ARCHLIGHT NIGERIA LIMITED REFUTES BASELESS CLAIMS BY 86 GARDENS LIMITED ON COMPANY’S SHARE ACQUISITION

Archlight Nigeria Limited has strongly denied the misleading and unfounded claims recently made by 86 Gardens Limited in a court filing seeking to interfere with the legitimate ownership and transfer of shares in the Ibadan Electricity Distribution Company (IBEDC).

In a statement released by the company’s legal consultant, Jesuyemisi Odeyemi, it said that contrary to the sensational narrative being pushed by 86 Gardens, the facts remain clear, verifiable, and grounded in documented corporate processes and legal principles. Archlight Nigeria Limited emerged as the preferred bidder for the 60% equity in IBEDC offered by the Asset Management Corporation of Nigeria (AMCON) during a competitive bid in 2024.

86 Gardens is the parent company of Africa Plus Partners Nigeria Limited, one of the unsuccessful bidders in the AMCON-led process. Africa Plus Partners Nigeria Limited was designated as a reserved bidder after failing to meet the bid requirements that Archlight successfully fulfilled.

Odeyemi noted that following the announcement of Archlight as the preferred bidder, 86 Gardens congratulated the company and made an unsolicited approach to become a co-investor in Archlight (and not in IBEDC). Some of Archlight shareholders negotiated a deal with 86G Limited, but the agreement-in-principle reached was kept in escrow pending the fulfillment of terms and conditions, especially the payment of agreed fees for share transfer by 86G Limited.

The statement further stated that despite multiple deadline extensions, 86 Gardens never made the required financial commitment. Consequently, the co-investment proposal lapsed, and Archlight’s shareholders that negotiated with 86G lawfully disposed of their shares to other interested parties in August 2024 and exited the company.

“86G later insisted the Custodian of the unfulfilled agreement-in-principle must list it as a shareholder of Archlight despite not making any financial commitment. This prompted the Custodian to convene a meeting of all the parties to explore the possibility of settling the matter. Archlight noted at the meeting that though 86G had no legal claim due to its failure to make the agreed financial payment, it would still entertain a co-investment deal acceptable to

all the shareholders. 86G accepted the agreement deal reached at the meeting and promised to formally revert within one week.

“Instead of reverting on the agreement as promised, Archlight was shocked to learn that 86G had filed a suit at the Federal High Court Abuja challenging the legality of the announcement of Archlight as the preferred bidder instead of its SPV, Africa Plus Partners Nigeria Limited. This suit was contested by Archlight and subsequently dismissed on October 21, 2024. This effectively foreclosed any business relationship between 86G and Archlight on its share acquisition.” Odeyemi added.

For the avoidance of doubt, Odeyemi further highlighted the company’s positions:

• Documents referenced by 86 Gardens in its claim were deposited in escrow and clearly stated that share transfer was conditional upon full payment and a supplemental agreement.
• Contrary to its assertions, 86 Gardens failed to meet these conditions and has no legal or beneficial interest in Archlight or its IBEDC equity.
• The Custodian of the escrow documents acted within the law and professional standards by refusing to transfer documents without the fulfillment of the agreed terms.
• The recent court injunction obtained ex parte by 86 Gardens is an abuse of judicial process and a clear attempt to frustrate a lawfully executed business transaction.
• Archlight Nigeria Limited has full and unencumbered ownership of its equity in IBEDC, secured through a transparent, competitive, and duly recognized bid process.
• As of this moment, Archlight has not been served any court papers on the alleged suit.
• The company will vigorously defend its reputation and rights through all available legal means.

She urged the public and stakeholders to disregard any false impressions being created by 86 Gardens and to rely on the rule of law and factual record, which supports the company’s position.