WENDEL: IHS Towers and Wendel agree to present and support changes to the corporate governance of the Company at the next IHS Towers’ annual general meeting
January 16 2024 - 1:30AM
WENDEL: IHS Towers and Wendel agree to present and support changes
to the corporate governance of the Company at the next IHS Towers’
annual general meeting
IHS Towers and Wendel agree to present and
support changes to the corporate governance of the Company at the
next IHS Towers’ annual general meeting
Wendel, a significant shareholder of IHS Holding
Ltd (“IHS Towers or the “Company”) since 2013, announces an
agreement with IHS Towers to present and support changes to the
articles of association of the Company at the next IHS Towers’
annual general meeting.
This agreement is to better align IHS Towers'
corporate governance with the best practices of U.S.-listed
companies, to create greater alignment between the Company’s Board
of Directors and the shareholders, to foster accountability, and to
improve the general market perception of IHS Towers now that the
company has been listed publicly for more than two years.
As part of this agreement, the following changes
to the articles of the Company will be proposed for approval at the
next IHS Towers’ annual general meeting of shareholders (the “2024
AGM”):
- IHS Towers’ Board would be
declassified gradually over two years in 2024 and 2025 and,
following IHS Towers’ 2025 AGM, all directors would be elected on
an annual basis.
- The ownership threshold for
shareholders to nominate directors or bring business before a
general meeting would be lowered from the current 30% to 10%, on an
individual shareholder basis following IHS Towers’ 2024 AGM, and on
an aggregate basis following the 2025 AGM.
- A new right will be introduced for
shareholders owning at least 25% of shares to requisition a general
meeting following IHS Towers’ 2025 AGM.
- The threshold for removing a
director by shareholders’ vote would be lowered from the current
2/3 majority to a 50% majority.
Given IHS Towers' ongoing commercial
relationship with certain of its shareholders, appropriate
considerations including certain limitations on the ability of
these shareholders to exercise those additional rights have been
included in the proposal.
The text of the proposed amendments will be made
public before the next AGM. Wendel trusts that shareholders will
responsibly consider these proposals and bring their support as we
believe they would significantly improve the governance framework
as well as shareholder rights.
The settlement of this ongoing corporate
governance matter will allow IHS Towers to fully focus on the
execution of its strategy and ultimately foster value restoration
for all shareholders.
Agenda
Wednesday February 28, 2024
FY 2023
results – Publication of NAV as of December 31, 2023, and
Full-Year consolidated financial statements (post-market
release)
Thursday April 25, 2024
Q1 2024 Trading
update – Publication of NAV as of March 31, 2024
(post-market release)
Thursday May 16, 2024
Annual General Meeting
Wednesday July 31, 2024
H1 2024 results – Publication
of NAV as of June 30, 2024, and condensed Half-Year consolidated
financial statements (post-market release)
Thursday October 24, 2024
Q3 2024 Trading
update – Publication of NAV as of September 30, 2024
(post-market release)
Thursday December 5, 2024
2024 Investor Day
About Wendel
Wendel is one of Europe’s leading listed
investment firms. The Group invests in Europe and
North America in companies which are
leaders in their field, such as ACAMS, Bureau Veritas, Crisis
Prevention Institute, IHS Towers, Scalian, Stahl and Tarkett.
Wendel often plays an active role as a controlling or
significant shareholder in its portfolio
companies. Wendel seeks to implement long-term
development strategies, which involve boosting growth and margins
of companies so as to enhance their leading market
positions. With Wendel Growth (formerly known as Wendel Lab),
Wendel also invests via funds or directly in innovative,
high-growth companies.
Wendel is listed on Eurolist by Euronext
Paris.
Standard & Poor’s ratings: Long-term: BBB,
stable outlook – Short-term: A-2 since January 25, 2019
Moody’s ratings: Long-term: Baa2, stable outlook
since September 5, 2018
Wendel is the Founding Sponsor of Centre
Pompidou-Metz. In recognition of its long-term patronage of the
arts, Wendel received the distinction of ‘Grand Mécène de la
Culture’ in 2012.
For more information: wendelgroup.com
Follow us on LinkedIn
@Wendel
Press
contacts |
Analyst and investor contacts |
Christine Anglade
Pirzadeh: + 33 1 42 85 63
24 |
Olivier Allot: +33 1 42 85 63 73 |
c.anglade@wendelgroup.com |
o.allot@wendelgroup.com |
|
|
Caroline Decaux: +33 1
42 85 91
27 |
Lucile Roch: +33 1 42 85 63 72 |
c.decaux@wendelgroup.com |
l.roch@wendelgroup.com |
|
|
Primatice |
|
Olivier Labesse: +33 6
79 11 49 71 |
|
olivierlabesse@primatice.com |
|
Hugues Schmitt: +33 6
71 99 74 58 |
|
huguesschmitt@primatice.com |
|
|
|
Kekst CNC |
|
Todd Fogarty: +1 212
521 4854 |
|
todd.fogarty@kekstcnc.com |
|
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