TUE JULY 07 2026-theGBJournal| Emerald HoldCo B.V., a Dutch-incorporated investment vehicle, has launched a mandatory takeover offer valued at about N6.94 billion to acquire up to 11.74 million ordinary shares, representing 1.96% of the issued share capital of Beta Glass Plc, at N590.94 per share.
The offer follows Emerald HoldCo’s indirect acquisition of a 55.22% controlling stake in the company through its purchase of Emerald Nigeria Intermediate Holdings B.V. from the Frigoglass Group and is being undertaken to comply with Nigeria’s takeover regulations.
The notice was issued to the Nigerian Exchange Limited and the investing public regarding the proposed Mandatory Takeover Offer by Emerald HoldCo B.V. to acquire up to 11,741,509 ordinary shares from the other shareholders of Beta Glass at N590.94 per share.
Emerald HoldCo, in February 2026, completed the acquisition of 100% of the shares of Emerald Nigeria Intermediate Holdings B.V. (formerly Frigoinvest Nigeria Holding B.V.), which owns 76.03% of Packaging Industries Nigeria Limited, from the Frigoglass Group.
As part of the transaction, Emerald HoldCo assumed indirect ownership of 331,260,999 ordinary shares in Beta Glass that were previously held by the Frigoglass Group.
The stake represents approximately 55.22% of the company’s issued share capital, giving Emerald HoldCo effective control of the glass manufacturer.
Following the acquisition, and in accordance with Part XII of the Investments and Securities Act, 2025 (as amended), Rules 445–448 of the 2013 Consolidated SEC Rules and Regulations (as amended) and Rule 4 of the SEC Rules on Mergers, Takeovers and Acquisitions, August 2021, Emerald HoldCo is required to extend a mandatory takeover offer to the remaining shareholders of Beta Glass.
Under Nigeria’s takeover rules, an offeror is permitted to make an offer for all or only a portion of the shares held by other shareholders.
Accordingly, Emerald HoldCo’s offer is being undertaken in line with regulatory directives and is limited to the acquisition of 11,741,509 shares, representing 1.96% of the company’s total issued and fully paid share capital.
The Board of Directors of Emerald HoldCo approved the transaction on 5 February 2026, authorising the takeover offer to shareholders other than Packaging Industries Nigeria Limited and Emerald Nigeria Intermediate Holdings B.V.
The Securities and Exchange Commission has also approved the offer, while Thursday, 25 June 2026, has been set as the qualification date for eligible shareholders.
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