PRICING SUPPLEMENT (SUPPLEMENTARY PROSPECTUS TO …€¦ · This Supplementary Prospectus, under...

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NIGER STATE GOVERNMENT OF NIGERIA OFFER FOR SUBSCRIPTION OF N9,000,000,000 14% FIXED RATE DEVELOPMENT BOND DUE 2018 Issue Price: N1,000.00 per unit Payable in full on Application BEING FIRST TRANCHE UNDER THE NIGER STATE N30 BILLION BOND ISSUANCE PROGRAMME Application list Opens: October 4, 2011 Application list Closes: October 4, 2011 This Supplementary Prospectus, under which the Series 1 Bonds are issued, is supplemental to, and should be read in conjunction with the Shelf Prospectus dated 04-Oct-2011 (the “Shelf Prospectus”) issued in relation to the N30 Billion Debt Issuance Programme (the “Programme”) of the Niger State Government of Nigeria (the “NGSG”). Terms defined in the Shelf Prospectus have the same meanings in this Supplementary Prospectus unless the context otherwise requires. The Bonds will be issued on the terms of this Supplementary Prospectus read together with the Shelf Prospectus. The NGSG Executive Council accepts responsibility for the information contained in this Pricing Supplement which, when read together with the Shelf Prospectus, contains all information that is material in the context of the issue of the Series 1 Bonds. Investors should rely only on the information in the Shelf Prospectus and the particulars of the Series 1 Bonds issued under the Programme as disclosed in and represented by this Supplementary Prospectus. The delivery of this Pricing Supplement is restricted by law in certain jurisdictions. Persons into whose possession this Prospectus may come are required by the Issuer, the Lead Issuing House or the Joint Issuing House (collectively the “Issuing Houses”) to inform themselves about, and to observe, such restrictions. This Pricing Supplement may not be used for, or in connection with, any offer to, or solicitation by, anyone in any jurisdiction under any circumstances in which such offer or solicitation is not authorized or is unlawful. No dealer, broker, salesperson or any other person has been authorised by the Issuer and the Issuing Houses to give any information or make any representations with respect to the State or the Issue other than the parties named on Pages 3 of this document (collectively the “Parties”) and if given or made, such other information or representations must not be relied upon as having been authorized by the NGSG or the Parties. LEAD ISSUING HOUSE JOINT ISSUING HOUSE THIS PRICING SUPPLEMENT IS DATED 26-09-2011 PRICING SUPPLEMENT (SUPPLEMENTARY PROSPECTUS) TO THE SHELF PROSPECTUS DATED 26 SEPTEMBER, 2011. This document is important and should be read carefully. If you are in any doubt about its contents or the action to be taken, please consult your Banker, Stockbroker, Accountant, Solicitor or any other professional adviser for guidance immediately. For information concerning certain risk factors which should be considered by prospective Investors, see “risk factors” on page 20 of the Shelf Prospectus. This supplementary prospectus and the securities which it offers have been cleared and registered by the Securities & Exchange Commission. The Investments and Securities Act No. 29, 2007 provides for civil and criminal liabilities for the issue of a prospectus which contains false or misleading information. The registration of this prospectus and the securities which it offers does not relieve the parties of any liability arising under the act for false or misleading statements or for any omission of a material fact. RC 223042 RC 261272

Transcript of PRICING SUPPLEMENT (SUPPLEMENTARY PROSPECTUS TO …€¦ · This Supplementary Prospectus, under...

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NIGER STATE GOVERNMENT OF NIGERIA

OFFER FOR SUBSCRIPTION OF

N9,000,000,000 14% FIXED RATE DEVELOPMENT BOND DUE 2018

Issue Price: N1,000.00 per unit Payable in full on Application

BEING FIRST TRANCHE UNDER THE NIGER STATE N30 BILLION BOND ISSUANCE

PROGRAMME

Application list Opens: October 4, 2011 Application list Closes: October 4, 2011

This Supplementary Prospectus, under which the Series 1 Bonds are issued, is supplemental to, and should be read in conjunction with the Shelf Prospectus dated 04-Oct-2011 (the “Shelf Prospectus”) issued in relation to the N30 Billion Debt Issuance Programme (the “Programme”) of the Niger State Government of Nigeria (the “NGSG”). Terms defined in the Shelf Prospectus have the same meanings in this Supplementary Prospectus unless the context otherwise requires. The Bonds will be issued on the terms of this Supplementary Prospectus read together with the Shelf Prospectus.

The NGSG Executive Council accepts responsibility for the information contained in this Pricing Supplement which, when read together with the Shelf Prospectus, contains all information that is material in the context of the issue of the Series 1 Bonds. Investors should rely only on the information in the Shelf Prospectus and the particulars of the Series 1 Bonds issued under the Programme as disclosed in and represented by this Supplementary Prospectus.

The delivery of this Pricing Supplement is restricted by law in certain jurisdictions. Persons into whose possession this Prospectus may come are required by the Issuer, the Lead Issuing House or the Joint Issuing House (collectively the “Issuing Houses”) to inform themselves about, and to observe, such restrictions. This Pricing Supplement may not be used for, or in connection with, any offer to, or solicitation by, anyone in any jurisdiction under any circumstances in which such offer or solicitation is not authorized or is unlawful.

No dealer, broker, salesperson or any other person has been authorised by the Issuer and the Issuing Houses to give any information or make any representations with respect to the State or the Issue other than the parties named on Pages 3 of this document (collectively the “Parties”) and if given or made, such other information or representations must not be relied upon as having been authorized by the NGSG or the Parties.

LEAD ISSUING HOUSE

JOINT ISSUING HOUSE

THIS PRICING SUPPLEMENT IS DATED 26-09-2011

PRICING SUPPLEMENT (SUPPLEMENTARY PROSPECTUS) TO THE SHELF PROSPECTUS DATED 26 SEPTEMBER, 2011.

This document is important and should be read carefully. If you are in any doubt about its contents or the action to be taken, please consult your Banker, Stockbroker, Accountant, Solicitor or any other professional adviser for guidance immediately. For information concerning certain risk factors which should be considered by prospective Investors, see “risk factors” on page 20 of the Shelf Prospectus.

This supplementary prospectus and the securities which it offers have been cleared and registered by the Securities & Exchange Commission. The Investments and Securities Act No. 29, 2007 provides for civil and criminal liabilities for the issue of a prospectus which contains false or misleading information. The registration of this prospectus and the securities which it offers does not relieve the parties of any liability arising under the act for false or misleading statements or for any omission of a material fact.

