OGC_PRIVATE PLACEMENT MEMORANDUM

This document is important and should be read carefully. If you are in doubt about its content, or the
action to be taken, please consult your stockbroker, Accountant, Banker, Solicitor or any other
professional adviser for guidance immediately.

Placement Memorandum

OGC Foods & Beverages Limited
RC 855154
Producers of

LASENA ARTESIAN NATURAL ALKALINE MINERAL WATER
Private Placement of
315,400,000

Ordinary Shares of 100 kobo each

At

N10.00 per share

Payable in full on Application
Application List Opens: August 16, 2021
Application List Closes: September 10, 2021

FINANCIAL ADVISERS

TYNDALE SECURITIES LIMITED RC:720935

(TRADING LICENCE HOLDER OF THE NIGERIA EXCHANGE LIMITED)

This Private Placement Memorandum and the securities which it offers have neither been cleared nor
registered by the Securities and Exchange Commission .This Memorandum and the securities it offers
are directed at the selected investors to whom it has been addressed and not to members of the general

public. The Directors of OGC Foods & Beverages Limited individually and collectively accept
responsibility for the accuracy of the information contained therein.

This Private Placement Memorandum is dated August 16, 2021

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TABLE OF CONTENTS PAGE

NOTICE TO INVESTORS 3

GLOSSARY OF ABBREVIATION & TECHNICAL TERMS 4

ABRIDGED PLACEMENT TIMELINE 5

CORPORATE DIRECTORY 6

SUMMARY OF THE PRIVATE PLACEMENT 7

DIRECTORS AND PARTIES TO THE PLACEMENT 10

THE CHAIRMAN’S LETTER 12

 History and Business of the Company 12
 Products and Services 13
 Board of Directors and Key Management Staff 14
 Profile of Board of Directors and Key Management Staff 15
 Purpose of the Offer 19
 Benefits to Shareholders 19
 Snapshot of Financial Indicators 2021-2024. 19
 Chairman and CEO Position 19
 Risk and Mitigation Factors 20
 Strategy for Growth 21
 Four Years Strategic Vision 22
 Unique Value Propositions of the Brand 23
 SWOT Analysis 25

THE FINANCIAL FORECAST 32

 Letter from the Financial Adviser on Profit Forecast 32
 Letter from the Reporting Accountants on the Profit Forecast 33
 Letter from the Reporting Accountant on the Going Concern Status 34
 Profit Forecast 35
 Basis and Assumptions of the Profit Forecast 38

HISTORICAL FINANCIAL INFORMATION 40

 Reporting Accountants’ Report on the Audited Accounts of the Company 40
 Statement of Significant Accounting Policies 42
 Financial Position 43
 Income Statement 44
 Statement of Cash Flow 45
 Notes to the Financial Statements 46

STATUTORY AND GENERAL INFORMATION 51

 Incorporation and Share Capital History of the Company 51
 Extracts from Memorandum of Association 51
 Extracts from Article of Association 51
 Claims and Litigations 52
 Declaration 52
 Consent of Parties 52
53
 Documents Available for Inspection
53
PROCEDURE FOR APPLICATION AND ALLOTMENT
54
APPLICATION FORM

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NOTICE TO INVESTORS

This Private Placement Memorandum is confidential and has been prepared by Tyndale Securities
Limited (“Tyndale”) on behalf of OGC Foods & Beverages Limited, producers of Lasena Artesian
Natural Alkaline Mineral Water (“The Company”) based on information provided by the Company.
This Memorandum is for providing information to a select group of potential investors on the
Company in connection with the issuance of 315,400,000 (Three Hundred and Fifteen million Four
Hundred Thousand) Ordinary Shares of N1each at N10.00 per share by way of Private Placement.
The Memorandum includes certain statements, financial estimates and projections with respect to the
future performance of the Company. These statements, estimates and projections reflect various
assumptions by the Company concerning anticipated results, which have been included solely for
illustrative purposes. These statements, estimates and projections should not, however, be relied upon
as a representation, warranty or undertaking, expressed or implied, herein and\or the assumptions on
which such statements, estimates and projections were based.
This Memorandum contains confidential information about the company and is intended mainly for
providing information to a select list of potential investors to whom it is addressed. It is not a
prospectus and does not constitute an offer or invitation to the public to subscribe to any issue. It is
intended solely for the information of the addressee on the covering letter.
The Directors of OGC Foods and Beverages Limited, producers of Lasena Artesian Natural Alkaline
Mineral Water, accept full responsibility for the information contained in this memorandum. OGC
Food & Beverages Limited has taken all reasonable care to ensure that the information given herein
are true and accurate in all material respects, and that there are no material facts, the omission of which
would make any statement herein misleading whether of fact or opinion. Officials of OGC Foods &
Beverages Limited and Tyndale Securities Limited will be pleased to provide additional information or
clarification if needed.
No application has been made to the Securities and Exchange Commission for the clearance of this
Private Placement Memorandum or the registration of the securities listed therein. No application has
been made to the Council of The Nigerian Exchange Limited for the admission of the shares being
offered by way of Private Placement or for the existing issued share capital of OGC Foods &
Beverages Limited.

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GLOSSARY OF ABBREVIATIONS AND TECHNICAL TERMS

Artesian Aquifer: Underground water under intense pressure

Artesian Thermal Aquifer: This is when the water from the Aquifer is naturally hot, in this case
700C

Hydrostatic Pressure: Natural underground pressure that forces out water without any pump

pH: Potential Hydrogen Ions

Alkaline Water: Water that is not acidic which pH is above 7

Trace Elements: Very important natural minerals that the human body needs, but
present in the water in the right quantity for the human body

Resin: This is the primary petrochemical raw material for making pet
preforms. A by-product from crude oil

Pet Preform: The first stage of the packaging bottle which is later blown to size

Pet HDPE Resin: This is the primary petrochemical raw material for making cap
closures. A by-product from crude oil

Natural Steam Bath Sauna: This is a steam bath sauna powered by the Natural Thermal Aquifer.

The Placement/Offer: Private Placement of 315,400,000 ordinary shares of N1 each at

N10.00 per share

PPM: Private Placement Memorandum (This is the Legal Document
offering securities of OGC Foods Limited to a group of selected
investors only)

Issuer/ Company: OGC Foods and Beverages Limited (OGC Foods) or the company

The Commission or SEC: Securities and Exchange Commission.

NGX or The Exchange: The Nigerian Exchange Limited

Pari Passu: To rank equally

Parties: Professional parties engaged by the issuer whose roles will ensure the
success of the Private Placement

Brokerage: Commission payable to agents in respect of returns bearing their
stamps and duly allotted

LFN: Laws of the Federation of Nigeria

FGN: Federal Government of Nigeria

Business Day: Any day other than a Saturday, Sunday or official public holiday in
Nigeria.

ISA ACT: Investment and Securities Act No.29 of 2007 (as amended)

Registrars: Apel Capital Registrars Limited

CAC Corporate Affairs Commission

Receiving Bank Bank authorized to receive Issue Proceeds on behalf of the Issue.

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ABRIDGED PLACEMENT TIMELINE

ACTIVITY DATE RESPONSIBILITY
Financial Adviser
Appointment of Professional Parties 24-02-2021 Financial Adviser
Financial Adviser
Acceptance of Mandate by Parties 25-02-2021 All Parties
29-03-2021 All Parties
Receipt of documents/Information for 20-05-2021 Financial Adviser
completing Placement Memorandum Financial Adviser
Financial Adviser
First All Parties Meeting Financial Adviser/Registrar
Financial Adviser
Completion Board Meeting 11-08-2021 Financial Adviser
Financial Adviser
Printing/ Distribution of Placement Documents 12-08-2021 Company Secretary
Registrar
Application List Opens 16-08-2021

Application List Closes 10-09-2021

Agents Make Returns 17-09-2021
24-09-2021
Prepare/Discuss Basis of Allotment with the 28-09-2021
Company

Board Approval of Basis of Allotment

Pay Net Offer Proceeds to the Company 29-09-2021

File Basis of Allotment with CAC 09-10-2021

Dispatch Share Certificates 16-10-2021

Please note that all dates are indicative only and are subject to change without prior notice

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CORPORATE DIRECTORY

Head Office Telephone number Email
Contacts
Lance Musa Elakama (PhD Law) 08022908225; 01-2934858 [email protected]
Yusuf Musa-Elakama
Mrs. Aminat Obe 08099615645; 01-2934855 [email protected]
Salih Musa-Elakama
08090780442; 01-2934858 [email protected]

08053379781; 01-2934855 [email protected]

TYNDALE Securities Limited

Contacts Telephone number Email
[email protected]
Niyi Opeodu 08034008008; 01-4531853 [email protected]
[email protected]
Ayodele Fadipe 08033050055; 01-4531853 [email protected]

Soji Olorunda 08023354682; 01-4531853

Shehu Elakama 08033221644; 01-4531853

Corporate Head Office

Plot 1/3 Oak Plastic Avenue
Riverview Estate
Lagos-Ibadan Expressway
OPIC Bus-stop, Ogun State

www.lasenawater.com.ng

[email protected]

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SUMMARY OF THE PRIVATE PLACEMENT

1 Issuer: OGC Foods & Beverages Limited.
2 Financial Adviser:
3 Share Capital: TYNDALE Securities Limited

a. Authorized: N1,000,000,000 comprising of 1,000,000,000
ordinary shares of N1 each.

b. Issued & Fully paid: N684,600,000 comprising of
684,600,000 ordinary shares of N1 each.

c. Now being issued: 315,400,000 ordinary shares of N1 each
at N10.00 per share.

