Filmhouse Shareholders In Court Over ₦4.9bn Planned Sale

A legal battle has erupted among shareholders of Filmhouse Holdings Limited, as Cerrerera Investment Services files a lawsuit against the proposed sale of a 58.1 percent stake in the company to Trivos Film and Media Limited for ₦4.9 billion.

The dispute, now before the Federal High Court in Abuja, centres on allegations that Cape Media Limited, the majority shareholder, failed to consider better offers from other interested buyers.

Cerrerera Investment Services, a minority shareholder with 2.1 percent of Filmhouse’s issued share capital, argues that the planned sale undervalues Filmhouse, jeopardising its and other shareholders’ interests. Cape Media owns 58.1 percent of Filmhouse, and the petition claims that offers from other potential buyers, including Logical Pictures and Canury West Africa Limited (CWAL), were ignored. Logical Pictures reportedly offered $15 million (with an additional $3 million management package), while CWAL proposed ₦8.5 billion for Cape’s shares.

The lawsuit, marked FHC/ABJ/PET/18/2024, seeks to halt the sale to Trivos, claiming it represents a significant undervaluation of the company’s worth. The petitioner alleges a ‘clandestine agreement’ between Cape and Trivos, which, if allowed to proceed, would unfairly prejudice minority shareholders.

In response, Filmhouse and Cape deny any binding agreement with Trivos. A litigation executive for Filmhouse, Mr. Hosea Udoh, clarified that while Cape had considered selling its shares, no transaction had been finalised. The unexecuted Share Sale and Purchase Agreement between Cape and Trivos, which proposes a purchase price of ₦4.9 billion, is merely a draft and does not signify a completed deal.

The court has set a hearing for November 14, 2024, to consider the arguments from both sides.