Shareholders Massively Vote in Favour of FMN’s Minority Shares Buyout Scheme

On the 14^th day of November 2024 around 12:30 PM, Flour Mills of Nigeria (FMN) held its 64^th Annual General Meeting (AGM) at Balmoral Convention Centre, Federal Palace Hotel, Lagos. This particular AGM was quite symbolic because right before the AGM, the Leading Food and Agro-Allied Group was also mandated by the Federal High Court in Lagos to hold a Court Ordered Meeting (COM) to pass the resolution of Minority shareholders buyout by the Majority Shareholders. This scheme of arrangement between FMN and Holders is for its fully paid ordinary shares.

What started as a typical court-ordered meeting following an established order of proceeding gradually became a deliberation meeting with the minority shareholders asking for an increased buyout price from the initial proposed offer. It was an interesting engagement as the shareholders' demands were made from a place of awareness and astute negotiation acumen. One misconception was quite clear, that is, the notion that the Business would go out of Nigeria if they got the voting that they sought at the meeting, and this misconceived narrative made the negotiations emotional, personal, and at some point, one might even say from a place of fear.

Then, the meeting took an unexpected turn when the Chairman of the Meeting, Mr. Paul Gbededo wisely called on that the majority shareholders from Excelsior Shipping Company to address the concerns raised by the minority shareholders since they were at the meeting.

In a charismatic and emotion laden address, the Chairman, FMN Board of Directors, Mr. John G. Coumantaros spoke to the shareholders from a place of leadership and fatherly instincts. He first took them back to the time of the founding father of the business, also his late father, Mr. George S. Coumantaros who came to Nigeria in the 60s and discovered that the Nigerian spirit of can-do and ambitious living aligns with his spirit, so he stayed and established the company Flour Mills of Nigeria, which was then, a single flour milling company. Through agile business sense, commitment to the people and the economy's growth and the untainted loyalty of the shareholders, FMN grew to a Group with over 22 subsidiaries.

“My late father, Mr. George S. Coumantaros started this company out of passion and special likeness for the Nigerian spirit which significantly aligns with his boisterous and can-do spirit. This passion is what drives me today, to ensure that we continue to grow and expand this business that is left for us not just as an organization and an establishment that will also provide jobs, feed the nation and enrich the lives of our people. Said Mr. Coumantaros during his passionate address to the shareholders. Like cold water on a raging fire, one could see the calming effect of his words on the shareholders. The once fearfully and emotionally driven audience suddenly realized that he is on their side and just like his father, he is here to stay and make meaningful contributions to the growth of the Nation’s economy. He ended his address on this note.

 “For your loyalty, we will increase the per-share value to N86 per share and to reiterate, FMN will not leave Nigeria. FMN and Nigeria are inextricably bound together with Nigeria positioned as the headquarters of our pan African growth story and the centre of excellence as we deepen investment in our different verticals.”

This powerful address by Mr. John Coumantaros secured for the Business 98.67% minority shareholders vote at the buyout price of N86 per share. An unforeseen and applaudable milestone, and as an observer, what also became clear during the meeting is that the intent of the Group has always been from a patriotic stance and not just from a profit-making point of view. FMN in a lot of ways remains an integral part of Nigeria especially as the Group share various likeness with Nigeria in terms of age (both are 64 years old), colour code adoption (green and white) and unwavering commitment to the attainment of food security in Nigeria.

FMN is embarking on an ambitious $1 billion investment plan to expand its presence and impact across the African continent over the next four years, which is anticipated to create new opportunities and unlock value for the company, its employees, and economies throughout Africa.  Beyond Nigeria, FMN plans to leverage the opportunities presented by the African Continental Free Trade Agreement (AfCFTA) to expand its reach across the continent, starting with the West Africa region. Furthermore, FMN's export ambitions is expected to contribute to improving Nigeria's foreign exchange (FX) flows and boost the country's export potential.

Since it has become obvious that the Company, Flour Mills of Nigeria is our own, it is made in Nigeria and for Nigerians; it is then wise to not just wish them well in their quest for Pan-African diversification, but, to support them in this venture that will also put Nigeria on the right trajectory for continental business leadership.