RC 223042

RC 261272

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CONTENTS

ABRIDGED TIMETABLE .............................................................................................................................................. 2 PARTIES TO THE OFFER ............................................................................................................................................ 3 REPRESENTATIVES OF THE NIGER STATE EXECUTIVE COUNCIL .................................................................... 4 DEFINITIONS ................................................................................................................................................................ 5 DECLARATION BY THE ISSUER ................................................................................................................................. 7 TERMS OF THE OFFER ................................................................................................................................................ 8 CONDITIONS TO THE OFFER .................................................................................................................................. 10 USE OF PROCEEDS .................................................................................................................................................... 13 APPENDIX 1: REPORTING ACCOUNTANT’S REPORT (EXTRACT) ..................................................................... 16 

Reporting Accountant’s Report ............................................................................................................................... 16 Statement of Cash Flow Projections ....................................................................................................................... 17 

APPENDIX 2: BOND RATING (EXTRACTED FROM RATING REPORT) ............................................................. 18 APPENDIX 3: APPLICATION FORM ......................................................................................................................... 20 APPENDIX 4: INSTRUCTIONS FOR COMPLETING THE APPLICATION FORM .................................................. 21 APPENDIX 5: RECEIVING AGENTS ........................................................................................................................ 22 

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ABRIDGED TIMETABLE

Date Activity Responsibility

4 Oct 2011 Application List opens Issuing Houses

4 Oct 2011 Application List closes/ Disburse Underwritten Amount to NGSG

Issuing Houses

7 Oct 2011 Forward Allotment Proposal and draft newspaper announcement to SEC for clearance

Issuing Houses

14 Oct 2011 Receive SEC clearance of Allotment Proposal Issuing Houses

21 Oct 2011 Publish Allotment Announcement in at least two (2) national dailies

Issuing Houses

28 Oct 2011 Distribute Certificates/ Credit CSCS Accounts Registrars

2 Nov 2011 Forward Declaration of Compliance to The Exchange Registrars

7 Nov 2011 Listing of the Bonds Stockbrokers

8 Nov 2011 Submission of Summary Report to SEC Issuing Houses

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PARTIES TO THE OFFER

S/N ROLE PARTY(IES)

1 Issuer Niger State Government Government Secretariat Minna Niger State

2 Issuing Houses BGL Plc 12A, Catholic Mission Street Lagos Island Lagos

Afrinvest (West Africa) Ltd 27, Gerrard Road Ikoyi Lagos

3 Underwriter BGL Plc 12A, Catholic Mission Street Lagos Island Lagos

4 Stock Broker BGL Securities Limited 20 Catholic Mission Street Lagos Island Lagos

5 Trustees Skye Trustees Limited Skye Bank House (1st Floor) Plot 5, Ikeja Commercial Scheme Alausa, Ikeja Lagos

UBA Trustees Limited UBA House (4th Floor) 57 Marina Lagos

6 Registrars Afribank Registrars Limited 2A, Gbagada Expressway Anthony Village Lagos

Union Registrars Limited 2, Burma Road Apapa Lagos

7 Solicitors to the Trustees J. U. K. Igwe Chambers Plot 1138 Opp. Institute for Peace & Conflict Resolution Central Business District FCT, Abuja

KB & Company Suite 135 Block A2-11 Sura Complex, Simpson Street Lagos Island Lagos

8 Solicitors to the Offer Suleyman Consulting 2 Bangui Street Off Adetokunbo Ademola Crescent Wuse II, Abuja

9 Solicitor to Issuer Attorney General and Commissioner for Justice Niger State Ministry of Justice Minna, Niger State

10 Auditor to the Issuer Auditor General Niger State Secretariat Complex Minna Niger State

11 Rating Agencies Agusto & Co. Limited UBA House (5th floor) 57 Marina Lagos

Global Credit Rating Co. New Africa House (17th floor) 31 Marina Lagos

12 Reporting Accountant Sulaimon & Co. (Chartered Accountants) Ahmed Talib House 18/19 Ahmadu Bello Way Kaduna

13 Receiving Bank Skye Bank Plc 3 Akin Adesola Street Victoria Island Lagos

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REPRESENTATIVES OF THE NIGER STATE EXECUTIVE COUNCIL

The following persons are the representatives of the Niger State Executive Council:

S/N Name Responsibility

1. Dr. Mu’azu Babangida Aliyu, OON Executive Governor

2. Dr. Ahmed Musa Ibeto Deputy Governor

3. Daniel C. Shashere Secretary to the State Government

4. Barr. Abdullahi Bawa Attorney General and Commissioner for Justice

5. Mu’azu Bawa Mohammed Commissioner for Finance

6. Victoria Jummai Jiya (Mrs.) Commissioner for Youth Affairs and Strategy

7. Abubakar Garba Mohammed Commissioner for Tourism & Culture

8. Nuhu Musa Commissioner for Lands & Housing

9. Dr. Isah Yahaya Vatsa Commissioner for Livestock & Fisheries Development

10. Danladi Umar Abdulhameed Commissioner for Information and Communication

11. Susan A. Gana (Mrs.) Commissioner for Agriculture & Rural Development

12. Yusuf Garba Tagwai Commissioner for Local Govt., Community Development & Chieftaincy Affairs

13. Yahaya Dan-Sallau Commissioner for Health & Hospital Services

14. Mustapha Ibrahim Lemu Commissioner for Tertiary Education, Science & Technology

15. Hassan Abdullahi Commissioner for Sports Development

16. Peter Saleh Sarki Commissioner for Education

17. Hajiya Hadiza Ladi Abdullahi Commissioner for Water Resources

18. Saidu Ndako Idris Commissioner for Land Transport, Aviation and Inland Water Ways

19. Mohammed Kabir Wushishi Commissioner for Investments, Commerce and Co-operatives

20. Engr. Abubakar Baba Jibreel Commissioner for Environment and Forest Resources

21. Hassana Jummai Adamu (Mrs.) Commissioner for Gender Affairs and Social Development

22. Dr. Ibrahim B. Sule Commissioner for Works and Infrastructural Development

23. Mohammed Aminu Yusuf Commissioner for Budget and Economic Planning

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DEFINITIONS

Unless the context otherwise requires the following expressions shall have the meaning respectively assigned to them:

“Allotment Date”

Date the basis of allotment of the Bond is approved /cleared by SEC

“Auditor”

The Auditor General of the State

“Authorised Representatives”

The members of the Niger State Executive Council

“Bond” The Series 1 Bonds issued by the State pursuant to the Programme and constituted by the Trust Deed or any other Supplementary Trust Deed

“Bondholder” Any person for the time being entered in the Register or the Central Securities Clearing System (CSCS) as a holder of a unit or units of the Bonds and includes persons so registered as joint holders

“CSCS” The Central Securities Clearing System

“Certificates” In relation to the Bonds, a certificate in or substantially in the form specified in the First Schedule to the Trust Deed and with respect to any Additional Bonds, a Certificate in or substantially in the form specified in a Supplementary Trust Deed to the particular Securities being issued or in such other form as may be agreed from time to time by the Trustee

“Deed”

The Trust Deed and any amendment, notation or Supplemental Trust Deed issued or made pursuant to this Trust Deed

“Enabling Law” The Niger State Bonds Law, 2010 enforced on the 6th day of December, 2010.

