DEGGI HOLDINGS PLC
(Incorporated in the Republic of Nigeria with limited liability under the Companies Act)
Registered Office: WH6/104 Shehu Ibrahim Badeggi Kanwuri, Wushishi, Niger State
PROSPECTUS
DATED: [Date]
INITIAL PUBLIC OFFERING (IPO) OF 1,000 ORDINARY SHARES OF 1.0 EACH AT AN OFFER PRICE OF ₦5,000 PER SHARE
OPENING DATE OF OFFER: [Date]
CLOSING DATE OF OFFER: [Date]
LEAD ISSUING HOUSE / BOOKRUNNER
United Bank of Africa
REGISTRARS
Badeggi Ventures
1. DEFINITIONS AND ABBREVIATIONS
- Company/Group: Deggi Holdings PLC and its subsidiaries.
- Act/Companies Act: The Companies Act of Nigeria, 2011.
- SEC: The Securities and Exchange Commission of Nigeria.
- Listing: The admission of the Company's shares to the official list of DAGRO.
- Directors: The Board of Directors of Deggi Holdings PLC.
2. FOREWORD / STATEMENT FROM THE CHAIRMAN
Dear Prospective Investor,
On behalf of the Board of Directors, I am delighted to invite you to participate in the Initial Public Offering of Deggi Holdings PLC. This is a pivotal moment in our history.
Deggi Holdings began as a small logistics company 3 years ago. Today, we have grown into a diversified conglomerate with strategic interests in logistics, renewable energy, and real estate. This public offer represents the next logical step in our evolution. It will provide us with the capital required to retire existing high-cost debt, fund our ambitious expansion into Agricultural Value Chain, and solidify our position as a market leader.
We believe in transparency, strong corporate governance, and sustainable value creation. By becoming a shareholder, you are not just buying a stock; you are partnering with us in the next chapter of our growth story. We look forward to welcoming you to the Deggi family.
Yours sincerely,
Yameen
Shehu Yahaya Abdullahi
Chairman, Deggi Holdings PLC
3. TIMETABLE AND OPENING/CLOSING DATES
| Activity | Date |
|---|---|
| Opening Date of the Offer | [Date] |
| Closing Date of the Offer | [Date] |
| Date of Allotment | [Date] |
| Date of Listing on the Stock Exchange | [Date] |
4. THE OFFER
- Offer Price: ₦5,000 per share.
- Total Number of Shares Offered: 1,000 Ordinary Shares.
- Total Value of the Offer: ₦5,000,000.
- Form of Offer: By application through the registered issuing houses or via the official website.
- Nature of Offer: An offer for purchase.
- Lot Size: Minimum application of 1 share and in multiples of 5 thereafter.
5. USE OF PROCEEDS
The net proceeds from the Offer, estimated at ₦5,000,000 after expenses, will be applied as follows:
- 12% - Debt Repayment: To reduce the Company’s short-term and long-term bank borrowings, thereby strengthening the balance sheet and reducing finance costs.
- 6% - Capital Expenditure: To fund the construction of the new Deggi Pick n Pay logistics hub and the expansion of our E-Commerce capacity in Wushishi.
- 14% - Working Capital: To support the increased working capital requirements of our subsidiaries resulting from projected growth in sales volume.
6. SUMMARY OF FINANCIAL INFORMATION
The following table summarizes the audited financial results of the Group for the last three financial years.
| Item | Year Ended 2025 | Year Ended 2026 | Year Ended 2027 |
|---|---|---|---|
| (Currency in Millions) | |||
| Revenue | 0.00 | 0.00 | 0.00 |
| Gross Profit | 0.00 | 0.00 | 0.00 |
| Profit Before Tax | 0.00 | 0.00 | 0.00 |
| Profit After Tax | 0.00 | 0.00 | 0.00 |
| Earnings Per Share (EPS) | 0.00 | 0.00 | 0.00 |
| Net Assets | 0.00 | 0.00 | 0.00 |
Note: Extracted from the audited accounts which are included in full in Section 12.