4 Purpose of the issue: The net proceeds of N3,059,380,000.00 after deducting
estimated private placement expenses of N94,620,000.00 which
5 Utilization of Issues: represents 3% of gross proceeds to be used for various strategic
business development.
6 Method of Issue:
7 Unit of Sales: The entire net proceed of N3,059,380,000.00 will be used for
8 Placement Price: acquisition of Fixed Assets for production, capacity expansion
9 Payment Condition: and Working Capital support
10 Gross Issue Proceed:
11 Capitalization of the Private placement

Company at Offer Price A minimum of 100,000 Ordinary Shares and in multiples of
(Authorized Capital): 1,000 Ordinary Shares thereafter
12 Status of the shares being
offered: N10.00 per share
13 Indebtedness:
To be fully paid on Application.
14 Public Quotation:
N3,154,000,000.00
15 Underwriting :
16 Over-Subscription Pre offer N6,846,000,000 Post offer N10,000,000,000

Allotments: The ordinary shares now being offered will rank parri passu in
18 Opening Date: every respect with existing shares of OGC Foods and Beverages
19 Closing Date: Limited
20 Eligible:
As at the date of this Placement Memorandum, the Company had
no outstanding debentures, mortgages, charges or similar
indebtedness other than in the ordinary course of business

Please note that no application has been made to the Council of
The Nigerian Exchange Limited for admission of the shares
being offered. However, the company intends to make an
application to the Council of The Nigerian Exchange Limited for
admission of the share capital of the Company through an Initial
Public Offer sometimes in the future

The Placement will not be underwritten at the instance of the
Issuer.

Any oversubscribed portion would be absorbed subject to
registration of such shares with the Corporate Affairs
Commission.

August 16, 2021

September 10, 2021

The placement offer is only open to a select group of potential
investors

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FINANCIAL SUMMARY

Year Ended 31st December 2020 2019 2018 2017

Turnover ₦'000 ₦'000 ₦'000 ₦'000
Profit before tax
Tax @ 32% 792,889 560,318 391,118 345,014
Profit after tax
Total Assets 45,067 37,683 (114,936) (59,157)
Net Assets
Issued and Fully Paid Share Capital 5,129 12,058 564 -
Earnings Per Share
Net Assets Per Share 39,938 25,625 (115,500) (59,157)

2,699,704 2,693,399 1,487,851 1,660,120

2,699,704 2,693,399 1,487,851 1,660,120

629,000 20,000 5,000 5,000

0.06 1.28 (23.10) (11.83)

4.29 134.67 297.57 332.02

*Calculation of earnings per share is based on number of ordinary shares in issue at each year end.

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FORECAST PLACEMENT STATISTICS
4 Years Profit Forecast January 2021 to 31st December 2024

Year Ended 31st December 2021 2022 2023 2024

Sales ₦'000 ₦'000 ₦'000 ₦'000
Cost of Sales
Gross profit 1,040,226 2,002,440 4,878,192 5,498,325
Operating expenses
Profit before taxation 656,025 1,436,870 3,562,380 4,005,035
Taxation
Profit after taxation 384,201 565,570 1,315,812 1,493,290

333,182 284,127 601,366 723,225

51,019 281,443 714,446 770,065

16,326 90,062 228,623 246,421

34,693 191,381 485,823 523,644

Ordinary Share Capital 1,000,000 1,000,000 1,000,000 1,000,000

Dividend payable - - 500,000 750,000

Dividend per share (kobo) - - 0.5 0.75

Earnings per share (kobo) 0.035 0.191 0.486 0.524

Forecast Earning Yield at offer price 0.35 1.91 4.86 5.24

Forecast Dividend Yield at offer price - - 5 7.5

Dividend cover (times) - - 0.97 0.70

Forecast Price Earning Ratio (PE ratio) 28.82 5.23 2.06 1.91

The earnings and dividend per share are based on 1,000,000,000 ordinary share of N1 each

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DIRECTORS AND OTHER PROFESSIONAL PARTIES TO THE PLACEMENT

Directors Address

Lance Musa Elakama Ph.D 39, Isheri Road, Aguda Ogba, Ikeja Lagos.
Mr. Olufemi Awoyemi 39, Isheri Road, Aguda Ogba, Ikeja Lagos.
Mr. Segiru Momodu 39, Isheri Road, Aguda Ogba, Ikeja, Lagos.
Mr. Michael Fadeyi 39, Isheri Road, Aguda Ogba, Ikeja, Lagos.
Folio Investment Trading & 39, Isheri Road, Aguda Ogba, Ikeja, Lagos.
Contracting Ltd
Pastor (Dr.) Paul Nanna 39, Isheri Road, Aguda Ogba, Ikeja, Lagos.
Mr. Yusuf Musa Elakama 39, Isheri Road, Aguda Ogba, Ikeja, Lagos.
Mrs. Amina Obe 39, Isheri Road, Aguda Ogba, Ikeja, Lagos.
Mr. Salih Musa Elakama 39, Isheri Road, Aguda Ogba, Ikeja, Lagos.
Mr. Mohammed Musa Elakama 39, Isheri Road, Aguda Ogba, Ikeja, Lagos.
Miss. Khaulat Musa Elakama 39, Isheri Road, Aguda Ogba, Ikeja, Lagos.
Monsur Musa Elakama 39, Isheri Road, Aguda Ogba, Ikeja, Lagos.
Jarfa Musa Elakama 39, Isheri Road, Aguda Ogba, Ikeja, Lagos.
Khadijah Elakama Agbaje 39, Isheri Road, Aguda Ogba, Ikeja, Lagos.
Sikirat Musa Elakama 39, Isheri Road, Aguda Ogba, Ikeja, Lagos.
Barr. Abdullahi Enakhume 39, Isheri Road, Aguda Ogba, Ikeja, Lagos.

Issuer/Registered Office OGC Foods & Beverages Limited
Company Secretary 39, Isheri Road, Aguda Ogba, Ikeja, Lagos
Financial Advisers
Registrar to the Placement Oaklem Law Associates
Auditors 1-3 Oak Plastic Avenue, Isheri-North
Reporting Accountants River View Estate, Lagos/Ibadan Expressway
Ogun State
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TYNDALE Securities Limited
Suite 281, Block A2-8, Sura Shopping Complex,
Simpson Street, Lagos State.

Apel Capital Registrars Limited
8 Alhaji Bashorun Street, off Norman Williams St,
Ikoyi, Lagos State.

Olusola Olojede & Co.
(Chartered Accountants)
77, Awolowo Way Main House
(4th Floor) Ikeja, Lagos State.

Funsho Ogunlela & Associates
(Chartered Accountants)
Veritas House 4 Prince Abbey Adenigba Close
Road 3, Ikota Villas Estate, Lekki, Lagos
T: +234 8174 145600 • E: [email protected]
W: www.ogunlela.com

Solicitor to the Placement Livingstone, Okereke & Co.
Receiving Bankers Suite 22, Block 13, Sura Shopping Complex
Simpson Street, Lagos

Sterling Bank Plc.
Sura Shopping Complex
Simpson Street, Lagos

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THE CHAIRMAN’S LETTER

The following is the text of a letter received by TYNDALE Securities Limited from Lance Musa
Elakama, Ph.D (Law) Chairman, Board of Directors of OGC Foods and Beverages Limited to
shareholders and prospective investors in the Placement.

May 15, 2021

The Directors,
TYNDALE Securities Limited
Suite 281/2, Block A2-8,
Sura Shopping Complex
Simpson Street,
P.O. Box 70627
Victoria Island,
Lagos State

Dear Sirs,

Private Placement of 315,400,000 Ordinary Shares of N1.00 each of OGC Foods and Beverages
Limited at N10.00 per Share

On behalf of the directors of OGC Foods and Beverages Limited, it is my pleasure to provide the
following information in respect of the Private Placement of 315,400,000 Ordinary Shares of N1.00
each at N10.00 per share for which you have been invited to subscribe.

History and Business of the Company

OGC Foods and Beverages Limited, the makers of Lasena Artesian Natural Alkaline Mineral Water,
was incorporated as a private limited liability company on 17th of November 2009, with RC Number
855154. The primary object of the company is the processing and packaging of Portable Drinking
Water and other foods and beverages for the domestic and export markets.

At inception, it was very difficult to get good portable underground water for processing. The first
three boreholes were futile, as the water was not suitable for human consumption. However, the fourth
attempt yielded excellent result with the serendipitous discovery of an Artesian Thermal Aquifer, at a
depth of 522 meters flowing effortlessly without any pump. Since then, the Artesian Aquifer has been
flowing non-stop and we later discovered that the water is Natural Alkaline Mineral Water, with a pH
of 7.78 with a natural temperature of 700C, with loads and lots of natural minerals in trace elements.
The water is now packaged under the brand name “Lasena Artesian Natural Alkaline Mineral
Water” and it is now adjudged the best water in the world that nature has provided. As at now, the
company is not using more than 4% of the volume of water in the aquifer, primarily because of lack of
working capital to purchase packaging production inputs like Pet, Preforms, Closure, Caps and Labels.

Its initial share capital of 5 million Ordinary Share of N1 each were issued and fully paid on the 1st
September 2009. In June 2018, additional 15 million Ordinary Share of N1 each were issued and fully
paid making the authorized and paid up share capital to be N20 million.

In order for the company to realize its full potential as the best water in the world that nature has
provided, actualize its vision and mission and ensure excellent returns to stakeholders, the company
increased its authorized share capital from 20,000,000 ordinary shares of N1.00 each to 1,000,000,000
ordinary shares of N1.00 each by the creation of additional shares of 980,000,000 ordinary shares of
N1.00 each out of which additional 664.6 million ordinary share of N1 each were issued and fully paid

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increasing the issued and fully paid up capital to N684.6 million. The company is now issuing
315,400,000 ordinary shares of N1.00 each at N10.00 per share through a Private Placement.
Shareholding Structure:
The current shareholding structure is 82.69% for the founding owners (The Elakama Family) and
17.31% to other shareholders.
Indebtedness:
OGC has no indebtedness in its books as at 31st December 2020.
Subsidiaries and Associated Companies:
OGC currently has no Subsidiary or Associated Company.
Material Contracts:
There are no material contracts in which OGC Foods and Beverages is currently tied to.
Claims and Litigation:
We currently have no claims or any pending litigations.
Corporate Vision:
To be the preferred and acceptable healthy drinking water globally.
Mission Statement:
To remain the best Water in the world that nature has provided.
Product and Services
For now our product currently consists of Lasena Artesian Natural Alkaline Mineral Water, which
comes in different packs and sizes as listed below:
1 50cl pack of 20 (Shrink)
2 50cl pack of 20 (Carton)
3 75cl pack of 16 (Shrink)
4 75cl pack of 16 (Carton)
5 75cl pack of 12 (Shrink)
6 1 Litre pack of 12 (Shrink)
7 1 Litre pack of 4 (Carton)
8 35cl pack of 24 (Shrink)
9 20.5 Litres Dispenser Jar
10 10 Litres Dispenser Jar ( Square Shape)
11 20.5 Litres Dispenser Jar ( Square Shape)

