of Association to reflect any changes in its issued share capital following the completion of the equity raise. The Company Secretary will be authorised to file all necessary documents with the Corporate Affairs Commission (CAC) and undertake actions required to implement the resolutions.
The planned acquisition and recapitalisation of Royal Exchange Prudential Life, alongside the proposed equity injection, underscore the insurer’s efforts to strengthen its financial capacity and position the group for future growth opportunities.