7. DIVIDEND POLICY
The Company's dividend policy aims to balance rewarding shareholders with retaining capital for growth. Barring unforeseen circumstances, it is the Directors' intention to recommend a dividend payout of between 20% and 30% of the Profit After Tax, beginning with the financial year ending 2026. The declaration of future dividends will depend on profitability, cash flow, and future investment requirements.
8. CAPITAL STRUCTURE
| Authorized Share Capital | ₦ |
|---|---|
| 1 Ordinary Share of 1.0 each | 5,000 |
| Issued and Fully Paid Share Capital (Pre-Offer) | |
| 1,000 Ordinary Shares of 1.0 each | 5,000,000 |
| Proposed Issued and Fully Paid Share Capital (Post-Offer) | |
| 1,500 Ordinary Shares of 1.0 each | 7,500,000 |
9. DIRECTORS AND COMPANY SECRETARY
- Chairman (Non-Executive): Shehu Ibrahim - [Brief Bio, e.g., Former CEO of Industry Corp with 30 years experience.]
- Managing Director/CEO: [Name] - [Brief Bio, e.g., Founder of the company with expertise in logistics.]
- Executive Director: [Name] - [Brief Bio]
- Non-Executive Director: [Name] - [Brief Bio]
- Independent Non-Executive Director: [Name] - [Brief Bio]
- Company Secretary: [Name/Firm Name]
10. RISK FACTORS
Investment in shares carries inherent risks. Prospective investors should carefully consider the following risk factors:
- Economic Risk: The Group’s performance is sensitive to the economic conditions of Nigeria. A downturn could reduce demand for logistics and real estate services.
- Industry Risk: The logistics industry is highly competitive with pressure on pricing. The energy sector is subject to regulatory changes.
- Operational Risk: Delays in the completion of capital projects (e.g., the new logistics hub) could impact projected revenue streams.
- Liquidity Risk: As a newly listed entity, the liquidity of the shares on the secondary market cannot be guaranteed.
- Reliance on Key Personnel: The Group’s success is partly dependent on the expertise of its senior management team.
11. MANAGEMENT DISCUSSION AND ANALYSIS
Operational Review:
The last three years have seen robust growth, driven primarily by our Logistics division, which expanded its fleet by 20% and secured two major contracts with multinational corporations. Our Renewable Energy arm turned profitable in 20X3, benefiting from government incentives.
Future Prospects:
The Directors are confident about the future. The funds raised will allow us to capitalize on the growing demand for green energy and the e-commerce boom driving logistics. We aim to expand our market share from 8% to 12% over the next three years.
12. FINANCIAL STATEMENTS
(This section would contain the full Audited Financial Statements for the last 3 years, including:)
- Independent Auditor's Report.
- Statements of Profit or Loss and Other Comprehensive Income.
- Statements of Financial Position (Balance Sheets).
- Statements of Cash Flows.
- Statements of Changes in Equity.
- Notes to the Financial Statements.
13. STATUTORY AND GENERAL INFORMATION
Material Contracts: Copies of material contracts, such as the Underwriting Agreement and the deed of allotment, are available for inspection at the Registered Office.
Litigation: Save as disclosed, the Company is not engaged in any litigation or claims which would have a material adverse effect on its financial position.
Consents: The written consents of the Directors, Auditors, Lead Issuing House, and Registrars to the issue of this prospectus have been obtained and are available for inspection.
Declaration: The Directors collectively and individually accept full responsibility for the accuracy of the information contained in this Prospectus and confirm that, after making all reasonable inquiries, there are no omissions likely to affect the import of such information.
HOW TO APPLY
Application forms accompany this Prospectus. Complete the form and return it with your cheque or bank draft to any of the collecting banks listed on the back page before the closing date.
This investment is not for the faint-hearted. Please read the risk factors carefully before investing.
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