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Board of Directors and Key Management Staff

The Structure of the Board and Management are as tabulated here under:

Board of Directors

Lance Musa Elakama Ph.D (Law) Chairman
Mr. Yusuf Musa Elakama MD/CEO
Mrs. Aminat Obe ED Finance & Admin
Mr. Salih Musa Elakama ED IT and Communication
Mr. Mohammed Musa Elakama NED
Miss. Khaulat Musa Elakama NED
Folio Investment Trading and Contracting Ltd NED
Mr. Olufemi Awoyemi NED
Pastor (Dr.) Paul Nanna NED
Mr. Momodu S. Momodu NED
Mr. Michael Fadeyi NED
Barr. Abdullah Enakhume NED
Monsur Musa Elakama NED
Sikirat Musa Elakama NED
Khadijah Elakama Agbaje NED
Jarfa Musa Elakama NED

Key Management Staff MD/CEO
ED Finance & Admin
Mr. Yusuf Musa Elakama ED IT and Communication
Mrs. Aminat Obe Head of Accounts
Mr. Salih Musa Elakama Head of Quality Control
Mr. Joseph Aransiola P.R.O. & Head of Medical Mkt.
Mrs. Amina Agboola Head of Sales
Dr. Kalu Genevieve Factory Manager
Mr. Ogunsanya Abiodun
Mr. Cyril Asemokhai

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Profiles of Board of Directors and Key Management Staff

It is my pleasure to give a brief profile of each of the Directors of the Company and the management
team.

Lance Musa Elakama (Ph.D Law) - Chairman

I am the Chairman of OGC Foods & Beverages Limited and I have been the Chairman from inception.
I was born on the 31st of March, 1952 in Ivbiaro Community, in Owan Local Government Area in Edo
North. I am a Chartered Accountant, Chartered Secretary, Chartered Banker, Chartered Stockbroker,
Chartered International Arbitrator, Chartered Tax Practitioner, Chartered Financial Manager, Solicitor
and Advocate of the Supreme Court of Nigeria, Solicitors with the Senior Courts of England and
Wales, with Ph.D. in Law. OGC Foods and Beverages Limited, was conceptualized and brought to
fruition by me. It is an idea I have always had which was crystalized after my retirement from the
Nigeria Stock Exchange as Deputy Director General in 2010. I belong to several Professional Bodies
and I also have some academic qualifications in finance, administration and law.

Professionally, I belong to the following bodies:
 Fellow, Chartered Institute of Secretaries and Administrators of England & Wales (FCIS)
 Fellow, Institute of Chartered Accountants of Nigeria (FCA)
 Fellow, Chartered Institute of Bankers of Nigeria (FCIB)
 Fellow, Chartered Institute of Taxation of Nigeria (FCIT)
 Fellow, Chartered Institute of Stockbrokers of Nigeria (ACS)
 Associate, Chartered Institute of Arbitrators England & Wales (MCIARB)
 Member, Institute of Directors (MIoD)

I have the following academic qualifications:
 National Diploma in Business Administration from Auchi Polytechnic 1976
 Bachelor Degree in Law (LLB) from Lagos State University
 (Barrister at Law, Supreme Court of Nigeria (BL)
 Master’s Degree in Legal studies from the Lagos State University (MLS)
 Master of Laws Degree from University of London, Queen Mary (LLM)
 Solicitors of the Senior Courts of England and Wales after graduating from the Oxford
Institute of Legal studies in the UK
 Doctoral Fellow of the Institute of Financial Managers, England & Wales
 PhD in Law from Ambrose Ali University

My working experience spans over 40 years:

I started my working career with Central Packages of Nigeria, Ikeja as an Accountant in 1978 and rose
to the position of Chief Accountant, and I left in 1988 after 10 years to join R. T. Briscoe Plc. as
Finance Manager/Company Secretary. I worked with R. T. Briscoe for 5 years before joining Jokemef
Nig. Ltd as the MD/CEO in 1992. I left Jokemef Nig. Ltd in 1994 to join the Nigeria Stock Exchange
as Asst. General Manager, Management Services. I worked with the NSE for 15 years and rose to the
position of Deputy Director General, until I retired in 2010. Since 2010 I have been into law practice
both in Nigeria and the United Kingdom, specializing in Corporate Law Practice, in addition to
Litigation and Advocacy, while also having oversight function on OGC Foods and Beverages Limited,
as the Chairman.

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Mr. Yusuf Musa Elakama - Managing Director

Mr. Yusuf Musa Elakama is a member of the board of directors. He holds a Bachelor of Science
Degree in computer science from the University of Lagos. He also has a Master's Degree in Business
Management from Liverpool Hope University, UK. He is also into business consultancy services. Mr.
Yusuf sees to the day to day running of the company in all facets and stands in for the Chairman in his
absence.

Mrs. Amina Obe – Executive Director - Finance and Admin.

Mrs. Amina Obe is the Executive Director - Finance and Administration. She is a graduate of Durham
University, United Kingdom where she bagged a degree in Accounting and Financial studies. She has
an ACCA and a Master's Degree in Business Management from Oxford Brookes University. She is a
seasoned Accountant with vast experience in manufacturing concern. She is versatile and proficient in
the use of various accounting software packages. She has attended various management and
accountancy courses and served as a volunteer in Red Cross AND UK guide dogs.

Mr. Salih Musa Elakama - Executive Director – Information, Communication and Technology.

Salih Musa-Elakama is an Executive Director and board member of OGC Food and Beverages. He
attended University of Westminster, United Kingdom, where he studied foundation in Computer
Science and then proceeded to St. Patrick's College, London, and had a Bachelor's degree in Computer
Science. He is currently the Executive Director on Information, Communication and Technology, and
he is responsible for marketing, online sales, branding and software implementation. He is
hardworking and passionate about his job and a leader who is always eager to learn and break new
frontiers.

Momodu Segiru Momodu

Mr. Momodu is a member of the Board of Directors of OGC Foods and Beverages Limited. He is a
renowned biochemist, chemist and analyst with over 35 years in service of the Federal Government of
Nigeria as the Senior Special Assistant to the Director-General of NAFDAC. He was a Director of
Narcotics and Controlled Substances; Head, Central Drug Quality Control Laboratory; Director on
Enforcement and Investigation in NAFDAC and Director of Ports Inspection, to mention just a few.

He has also been actively involved in capacity building programs and projects mentored by
international bodies like World Health Organization (WHO), UNICEF, and IAEA for many years. He
is an active member of professional bodies like NFST, IPAN, AOAC and SOEH. Mr. Momodu is
widely travelled and had served in several international organizations on behalf of the Federal
Government of Nigeria. He retired as a Director from NAFDAC in 2018.

Mr. Olufemi Awoyemi

Mr. Olufemi Awoyemi, is a member of the Board of Directors in OGC Food and Beverages Limited.
He is the Founder and Chairman of Proshare (Nigeria’s foremost financial information hub and owners
of WebTV, Debtors.Africa and Proshare), a graduate of accounting and Fellow of The Institute of
Chartered Accountants of Nigeria. Olufemi is the Institute of Directors (IoD) of Nigeria nominee to
the Senior Executive Course 43 at the National Institute of Policy & Strategic Studies (NIPSS) 2021
Class and the IoD Representative on the National Action Committee for the Implementation of
AfCFTA.

He possesses skills and interest in financial markets education, empowerment and enlightenment,
scenario planning, strategy articulation & execution, market intelligence, future trends, knowledge
management and documentaries.

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Folio Investment Trading and Contracting Limited (FITC)

FITC is represented by Mr. Fidelis Anosike on the Board. FITC is an investment company poised at
investing in corporate bodies either as partners, nominal investors or on full acquisition. The company
also has a financial arm involved in treasury services, financial intermediation and capital raising for
public and private sector. FITC is the major investor in one of Nigeria's biggest media conglomerate,
Folio Media Group and is also the owner of Mordi Foundation.

Mr. Michael Gbolahan Fadeyi

Mr. Michael is a member of the Board of Directors of OGC Food and Beverages Limited. He holds a
BSc. Honors in Business Administration; he is a member of the British Institute of Management,
Nigerian Institute of Management, Nigerian Marketing Association and also a member of the Nigerian
Council of Physicians of Natural Medicine. He has moved from various organizations sowing seeds of
wisdom, dedication, hard work and perseverance. He currently practices Herbal Medicine,
Reflexology, Hydrotherapy, Nutritional Healing and Cat Fish Farming.

Barr. Abdullahi Musa Enakhume

Abdullahi M. Enakhume, is a Member of the Board of Directors of OGC Foods and Beverages
Limited. He is a graduate of Law from the University of Benin, Edo State, Nigeria; and was called to
Bar in 1985, He has Master’s Degree in Public Administration from the University of Lagos, Nigeria.
He also studied Arabic and Islamic Studies at Agenebode, Edo State from two (2) Eminent Imams and
taught the subject for several years in Higher Schools. His lectures and articles are erudite and a
reminder of the essence of life.

Pastor (Dr.) Paul Joseph Nanna

Pastor (Dr.) Joseph Nanna, is a member of the Board of Directors in OGC Food and Beverages
Limited. He graduated from University of Benin, Edo State, Nigeria; in 1982. He is a Medical
Practitioner and a Nutritionist for several years till date. He is an Area/Zonal Pastor in Redeem
Christian Church of God (RCCG), an Author, Counsellor, Speaker on Nutrition, Health and Sex
Matter.

Mansur Musa-Elakama

Mansur Musa-Elakama, is a Member of the Board of Directors of OGC Foods and Beverages Limited.
He holds BSc (Hons) Computing & Information Systems, University of Portsmouth and professional
qualifications from St Patrick College, London. He is a dynamic Business Analyst with over 10 years
working experience within the Financial Services, and a proven track record on web and application
software development environment. His passion includes but not limited to designing and developing
responsive websites as freelance for SME's and start-up enterprises.

Sikirat Musa Elakama

Sikirat Musa Elakama, is a Member of the Board of Directors of OGC Foods and Beverages Limited.
She obtained a BSc in Estate Management from the University of Lagos, Nigeria and MSC degree in
International Business from Coventry University, United Kingdom. She holds the following
professional qualifications Prince 2 practitioner; Scrum Master; Diploma II in Int Business; SAP S4
Hana; ITIL and BCS in Business Analysis. She is currently an IT Consultant with a UK based Media
Co-operation.