“EXCO” The Executive Council of the Niger State Government of Nigeria

“FAAC” Federation Account Allocation Committee

“Grossing Up” All amounts payable under the Bond will be paid in full without set-off or counterclaim or other restrictions and fee and clear of and without deductions or withholding for or on account of any taxes or any charges or otherwise

“IGR” Internally Generated Revenue

“Interest” Coupon interest per annum payable semi-annually in arrears

“Investors” The registered holder(s) for the time being of the Securities issued hereunder

“Investments and Securities Act” or “ISA”

The Investments and Securities Act No. 29 of 2007

“ISPO” The Irrevocable Standing Payment Order dated June 3, 2011 issued by the Federal Ministry of Finance as a first line charge for the periodic deduction of monies from the State’s statutory allocation from the Federation Account and payment thereof into a Sinking Fund held by the Trustees by way of security for the Bonds

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DEFINITIONS

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“Issuing Houses”

BGL Plc (“BGL”), and Afrinvest (West Africa) Limited (“Afrinvest”)

“Maturity Date”

The 7th (seventh) anniversary of the allotment date

“Offer Documents” The Shelf Prospectus, the Supplementary Prospectus and any other document issued or to be issued by the State inviting the public to subscribe to the Securities on the terms and conditions specified in the offer documents

“Offer Period” The issuance and offering period hereunder of NGSG Bonds in the aggregate principal amount of N9,000,000,000 on the terms and conditions set out in this Prospectus and any Supplementary Prospectus

“Projects” The projects described on pages 13 – 15 of this Prospectus, to which the proceeds of the offer will be applied

“Receiving Bank” Skye Bank Plc.

“Register” The register kept by the Registrars containing the names, particulars and Securities held for the time being by each Investor

“Registrars” Afribank Registrars Limited and Union Registrars Limited

“Revenue” Monies to the credit of the Consolidated Revenue Fund/Account of the State plus the total income of the State from whatever source derived including the State’s internally generated revenue

“SEC” The Securities and Exchange Commission established under the Investments and Securities Act

“Shelf Prospectus” The Base Prospectus, which is issued in accordance with the Rules and Regulations of the Commission and which details the aggregate Bond size and the broad terms of the Programme

“Sinking Fund” The fund held by the Trustees for the purpose of repayment of the interests and principal of the Bonds in accordance with the provisions of the Trust Deed

“Stock Exchange” or “NSE” or “the Exchange”

The Nigerian Stock Exchange, or such other securities exchange on which the State may from time to time list the Securities

“State” The Niger State Government of Nigeria and the Issuer of the Bonds

“Pricing Supplement” or “Supplementary Prospectus”

This document to be issued pursuant to the Shelf Prospectus which shall provide final terms and conditions of a specific issue of Debt Securities under the Programme

“Trust Deed” The Trust Deed dated 26-09-2011 between the Issuer and the Trustees

“Trustees” Skye Trustees Limited and UBA Trustees Limited or any other trustee or trustees for the time being appointed under the Trust Deed or in replacement of any existing trustee

“Underwriting Agreement”

Means the agreement made on a firm basis, between the Issuer and the Underwriter, to fully underwrite the Issue

“Underwriter” Means BGL Plc

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DECLARATION BY THE ISSUER

 Government House, P.M.B. 43, Minna ‐ Niger State, Nigeria. 

www.nigerstate.gov.ng; www.nigerstateonline.com 29th July, 2011 

DECLARATION NIGER STATE GOVERNMENT N9 BILLION FIXED RATE DEVELOPMENT BOND 

ISSUE 2011/2018 

This Prospectus has been prepared by the issuing houses on our behalf with a view to providing a description of the relevant aspects of the State in connection with the Bond issue.  

On behalf of the Niger State Executive Council, we hereby make the following declarations: 

1. We confirm that the  information contained  in this Prospectus  is, to the best of our knowledge, in accordance with facts and contains no omission likely to affect its import;  

2. There  has  been  no  significant  change  in  the  financial  condition,  or  material adverse change  in the prospects, of the State since the date of this document; and  

3. The State  is not  in breach of any  terms and conditions  in  respect of borrowed monies  which  resulted  in  the  occurrence  of  an  event  of  default  and  an immediate  recall  of  such  borrowed  monies  during  the  12(twelve)  months preceding the date of this Prospectus.  

Signed for and on behalf of the  NIGER STATE GOVERNMENT OF NIGERIA 

             

DR. MU’AZU BABANGIDA ALIYU        MU’AZU BAWA MOHAMMED EXECUTIVE GOVERNOR           COMMISSIONER FOR FINANCE  Niger State Government of Nigeria       Niger State Government of Nigeria      

DANIEL C. SHASHERE SECRETARY TO THE STATE GOVERNMENT Niger State Government of Nigeria 

... shared vision, unlimited opportunities

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TERMS OF THE OFFER

The terms of the Offer are summarised in the table below:

Issuer Niger State Government of Nigeria (“Niger State” or “the State”)

Instrument 9,000,000 fixed rate bonds to be issued at par (Series 1)

Method of Distribution

Offer for Subscription

Issue Price N1,000.00 per unit

Offer Opens 4-Oct-2011

Offer Closes 4-Oct-2011

Currency The Bonds shall be denominated in Naira (N)

Tenor 7 years

Maturity date The seventh anniversary of the allotment date; which will be 2018

Coupon Rate 14% per annum payable semi-annually in arrears

Initial Coupon Payment

Six (6) months from date of allotment of the bond

Tax Equivalent Yield The TEY is 20.59% at the maximum corporate income tax rate of 32% and 18.67% based on the personal income tax rate of 25%.

Day Count Convention

Actual/365

Units Of Sale Minimum of 50,000 units and multiples of 10,000 thereafter.

Security Security for the repayment and other obligations of the Issuer in relation to the Bonds shall be held by the Trustees and shall comprise the ISPO issued by the Federal Ministry of Finance as a first line charge upon and payable out of the Statutory Allocation of the State. Deductions from the State’s statutory allocations shall be made in an amount equal to the principal and interest payable by the Issuer into the Sinking Fund held by the Trustees as set out in the Trust Deed.

Sinking Fund A Sinking Fund has been created in accordance with the provisions of the Enabling Law and the ISA. The Sinking Fund shall be principally funded from the Pledged Revenues by way of the ISPO.

The management of the Sinking Fund is the sole responsibility of the Trustees.

Repayment of Principal

The Bond is redeemable at par semi-annually on each payment date in accordance with the provisions of the Trust Deed.

