International Breweries Plc has announced a proposed share capital reduction aimed at eliminating its accumulated losses and returning excess capital to shareholders, as part of efforts to strengthen its balance sheet and restore its ability to pay dividends in the future.
In a notice made available to the Nigerian Exchange Limited (NGX), the brewer said the proposed restructuring would be implemented in two stages: the elimination of negative retained earnings and the return of excess capital to shareholders.
The company said the transaction would be executed in accordance with Section 131 of the Companies and Allied Matters Act (CAMA), 2020 (as amended), subject to the approval of relevant regulatory authorities and confirmation by the Federal High Court.
According to the notice, despite the planned return of capital, International Breweries remains unable to distribute dividends because it recorded accumulated losses of N191.03 billion as of the 2025 financial year.
To address this, the company said it intends to apply part of the balance in its Share Premium Account to offset the accumulated losses.
The move, it explained, would restore its distributable reserves and re-establish its capacity to pay dividends from future profits.
“Despite the return to profitability, International Breweries remains unable to distribute dividends due to accumulated losses of N191,032,749,000 (as at FY 2025). The Company proposes to apply a portion of the balance in the Share Premium Account to eliminate the accumulated losses, thereby restoring distributable reserves and re-establishing the Company’s capacity to pay dividends from future profits,” the company stated.
Following the elimination of the accumulated losses, the brewer said it would undertake a further reduction of its Share Premium Account to facilitate the return of capital to shareholders.
It explained that the amount payable to each ordinary shareholder would be distributed on a pro-rata basis, with the final amount to be determined by the Board of Directors based on the approved sum to be distributed from the Share Premium Account.
The company noted that shareholders will be required to vote on the proposed share capital reduction at its forthcoming Annual General Meeting (AGM).
If approved by shareholders, regulators and the Federal High Court, the restructuring is expected to improve the company’s capital structure, clean up its balance sheet and enhance its ability to reward shareholders through future dividend payments once earnings are sustained.