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Khadijah Elakama Agbaje

Khadijah Elakama-Agbaje, is a Member of the Board of Directors of OGC Foods and Beverages
Limited. She holds a Bachelor of Arts degrees from Middlesex University - England UK as well as
Professional EYPS 12 /2012. Her certification in Early Childhood Education enhances the delivery of
her passion about helping young children develop emotions, social and educational skills familiar with
developmentally appropriate activities and experienced by providing nurturing environments
conducive to learning.

Agboola Aminat - Quality Control Manager

Agboola Aminat is the Quality Control Manager of OGC Foods and Beverages Limited. She holds a
Bachelor Degree in Microbiology from University of Ilorin, Kwara State. She also holds certifications
from the following:

 Hazard Analysis and Critical Control Point (HACCP),
 Health Safety and Environment (HSE)
 Standard Operating Procedure (SOP).

She has been the Quality Control Manager from 2016 till date.

Aransiola Joseph Abolaji - Accountant

Aransiola Joseph Abolaji is the Head of Accounts of OGC Foods and Beverages Limited and bagged
his Bachelor's Degree in Accounting from Adekunle Ajasin University, Akungba-Akoko, Ondo State
in 2008. He has experience in Accounting and Finance. He is an Associate Member of the Institute of
Chartered Accounts of Nigeria (ICAN).

Dr. Kalu Genevieve - Public Relation Officer (PRO)
Dr. Kalu Genevieve Obumneke is Head of Medical Marketing, and the PRO of OGC Foods and
Beverages Limited. She holds a Bachelor of Medicine and Surgery from Olabisi Onabanjo College of
Medicine, Ogun State University, 2004. She also has a stitch with College of Medicine, Ebonyi State
University, 1997. She is a certified member of numerous health associations worldwide. She has vast
experiences in Medicine and have spent eight (8) years as a Senior Medical Officer in various General
Hospitals in Lagos State, before joining OGC Foods and Beverages Limited, in 2017.

Ogunsanya Abiodun Adeolu (Head of Sales)
Ogunsanya Abiodun Adeolu is a result driven sales professional, brand strategist and business
development personnel. He obtained a Bachelor of Science Degree (B.Sc.) in Microbiology from
Olabisi Onabanjo University, Ago Iwoye and graduated in the year 2007. He has an MBA (Masters of
Business Administration - Marketing) from Ahmadu Bello University, Zaira. Abiodun is an
experienced senior level professional with over 11 years working experience within the pharmaceutical
and FMCG industry, having worked for both multinational and national companies.

His experience in identifying new business opportunities, cultivating and maintaining relationships
with business partners and spearheading effective sales and market penetration strategies, positions
him to impart in his roles as the Head of Sales for OGC Foods and Beverages by leveraging expertise
and insight to implement forward thinking and strategic business development and growth solutions.
He is an Associate member of the Nigeria Institute of Management (NIM) (Chartered), Nigeria
Institute of Marketing, (NINM) (Chartered), Institute of Certified Sales Professionals (ICSP) and
Institute of Finance and Strategic Business Management (IFSBM).

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Purpose of the Offer

The Funds being raised from the Private Placement will be utilized towards acquisition of Fixed Assets
for production, capacity expansion and working capital support. The targeted assets are: A new
complete filling line at a cost of N1.2b; Jar filling line at N300m; Construction of 600,000 litres
Reservoir at N300m; Two Warehouses at N700m; Two Trucks at a cost of N100m and 2 CAT
1000KVA Generators at N250m.

Benefits to Shareholders

Given the huge potentials of Lasena Artesian Water, an investment in OGC Foods and Beverages Ltd
offers potential shareholders the opportunity to grow with the Lasena brand, and benefit from the next
phase of growth which the company is about to embark upon. Participating in the OGC Foods and
Beverages Ltd Private Placement will also provide diversification benefits for investors. Dividends
payment will start from 2023 and this will grow steadily year on year. The Thermal Artesian Aquifer
which flows naturally at the rate of 70,000 litres of water per hour is yet to be exploited up to 5%. The
truth is that the water from the aquifer is currently wasting away unbottled, and there is nothing
anybody can do to stop the flow, which is 24/7 non-stop. That is the nature of any flowing artesian
aquifer which are not more than twenty-five (25) globally. It is therefore a great opportunity to invest
in The Best Water in the World that Nature has provided. More so, this flowing and renewable aquifer
which is conservatively valued at N21 billion, though not reflected in the balance sheet, is expected to
last in perpetuity.

Snapshot of Financial Indicators 2021-2024

The financial indicators given below for the four years projection of 2021 to 2024 shows a company
with potential growth capacity. The trajectory shows a very impressive performance. The Directors are
of the opinion that in the absence of unforeseen circumstances and based on the assumptions provided,
results for the years ending 31st December 2021, 2022, 2023 and 2024 will be as indicated below:

Year Ended 31st December 2021 2022 2023 2024

Turnover ₦'000 ₦'000 ₦'000 ₦'000
Gross Profit 1,040,226 2,002,440 4,878,192 5,498,325
GP % 1,315,812 1,493,290
Net Profit 384,201 565,570
NP % 37 28 27 27
Cashflow Balance 714,446 770,065
Net Worth 51,020 281,443
Return on Investment (%) 5 14 15 14
Return on Capital Employed (%) 1,029,634 1,036,763
Dividend Payout 3,491,229 660,125
5,050,898 5,574,542
4,373,694 4,565,075 9 9
1 4 14
1 6 14
- - 500,000 750,000

Chairman and CEO Position

Responsibility at the company is well defined; and no one individual dominates the board. The
position of Chairman is separate from the Chief Executive. The Chairman is not involved in the day to
day operations of the company and is not a member of any Subcommittee of the board.

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Risks and Mitigating Factors

Caveat: The following section does not describe all the risks (including those relating to each
prospective investor's particular circumstances) with respect to an investment in the Private Placement.
The risks in the following section are provided as general information only.

 Political Risk

Given Nigeria's status as a developing emerging country, with an evolving democracy, the
country experiences similar political risks as other countries in its position. These risks
include, but are not limited to political instability, civil unrest, terrorism and other forms of
political violence which can damage the company's assets and hinder it from conducting
operations essential to the running of the business. However, given the importance of Nigeria
in the West African and greater Sub-Saharan region, the likelihood of a complete disruption in
business is unlikely. Other Political Risks are changes in legislation which could result in
compliance costs as the business may need to make changes to its processes. However, given
the federal governments initiative to push SMEs, we doubt the likelihood of any anti-business
laws.

Mitigation: Lasena operates from 1 headquarter (Ogun State), and 2 depots (Ogba and Ikeja).
Hence, in the event that any location is disturbed, the company will be able to carry on its
business activities with minor disturbance.

 Macroeconomic Risk

Nigeria has a mono-economy, as the country relies heavily on Crude Oil for foreign earnings,
government revenue and economic growth. In the recently passed 2020 budget Oil Revenue
accounts for over 30% of the Government Budget. The sector accounted for approximately
9.8% in Q3 2019 and over 90% of export earnings. Owing to the oversupply of Crude Oil in
the international market and the global economic slowdown, there has been a major decline in
Oil prices, which has affected the country's foreign earnings and foreign reserve. As
experienced in mid-2014, grave decline in Crude Oil prices can have a grave effect on
Nigeria's economy, causing a substantial withdrawal of portfolio capital and a corresponding
decline in the stock market, fall in government revenues, weakening of the currency and a
substantial drop in foreign currency reserves, and ultimately, economic recession. This will
ultimately affect Consumer spending, as consumers income become squeezed, and they
become more frugal in their expenditure.

Mitigation: Water is an essential product, second after the air we breathe which consumers
cannot do without. Hence, despite a weak macroeconomic environment consumers would still
purchase water. Although the bottled Lasena products might not be price-competitive, the
Lasena Dispenser Jars are priced in line with competitors and it is expected that in an
economic slowdown, customers would shift from Lasena bottled water to Lasena Dispenser
Jars, rather than switching brands. Furthermore, the efficacious health benefits of Lasena
Artesian Natural Alkaline Mineral Water, which was recently corroborated by the National
Centre for Disease Control (NCDC) during the Covid-19 pandemic is a further testimony that
demand for Lasena Artesian Natural Alkaline Mineral Water, will continue to be on the
increase in both Nigeria and Outside Nigeria.

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 Industry Risk

One of the major challenges the Bottled Water industry encounters is the spate of counterfeits
bottled water in the market. Counterfeiting is one of the biggest threats facing brand owners,
threatening profits, corporate reputation and, potentially, customers' health and loyalty. In spite
of the concerted efforts by the National Agency for Food and Drug Administration and
Control (NAFDAC), Standards Organization of Nigeria (SON) and other agencies to combat
the menace, the epidemic still lingers. Other Industry challenges include the potential for the
Federal or State water regulatory bodies to implement a regulation for the process of water
drilling, just as was introduced in Lagos State in 2019/2020. Furthermore, given the magnitude
of Climate Change, we envision that the Federal Government could potentially implement
laws to combat plastic bottle pollution in the country. However this cannot happen in the next
10 years for obvious reasons. Even the most advanced economies like Europe, USA, etc. have
not been able to pass such legislature.

Mitigation: Lasena strives to make its PET bottles as unique, distinct and difficult to imitate
as possible, so that our customers are able to verify its authenticity. We also inform our
customers through our website, our listed and registered distributors around the country.
Lasena also aims to educate its current and potential customers about the health risk of
purchasing counterfeit Lasena products. More so, due to the peculiar unfamiliar taste of
Lasena Water, customers would easily be able to detect if the water they are consuming is not
Lasena Water. Lasena (combined with the Association of Table Water Producers) will
endeavor to partner with the government in implementing laws to combat plastic bottles abuse
and make the industry more environmentally-friendly, with as minimal impact on the industry.
Lasena is also seeking to increase the amount of recycled content used in its PET, to reduce its
carbon dioxide emissions. We have already started plastic recycling as part of our corporate
social responsibility (CSR) to keep our environment clean and healthy.