Grossing Up All amounts payable under the Bonds will be paid in full without set-off or counterclaim or other restrictions and free and clear of and without any deductions or withholding for or on account of any taxes or any charges or otherwise

Target Investors The Offer is restricted to qualified institutional investors and high net worth individuals as defined by the SEC rules and regulations 78(c)(2).

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TERMS OF THE OFFER

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Quotation An application has been filed with the Council of the Exchange for the admission of the Bonds to the Daily Official List of the Exchange.

Underwriting

The Offer shall be 100% firmly underwritten as follows:

Name of Underwriter Amount to be Underwritten (N) %

BGL Plc 9,000,000,000.00 100.0%

Total 9,000,000,000.00 100.0%

Cost of Issue The estimated cost of issue is depicted in the table below:

Item Amount (N) PercentageTransaction cost of issue (Excluding. Underwriting Fee)

352,418,300 3.9158%

Underwriting Fees 247,500,000 2.7500%Printing and Advertisement costs 5,000,000 0.0556%Total Cost of Issue 604,918,300 6.7213%

Use of Proceeds The estimated net proceeds of N8.395 billion after deduction of cost of issue of N352.4 million representing 3.92% of Offer size (excluding underwriting fees) and underwriting fees of N247.5 million representing 2.75% of Offer size will be utilized for the following:

Use of Proceeds Amount (N) % of Net Proceeds

Timeline

Construction of FUT Permanent Site Road – 4.5km

1,250,000,000 14.90% 2 years

Construction of Shiroro Bridge – 150m

1,500,000,000 17.87% 2 years

Dualization of Idi - Burial Ground – Bahago Roundabout Road – 3.4km

1,600,000,000 19.06% 2½ years

Construction of Eastern Bye-Pass - Maikunkele Road – 14km

1,779,630,000 21.20% 2 years

Construction of Kwakuti -Kaffi -Gwada Road – 66.58km (Part Finance)*

1,154,620,092 13.75% 2½ years

Construction of Rijau - Dukku Road – 28km (Part Finance)*

1,110,832,908 13.23% 2 years

Net Proceed 8,395,083,000 100% *To be financed partly by proceeds from the Bond Issue and partly from other sources to be determined by the State

Please refer to Page 13 – 15 for description of the projects.

Form of Bonds/ Transferability

The Bonds will be issued in registered form and be freely transferable in accordance with the provisions of the Trust Deed.

Issue Rating A- (Agusto & Co. Limited)

A- (Global Credit Rating Co.)

Issuer Rating Bb+ (Agusto & Co. Limited)

BBB (Global Credit Rating Co.)

Taxation All payments made to Bondholders shall be free and clear of Federal income and Capital Gains Taxes with no deduction made whatsoever at source.

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CONDITIONS TO THE OFFER

The following overview has been extracted from the Trust Deed. It does not purport to be complete and is taken from, and is qualified in its entirety by, the remainder of this Supplementary Prospectus as well as the remainder of the Trust Deed and in relation to the terms and conditions of any particular issue of Bonds by the applicable Supplementary Prospectus:

1. Coupon and Principal Payment

The Bondholders will present to the Registrars proper identification/authorisation forms evidencing their beneficial ownership in the bonds. Upon the determination and verification of the beneficial ownership, the Issuer will pay the amortized principal and accrued coupon as specified in the bond amortization schedule shown in Condition 7 of this section. The proceeds of such redemption will be transferred to the account indicated by the Bondholder, by the Registrars acting on behalf of the Issuer and the Trustees.

2. Redemption Provisions

The principal amount of the bonds is repayable semi-annually at par in accordance with Condition 7 of this section. Payment of principal and Interest shall commence 6 months from the date of allotment and shall be paid subsequently every 6 months or on each such earlier date as the Trustees in accordance with the provisions of Condition 3 hereof declare the Bonds to have become immediately payable.

3. Acceleration of Bonds

The Bonds shall become immediately repayable if the Trustees in accordance with the provisions of the Trust Deed declare the Bonds to have become immediately repayable especially, if an event of default has occurred or is continuing

4. Cancellation of Bonds

All the Bonds which are redeemed in accordance with the provisions of this Deed will be cancelled and may not be reissued or resold. For so long as the Bonds are admitted to listing and/or trading on the Stock Exchange and the rules of such exchange so require, the Registrars shall promptly inform the Nigerian Stock Exchange of the cancellation of any Notes under this Condition 4 (Cancellation of Bonds).

5. Redemption

a. Whenever any parts of the Bonds are redeemed a proportionate part of each holding of the Bonds shall be repaid to the Bondholders.

b. Payments will be made to the person shown in the Register at the close of business on the Record Date (as defined below).

c. The Registrars shall give to the Bondholders not less than one month’s notice in writing of the time and mode for repayment of the Bonds to be redeemed and each such notice shall state the amount of the Bond for redemption.

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CONDITIONS TO THE OFFER

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d. At the time and place so fixed each Bondholder shall, where applicable, deliver to the Registrars the relevant Certificate(s) for his Bonds, if any (or other evidence of title issued by the CSCS) in order that the same may be cancelled together with a receipt for the redemption moneys payable in respect of the Bonds, and upon such delivery the Trustees shall pay to the Bondholder the amount payable to him in respect of such redemption together with all interest accrued thereon:

e. If, on any payment date, any Bondholder whose Bonds are liable to be redeemed shall fail or refuse to deliver up the Bond Certificate(s) (where applicable) held by him at the time and place fixed for their redemption or shall fail or refuse to accept payment of the redemption moneys payable in respect thereof the moneys payable to such Bondholder shall be paid to the Trustees and the Trustees shall hold such moneys in trust for such Bondholder and Interest on such Bonds shall cease to accrue as from the date fixed for redemption thereof and the State shall thereby be discharged from all obligations in connection with such Bonds. The Trustees shall place the moneys so paid to it on deposit at a commercial bank or invest them in the purchase of securities for the time being authorised by law for the investment of trust funds.