 Currency Risk

Lasena undertakes a number of projects in terms of equipment procurement, contracting
foreign engineers and procuring raw materials which are denominated in foreign currencies.
Adverse movements in the value of the Naira may stall the execution of its projects and
expansion potentials, limiting its revenue generation and profitability.

Mitigation: Lasena is gradually shifting away from purchasing its raw materials from foreign
suppliers, and instead is sourcing its materials from local producers, who will be less affected
by a weak Naira. However, due to the technological lag in the country, some equipment
would need to be procured from more technological advanced countries.

Strategy for Growth

The market for bottled water has been growing over the past few years in line with rising public
demand, and given the growth in population, growth of the middle-income bracket and the move
towards a healthier lifestyle that encourages the consumption of adequate amounts of water, we expect
the demand for bottled water to increase. Furthermore, given Lasena's unique position as mineral-filled
artesian water, we expect demand and growth of our product to surpass the industry.

Our strategy for growth is to tap into the health and wellness movement, so as to absorb the higher
output that will result from our expansion program. Furthermore, we intend to take a more aggressive

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approach to marketing in terms of product promotion, below the line advertising, price reduction and
other form of marketing strategies even though we have market monopoly for mineral water for now.

Four Years Strategic Vision

In the last 7 years, OGC Foods and Beverages Limited has been able to build a very unique brand
“LASENA ARTESTIAN NATURAL ALKALINE MINERAL WATER”. The brand is unique
because it is the only artesian natural alkaline mineral water in Nigeria. As a result of its uniqueness,
we don't really have PRIMARY COMPETITORS, rather what we have are SECONDARY
COMPETITORS. We call them secondary competitors because, usually people have the erroneous
belief that “WATER IS WATER” whereas in reality ALL WATERS ARE NOT THE SAME. All the
water produced in Nigeria except Lasena Artesian Natural Alkaline Mineral Water, are distilled table
waters, since none is sourced from artesian thermal aquifer. At best what you can get are some spring
waters which are still acidic because their pH are below 7.00. In actual fact OGC Foods and Beverages
Limited is not just selling excellent water, it sells excellent health to its consumers.

Having successfully built a unique brand, the next stage in the overall strategic vision is to build an
enduring entity on the following parameters, so as to be:

1. A high profitable company

2. A company with high growth rate.

3. A company with great reputation known for selling the best healthy water in the world

4. A company with top leadership in the industry

5. A company with fabulous, happy, and satisfied customers, because we fully understand that
customer is king.

6. A great company to work for by highly qualified and skilled human capital.

7. A great company that will consistently give handsome benefits to its investors and
stakeholders.

NOTE: It is worthy to note that the Thermal Artesian Aquifer which is the source of Lasena water is
conservatively valued at N21,000,000,000 (Twenty-One Billion Naira), and this figure is not reflected
in the financial statements. This is indeed the major strength of the company which we intend to
exploit to the fullest in the years ahead. Being a flowing and renewable artesian aquifer, it is expected
to last in perpetuity, just like other few aquifers that were discovered between 1400BC and 1476BC;
which are still flowing non-stop. It is therefore a great opportunity for prospective investors to take
part in this Private Placement Offer.

To Realise The Above Strategy, The Following Steps Will Be Taken:
1. The first step is to raise funds for working capital through private placement and we hope to

receive the cash by the 3rd Quarter of 2021.

2. With this strategy, the company will be able to increase capacity utilisation substantially and
turnover will increase from N792,888,600 in 2020 to N1.04 Billon in 2021, that is, an increase
of about 31.2%. Also, Gross margin will increase from N373,915,439 in 2020 to
N384,202,000 in 2021, i.e. 2.75% increase. This positive trend is expected to continue year on
year, as shown in the projections.

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3. Furthermore, the company will be able to accumulate enough cash flow to purchase modern
higher capacity water filling line machine in 2022 at a total cost of about N1.2billion from
SACMI in Italy. The machine will be paid for in 2022, which will be installed and production
commences in 2023. The gap between payment and installation is because the filling line
machine will be manufactured to our specifications, due to the uniqueness of our water, the
shape of the bottle, water natural temperature of 70 degree centigrade and the mineral
composition of the water, plus the fact that there is no reverse osmosis process.

4. By the time the filling line becomes operational in 2023, the company will be able to
substantially increase its production capacity from a turnover of N2.002 billion in 2022 to
N4.88 billion in 2023 i.e. about 143.75% increase, which will still be increased in subsequent
years. Also, the gross margin will increase by more than 13%.

5. The company plans to commence paying dividend to shareholders as from 2023 and the
dividend pay-out will progressively increase as the profitability and healthy cash flow will
continue to increase year on year.
We intend to pursue above strategy with all determination and we want to state very
categorically that these are achievable propositions in view of our already established market
standing as the preferred water of choice in Nigeria.
We also plan to look at the export market by the time we are able to satisfy the Nigeria market.

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Unique Value Proposition of the Brand
Lasena Water is an Artesian Natural Alkaline Mineral Water in Nigeria with a unique natural pH of
7.78. It flows effortlessly through hydrostatic pressure out of a Thermal Aquifer depth of 522 metres at
a natural Temperature at source of 70 degree centigrade. The water contains Natural Zinc and natural
Copper with Zero Microbes and Zero preservatives/additives.
This is not just a mere claim of being the best water in the world that nature has provided, rather, it is
an incontrovertible fact, based on empirical evidence. Amongst the top six waters in the world, Lasena
water is the only one with Natural Zinc and Natural Copper in trace element. No other water has these
two very important trace minerals. We are fully aware that other water companies have tried several
times to mimic Lasena water with artificial Zinc and Copper without success. The truth is that nobody
can compete with Mother Nature. Furthermore, we have been so adjudged to be the best water in the
world by whom that nature has provided for the past five years and no other water companies have had
the courage to challenge this claims. This is because truth is sacred.
This is one of our major strengths that we intend to exploit to the fullest in the years ahead. The
analysis of the six top waters in the world is shown below, and as the lawyers would say, RES IPSA
LOQUITOR, meaning the facts speaks for themselves.

In spite of these unique propositions, the company has not been able to take full advantage of the high
demand because of its very low capacity utilization. The limiting factor responsible for this low
capacity utilization is shortage of working capital to procure production inputs, such as,
preforms/bottles/caps labels and nylon shrinks.
It is on the basis of this that the company is raising funds through this Private Placement, to meet its
working capital needs.

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SWOT Analysis
We have taken time to meticulously analyse all the internal strengths and internal weaknesses of OGC
as well as all external opportunities and external threats to the company.
Internal Strengths
Our internal strengths include:
A. Product Strengths
1. The ONLY Artesian Natural Alkaline Mineral water in Nigeria
2. The ONLY Water in Nigeria with a natural PH of 7.78
3. The ONLY Water in Nigeria with a Natural temperature at source of 700C, meaning there are

no microbes.
4. The ONLY Water in Nigeria that flows to the surface without pump, but with

hydrostatic pressure.
5. The ONLY Water in Nigeria that prevents acidosis which is the causative agent for all known

acid related degenerative diseases including Cancer, Diabetes, Arthritis, High BP, High sugar
level etc.
6. The ONLY Water in the world with natural zinc and natural copper.
7. The huge volume of water in the aquifer which is expected to last in perpetuity is
conservatively valued at N21,000,000,000 (Twenty-One Billion Naira Only).
8. The best water in the world that nature has provided.

B. Production Strength
1. The Artesian Aquifer flows naturally 24/7 effortlessly, this is great advantage that is peculiar

to OGC Foods. Also we have the capacity and ability to produce our basic production inputs
in-house such as, preforms and cap closures which represent about 80% of our cost of
production. The availability of working capital will make this possible.
2. Capacity to regrind used cap closures to produce new cap closure, thereby reducing our cost of
production by about 20%.
3. Huge opportunity to earn extra income from the sales of pet preforms and closure caps due to
excess capacity of the preform German machine and the Italian cap machine.

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C. Marketing Strength
Lasena Water is now being recommended and prescribed to patients by medical Doctors and
Pharmacists, thus, making our marketing effort easier. In addition our marketing is headed by
a qualified medical doctor supported by well qualified marketing experts.

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D. Human Capital Strength
Our technical team is well trained and very experienced. Management team is very qualified
and experienced, with medical doctors in the sales team. Above all the chairman is a tested
talent in finance, management, law, factory management and he is a turnaround manager.

Internal Weaknesses
1. Lack of adequate working capital to operate at optional capacity.
2. Constant shortage of products due to low capacity utilization.
3. Inability to package the water from the artesian aquifer until after 72hour (3 days) because of

the high natural temperature at source of 70 degree centigrade, because packaging the water at
that temperature will melt the pet plastic bottles. This has forced the company to invest heavily
on holding water tanks. However, this is also strength because no microbes can survive at that
temperature.

External Opportunities
1. Huge market both local and outside the country waiting to be exploited.
2. The possibility of earning foreign currency if we start exporting Lasena water in due course.
3. A very huge gap between supply and demand to be filled, whereby demand far outstrip supply.

This gap is to be filled.

External Threats
1. The possibility of other water companies discovering artesian aquifer, thus, removing our

monopoly status. This is still very remote because of the huge entry costs, couple with the fact
that Artesian Thermal Aquifer are not common.

2. The possibility of government banning the use of pet plastic bottles to package water, this will
affect all water producers who may be forced to use glass bottles. This threat is still a very far
distance threat that cannot happen in the nearest foreseeable future. Even the more advanced
economies have not been able to do this.

3. The possibility of an earth quake disaster destroying the entire underground artesian aquifer
which will be an act of God.

4. The possibility of government unbanning the importation of waters into the country, in which
case waters like Fiji, Evian, etc. will begin to compete with Lasena Artesian Water, by
bringing such waters to Nigeria.

5. If the ranging effect of Covid-19, continues, government may be forced to put the entire
country on a locked down until further notice and this will negatively affect the operations.
However, water being a very essential product for life, government action will not affect the
company.

The Great Potentials to Shareholders:
There is no doubt that whoever invest in OGC Foods and Beverages Limited, will benefit from the
enormous measurable potentials of the company. Some of these potentials are currently latent, waiting
to be exploited once the needed working capital is injected.

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These Great Potentials Include:
1. The flowing and renewable Artesian Thermal Aquifer has a very conservative notional value

of N21,000,000,000 (Twenty-One Billion Naira Only), and this figure is not yet reflected in
the balance sheet. In actual fact this value is only notional because the aquifer is expected to
last in perpetuity, like others that were discovered several centuries ago, and they are still
flowing till date.

2. The income stream of the Company will be boosted with sales from pet preforms to other
bottlers, resulting from the 70% excess capacity of the German preforms making machine.
This high tech state-of the-art German Preform Making Machine, has been more or less idle
because of the lack of working capital to purchase PET Resin which is the raw material for
making pet preforms. The truth is that 30% capacity output from the machine will adequately
meet our in-house requirement for Lasena Artesian Natural Alkaline Mineral Water.
Therefore, we can get extra net income from selling pet preforms to the tune of over
N150,000,000 year on year.

3. The income stream of the company will further be boosted from the sales of Cap Closures
resulting from the excess capacity when the Italian Sacmi Cap Closure Making Machine
currently under-utilized is put to maximum use once the necessary working capital is available
to procure production inputs, HDPE Resin. Again 30% Capacity utilization of the machine
will meet one year requirement of Lasena Artesian Natural Alkaline Mineral Water. Here
again extra net income amounting N130,000,000 will be realised from the sales of the excess
Caps Closures year on year.

The huge synergy that will be realized if the Preform Making Machine and Cap Closure
making machines are combined with the income from Lasena Artesian Natural Alkaline
Mineral Water will be tremendous and investors will benefit immensely by way of dividends
and bonuses. These benefits are very easy to realise once the needed working capital is
injected. The beauty of this proposition is that both the German Preform Making Machine and
the Italian Cap Closure Making Machine are sunk-costs which will be put to effective use for
the benefit of shareholders. These benefits are measurable and deliverable and the market for
these products is currently under supplied and we intend to take advantage of this gap in the
supply chain.

4. Another area of potential enhanced income stream is from our plastic recycling plant. Here we
recycle all used plastic products and sell them to our Indian and Chinese customers. In
addition we make use of regrind cap closure to produce new cap closure in the ratio of 1:2, i.e.
I bag of used regrind mix with 2 bags of virgin HDPE materials. This on its own has reduced
our cost of production by 25%. If this section gets the necessary working capital the income
generation will be substantial, apart from helping to keep the environment clean and healthy.

5. Another major area of potential increased income stream is from the Natural Steam Bath
Sauna. This is a spin-off from the Artesian Thermal Aquifer. This is the only Natural Steam
Bath Sauna in Africa, and if given the necessary boost the income would be very massive. The
Steam Bath Sauna is already up and running but the only snag for now is that there is no
accommodation for those who want to spend weekends there and make maximum use of the
Steam Bath Sauna for various health challenges, but with a little injection of capital it will be

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completing with Lasena Artesian Natural Alkaline Mineral Water in terms of income
generation.

Note: It is worthy to note that all these potential income streams are not reflected in the
financial projections, hence they are hidden advantages that will be benefit the shareholders
immensely.

Lasena Artesian Thermal Aquifer
Note that OGC Foods & Beverages Limited has net asset value of about N3,000,000,000 (Three
billion Naira only) made up of Land and Building, Plant & Machinery, motor vehicle, furniture and
fittings etc. However, Lasena Artesian thermal Aquifer which is not reflected in the balance sheet, is
the main asset of the company that investors are buying into. This does not in any way implies that
other assets are not important. The truth is that, without this rare and unique Artesian Thermal Aquifer,
the company will just be like any other water company that litter the whole country. Lasena Water is
not just any other water, it is a rare water and the best healthy water in the world.

This unique Artesian Thermal Aquifer was serendipitously discovered in November 2009. The depth
is 522-meters, traversing 16 layers of the soil, all clay. The natural temperature is 70 degrees
centigrade and the aquifer flows effortlessly without any pump; thus, its flows with natural hydrostatic
pressure, flowing at the rate of 70,000 litres per hour. This volume translates to 1,680,000 litres (One
million, six hundred and eighty thousand litres) daily. No doubt this is a huge volume of Natural
Alkaline water that needs to be packaged for both local consumption and export sales. Out of this
volume of 1,680,000 litres, the company utilizes not more than 60,000 litres daily, which represents
only 3.60% utilization. Because the Aquifer cannot be shutdown, the company has piped some of the
excess volume to all the Estates in the neighbourhood as part of our Corporate Social Responsibility
(CSR). Despite this, the volume utilization is not still up to 10%. It thus becomes self-evident that the
volume utilization needs to be drastically increased, and this can only be achieved by injecting equity
capital through this Private Placement for enhanced working capital. Like others of its kind shown in
the table below, it is expected to exist in perpetuity even though it is notionally and conservatively
valued for 50 years at N21 billion. More so, this is a flowing and renewable aquifer situated in the
Mangrove rainforest region of West Africa. Therefore, there is no doubt that the aquifer will exist in
perpetuity.

The truth is that Artesian Thermal Aquifer is just like an oil well. However, oil is a wasting asset that
can get dried up. Furthermore, oil is gradually losing its importance because of newer types of energy
sources being discovered globally. In particular, the use of solar energy, hybrid cars, electric cars, etc.,
are all reducing the importance of oil. More importantly, many countries all over the world are now in
dire need of potable drinking water and the situation is expected to get worse with global warming and
environmental degradation. Cape Town in South Africa is a pertinent example, where water is now
being rationed to a maximum of 50 litres per day per household.

For now, Lasena Artesia Thermal Aquifer is the only one in Nigeria and one of the only three in
Africa. Most importantly, it is the best healthy water in the world because of its unique natural mineral
composition. The only water in the world with natural zinc and copper. Because of all these unique
propositions, there is great potentials for export of Lasena water in no distance future, once capacity
utilization is increased substantially, by injecting the necessary working capital through this Private
Placement. I have taken time to explain these unique propositions, so that prospective investors will
know exactly what they are buying into.

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In conclusion, and based on the detailed information provided above together with the very
comprehensive analysis of all relevant variables that could affect our business and your investment
decision, all the parameters point to a company with very high potentials. It is worthy to note that
even during the Covid-19 locked down, the company never stopped operation for one day, because
water is very essential to life.
There is no better time to invest in a company with a very bright future than now. A company that is
insulated from the vagaries of environmental, social, economic twist and turns, unprecedented and
unpredictable shocks such as the Covid-19 pandemic that the global community is currently passing
through. There is no substitute for water because water is life, and the best quality water means the
best quality life. These are incontrovertible facts. I therefore urge you to take advantage of this unique
proposition and we look forward to receiving you on board our company, at OGC Foods and
Beverages Limited, the producer of Lasena Artesian Natural Alkaline Mineral Water, the best water in
the world that nature has provided.
Yours truly

Lance Musa Elakama (Ph.D., Law)
Chairman (OGC Foods & Beverages Ltd.)

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THE FINANCIAL FORECAST

Letter from the Financial Adviser

The following is a copy of the letter from the Financial Adviser on the Profit Forecast:

August 05, 2021

The Directors
OGC Foods & Beverages Limited
1-3, OAK Plastic Avenue
Riverview Estate
Ogun State

Dear Sir

OGC FOOD & BEVERAGES LIMITED
OFFER FOR SUBSCRIPTION OF 315,400,000 ORDINARY SHARES OF N1.00 EACH AT
N10.00 PER SHARE
We are writing with reference to the Private Placement Document issued in respect of the Private
Placement of 315,400,000 Ordinary Shares of N1.00 each at N10.00 per share in OGC Food &
Beverages Limited (the Company).The Private Placement documents contain forecasts of the
Company’s profits for the four years ending 31st December 2021, 2022, 2023 and 2024.

We have discussed with you and Funsho Ogunlela & Associates (Chartered Accountants), Reporting
Accountants to the Private Placement, the basis and assumptions upon which the forecasts were made.
We have also considered the letter dated August 4, 2021 from the Reporting Accountants regarding the
accounting bases and calculations upon which the forecasts were compiled.

Having considered the assumptions made by you as well as the accounting bases and calculations
reviewed by the Reporting Accountants, we consider that the forecasts (for which you as Directors are
solely responsible) have been made by you after due and careful enquiry.

Yours Faithfully,
TYNDALE SECURITIES LIMITED

Niyi Opeodu
MANAGING DIRECTOR/CEO

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Report from the Reporting Accountant on the Profit Forecasts
The following is a copy of a letter on the Profit Forecasts by the Reporting Accountants to the Offer,
Funsho Ogunlela & Associates (Chartered Accountants):

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Letter from the Reporting Accountant on the Going Concern Status
The following is a copy of a letter on the Going Concern Status of OGC Foods and Beverages Limited
by the Reporting Accountants to the offer, Funsho Ogunlela & Associates (Chartered Accountants):

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PROFIT FORECAST

4 YEARS PROJECTED INCOME 2021 2022 2023 2024
Year Ended 31st December ₦'000 ₦'000 ₦'000 ₦'000
1,040,226 2,002,440 4,878,192 5,498,325
Turnover 656,025 1,436,870
Less: Cost of Sales 384,201 565,570 3,562,380 4,005,035
Gross Profit
Less Expenses 33,943 100,122 1,315,812 1,493,290
Marketing 177,830 130,000
Administrative 243,910 329,528
Bank Charges 1,977 4,005 250,000 285,000
Operating Profit/(Loss) 170,451 331,443
Less: 9,756 10,997
Depreciation 119,431 50,000 812,146 867,765
Profit before tax 51,020 281,443
Tax @ 32% 16,326 90,062 97,700 97,700
Profit after tax 34,694 191,381 714,446 770,065
Appropriation 228,623 246,421
Retained Earnings b/f - 34,694 485,823 523,644
Less: Dividend Payable - -
Retained Earnings c/f 34,694 226,075 211,898
226,075 500,000 750,000
211,898 (14,458)

Major ratios 36.93 28.24 26.97 27.16
Gross profit to Turnover (%) 16.39 16.55 16.65 15.78
Operating profit to Turnover (%) 4.90 14.06 14.65 14.01
PBT to Turnover (%) 3.34 9.96 9.52
PAT to Turnover (%) 9.56

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4 YEARS PROJECTED FINANCIAL POSITION