6. Purchase of Bond by the State

The State may at any time and from time to time purchase at prevailing price Bonds through the market or by tender (available to all Bondholders alike) but not otherwise. Any Bonds so purchased will be cancelled and will not be available for re-issue 7. Sinking Fund

a) The State shall no later than before or immediately after the date of execution of these presents, open an account in favour of the Trustees titled the Sinking Fund. Every month, there shall be placed to the credit of such account a sum or sums from the allocation from the Federal Ministry of Finance to the reserves of the State, not below the sum of NGN 205,590,587.00 (hereinafter referred to as the “Minimum Sum”) and allowances for Interest payments for the same being applied towards the redemption, at par, of the Bonds PROVIDED THAT (subject to Condition 7(b) below) the minimum amount credited by the State to the Sinking Fund from time to time shall be such as to ensure that the balance standing to the credit of the Sinking Fund shall not be less than the amounts stated hereunder on the following dates:-

Semi Annual Period

Beginning Balance

Periodic Coupon Payment

Principal Repayment

Total Bond Payment

Ending Balance

1 9,000,000,000.00 (630,000,000.00) (399,104,447.58) (1,029,104,447.58) 8,600,895,552.42

2 8,600,895,552.42 (602,062,688.67) (427,041,758.91) (1,029,104,447.58) 8,173,853,793.51

3 8,173,853,793.51 (572,169,765.55) (456,934,682.03) (1,029,104,447.58) 7,716,919,111.48

4 7,716,919,111.48 (540,184,337.80) (488,920,109.78) (1,029,104,447.58) 7,227,999,001.70

5 7,227,999,001.70 (505,959,930.12) (523,144,517.46) (1,029,104,447.58) 6,704,854,484.25

6 6,704,854,484.25 (469,339,813.90) (559,764,633.68) (1,029,104,447.58) 6,145,089,850.56

7 6,145,089,850.56 (430,156,289.54) (598,948,158.04) (1,029,104,447.58) 5,546,141,692.52

8 5,546,141,692.52 (388,229,918.48) (640,874,529.10) (1,029,104,447.58) 4,905,267,163.42

9 4,905,267,163.42 (343,368,701.44) (685,735,746.14) (1,029,104,447.58) 4,219,531,417.28

10 4,219,531,417.28 (295,367,199.21) (733,737,248.37) (1,029,104,447.58) 3,485,794,168.92

11 3,485,794,168.92 (244,005,591.82) (785,098,855.75) (1,029,104,447.58) 2,700,695,313.16

12 2,700,695,313.16 (189,048,671.92) (840,055,775.66) (1,029,104,447.58) 1,860,639,537.50

13 1,860,639,537.50 (130,244,767.63) (898,859,679.95) (1,029,104,447.58) 961,779,857.55

14 961,779,857.55 (67,324,590.03) (961,779,857.55) (1,029,104,447.58) (0.00)

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CONDITIONS TO THE OFFER

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The Interest payable as provided for above has been calculated at the fixed rate of 14% per annum on principal outstanding on semi-annual basis.

b) If at any time prior to the Maturity Date of the Series 1 Bonds the State redeems the Series 1 Bonds under the provisions of Condition 2 hereof or purchases any Series I Bonds under the provision of Condition 6 above the Trustees shall give notice to the State to stop further deductions and payments into the Sinking Fund.

8. Restructuring Provision

The Issuer in conjunction with the Trustees/ Bondholders may alter the terms and conditions of the Bond, subject to prior approval of the Securities and Exchange Commission.

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USE OF PROCEEDS

The offer is being undertaken to enable the Niger State Government to proceed with its developmental projects at a faster pace.

The estimated net proceeds of N8.395 billion after deduction of cost of issue of N352.4 million representing 3.92% of Offer size (excluding underwriting fees) and underwriting fees of N247.5 million representing 2.75% of Offer size will be utilized for the following:

S/N Use of Proceeds Amount (N) Percentage Estimated

Completion Period

1 Construction of FUT Permanent Site Road – 4.5km

1,250,000,000 14.90% 2 years

2 Construction of Shiroro Bridge – 150m

1,500,000,000 17.87% 2 years

3 Dualization of Idi - Burial Ground – Bahago Roundabout Road – 3.4km

1,600,000,000 19.06% 2½ years

4 Construction of Eastern Bye-Pass - Maikunkele Road – 14km

1,779,630,000 21.20% 2 years

5 Construction of Kwakuti - Kaffi - Gwada Road – 66.58km (Part Finance)*

1,154,620,092 13.75% 2½ years

6 Construction of Rijau - Dukku Road – 28km (Part Finance)*

1,110,832,908 13.23% 2 years

Total 8,395,083,000 100%

*To be financed partly by proceeds from the Bond Issue and partly from other sources to be determined by the State.

Description of Projects

Detail description of each project is contained in the projects feasibility study, bill of quantity reports and engineering designs. A summary description of each project is provided below:

FUT Permanent Site Road. The project comprises the construction of the Federal University of Technology (FUT) Permanent Site Road within Minna metropolis in Niger State. Construction for this contract is to commence in Lapai Gwari on the Birgi Gwari – FUT permanent Site on the Minna Bida Road, a total of 4.5km. The road, which is designed for a speed of 110 km/h, has an overall width of 12.8m. The existing footpath will be developed into single carriageway consisting of 7.30 travel way, and 2.75m verges on either side. The travel way is to be supplied with 2 layers of surface dressing and 1.55 grassed verges on either side, within the acquired right of way of 30.0m. The project will involve the provision of lined drains in built-up areas, and concrete cover slabs to access property and road junctions. The pavement will generally consist of 200mm naturally occurring laterite material as sub base course, and 150mm stone base course. Kerbs will be provided at fill areas. While concrete lined trapezoidal drains will be provided at cut areas

The construction of the bridge comprises of the construction of a 60mm long bridge across Barago River. The bridge which has clear headroom of about 2.7m

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USE OF PROCEEDS

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above the highest recorded flood level is about 500m above the present Railway Bridge crossing over the Barago River. The construction is of reinforced concrete deck, 11.6m wide comprising 8.0m carriageway, and 1.8m footpaths on either side. Service ducts and crash barriers are located on the footpaths. The deck is supported on a reinforced concrete beams, fixed and free end piles and Abutments.

Shiroro Bridge: The project comprises the construction of modular steel hot dip galvanised steel bridge of 150 metres length on the proposed Shiroro-Galadimakogu highway over the River Kaduna. This involves general provision of materials, labour, and plant, as well as removal and relocation of existing installations of electricity, telephone, water supplies and other utilities. Major structural bridge work comprises of demolition and site clearance, earthworks, concrete ancillaries, pipe work, water roofing, piling works and metal work.

Dualisation of Id – Burial Ground – Ahmadu Bahago Roundabout: The project comprises the re-construction of the existing Id - Burial Ground – Ahmadu Bahago Roundabout road into a dual carriage of about 3.4 kilometres, within Minna Metropolis in Niger State. The present width of 7.3m will be replaced with a carriageway of 8.0m wide, with a 2.0m median and 300mm concrete separations at the middle, giving a total travel way of 19.2m. 150mm kerbs are to be placed on either side of the road, with a 950mm open concrete lined drain, and a raised pedestrian walkway of 1.2m on either side. The width for reconstruction is 22.6m, within the acquired right of way of 30.0m. The project will involve the provision of concrete cover slabs to access property and road junctions.