Year Ended 31st December 2021 2022 2023 2024
₦'000 ₦'000 ₦'000 ₦'000

ASSETS 4,780,494 4,682,794 4,585,094
4,780,494 4,682,794 4,585,094
Fixed Assets 2,680,494
829,894 1,528,679 2,411,287
Total Fixed Assets 2,680,494 16,687 40,652 45,819
- -
Current Assets - 65,000 70,000
50,000
Inventories 18,470 963,823 1,333,332 1,340,461
1,860,404 2,967,663 3,867,567
Trade and Other receivables 1,500

Staff Loans -

Prepayments 15,000

Cash and Cash Equivalents 3,746,428

Total Current Assets 3,781,398

TOTAL ASSETS 6,461,892 6,640,898 7,650,457 8,452,661

EQUITY AND LIABILITIES 1,000,000 1,000,000 1,000,000 1,000,000
Equity 3,339,000 3,339,000 3,339,000 3,339,000
Issued and fully paid up capital 1,235,542
Share Premium 34,694 226,075 711,898 5,574,542
Retained Earnings 4,373,694 4,565,075 5,050,898
Total Equity
1,859,497 1,859,497 1,859,497 1,859,497
Liabilities 1,859,497 1,859,497 1,859,497 1,859,497
Non-current Liability
Chairman's Account 228,702 200,000 150,000 40,000
Total Non-current Liability - 16,326 90,062 228,623
- 500,000 750,000
Current Liabilities - 740,062 1,018,623
Trade and Other payables 228,702 216,326
Tax Payable
Dividend payables
Total Current Liabilities

TOTAL EQUITY AND LIABILITIES 6,461,893 6,640,898 7,650,457 8,452,662

Major ratios 51,020 281,443 714,446 770,063
PBT 4,373,694 4,565,075 5,050,898 5,574,542
Capital Employed
Return on Investment (ROI) 1 4 9 9
Return on Capital Employed (ROCE) 1 6 14 14

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CASH FLOW PROJECTION 2021 2022 2023 2024
Equity issue proceeds ₦'000 ₦'000 ₦'000 ₦'000

3,487,600 - - -
1,906,219 4,590,617 5,436,312
Sales 936,204 1,906,219 4,590,617 5,436,312

Total Inflow 4,423,804 1,486,870 3,627,380 4,075,035
1,200,000 - -
Cash Outflow - -
300,000 - -
Cost of Sales 656,025 300,000 - -
250,000 - -
New filling line - 150,000 - -
700,000 - -
New Jar filling line - 100,000
100,122 243,910 329,528
New reservoir - 130,000 250,000 285,000
10,997
New Generator - 4,005 9,756
- - -
New Forklift - - - 500,000
228,623
New Warehouse - 16,326 90,062 5,429,183
4,737,323 4,221,108
New Trucks - (2,831,104) 7,129
3,491,229 369,509 1,029,634
Marketing and Sales 33,943 660,125 1,036,763
660,125 1,029,634
Admin expenses 177,830

Finance charges 1,977

Equity issue cost 111,300

Dividend paid -

Tax paid -

Total Outflow 981,075

Cash balance 3,442,729

Cash balance b/f 48,500

Cash balance c/f 3,491,229

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BASIS AND ASSUMPTIONS FOR THE PREPARATION OF THE FINANCIAL FORECAST
The forecast has been arrived at on the following bases and assumptions

Bases
(a) The forecast for the year ended 31st December 2021, 2022, 2023 and 2024 has been prepared

on the basis consistent with policies normally adopted by the company.

(b) Previous year’s actual performance have been reviewed against budget and also putting into
consideration the improvement in capacity utilization.

(c) The forecast is based on the net proceeds from the private placement being realized and
brought into the books of the company at the end of the period.

Assumptions
The following are the assumptions underlying the company's profit forecast

(a) N3,154,000,000 shall be raised from OGC Foods private placement. The funds less estimated
private placement expenses of N94,620,000 is expected to become available in 3rd quarter of
2021 and will be invested to increase working capital.

(b) Government economic policies will remain stable

(c) Changes in inflation rate in the country, which is presently 17.75% (June, 2021) is expected to
increase because of the negative impact of Covid-19.

(d) Activity of competitors in the industry will not adversely affect Lasena, because they are not
primary competitors but secondary competitors, in effect we have monopoly of Artesian
Natural Mineral Water, in Nigeria for now.

(e) Activity of regulatory bodies like NAFDAC, SON, towards maintaining high standard will be
friendly.

(f) Political stability is expected.

(g) Prices of production inputs and selling prices are not expected to change drastically above
general inflation level. However because of the negative effect of COVID-19 prices of inputs
like preforms, resin and nostril mask, which come primarily from China and other Asian
countries, are expected to increase substantially by about 25% or more and these have been
factored in the calculation of profit. On the other hand, the selling prices were increased by
10% only based on the concept of prudence and conservatism.

(h) The company will continue to enjoy the goodwill and patronage of present and potential
customers.

(i) There will be no significant changes in the Federal Government's monetary and fiscal policies
that will adversely affect the company.

38 | P a g e

(j) There will be no material changes in the political and economic climate that will adversely
effect of the company.

(k) The basis of taxation both direct and indirect, will not change materially.
(l) The quality of the Company's management will be sustained during the forecast period
(m) There will be no litigations with adverse consequences on the company
(n) Taxation is calculated at 30% and education tax at 2% of assessable profit.
(o) We expect harmonious industrial relation with our workers.
(p) The company will experience growth in its customer base.
(q) The shares of the Company on offer is expected to be fully subscribed.
(r) The Company will not suffer any major uninsurable catastrophe.

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HISTORICAL FINANCIAL INFORMATION

1. Reporting Accountants' Report
The following is the report of Funsho Ogunlela & Associates (Chartered Accountants), Reporting
Accountants to the offer, on the historical financial information of OGC Foods and Beverages Limited
for the four years ended 31 December 2020.

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2. Statement of Significant Accounting Policies

a. The Company
The company was incorporated as a Private Limited Liability on 1st September, 2009 to
engage in the business of Foods and Beverage in its entirety.

b. Accounting Policies

The following are the significant accounting policies applied by the Company in the arriving at

the accounts

i. Basis of Accounting: The Accounts are prepared under the historical cost

convention.

ii. Fixed Assets: Fixed Assets are stated at cost or valuation less accumulated

depreciation.

iii. Depreciation: Depreciation of Fixed Assets is charged at the rates estimated to

write-off the cost/valuation of the assets on straight line basis over their expected

useful lives as follows;

Assets Rate

Building 2%

Plant and Machinery 6%

Motor Vehicle 25%

Furniture and Office Equipment 20%

Laboratory Equipment 6%

Water Treatment Plant 6%

Ogba Deport 2%

Borehole Construction 6%

Opebi Deport Building 2%

iv. Turnover: Turnover represents the net value of service rendered to third parties.

v. Stocks: Stocks are value at lower of cost or net realiseable value

vi. Repair and Maintenance: Repair and maintenance are written off as incurred.

c. Accounting Responses to The Effect of Inflation
No provision has been made in these accounts for the effects of rising prices and inflation.

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4. FINANCIAL POSITION

Year Ended 31st December Notes 2020 2019 2018 2017
₦'000 ₦'000 ₦'000 ₦'000
ASSETS
Fixed Assets 1 2,561,063 2,600,695 1,391,657 1,616,627
Total Fixed Assets 2,561,063 2,600,695 1,391,657 1,616,627
Current Assets
Inventories 2 71,858 57,196 36,457 19,123
Debtors and prepayment
Cash and Cash Equivalents 3 18,283 4,454 13,088 22,734
Total current assets
4 48,500 31,054 46,648 1,636

138,641 92,704 96,193 43,493

TOTAL ASSETS 2,699,704 2,693,399 1,487,850 1,660,120

EQUITY AND LIABILITIES 14 629,000 20,000 5,000 5,000
Equity - ---
Issued and fully paid up capital
Share premium 9 394,202 1,003,201 888,386 911,912
Deposit for Share 13 (452,369) (492,308) (517,932) (402,432)
Retained Earnings
Total Equity 570,833 530,893 375,454 514,480
Liabilities
Non-current Liability 8 1,919,647 1,781,820 705,214 940,503
Chairman's Account 5 - 263,903 338,225 155,007
Bank Loan
Total Non-current Liability 1,919,647 2,045,723 1,043,439 1,095,510

Current Liabilities 6 196,254 104,724 68,957 50,130
Trade and Other payables
Tax payable 7 12,970 12,059 - -
Total current liabilities
209,224 116,783 68,957 50,130

TOTAL EQUITY AND LIABILITIES 2,699,704 2,693,399 1,487,850 1,660,120

Major ratios 45,67 37,683 (114,936) (59,157)
PBT 570,833 530,893 375,454 514,480
Capital Employed
Return on Investment (ROI) (%) 2 1 (8) (4)
Return on Capital Employed (ROCE) (%) 5 7 (31) (11)

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5. INCOME STATEMENT Notes 2020 2019 2018 2017
₦'000 ₦'000 ₦'000 ₦'000
Year Ended 31st December 10 792,888 560,318 391,118 345,014
11
Turnover 418,973 294,597 264,916 203,038
Less: Cost of Sales
Gross Profit 373,915 265,721 126,202 141,976
Less Expenses:
7,806 1,968 1,682 4,706
Marketing 206,635 99,306 113,717 104,687
Administrative expenses 36,038
Interest on Loan - 128,409 42,823 6,129
Operating Profit/(Loss) 159,474 (32,020) 26,454
Less:
Bank charges 2,124 1,544 1,339 707
Depreciation
Profit before tax 1 112,283 89,182 81,577 84,904
Tax @ 32%
Profit after tax 45,067 37,683 (114,936) (59,157)
Retained Earnings b/f
Retained Earnings c/f 5,129 12,058 564 -

Major ratios 39,938 25,625 (115,500) (59,157)
Gross profit to Turnover (%)
Oper6 profit to Turnover (%) (492,307) (517,932) (402,432) (343,275)
PBT to Turnover (%)
PAT to Turnover (%) (452,369) (492,307) (517,932) (402,432)

47 47 32 41

20 23 (8) 8

6 7 (29) (17)

5 5 (30) (17)