The pavement will generally consist of 150mm naturally occurring laterite material as base course, and 150mm stone base course. The travel way will be supplied with 50mm hot rolled asphalt binder course, and 40mm asphalt as wearing course, the median and pedestrian walkways will be provided with interlocking pavement slabs of 75mm thickness

Eastern Bypass Roundabout At Maikunkele Road: The construction comprises of the design of a single carriage road from eastern bypass roundabout at Maitumbi to Maikunkele on Zungeru, Minna express road in Minna. The scope of road works consists of the construction of about 14km long road of 7.3m wide single carriageway and 2.0m wide surface dressed shoulders on either side of the carriageway. The pavement has a total thickness of 440mm consisting of 200mm lateritic sub-base, 150mm crushed stone base, 50mm asphalt concrete binder course and 40mm asphalt concrete binder course. The road works include demolition/site clearance, earthworks, construction of drainage structures 9box and ring culverts, side/toe drains and appurtenant structures), flexible pavement, installation of road signs, lane markings and kilometre posts installation.

Reinforced concrete Bridge of a single 15m span has been provided over the existing Rail Track as shown in the engineering drawings. The bridge is 11.0m wide deck made up of 8.0m traffic roadway and 1.50m raised walkway on both sides of the bridge. The abutments are founded on reinforced concrete bored piles of 900mm diameter. The abutments are conventional counter-fort with return walls. Adequate headroom clearance of not less than 5.5m has been provided from the rail track surface of the bridge.

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Kwakuti - Kafinkoro - Gwada Road: The project comprises the construction of 66.58km road linking Kwakuti, Kafinkoro and Gwada Road. This involves general provision of materials, labour, and plant, as well as removal and relocation of existing installations of electricity, telephone, water supplies and other utilities. The construction work comprises excavation for all culverts and concrete side drains in materials to any depth including back filling to 100% BS compaction. It will also provide and lay pipe culverts inclusive of blinding and concrete surround in the range of 600mm to 1200mm single pipe culverts. Pavement and surfacing will provide, spread, shape and compact in layers now exceeding 150mm to 100% BS compaction naturally occurring material as sub base, base course and as specified.

Rijau - Dukku Road: The project is to construct Rijau – Dukku road national highway network. The length of the road is 28km. The main objective of the project and its subsequent implementation is to improve the level of services to road users by reducing high vehicle maintenance/ operational costs, thereby reducing transportation costs, savings in travel times and the reduction of highway accidents. The scope of works on the project will include clearing site; provision of new sub-base and base; provision and laying of asphaltic concrete binder course and wearing course provision of shoulders; backfilling and stone pitching embankments; provision of kilometre posts, road signs and markings; provision of steel railings to bridges; repair of bridge decks and approach slabs; and provision and replacement of culverts and side drains.

.

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APPENDIX 1: REPORTING ACCOUNTANT’S REPORT (EXTRACT)

REPORTING ACCOUNTANT’S REPORT 11 July, 2011 The Executive Council Niger State Government of Nigeria Minna Niger State

The Directors BGL Plc 12A Catholic Mission Street Lagos Island Lagos.

The Directors Afrinvest (WA) Limited 27 Gerrard Road Ikoyi Lagos.

Gentlemen, We have examined the audited financial statements of Niger State Government {" the State"}for the five years ended 31 December, 2010. The financial statements were prepared onmodified cash basis according to historical cost convention. The Auditor-General of the Statecarried out the audit in respect of the accounting period under review.

No audited financial statements of Niger State Government have been made up in respect ofany period subsequent to 31 December 2010.

The financial information set out on Pages 2 to 14 of this report is based on the audited fiveyears financial statements and account of the State to December 31, 2010 after making suchadjustments as we considered appropriate. The principal adjustments are stated in Note 6 of thefinancial information.

In our opinion, these summaries together with the notes thereon give, under the basis statedabove, a true and fair view of the revenue and expenditure of the Niger State Governmentand of the cash flows for the period stated and of the state of affairs of the State at each of theassets and liabilities dates.

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APPENDIX 1: REPORTING ACCOUNTANT’S REPORT (EXTRACT)

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STATEMENT OF CASH FLOW PROJECTIONS

The State Executive Council are of the opinion that subject to unforeseen circumstances, and based on assumptions below, the State's recurrent revenue, recurrent expenditure, capital receipts and capital expenditure for each of the eight years ending 31 December 2018 will be approximately as detailed below:

CASH FLOW PROJECTIONS FOR EIGHT YEARS2011 2012 2013 2014 2015 2016 2017 2018

=N=000 =N=000 =N=000 =N=000 =N=000 =N=000 =N=000 =N=000INCOMERecurrent RevenueStatutory Allocation 40,488,355 42,998,633 45,664,548 48,495,750 51,502,487 54,695,641 58,086,771 61,688,150 Others:Taxes 3,317,875 3,872,623 4,520,126 5,275,891 6,158,020 7,187,641 8,389,414 9,792,124 Fines and Fees 22,867 22,867 22,867 22,867 22,867 22,867 22,867 22,867 Licenses 41,169 46,274 52,012 58,461 65,710 73,858 83,017 93,311 Earnings and Sales 45,860 46,869 47,900 48,954 50,031 51,132 52,257 53,406 Rent on Government Property 56,177 58,986 61,935 65,032 68,284 71,698 75,283 79,047 Miscellaneous 19,266 20,230 21,241 22,303 23,418 24,589 25,819 27,110 Interest and Dividends 163,908 180,298 198,328 218,161 239,977 263,975 290,372 319,410 Excess ISPO monies from Trustees 202,840 405,681 405,681 405,681 405,681 405,681 405,681 202,840

44,358,317 47,652,461 50,994,639 54,613,101 58,536,475 62,797,082 67,431,480 72,278,265Capital RevenueProceeds from Bond Issue 9,000,000 0 0 0 0 0 0 0Grants 754,178 754,178 754,178 754,178 754,178 754,178 754,178 754,178 Value Added Tax 6,866,519 7,209,845 7,570,337 7,948,854 8,346,297 8,763,612 9,201,792 9,661,882

16,620,697 7,964,023 8,324,515 8,703,032 9,100,475 9,517,790 9,955,970 10,416,060

TOTAL REVENUE {A} 60,979,014 55,616,484 59,319,154 63,316,133 67,636,950 72,314,871 77,387,450 82,694,325EXPENDITURERecurrent ExpenditurePersonnel Cost 8,153,059 8,758,522 9,372,815 10,037,888 10,759,004 11,542,104 12,393,906 13,284,745 Gratuities and Pensions 2,679,242 2,878,209 3,080,076 3,298,631 3,535,603 3,792,944 4,072,861 4,365,607 Overhead Cost 12,943,757 13,904,988 14,880,236 15,936,103 17,080,943 18,324,188 19,676,506 21,090,798 Consolidated Revenue Fund Charges 2,080,405 2,234,900 2,391,649 2,561,354 2,745,361 2,945,183 3,162,536 3,389,851 Grants & Subvention 6,653,748 7,147,869 7,649,196 8,191,965 8,780,471 9,419,562 10,114,722 10,841,740 Other Recurrent Expenditure 909,345 976,875 1,045,390 1,119,569 1,199,998 1,287,340 1,382,345 1,481,704 Bond issue cost 634,500 0 0 0 0 0 0 0ISPO deduction for N6bn Bond 1,708,530 1,708,530 1,708,530 0 0 0 0 0ISPO deduction for N9bn Bond 1,850,315 2,467,087 2,467,087 2,467,087 2,467,087 2,467,087 2,467,087 616,772

37,612,901 40,076,981 42,594,978 43,612,597 46,568,467 49,778,408 53,269,964 55,071,217Capital ExpenditureEconomic Sector 6,957,705 6,345,841 6,768,315 7,224,371 7,717,376 8,251,127 8,829,908 9,435,422 Science & Technology 48,173 43,937 46,862 50,020 53,433 57,129 61,136 65,329 Social Service Sector 3,201,398 2,919,865 3,114,256 3,324,097 3,550,940 3,796,531 4,062,841 4,341,452 Regional Development 1,945,231 1,774,166 1,892,281 2,019,785 2,157,619 2,306,844 2,468,660 2,637,949 Administration Sector 2,707,468 2,469,372 2,633,770 2,811,236 3,003,081 3,210,780 3,436,003 3,671,628 Specific Projects to be financed by N9bn Bond 1,045,688 2,091,375 2,091,375 2,091,375 1,045,688 - - -

15,905,663 15,644,556 16,546,860 17,520,883 17,528,136 17,622,411 18,858,548 20,151,780TOTAL EXPENDITURE {B} 53,518,564 55,721,537 59,141,837 61,133,480 64,096,603 67,400,819 72,128,512 75,222,997A-B 7,460,449 (105,053) 177,316 2,182,652 3,540,347 4,914,052 5,258,938 7,471,328 Opening Balance 5,213,513 12,673,963 12,568,910 12,746,226 14,928,878 18,469,225 23,383,277 28,642,216 Closing Balance 12,673,963 12,568,910 12,746,226 14,928,878 18,469,225 23,383,277 28,642,216 36,113,544

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APPENDIX 2: BOND RATING (EXTRACTED FROM RATING REPORT)

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APPENDIX 2: BOND RATING (EXTRACTED FROM RATING REPORT)

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Applications must be made in accordance with the instructions set out on the back of the Application Form. Care must be taken to follow these instructions as applications that do not comply shall be rejected. If you are in any doubt, please consult your Stockbroker, Accountant, Banker, Solicitor or any other professional adviser for guidance.

DECLARATION o I/We am/are 18 years of age or over.

o I/We authorize you to send a bond certificate and/or cheque for any amount overpaid by Registered post to the address given below and to procure registration in my/our name as the holder(s) of such number of units or such smaller number, as foresaid.

o I/We attached the amount payable in full on application for the number of units in NIGER STATE GOVERNMENT BOND @ N1000 per unit

o I/We agree to accept the same or any smaller number of units in respect of which allotment may be made upon the terms of the Prospectus of NIGER STATE BOND.

o I/We declare that I/We have read a copy of the Prospectus for the bond dated by the Joint Issuing Houses on behalf of the NIGER STATE GOVERNMENT.

No. of Units Applied for: Value of Units Applied for/Amount Paid

N .

PLEASE COMPLETE IN CAPITAL LETTERS 1. INDIVIDUAL/CORPORATE APPLICANT Title: Mr. Mrs. Miss Chief Others

Surname/Company’s Name

Other Names (Individual applicant only)

Full Postal Address

City/Town State

Land Phone Number Mobile (GSM) Phone Number

E-Mail Address

Next of Kin

CHN No. (Clearing House Number) Name of Stockbroker

C 2. JOINT APPLICATION Surname Title: Mr. Mrs. Miss Chief

Other Names

3. BANK DETAILS (for E-Dividend/Interest) Name of Bank Branch Account Number

Company Seal & Incorporation Number (Corporate Applicant)

Date: DD/MM/YYYY

Application List Opens ------October 4, 2011 ----------

Application List Closes -----October 4, 2011----------

THE NIGER STATE GOVERNMENT OF NIGERIA

APPLICATION FORM N9,000,000,000 Niger State 14% Fixed Rate Redeemable Development Bond Issue 2011/2018

(Issued under the Niger State N30 Billion Debt Issuance Programme).

Lead Issuing House

GUIDE TO APPLICATION Number of Units applied for: Amount Payable 50,000 minimum N50,000.000.00 Subsequent multiples of N10,000,000.00

Control No. (Registrars’ use only)

Signature/Thumbprint

Signature/Thumbprint

APPENDIX 3: APPLICATION FORM

  223042

Joint Issuing House

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APPENDIX 4: INSTRUCTIONS FOR COMPLETING THE APPLICATION FORM

1. All applications must be made on the official Application Form or photocopy, downloaded or scanned copy of the Application Form.

2. Applications must not be for less than the minimum number of Units and in

the quantity stated on the Application Form. Applications for more than the minimum number of units must be in the multiples stated on the Application Form. The number of Units for which an application is made and the amount of the cheque or bank draft enclosed should be entered in the boxes provided.

3. The Application Form when completed should be lodged with any of the

receiving agents listed on page 22. An application must be accompanied by a cheque or bank draft made payable to the receiving agent to whom the application is submitted, for the full amount payable on application. The cheque or draft must be drawn on a bank in the same town or city in which the receiving agent is located and crossed “NIGER STATE BOND” 2011/2018 with the name, address and day time telephone number of the applicant written on the back. All bank commissions and transfer charges must be pre-paid by the applicant. All cheques and drafts will be presented upon receipt and all applications in respect of which cheques are returned unpaid will be rejected and returned through the post.

4. The Applicant should make only one application, whether in his own name or

in the name of a nominee. Multiple or suspected multiple applications will be rejected.

5. Joint Applicants must all sign the Application Form. 6. An application from a group of individuals should be made in the names of

those individuals with no mention of the name of the group. An application by a firm that is not registered in compliance with the Companies and Allied Matters Act, Cap C20 LFN 2004 should be made either in the name of the proprietor or in the names of the individual partners. In neither case should the name of the firm be mentioned.

7. An Application Form submitted from a corporate entity must bear the seal and

be completed under the hands of a duly authorized official. 8. Applications by illiterates should bear their right thumbprints on the

Application Form and be witnessed by an official of the company or stockbroker with when the application is lodged who must firm have explained the meaning and effect of the application form to the illiterate. The witness must record in writing that he has given this explanation to the illiterate in a language understandable to them and that the illiterate appeared to have understood the same before affixing their thumbprint.