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6. STATEMENT OF CASH FLOW 2020 2019 2018 2017
₦'000 ₦'000 ₦'000 ₦'000
Year Ended 31st December
45,067 37,683 (114,936) (79,564)
Cash Flows from Operating Activities
Net Profit/(Loss) for the year 112,283 89,182 81,577 84,904
Adjustment for: - - 667 -
Depreciation of Fixed Asset - - -
Provision for Doubtful Debt (2,427)
Prior Year Adjustment - Tax Written-off 154,923 126,865 (32,692) 5,340
(14,662) (20,739) (17,333) (1,258)
Change in Stock (13,828) (11,503)
Change in Debtors and Prepayments 91,530 8,633 9,646 30,148
Change in Creditors and Accruals 38,194 18,827
Change in Long term Liabilities - 1,286
Cash Generated from Operating Activities 217,963 - - 24,013
Income Tax Paid (1,790) 152,953 (21,552)
Net Cashflow from Operating Activities 216,173 (8,883) (461)
144,070 (564) 23,552
(22,116)

Cash flow from investing Activities - - - 259,490
Proceeds from Investment (72,651) (57,919) (24,087) (222,088)
Acquisition of Property, Plant and Equipment
Acquisition of Intangible Assets - - --
(72,651) (57,919) (24,087) 37,402
Cash Flows from Financing Activities
Proceeds from Loans and Borrowings 137,827 - 338,225 -
Repayment of Loans and Borrowings (263,902) (101,745) (247,010) (61,555)
(126,075) (101,745) (61,555)
91,215

Net increase in Cash and Cash Equivalents 17,447 (15,594) 45,012 (601)
Cash and Bank at the beginning 1,636 2,237
Cash and Cash Equivalents at end 31,054 46,648 1,636
46,648
48,501 31,054

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7. NOTES TO THE FINANCIAL STATEMENTS

Year Ended 31st December 2020 2019 2018 2017
1 FIXED ASSETS ₦'000 ₦'000 ₦'000 ₦'000

Cost 3,067,206 1,768,986 1,977,634 1,755,546
As at Jan 1 - 686,821 (182,043) -
611,399
Revaluation 72,651 - 24,087 222,088
Additions - - (50,692) -
Written-off - -
Disposal 3,067,206 -
3,139,857 1,768,986 1,977,634
Depreciation
As at Jan 1 466,512 377,329 346,444 276,103
Revaluation - - - -
Additions - - - -
Disposal - -
Charge for the year 112,283 89,182
Written-off - - 81,577 84,904
- - (50,692) -
As at December 377,329
578,795 466,511 1,391,657 361,007
1,616,627
2,561,062 2,600,695

2 STOCK 2020 2019 2018 2017
Finished Goods ₦'000 ₦'000 ₦'000 ₦'000
Raw Material: 1,566 10,576 6,352
50cl M/W Label 411
35cl M/W Label - 1,476 76
75cl M/W Label - 525 217 100
Filter - 606 309
1 Litre M/W Label - 1,675 1,150 16
1 Litre M/W Label - - 18
Jar Preform 11,902 98 420
Jar Label 1,805 440 218 6,471
Tamper Proof M/W - 6,707 3,416 32
Nylon - 19,934 1,665
Cartons 5,340 -
QC Materials 4,121 12 76 160
Pet Preform 36 1,467 2,130
Master Batch 40,342 -
Shrink Film3 - 967 252 -
Cellotape - 741 347 1,265
HDPE Resin - 267 75 -
5,538 8,766 4,126 352
Recycling: 657 29
Pet Resin 810 4,355 - 635
Crushed Pet Bottle 176 2,194 640
Uncrushed HDPE Cap 47 424 2,289 -
Diesel -
Pet (Bleack) - - - -
Uncrushed Pet - - 190
Blown Bottle - - 385 60
Press (Receipt, Invoice, Helmet, Gloves) 175 23 212 98
- - 28 2,320
71,858 - 2,517 221
6,927 41 19,124
- 141
57,196 4,480

-
36,457

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2020 2019 2018 2017
₦'000 ₦'000 ₦'000 ₦'000

3 DEBTORS AND PREPAYMENTS - - 7,390 17,338
Trade Debtors - 706 - 294
Insurance 4,062 3,748 10
Staff Loans 14,221 1,667
Prepayments - 4,030 5,092
18,283
4 CASH AND BANK 4,454 13,087 22,734
Cash in hand
Zenith Bank PLC 2020 2019 2018 2017
Polaris Bank Ltd ₦'000 ₦'000 ₦'000 ₦'000
Stanbic IBTC Bank
Diamond Bank 318 67 287 -
UBA 8,219 5,608 1,089 882
First Bank PLC 17,700 3,007 1,606 386
GT Bank 1,199 16,972 1,006
Wema Bank Plc. 3,490 4,554 91
Stanbic IBTC Bank (BOI) 134 50
Fidelity Bank 694 35 47 49
3,349 516 122 128
5 LONG TERM LIABILITIES 10,257 15 15 -
Stanbic IBTC (BOI) Loan 3,152 259 - -
Stanbic IBTC 42,219 -
- - 123 50
6 CREDITORS 122 20
Trade Creditors 46,648 1,636
Tax Liabilities 48,500 31,053
PAYE
NSITF 2020 2019 2018 2017
ITF ₦'000 ₦'000 ₦'000 ₦'000
Suspense Account
VAT Payable - 227,579 338,225 -
WHT
Audit Fee - 36,324 - 155,008
Salary Payable
- 263,903 338,225 155,008
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2020 2019 2018 2017
₦'000 ₦'000 ₦'000 ₦'000

191,388 101,085 68,586 43,509
- - - -
38
608 252 371 -
1,361 1,361 - -
1,050 - -
407 - -
- 196 -
4 280 - 566
1,545 - 750
57 - - 5,267
241 750
393 68,957 50,130
196,254
104,724

7 TAX LIABILITIES 2020 2019 2018 2017
Balance brought forward ₦'000 ₦'000 ₦'000 ₦'000
Tax Paid 12,058
Tax Written-off - - -
Tax for the year (1,790)
(2,427) - - -
8 CHAIRMAN CURRENT ACCOUNT - - -
Balance brought forward 5,129
Addition during the year 12,058 - -
12,970
9 DEPOSIT FOR SHARES 12,058 - -
Balance brought forward
Addition during the year 2020 2019 2018 2017
Amount Capitalised in the year ₦'000 ₦'000 ₦'000 ₦'000
1,781,820 705,214 940,503 921,089
10 TURNOVER 137,827 1,076,606 (235,289) 19,414
Factory OGC
SPA Water 1,919,647 1,781,820 705,214 940,503
Cash Sales
Jar 2020 2019 2018 2017
Sauna ₦'000 ₦'000 ₦'000 ₦'000
Recycling 1,003,202 888,385 911,912 691,390
Caps 114,816 (23,526) 220,522
Other Income -
(609,000) - - -
11 COST OF SALES
Opening Stock 01/01/2018 394,202 1,003,201 888,385 911,912
Add: Purchases
Less: Closing Stock 2020 2019 2018 2017
₦'000 ₦'000 ₦'000 ₦'000
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597,131 400,498 304,084 213,841
- - - 1,121
71,525
38,591 30,200 67,239 50,580
153,810 121,029 - 1,721
4,340
- - 3,738 1,886
3,356 8,592 1,494 -

- - - 345,014
- - 14,563
792,888
560,319 391,118

2020 2019 2018 2017
₦'000 ₦'000 ₦'000 ₦'000

57,196 36,457 19,124 21,453
433,635 315,337 282,249 200,709
(71,858) (57,196) (36,457) (19,124)
418,973 203,038
294,598 264,916

12 OPERATING AND ADMIN EXPENSES 2020 2019 2018 2017
Staff Welfare & Allow. ₦'000 ₦'000 ₦'000 ₦'000
Sales Commission
Salaries and Allowances 9,137 404 2,197 7,308
Printing and Stationeries 14,273 1,203 - 120
Transport & Traveling 65,934 57,053
Repair & Asset maintenance 10,688 3,324 46,377 61,587
Insurance 1,707 1,928 9,780
Staff Uniform 1,934 8,004 2,000 1,092
Audit Fee 31,377 9,839 21,215
Clinic Expenses 733 797
Loading Expenses 707 381 100 942
Website design & Dev - 750 900 556
Advertisement, Promotion & Pub 4,574 750
Electricity 1,776 - 506
Regulatory Expenses 1,992 - - -
Consultancy Fee 1,540 39 750 -
Marketing Expenses 620 4,309 138
Machine Coding Ink - 6,665 2,918 635
Postage and courier 90 3,211 1,000 6,353
Recycling 3,188 965 1,682 982
Communication Expenses 760 1,968 1,850 1,100
Diesel and Lubricants 2,300 617 365 4,706
Security Expenses 7,806 353 2,586 518
Hotel, Feeding & Ent 1,933 - 1,676 95
Bank Charges - 807 2,207 1,373
Janitorial Expenses 1,367 1,115 1,200 776
Staff Training 763 2,301 1,961 2,409
Haulage & Delivery Expenses 950 1,813 1,339 983
Fuel Expenses 6,197 1,544 666 1,260
BOI Expenses 8,137 1,385 - 707
Terminal Benefit 2,124 170 37 1,331
Rebate 7,396 - 1,554 88
Bad debt 120 1,089 165
NSITF - - 13,965 1,947
ITF 1,345 595 - -
OAK Expenses 25,221 - 55 -
Licence and Registration 894 200 841
Provision for doubtful debt - 1,361 2,565 -
Quality Control Expenses - 1,258 - -
Legal Fee - 9 - -
Share Capital Increase - 1,017 - -
Toll Gate Fee - - -
Laboratory Expenses 865 - 1,305 402
Interest on Loan - - 423 -
1,705 - 667 -
1,500 78 - -
1,580 79 - 47
213 - 184 251
753 729 6,129
- 102,818
42,823 136,586
216,565
158,034

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13 RETAINED EARNINGS 2020 2019 2018 2017
Balance brought forward ₦'000 ₦'000 ₦'000 ₦'000
Addition during the year (P&L) (492,308) (517,932) (402,432) (343,275)
37,956 25,624 (115,500) (59,157)
14 ISSUED AND PAID UP CAPITAL
Balance brought forward (454,352) (492,308) (517,932) (402,432)
Capitalised during the year
2020 2019 2018 2017
₦'000 ₦'000 ₦'000 ₦'000
20,000 5,000 5,000 5,000
609,000 15,000
- -
629,000 20,000
5,000 5,000

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