9. The Applicant should not print his signature. If he is unable to sign in the

normal manner, he should be treated for the purpose of this Offer as an illiterate and his right thumb print should be clearly impressed on the Application Form.

Application Form

NIGER STATE GOVERNMENT ISPO BACKED BOND ISSUE

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APPENDIX 5: RECEIVING AGENTS

Application Forms may be obtained free of charge from any of the following Receiving Agents registered as capital market operators by SEC. The Issuing Houses cannot accept responsibility for the conduct of any of the Receiving Agents listed below. Prospective Investors are therefore advised to conduct their own independent enquiries before choosing an agent to act on their behalf. Evidence of lodgement of funds at any of the Receiving Agents listed below, in the absence of corresponding evidence of receipt by any of the Issuing Houses, cannot give rise to a liability on the part of any of any of the Joint Issuing Houses under any circumstances.

BANKS Access Bank Nigeria Plc Diamond Bank Nigeria Plc Ecobank Nigeria Plc Enterprise Bank Limited Equitorial Trust Bank Limited Fidelity Bank Plc First Bank of Nigeria Plc First City Monument Bank Plc

First Inland Bank Nigeria Plc Guaranty Trust Bank Plc Intercontinental Bank Plc Keystone Bank Limited Mainstreet Bank Limited Nigeria International Bank Limited Oceanic Bank International Plc Stanbic IBTC Bank Plc

Standard Chartered Bank Limited Sterling Bank Plc Skye Bank Plc Union Bank of Nigeria Plc United Bank for Africa Plc Unity Bank Plc Wema Bank Plc Zenith Bank Plc

STOCKBROKERS AND OTHERS 2AS Amao Consult A.A.A Stockbrokers Limited Adamawa Securities Ltd Adonai Stockbrokers Ltd Afrinvest (WA) Ltd AIL Securities Ltd Allbond Investment Ltd Alliance Capital Management Company Ltd Altrade Securities Ltd Anchoria Investment & Securities Ltd APT Securities & Funds Ltd Atlas Portfolio Ltd Belfry Investment & Securities Limited Best Link Investment Ltd Best Worth Assets & Trust Ltd BFCL Assets & Securities Ltd BGL Securities Ltd BSD Securities Ltd Calyx Securities Ltd Camry Securities Ltd Capital Asset Ltd Capital Bancorp Ltd Capital Express Securities Ltd Capital Trust Brokers Ltd Cash Craft Securities Ltd Center-point Investment Ltd Century Securities Ltd City-Code Trust & Investment Company Clearview Investment Company Ltd Consolidated Investment Ltd Cooper Fleming Stockbrokers Ltd Counters Trust Securities Crossworld Securities Ltd CSL Stockbrokers Ltd Davandy Finance & Securities Ltd De-Lords Securities Ltd Denham Management Ltd Dependable Securities Ltd Dynamic Portfolio Ltd EBN Securities Ltd Emerging Capital Ltd EPIC Investment Trust Ltd ESL Securities Ltd Eurocomm Securities Ltd Excel Securities Ltd Express Portfolio Services Ltd F & C Securities Ltd Falcon Securities Ltd Fidelity Finance Company Ltd Fidelity Union Securities Ltd Finmal Finance Services Ltd First Alstate Securities Ltd First Stockbrokers Ltd Folu Securities Ltd

Forte Asset Management Ltd Fountain Securities Ltd FutureView Securities Ltd Gidauniya Investment & Securities Ltd Global Assets Management (Nig) Ltd Golden Securities Ltd GTI Capital Ltd Guardian Express Trust Ltd Heartbeat Investments Limited Hedge Securities & Investment Ltd Horizon Stockbrokers Ltd IBN Securities Ltd ICMG Securities Limited ICON Stockbrokers Ltd Ideal Securities & Investments Ltd Indemnity Finance Ltd Independent Securities Ltd Intercontinental Securities Ltd International Standard Sec. Ltd Integrated Trust & Investments Ltd International Capital Securities Ltd Investment Masters & Trust Ltd Jamkol Investment Ltd Jenkins Investment Ltd Kapital Care Trust & Securities Ltd Kinley Securities Ltd Kundila Finance Services Ltd Lambeth Trust & Investments Ltd LB Securities Ltd Lead Capital Ltd LMB Stockbrokers Ltd Maclaize Trust & Securities Ltd Magnartis Finance & Inv Ltd Maninvest Asset Management Ltd Marimpex Finance & Investment Ltd Marina Securities Ltd Maxifund Investments & Securities Ltd Mayfield Investment Ltd MBC Securities Ltd MBL Financial Services Ltd Mega Equities Ltd Meristem Securities Ltd Midas Stockbrokers Ltd Mission Securities Ltd Molten Trust Ltd Mountain Investment & Securities Ltd Newdevco Finance Securities Ltd Niche Securities Ltd Nigerian International Securities Ltd Nigerian Stockbrokers Ltd Omas Investment & Trust Ltd OMF Securities & Finance Ltd Options Securities Ltd Partnership Investment Co. Ltd Peninsula Assets Mgt & Investment Ltd Perfecta Investment Trust Ltd Pilot Securities Ltd Pinefields Investment Services Ltd

Pivot Trust & Investment Company Ltd Premium Securities Ltd Professional Stockbrokers Ltd Profund Securities Ltd PSI Securities Ltd Pyramid Securities Ltd Quantum Securities Ltd Regency Assets Management Ltd Resano Securities Limited Resort Securities & Trusts Ltd Rivtrust Securities Limited Rolex Securities Ltd Rostrum Investment & Securities Ltd Royal Crest Finance Ltd Santrust & Securities Ltd Securities Solutions Ltd Securities Transaction & Trust Company Ltd Security Swaps Ltd Shalom Investment & Securities Ltd Shelong Investment Ltd Sigma Securities Ltd Signet Investments Securities Limited SMADAC Securities Ltd Solid Rock Securities & Investment Ltd Spring Trust & Securities Ltd Springboard Trust & Investment Ltd Stanbic IBTC Asset Management Ltd Stranwal Securities Ltd Strategy & Arbitrage Ltd Summa Guaranty & Trust Co. Summit Finance Co. Ltd Support Services Ltd The Investors Advisers Limited Three Stars Investment Ltd Tiddo Securities Ltd Tomil Trust Ltd Topmost Finance & Investment Ltd Tower Assets Management Ltd Traders Trust & Investment Co. Ltd Trans Africa Financial Services Ltd Tropics Securities Ltd Trust Yield Securities Ltd Trusthouse Investments Ltd TRW Stockbrokers Ltd UBA Stockbrokers Ltd UNEX Securities & Investment Ltd Union Capital Markets Ltd Valmon Securities Ltd Valueline Securities & Investment Ltd Vision Trust & Investment Ltd Vetiva Capital Management Ltd Wizetrade Capital Asset & Mgt Ltd Yobe Investment Company Ltd